WNC HOUSING TAX CREDIT FUND IV L P SERIES 2
10-Q, 1999-08-31
OPERATORS OF APARTMENT BUILDINGS
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                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   (Mark One)

      x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1999

                                       OR

      o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

             For the transition period from ________ to ___________

                         Commission file number: 0-28370


                 WNC Housing Tax Credit Fund IV, L.P. - Series 2

California                                                           33-0596399
State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization                                Identification No.)


              3158 Redhill Avenue, Suite 120, Costa Mesa, CA 92626

                                 (714) 622-5565


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes ____ No X .



<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                               INDEX TO FORM 10-Q

                       For the Quarter Ended June 30, 1999




PART I. FINANCIAL INFORMATION

  Item 1. Financial Statements

    Balance Sheets, June 30, 1999 and March 30, 1999.........................3

    Statements of Operations
             For the three months ended June 30, 1999 and 1998...............4

    Statement of Partners' Equity
             For the three months ended June 30, 1999........................5

    Statements of Cash Flows
             For the three months ended June 30, 1999 and 1998...............6

    Notes to Financial Statements............................................7

  Item 2.  Management's Discussion and Analysis of
             Financial  Condition and Results of Operations.................13

  Item 3.  Quantitative and Qualitative Disclosures About Market Risks......15


PART II. OTHER INFORMATION

  Item 1.  Legal Proceedings................................................15

  Item 6.  Exhibits and Reports on Form 8...................................15

  Signatures................................................................16




                                       2

<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                                 BALANCE SHEETS




                                              June 30, 1999     March 31, 1999
                                              -------------     --------------

                                     ASSETS

Cash and cash equivalents                     $     346,919      $     552,348
Investment in limited
  partnerships - Note 2                           9,925,783         10,092,782
Other assets
                                                        998                998
                                                 ----------         ----------
                                              $  10,273,700      $  10,646,128
                                                 ==========         ==========

                        LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Accrued fees and expenses due to
  general partner and affiliates - Note 3     $      46,153      $      29,722
Payable to limited partnerships -Note 4             211,949            421,025
                                                 ----------         ----------
                                                    258,102            450,747
                                                 ----------         ----------
Partners' equity (deficit):
  General partner                                   (52,156)           (50,358)
  Limited partners (20,000 units
    authorized, 15,600 units issued
    and outstanding)                             10,067,754         10,245,739
                                                 ----------         ----------
Total partners' equity                           10,015,598         10,195,381
                                                 ----------         ----------
                                              $  10,273,700      $  10,646,128
                                                 ==========         ==========


                 See accompanying notes to financial statements
                                        3
<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                            STATEMENTS OF OPERATIONS

                For the Three Months Ended June 30, 1999 and 1998

                                                   1999                   1998
                                                   ----                   ----

Interest income                             $     4,448            $     8,626
                                              ---------              ---------
Operating expenses:
Amortization                                     10,230                 10,230
Asset management fees - Note 3                   10,725                 10,725
Legal and accounting                              9,056                  7,000
Other                                            (2,549)                 6,551
                                              ---------              ---------

Total operating expenses                         27,462                 34,506
                                              ---------              ---------

Loss from operations                            (23,014)               (25,880)
                                              ---------              ---------

Equity in losses of limited partnerships       (156,769)              (161,448)
                                              ---------              ---------

Net loss                                    $  (179,783)           $  (187,328)
                                              =========              =========
Net loss allocated to:
  General partner                           $    (1,798)           $    (1,873)
                                              =========              =========

  Limited partners                          $  (177,985)           $  (185,455)
                                              =========              =========
Net loss per limited partner unit (15,600
  units issued and outstanding)             $       (12)           $       (12)
                                              =========              =========


                 See accompanying notes to financial statements
                                        4
<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                          STATEMENT OF PARTNERS EQUITY

                    For the Three Months Ended June 30, 1999

<TABLE>
<CAPTION>


                                              General               Limited
                                              Partner               Partners                  Total
                                              -------             --------                    -----

