UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

~~[X]~~ þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~December 3031, 2014

[£ ] 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: 0-21897

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

California		33-0707612
(State or other jurisdiction of		(I.R.S. Employer
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
incorporation or organization)		Identification No.)

17782 Sky Park Circle, Irvine, CA 92614

( Address of principle executive offices )

(714) 622-5565

( Telephone Number )

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 þ No o

~~Yes [X]~~Indicate Noby ~~[ ]~~check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant ~~has~~is ~~submitted~~a ~~electronically~~large ~~and~~accelerated ~~posted~~filer, onan ~~its~~accelerated ~~corporate Web site~~filer, ifa ~~any~~non-accelerated filer, ~~every~~or ~~Interactive Data~~a ~~File~~smaller ~~required~~reporting tocompany. beSee ~~submitted~~the ~~and~~definitions ~~posted pursuant to Rule 405~~ of ~~Regulation~~"large ~~S-T~~accelerated ~~(232.405~~filer," of"accelerated ~~this~~filer" ~~chapter)~~and ~~during~~"smaller ~~the~~reporting ~~preceding 12~~company" ~~months~~in ~~(or~~Rule ~~for~~12b-2 ~~such~~of ~~shorter period that~~ the ~~registrant~~Exchange ~~was~~Act. ~~required~~(Check ~~to submit and post such files~~one).:

~~Yes [X]~~Large Noaccelerated ~~[ ]~~filer o Accelerated filer o Non-accelerated filer þ Smaller reporting company o

Indicate by check mark whether the registrant is a ~~large~~shell ~~accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting~~ company. ~~See~~(as ~~the~~defined ~~definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company”~~ in Rule 12b-2 of the Exchange Act). ~~(Check~~Yes ~~one):~~o No þ

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [X] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [X]

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

INDEX TO FORM 10-Q

For the Quarterly Period Ended ~~September~~December 3031, 2014

PART I. FINANCIAL INFORMATION
	Item 1. Financial Statements	F-1
	Condensed Balance Sheets As of September 30, 2014 and March 31, 2014	F-1
	Condensed Statements of Operations For the Three and Six Months Ended September 30, 2014 and 2013	F-2
	Condensed Statement of Partners’ Equity (Deficit) For the Six Months Ended September 30, 2014	F-3
	Condensed Statements of Cash Flow For the Six Months Ended September 30, 2014 and 2013	F-4
	Notes to Condensed Financial Statements	F-5
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
	Item 3. Quantitative and Qualitative Disclosures About Market Risk	5
	Item 4. Controls and Procedures	5
PART II. OTHER INFORMATION
	Item 1. Legal Proceedings	6
	Item 1A. Risk Factors	6
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	6
	Item 3. Defaults Upon Senior Securities	6
	Item 4. Mine Safety Disclosures	6
	Item 5. Other Information	6
	Item 6. Exhibits.	6
	Signatures	7

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Balance Sheets as of December 31, 2014 and March 31, 2014		3

Condensed Statements of Operations for the Three and Nine Months Ended December 31, 2014 and 2013		4

Condensed Statement of Partners' Equity (Deficit) for the Nine Months Ended December 31, 2014		5

Condensed Statements of Cash Flow for the Nine Months Ended December 31, 2014 and 2013		6

Notes to Condensed Financial Statements		7

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations		19

Item 3. Quantitative and Qualitative Disclosures About Market Risk		21

Item 4. Controls and Procedures		21


PART II. OTHER INFORMATION

Item 1. Legal Proceedings		22

Item 1A. Risk Factors		22

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		22

Item 3. Defaults Upon Senior Securities		22

Item 4. Mine Safety Disclosures		22

Item 5. Other Information		22

Item 6. Exhibits.		22

Signatures		23

Part I. Financial Information

Item 1. Financial Statements

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

CONDENSED BALANCE SHEETS

(Unaudited)

	September 30, 2014			March 31, 2014
	December 31, 2014			March 31, 2014
ASSETS
Cash	$	1,~~245~~238,~~058~~823		$	1,254,665
Investments in Local Limited Partnerships, net (Note 2)		-			-
Due from affiliates, net (Note 4)		-			-
Other assets		3,850			24,805
Total Assets	$	1,~~248~~242,~~908~~673		$	1,279,470
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Liabilities:
Accounts payable	$	4,950		$	-
Accrued fees and expenses due to
Accrued fees and expenses due to General Partner and affiliates (Note 3)		19,652			40,233
General Partner and affiliates (Note 3)	$	33,987		$	40,233
Prepaid disposition proceeds		30,000			4,950
Total Liabilities		5463,~~602~~987			45,183
Partners’ Equity (Deficit):
General Partner		(~~672~~673,~~879~~035	)		(672,479	)
Limited Partners (25,000 Partnership Units authorized; 21,872 and 21,932 Partnership Units issued and outstanding, respectively)		1,867,185			1,906,766
Limited Partners (25,000 Partnership Units authorized; 21,810 and 21,932 Partnership Units issued and outstanding, respectively)		1,851,721			1,906,766
Total Partners’ Equity (Deficit)		1,~~194~~178,~~306~~686			1,234,287
Total Liabilities and Partners’ Equity (Deficit)	$	1,~~248~~242,~~908~~673		$	1,279,470

See accompanying notes to condensed financial statements

~~F-1~~3

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

CONDENSED STATEMENTS OF OPERATIONS

For the Three and ~~Six~~Nine Months Ended

~~September 30~~December 31, 2014 and 2013

(Unaudited)

	2014						2013
	Three			~~Six~~Nine			Three			~~Six~~Nine
	Months			Months			Months			Months
Operating income:
Reporting fees	$	-		$	-		$	~~51,197~~-		$	51,197
Distribution income		-			9,290			-12,000			618,786
Total operating income		-			9,290			5112,~~197~~000			5769,983
Operating expenses and loss:
Amortization (Note 3)		-			-			-			1,800
Impairment loss		-			-			-			100,779
Asset management fees (Note 3)		34,~~840~~953			914,~~521~~474			96,~~149~~673			2026,~~138~~811
Legal and accounting fees		269,~~790~~412			3141,~~666~~078			15109,~~353~~478			95204,~~356~~834
Write off of advances to Local Limited Partnerships (Note 4)		-			-			-			36,993
Write off of other assets		-			3,281			-			-
Other		51,~~593~~470			67,~~250~~720			59,~~277~~988			1121,~~076~~064
Total operating expenses and loss		3615,~~223~~835			5066,~~718~~553			29126,~~779~~139			~~266~~392,~~142~~281
Income (loss) from operations		(36,223	)		(41,428	)		21,418			(208,159	)
Loss from operations		(15,835	)		(57,263	)		(114,139	)		(322,298	)
Gain on sale of Local Limited Partnerships (Note 1)		~~1,134~~-			1,134			2439,~~196~~175			1,~~829~~868,~~440~~615
Interest income		~~158~~215			~~313~~528			~~177~~115			~~338~~453
Net income (loss)	$	(3415,~~931~~620	)	$	(3955,~~981~~601	)	$	45(74,~~791~~849	)	$	1,~~621~~546,~~619~~770
Net income (loss) allocated to:
General Partner	$	(~~350~~156	)	$	(~~400~~556	)	$	~~458~~(748	)	$	1615,~~216~~468
Limited Partners	$	(3415,~~581~~464	)	$	(3955,~~581~~045	)	$	45(74,~~333~~101	)	$	1,~~605~~531,~~403~~302
Net income (loss) per Partnership Unit	$	(2	)	$	(2	)	$	2		$	73
Net income (loss) per
Outstanding weighted Partnership Units		21,872			21,872			21,952			21,952
Partnership Unit	$	(1	)	$	(3	)	$	(3	)	$	70
Outstanding weighted Partnership Units		21,810			21,810			21,947			21,947

