JMB INCOME PROPERTIES LTD V - 10-Q Quarterly Report

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934

For the quarter ended June 30, 2002 Commission file #0-8716

JMB INCOME PROPERTIES, LTD. - V
(Exact name of registrant as specified in its charter)

Illinois 36-2897158
(State of organization) (IRS Employer Identification No.)

900 N. Michigan Ave., Chicago, IL 60611
(Address of principal executive office) (Zip Code)

Registrant's telephone number, including area code 312/915-1987

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 [ X ] No [ ]

TABLE OF CONTENTS

PART I FINANCIAL INFORMATION

Item 1. Financial Statements . . . . . . . . . . . . . . . 3

Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations. . . . . . . . . . . . . . . 11

PART II OTHER INFORMATION

Item 3. Defaults Upon Senior Securities. . . . . . . . . . 14

Item 5. Other Information. . . . . . . . . . . . . . . . . 14

Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . 15

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

JMB INCOME PROPERTIES, LTD. - V
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED BALANCE SHEETS

JUNE 30, 2002 AND DECEMBER 31, 2001
(UNAUDITED)

ASSETS
------

JUNE 30, DECEMBER 31,
2002 2001
----------- -----------

Current assets:
Cash and cash equivalents . . . . . $ 3,622,386 3,741,367
Restricted funds. . . . . . . . . . 124,759 287,229
Interest, rents and
other receivables . . . . . . . . 16,508 14,747
Prepaid expenses. . . . . . . . . . 1,101 53,056
----------- -----------
Total current assets. . . . . 3,764,754 4,096,399
----------- -----------

Properties held for sale or
disposition . . . . . . . . . . . . 5,871,962 5,871,962
----------- -----------

Total investment properties . 5,871,962 5,871,962

Deferred expenses . . . . . . . . . . 30,208 30,208
----------- -----------

$ 9,666,924 9,998,569
=========== ===========

JMB INCOME PROPERTIES, LTD. - V
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED BALANCE SHEETS - CONTINUED

LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS (DEFICITS)
-----------------------------------------------------

JUNE 30, DECEMBER 31,
2002 2001
----------- -----------
Current liabilities:
Current portion of long-term debt . $18,229,266 18,229,266
Accounts payable. . . . . . . . . . 156,341 180,754
Accrued interest. . . . . . . . . . 2,287,860 1,047,226
Accrued real estate taxes . . . . . 108,405 --
----------- -----------
Total current liabilities . . 20,781,872 19,457,246
Tenant security deposits. . . . . . . 29,966 29,721
----------- -----------
Commitments and contingencies

Total liabilities . . . . . . 20,811,838 19,486,967

Venture partner's subordinated
equity in venture . . . . . . . . . 12,752,234 12,752,234

Partners' capital accounts (deficits):
General partners:
Capital contributions . . . . . . 1,000 1,000
Cumulative net earnings (loss). . 4,195,355 4,245,050
Cumulative cash distributions . . (5,922,062) (5,922,062)
----------- -----------
(1,725,707) (1,676,012)
----------- -----------
Limited partners (38,505 interests):
Capital contributions,
net of offering costs . . . . . 34,926,505 34,926,505
Cumulative net earnings (loss). . 31,352,768 32,959,589
Cumulative cash distributions . . (88,450,714) (88,450,714)
----------- -----------
(22,171,441) (20,564,620)
----------- -----------
Total partners' capital
accounts (deficits) . . . . (23,897,148) (22,240,632)
----------- -----------
$ 9,666,924 9,998,569
=========== ===========

See accompanying notes to consolidated financial statements.

