UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

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

For the quarterly period ended June 30, 2009

[ ] 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 0-11574

SHELTER PROPERTIES V LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)

South Carolina	57-0721855
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

55 Beattie Place, PO Box 1089

Greenville, South Carolina 29602

(Address of principal executive offices)

(864) 239-1000

(Registrant’s telephone number, including area code)

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.

[X] Yes [ ] No

Indicate by 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 [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]

Accelerated filer [ ]

Non-accelerated filer [ ]

(Do not check if a smaller reporting company)

Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

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

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements in certain circumstances. Certain information included in this Quarterly Report contains or may contain information that is forward-looking, including, without limitation, statements regarding the effect of redevelopments, the Partnership’s future financial performance, including the Partnership’s ability to maintain current or meet projected occupancy and rent levels, and the effect of government regulations. Actual results may differ materially from those described in these forward-looking statements and , in addition, will be affected by a variety of risks and factors some of which are beyond the Partnership’s control including, without limitation: financing risks, including the availability and cost of financing and the risk that the Partnership’s cash flows from operations may be insufficient to meet required payments of principal and interest; natural disasters and severe weather such as hurricanes; national and local economic conditions; the general level of interest rates; energy costs; the terms of governmental regulations that affect the Partnership’s property and interpretations of those regulations; the competitive environment in which the Partnership operates; real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for tenants in such markets ; insurance risk; development risks; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by the Partnership. Readers should carefully review the Partnership’s consolidated financial statements and the notes thereto as well as the other documents the Partnership files from time to time with the Securities and Exchange Commission.

The Partnership's investment property consists of one apartment complex. The following table sets forth the average occupancy of the property for the six months ended June 30, 2009 and 2008:

	Average
	Occupancy
Property	2009	2008

Tar River Estates Apartments
Greenville, North Carolina	92%	77%

The Corporate General Partner attributes the increase in occupancy at Tar River Estates Apartments to improved market conditions and property management as a result of staffing changes.

The Partnership’s financial results depend upon a number of factors including the ability to attract and maintain tenants at the investment property, interest rates on mortgage loans, costs incurred to operate the investment property, general economic conditions and weather. As part of the ongoing business plan of the Partnership, the Corporate General Partner monitors the rental market environment of its investment property to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expenses. As part of this plan, the Corporate General Partner attempts to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, the Corporate General Partner may use rental concessions and rental rate reductions to offset softening market conditions; accordingly, there is no guarantee that the Corporate General Partner will be able to sustain such a plan. Further, a number of factors that are outside the control of the Partnership, such as the local economic climate and weather, can adversely or positively affect the Partnership’s financial results.

Results of Operations

The Partnership’s net income for the three and six months ended June 30, 2009 was approximately $6,661,000 and $6,475,000, respectively, compared to net loss of approximately $239,000 and $505,000 for the three and six months ended June 30, 2008, respectively. The increase in net income for both periods is primarily due to the recognition of gain on sale of discontinued operations during 2009.

In accordance with Statement of Financial Accounting Standards (“SFAS”) No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the consolidated statements of operations included in “Item 1. Financial Statements” for the three and six months ended June 30, 2008 have been restated to reflect the operations of Lake Johnson Mews Apartments as discontinued operations as a result of its sale on June 26, 2009. The operations of Lake Johnson Mews Apartments for the three and six months ended June 30, 2009 are included in loss from discontinued operations. In addition, the consolidated balance sheet as of December 31, 2008 has been restated to reflect the respective assets and liabilities of Lake Johnson Mews Apartments as held for sale due to its sale in June 2009.