See accompanying notes to condensed financial statements

~~F-2~~4

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

CONDENSED STATEMENTS OF PARTNERS’' EQUITY (DEFICIT)

For the ~~Six~~Nine Months Ended ~~September~~December 3031, 2014

(Unaudited)

	General			Limited
	Partner			Partners			Total
Partners’ equity (deficit) at March 31, 2014	$	(672,479	)	$	1,906,766		$	1,234,287
Net loss		(~~400~~556	)		(3955,~~581~~045	)		(3955,~~981~~601	)
Partners’ equity (deficit) at September 30, 2014	$	(672,879	)	$	1,867,185		$	1,194,306
Partners’ equity (deficit) at December 31, 2014	$	(673,035	)	$	1,851,721		$	1,178,686

See accompanying notes to condensed financial statements

~~F-3~~5

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

CONDENSED STATEMENTS OF CASH FLOWS

For the ~~Six~~Nine Months Ended ~~September~~December 3031, 2014 and 2013

(Unaudited)

	2014			2013
Cash flows from operating activities:
Net income (loss)	$	(3955,~~981~~601	)	$	1,~~621~~546,~~619~~770
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Adjustments to reconcile net income (loss) to net
cash used in operating activities:
Amortization		-			1,800
Impairment loss		-			100,779
(Increase) decrease in other assets		20,955			(114,~~961~~055	)
Increase (decrease) in accrued fees and expenses due to General Partner and affiliates		(20,581	)		(81,119	)
Increase in prepaid expenses		-			(539	)
Gain on sale of Local Limited Partnerships		(1,134	)		(1,829,440	)
Decrease in prepaid disposition proceeds		(4,950	)		-
Net cash used in operating activities		(40,741	)		(198,322	)
Cash flows from investing activities:
Capital contributions paid		-			(11,000	)
Net proceeds from sale of Local Limited Partnerships		1,134			2,127,279
Prepaid disposition proceeds		30,000			-
Advances made to Local Limited Partnerships		-			(6,993	)
Write off of advances made to Local Limited Partnerships		-			36,993
Net cash provided by investing activities		31,134			2,116,279
Decrease in accrued fees and expenses due to
Cash flows from financing activities:
General Partner and affiliates		(6,246	)		(179,162	)
Return of capital		-			(785,650	)
Gain on sale of Local Limited Partnerships		(1,134	)		(1,868,615	)
Net cash used in financing activities		-			(785,650	)
Net cash used in operating activities		(46,976	)		(366,029	)
Net increase (decrease) in cash		(9,607	)		1,132,307
Cash, beginning of period		1,254,665			296,821
Cash, end of period	$	1,245,058		$	1,429,128
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Taxes paid	$	-		$	-

Cash flows from investing activities:
Capital contributions paid to Local Limited Partnerships		-		(11,000	)
Net proceeds from sale of Local Limited Partnerships		1,134		2,166,454
Prepaid disposition proceeds		30,000		-
Advances made to Local Limited Partnerships		-		(36,993	)
Net cash provided by investing activities		31,134		2,118,461

Cash flows from financing activities:
Return of capital		-		(785,650	)
Net cash used in financing activities		-		(785,650	)

Net increase (decrease) in cash		(15,842	)	966,782

Cash, beginning of period		1,254,665		296,821

Cash, end of period	$	1,238,823		1,263,603

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Taxes paid	$	-		-

See accompanying notes to condensed financial statements

~~F-4~~6

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

The accompanying condensed unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q for quarterly reports under Section 13 or 15(d) of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the ~~six~~nine months ended ~~September~~December 3031, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2015. For further information, refer to the financial statements and footnotes thereto included in the Partnership’'s annual report on Form 10-K for the fiscal year ended March 31, 2014.

Organization

WNC Housing Tax Credit Fund, V, L.P., Series 4 (the “"Partnership”") is a California Limited Partnership formed under the laws under the laws of the State of California on July 26, 1995 and commenced operations on July 1, 1996. The Partnership was formed to acquire limited partnership interests in other limited partnerships (“Local Limited Partnerships”) which own and operate multi-family housing complexes (“Housing Complexes”) that are eligible for Federal low income housing tax credits (“Low Income Housing Tax Credits”"). The local general partners (the “Local General Partners”) of each Local Limited Partnership retain responsibility for maintaining, operating and managing the Housing Complexes. Each Local Limited Partnership is governed by its agreement of limited partnership (the “Local Limited Partnership Agreement”).

The general partner of the Partnership is WNC & Associates, Inc. (the “"General Partner”" or “Associates”). The chairman and president of Associates own substantially all of the outstanding stock of Associates. The business of the Partnership is conducted primarily through the General Partner, as the Partnership has no employees of its own.

The Partnership shall continue to be in full force and effect until December 31, 2050, unless terminated prior to that date, pursuant to the partnership agreement or law.

The financial statements include only activity relating to the business of the Partnership, and do not give effect to any assets that the partners may have outside of their interests in the Partnership, or to any obligations, including income taxes, of the partners.

The partnership agreement authorized the sale of up to 25,000 units of limited partnership interest (“Partnership Units”) at $1,000 per Partnership Unit. The offering of Partnership Units concluded on July 11, 1997 at which time 22,000 Partnership Units representing subscriptions in the amount of $21,914,830, net of discounts of $79,550 for volume purchases and $5,620 for dealer discounts, had been accepted. As ~~September~~December 3031, 2014 and March 31, 2014, 21,~~872~~810 and 21,932 Partnership Units, ~~respectively~~repectively, remain outstanding. The General Partner has a 1% interest in operating profits and losses, taxable income and losses, cash available for distribution from the Partnership and Low Income Housing Tax Credits. The investors (“Limited Partners”) in the Partnership will be allocated the remaining 99% of these items in proportion to their respective investments.

~~F-5~~7

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

The proceeds from the disposition of any of the Housing Complexes will be used first to pay debts and other obligations per the respective Local Limited Partnership Agreement. Any remaining proceeds will then be paid to the partners of the Local Limited Partnership, including the Partnership, in accordance with the terms of the particular Local Limited Partnership Agreement. The sale of a Housing Complex may be subject to other restrictions and obligations. Accordingly, there can be no assurance that a Local Limited Partnership will be able to sell its Housing Complex. Even if it does so, there can be no assurance that any significant amounts of cash will be distributed to the Partnership. Should such distributions occur, the Limited Partners will be entitled to receive distributions from the proceeds remaining after payment of Partnership obligations and funding reserves, equal to their capital contributions and their return on investment (as defined in the Partnership Agreement). The General Partner would then be entitled to receive proceeds equal to their capital contributions 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

An investment in the Partnership and the Partnership’s investments in Local Limited Partnerships and their Housing Complexes are subject to risks. These risks may impact the tax benefits of an investment in the Partnership, and the amount of proceeds available for distribution to the Limited Partners, if any, on liquidation of the Partnership’s investments. Some of those risks include the following:

The Low Income Housing Tax Credits rules are extremely complicated. Noncompliance with these rules results in the loss of future Low Income Housing Tax Credits and the fractional recapture of Low Income Housing Tax Credits already taken. In most cases the annual amount of Low Income Housing Tax Credits that an individual can use is limited to the tax liability due on the person’s last $25,000 of taxable income. The Local Limited Partnerships may be unable to sell the Housing Complexes at a price which would result in the Partnership realizing cash distributions or proceeds from the transaction. Accordingly, the Partnership may be unable to distribute any cash to its Limited Partners. Low Income Housing Tax Credits may be the only benefit from an investment in the Partnership.

