10-Q 1 qh5q3fy1110q.htm BOSTON FINANCIAL qh5q3fy1110q.htm
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)

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

For the quarterly period ended                                                                                               December 31, 2010                              

 
 
OR

[   ]
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          0-19706
 

                                   Boston Financial Qualified Housing Tax Credits L.P.  V                                              
                             (Exact name of registrant as specified in its charter)

                        Massachusetts                                                                                                                              04-3054464                            
(State or other jurisdiction of                                                                                                             (I.R.S. Employer
 incorporation or organization)                                                                                                          Identification No.)


   101 Arch Street, Boston, Massachusetts                                                                                                            02110-1106                         
     (Address of principal executive offices)                                                                                                        (Zip Code)


Registrant's telephone number, including area code                                                                                         (617) 439-3911                      

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 .

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   No   X  .

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


TABLE OF CONTENTS




PART I - FINANCIAL INFORMATION                                                                                                       Page No.

Item 1.      Financial Statements

Balance Sheets - December 31, 2010 (Unaudited)
 and March 31, 2010 (Audited)                                                                                                      1

Statements of Operations (Unaudited) - For the Three and Nine
Months Ended December 31, 2010 and 2009                                                                               2

Statement of Changes in Partners' Equity (Unaudited) -
For the Nine Months Ended December 31, 2010                                                                         3

Statements of Cash Flows (Unaudited) - For the Nine
Months Ended December 31, 2010 and 2009                                                                               4

Notes to the Financial Statements (Unaudited)                                                                                 5

Item 2.      Management's Discussion and Analysis of Financial
Condition and Results of Operations                                                                                           7

Item 3.      Quantitative and Qualitative Disclosures About Market Risk                                                      11

Item 4.       Controls and Procedures                                                                                                                    11

PART II - OTHER INFORMATION

Items 1-6                                                                                                                                                                  12

SIGNATURE                                                                                                                                                           13

CERTIFICATIONS                                                                                                                                                 14

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


BALANCE SHEETS
December 31, 2010 (Unaudited) and March 31, 2010 (Audited)






Assets
  
December 31
    
March 31
  
             
Cash and cash equivalents
   $ 1,363,844     $ 1,697,686  
Investment in Local Limited Partnership (Note 1)
     1,430,853       1,177,104  
Other assets
     139       38  
Total Assets
   $ 2,794,836     $ 2,874,828  
                 
Liabilities and Partners' Equity
                
                 
Due to affiliate
   $ 80,675     $ 80,675  
Accrued expenses
     24,583       48,785  
Total Liabilities
     105,258       129,460  
                 
General, Initial and Investor Limited Partners' Equity
     2,689,578       2,745,368  
Total Liabilities and Partners' Equity
   $ 2,794,836     $ 2,874,828  




The accompanying notes are an integral part of these financial statements.

 
 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended December 31, 2010 and 2009
(Unaudited)



   
Three Months Ended
    
Nine Months Ended
  
   
December 31,
    
December 31,
    
December 31,
    
December 31,
  
   
2010
    
2009
    
2010
    
2009
  
Revenue
                        
Investment
   $ 1,408     $ 5,623     $ 4,597     $ 20,874  
Cash distribution income
     -       13,035       -       32,697  
Total Revenue
     1,408       18,658       4,597       53,571  
                                 
Expenses:
                                
Asset management fees, affiliate
     80,676       78,555       242,028       235,665  
General and administrative
                                
(includes reimbursements to an affiliate
                                
in the amount of $16,315 and
                                
$9,976 for the nine months ended
                                
December 31, 2010 and 2009,
                                
respectively)
     29,668       37,393       72,108       93,895  
Amortization
     1,276       1,275       3,828       3,827  
Total Expenses
     111,620       117,223       317,964       333,387  
                                 
Loss before equity in income
                                
 of Local Limited Partnership
     (110,212 )     (98,565 )     (313,367 )     (279,816 )
                                 
