content: SECURITIES AND EXCHANGE COMMISSION
  
                                  Washington, D.C.
  
  
  
  
  
                                      Form 8-K
  
                  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  30, 1996
  
  
  
  
  
                WNC California Housing Tax Credits IV, L.P, Series 5
               (Exact name of registrant as specific in its charter)
  
  
  
  
  California                            33-76970                      33-0676287
  (State or other                     (Commission                (I.R.S. Employer
  jurisdiction                        File Number)         Identification Number)
  of incorporation)
  
  
  
  
  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
  
  
                                         NA
             Former name or former address, if changed since last report
  
  
  <PAGE>
  
  
  
  
  Item 2.  Acquisition or Disposition of Assets
  
           WNC California  Housing Tax Credits IV, L.P., Series 5 ("SERIES 5") has
  become a limited  partner in Housing  Associates  of Carthage,  L.P., a Missouri
  limited partnership  ("CARTHAGE" or the "Local Limited  Partnership").  CARTHAGE
  owns the Moritz Place Phase II Apartments in Carthage,  Missouri (the "Property"
  or the "Apartment Complex").
  
           The following tables contain information concerning CARTHAGE.
  
  
  <TABLE>
  
                                                                                                            LOCAL LIMITED YEAR
                                          ESTIMATED    ESTIMATED                               PERMANENT    PARTNERSHIP'S CREDITS
                                          CONSTRUC-    DEVELOP-                                MORTGAGE     ANTICIPATED   TO BE
  LOCAL          PROJECT                      TION     MENT COST    NUMBER OF     BASIC        LOAN         AGGREGATE     FIRST
  LIMITED        NAME/NUMBER  LOCATION OF COMPLETION   (INCLUDING   APARTMENT     MONTHLY      PRINCIPAL    TAX           AVAIL-
  PARTNERSHIP    OF BUILDINGS PROPERTY    DATE         LAND COST)   UNITS         RENTS        AMOUNT       CREDIT        ABLE
  
  
  <S>            <C>           <C>        <C>          <C>           <C>          <C>           <C> 
  CARTHAGE       Moritz        Carthage   July 1996-   $1,436,714    49 BR units  $275          $690,000    $1,207,140     1996
                 Place         (Jasper    November                   3 2BR units  $350          FSBJ (3)     (federal)
                 Phase II      Co.),      1996 (2)                   
                 Apartments    Missouri                                 
  
                 13 buildings
                 (1)
  
  <FN>
  (1)      Senior citizen housing.
  
  (2) Partial completion is expected in July 1996, at which time rental activities
  will commence. Final completion is expected by November 1996.
  
  (3) First State Bank of Joplin  ("FSBJ")  will provide the  mortgage  loan for a
  term of 15 years at an annual  interest  rate of 9.25%.  Principal  and interest
  will be payable monthly based on a 30-year amortization schedule.
  </FN>
  </TABLE>
  
  Carthage  (CARTHAGE):  Carthage (population 10,700) is the county seat of Jasper
  County,  Missouri,  and is in  the  southwestern  corner  of  the  state  at the
  intersection of U.S.  Highway 71 and State Highway 171, near Interstate  Highway
  44,  approximately  ten miles east of Joplin.  The major  employers for Carthage
  residents are Leggett & Platt (furniture components),  Butterball Turkey Co. and
  Schreiber Foods.
  
  <TABLE>
  
                                                                                                              ESTIMATED
                                                                                                              ACQUISI-
                                              LOCAL                            SHARING RATIOS:                TION FEES
                                              GENERAL                          ALLOCATIONS (4)  SERIES 5's    PAYABLE
  LOCAL          LOCAL                        PARTNERS'      SHARING RATIOS:   AND SALE OR      CAPITAL       TO
  LIMITED        GENERAL       PROPERTY       DEVELOPMENT    CASH FLOW         REFINANCING      CONTRIBUTION  GENERAL
  PARTNERSHIP    PARTNERS      MANAGER (1)    FEE (2)        (3)               PROCEEDS (5)      (6)          PARTNER
  
  
  
  <S>            <C>            <C>            <C>            <C>              <C>    
  CARTHAGE       Housing        Integrity      $153,934       WNC:Greater of   98.99/1           $657,221      $65,722
                 Associates,    Management,                   15% or $1,500    (.01 to 
                 L.P.           Inc.                          LGP:  40%        Special
                                                              Balance:         Limited
                                                              WNC: 50%         Partner)
                                                              LGP:  50%
                                                                               50/49.99 (.01
                                                                               to Special
                                                                               Limited
                                                                               Partner)
  
  
                                         2
  <PAGE>
  
  <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 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 5.
  