The Partnership has invested in a limited number of Local Limited Partnerships. Such limited diversity means that the results of operation of each single Housing Complex will have a greater impact on the Partnership. With limited diversity, poor performance of one Housing Complex could impair the Partnership’s ability to satisfy its investment objectives. Each Housing Complex is subject to mortgage indebtedness. If a Local Limited Partnership failed to pay its mortgage, it could lose its Housing Complex in foreclosure. If foreclosure were to occur during the first 15 years (the “Compliance Period”), the loss of any remaining future Low Income Housing Tax Credits, a fractional recapture of prior Low Income Housing Tax Credits, and a loss of the Partnership’s investment in the Housing Complex would occur. The Partnership is a limited partner of each Local Limited Partnership. Accordingly, the Partnership will have very limited rights with respect to management of the Local Limited Partnerships. The Partnership will rely totally on the Local General Partners. Neither the Partnership’s investments in Local Limited Partnerships, nor the Local Limited Partnerships’ investments in Housing Complexes, are 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 interests in Local Limited Partnerships; limitations on removal of Local General Partners; limitations on subsidy programs; and possible changes in applicable regulations. Uninsured casualties could result in loss of property and Low Income Housing Tax Credits and recapture of Low Income Housing Tax Credits previously taken. The value of real estate is subject to risks from fluctuating economic conditions, including employment rates, inflation, tax, environmental, land use and zoning policies, supply and demand of similar properties, and neighborhood conditions, among others.

~~F-6~~8

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

The ability of Limited Partners to claim tax losses from the Partnership is limited. The IRS may audit the Partnership or a Local Limited Partnership and challenge the tax treatment of tax items. The amount of Low Income Housing Tax Credits and tax losses allocable to the limited partners could be reduced if the IRS were successful in such a challenge. The alternative minimum tax could reduce tax benefits from an investment in the Partnership. Changes in tax laws could also impact the tax benefits from an investment in the Partnership and/or the value of the Housing Complexes.

No trading market for the Partnership Units exists or is expected to develop. Limited Partners may be unable to sell their Partnership Units except at a discount and should consider their Partnership Units to be a long-term investment. Individual Limited Partners will have no recourse if they disagree with actions authorized by a vote of the majority of Limited Partners.

Exit Strategy

The Compliance Period for a Housing Complex is generally 15 years following construction or rehabilitation completion. Associates was one of the first in the industry to offer syndicated investments in Low Income Housing Tax Credits. The initial programs have completed their Compliance Periods.

Upon the sale of a Local Limited Partnership Interest or Housing Complex after the end of the Compliance Period, there would be no recapture of Low Income Housing Tax Credits. A sale prior to the end of the Compliance Period could result in recapture if certain conditions are not met. Two of the remaining Housing Complexes have completed their 15-year Compliance Period.

With that in mind, the General Partner is continuing its review of the Housing Complexes. The review considers many factors, including extended use requirements (such as those due to mortgage restrictions or state compliance agreements), the condition of the Housing Complexes, and the tax consequences to the Limited Partners from the sale of the Housing Complexes.

Upon identifying those Housing Complexes with the highest potential for a successful sale, refinancing or re-syndication, the Partnership expects to proceed with efforts to liquidate them. The objective is to maximize the Limited Partners’ return wherever possible and, ultimately, to wind down the Partnership as Low Income Housing Tax Credits are no longer available. Local Limited Partnership interests may be disposed of any time by the General Partner in its discretion. While liquidation of the Housing Complexes continues to be evaluated, the dissolution of the Partnership was not imminent as of ~~September~~December 3031, 2014.

~~F-7~~9

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

As of March 31, 2014, the Housing Complexes of Mesa Verde Apartments, L.P, The North Central Limited Partnership and Blessed Rock of El Monte, a CA Partnership had been sold. The Partnership also sold its Local Limited Partnership Interests in Lamar Plaza Apartments, LP, D. Hilltop Apartments, Ltd, Woodland, Ltd., Greyhound Associates I, L.P., Crescent City Apartment, a California Limited Partnership and Cleveland Apartments, L.P. The Compliance Periods for Mesa Verde Apartments, L.P., Blessed Rock of El Monte, a CA Partnership, Lamar Plaza Apartments, LP, D. Hilltop Apartments, Ltd, Woodland, Ltd., Greyhound Associates I, L.P., Crescent City Apartment, a California Limited Partnership and Cleveland Apartments, L.P have expired. The Compliance Period for The North Central Limited Partnership has not yet expired. The Purchaser has guaranteed that the Local Limited Partnership will stay in compliance with the Low Income Housing Tax Credit code, therefore there is no risk of recapture.

During the ~~six~~nine months ended ~~September~~December 3031, 2014, the Housing Complex of Ashford Place Limited Partnership (“Ashford”) was sold, resulting in the termination of the Partnership’s interest in the Local Limited Partnership. The investment balance was zero at the time of sale. Ashford was appraised for $2,560,000 and had a mortgage note balance of $1,781,000 as of December 31, 2013. Ashford had filed for bankruptcy and the property was disposed of under the supervision of the bankruptcy court. Through the bankruptcy sale, the purchaser paid off the full amount of the first mortgage to Fannie Mae in the amount of approximately $1,745,000 and there were no cash proceeds after payment of unsecured claims and administrative costs of the bankruptcy. All remaining encumbrances of debt were transferred with the disposition. The Compliance Period has been completed therefore there is no risk of recapture and investor approval was not required. The Partnership incurred approximately $27,990 in sale related expenses which were recorded as a loss on sale. As of March 31, 2014, $4,950 was received by the Partnership for its interest in Ashford as prepaid disposition proceeds. During the nine months ended, December 31, 2014, the original plan to sell the interest in Ashford was cancelled as the underlying Housing Complex was sold instead and the prepaid disposition proceeds were returned to the original purchaser.

During the ~~six~~nine months ended ~~September~~December 3031, 2014, the Partnership sold its Local Limited Partnership interest in Mountain Vista Associates Limited Partnership (“Mountain Vista”). Mountain Vista was appraised for $905,000 and had a mortgage balance of $1,353,000 as of December 31, 2013. The Partnership received $30,000 in cash proceeds which was placed in the Partnership’s reserves for future operating expenses. The sales related expenses were $876 resulting in a gain on sale of $29,124. The investment balance was zero at the time of the sale of the Local Limited Partnership. The Compliance Period has been completed therefore there is no risk of recapture and investor approval was not required.

~~As of September 30, 2014, the Partnership has identified the following Local Limited Partnerships for possible disposition as listed in the table below.~~10

Local Limited Partnerships	Expected closing date		Appraisal value		Mortgage balance of Local Limited Partnership as of 12/31/2013		Estimated sales price		Estimated sales related expenses		Estimated gain (loss) on sale
Belen Vista Associates Limited Partnership		N/A	$	2,050,000	$	1,441,851		(*)	$	-		(*)
Wynwood Place, Limited Partnership		11/30/2014		283,863		399,690		30,000		1,100		28,900

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

N/(A~~- The~~ ~~estimated~~California ~~close date has yet to be determined. The Local~~ Limited Partnership ~~is not under contract to be purchased as of the report filing. Contracts have been drafted and are currently under review by potential purchasers of the Local Limited Partnership interest.~~)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended December 31, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

As of December 31, 2014, the Partnership has identified the following Local Limited Partnerships for possible disposition as listed in the table below:

Local Limited Partnerships

Expected closing date

Appraisal value

Mortgage balance of Local Limited Partnership as of 12/31/2013

Estimated sales price

Estimated sales related expenses

Estimated gain (loss) on sale

Belen Vista

Associates Limited

Partnership

N/A

$2,050,000

$ 1,441,851

(*)

$ -

(*)

Wynwood Place,

Limited Partnership

3/31/2015

283,863

399,690

$30,000(**)

1,100

28,900

Bolivar Plaza Apartments, LP

N/A

470,000

341,956

(*)

2,750

(*)

N/A- The estimated close date has yet to be determined. The Local Limited Partnership is not under contract to be purchased as of the report filing.