Equity in income of Local Limited
                                
Partnership (Note 1)
     109,170       211,208       257,577       226,516  
                                 
Net Income (Loss)
   $ (1,042 )   $ 112,643     $ (55,790 )   $ (53,300 )
                                 
Net Income (Loss) allocated:
                                
General Partners
   $ (11 )   $ 1,126     $ (558 )   $ (533 )
Limited Partners
     (1,031 )     111,517       (55,232 )     (52,767 )
    $ (1,042 )   $ 112,643     $ (55,790 )   $ (53,300 )
                                 
Net Income (Loss) Per Limited Partner
                                
Unit (68,929 Units)
   $ (0.01 )   $ 1.62     $ (0.80 )   $ (0.76 )
                                 
                                 
                                 
                                 
                                 
                                 
                                 
                                 



The accompanying notes are an integral part of these financial statements.

 
 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


STATEMENT OF CHANGES IN PARTNERS' EQUITY
For the Nine Months Ended December 31, 2010
(Unaudited)




                       
         
Initial
    
Investor
      
   
General
    
     Limited
    
Limited
    
 
   
Partners
    
  Partner
    
Partners
    
Total
                       
Balance at March 31, 2010
   $ 27,360     $ 5,000     $ 2,713,008     $ 2,745,368  
                             
Net Loss
     (558 )     -       (55,232 )     (55,790 )
                             
Balance at December 31, 2010
   $ 26,802     $ 5,000     $ 2,657,776     $ 2,689,578  



The accompanying notes are an integral part of these financial statements.

 
 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


STATEMENTS OF CASH FLOWS
For the Nine Months Ended December 31, 2010 and 2009
(Unaudited)



             
   
2010
    
2009
  
             
Net cash used for operating activities
   $ (333,842 )   $ (299,554 )
                 
Net decrease in cash and cash equivalents
     (333,842 )     (299,554 )
                 
Cash and cash equivalents, beginning
     1,697,686       2,097,247  
                 
Cash and cash equivalents, ending
   $ 1,363,844     $ 1,797,693  
                 
                 
 
 





The accompanying notes are an integral part of these financial statements.

 
 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


NOTES TO THE FINANCIAL STATEMENTS
(Unaudited)


The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America.  These statements should be read in conjunction with the financial statements and notes thereto included with the Partnership's Form 10-K for the year ended March 31, 2010.  In the opinion of the Managing General Partner, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the Partnership's financial position and results of operations.  The results of operations for the periods may not be indicative of the results to be expected for the year.

The Managing General Partner has elected to report results of the Local Limited Partnerships on a 90 day lag basis because the Local Limited Partnerships report their results on a calendar year basis.  Accordingly, the financial information of the Local Limited Partnerships that is included in the accompanying financial statements is as of September 30, 2010 and 2009 and for the nine months then ended.

Generally, profits, losses, tax credits and cash flows from operations are allocated 99% to the Limited Partners and 1% to the General Partners.  Net proceeds from a sale or refinancing will be allocated 95% to the Limited Partners and 5% to the General Partners after certain priority payments.  The General Partners may have an obligation to fund deficits in their capital accounts, subject to limits set forth in the Partnership Agreement.  However, to the extent that the General Partners’ capital accounts are in a deficit position, certain items of net income may be allocated to the General Partners in accordance with the Partnership Agreement.

1.      Investment in Local Limited Partnership

The Partnership has a limited partnership interest in one Local Limited Partnership which was organized for the purpose of owning and operating multi-family housing complexes, and is government-assisted.  The Partnership's ownership interest in the Local Limited Partnership is 99%.  The Partnership may have negotiated or may negotiate options with the Local General Partners to purchase or sell the Partnership’s interest in the Local Limited Partnership at the end of the Compliance Period at a nominal price.  In the event that the Local Limited Partnership is sold to third parties or upon dissolution of the Local Limited Partnership, proceeds will be distributed according to the terms of the Local Limited Partnership agreement.