JMB INCOME PROPERTIES, LTD. - V
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

THREE AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001

JMB INCOME PROPERTIES, LTD. - V
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2002 AND 2001
(UNAUDITED)

2002 2001
----------- ----------
Cash flows from operating activities:
Net earnings (loss) . . . . . . . . . $(1,656,516) (205,544)
Items not requiring (providing)
cash or cash equivalents:
Depreciation. . . . . . . . . . . . -- 109,698
Amortization of deferred expenses . -- 10,543
Venture partner's share of
venture's operations. . . . . . . -- 258,790
Changes in:
Restricted funds. . . . . . . . . . 162,470 --
Interest, rents and other receivables (1,761) (32,117)
Prepaid expenses. . . . . . . . . . 51,955 34,936
Accounts payable. . . . . . . . . . (24,413) 6,431
Accrued interest . . . . . . . . . 1,240,634 274,191
Accrued real estate taxes . . . . . 108,405 (125,417)
Tenant security deposits. . . . . . 245 2,716
---------- ----------
Net cash provided by (used in)
operating activities. . . . . (118,981) 334,227

Cash flows from financing activities:
Principal payments on long-term debt. -- (178,923)
Venture partner's contributions to
venture . . . . . . . . . . . . . . -- 397,793
Distributions to venture partners . . -- (345,943)
Distributions to limited partners . . -- (1,155,150)
Distributions to general partners . . -- (64,175)
---------- ----------
Net cash provided by (used in)
financing activities. . . . . -- (1,346,398)
---------- ----------
Net increase (decrease) in
cash and cash equivalents . . (118,981) (1,012,171)
Cash and cash equivalents,
beginning of year . . . . . . 3,741,367 6,691,400
---------- ----------
Cash and cash equivalents,
end of period . . . . . . . . $3,622,386 5,679,229
========== ==========

Supplemental disclosure of cash flow
information:
Cash paid for mortgage interest . $ 400,000 729,667
========== ==========

See accompanying notes to consolidated financial statements.

JMB INCOME PROPERTIES, LTD. - V
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002 AND 2001

(UNAUDITED)

GENERAL

Readers of this quarterly report should refer to the Partnership's
audited financial statements for the year ended December 31, 2001 which are
included in the Partnership's 2001 Annual Report, as certain footnote
disclosures which would substantially duplicate those contained in such
audited financial statements have been omitted from this report.

The preparation of financial statements in accordance with GAAP
requires the Partnership to make estimates and assumptions that affect the
reported or disclosed amount of 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 differ from those
estimates.

In October 2001, the FASB issued Statement No. 144, "Accounting for
the Impairment or Disposal of Long-Lived Assets" ("SFAS 144"). SFAS 144
develops one accounting model (based on the model in SFAS 121) for long-
lived assets (including discontinued operations) that are to be held or
disposed of by sale, as well as addresses certain discontinued operations
issues. The Partnership adopted SFAS 144 on January 1, 2002. The adoption
does not have any material effect on the Partnership.

In accordance with the Partnership's plan to dispose of the property,
debt service payments were suspended as of June 1, 2001. As of that date,
the property was again identified as held for sale or disposition and
accordingly, the property is no longer being depreciated as of that date.
The results of operations, net of venture partner's share, for the six
months ended June 30, 2002 and 2001 for this property were $83,870 and
$863,193, respectively.

TRANSACTIONS WITH AFFILIATES

Fees, commissions and other expenses required to be paid by the
Partnership to the General Partners and their affiliates as of June 30,
2002 and for the six months ended June 30, 2002 and 2001 were as follows:

Unpaid at
June 31,
2002 2001 2002
-------- ------- ---------
Property management and
leasing fees. . . . . . . . . . . $ -- 36,174 --
Insurance commissions . . . . . . . 298 -- --
Management fees to Managing
General Partner . . . . . . . . . -- 64,175 --
-------- ------- ------
$ 298 100,349 --
======== ======= ======