The following table presents summarized results of operations for Lake Johnson Mews Apartments for the six months ended June 30, 2009 and 2008 (in thousands):

	Six Months Ended June 30,
Lake Johnson Mews Apartments	2009	2008

Revenues	$ 869	$ 883
Expenses	(1,264)	(1,129)
Loss on extinguishment of debt	(186)	--
Casualty gain	44	--
Loss from discontinued operations	$ (537)	$ (246)

On June 26, 2009, the Partnership sold Lake Johnson Mews Apartments, located in Raleigh, North Carolina, to a third party for a sales price of $10,790,000. The net proceeds realized by the Partnership were approximately $2,577,000 after payment of closing costs of approximately $192,000 and the assumption of the mortgages of approximately $8,021,000 by the purchaser. The sale resulted in a gain of approximately $7,233,000 during the three and six months ended June 30, 2009. In addition, the Partnership recorded a loss on extinguishment of debt of approximately $186,000 due to the write-off of unamortized loan costs. The loss on extinguishment of debt is included in loss from discontinued operations.

In May 2008, Lake Johnson Mews Apartments sustained damages of approximately $88,000 from a water main break. During the fourth quarter of 2008, the Partnership recognized a casualty gain of approximately $21,000 as a result of the receipt of insurance proceeds of approximately $28,000 net of the write off of undepreciated damaged assets of approximately $7,000. During the fourth quarter of 2008, the Partnership also received approximately $6,000 for lost rents as a result of the casualty. During the six months ended June 30, 2009, the Partnership recognized an additional casualty gain of approximately $44,000 as a result of the receipt of additional insurance proceeds, which is included in loss from discontinued operations.

The Partnership recognized losses from continuing operations of approximately $130,000 and $221,000 for the three and six months ended June 30, 2009, respectively, compared to losses from continuing operations of approximately $142,000 and $259,000 for the three and six months ended June 30, 2008, respectively. The decrease in loss from continuing operations for both the three and six months ended June 30, 2009 is due to an increase in total revenues, partially offset by an increase in total expenses.

The increase in total revenues for both the three and six months ended June 30, 2009 is primarily due to an increase in rental income. Other income remained relatively constant for the comparable periods. Rental income increased for both periods due to an increase in occupancy, partially offset by a decrease in average rental rates at Tar River Estates Apartments.

The increase in total expenses for both the three and six months ended June 30, 2009 is due to increases in operating, depreciation and interest expenses, partially offset by decreases in general and administrative and property tax expenses. The increase in operating expenses for both periods is primarily due to an increase in salaries and related benefits at Tar River Estates Apartments. The increase in depreciation expense for both periods is due to property improvements and replacements placed into service at Tar River Estates Apartments during the past twelve months. The increase in interest expense for both periods is due to the payment of interest incurred in connection with the escheatment of unclaimed distributions during 2009, partially offset by a decrease in interest expense due to scheduled principal payments made on the mortgage encumb ering the Partnership’s remaining investment property, which reduced the carrying balance of the loan. The decrease in property tax expense for both periods is due to decreases in the assessed property value and tax rate at Tar River Estates Apartments.

The decrease in general and administrative expenses for both the three and six months ended June 30, 2009 is due to decreases in management reimbursements to the Corporate General Partner as allowed under the Partnership Agreement. Also included in general and administrative expenses for the three and six months ended June 30, 2009 and 2008 are costs associated with the annual audit required by the Partnership Agreement and the quarterly and annual communications with investors and regulatory agencies.

Liquidity and Capital Resources

At June 30, 2009 the Partnership had cash and cash equivalents of approximately $2,531,000, compared to approximately $2,536,000 at June 30, 2008. Cash and cash equivalents increased approximately $2,414,000, from December 31, 2008, due to approximately $228,000 and $2,432,000 of cash provided by operating and investing activities, respectively, partially offset by approximately $246,000 of cash used in financing activities. Cash provided by investing activities consisted of net proceeds from the sale of investment property and insurance proceeds received, partially offset by property improvements and replacements. Cash used in financing activities consisted of payments of principal made on the mortgages encumbering the Partnership's investment properties and a distribution to partners. The Partnership invests its working capital reserves in interest bearing a ccounts.

The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the investment property to adequately maintain the physical assets and other operating needs of the Partnership and to comply with Federal, state, and local legal and regulatory requirements. The Corporate General Partner monitors developments in the area of legal and regulatory compliance. Capital improvements planned for the Partnership's remaining property are detailed below.

