WNC HOUSING TAX CREDIT FUND V, L.P.
SERIES 4
[GRAPHIC OMITTED]
Supplement Dated October 11, 1996
To Prospectus Dated July 26, 1995
This Supplement is part of, and should be read in conjunction with, the
Prospectus of WNC Housing Tax Credit Fund V, L.P., Series 4 ("SERIES 4") dated
July 26, 1995 (the "Prospectus"), and the Supplement to Prospectus dated July 1,
1996. Capitalized terms used but not defined in this Supplement have the
meanings given to them in the Prospectus.
TABLE OF CONTENTS
Page
Status of SERIES 4 Offering..................................................1
Local Limited Partnership Investments........................................1
Supplement Presentation Relationship to Prospectus Presentation
Status of SERIES 4 Offering New Information
Local Limited Partnership Investments New Information
STATUS OF SERIES 4 OFFERING
As of the date hereof, SERIES 4 has received subscriptions in the amount of
$3,371,000 (3,372 Units), of which $82,000 is represented by Promissory Notes.
LOCAL LIMITED PARTNERSHIP INVESTMENTS
Included herein is a discussion of four Local Limited Partnership Interests
acquired or identified for acquisition by SERIES 4. The Apartment Complexes
owned by these Local Limited Partnerships are located in three states and are
being developed and constructed by four different development teams. Each of the
Apartment Complexes has received a reservation of Low Income Housing Credits.
While the Fund Manager believes that SERIES 4 is reasonably likely to retain or
acquire an interest in each of these Local Limited Partnerships, SERIES 4 may
not do so as a result of the failure by a Local Limited Partnership to satisfy
one or more conditions precedent to the payment of each installment payment, the
inability of SERIES 4 to raise additional capital necessary to complete the
purchase of the Local Limited Partnership Interests identified herein, the
purchase of Local Limited Partnership Interests other than those identified
herein, or other factors. Moreover, the terms of any acquisition may differ from
those as described. Accordingly, investors should not rely on the ability of
SERIES 4 to acquire an investment in all these Local Limited Partnerships on the
indicated terms in deciding whether to invest in SERIES 4.
SERIES 4 has acquired a Local Limited Partnership Interest in Crescent City
Apartments, a California limited partnership ("CRESCENT CITY"); and Valley One,
an Idaho limited partnership ("VALLEY ONE"), and has acquired one-half of the
Local Limited Partnership Interest in Blessed Rock of El Monte, a California
limited partnership ("BLESSED ROCK"). WNC Housing Tax Credit Fund V, L.P.,
Series 3 ("SERIES 3") has acquired the other one-half of the Local Limited
Partnership Interest in BLESSED ROCK.
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SERIES 4 has identified for acquisition the Local Limited Partnership
Interest in OGALLALLA APARTMENTS I, L.P., a Nebraska limited partnership
("OGALLALLA").
BLESSED ROCK owns the Blessed Rock of El Monte Apartments in El Monte,
California; CRESCENT CITY owns The Surf Apartments in Crescent City, California;
OGALLALLA owns the Ogallalla Apartments in Ogallalla, Nebraska; and VALLEY ONE
owns the Valley One Apartments in McCall, Idaho.
The following tables contain information concerning the Apartment Complexes
and the Local Limited Partnerships identified herein:
<TABLE>
ACTUAL OR LOCAL LIMITED YEAR
ESTIMATED ESTIMATED PERMANENT PARTNERSHIP'S CREDITS
CONSTRUC- DEVELOP- MORTGAGE ANTICIPATED TO BE
LOCAL PROJECT TION MENT COST NUMBER OF BASIC LOAN AGGREGATE FIRST
LIMITED NAME/NUMBER LOCATION OF COMPLETION (INCLUDING APARTMENT MONTHLY PRINCIPAL TAX CREDITS AVAIL-
PARTNERSHIP OF BUILDINGS PROPERTY DATE LAND COST) UNITS RENTS AMOUNT (1) ABLE
<S> <C> <C> <C> <C> <C> <C> <C>
BLESSED Blessed El Monte August $9,867,800 136 1BR $402 $2,600,000 $9,147,920 1997
ROCK Rock of El (Los 1997 units $0 (mgr FENB (3)
Monte Angeles 1 2BR unit unit)
Apartments County), $275,000
California EMCRA
14 buildings (4)
(2)
$650,000
DCF (5)
CRESCENT The Surf Crescent October $3,251,878 18 Studio $1,960,000 $2,220,520 1996
CITY Apartments City (Del 1995 units $266 CDHCD (7)
Norte 37 1BR units $300
1 building County),
(2)(6) California
OGALLALLA Ogallalla Ogallalla March 1997 $1,029,400 10 2BR units $310 $400,000 $723,130 1997
Apartments (Keith 6 3BR units $390 FNBO (8)
County),
8 buildings Nebraska
VALLEY Valley One McCall August 1995 $546,000 4 2BR units $307 $480,000 $163,620 1996
ONE Apartments (Valley 4 3BR units $347 IHA (9)
County),
2 buildings Idaho
<FN>
(1) Low Income Housing Credits are available over a 10-year period. For the
year in which the credit first becomes available, SERIES 4 will receive only
that percentage of the annual credit which corresponds to the number of months
during which SERIES 4 was a limited partner of the Local Limited Partnership,
and during which the Apartment Complex was completed and in service. See the
discussion under "The Low Income Housing Credit" in the Prospectus.