Any amounts deferred or currently payable to the General Partners and
their affiliates do not bear interest. The General Partners and their
affiliates had been deferring receipt of management and leasing fees
pursuant to the venture agreement for the 301 North Main Building and
Phillips Building. Prior to 1995, an affiliate of the Managing General
Partner provided management and leasing services. In December 1994, the
affiliate sold all of its assets and assigned its interest in the
management contracts, including the one for the 301 North Main Building and
Phillips Building to an unaffiliated third party. In connection with such
sale, an affiliate of the General Partners guaranteed payment to the
unaffiliated third party of the portion of the fees currently deferred due
to a provision in the venture agreement for the 301 North Main and Phillips
Buildings. Any such guaranteed amounts were paid to such unaffiliated
third party when earned and the General Partners and its affiliates were
entitled to receive such deferred fees. The General Partners and their
affiliates had deferred receipt of approximately $1,679,000 (approximately
$43 per interest) of such management and leasing fees. Such amounts were
deferred until the sale or disposition of the property or upon the
termination of the property management agreement. In early August 2001, a
receiver was appointed to take possession of and manage the property and
the aforementioned management agreement was terminated. The Partnership
also stopped accruing the deferred fees as of that date, and such deferred
fees became payable to the General Partners. The previously accrued
deferred fees were paid to the General Partners in December 2001 from
Partnership cash.

301 NORTH MAIN BUILDING AND PHILLIPS BUILDING

Occupancy at the 301 N. Main Building (formerly the Wachovia Bank
Building) is approximately 12% and the Phillips Building is vacant
(approximately 7% combined) as of June 30, 2002. Prior to December 31,
1995, substantially all of the 301 North Main Building was leased to one
tenant, the Wachovia Bank. Commencing in the third quarter of 1998 and
continuing through mid-1999, the Wachovia Bank vacated substantially all of
its space in the 301 North Main Building (approximately 200,000 square
feet). The remaining space leased during 2001 to the Wachovia Bank
(approximately 8,200 square feet) was leased pursuant to month-to-month
leases, and on April 30, 2001 the Wachovia Bank vacated this space.
Wachovia Bank, which had leased the entire Phillips Building, vacated its
space upon the expiration of its leases (approximately 178,700 square feet
in January 2002 and approximately 90,000 square feet in February 2002).

The venture had been marketing space in the 301 North Main Building
and the Phillips Building to prospective replacement tenants but was not
successful in its efforts due to the lack of large space users in this
market. Re-leasing the vacant space in the buildings would require major
renovation to the buildings as well as significant tenant improvements
which, in turn, would be contingent upon the Partnership obtaining
financing for these tenant replacement costs. The Partnership therefore
determined not to commit any additional funds to the property due to the
low likelihood of achieving a return on such funds. As a result, the
Partnership decided not to continue making debt service payments as of
June 1, 2001. The mortgage loan is in default as of June 1, 2001 and
matured in November 2001, and in accordance with default provisions of the
mortgage loan agreement, the Partnership has recorded interest upon the
loan balance at the default rate of 18% per annum commencing June 1, 2001.
However, as the loan is non-recourse to the Partnership, it is not expected
that any accrued interest will be satisfied out of assets other than the
property. In early August 2001, the lender notified the Partnership that a
receiver was appointed to take possession of and manage the property.

The Partnership is currently monitoring the efforts of the lender and
the receiver to transfer title to the property to either the lender or a
third party, and is taking such actions as it believes will accomplish this
result at the earliest possible time while minimizing any liability for the
Partnership. In July 2002, the receiver entered into a contract for sale
to sell the property to an unaffiliated third party by the end of 2002.
However, the sale is subject to various contingencies and therefore, there
can be no assurance that such sale will be completed. If the sale of the
property is completed, the Partnership would then proceed to liquidate its
affairs. If such sale is not consummated, the lender has also been
reviewing its options relative to a potential removal of asbestos-
containing insulation at the property and has been delaying the
consummation of a foreclosure. However, the Partnership continued to press
the lender to proceed with foreclosure in advance of the sale of the
property. Because the Partnership has only modest ability to influence
these determinations and the speed with which they occur, there can be no
assurance as to the timing of these events.