Lake Johnson Mews Apartments: During the six months ended June 30, 2009, the Partnership completed approximately $83,000 of capital improvements at Lake Johnson Mews Apartments consisting primarily of electrical upgrades, exterior building and structural improvements and floor covering replacement. These improvements were funded from operations and insurance proceeds. The property was sold to a third party on June 26, 2009.

Tar River Estates Apartments: During the six months ended June 30, 2009, the Partnership completed approximately $101,000 of capital improvements at Tar River Estates Apartments, consisting primarily of parking lot resurfacing, plumbing improvements, appliance replacements and floor covering replacement. These improvements were funded from operations. The Partnership regularly evaluates the capital improvement needs of the property. While the Partnership has no material commitments for property improvements and replacements, certain routine capital expenditures are anticipated during the remainder of 2009. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property.

Capital expenditures will be incurred only if cash is available from operations or from Partnership reserves. To the extent that capital improvements are completed, the Partnership's distributable cash flow, if any, may be adversely affected at least in the short term.

The Partnership’s assets are thought to be sufficient for any near-term needs (exclusive of capital improvements) of the Partnership. The mortgage indebtedness encumbering Tar River Estates Apartments of approximately $4,061,000 matures in 2022, at which time the loan is scheduled to be fully amortized.

The Partnership distributed the following amounts during the six months ended June 30, 2009 and 2008 (in thousands, except per unit data):

	Six months ended	Per Limited	Six months ended	Per Limited
	June 30,	Partnership	June 30,	Partnership
	2009	Unit	2008	Unit

Surplus Funds (1)	$ 110	$ 2.09	$ --	$ --

(1) Surplus funds from the June 2005 sale of Lexington Green Apartments.

Subsequent to June 30, 2009, the Partnership distributed approximately $2,327,000 to the limited partners (approximately $44.29 per Unit) from proceeds from the June 2009 sale of Lake Johnson Mews Apartments.

Future cash distributions will depend on the levels of net cash generated from operations, refinancing and/or property sale. The Partnership's cash available for distribution is reviewed on a monthly basis. There can be no assurance, however, that the Partnership will generate sufficient funds from operations, after required capital improvement expenditures, to permit any additional distributions to its partners in 2009 or subsequent periods.

The Partnership Agreement provides for partners to receive distributions from the net proceeds of the sales of properties, the net proceeds from refinancings and net cash from operations as those terms are defined in the Partnership Agreement. The Partnership Agreement requires that the limited partners be furnished with a statement of Net Cash from Operations as such term is defined in the Partnership Agreement. Net Cash from Operations should not be considered an alternative to net loss as an indicator of the Partnership's operating performance or to cash flows as a measure of liquidity. Below is a reconciliation of net cash provided by operating activities as disclosed in the consolidated statements of cash flows included in “Item 1. Financial Statements” to Net Cash from Operations as defined in the Partnership Agreement.

	Six Months Ended
	June 30,
	(in thousands)
	2009	2008

Net cash provided by operating activities	$ 228	$ 220
Payments on mortgage notes payable	(136)	(239)
Property improvements and replacements	(189)	(145)
Changes in reserves for net operating
liabilities	(103)	8

Net cash used in operations	$ (200)	$ (156)

Other

In addition to its indirect ownership of the general partner interests in the Partnership, AIMCO and its affiliates owned 39,737 limited partnership units (the "Units") in the Partnership representing 75.63% of the outstanding Units at June 30, 2009. A number of these Units were acquired pursuant to tender offers made by AIMCO or its affiliates. It is possible that AIMCO or its affiliates will acquire additional Units in exchange for cash or a combination of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO, either through private purchases or tender offers. Pursuant to the Partnership Agreement, unitholders holding a majority of the Units are entitled to take action with respect to a variety of matters that include, but are not limited to, voting on certain amendments to the Partnership Agreement and voting to remove the Corporate General Partner. As a result of its ownership of 75.63% of the outstanding Units, AIMCO and it s affiliates are in a position to control all voting decisions with respect to the Partnership. Although the Corporate General Partner owes fiduciary duties to the limited partners of the Partnership, the Corporate General Partner also owes fiduciary duties to AIMCO as its sole stockholder. As a result, the duties of the Corporate General Partner, as corporate general partner, to the Partnership and its limited partners may come into conflict with the duties of the Corporate General Partner to AIMCO as its sole stockholder.