<S>                                    <C>                <C>                   <C>
Equity (deficit), March 31, 1999       $      (50,358)    $       10,245,739    $        10,195,381

Net loss for the three months ended
  June 30, 1999                                (1,798)              (177,985)              (179,783)
                                         ------------             ----------             ----------

Equity (deficit), June 30, 1999        $      (52,156)    $       10,067,754    $        10,015,598
                                         ============             ==========             ==========



</TABLE>




                 See accompanying notes to financial statements
                                        5





<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                            STATEMENTS OF CASH FLOWS

                For the Three Months Ended June 30, 1999 and 1998
<TABLE>
<CAPTION>

                                                                    1999               1998
                                                                    ----               ----
<S>                                                         <C>               <C>
Cash flows from operating activities:
  Net loss                                                  $   (179,783)     $    (187,328)
    Adjustments to reconcile net loss to net
      cash provided by (used in) operating activities:
        Equity in loss of limited partnerships                   156,769            161,448
        Amortization                                              10,230             10,230
        Asset management fees                                     10,725             10,725
        Change in other assets                                         -              4,539
        Accrued fees and expense due
          to general partner and affiliates                        5,706             (1,223)
                                                               ---------          ---------
     Net cash provided by (used in) operating activities           3,647             (1,609)
                                                               ---------          ---------

Cash flows from investing activities:
  Investment in limited partnerships                            (209,076)           (50,000)
  Distributions from limited partnerships
                                                                       -                850
                                                               ---------          ---------
  Net cash flows used in investing activities:                  (209,076)           (49,150)
                                                               ---------          ---------

Net decrease in cash and cash equivalents                       (205,429)           (50,759)

Cash and cash equivalents, beginning of period                   552,348          1,383,197
                                                               ---------          ---------

Cash and cash equivalents, end of period                    $    346,919      $   1,332,438
                                                               =========          =========

</TABLE>

                 See accompanying notes to financial statements
                                        6


<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS

                                  June 30, 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General
The information  contained in the following notes to the financial statements is
condensed  from that  which  would  appear in the annual  financial  statements;
accordingly,  the  financial  statements  included  herein should be reviewed in
conjunction  with the audited  financial  statements  and related  notes thereto
contained in the WNC California  Housing Tax Credits,  L.P. (the  "Partnership")
Annual Report for the year end March 31, 1999 (audited). Accounting measurements
at interim dates  inherently  involve greater reliance on estimates than at year
end.  The  results  of  operations  for the  interim  period  presented  are not
necessarily indicative of the results for the entire year.

In the opinion of the General  Partner,  the  accompanying  unaudited  financial
statements  contain  all  adjustments   (consisting  of  only  normal  recurring
accruals) necessary to present fairly the financial position as of June 30, 1999
and the results of  operations  and  changes in cash flows for the three  months
ended.

Organization

WNC Housing Tax Credit Fund IV, L.P., Series 2 (the "Partnership") was formed on
September  27,  1993  under the laws of the state of  California  and  commenced
operations on July 18, 1994. The Partnership  was formed to invest  primarily in
other limited  partnerships  (the "Local  Limited  Partnerships")  which own and
operate multi-family housing complexes (the "Housing Complex") that are eligible
for low income housing  credits.  The local general partners (the "Local General
Partners")  of  each  Local  Limited   Partnership  retain   responsibility  for
maintaining, operating and managing the Housing Complex.

The  general  partner  is WNC  Tax  Credit  Partners,  IV,  L.P.  (the  "General
Partner"), a California limited partnership.  WNC & Associates,  Inc. ("WNC") is
the general partner of the General Partner.  Wilfred N. Cooper, Sr., through the
Cooper  Revocable  Trust,  owns 66.8% of the  outstanding  stock of WNC. John B.
Lester,  Jr.  was the  original  limited  partner of the  Partnership  and owns,
through the Lester Family Trust, 28.6% of the outstanding stock of WNC.