The following is a summary of investment in Local Limited Partnership at December 31, 2010 and March 31, 2010:

   
December 31
    
March 31
  
Capital contributions paid to Local Limited Partnership and purchase price
            
paid to withdrawing partners of Local Limited Partnership
   $ 5,811,236     $ 5,811,236  
                 
Cumulative equity in losses of Local Limited Partnership
     (2,082,135 )     (2,339,712 )
                 
Cumulative cash distributions received from Local Limited Partnership
     (19,610 )     (19,610 )
                 
Investment in Local Limited Partnership before adjustments
     3,709,491       3,451,914  
                 
Excess investment costs over the underlying assets acquired:
                
                 
Acquisition fees and expenses
     178,600       178,600  
                 
Cumulative amortization of acquisition fees and expenses
     (93,238 )     (89,410 )
                 
Investment in Local Limited Partnership before valuation allowance
     3,794,853       3,541,104  
                 
Valuation allowance on investment in Local Limited Partnership
     (2,364,000 )     (2,364,000 )
                 
Investment in Local Limited Partnership
   $ 1,430,853     $ 1,177,104  

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


NOTES TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)


1.      Investment in Local Limited Partnership (continued)

The Partnership has also recorded a valuation allowance for its investment in the Local Limited Partnership in order to appropriately reflect the estimated net realizable value of this investment.

The Partnership’s share of the net income of the Local Limited Partnership for the nine months ended December 31, 2010 and 2009 is $257,577 and $226,516 respectively.

2.
New Accounting Principles

Consolidation of Variable Interest Entities

In June 2009, the FASB issued an amendment to the accounting and disclosure requirements for the consolidation of variable interest entities (VIEs).  The amended guidance modifies the consolidation model to one based on control and economics, and replaces the current quantitative primary beneficiary analysis with a qualitative analysis.  The primary beneficiary of a VIE will be the entity that has (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE.  If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the amended guidance requires continual reconsideration of the primary beneficiary of a VIE and adds an additional reconsideration event for determination of whether an entity is a VIE.  Additionally, the amendment requires enhanced and expanded disclosures around VIEs.  This amendment is effective for fiscal years beginning after November 15, 2009.  The adoption of this guidance on April 1, 2010 did not have a material effect on the Partnership’s financial statements.

3.      Significant Subsidiaries

The following Local Limited Partnership invested in by the Partnership represents more than 20% of the Partnership’s total assets or equity as of December 31, 2010 or 2009 or net income (loss) for the three months then ended.  The following financial information represents the performance of this Local Limited Partnership for the three months ended September 30, 2010 and 2009:

Circle Terrace Associates Limited Partnership
  
2010
    
2009
  
Revenue
   $ 724,598     $ 721,160  
Net Income
   $ 110,273     $ 213,341  

 
 
 

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Certain matters discussed herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The use of words like “anticipate, “intend,” “project,” “plan,” “expect,” “believe,” “could,” and similar expressions are intended to identify such forward-looking statements.  The Partnership intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements and is including this statement for purposes of complying with these safe harbor provisions.  Although the Partnership believes the forward-looking statements are based on reasonable assumptions, the Partnership can give no assurance that its expectations will be attained.  Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, general economic and real estate conditions and interest rates.

Critical Accounting Policies

The Partnership’s accounting policies include those that relate to its recognition of investments in Local Limited Partnerships using the equity method of accounting.  The Partnership’s policy is as follows:

The Local Limited Partnerships in which the Partnership invests are Variable Interest Entities (VIEs). The Partnership is involved with the VIEs as a non-controlling limited partner equity holder.  The investments in the Local Limited Partnerships are made primarily to obtain tax credits on behalf of the Partnership’s investors.  The Tax Credits generated by Local Limited Partnerships are not reflected on the books of the Partnership as such credits are allocated to investors for use in offsetting their federal income tax liability.  The general partners of the Local Limited Partnerships, who are considered to be the primary beneficiaries, have the power to direct the activities of the Local Limited Partnerships and an obligation to absorb losses of the Local Limited Partnerships.  The general partners control the day-to-day operations of the Local Limited Partnerships and are responsible for maintaining compliance with the tax credit program and for providing subordinated financial support in the event operations cannot support debt and property tax payments.  The Partnership, through its ownership percentages, may participate in property disposition proceeds.  The timing and amounts of these proceeds are unknown but can impact the Partnership’s financial position, results of operations or cash flows. Because the Partnership is not the primary beneficiary of these VIEs, it accounts for its investments in the Local Limited Partnerships using the equity method of accounting.  The Partnership's exposure to economic and financial statement losses is limited to its investments in the VIEs.  The Partnership may be subject to additional losses to the extent of any financial support that the Partnership voluntarily provides in the future.  Under the equity method, the investment is carried at cost, adjusted for the Partnership’s share of net income or loss and for cash distributions from the Local Limited Partnerships; equity in income or loss of the Local Limited Partnerships is included currently in the Partnership's operations.  A liability is recorded for delayed equity capital contributions to Local Limited Partnerships.  Under the equity method, a Local Limited Partnership investment will not be carried below zero.  To the extent that equity in losses are incurred when the Partnership’s carrying value of the respective Local Limited Partnership has been reduced to a zero balance, the losses will be suspended and offset against future income.  Income from a Local Limited Partnership, where cumulative equity in losses plus cumulative distributions  have exceeded the total investment in the Local Limited Partnership, will not be recorded until all of the related unrecorded losses have been offset.  To the extent that a Local Limited Partnership with a carrying value of zero distributes cash to the Partnership, that distribution is recorded as income on the books of the Partnership.

The Partnership has implemented policies and practices for assessing other-than-temporary declines in the values of its investments in Local Limited Partnerships.  Periodically, the carrying values of the investments are tested for other-than-temporary impairment. If an other-than-temporary decline in carrying value exists, a provision to reduce the investment to the sum of the estimated remaining benefits will be recorded in the Partnership's financial statements. The estimated remaining benefits for each Local Limited Partnership consist of estimated future tax losses and tax credits over the estimated life of the investment and estimated residual proceeds at disposition. Included in the estimated residual proceeds calculation is an estimated net operating income capitalized at a rate specific to the location of each Local Limited Partnership less the estimated terminal debt balance of the Local Limited Partnership.  Generally, the carrying values of most Local Limited Partnerships will decline through losses and distributions.  However, the Partnership may record impairment losses if the expiration of tax credits outpaces losses and distributions from any of the Local Limited Partnerships.


 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)


Liquidity and Capital Resources

At December 31, 2010, the Partnership had cash and cash equivalents of $1,363,844 compared with $1,697,686 at March 31, 2010.  The decrease is primarily attributable to the payment of asset management fees and cash used for operating activities.

The Managing General Partner initially designated 4% of the Gross Proceeds as Reserves as defined in the Partnership Agreement.  The Reserves were established to be used for working capital of the Partnership and contingencies related to the ownership of Local Limited Partnership interests.  The Managing General Partner may increase or decrease such Reserves from time to time, as it deems appropriate.  At December 31, 2010 and March 31, 2010, approximately $1,339,000 and $1,649,000, respectively, has been designated as Reserves.

To date, professional fees relating to various Property issues totaling approximately $319,000 have been paid from Reserves.  To date, Reserve funds in the amount of approximately $128,000 also have been used to make additional capital contributions to one Local Limited Partnership.  In the event a Local Limited Partnership encounters operating difficulties requiring additional funds, the Partnership’s management might deem it in its best interest to voluntarily provide such funds in order to protect its investment. As of December 31, 2010, the Partnership has advanced approximately $529,000 to Local Limited Partnerships to fund operating deficits.

The Managing General Partner believes that the investment income earned on the Reserves, along with cash distributions received from the Local Limited Partnership, to the extent available, will be sufficient to fund the Partnership's ongoing operations.  Reserves may be used to fund Partnership operating deficits, if the Managing General Partner deems funding appropriate.  If Reserves are not adequate to cover the Partnership’s operations, the Partnership will seek other financing sources including, but not limited to, the deferral of Asset Management Fees paid to an affiliate of the Managing General Partner or working with the Local Limited Partnership to increase cash distributions.

