SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 2
TO
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 15, 1997
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(Exact name of registrant as specified in its charter)
California 0-21897 33-0707612
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3158 Redhill Avenue, Suite 120, Costa Mesa, California 92626
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 662-5565
N/A
Former name or former address, if changed since last report)
<PAGE>
Item 7. Financial Statements and Exhibits
a. Financial Statements of Businesses Acquired.
Inapplicable.
b. Proforma Financial Information
Proforma Balance Sheet, March 31, 1997
Proforma Statement of Operations for the Three Month Period
Ended March 31, 1997
Notes to Proforma Financial Statements.
c. Exhibits
10.1 Amended and Restated Agreement of Limited
Partnership of Mountain Vista Associates,
Limited Partnership
(previously filed)
<PAGE>
<TABLE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
(A Development-Stage Enterprise)
PROFORMA BALANCE SHEET
March 31, 1997
ASSETS
Historical Proforma Proforma
Balance Adjustments Balance
<S> <C> <C>
Cash and cash equivalents $2,643,984 $3,663,453
(273,991) $6,033,446
Cash in escrow 924,502 0 924,502
Subscriptions receivable 477,000 0 477,000
Loans receivable 26,155 (26,155) 0
Investment in limited partnerships 13,577,035 1,505,913
273,991 15,356,939
Other assets 6,670 0 6,670
--------- ----------- -----------
$17,655,346 $5,143,211 $22,798,557
=========== ========== ===========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Payable to limited partnerships $6,512,791 $1,505,913
(26,155) $7,992,549
Accrued fees and expenses due to
general partner and affiliates 127,705 0 127,705
--------- ----------- ---------
6,640,496 1,479,758 8,120,254
--------- ----------- ---------
Partners' equity (deficit):
General partner (17,636) (5,471) (23,107)
Limited partners 11,032,486 3,668,924 14,701,410
------------ ---------- ----------
Total partners' equity 11,014,850 3,663,453 14,678,303
------------ --------- ----------
$17,655,346 $5,143,211 $22,798,557
============= =========== ==========
</TABLE>
- Unaudited -
See Accompanying Notes to Proforma Financial Statements
FS-1
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
PROFORMA STATEMENT OF OPERATIONS
For the Three Month Period Ended March 31, 1997
Historical Proforma Proforma
Balance Adjustments Balance
Interest income $25,841 $25,841
-------- ------
Operating expense:
Amortization 3,682 3,682
Asset management fees 5,785 5,785
Other 292 292
----- -----
Total operating expense 9,759 9,759
------ -----
Income from operations 16,082 16,082
Equity in income (loss)
of limited partnerships (949) 1,600 651
---- ----- -----
Net loss $ 15,133 $1,600 $16,733
====== ======= =======
- Unaudited -
See Accompanying Notes to Proforma Financial Statements
FS-2
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
(A Development-Stage Enterprise)
NOTES TO PROFORMA FINANCIAL STATEMENTS
NOTE 1 - GENERAL
The information contained in the following notes to the proforma financial
statements is condensed from that which appears in the financial statements.
Accordingly, these proforma financial statements should be reviewed in
conjunction with the financial statements and related notes thereto contained in
the WNC Housing Tax Credit Fund V, L.P., Series 4 financial statements dated
March 31, 1997. WNC Housing Tax Credit Fund V, L.P., Series 4 is referred to in
these notes as the "Partnership."
NOTE 2 - INTRODUCTION TO PROFORMA ADJUSTMENTS
As of March 31, 1997, the Partnership was admitted as majority limited partner
in seven limited partnerships Ashford Place, L.P., Blessed Rock, Crescent City,
Lamar Plaza, Mesa Verde, Ogallalla Apartments I, L.P. and Woodland Townhomes,
L.P.. Subsequent to March 31, 1997, the Partnership has acquired limited
partnership interests in four additional limited partnerships, Belen Vista,
Greyhound, Hilltop and Mountain Vista. The investments commit the Partnership to
capital contributions as follows:
Belen Vista 422,803
Greyhound 641,829
Hilltop 120,814
Mountain Vista 320,467
----------
$1,505,913
In accordance with Article 11, Proforma Financial Information of Regulation S-X
of the Securities and Exchange Commission, the accompanying proforma balance
sheet was computed assuming that the limited partnerships discussed above were
acquired at the end of the period presented. The adjustment to cash and the
adjustment to partners' equity of $3,663,453 reflects the net proceeds from
April 1 to May 15, 1997 from issuance of 4,352 units of limited partners'
capital ($4,296,550 less notes receivable of $86,000, and commissions and
offering costs of $547,097.)
FS-3
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
(A Development-Stage Enterprise)
NOTES TO PROFORMA FINANCIAL STATEMENTS (Continued)
The adjustment to investment in limited partnerships and notes payable to
limited partnerships of $1,505,913 reflects the Partnership's acquisition of the
four limited partnership interests as if the Partnership's date of acquisition
was March 31, 1997. The second adjustment to investment in limited partnerships
and the second adjustment to cash of $273,991 reflects the acquisition fee for
the acquisition of the identified limited partnerships. The adjustment to loan
receivable and payable of $(26,155) reflects the application of loan receivable
from Hilltop to its payable upon acquisition.
Belen Vista, Greyhound and Mountain Vista apartment complexes were under
construction or rehabilitation during the period presented and had no operations
which should be reported. Hilltop had operations during the period presented and
a proforma income adjustment of $1,600 has been recorded to equity in income
(loss) of limited partnerships in the Proforma Statement of Operations to
reflect these operations. The Partnership uses the equity method of accounting
to account for its investments in these local limited partnerships.
FS-4
<PAGE>
SIGNATURES
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 hereunto duly authorized.
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
Date: July 2, 1997 By: WNC & Associates, Inc.,
-------------- General Partner
By: /s/ JOHN B. LESTER, JR.
John B. Lester, Jr.,
President
5