The Partnership Agreement authorized the sale of 20,000 units at $1,000 per unit
("Units").  The  offering of Units  concluded  in July 1995 at which time 15,600
Units representing subscriptions,  net of discounts for volume purchases of more
than 100 units,  in the amount of  $15,241,000  had been  accepted.  The General
Partner has a 1% interest in operating  profits and losses,  taxable  income and
losses,  cash available for  distribution  from the Partnership and tax credits.
The limited  partners  will be  allocated  the  remaining  99% of these items in
proportion to their respective investments.

After the limited partners have received proceeds from sale or refinancing equal
to their capital contributions and their return on investment (as defined in the
Partnership  Agreement) and the General  Partner has received  proceeds equal to
its capital contributions and a subordinated disposition fee from the remainder,
any  additional  sale or  refinancing  proceeds will be  distributed  90% to the
limited partners (in proportion to their respective  investments) and 10% to the
General Partner.

Risks and Uncertainties

The Partnership's  investments in Local Limited  Partnerships are subject to the
risks incident to the management and ownership of low-income  housing and to the
management and ownership of multi-unit  residential  real estate.  Some of these

                                       7
<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

risks  are that the low  income  housing  credit  could be  recaptured  and that
neither the  Partnership's  investments  nor the Housing  Complexes owned by the
Local Limited Partnerships will be readily marketable. To the extent the Housing
Complexes  receive  government  financing  or operating  subsidies,  they may be
subject to one or more of the following risks: difficulties in obtaining tenants
for the Housing Complexes; difficulties in obtaining rent increases; limitations
on cash distributions; limitations on sales or refinancing of Housing Complexes;
limitations on transfers of Local Limited Partnership Interests;  limitations on
removal of Local General Partners; limitations on subsidy programs; and possible
changes in applicable regulations.  The Housing Complexes are or will be subject
to  mortgage  indebtedness.  If a Local  Limited  Partnership  does not make its
mortgage payments, the lender could foreclose resulting in a loss of the Housing
Complex  and low  income  housing  credits.  As a limited  partner  of the Local
Limited Partnerships, the Partnership will have very limited rights with respect
to management of the Local  Limited  Partnerships,  and will rely totally on the
Local General  Partners of the Local Limited  Partnerships for management of the
Local Limited Partnerships.  The value of the Partnership's  investments will be
subject  to  changes  in  national  and  local  economic  conditions,  including
unemployment  conditions,  which could adversely  impact vacancy levels,  rental
payment  defaults and operating  expenses.  This, in turn,  could  substantially
increase  the  risk of  operating  losses  for  the  Housing  Complexes  and the
Partnership.  In addition,  each Local Limited  Partnership  is subject to risks
relating  to  environmental   hazards  and  natural  disasters  which  might  be
uninsurable. Because the Partnership's operations will depend on these and other
factors  beyond  the  control  of the  General  Partner  and the  Local  General
Partners,  there can be no assurance  that the  anticipated  low income  housing
credits will be available to Limited Partners.

In addition,  Limited  Partners are subject to risks in that the rules governing
the low income  housing  credit are  complicated,  and the use of credits can be
limited.  The only  material  benefit from an investment in Units may be the low
income housing credits. There are limits on the transferability of Units, and it
is unlikely that a market for Units will develop.  All management decisions will
be made by the General Partner.

Method of Accounting For Investments in Limited Partnerships

The Partnership  accounts for its investments in limited  partnerships using the
equity method of  accounting,  whereby the  Partnership  adjusts its  investment
balance for its share of the Local Limited  Partnership's  results of operations
and for any distributions received. The accounting policies of the Local Limited
Partnership are consistent with those of the Partnership.  Costs incurred by the
Partnership  in  acquiring  the  investments  are  capitalized  as  part  of the
investment account and are being amortized over 30 years

Offering Expenses

Offering  expenses consist of underwriting  commissions,  legal fees,  printing,
filing and  recordation  fees,  and other costs  incurred  with selling  limited
partnership  interests in the  Partnership.  The General Partner is obligated to
pay all  offering  and  organization  costs in  excess of 15%  (including  sales
commissions) of the total offering proceeds.  Offering expenses are reflected as
a reduction  of  partners'  capital and amounted to $970,717 as of June 30, 1999
and March 31, 1999.