(*)-As of the date of this report, the estimated purchase price is still unknown.

F(**)-8 This amount has been received by the Partnership as of December 31, 2014 and is recorded as prepaid disposition proceeds in the accompany condensed balance sheets.

The Compliance Period for Belen Vista Associates Limited Partnership, Wynwood Place, Limited Partnership, and Bolivar Plaza Apartments, LP has expired so there is no risk of tax credit recapture to the investors in the Partnerships and investor approval is not required. Once the sales are finalized, the Partnership will use the cash proceeds to reimburse the General Partner or an affiliate for expenses paid on its behalf or pay accrued asset management fees. Any remaining proceeds will be placed in the Partnership’s reserves for future operating expenses. Upon the sale of the last remaining Local Limited Partnership, any cash remaining after all Partnership debts are paid would then be distributed to the Limited Partners.

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

The Compliance Period for Belen Vista Associates Limited Partnership and Wynwood Place, Limited Partnership, has expired so there is no risk of tax credit recapture to the investors in the Partnerships and investor approval is not required. Once the sales are finalized, the Partnership will use the cash proceeds to reimburse the General Partner or an affiliate for expenses paid on its behalf or pay accrued asset management fees. Any remaining proceeds will be placed in the Partnership’s reserves for future operating expenses. No distributions will be made to the Limited Partners.

Method of Accounting for Investments in Local Limited Partnerships

The Partnership accounts for its investments in Local Limited Partnerships using the equity method of accounting, whereby the Partnership adjusts its investment balance for its share of the Local Limited Partnerships’ results of operations and for any contributions made and distributions received. The Partnership reviews the carrying amount of an individual investment in a Local Limited Partnership for possible impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of such investment may not be recoverable. Recoverability of such investment is measured by the estimated value derived by management, generally consisting of the sum of the remaining future Low Income Housing Tax Credits estimated to be allocable to the Partnership and the estimated residual value to the Partnership. If an investment is considered to be impaired, the Partnership reduces the carrying value of its investment in any such Local Limited Partnership. The accounting policies of the Local Limited Partnerships, generally, are expected to be consistent with those of the Partnership. Costs incurred by the Partnership in acquiring the investments were capitalized as part of the investment account and were being amortized over 30 years (see Notes 2 and 3).

“Equity in income (losses) of Local Limited Partnerships” for each of the periods ended ~~September~~December 3031, 2014 and 2013 has been recorded by the Partnership. Management’s estimate for the three and ~~six~~nine month periods is based on either actual unaudited results reported by the Local Limited Partnerships or historical trends in the operations of the Local Limited Partnerships. Equity in income (losses) from the Local Limited Partnerships allocated to the Partnership is not recognized to the extent that the investment balance would be adjusted below zero. 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 the net losses not recognized during the period(s) the equity method was suspended.

In accordance with the accounting guidance for the consolidation of variable interest entities, the Partnership determines when it should include the assets, liabilities, and activities of a variable interest entity (VIE) in its financial statements, and when it should disclose information about its relationship with a VIE. The analysis that must be performed to determine which entity should consolidate a VIE focuses on control and economic factors. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it has (1) the power to direct the activities of the VIE that most significantly impact the VIE’'s economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the guidance requires continual reconsideration of the primary beneficiary of a VIE.

~~F-9~~Based on this guidance, the Local Limited Partnerships in which the Partnership invests meet the definition of a VIE because the owners of the equity at risk in these entities do not have the power to direct their operations. However, management does not consolidate the Partnership's interests in these VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that are considered most significant to the economic performance of these entities. The Partnership currently records the amount of its investment in these Local Limited Partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements. The Partnership's balance in investment in Local Limited Partnerships, plus the risk of recapture of tax credits previously recognized on these investments, represents its maximum exposure to loss. The Partnership's exposure to loss on these Local Limited Partnerships is mitigated by the condition and financial performance of the underlying Housing Complexes as well as the strength of the Local General Partners and their guarantee against credit recapture to the investors in the Partnership.

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

~~Based on~~Distributions ~~this~~received ~~guidance,~~from the Local Limited Partnerships inare ~~which~~accounted ~~the~~for ~~Partnership~~as ~~invests meet the definition of~~ a ~~VIE~~reduction ~~because the owners~~ of the ~~equity~~investment ~~at risk in these entities do not have the power to direct their operations~~balance. Distributions ~~However,~~received ~~management~~after ~~does not consolidate~~ the ~~Partnership’s~~investment ~~interests~~has inreached ~~these~~zero ~~VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that~~ are ~~considered~~recognized ~~most~~as ~~significant~~distribution ~~to the economic performance of these entities~~income. ~~The~~As ~~Partnership currently records the amount~~ of ~~its~~December ~~investment~~31, in2014 ~~these~~and ~~Local~~March ~~Limited Partnerships as an asset on its balance sheets~~31, ~~recognizes its share of partnership income or losses in the statements of operations~~2014, ~~and~~all ~~discloses~~investment ~~how it~~ accounts ~~for material types of these investments~~ in ~~its financial statements. The Partnership’s balance in investment in~~ Local Limited Partnerships, ~~plus the~~had ~~risk~~reached ~~of recapture of tax credits previously recognized on these investments, represents its maximum exposure to loss~~zero. The Partnership’s exposure to loss on these Local Limited Partnerships is mitigated by the condition and financial performance of the underlying Housing Complexes as well as the strength of the Local General Partners and their guarantee against credit recapture to the investors in the Partnership.

Distributions received from the Local Limited Partnerships are accounted for as a reduction of the investment balance. Distributions received after the investment has reached zero are recognized as distribution income. As of September 30, 2014 and March 31, 2014, all investment accounts in Local Limited Partnerships had reached zero.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. For all periods presented, the Partnership had no cash equivalents.

Reporting Comprehensive Income

The Partnership had no items of other comprehensive income for all periods presented.

Income Taxes

The Partnership has elected to be treated as a pass-through entity for income tax purposes and, as such, is not subject to income taxes. Rather, all items of taxable income, deductions and tax credits are passed through to and are reported by its owners on their respective income tax returns. The Partnership’s federal tax status as a pass-through entity is based on its legal status as a partnership. Accordingly, the Partnership is not required to take any tax positions in order to qualify as a pass-through entity. The Partnership is required to file and does file tax returns with the Internal Revenue Service and other taxing authorities. Accordingly, these financial statements do not reflect a provision for income taxes and the Partnership has no other tax positions which must be considered for disclosure. Income tax returns filed by the Partnership are subject to examination by the Internal Revenue Service for a period of three years. While no income tax returns are currently being examined by the Internal Revenue Service, tax years since 2011 remain open.

~~F-10~~Net Loss Per Partnership Unit

Net loss per Partnership Unit includes no dilution and is computed by dividing loss available to Limited Partners by the weighted average number of Partnership Units outstanding during the period. Calculation of diluted net loss per Partnership Unit is not required.

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

Net Loss Per Partnership Unit

Impairment

The Partnership reviews its investments in Local Limited Partnerships for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value of such investments may not be recoverable. Recoverability is measured by a comparison of the carrying amount of the investment to the sum of the total amount of the remaining Low Income Housing Tax Credits allocated to the Partnership and any estimated residual value of the investment. No impairment loss was recorded against the investments for any of the periods presented.