  (3)  Reflects  the amount of the net cash flow from  operations,  if any,  to be
  distributed  to SERIES 5 ("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 SERIES 5 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 of SERIES 5 and the Local General  Partner in profits,  losses and Low
  Income Housing Credits commencing with entry of SERIES 5 as a limited partner.
  
  (5) Reflects the percentage  interests of SERIES 5 and 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: 120%
  of the capital contribution of SERIES 5; and 120% of the capital contribution of
  the Local General Partner.
  
  (6)  SERIES  5  will  make  its  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.
  
  
  </FN>
  </TABLE>
                                         3
  <PAGE>
  
  
  
  
  Item 7.  Financial Statements and Exhibits
  
  a.       Financial Statements of Businesses Acquired.
  
           Not Applicable.
  
  b.       Proforma Financial Information
  
           Proforma Balance Sheet, March 31, 1996
           Notes to Proforma Balance Sheet
  
  c.       Exhibits
  
           10.1     Second Amended and Restated Agreement of Limited Partnership 
                    of Housing Associates of Carthage, L.P.
  
  
  
                                         4
  <PAGE>
  <TABLE>
                WNC CALIFORNIA HOUSING TAX CREDITS IV, L.P., SERIES 5
                         (A California Limited Partnership)
                          (A Development-Stage Enterprise)
  
                               PROFORMA BALANCE SHEET
  
                                   March 31, 1996
  
  
                                            Historical                Proforma                      Proforma
                                             Balance                   Adjustments                 Balance
  
  ASSETS
  
  <S>                                      <C>                          <C>       
    Cash and cash equivalents              $  1,675,913                 $1,077,220
                                                                           (65,722)
  <S>                                                                   <C>                         <C>     
                                                                        (1,990,460)                 $696,951
  Subscriptions receivable                      234,100                                              234,100
  Investment in limited
      partnerships                            3,150,240                    657,221
                                                                            65,722                 3,873,183
  
  Other assets                                    3,454                                                3,454
                                             ----------            ---------------                ----------
                                            $ 5,063,707                  $(256,019)               $4,807,688
                                             ==========                   =========                =========
  
  
  LIABILITIES AND PARTNERS' EQUITY
  
  Liabilities:
    Accrued fees and advances
      due to affiliate                       $  359,414                                           $  359,414
    Payable to limited
      partnerships                            3,032,307                  $ 657,221
                                                                        (1,990,460)                1,699,068
                                        ---------------                 -----------                ---------
                                              3,391,721                 (1,333,239)                2,058,482
                                              ---------                 -----------                ---------
  
  Partners' equity:
    General partner                              (2,466)                    (1,978)                   (4,444)
    Limited partners                          1,674,452                  1,079,198                 2,753,650
                                             ----------                  ---------                 ---------
     Total partners' equity                   1,671,986                  1,077,220                 2,749,206
                                              ---------                  ---------                 ---------
  
  
                                             $5,063,707                  $(256,019)               $4,807,688
                                             ==========                   =========                =========
  
                                    - Unaudited -
                  See Accompanying Notes to Proforma Balance Sheet
                                        FS-1
  </TABLE>
  <PAGE>
  
  
                WNC CALIFORNIA HOUSING TAX CREDITS IV, L.P., SERIES 5
                         (A California Limited Partnership)
                          (A Development-Stage Enterprise)
  
                           NOTES TO PROFORMA BALANCE SHEET
  
  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 California  Housing Tax Credits IV, L.P., Series 5 financial  statements
  dated March 31, 1996. WNC California  Housing Tax Credits IV, L.P.,  Series 5 is
  referred to in these notes as the "Partnership."
  