The transfer of title to the property under the likely scenarios
discussed above would result in a gain for financial reporting and Federal
and state income tax purposes with no corresponding distributable proceeds.

Additionally, the Partnership will be required to remit to the state tax
authorities withholding for income taxes due as a result of the sale of the
properties or its surrender to the mortgage lender. This withholding
amount is currently estimated to be approximately $650,000.

In December 1999, in order to settle certain disputes with the venture
partner, the Partnership and the venture partner entered into an agreement
(the "Option Agreement"), effective January 1, 1999, under which the
Partnership was given the option to purchase the venture partner's interest
on or before January 31, 2002. Such option has expired. If the
Partnership had exercised its option, the purchase price for the interest
would have been $230,000 and the Partnership would have released the
venture partner from its obligation to make contributions. As a result of
the prior settlement, and in consideration of the venture partner granting
a full release to the Partnership and the venture, the Partnership and
venture partner also concurrently entered into a forbearance agreement,
under which the Partnership agreed to not pursue its legal remedies against
the venture partner for its default related to its previously disputed
contribution obligation until November 1, 2000, subject to further
extension. Though the Partnership may now pursue such legal remedies, they
are of little practical value at present because the venture partner's
obligations permit recourse only to the venture partner's interest in the
venture, and the venture partner's share of distributions were already
being paid to the Partnership as discussed below. The Partnership
continues to reserve all of its rights in this regard, and may determine at
a later date to pursue such remedies.

In connection with completing the Option Agreement, the venture
agreement was amended to: (1) convert the venture partner's minority
general partnership interest in the venture to a limited partnership
interest; (2) provide that no further distributions of cash flow will be
made to the venture partner after December 1999 (other than deemed
distributions of up to $830,263 per year, which are required to be paid
directly to the Partnership to reduce the debt obligations of the venture
partner as described above), at which time $200,000, representing the
venture partner's final distribution of cash flow from operations and
reserves, was distributed to the venture partner; and (3) provide that the
venture partner (assuming the option under the option agreement was not
exercised) would receive 30% of any net sale proceeds (as defined) if the
gross sale price of the property is $40,000,000 or greater. Under the
Option Agreement, upon the closing of the purchase of such interest, the
venture partner would also release the Partnership and the venture from any

and all claims that the venture partner may have against the Partnership
and the venture, including, without limitation, any amounts which may have
accrued or been distributable prior to such closing date, and the
Partnership and the venture would release the venture partner from any
further liabilities under the venture agreement, including, without
limitation, the aforementioned obligation to make additional capital
contributions. Given current market conditions, a sale of the property
would not generate proceeds to the venture partner.

As a result of the December 1999 amendment to the venture agreement
referred to above, profits and losses are allocated based on the ratio of
distributions (actual distributions plus any distributions deemed to have
been made) to the partners, approximately 100% and 77% to the Partnership
and 0% and 23% to the venture partner for the six months ended June 30,
2002 and 2001, respectively. For financial reporting and Federal income
tax purposes, the venture reported the payments of approximately $346,000
in 2001 for the five monthly payments made before the discontinuing of debt
service payments on the obligation referred to above as deemed to be made
(and contributed for financial reporting purposes only) to the venture
partner.

ADJUSTMENTS

In the opinion of the Managing General Partner, all adjustments
(consisting solely of normal recurring adjustments) necessary for a fair
presentation have been made to the accompanying figures as of June 30, 2002
and for the three and six months ended June 30, 2002 and 2001.

PART I. FINANCIAL INFORMATION

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Reference is made to the notes to the accompanying financial
statements for additional information concerning the Partnership's
investments.

The board of directors of JMB Realty Corporation ("JMB") the managing
general partner of the Partnership, has established a special committee
(the "Special Committee") consisting of certain directors of JMB to deal
with all matters relating to tender offers for Interests in the
Partnership, including any and all responses to such tender offers.