Critical Accounting Policies and Estimates

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require the Partnership to make estimates and assumptions. The Partnership believes that of its significant accounting policies, the following may involve a higher degree of judgment and complexity.

Impairment of Long-Lived Assets

Investment property is recorded at cost, less accumulated depreciation, unless the carrying amount of the asset is not recoverable. If events or circumstances indicate that the carrying amount of the property may not be recoverable, the Partnership will make an assessment of its recoverability by comparing the carrying amount to the Partnership’s estimate of the undiscounted future cash flows, excluding interest charges, of the property. If the carrying amount exceeds the aggregate undiscounted future cash flows, the Partnership would recognize an impairment loss to the extent the carrying amount exceeds the estimated fair value of the property.

Real property investment is subject to varying degrees of risk. Several factors may adversely affect the economic performance and value of the Partnership’s investment property. These factors include, but are not limited to, general economic climate; competition from other apartment communities and other housing options; local conditions, such as loss of jobs or an increase in the supply of apartments that might adversely affect apartment occupancy or rental rates; changes in governmental regulations and the related cost of compliance; increases in operating costs (including real estate taxes) due to inflation and other factors, which may not be offset by increased rents; and changes in tax laws and housing laws, including the enactment of rent control laws or other laws regulating multi-family housing. Any adverse changes in these factors could cause impairment of the Partnership’s asset.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less. The Partnership will offer rental concessions during particularly slow months or in response to heavy competition from other similar complexes in the area. Rental income attributable to leases, net of any concessions, is recognized on a straight-line basis over the term of the lease. The Partnership evaluates all accounts receivable from residents and establishes an allowance, after the application of security deposits, for accounts greater than 30 days past due on current tenants and all receivables due from former tenants.

Item 4T. Controls and Procedures.

(a) Disclosure Controls and Procedures.

The Partnership’s management, with the participation of the principal executive officer and principal financial officer of the Corporate General Partner, who are the equivalent of the Partnership’s principal executive officer and principal financial officer, respectively, has evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the principal executive officer and principal financial officer of the Corporate General Partner, who are the equivalent of the Partnership’s principal executive officer and principal financial officer, respectively, have concluded that, as of the end of such period, t he Partnership’s disclosure controls and procedures are effective.

(b) Changes in Internal Control Over Financial Reporting.

There has been no change in the Partnership’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

	June 30,	December 31,
	2009	2008
	(Unaudited)	(Note)
Assets
Cash and cash equivalents	$ 2,531	$ 117
Receivables and deposits	65	48
Other assets	169	176
Investment property:
Land	286	286
Buildings and related personal property	17,227	17,126
	17,513	17,412
Less accumulated depreciation	(11,832)	(11,545)
	5,681	5,867
Assets held for sale (Note A)	--	3,970
	$ 8,446	$ 10,178
Liabilities and Partners' Capital (Deficiency)
Liabilities
Accounts payable	$ 210	$ 52
Tenant security deposit liabilities	46	44
Accrued property taxes	47	--
Other liabilities (Note B)	104	217
Mortgage note payable	4,061	4,159
Liabilities related to assets held for sale
(Notes A & D)	--	8,093
	4,468	12,565
Partners' Capital (Deficiency)
General partner	172	107
Limited partners (52,538 units issued and
outstanding)	3,806	(2,494)
	3,978	(2,387)
	$ 8,446	$ 10,178

	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2009	2008	2009	2008
Revenues:
Rental income	$ 382	$ 350	$ 784	$ 708
Other income	33	29	56	57
Total revenues	415	379	840	765

Expenses:
Operating	248	229	476	448
General and administrative	35	42	79	84
Depreciation	144	139	287	277
Interest	94	79	171	162
Property taxes	24	32	48	53
Total expenses	545	521	1,061	1,024

