WNC HOUSING TAX CREDIT FUND V LP SERIES 3
424B3, 1996-09-26
OPERATORS OF APARTMENT BUILDINGS
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                       WNC HOUSING TAX CREDIT FUND V, L.P.
                                    SERIES 4
                                [GRAPHIC OMITTED]
                       Supplement Dated September 24, 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 Supplements to Prospectus dated July
26,  1996 and August 23,  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
$2,592,000 (2,593 Units), of which $72,000 is represented by Promissory Notes.

LOCAL LIMITED PARTNERSHIP INVESTMENTS

     SERIES 4 and WNC  Housing Tax Credit  Fund V, L.P.,  Series 3 ("SERIES  3")
have each acquired one-half of the Local Limited Partnership Interest in Blessed
Rock of El Monte, a California  limited  partnership  ("BLESSED ROCK").  BLESSED
ROCK owns the Blessed Rock of El Monte Apartments in El Monte, California.

     The following tables contain  information  concerning the Apartment Complex
and the Local Limited Partnership identified herein:
<TABLE>

- ----------- ----------- ------------ ------------ ------------------ ------------- ---------- ----------- -------------- -----------
                                                                                                          LOCAL
                                                                                                          LIMITED        YEAR
                                     ESTIMATED                                                PERMANENT   PARTNERSHIP'S  CREDITS
            PROJECT                  CONSTRUC-    ESTIMATED                                   MORTGAGE    ANTICIPATED    TO BE
LOCAL       NAME AND                 TION         DEVELOPMENT COST   NUMBER OF     BASIC      LOAN        AGGREGATE      FIRST
LIMITED     NUMBER OF   LOCATION OF  COMPLETION   (INCLUDING         APARTMENT     MONTHLY    PRINCIPAL   TAX CREDITS    AVAIL-
PARTNERSHIP 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                                                                                (4)
             buildings
             (2)                                                                               $650,000
                                                                                               DCF (5)

- ------------ ----------- ------------ ------------ ------------------ ------------- ---------- ------------ ------------- ---------


<PAGE>


- -----------------------------------------------------------------------------

- -----------------------------------------------------------------------------
<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.

(4)      El Monte Community  Redevelopment  Agency ("EMCDA") 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
</FN>
</TABLE>

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).

<TABLE>
- --------------- ------------------ --------------- -------------- ------------ --------------- ------------ -------------

                                                                               SHARING                      
                                                                               RATIOS:         
                                                                               ALLOCATIONS     SERIES 4'S   ESTIMATED      
LOCAL           LOCAL                                             SHARING      (4) AND         CAPITAL      ACQUISITION
LIMITED         GENERAL            PROPERTY        DEVELOPMENT    RATIOS:      SALE OR         CONTRI-      FEES PAYABLE
PARTNERSHIP     PARTNER            MANAGER (1)     FEE (2)        CASH   FLOW  REFINANCING     BUTION       TO FUND
                                                                  (3)          PROCEEDS (5)    (6)          MANAGER
- --------------- ------------------ --------------- -------------- ------------ --------------- ------------ -------------
<S>                                                <C>                         <C>   <C> <C>   <C>          <C>        
BLESSED         Everland, Inc.     Professional    $1,061,100     WNC:         98.99/.01/1     $2,581,086   $258,000(9)
ROCK            (7)                Apartment                      Greater      50/50
                                   Management,                    of 30% or
                                   Inc. (8)                       $12,000
                                                                  LGP: 40% of
                                                                  the balance
                                       The
                                    balance:
                                      50/50

- --------------- ------------------ --------------- -------------- ------------ --------------- ------------ -------------
<FN>

(1) The maximum annual  management fee payable to the property manager generally
is  determined  pursuant to lender  regulations.  The 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) The Local  Limited  Partnership  will pay 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.

(3)  Reflects  the amount of the net cash flow from  operations,  if any,  to be
distributed  to SERIES 4 and  SERIES 3 ("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) SERIES 4 and
SERIES 3, (ii) WNC  Housing  L.P.,  an  Affiliate  of the  Sponsor  which is the
special limited partner of BLESSED ROCK, and (iii) the Local General Partner.

(5) Reflects the percentage  interests of (i) SERIES 4 and SERIES 3 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  SERIES 3; and the  capital
contribution of the Local General Partner.

(6) SERIES 3 will make a capital  contribution in the same amount.  SERIES 4 and
SERIES 3 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, as 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 pay an  acquisition  fee to the Fund  Manager in the same
amount.
</FN>
</TABLE>


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