On March 2, 2000, the Partnership was notified that certain affiliates
of MacKenzie Patterson, Inc. and certain other third parties had commenced
an unsolicited offer to the Limited Partners to purchase up to 15,402
Interests in the Partnership (approximately 40% of the outstanding
Interests) at a price of $80 per Interest. None of the offerors are
affiliated with the Partnership or the General Partners. The offer, which
was originally scheduled to expire on June 9, 2000, was amended on May 3,
2000 to increase the purchase price to $115 per Interest and extend the
offer period through June 16, 2000. The Special Committee expressed no
opinion and remained neutral with respect to the offer as initially made
and as amended by such amendment for those Limited Partners who had no
current or anticipated need for liquidity with respect to their Interests
and who were willing to continue bearing the economic risk of retaining
their Interests until the liquidation and termination of the Partnership.
However, the Special Committee recommended that all other Limited Partners
accept the initial offer and the amended offer and tender their Interests
pursuant to such offer. The offer was amended a second time to decrease
the offer price to $90 per Interest and extend the tender offer period to
June 30, 2000. The Special Committee's recommendation did not change as a
result of this second amendment to the tender offer. The tender offer, as
amended, expired on June 30, 2000. As of the date of this report, the
Partnership is aware that, in the aggregate, approximately 15.5% of the
outstanding Interests have been purchased by the parties making such tender
offer or their affiliates, either pursuant to the tender offer or through
negotiated purchases. Additionally, the Partnership is aware that, in the
aggregate, approximately 28.82% of the outstanding Interests have been
purchased by unaffiliated third parties either pursuant to all tender
offers including the tender offer discussed above or through negotiated
purchases. It is possible that other offers for Interests may be made by
third parties in the future. However, there is no assurance that any other
third party will commence an offer for Interests, the terms of any such
offer or whether any such offer for Interests, if made, will be
consummated, amended or withdrawn.

At June 30, 2002, the Partnership and its consolidated venture had
cash and cash equivalents of approximately $3,622,000. Such funds are
available for distributions to partners, payment of withholding for taxes
upon disposal of the 301 North Main Building and Phillips Building, and
working capital requirements. Due to the re-leasing issues at the 301 N.
Main Building and Phillips Building, the venture defaulted on its mortgage
loan, and the properties will not be a source of future liquidity. In such
regard, reference is made to the Partnership's property specific
discussions above. The venture's mortgage obligation is a non-recourse
loan secured by the investment property and therefore, the Partnership and
its venture partner are not personally liable for the payment of the
mortgage indebtedness.

The Partnership made a distribution of cash flow from operations of
approximately $1,155,000 ($30 per interest) to the Limited Partners and
approximately $64,000 to the General Partners in the first quarter of 2001.

In connection with this distribution, the General Partners also received an
incentive management fee of approximately $64,000. The Partnership does
not anticipate further distributions of cash to its partners until the
Partnership winds up its affairs, in order to provide sufficient working
capital to cover ongoing Partnership operating expenses and any
contingencies that may arise.

The General Partners and their affiliates had deferred payment of
certain management and leasing fees of approximately $1,679,000
(approximately $43 per interest) pursuant to the venture agreement for the
301 North Main Building and Phillips Building. Such amounts were deferred
until the sale or disposition of the property or upon the termination of
the property management agreement. As described more fully in the Notes,
in August 2001, a receiver was appointed to take possession of and manage
the property and the aforementioned management agreement was terminated.
The Partnership also stopped accruing the deferred fees as of that date and
such deferred fees became payable to the General Partners. The previously
accrued deferred fees were paid to the General Partners in December 2001
from Partnership cash.

In July 2002, the receiver entered into a contract for sale to sell
the 301 North Main and Phillips Buildings to an unaffiliated third party by
the end of 2002. However, the sale is subject to various contingencies and
therefore, there can be no assurance that such sale will be completed. The
Partnership intends to wind up its affairs and terminate as soon as
practicable after the sale or other disposition of the property. Though
the Partnership anticipates that this will occur in 2002, it may occur even
later, depending upon when the lender exercises its remedies with respect
to the sale or foreclosure of the property. There is no assurance that any
such sale will occur or that the Partnership will be successful in
requiring the lender to exercise its remedies promptly.