(2) Property designed for senior citizens.
(3) Far East National Bank ("FENB") will provide the first mortgage loan
for a term of 30 years at an annual interest rate of 8.5%. Principal and
interest will be payable monthly, based on a 20-year amortization schedule.
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(4) El Monte Community Redevelopment Agency ("EMCRA") will provide the
second mortgage loan for a term of 15 years at an annual interest rate of 4%.
The loan will be repaid based on residual receipts.
(5) Deferred City Fees ("DCF") will provide the third mortgage loan for a
term of 30 years at an annual interest rate of 1%. The loan will be repaid based
on residual receipts.
(6) Rehabilitation property.
(7) California Department of Housing and Community Development ("CDHCD")
will provide the mortgage loan for a term of 50 years at an annual interest rate
of 3%. Principal and interest will be payable annually based on a 50-year
amortization schedule.
(8) First National Bank of Omaha ("FNBO") will provide the mortgage loan
for a term of 15 years at an annual interest rate of 9%. Principal and interest
will be payable monthly based on a 25-year amortization schedule.
(9) Idaho Housing Agency ("IHA") will provide an interest-free mortgage
loan for a term of 40 years, payable monthly, based on a 40-year amortization
schedule.
</FN>
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El Monte (BLESSED ROCK): El Monte (population 106,000) is in Los Angeles
County, California, in the San Gabriel Valley, approximately 12 miles east of
downtown Los Angeles. The major employers for El Monte residents are Wells Fargo
Bank, Von's Co., Inc. (distribution warehouse), and Sargent-Fletcher (air
frames).
Crescent City (CRESCENT CITY): Crescent City (population 4,000) is the
county seat of Del Norte County, California, and is on the Pacific coast near
the Oregon border on U.S. Highway 101, approximately 370 miles north of San
Francisco. The major employers for Crescent City residents are Pelican Bay State
Prison, Del Norte Unified School District, and Del Norte County.
Ogallalla (OGALLALLA): Ogallalla (population 5,000) is the county seat of
Keith County, in the western part of Nebraska, near the intersection of
Interstate Highway 80, U.S. Highway 30 and State Highway 61, approximately 110
miles south of Rapid City, South Dakota. Lake McConaughy, which is the largest
lake in Nebraska, is five miles north of Ogallalla, and plays a role in the area
economy by generating tourism. The major employers for Ogallalla residents are
American Shizuki (capacitors), Ogallalla Electronics Mfg. Co. (electronic and
magnetic components) and U.S. Aprons (aprons, dog beds, decoy bags).
McCall (VALLEY ONE): McCall (population 2,000) is located in Valley County,
Idaho on State Highway 55 near U.S. Highway 95, approximately 90 miles north of
Boise. The major employers for McCall residents are Payette Forest USDA,
McCall/Donnely Schools and Shore Lodge.
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<TABLE>
ESTIMATED
ACQUISI-
LOCAL SHARING RATIOS: TION FEES
GENERAL ALLOCATIONS (4) SERIES 4's PAYABLE
LOCAL LOCAL PARTNER'S SHARING RATIOS: AND SALE OR CAPITAL TO
LIMITED GENERAL PROPERTY DEVELOPMENT CASH FLOW REFINANCING CONTRIBUTION FUND
PARTNERSHIP PARTNERS MANAGER (1) FEE (2) (3) PROCEEDS (5) (6) MANAGER
<S> <C> <C> <C> <C>
BLESSED Everland, Professional $1,061,100 WNC: Greater 98.99/.01/1 $2,581,086 $258,000
ROCK Inc. Apartment of 30% or 50/50 (9) (10)
(7) Management, $12,000
Inc. (8) LGP: 40% of
the balance
The balance:
50/50
CRESCENT Crescent City Crescent City $311,546 WNC: Greater of 99/1 $1,191,878 $119,000
CITY Surf, Inc. Surf, Inc. 15% or $800 50/50
(11) (11) LGP: 40%
Balance: 50/50
OGALLALLA Most Retro $125,550 WNC: Greater of 99/1 $400,905 $40,000
Worshipful Management 15% or $500 50/50
Prince Hall Group, Inc. LGP: 40%
Grand Lodge (13) Balance: 50/50
(12)
VALLEY Western Idaho Western Idaho $69,920 WNC: greater 98.99/.01/1 $87,579 $9,000
ONE Community Community of 15% or 50/50
Action Action $1,400
Program, Program, LGP: 40%
Inc. (14) Inc. (14) The balance:
50/50
<FN>
(1) The maximum annual management fee payable to the property manager
generally is determined pursuant to lender regulations. Each Local General
Partner is authorized to employ either itself or one of its Affiliates, or a
third party, as property manager for leasing and management of the Apartment
Complex so long as the fee therefor does not exceed the amount authorized and
approved by the lender for the Apartment Complex.