Since the Partnership invests as a limited partner, the Partnership has no contractual duty to provide additional funds to the Local Limited Partnership beyond its specified investment.  Thus, as of December 31, 2010, the Partnership had no contractual or other obligation to the Local Limited Partnership which had not been paid or provided for.

Cash Distributions

No cash distributions were made during the nine months ended December 31, 2010.

Results of Operations

Three Month Period

The Partnership’s results of operations for the three months ended December 31, 2010 resulted in net loss of $1,042 as compared to net income of $112,643 for the same period in 2009.    The decrease in net income is primarily attributable to a decrease in equity in income of Local Limited Partnership, a decrease in cash distribution income, and a decrease in investment income. These effects were partially offset by a decrease in general and administrative costs.  The decrease in equity in income is due to a decrease in net income from the Local Limited Partnership. The decrease in cash distribution income is due to a distribution received in 2009 from a previously sold Local Limited Partnership compared with no distribution received in the current period. The decrease in investment income is due to a decrease in the average balance of funds held in investment. General and administrative costs decreased primarily due to a reduction in legal and accounting expense.





 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)

 
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)


Results of Operations (continued)
 
 
Nine Month Period

The Partnership’s results of operations for the nine months ended December 31, 2010 resulted in net loss of $55,790 as compared to net loss of $53,300 for the same period in 2009. The increase in net loss is primarily attributable to a decrease in cash distribution income and a decrease in investment income.  These effects were offset by a decrease in general and administrative costs and an increase in equity in income. The decrease in cash distribution income is due to distributions received in 2009 from Local Limited Partnerships compared with no distributions received in the current period. The decrease in investment income is due to a decrease in the average balance of funds held in investment. General and administrative costs decreased primarily due to a reduction in legal, investor reporting and accounting expenses.  The increase in equity in income is due to the decrease in operating expense of the Local Limited Partnership.

Portfolio Update

The Partnership was formed on June 16, 1989 under the laws of the State of Massachusetts for the primary purpose of investing, as a limited partner, in Local Limited Partnerships, some of which own and operate apartment complexes benefiting from some form of federal, state or local assistance, and each of which qualifies for low-income housing tax credits.  The Partnership's objectives are to: (i) provide current tax benefits in the form of tax credits which qualified investors may use to offset their federal income tax liability; (ii) preserve and protect the Partnership's capital; (iii) provide limited cash distributions which are not expected to constitute taxable income during Partnership operations; and (iv) provide cash distributions from sale or refinancing transactions. Arch Street VIII, Inc. is the Managing General Partner of the Partnership.  Arch Street V Limited Partnership is the co-General Partner of the Partnership.  Arch Street VIII, Inc. is the general partner of Arch Street V Limited Partnership.  Arch Street VIII, Inc. and Arch Street V Limited Partnership are affiliates of Boston Financial. The fiscal year of the Partnership ends on March 31.

As of December 31, 2010, the Partnership’s investment portfolio consisted of a limited partnership interest in one Local Limited Partnership, which owns and operates a multi-family apartment complex and has generated Tax Credits.  Since inception, the Partnership generated Tax Credits, net of recapture, of approximately $1,514 per Limited Partner Unit.  The aggregate amount of Tax Credits generated by the Partnership is consistent with the objectives specified in the Partnership’s prospectus.

Properties that receive low income housing Tax Credits must remain in compliance with rent restriction and set-aside requirements for at least 15 calendar years from the date the Property is placed in service.  Failure to do so would result in the recapture of a portion of the property’s Tax Credits.  The Compliance Period of the remaining Property in which the Partnership has an interest expired on December 31, 2007.

The Managing General Partner will continue to closely monitor the operations of the remaining Property and continues to explore a disposition strategy with respect to the Partnership’s remaining Local Limited Partnership interest.  The Partnership shall dissolve and its affairs shall be wound up upon the disposition of the final Local Limited Partnership interest and other assets of the Partnership.  Investors will continue to be Limited Partners, receiving K-1s and quarterly and annual reports, until the Partnership is dissolved.