The Partnership also evaluates its intangibles for impairment in connection with its investments in Local Limited Partnerships. Impairment on the intangibles is measured by comparing the Partnership’s total investment balance after impairment of investments in Local Limited Partnerships to the sum of the total of the remaining Low Income Housing Tax Credits allocated to the Partnership and any estimated residual value of the investments. Impairment loss of $0 and $100,779 was recorded against the related intangibles for the ~~six~~nine months ended ~~September~~December 3031, 2014 and 2013, respectively.

Amortization

Acquisition fees and costs were being amortized over 30 years using the straight-line method. For the ~~six~~nine months ended ~~September~~December 3031, 2014 and 2013, amortization expense was $0 and $1,800, respectively. As of March 31, 2014, all acquisition fees and costs were fully amortized or impaired.

Revenue Recognition

The Partnership is entitled to receive reporting fees from the Local Limited Partnerships. The intent of the reporting fees is to offset (in part) administrative costs incurred by the Partnership in corresponding with the Local Limited Partnerships. Due to the uncertainty of the collection of these fees, the Partnership recognizes reporting fees as collections are made.

NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS

As of ~~September~~December 3031, 2014 and March 31, 2014, the Partnership has limited partnership interests in ~~three~~3 and ~~five~~5, respectively, Local Limited Partnerships, each of which owns one Housing Complex consisting of an aggregate of ~~161~~113 and 314 apartment units, respectively. The respective Local General Partners of the Local Limited Partnerships manage the day to day operations of the entities. Significant Local Limited Partnership business decisions, as defined, require approval from the Partnership. The Partnership, as a Limited Partner, is generally entitled to 98.98% to 99.98%, as specified in the Local Limited Partnership agreements, of the operating profits and losses, taxable income and losses, and Low Income Housing Tax Credits of the Local Limited Partnerships.

~~F-11~~14

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, continued

The following is a summary of the equity method activity of the investments in Local Limited Partnerships for the periods presented below:

		For the Six Months Ended September 30, 2014		For the Year Ended March 31, 2014
	For the Nine Months Ended December 31, 2014			For the Year Ended March 31, 2014
Investments per balance sheet, beginning of period		$	-	$	650,468
Disposition of Local Limited Partnership			-		(547,889	)
Impairment loss			-		(100,779	)
Amortization of capitalized acquisition fees and costs			-		(1,800	)
Investments per balance sheet, end of period		$	-	$	-

~~F-12~~Selected financial information for the nine months ended December 31, 2014 and 2013 from the unaudited combined condensed financial statements of the Local Limited Partnerships in which the Partnership has invested is as follows:

COMBINED CONDENSED STATEMENTS OF OPERATIONS
	2014			2013
Revenues	$	761,000		$	1,583,000
Expenses:
Interest expense		130,000			285,000
Depreciation and amortization		197,000			402,000
Operating expenses		607,000			1,223,000
Total expenses		934,000			1,910,000

Net loss	$	(173,000	)	$	(327,000	)
Net loss allocable to the Partnership	$	(172,000	)	$	(326,000	)
Net income recorded by the Partnership	$	-		$	-

Certain Local Limited Partnerships have incurred significant operating losses and/or have working capital deficiencies. In the event these Local Limited Partnerships continue to incur significant operating losses, additional capital contributions by the Partnership and/or the Local General Partners may be required to sustain the operations of such Local Limited Partnerships. If additional capital contributions are not made when they are required, the Partnership's investment in certain of such Local Limited Partnerships could be impaired, and the loss and recapture of the related Low Income Housing Tax Credits could occur.

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, continued

Selected financial information for the six months ended September 30, 2014 and 2013 from the unaudited combined condensed financial statements of the Local Limited Partnerships in which the Partnership has invested is as follows:

COMBINED CONDENSED STATEMENTS OF OPERATIONS
	2014			2013
Revenues	$	581,000		$	1,101,000
Expenses:
Interest expense		100,000			200,000
Depreciation and amortization		149,000			286,000
Operating expenses		456,000			858,000
Total expenses		705,000			1,344,000
Net loss	$	(124,000	)	$	(243,000	)
Net loss allocable to the Partnership	$	(124,000	)	$	(242,000	)
Net income recorded by the Partnership	$	-		$	-

Certain Local Limited Partnerships have incurred significant operating losses and/or have working capital deficiencies. In the event these Local Limited Partnerships continue to incur significant operating losses, additional capital contributions by the Partnership and/or the Local General Partners may be required to sustain the operations of such Local Limited Partnerships. If additional capital contributions are not made when they are required, the Partnership’s investment in certain of such Local Limited Partnerships could be impaired, and the loss and recapture of the related Low Income Housing Tax Credits could occur.

F-13

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended September 30, 2014

(Unaudited)

NOTE 3 - RELATED PARTY TRANSACTIONS

Under the terms of the Partnership Agreement, the Partnership has paid or is obligated to the General Partner or its affiliates the following fees:

(a) Acquisition fees of up to 7.5% of the gross proceeds from the sale of Partnership Units as compensation for services rendered in connection with the acquisition of Local Limited Partnerships. At the end of all periods presented, the Partnership incurred acquisition fees of $1,630,375. Impairment on the intangibles is measured by comparing the Partnership’s total investment balance after impairment of investments in Local Limited Partnerships to the sum of the total of the remaining Low Income Housing Tax Credits allocated to the Partnership and any estimated residual value of the investments. If an impairment loss related to the acquisition expenses is recorded, the accumulated amortization is reduced to zero at that time. As of ~~all~~March ~~periods~~31, ~~presented~~2014, all acquisition fees were fully amortized or impaired. (b) Reimbursement of costs incurred by the General Partner or an affiliate of Associates in connection with the acquisition of Local Limited Partnerships. These reimbursements have not exceeded 1% of the gross proceeds. As of the end of all periods presented, the Partnership incurred acquisition costs of $167,533, which have been included in investments in Local Limited Partnerships. As of all periods presented, the acquisition costs were fully amortized or impaired. (c) An annual asset management fee equal to the greater amount of (i) $2,000 for each Housing complex, or (ii) 0.275% of gross proceeds. In either case, the fee will be decreased or increased annually based on changes to the Consumer Price Index. However, in no event will the maximum amount exceed 0.2% of the Invested Assets of the Partnerships, as defined. “Invested assets” means the sum of the Partnership’s Investment in Local Limited Partnerships and the Partnership’s allocable share of the amount of the mortgage loans on and other debts related to the Housing Complexes owned by such Local Limited Partnerships. For the six months ended September 30, 2014 and 2013, the Partnership incurred asset management fees of $9,521 and $20,138, respectively. For the six months ended September 30, 2014 and 2013, the Partnership paid asset management fees of $21,556 and $181,045, respectively. (d) A subordinated disposition fee in an amount equal to 1% of the sales price of real estate sold. Payment of this fee is subordinated to the limited partners receiving a preferred return of 14% through December 31, 2011 and 6% thereafter (as defined in the Partnership Agreement) and is payable only if the General Partner or its affiliates render services in the sales effort. No such fee was incurred for all periods presented. (e) The Partnership reimburses the General Partner or its affiliates for operating expenses incurred on behalf of the Partnership. For the six months ended September 30, 2014 and 2013, the Partnership reimbursed operating expenses of $57,653 and $49,660, respectively.

~~F-14~~(b) Reimbursement of costs incurred by the General Partner or an affiliate of Associates in connection with the acquisition of Local Limited Partnerships. These reimbursements have not exceeded 1% of the gross proceeds. As of the end of all periods presented, the Partnership incurred acquisition costs of $167,533, which have been included in investments in Local Limited Partnerships. As of all periods presented, the acquisition costs were fully amortized or impaired.