RESULTS OF OPERATIONS

The decrease in restricted funds (which represent cash held in the
possession of the receiver at the 301 North Main and Phillips Buildings) at
June 30, 2002 as compared to December 31, 2001 is primarily due to the
timing of payments of cash flow from the receiver to the lender.

The decrease in prepaid expenses at June 30, 2002 as compared to
December 31, 2001 is due to the timing of payment of insurance premiums at
the 301 North Main and Phillips buildings.

The decrease in accounts payable at June 30, 2002 as compared to
December 31, 2001 is primarily due to the timing of payment for certain of
the professional fees of the Partnership.

The increase in accrued interest at June 30, 2002 as compared to
December 31, 2001 is primarily due to the Partnership's decision to cease
making debt service payments as of June 30, 2001, partially offset by the
receiver's payments of interest to the lender and also due to the
Partnership accruing interest at the default rate of 18% on the mortgage
loan of the 301 North Main and Phillips Buildings as of June 1, 2001.

The increase in accrued real estate taxes at June 30, 2002 as compared
to December 31, 2001 is primarily due to the timing of the payment of real
estate taxes at the 301 North Main and Phillips Buildings.

The decrease in rental income for the three and six months ended
June 30, 2002 as compared to the same periods in 2001 is primarily due to
the decrease in occupancy at the 301 North Main Building.

The decrease in interest income for the three and six months ended
June 30, 2002 as compared to the same periods in 2001 is due to lower
interest rates in 2002 and a lower average cash balance due to the
distribution of cash flow from operations to the General Partners and
Limited Partners in March of 2001.

The increase in mortgage interest for the three and six months ended
June 30, 2002 as compared to the same periods in 2001 is primarily due to
the Partnership accruing interest at the default rate of 18% on the
mortgage loan of the 301 North Main and Phillips Buildings as of June 1,
2001, as described more fully in the Notes.

The decrease in depreciation for the three and six months ended
June 30, 2002 as compared to the same periods in 2001 is primarily due to
the 301 North Main and Phillips Building being classified as held for sale
or disposition as of June 1, 2001, and therefore, no longer being
depreciated as of that date.

The decrease in property operating expenses for the three and six
months ended June 30, 2002 as compared to the same periods in 2001 is
primarily due to lower occupancy at the 301 N. Main and Phillips buildings
in 2002. This resulted in lower expenses for utilities, maintenance and
repairs (partially due to the building management team focusing on
minimizing costs and only completing necessary projects) and property
management and leasing fees.

The increase in professional services for the three and six months
ended June 30, 2002 as compared to the same periods in 2001 is primarily
due to increased legal fees related to issues relating to the receivership
at the 301 N. Main and Phillips Buildings.

The decrease in amortization of deferred expenses for the three and
six months ended June 30, 2002 as compared to the same periods in 2001 is
due to the deferred mortgage expenses for the loan at the 301 N. Main and
Phillips buildings becoming fully amortized in 2001 at maturity of the
loan.

The management fees to Managing General Partner for the six months
ended June 30, 2001 is a result of the distributions of cash flow from
operations to the General Partners and the Limited Partners in March 2001.
These management fees are based upon a percentage of the aggregate
distribution of cash flow from operations.

The decrease in general and administrative expenses for the three and
six months ended June 30, 2002 as compared to the same periods in 2001 is
primarily due to a decrease in certain administrative costs during 2002.