  NOTE 2 - INTRODUCTION TO PROFORMA ADJUSTMENTS
  As of March 31, 1996,  the  Partnership  had been  admitted as majority  limited
  partner in one limited partnership,  Charleston Place Apartments.  Subsequent to
  March 31,  1996 the  Partnership  acquired  a limited  partnership  interest  in
  Housing  Associates of Carthage.  This one investment commits the Partnership to
  capital contributions as follows:
  
            Limited partnership                            Amount to be invested
  
           Housing Associates of Carthage                             $ 657,221
  
  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  partnership  discussed  above was
  acquired at the end of the period  presented.  The first  adjustment to cash and
  the  adjustment  to  limited  partners  equity of  $1,077,220  reflects  the net
  proceeds  from April 1, 1996 to May 30,  1996 from  issuance  of 1,364  units of
  limited  partners  capital  ($1,364,000  less notes  receivable  of $89,000  and
  commissions and offering costs of $197,780.) The first adjustment of $657,221 to
  investments  in limited  partnerships  and to  payable  to limited  partnerships
  reflects the Partnership's  acquisition of a limited partnership interest in the
  identified  limited  partnership as of May 30, 1996 as if the Partnership's date
  of acquisition  of interest in it was March 31, 1996.  The second  adjustment to
  investment in limited  partnerships and the second adjustment to cash of $65,722
  reflects the  acquisition  fee for the  acquisition  of the  identified  limited
  partnership.  The third adjustment to cash and the second  adjustment to payable
  to limited  partnerships  reflects a payment of  $1,990,460  on May 14,  1996 to
  Charleston Place Apartments.
  
  Charleston  Place  Apartments  and Cartage  were  acquired  in 1996,  were under
  construction  or  rehabilitation   during  the  period  presented  and  have  no
  operations  which  should be  reported,  therefore,  no  proforma  statement  of
  operations is presented.
  
                                        FS-2
  <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 CALIFORNIA HOUSING TAX CREDITS IV, L.P.,
                                     SERIES 5
  
  
  DATE:   June 3, 1996               By:      WNC & Associates, Inc.,
                                              General Partner
  
                                              BY:       /s/ JOHN B. LESTER, JR.
                                                        John B. Lester, Jr.,
                                                             President
  
  
                                         5
  <PAGE>
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "NONE", "secsgml_size_bytes": 15681}]
metadata_filer: {"company-data": {"conformed-name": "WNC CALIFORNIA HOUSING TAX CREDITS IV LP SERIES 4", "cik": "0000921052", "assigned-sic": "6513", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "033-76970-08", "film-number": "96580036"}, "business-address": {"street1": "3158 REDHILL AVE", "street2": "STE 120", "city": "COSTA MESA", "state": "CA", "zip": "92626", "phone": "7146625565"}, "mail-address": {"street1": "3158 REDHILL AVE", "street2": "STE 120", "city": "COSTA MESA", "state": "CA", "zip": "92626"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                                  Washington, D.C.
  
                                      Form 8-K
  
                  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  30, 1996
  
                WNC California Housing Tax Credits IV, L.P, Series 5
               (Exact name of registrant as specific in its charter)
  
  California                            33-76970                      33-0676287
  (State or other                     (Commission                (I.R.S. Employer
  jurisdiction                        File Number)         Identification Number)
  of incorporation)
  
  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
  
                                         NA
             Former name or former address, if changed since last report
  Item 2.  Acquisition or Disposition of Assets
  
           WNC California  Housing Tax Credits IV, L.P., Series 5 ("SERIES 5") has
  become a limited  partner in Housing  Associates  of Carthage,  L.P., a Missouri
  limited partnership  ("CARTHAGE" or the "Local Limited  Partnership").  CARTHAGE
  owns the Moritz Place Phase II Apartments in Carthage,  Missouri (the "Property"
  or the "Apartment Complex").
  
           The following tables contain information concerning CARTHAGE.
  