(c)

An annual asset management fee equal to the greater amount of (i) $2,000 for each Housing complex, or (ii) 0.275% of gross proceeds. In either case, the fee will be decreased or increased annually based on changes to the Consumer Price Index. However, in no event will the maximum amount exceed 0.2% of the Invested Assets of the Partnerships, as defined. “Invested assets” means the sum of the Partnership’s Investment in Local Limited Partnerships and the Partnership’s allocable share of the amount of the mortgage loans on and other debts related to the Housing Complexes owned by such Local Limited Partnerships. For the nine months ended December 31, 2014 and 2013, the Partnership incurred asset management fees of $14,474 and $26,811, respectively. For the nine months ended December 31, 2014 and 2013, the Partnership paid asset management fees of $21,556 and $202,913, respectively.

(d)

A subordinated disposition fee in an amount equal to 1% of the sales price of real estate sold. Payment of this fee is subordinated to the limited partners receiving a preferred return of 14% through December 31, 2011 and 6% thereafter (as defined in the Partnership Agreement) and is payable only if the General Partner or its affiliates render services in the sales effort. No such fee was incurred for all periods presented.

(e)	The Partnership reimburses the General Partner or its affiliates for operating expenses incurred on behalf of the Partnership. For the nine months ended December 31, 2014 and 2013, the Partnership reimbursed operating expenses of $62,603 and $254,613, respectively.

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

(A California Limited Partnership)

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED

For the Quarterly Period Ended ~~September~~December 3031, 2014

(Unaudited)

NOTE 3 - RELATED PARTY TRANSACTIONS, continued

The accrued fees and expenses due to General Partner and affiliates consisted of the following at:

	September 30, 2014		March 31, 2014
	December 31, 2014		March 31, 2014
Asset management fee payable	$	38,~~840~~793	$	15,875
Expenses paid by the General Partners or an affiliate on behalf of the Partnership		1525,~~812~~194		24,358
Total	$	1933,~~652~~987	$	40,233

NOTE 4 - –ADVANCES TO LOCAL LIMITED PARTNERSHIPS

The Partnership is not obligated to fund advances to the Local Limited Partnerships. Occasionally, when Local Limited Partnerships encounter operational issues the Partnership may decide to advance funds to assist the Local Limited Partnership with its operational issues.

As of March 31, 2014, the Partnership in total had advanced $471,514 to one Local Limited Partnership, Ashford Place Limited Partnership, in which the Partnership was a limited partner,. $0 and $9,000 was advanced during the ~~six~~nine months ended ~~September,~~December 3031, 2014 and 2013, respectively. These advances were used to pay for the property taxes, mortgage payments and operational expenses. All advances were reserved in full in the year they were advanced. Ashford Place Limited Partnership was sold during the period ended ~~September 30~~December 31, 2014, therefore, the advances and related reserves were written off.

As of both ~~September~~December 3031 and March 31, 2014, the Partnership in total had advanced $4,939 to one Local Limited Partnership, Wynwood Place Limited Partnership, in which the Partnership is a limited partner. These advances were used to pay for the property taxes, mortgage payments and operational expenses. All advances were reserved in full in the year they were advanced.

During the ~~six~~nine months ended ~~September~~December 3031, 2013, the Partnership advanced $24,493 to one Local Limited Partnership, Cleveland Apartments, LP, in which the Partnership was a limited partner. These advances were used to pay for the property taxes, mortgage payments and operational expenses. All advances were reserved in full in the year they were advanced. The advances were written off as of March 31, 2014 as the Local Limited Partnership was sold.

During the ~~six~~nine months ended ~~September~~December 3031, 2013, the Partnership advanced $3,500 to one Local Limited Partnership in which the Partnership was a limited partner. The Local Limited Partnership was sold in a prior period and the advance was to cover the final tax return cost in accordance with the partnership agreement. The advance was written off as the Local Limited Partnership was sold and would not be able to repay the Partnership.

~~NOTE 5 - RETURN OF CAPITAL~~17

~~During prior~~WNC ~~years,~~HOUSING ~~the~~TAX ~~Partnership~~CREDIT ~~was~~FUND ~~relieved of debt which was owed to the General Partner or an affiliate totaling $785~~V,~~650.~~ The debt was a result of advances that had previously been made to the Partnership by the General Partner or affiliate to aid the Partnership in providing funding to several Local Limited Partnerships which were experiencing operational issuesL. ~~During the six months ended September 30~~P., ~~2013,~~SERIES ~~$785,650~~4 was reimbursed to the General Partner for repayment of the previously written off amounts, the repayment was a result of the sales proceeds that resulted from the disposition of one of the Local Limited Partnerships.

~~F-15~~(A California Limited Partnership)

~~Item 2.~~NOTES ~~Management’s~~TO ~~Discussion~~CONDENSED ~~and~~FINANCIAL ~~Analysis~~STATEMENTS of- ~~Financial Condition and Results of Operations~~CONTINUED

For the Quarterly Period Ended December 31, 2014

(Unaudited)

NOTE 5- RETURN OF CAPITAL

During prior years, the Partnership was relieved of debt which was owed to the General Partner or an affiliate totaling $785,650. The debt was a result of advances that had previously been made to the Partnership by the General Partner or affiliate to aid the Partnership in providing funding to several Local Limited Partnerships which were experiencing operational issues. During the nine months ended December 31, 2013, $785,650 was reimbursed to the General Partner for repayment of the previously written off amounts, the repayment was a result of the sales proceeds that resulted from the disposition of one of the Local Limited Partnerships.

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

Forward Looking Statements

With the exception of the discussion regarding historical information, this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other discussions elsewhere in this Form 10-Q contain forward looking statements. Such statements are based on current expectations subject to uncertainties and other factors which may involve known and unknown risks that could cause actual results of operations to differ materially from those projected or implied. Further, certain forward-looking statements are based upon assumptions about future events which may not prove to be accurate.

Risks and uncertainties inherent in forward looking statements include, but are not limited to, the Partnership’s future cash flows and ability to obtain sufficient financing, level of operating expenses, conditions in the Low Income Housing Tax Credit property market and the economy in general, as well as legal proceedings. Historical results are not necessarily indicative of the operating results for any future period.

Subsequent written and oral forward looking statements attributable to the Partnership or persons acting on its behalf are expressly qualified in their entirety by cautionary statements in this Form 10-Q and in other reports filed with the Securities and Exchange Commission.

The following discussion and analysis compares the results of operations for the three and ~~six~~nine months ended ~~September~~December 3031, 2014 and 2013 and should be read in conjunction with the combined condensed financial statements and accompanying notes included within this report.

Financial Condition

The Partnership’s assets at ~~September~~December 3031, 2014 consisted primarily of $1,~~245~~239,000 in cash and $4,000 in other assets. Liabilities at ~~September~~December 3031, 2014 primarily consisted of $2034,000 of accrued fees and expenses due to the General Partner and affiliates, ~~$5,000 in accounts payable~~ and $30,000 in prepaid disposition proceeds.