                                       8
<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent assets and liabilities at the date of the financial  statements,  and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could materially differ from those estimates.

Cash and Cash Equivalents

The Partnership  considers  highly liquid  investments  with maturities of three
months or less when  purchased to be cash  equivalents.  As of June 30, 1999 and
March 31, 1999, the Partnership had cash equivalents of $0 and $0 respectively.

Net Loss Per Limited Partner Unit

Net loss per limited  partnership  unit is  calculated  pursuant to Statement of
Financial  Accounting  Standards No. 128,  Earnings Per Share. Net loss per unit
includes no dilution  and is computed  by  dividing  loss  available  to limited
partners by the weighted average number of units outstanding  during the period.
Calculation of diluted net income per unit is not required.

NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS

As of the periods  presented,  the Partnership had acquired limited  partnership
interests  in  twenty-two  Local  Limited  Partnerships,  each of which owns one
Housing  Complex  consisting of an aggregate of 892 apartment  units. As of June
30,  1999,  construction  or  rehabilitation  of all  but  one of the  apartment
complexes  had been  completed.  The  respective  general  partners of the Local
Limited   Partnerships  manage  the  day-to-day   operations  of  the  entities.
Significant Local Limited  Partnership  business decisions require approval from
the Partnership.  The Partnership,  as a limited partner,  is entitled to 96% to
99%, as specified in the partnership  agreements,  of the operating  profits and
losses, taxable income and losses and tax credits of the Limited Partnerships.

Equity in losses of Local  Limited  Partnerships  is recognized in the financial
statements  until the related  investment  account is reduced to a zero balance.
Losses  incurred  after  the  investment  account  is  reduced  to zero  are not
recognized. If the Local Limited Partnerships report net income in future years,
the  Partnership  will resume applying the equity method only after its share of
such net  income  equals  the share of net  losses  not  recognized  during  the
period(s) the equity method was suspended.

                                       9

<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 1999

NOTE 2 - INVESTMENT IN LIMITED PARTNERSHIPS - continued

Following  is a summary of the equity  method  activity  of the  investments  in
limited partnerships for the periods presented:

                                            June 30, 1999      March 31, 1999
                                            -------------      --------------

  Investment balance, beginning of period   $  10,092,782      $   10,274,595
  Equity in loss of limited partnerships         (156,769)           (164,683)
  Distributions                                         -              (6,900)
  Amortization of capitalized
    acquisition costs                             (10,230)            (10,230)
                                               ----------          ----------
  Investment balance,
    End of period                           $   9,925,783      $   10,092,782
                                               ==========          ==========

Selected  financial  information  from the  financial  statements of the limited
partnerships  with  operations for the three months ended June 30, 1999 and 1998
is as follows:
                                                     1999                1998
                                                     ----                ----

  Total revenue                             $   1,061,838      $    1,018,400
                                               ----------          ----------

  Interest expense                                392,498             346,800
  Depreciation                                    310,228             334,300
  Operating expenses                              512,109             501,300
                                               ----------          ----------
  Total expenses                                1,220,836           1,182,400
                                               ----------          ----------

  Net loss                                  $    (158,998)     $     (164,000)
                                               ==========          ==========
  Net loss allocable to the
    Partnership                             $    (156,769)     $     (161,448)
                                               ==========          ==========

                                       10

<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 1999

NOTE 3 - RELATED PARTY TRANSACTIONS

The Partnership has no officers,  employees,  or directors.  However,  under the
terms of the  Partnership  Agreement the Partnership is obligated to the General
Partner or Associates for the following fees:

(a)  Annual Asset  Management Fee. An annual asset management fee of the greater
     of (i)  $2,000 per  multi-family  housing  complex or (ii)  0.275% of Gross
     Proceeds. The base fee amount will be adjusted annually based on changes in
     the  Consumer  Price  Index,  however  in no event  will the  annual  asset
     management fee exceed 0.2% of Invested Assets.  "Invested Assets" means the
     sum of the Partnership's  investment in Local Limited  Partnerships and the
     Partnership's  allocable share of the amount of indebtedness related to the
     Housing  Complexes.  Fees of $11,000 and $11,000 were  incurred  during the
     three months ended June 30, 1999 and 1998,  respectively.  The  Partnership
     paid the  General  Partner or its  affiliates  $0 of those fees  during the
     three months ended June 30, 1999 and 1998, respectively.

(b)  Subordinated  Disposition Fee. A subordinated  disposition fee in an amount
     equal to 1% of the  sale  price  received  in  connection  with the sale or
     disposition of a Housing  Complex.  Subordinated  disposition  fees will be
     subordinated  to  the  prior  return  of  the  Limited   Partners'  capital
     contributions  and  payment  of the  Return on  Investment  to the  Limited
     Partners.  "Return  on  Investment"  means an  annual,  cumulative  but not
     compounded,  "return" to the Limited Partners (including Low Income Housing
     Credits) as a class on their adjusted capital contributions  commencing for
     each Limited  Partner on the last day of the calendar  quarter during which
     the Limited Partner's capital  contribution is received by the Partnership,
     calculated at the following  rates:  (i) 16% through December 31, 2003, and
     (ii) 6% for the balance of the Partnership's term. No disposition fees have
     been paid.

(c)  Interest  in  Partnership.   The  General   Partners   receive  1%  of  the
     Partnership's  allocated Low Income  Housing  Credits,  which  approximated
     $20,000 for the General  Partner for the year ended  December 31, 1998. The
     General Partner is also entitled to receive 1% of cash distributions. There
     were no  distributions  of cash to the  General  Partner  during  the three
     months ended June 30, 1999 and 1998.

The accrued fees and expenses due to General  Partner and affiliates  consist of
the following:
                                            June 30, 1999       March 31, 1999
                                            -------------       --------------
Reimbursement for expenses paid by the
  General Partner or an affiliate           $       8,669        $       2,963

Asset management fee payable                       37,484               26,759
                                               ----------           ----------

Total                                       $      46,153        $      29,722
                                               ==========           ==========

The General  Partner does not  anticipate  that these  accrued fees will be paid
until such time as capital reserves are in excess of future foreseeable  working
capital requirements of the Partnership.

                                       11

<PAGE>
                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 1999

NOTE 4 - PAYABLE TO LIMITED PARTNERSHIPS

Payable to limited partnerships represent amounts which are due at various times
based on conditions specified in the respective limited partnership  agreements.
These  contributions  are payable in  installments,  are  generally due upon the
limited  partnerships  achieving certain operating  benchmarks and are generally
expected to be paid within two years of the Partnership's initial investment.

NOTE 5- INCOME TAXES

The  Partnership  will not make a provision  for income taxes since all items of
taxable income and loss will be allocated to the partners for inclusion in their
respective income tax returns.

NOTE 6 - COMMITMENTS AND CONTINGENCIES

In  1998,  the  Partnership  acquired  a  99%  limited  partner  interest  in an
additional  limited  partnership,  which committed the Partnership to additional
contributions of approximately $1,255,000 of which $941,223 has been contributed
by the Partnership as of June 30, 1999.










                                       12
<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operation

Financial Condition

The  Partnership's  assets at June 30, 1999  consisted  primarily of $347,000 in
cash and aggregate  investments in the twenty-two Local Limited  Partnerships of
$9,926,000.  Liabilities  at March 31, 1999  primarily  consisted of $212,000 in
payables to limited  partnerships and $37,000 of accrued annual  management fees
due to the General Partner.