Loss from continuing operations	(130)	(142)	(221)	(259)
Loss from discontinued
operations (Notes A, C, D and E)	(442)	(97)	(537)	(246)
Gain on sale of discontinued
operations (Note E)	7,233	--	7,233	--
Net income (loss)	$ 6,661	$ (239)	$ 6,475	$ (505)

Net income (loss) allocated to
general partners (1%)	$ 67	$ (2)	$ 65	$ (5)
Net income (loss) allocated to
limited partners (99%)	6,594	(237)	6,410	(500)

	$ 6,661	$ (239)	$ 6,475	$ (505)
Per limited partnership unit:
Loss from continuing operations	$ (2.46)	$ (2.68)	$ (4.17)	$ (4.88)
Loss from discontinued
operations	(8.33)	(1.83)	(10.12)	(4.64)
Gain on sale of discontinued
operations	136.30	--	136.30	--
Net income (loss)	$125.51	$ (4.51)	$122.01	$ (9.52)
Distribution per limited
partnership unit	$ --	$ --	$ 2.09	$ --

	Limited
	Partnership	General	Limited
	Units	Partners	Partners	Total

Original capital contributions	52,538	$ 2	$52,538	$52,540

Partners' capital (deficiency)
at December 31, 2008	52,538	$ 107	$(2,494)	$(2,387)

Distribution to partners	--	--	(110)	(110)

Net income for the six months
ended June 30, 2009	--	65	6,410	6,475

Partners' capital
at June 30, 2009	52,538	$ 172	$ 3,806	$ 3,978

	Six Months Ended
	June 30,
	2009	2008
Cash flows from operating activities:
Net income (loss)	$ 6,475	$ (505)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation	730	724
Amortization of loan costs	11	9
Gain on sale of discontinued operations	(7,233)	--
Casualty gain	(44)	--
Loss on extinguishment of debt	186	--
Change in accounts:
Receivables and deposits	17	(35)
Other assets	4	(20)
Accounts payable	135	--
Tenant security deposit liabilities	(32)	22
Accrued property taxes	92	105
Other liabilities	(113)	(80)
Net cash provided by operating activities	228	220

Cash flows from investing activities:
Property improvements and replacements	(189)	(145)
Insurance proceeds received	44	--
Net proceeds from sale of investment property	2,577	--
Net cash provided by (used in) investing activities	2,432	(145)

Cash flows from financing activities:
Payments on mortgage notes payable	(136)	(239)
Proceeds from mortgage note payable	--	2,400
Distribution to partners	(110)	--
Loan costs paid	--	(49)
Net cash (used in) provided by financing activities	(246)	2,112

Net increase in cash and cash equivalents	2,414	2,187

Cash and cash equivalents at beginning of period	117	349
Cash and cash equivalents at end of period	$ 2,531	$ 2,536

Supplemental disclosure of cash flow information:
Cash paid for interest	$ 481	$ 409
Supplemental disclosure of non-cash activities:
Property improvements and replacements included in
accounts payable	$ 21	$ 8
Assumption of mortgage by buyer	8,021	--

	SHELTER PROPERTIES V LIMITED PARTNERSHIP

	By: Shelter Realty V Corporation
	Corporate General Partner

Date: August 13, 2009	By: /s/Steven D. Cordes
	Steven D. Cordes
	Senior Vice President

Date: August 13, 2009	By: /s/Stephen B. Waters
	Stephen B. Waters
	Senior Director

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Form 10-Q

SHELTER PROPERTIES V LIMITED PARTNERSHIP

PART I - FINANCIAL INFORMATION

Units

Partners

Partners

Note A - Basis of Presentation

Recent Accounting Pronouncement

Note B - Transactions with Affiliated Parties

Note C – Casualty Event

Unit

Unit

	/s/Steven D. Cordes
	Name: Steven D. Cordes
	Date: August 13, 2009

	/s/Stephen B. Waters
	Name: Stephen B. Waters
	Date: August 13, 2009