Results of Operations

Three Months Ended ~~September~~December 3031, 2014 Compared to Three Months Ended ~~September~~December 3031, 2013. The Partnership’s net loss for the three months ended ~~September~~December 3031, 2014 was $3516,000 compared to the $4675,000 net ~~income~~loss recorded during the three months ended ~~September 30~~December 31, 2013. The change was partially due to the decrease of $2339,000 ~~decrease~~ in gain on sale of Local Limited Partnerships for the three months ended ~~September~~December 3031, 2014. The gain on sale of Local Limited Partnerships will vary from period to period, depending on the number of Housing Complexes that have been identified for disposition, the value of such Housing Complexes, and the closing dates of the transactions. ~~Reporting~~There ~~fees~~was ~~decreased~~a by $5112,000 decrease of distribution income for the three months ended ~~September~~December 3031, 2014 compared to the three months ended December 31, 2013 due to the fact that Local Limited Partnerships pay ~~the reporting fees and~~ distributions to the Partnership when the Local Limited Partnerships’ cash flows will allow for the payment. Accounting and legal fees ~~increased~~decreased by $11100,000 due to the timing of accounting work performed. The Partnership was past due on multiple annual and quarterly reports. The Partnership is now current in all of its filings. There was a $52,000 decrease in asset management fees for the three months ended ~~September~~December 3031, 2014. The fees are calculated based on the value of invested assets. As Local Limited Partnerships are sold, the invested assets decrease, thereby decreasing the asset management fees. There was a decrease of $9,000 in other expenses for the three months ended December 31, 2014 due to a decreasing in filing cost related to the Partnership being past due on multiple annual and quarterly reports. The Partnership is now current in all of its filings.

319

~~Item~~ Nine Months Ended December 31, 2014 Compared to Nine Months Ended December 31, 2013 The Partnership’s net loss for the nine months ended December 31, 2014 was $56,000 compared to the $1,547,000 net income recorded during the nine months ended December 31, 2013. The change was primarily due to the decrease of $1,867,000 in gain on sale of Local Limited Partnerships for the nine months ended December 31, 2014. The gain on sale of Local Limited Partnerships will vary from period to period, depending on the number of Housing Complexes that have been identified for disposition, the value of such Housing Complexes, and the closing dates of the transactions. There was a decrease in impairment loss of $101,000 and a decrease in amortization of $2,000 during the nine months ended December 31, 2014. ~~Management~~As the remaining investments in Local Limited Partnerships and intangibles were reduced to zero as of March 31, 2014, no further impairment loss or amortization could be recorded. During the nine months ended December 31, 2014 no advances were made to Local Limited Partnerships compared to $37,000 advanced and reserved for in full during the nine months ended December 31, 2013. The advances made to the troubled Local Limited Partnership can vary each year depending on the operations of each Local Limited Partnership. Distribution income decreased by $9,000 and reporting fees decreased by $51,000 for the nine months ended December 31, 2014 compared to the nine months ended December 31, 2013 due to the fact that Local Limited Partnerships pay reporting fees and distributions to the Partnership when the Local Limited Partnerships’s ~~Discussion~~cash flows will allow for the payment. Accounting and ~~Analysis~~legal fees decreased by $164,000 due to the timing of ~~Financial~~accounting ~~Condition~~work performed. The Partnership was past due on multiple annual and ~~Results~~quarterly reports. The Partnership is now current in all of ~~Operations~~its filings. There was a $12,000 ~~continued~~decrease in asset management fees for the nine months ended December 31, 2014. The fees are calculated based on the value of invested assets. As Local Limited Partnerships are sold, the invested assets decrease, thereby decreasing the asset management fees. There was a decrease of $13,000 in other expenses for the nine months ended December 31, 2014 due to a decreasing in filing cost related to the Partnership being past due on multiple annual and quarterly reports. The Partnership is now current in all of its filings.

Six Months Ended September 30, 2014 Compared to Six Months Ended September 30, 2013. The Partnership’s net loss for the six months ended September 30, 2014 was $40,000 compared to $1,622,000 of net income recorded during the six months ended September 30, 2013. The change was primarily due to the decrease of $1,828,000 in gain on sale of Local Limited Partnerships for the six months ended September 30, 2014. The gain on sale of Local Limited Partnerships will vary from period to period, depending on the number of Housing Complexes that have been identified for disposition, the value of such Housing Complexes, and the closing dates of the transactions There was a decrease in impairment loss of $101,000 during the six months ended September 30, 2014. As the remaining investment in Local Limited Partnerships were reduced to zero as of March 31, 2014, no further impairment loss could be recorded. During the six months ended September 30, 2014 there were no advances made to Local Limited Partnerships compared to $37,000 advanced and reserved for during the six months ended September 30, 2013. The advances made to the troubled Local Limited Partnership can vary each year depending on the operations of each Local Limited Partnership. Distribution income increased by $3,000 and reporting fees decreased by $51,000 for the six months ended September 30, 2014 compared to the six months ended September 30, 2013 as discussed above. Accounting and legal fees decreased by $64,000 due to the timing of accounting work performed. The Partnership was past due in multiple annual and quarterly reports that were caught up during the prior period. There was an $11,000 decrease in asset management fees for the six months ended September 30, 2014. The fees are calculated based on the value of invested assets. As Local Limited Partnerships are sold, the invested assets decrease, thereby decreasing the asset management fees. The amortization expense decreased by $2,000 during the six months ended September 30, 2014 due to the fact that the acquisition fees and cost were fully amortized or impaired as of September 30, 2013 and no further amortization could be recorded.

Capital Resources and Liquidity

~~Six~~ Nine Months Ended ~~September~~December 3031, 2014 Compared to ~~Six~~Nine Months Ended ~~September~~December 3031, 2013. Net cash used during the ~~six~~nine months ended ~~September~~ 30December 31, 2014 was $1016,000, compared to net cash provided during the ~~six~~nine months ended ~~September~~December 3031, 2013 of $1967,~~132,~~000. The change was due primarily to the fact that during the ~~six~~nine months ended ~~September~~December 3031, 2014, the Partnership received $1,000 in net proceeds from the sale of its Local Limited Partnerships compared to $2,~~127~~166,000 in net ~~sale~~ proceeds received during the ~~six~~nine months ended ~~September~~December 3031, 2013. Proceeds received from the disposition of Local Limited Partnerships will vary from period to period as discussed above. During the ~~six~~nine months ended ~~September~~December 3031, 2014, the Partnership received $30,000 in prepaid disposition proceeds compared to none ~~received~~collected during the ~~six~~nine months ended ~~September~~December 3031, 2013. The cash represented the deposits for dispositions that were anticipated to close subsequent to the respective period ends. During the ~~six~~nine months ended ~~September~~December 3031, 2014 the Partnership made no advances to Local Limited Partnerships that were experiencing operational issues compared to $37,000 advanced for the ~~six~~nine months ended ~~September~~December 3031, 2013. During the ~~six~~nine months ended ~~September~~December 3031, 2014 the Partnership paid the General Partner or an affiliate $5863,000 for operating expenses paid on its behalf compared to $50255,000 reimbursed during the ~~six~~nine months ended ~~September~~December 3031, 2013. The Partnership also paid $22,000 to the General Partner or an affiliate in accrued asset management fees for the ~~six~~nine months ended ~~September~~December 3031, 2014 compared to $~~181~~203,000 reimbursed for the ~~six~~nine months ended ~~September~~December 3031, 2013. Reimbursement of operating expenses and accrued asset management fees are paid after management reviews the cash position of the Partnership. InThe ~~addition, the~~ Partnership made no payments from disposition proceeds to the General Partner for advances previously forgiven ~~for the six months ended September 30, 2014~~ compared to $786,000 for the ~~six~~nine months ended ~~September~~December 3031, 2013. During the ~~six~~nine months ended ~~September~~December 3031, 2014, the Partnership made no capital contributions to Local Limited Partnerships compared to $11,000 ~~in contributions~~ made during the ~~six~~nine months ended ~~September~~ 30December 31, 2013. Capital contributions are paid when the Local Limited ~~Partnerships~~Partnership ~~reach~~reaches certain benchmarks. As of the ~~six~~ nine months ended ~~September~~December 3031, 2014 there are no remaining capital contributions due to the Local Limited Partnerships. Reporting fees decreased by $51,000 and ~~distribution~~distributions ~~income~~decreased ~~increased~~ by $29,000 for the ~~six~~nine months ended ~~September~~December 3031, 2014 due to the fact that Local Limited Partnerships pay reporting fees and distributions to the Partnership when the Local Limited Partnerships’ cash flows will allow for the payment.