                                                                                                            LOCAL LIMITED YEAR
                                          ESTIMATED    ESTIMATED                               PERMANENT    PARTNERSHIP'S CREDITS
                                          CONSTRUC-    DEVELOP-                                MORTGAGE     ANTICIPATED   TO BE
  LOCAL          PROJECT                      TION     MENT COST    NUMBER OF     BASIC        LOAN         AGGREGATE     FIRST
  LIMITED        NAME/NUMBER  LOCATION OF COMPLETION   (INCLUDING   APARTMENT     MONTHLY      PRINCIPAL    TAX           AVAIL-
  PARTNERSHIP    OF BUILDINGS PROPERTY    DATE         LAND COST)   UNITS         RENTS        AMOUNT       CREDIT        ABLE
  CARTHAGE       Moritz        Carthage   July 1996-   $1,436,714    49 BR units  $275          $690,000    $1,207,140     1996
                 Place         (Jasper    November                   3 2BR units  $350          FSBJ (3)     (federal)
                 Phase II      Co.),      1996 (2)                   
                 Apartments    Missouri                                 
  
                 13 buildings
                 (1)
  (1)      Senior citizen housing.
  
  (2) Partial completion is expected in July 1996, at which time rental activities
  will commence. Final completion is expected by November 1996.
  
  (3) First State Bank of Joplin  ("FSBJ")  will provide the  mortgage  loan for a
  term of 15 years at an annual  interest  rate of 9.25%.  Principal  and interest
  will be payable monthly based on a 30-year amortization schedule.
  Carthage  (CARTHAGE):  Carthage (population 10,700) is the county seat of Jasper
  County,  Missouri,  and is in  the  southwestern  corner  of  the  state  at the
  intersection of U.S.  Highway 71 and State Highway 171, near Interstate  Highway
  44,  approximately  ten miles east of Joplin.  The major  employers for Carthage
  residents are Leggett & Platt (furniture components),  Butterball Turkey Co. and
  Schreiber Foods.
  
                                                                                                              ESTIMATED
                                                                                                              ACQUISI-
                                              LOCAL                            SHARING RATIOS:                TION FEES
                                              GENERAL                          ALLOCATIONS (4)  SERIES 5's    PAYABLE
  LOCAL          LOCAL                        PARTNERS'      SHARING RATIOS:   AND SALE OR      CAPITAL       TO
  LIMITED        GENERAL       PROPERTY       DEVELOPMENT    CASH FLOW         REFINANCING      CONTRIBUTION  GENERAL
  PARTNERSHIP    PARTNERS      MANAGER (1)    FEE (2)        (3)               PROCEEDS (5)      (6)          PARTNER
  CARTHAGE       Housing        Integrity      $153,934       WNC:Greater of   98.99/1           $657,221      $65,722
                 Associates,    Management,                   15% or $1,500    (.01 to 
                 L.P.           Inc.                          LGP:  40%        Special
                                                              Balance:         Limited
                                                              WNC: 50%         Partner)
                                                              LGP:  50%
                                                                               50/49.99 (.01
                                                                               to Special
                                                                               Limited
                                                                               Partner)
  
                                         2
  (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 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 5.
  
  (3)  Reflects  the amount of the net cash flow from  operations,  if any,  to be
  distributed  to SERIES 5 ("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 SERIES 5 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 of SERIES 5 and the Local General  Partner in profits,  losses and Low
  Income Housing Credits commencing with entry of SERIES 5 as a limited partner.
  
  (5) Reflects the percentage  interests of SERIES 5 and 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: 120%
  of the capital contribution of SERIES 5; and 120% of the capital contribution of
  the Local General Partner.
  
  (6)  SERIES  5  will  make  its  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.
  3
  Item 7.  Financial Statements and Exhibits
  
  a.       Financial Statements of Businesses Acquired.
  
           Not Applicable.
  
  b.       Proforma Financial Information
  
           Proforma Balance Sheet, March 31, 1996
           Notes to Proforma Balance Sheet
  
  c.       Exhibits
  
           10.1     Second Amended and Restated Agreement of Limited Partnership 
                    of Housing Associates of Carthage, L.P.
  