(2) Each Local Limited Partnership will pay its Local General Partner or an
Affiliate of its Local General Partner a development fee in the amount set
forth, for services incident to the development and construction of the
Apartment Complex, which services include: negotiating the financing commitments
for the Apartment Complex; securing necessary approvals and permits for the
development and construction of the Apartment Complex; and obtaining allocations
of Low Income Housing Credits. This payment will be made in installments after
receipt of each installment of the capital contributions made by SERIES 4 (and
SERIES 3 in the case of BLESSED ROCK).
(3) Reflects the amount of the net cash flow from operations, if any, to be
distributed to SERIES 4 (and SERIES 3 in the case of BLESSED ROCK) ("WNC") and
the Local General Partner ("LGP") of the Local Limited Partnership for each year
of operations. Generally, to the extent that the specific dollar amounts which
are to be paid to WNC are not paid annually, they will accrue and be paid from
sale or refinancing proceeds as an obligation of the Local Limited Partnership.
(4) Subject to certain special allocations, reflects the respective
percentage interests in profits, losses and Low Income Housing Credits of (i) in
the case of BLESSED ROCK and VALLEY ONE (a) SERIES 4 (and SERIES 3 in the case
of BLESSED ROCK), (b) WNC Housing, L.P., an Affiliate of the Sponsor which is
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the special limited partner, and (c) the Local General Partner; and (ii) in the
case of CRESCENT CITY and OGALLALLA (a) SERIES 4 , and (b) the Local General
Partner.
(5) Reflects the percentage interests of (i) SERIES 4 (and SERIES 3 in the
case of BLESSED ROCK) and (ii) the Local General Partner, in any net cash
proceeds from sale or refinancing of the Apartment Complex, after payment of the
mortgage loan and other Local Limited Partnership obligations (see, e.g., note
3), and the following, in the order set forth: the capital contributions of
SERIES 4 and (and SERIES 3 in the case of BLESSED ROCK); and the capital
contribution of the Local General Partner.
(6) SERIES 4 (and SERIES 3 in the case of BLESSED ROCK) will make their
capital contributions to the Local Limited Partnership in stages, with each
contribution due when certain conditions regarding construction or operations of
the Apartment Complex have been fulfilled. See "Investment Policies" and "Terms
of the Local Limited Partnership Agreements" under "Investment Objectives and
Policies" in the Prospectus.
(7) Everland, Inc. is a California corporation which was formed in 1986. It
has acted as developer of projects in El Monte and Rosemead, California. The
corporation's president, Tom Y. Lee, is a Certified Public Accountant and one of
the founding organizers and directors of First Continental Bank in Rosemead.
Everland, Inc. has represented that, as of June 30, 1996, its total equity was
($382,185); however, construction and operating deficit guarantees will be
provided by Tom Y. Lee. Mr. Lee, age 47, has represented that, as of December
31, 1995, he had a net worth in excess of $3,500,000.
(8) Professional Apartment Management, Inc. is a California licensed real
estate broker which provides full property management services for more than 100
facilities, consisting of more than 5,000 units, and having a combined value of
more than $200 million. The company has been managing affordable housing for 26
years, and currently manages approximately 500 tax credit units.
(9) SERIES 3 will make a capital contribution in the same amount.
(10) SERIES 3 will pay an acquisition fee to the Fund Manager in the same
amount.
(11) Crescent City Surf, Inc. is a California corporation which was formed
in 1993. William L. Kjelland is the president of the corporation. He has been
involved in the development and management of five other subsidized properties
in California. The corporation has represented to SERIES 4 that its net worth is
negligible. Construction and operating deficit guarantees will be provided by
Mr. Kjelland. Mr. Kjelland, age 86, has represented to SERIES 4 that, as of May
1, 1996, he had a net worth in excess of $500,000.
(12) Most Worshipful Prince Hall Grand Lodge ("MWPHGL") was formed 103
years ago, and was incorporated in 1982. One of its goals is to foster the
development of safe, decent and affordable housing to individuals and families
earning less than 60% of the median income of the area. The corporation has
represented to SERIES 4 that, as of September 1, 1995, it had a net worth in
excess of $3,000,000.
(13) Retro Management Group, Inc. was formed in 1993. The company currently
manages more than 2,200 units of conventional and government-financed apartment
projects in Oklahoma, Nebraska and Iowa. The company's principal, Douglas E.
Hiner, has been involved in property management since 1974.
(14) Western Idaho Community Action Program, Inc. ("WICAP") is a private
non-profit corporation which was created in Idaho in 1964, and has been involved
in developing and administering anti-poverty programs since then. WICAP has a
voluntary 21-member board of directors which serves approximately 22,000 persons
with low to moderate incomes in seven Idaho counties. WICAP has not yet made a
representation to the Partnership respecting its net worth. Construction and
operating deficit guarantees will be provided by Riley J. Hill. Mr. Hill, age
49, has represented to SERIES 4 that, as of July 31, 1996, he had a net worth in
excess of $2,000,000.
</FN>
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