During the ~~six~~nine months ended ~~September~~December 3031, 2014, accrued payables, which consist primarily of related party asset management fees and advances due to the General Partner, decreased by $216,000. The General Partner does not anticipate that the balance of the accrued fees and advances will be paid until such time as capital reserves are in excess of foreseeable working capital requirements of the Partnership.

420

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, continued

Recent Accounting Changes

In January 2014, the FASB issued an amendment to the accounting and disclosure requirements for investments in qualified affordable housing projects. The amendments provide guidance on accounting for investments by a reporting entity in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for the low-income housing tax credit. The amendments permit reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performance in the income statement as a component of income tax expense (benefit). The amendments are effective for interim and annual periods beginning after December 15, 2014 and should be applied retrospectively to all periods presented. Early adoption is permitted. The adoption of this update is not expected to materially affect the Partnership’'s financial statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risks

NOT APPLICABLE

Item 4. Controls and Procedures

(a)	Disclosure controls and procedures
	As of the end of the periods covered by this report, the Partnership’s General Partner, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of Associates, carried out an evaluation of the effectiveness of the Partnership’s “disclosure controls and procedures” as defined in Securities Exchange Act of 1934 Rule 13a-15 and 15d-15. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Partnership’s disclosure controls and procedures were not effective to ensure that material information required to be disclosed in the Partnership’s periodic report filings with SEC is recorded, processed, summarized and reported within the time period specified by the SEC’s rules and forms, consistent with the definition of “disclosure controls and procedures” under the Securities Exchange Act of 1934.
	The Partnership must rely on the Local Limited Partnerships to provide the Partnership with certain information necessary to the timely filing of the Partnership’s periodic reports. Factors in the accounting at the Local Limited Partnerships have caused delays in the provision of such information during past reporting periods, and resulted in the Partnership’s inability to file its periodic reports in a timely manner.
	Once the Partnership has received the necessary information from the Local Limited Partnerships, the Chief Executive Officer and the Chief Financial Officer of Associates believe that the material information required to be disclosed in the Partnership’s periodic report filings with SEC is effectively recorded, processed, summarized and reported, albeit not in a timely manner. Going forward, the Partnership will use the means reasonably within its power to impose procedures designed to obtain from the Local Limited Partnerships the information necessary to the timely filing of the Partnership’s periodic reports.
(b)	Changes in internal controls
	There were no changes in the Partnership’s internal control over financial reporting that occurred during the quarter ended September 30, 2014 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

(a) Disclosure controls and procedures

5As of the end of the periods covered by this report, the Partnership’s General Partner, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of Associates, carried out an evaluation of the effectiveness of the Partnership’s “disclosure controls and procedures” as defined in Securities Exchange Act of 1934 Rule 13a-15 and 15d-15. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Partnership’s disclosure controls and procedures were not effective to ensure that material information required to be disclosed in the Partnership’s periodic report filings with SEC is recorded, processed, summarized and reported within the time period specified by the SEC’s rules and forms, consistent with the definition of “disclosure controls and procedures” under the Securities Exchange Act of 1934.

Part II.	Other Information
Item 1.	Legal Proceedings
	NONE
Item 1A.	Risk Factors
	No material changes in risk factors as previously disclosed in the Partnership’s Form 10-K.
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds
	NONE
Item 3.	Defaults Upon Senior Securities
	NONE
Item 4.	Mine Safety Disclosures
	NONE
Item 5.	Other Information
	NONE
Item 6.	Exhibits
31.1	Certification of the Principal Executive Officer pursuant to Rule 13a-14 and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)
31.2	Certification of the Principal Financial Officer pursuant to Rule 13a-14 and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)
32.1	Section 1350 Certification of the Chief Executive Officer. (filed herewith)
32.2	Section 1350 Certification of the Chief Financial Officer. (filed herewith)
101	Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Balance Sheets at September 30, 2014 and March 31, 2014 (ii) the Condensed Statements of Operations for the three and six months ended September 30, 2014 and 2013 (iii) the Condensed Statements of Partners’ Equity (Deficit) for the six months ended September 30, 2014 (iv) the Condensed Statements of Cash Flows for the six months ended September 30, 2014 and 2013, and (v) the Notes to Condensed Financial Statements.
	Exhibits 32.1, 32.2 and 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibits shall not be deemed incorporated by reference into any filing under the Securities Act of 1933 or Securities Exchange Act of 1934.

The Partnership must rely on the Local Limited Partnerships to provide the Partnership with certain information necessary to the timely filing of the Partnership’s periodic reports. Factors in the accounting at the Local Limited Partnerships have caused delays in the provision of such information during past reporting periods, and resulted in the Partnership’s inability to file its periodic reports in a timely manner.

6Once the Partnership has received the necessary information from the Local Limited Partnerships, the Chief Executive Officer and the Chief Financial Officer of Associates believe that the material information required to be disclosed in the Partnership’s periodic report filings with SEC is effectively recorded, processed, summarized and reported, albeit not in a timely manner. Going forward, the Partnership will use the means reasonably within its power to impose procedures designed to obtain from the Local Limited Partnerships the information necessary to the timely filing of the Partnership’s periodic reports.

~~SIGNATURES~~(b) Changes in internal controls

There were no changes in the Partnership’s internal control over financial reporting that occurred during the quarter ended December 31, 2014 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

Part II. Other Information

Item 1. Legal Proceedings

NONE

Item 1A. Risk Factors

No material changes in risk factors as previously disclosed in the Partnership’s Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

NONE

Item 3. Defaults Upon Senior Securities

NONE

Item 4. Mine Safety Disclosures

NOT APPLICABLE

Item 5. Other Information

NONE

Item 6. Exhibits

31.1	Certification of the Principal Executive Officer pursuant to Rule 13a-14 and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)

31.2	Certification of the Principal Financial Officer pursuant to Rule 13a-14 and 15d-14, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)

32.1	Section 1350 Certification of the Chief Executive Officer. (filed herewith)

32.2	Section 1350 Certification of the Chief Financial Officer (filed herewith)

101

Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Balance Sheets at December 31, 2014 and March 31, 2014 (ii) the Condensed Statements of Operations for the three and nine months ended December 31, 2014 and 2013 (iii) the Condensed Statements of Partners' Equity (Deficit) for the nine months ended December 31, 2014 (iv) the Condensed Statements of Cash Flows for the nine months ended December 31, 2014 and 2013, and (v) the Notes to Condensed Financial Statements.

Exhibits 32.1, 32.2 and 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibits shall not be deemed incorporated by reference into any filing under the Securities Act of 1933 or Securities Exchange Act of 1934.

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 V, L.P., SERIES 4
By:	WNC & ASSOCIATES, INC. General Partner
By:	/s/ Wilfred N. Cooper, Jr.
	Wilfred N. Cooper, Jr.
	President and Chief Executive Officer of WNC & Associates, Inc.
Date: November 14, 2014
By:	/s/ Melanie R. Wenk
	Melanie R. Wenk
	Senior Vice-President - Chief Financial Officer of WNC & Associates, Inc.
Date: November 14, 2014

WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4

7By: WNC & ASSOCIATES, INC. General Partner

By: /s/ Wilfred N. Cooper, Jr.

Wilfred N. Cooper, Jr.

President and Chief Executive Officer of WNC & Associates, Inc.

Date: February 6, 2015

By: /s/ Melanie R. Wenk

Melanie R. Wenk

Senior Vice President - Chief Financial Officer of WNC & Associates, Inc.

Date: February 6, 2015

Filing Compare · WNC HOUSING TAX CREDIT FUND V LP SERIES 4