                                         4
  WNC CALIFORNIA HOUSING TAX CREDITS IV, L.P., SERIES 5
                         (A California Limited Partnership)
                          (A Development-Stage Enterprise)
  
                               PROFORMA BALANCE SHEET
  
                                   March 31, 1996
  
                                            Historical                Proforma                      Proforma
                                             Balance                   Adjustments                 Balance
  
  ASSETS
  Cash and cash equivalents              $  1,675,913                 $1,077,220
                                                                           (65,722)
  (1,990,460)                 $696,951
  Subscriptions receivable                      234,100                                              234,100
  Investment in limited
      partnerships                            3,150,240                    657,221
                                                                            65,722                 3,873,183
  
  Other assets                                    3,454                                                3,454
                                             ----------            ---------------                ----------
                                            $ 5,063,707                  $(256,019)               $4,807,688
                                             ==========                   =========                =========
  
  LIABILITIES AND PARTNERS' EQUITY
  
  Liabilities:
    Accrued fees and advances
      due to affiliate                       $  359,414                                           $  359,414
    Payable to limited
      partnerships                            3,032,307                  $ 657,221
                                                                        (1,990,460)                1,699,068
                                        ---------------                 -----------                ---------
                                              3,391,721                 (1,333,239)                2,058,482
                                              ---------                 -----------                ---------
  
  Partners' equity:
    General partner                              (2,466)                    (1,978)                   (4,444)
    Limited partners                          1,674,452                  1,079,198                 2,753,650
                                             ----------                  ---------                 ---------
     Total partners' equity                   1,671,986                  1,077,220                 2,749,206
                                              ---------                  ---------                 ---------
  
                                             $5,063,707                  $(256,019)               $4,807,688
                                             ==========                   =========                =========
  
                                    - Unaudited -
                  See Accompanying Notes to Proforma Balance Sheet
                                        FS-1
  WNC CALIFORNIA HOUSING TAX CREDITS IV, L.P., SERIES 5
                         (A California Limited Partnership)
                          (A Development-Stage Enterprise)
  
                           NOTES TO PROFORMA BALANCE SHEET
  
  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 California  Housing Tax Credits IV, L.P., Series 5 financial  statements
  dated March 31, 1996. WNC California  Housing Tax Credits IV, L.P.,  Series 5 is
  referred to in these notes as the "Partnership."
  
  NOTE 2 - INTRODUCTION TO PROFORMA ADJUSTMENTS
  As of March 31, 1996,  the  Partnership  had been  admitted as majority  limited
  partner in one limited partnership,  Charleston Place Apartments.  Subsequent to
  March 31,  1996 the  Partnership  acquired  a limited  partnership  interest  in
  Housing  Associates of Carthage.  This one investment commits the Partnership to
  capital contributions as follows:
  
            Limited partnership                            Amount to be invested
  
           Housing Associates of Carthage                             $ 657,221
  
  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  partnership  discussed  above was
  acquired at the end of the period  presented.  The first  adjustment to cash and
  the  adjustment  to  limited  partners  equity of  $1,077,220  reflects  the net
  proceeds  from April 1, 1996 to May 30,  1996 from  issuance  of 1,364  units of
  limited  partners  capital  ($1,364,000  less notes  receivable  of $89,000  and
  commissions and offering costs of $197,780.) The first adjustment of $657,221 to
  investments  in limited  partnerships  and to  payable  to limited  partnerships
  reflects the Partnership's  acquisition of a limited partnership interest in the
  identified  limited  partnership as of May 30, 1996 as if the Partnership's date
  of acquisition  of interest in it was March 31, 1996.  The second  adjustment to
  investment in limited  partnerships and the second adjustment to cash of $65,722
  reflects the  acquisition  fee for the  acquisition  of the  identified  limited
  partnership.  The third adjustment to cash and the second  adjustment to payable
  to limited  partnerships  reflects a payment of  $1,990,460  on May 14,  1996 to
  Charleston Place Apartments.
  
  Charleston  Place  Apartments  and Cartage  were  acquired  in 1996,  were under
  construction  or  rehabilitation   during  the  period  presented  and  have  no
  operations  which  should be  reported,  therefore,  no  proforma  statement  of
  operations is presented.
  
                                        FS-2
  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 CALIFORNIA HOUSING TAX CREDITS IV, L.P.,
                                     SERIES 5
  
  DATE:   June 3, 1996               By:      WNC & Associates, Inc.,
                                              General Partner
  
                                              BY:       /s/ JOHN B. LESTER, JR.
                                                        John B. Lester, Jr.,
                                                             President
  
                                         5