Results of Operations

Three Months  Ended June 30, 1999  Compared to Three Months Ended June 30, 1998.
The  Partnership's  net loss  for the  three  months  ended  June  30,  1999 was
$(180,000) reflecting a decrease of $7,000 from the net loss experienced for the
three months ended June 30,  1998.  The decline in net loss is primarily  due to
equity in losses of limited  partnerships which declined by $4,000 to $(157,000)
for the three  months ended June 30, 1999 from  $(161,000)  for the three months
ended June 30, 1998. Along with with the decrease in equity in losses of limited
partnerships  there was a  decrease  in loss from  operations  of $3,000 for the
three  months  ended June 30, 1999 to  $(23,000)  from  $(26,000)  for the three
months ended June 30, 1998.

Cash Flows

Three Months  Ended June 30, 1999  Compared to Three Months Ended June 31, 1998.
Net cash used  during  the three  months  ended  June 30,  1999 was  $(205,000),
compared  to net cash  used  during  the three  months  ended  June 31,  1998 of
$(51,000). The change was due primarily to an increase in investments in limited
partnerships  of  $159,000,  offset by a  decrease  in cash  used for  operating
activities of $5,000

During the three  months  ended June 30,  1999 and the year ended March 31, 1999
accrued  payables,  which consist primarily of related party management fees due
to the General  Partner,  increased  by $11,725.  The General  Partner  does not
anticipate  that  these  accrued  fees will be paid in full  until  such time as
capital reserves are in excess of future forseeable working capital requirements
of the Partnership.

The Partnership  expects its future cash flows,  together with its net available
assets at June 30,  1999,  to be  sufficient  to meet all  currently  forseeable
future cash requirements.

IMPACT OF YEAR 2000

WNC & Associates, Inc.

Status of Readiness

Information Technology (IT) Systems. The Partnership relies on the IT systems of
WNC, its ultimate  general  partner.  IT systems include  computer  hardware and
software  used to produce  financial  reports and tax return  information.  This
information  is then  used to  generate  reports  to  investors  and  regulatory
agencies, including the Internal Revenue Service and the Securities and Exchange
Commission. The IT systems of WNC are year 2000 compliant.

Non-IT Systems. The Partnership also relies on the non-IT systems of WNC. Non-IT
systems  include  machinery and  equipment  such as  telephones,  voice mail and
electronic  postage  equipment.  Except  for one  telephone  system,  the non-IT
systems of WNC are year 2000  compliant.  The one telephone  system will require
the replacement of one computer and one software application, both of which will
be completed on or before October 1, 1999.

                                       13
<PAGE>

Service  Providers.  WNC also  relies on the IT and  non-IT  systems  of service
providers. Service providers include utility companies,  financial institutions,
telecommunications carriers,  municipalities, and other outside vendors. WNC has
obtained verbal assurances from its material service providers (electrical power
provider,  financial institutions and telecommunications carriers) that their IT
and non-IT systems are year 2000 compliant.  There can be no assurance that this
compliance  information  is  correct.  There also can be no  assurance  that the
systems of other,  less-important  service providers and outside vendors will be
year 2000 compliant.

Costs to Address Year 2000 Issues

The cost to address  year 2000  issues for WNC has been less than  $20,000.  The
cost to replace the telephone  system noted above will be less than $5,000.  The
cost to deal with potential year 2000 issues of other outside  vendors cannot be
estimated at this time.

Risk of Year 2000 Issues

The most  reasonable and likely result from non-year 2000  compliance of systems
of the service  providers  noted above will be the disruption of normal business
operations for WNC. This disruption would, in turn, lead to delays in performing
reporting and fiduciary responsibilities on behalf of the Partnership. The worst
case scenario would be the replacement of a service provider. These delays would
likely  be  temporary  and  would  likely  not  have a  material  effect  on the
Partnership or WNC.