The decrease in venture partner's share of venture's operations for
the three and six months ended June 30, 2002 as compared to the same
periods in 2001 is primarily due to the discontinuation of deemed
distributions to the venture partner at the 301 N. Main and Phillips
Buildings and to the Partnership upon discontinuation of debt service
payments and subsequent appointment of the receiver, as described more
fully in the Notes. Per the amendment of the venture agreement, profits
and losses are allocated to the Partnership and the venture partner based
on their proportional share of distributions made or deemed to be made.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On August 6, 2001, an action entitled STATE STREET BANK AND TRUST
COMPANY, AS TRUSTEE, FOR THE REGISTERED HOLDERS OF FDIC REMIC TRUST 1994-
C1, COMMERCIAL MORTGAGE PASSTHROUGH CERTIFICATES, SERVICES 1994-C1 v.
WACHOVIA BUILDING ASSOCIATES was initiated in the Superior Court Division
of the General Court of Justice for the County of Forsyth, State of North
Carolina. In the proceeding, State Street Bank and Trust Company ("State
Street"), as the trustee for the owners of the beneficial interests in the
entity (the "Noteholder") holding the mortgage note secured by the 301
North Main Street (formerly Wachovia Bank) and Phillips Buildings
(collectively, the "Property") sought the appointment of a receiver to take
possession, manage and collect the rents and income of the Property. The
joint venture (the "Venture") that owns the Property had not made the
scheduled debt service payments on the mortgage note since June 2001 due to
the then current and anticipated vacancy at the Property.

On August 6, 2001, the Court entered an order appointing a temporary
receiver for the Property. Subsequently, the Venture entered into
negotiations with the receiver and State Street in order to avoid a
contested final hearing. As a result of such negotiations, in
consideration for, among other things, the right to petition for a hearing
from and after April 2002 if the Noteholder fails to diligently pursue
foreclosure and for a provision limiting the liability of the Venture in
all contracts relating to the Property, the Venture decided not to contest
the final hearing at which the order making the appointment of the receiver
was made permanent, and such order was entered on November 13, 2001. As a
result, the Venture no longer has possession or control of the Property.
The receiver is marketing the Property for sale, but there is no assurance
as to the timing of any such sale.

The Partnership is not subject to any other material legal
proceedings.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Partnership has not made debt service payments on the mortgage
note secured by the 301 North Main Building and Phillips Building since
June 1, 2001. As a result, the mortgage loan is in default as of June 1,
2001 and matured November 2001. As of June 30, 2002, aggregate amounts due
to the lender were approximately $20,517,000 including certain default
interest. Reference is made to the subsection entitled "301 North Main
Building and Phillips Building" in Notes to the Financial Statements filed
with this report for a further discussion of the default under the mortgage
note secured by the 301 North Main Building and Phillips Building, which
discussion is hereby incorporated herein by reference.

ITEM 5. OTHER INFORMATION

OCCUPANCY

The following is a listing of approximate occupancy levels by quarter
for the Partnership's investment properties owned during 2002:

2001 2002
------------------------- -------------------------
At At At At At At At At
3/31 6/30 9/30 12/31 3/31 6/30 9/30 12/31
---- ---- ---- ----- ---- ---- ----- -----
301 North Main
Building and
Phillips Building
Winston-Salem,
North Carolina. . 46% 45% 45% 45% 7% 7%

PART IV

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

3-A. The Prospectus of the Partnership dated August 15,
1977, as supplemented September 20, 1977, filed with
the Commission pursuant to Rules 424(b) and 424(c), is
filed herewith.

3-B. Amended and Restated Agreement of Limited Partnership
set forth as Exhibit A to the Prospectus is filed
herewith.

99. Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 is filed herewith.

(b) No reports on Form 8-K were filed during the last quarter of
the period covered by this report.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

JMB INCOME PROPERTIES, LTD. - V

BY: JMB Realty Corporation
(Managing General Partner)

By: GAILEN J. HULL
Gailen J. Hull, Senior Vice President
Date: August 12, 2002

Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person in the capacity
and on the date indicated.

By: GAILEN J. HULL
Gailen J. Hull, Chief Financial Officer
and Principal Accounting Officer
Date: August 12, 2002