The Partnership is not a party to any pending legal or administrative proceeding, and to the best of its knowledge, no legal or administrative proceeding is threatened or contemplated against it.


 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)


Property Discussions

The remaining Property, Circle Terrace, in which the Partnership has an interest, operated above breakeven for the quarter ended September 30, 2010.  The Managing General Partner and Local General Partner of Circle Terrace Associates, L.P., located in Lansdowne, MD, negotiated an exit strategy that should result in an early spring 2011 disposition of the Partnership’s interest in this Local Limited Partnership.  A May 2010 disposition date was previously reported; however, there are outstanding items that need to be finalized before a disposition can occur.  A purchase and sales contract was signed January 10, 2010; however, it has expired.  The Managing General Partner was working on getting an extension to the purchase and sales contract, which would have extended it to December 2010; however, it is now likely that a new purchase and sales contract may be drafted in early 2011.  Net sales proceeds are still projected to be approximately $7,250,000, or $105.18 per Unit.  The Managing General Partner currently estimates a $3,200,000, or $46.43 per Unit, taxable gain for 2011.

As previously reported, the Managing General Partner anticipated a 2007 disposition of the Partnership’s interest in the Local Limited Partnership that owns Park Caton, located in Catonsville, Maryland.  On December 21, 2007, the property was sold, resulting in net sales proceeds to the Partnership of $1,818,305, or $26.38 per Unit.  The Managing General Partner initially expected the Partnership to receive a nominal amount of additional proceeds, but due to the Partnership’s obligation to pay Maryland State Income taxes resulting from this transaction, the Partnership will not receive additional proceeds.  This sale resulted in 2007 taxable income of $2,893,026, or $41.97 per Unit.  The Managing General Partner, in accordance with and as permitted by the Partnership Agreement, has initially retained the entire amount of net proceeds from the sale in Reserves.  On April 9, 2008, $21,000, or $0.30 per unit, of the previously reported sales proceeds of $1,818,305, or $26.38 per Unit, was returned as a result of a state income tax obligation.  This resulted in a 2008 capital loss of $21,000, or $0.30 per unit.  On December 17, 2009, $13,035, or $0.19 per unit, was returned to the Partnership as a result of Asset Management Fees due to the Partnership.  This resulted in a 2009 capital loss of $13,035, or $0.19 per unit.  The Partnership no longer has an interest in this Local Limited Partnership.

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)



QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Non Applicable

CONTROLS AND PROCEDURES



Disclosure Controls and Procedures

The Partnership maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934 (“Exchange Act”) is recorded, processed, summarized and reported within the specified time periods.  The Partnership’s Chief Executive Officer and its Chief Financial Officer (collectively, the “Certifying Officers”) are responsible for maintaining disclosure controls for the Partnership.  The controls and procedures established by the Partnership are designed to provide reasonable assurance that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms.

As of the end of the period covered by this report, the Certifying Officers evaluated the effectiveness of the Partnership’s disclosure controls and procedures.  Based on the evaluation, the Certifying Officers concluded that as of December 31, 2010, the Partnership’s disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including the Certifying Officers, as appropriate to allow timely decisions regarding required disclosure.

Internal Control over Financial Reporting

The Certifying Officers have also concluded that there was no change in the Partnership’s internal controls over financial reporting identified in connection with the evaluation that occurred during the Partnership’s third fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)





PART II             OTHER INFORMATION

Items 1-5            Not applicable

Item 6                 Exhibits and reports on Form 8-K

 (a)  
Exhibits


 31.1  
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
  31.2
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
   32.1
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
   32.2
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.




 
 
 
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. V
(A Limited Partnership)


SIGNATURE


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


Date:  February 14, 2011                                                                BOSTON FINANCIAL QUALIFIED HOUSING
          TAX CREDITS L.P. V

By:           Arch Street VIII, Inc.,
 its Managing General Partner


/s/Kenneth J. Cutillo                 
 Kenneth J. Cutillo
 President
Arch Street VIII, Inc.
(Chief Executive Officer)