Local Limited Partnerships

Status of Readiness

WNC is in the  process of  obtaining  year 2000  certifications  from each Local
General Partner of each Local Limited  Partnership.  Those  certifications  will
represent  to the  Partnership  that the IT and non-IT  systems  critical to the
operation of the Housing Complexes and investor reporting to the Partnership are
year 2000 compliant. These certifications will also represent to the Partnership
that the IT and non-IT  systems of property  management  companies,  independent
accountants,    electrical   power   providers,   financial   institutions   and
telecommunications  carriers used by the Local Limited Partnership are year 2000
compliant.

There can be no assurance that the representations in the certifications will be
correct.   There  also  can  be  no   assurance   that  the  systems  of  other,
less-important  service  providers  and  outside  vendors,  upon which the Local
Limited  Partnerships  rely, will be year 2000 compliant.  Costs to Address Year
2000 Issues

There  will be no cost to the  Partnership  as a result of  assessing  year 2000
issues for the Local Limited Partnerships.  The cost to deal with potential year
2000 issues of the Local Limited Partnerships cannot be estimated at this time.

Risk of Year 2000 Issues

There may be Local  General  Partners who indicate  that they or their  property
management  company are not year 2000  compliant and do not have plans to become
year 2000  compliant  before the end of 1999.  There may be other Local  General
Partners who are  unwilling to respond to the  certification  request.  The most
likely result of either non-compliance or failure to respond will be the removal
and  replacement  of the property  management  company  and/or the Local General
Partner with year 2000 compliant operators

                                       14
<PAGE>

Item 3. Quantitative and Qualitative Disclosures Above Market Risks

NOT APPLICABLE.

Part II. Other Information

Item 1.  Legal Proceedings

NONE.

Item 6.  Exhibits and Reports on Form 8-K

1.       A  report  on  Form  8-K  dated  May 13, 1999 was filed on May 14, 1999
         reporting the change in fiscal year end to March 31.









                                       15


<PAGE>


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

WNC Housing Tax Credit Fund IV, L.P. - Series 2

By:   WNC Tax Credit Partners IV, L.P., General Partner


By:   WNC & ASSOCIATES, INC.        General Partner



By:   /s/ John B. Lester, Jr.
John B. Lester, Jr., President
WNC & Associates, Inc.

Date: August 27, 1999



By:   /s/ Michael L. Dickenson
Michael L. Dickenson, Vice President - Chief Financial Officer
WNC & Associates, Inc.

Date: August 27, 1999








                                       16


<TABLE> <S> <C>


<ARTICLE>                     5

<CIK>                         0000913497
<NAME>                        WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
<MULTIPLIER>                                   1
<CURRENCY>                                     US DOLLARS

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              MAR-31-2000
<PERIOD-START>                                 APR-01-1999
<PERIOD-END>                                   JUN-30-1999
<EXCHANGE-RATE>                                1
<CASH>                                             346,919
<SECURITIES>                                             0
<RECEIVABLES>                                            0
<ALLOWANCES>                                             0
<INVENTORY>                                              0
<CURRENT-ASSETS>                                   346,919
<PP&E>                                                   0
<DEPRECIATION>                                           0
<TOTAL-ASSETS>                                  10,273,700
<CURRENT-LIABILITIES>                                    0
<BONDS>                                                  0
                                    0
                                              0
<COMMON>                                                 0
<OTHER-SE>                                      10,015,598
<TOTAL-LIABILITY-AND-EQUITY>                    10,273,700
<SALES>                                                  0
<TOTAL-REVENUES>                                     4,448
<CGS>                                                    0
<TOTAL-COSTS>                                       27,462
<OTHER-EXPENSES>                                   156,769
<LOSS-PROVISION>                                         0
<INTEREST-EXPENSE>                                       0
<INCOME-PRETAX>                                   (179,783)
<INCOME-TAX>                                             0
<INCOME-CONTINUING>                               (179,783)
<DISCONTINUED>                                           0
<EXTRAORDINARY>                                          0
<CHANGES>                                                0
<NET-INCOME>                                      (179,783)
<EPS-BASIC>                                          (12)
<EPS-DILUTED>                                            0




</TABLE>


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