FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   (Mark One)

  |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                    For the fiscal year ended March 31, 2003

                                       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: 0-28370


                 WNC HOUSING TAX CREDIT FUND IV, L.P. - Series 2

                   California                                    33-0596399
                  State or other jurisdiction of              (I.R.S. Employer
                incorporation or organization                Identification No.)


              3158 Redhill Avenue, Suite 120, Costa Mesa, CA 92626

                                 (714) 662-5565

           Securities registered pursuant to Section 12(b) of the Act:

                                      NONE

           Securities registered pursuant to section 12(g) of the Act:

                      UNITS OF LIMITED PARTNERSHIP INTEREST

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 if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. |X|

                                       1
<PAGE>


Indicate by check mark whether the registrant is an accelerated filer.
Yes               No      X
    -----------      ---------------

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates  computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common  equity,  as of
the last business day of the registrant's most recently  completed second fiscal
quarter.

                                  INAPPLICABLE


                       DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part
of the Form 10-K  (e.g.,  Part I, Part II,  etc.)  into  which the  document  is
incorporated:  (1) Any  annual  report  to  security  holders;  (2) Any proxy or
information  statement;  and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the  Securities Act of 1933.  The listed  documents  should be clearly
described for identification  purposes (e.g.,  annual report to security holders
for fiscal year ended December 24, 1980).

                                      NONE

                                       2
<PAGE>


PART I.

Item 1.  Business

Organization

WNC  Housing  Tax  Credit  Fund  IV,  L.P.,  Series 2 (the  "Partnership")  is a
California Limited  Partnership formed under the laws of the State of California
on September 27, 1993. The Partnership was formed to acquire limited partnership
interests in other limited  partnerships or limited liability  companies ("Local
Limited Partnerships") which own multifamily housing complexes that are eligible
for low-income housing federal and, in some cases, California income tax credits
(the "Low Income Housing Credit").

The general  partner of the Partnership is WNC Tax Credit Partners IV, L.P. (the
"General  Partner").  The  general  partner  of  the  General  Partner  is WNC &
Associates,  Inc.  ("Associates").  The chairman and president own substantially
all of the outstanding  stock of Associates.  The business of the Partnership is
conducted primarily through  Associates,  as the Partnership has no employees of
its own.

Pursuant to a  registration  statement  filed with the  Securities  and Exchange
Commission on October 20, 1993, in July 1994 the Partnership  commenced a public
offering of 20,000 Units of Limited Partnership Interests ("Units"),  at a price
of $1,000 per Unit. As of the close of the public offering in July 1995, a total
of 15,600 Units representing approximately $15,241,000 had been sold. Holders of
Limited Partnership Interests are referred to herein as "Limited Partners."

Sempra Energy Financial, a California corporation,  which is not an affiliate of
the Partnership or General Partner,  has purchased 4,000 Units, which represents
25.6% of the Units  outstanding  for the  Partnership.  Sempra Energy  Financial
invested  $3,641,000.  A  discount  of  $359,000  was  allowed  due to a  volume
discount. See Item 12(a) in this 10-K.

Description of Business

The  Partnership's  principal  business  objective  is to  provide  its  Limited
Partners with Low Income Housing Credits.  The Partnership's  principal business
therefore  consists of investing as a limited partner or non-managing  member in
Local  Limited  Partnerships  each of which will own and operate a  multi-family
housing complex (the "Housing  Complexes") which will qualify for the Low Income
Housing Credit.  In general,  under Section 42 of the Internal  Revenue Code, an
owner of low-income housing can receive the Low Income Housing Credit to be used
to reduce  Federal  taxes  otherwise due in each year of a ten-year  period.  In
general,  under Section 17058 of the  California  Revenue and Taxation  Code, an
owner of low-income housing can receive the Low Income Housing Credit to be used
against California taxes otherwise due in each year of a four-year period.  Each
Housing Complex is subject to a fifteen-year  compliance period (the "Compliance
Period"),  and under state law may have to be maintained  as low income  housing
for 30 or more years.

In general,  in order to avoid  recapture  of Low Income  Housing  Credits,  the
Partnership  does not  expect  that it will  dispose of its  interests  in Local
Limited Partnerships ("Local Limited Partnership Interests") or approve the sale
by any Local Limited  Partnership of its Housing Complex prior to the end of the
applicable  Compliance  Period.  Because  of  (i)  the  nature  of  the  Housing
Complexes,  (ii) the  difficulty of predicting  the resale market for low-income
housing  15 or more years in the  future,  and (iii) the  ability of  government
lenders to  disapprove  of transfer,  it is not possible at this time to predict
whether the liquidation of the  Partnership's  assets and the disposition of the
proceeds,  if any, in  accordance  with the  Partnership's  Agreement of Limited
Partnership,  dated May 4, 1993,  as amended on May 15,  1994 (the  "Partnership
Agreement"),  will be able to be accomplished promptly at the end of the 15-year
period. If a Local Limited Partnership is unable to sell its Housing Complex, it
is anticipated  that the local general partner  ("Local  General  Partner") will
either  continue to operate such Housing  Complex or take such other  actions as
the Local  General  Partner  believes  to be in the best  interest  of the Local
Limited  Partnership.  Notwithstanding the preceding,  circumstances  beyond the
control of the General  Partner or the Local  General  Partners may occur during
the  Compliance  Period,  which  would  require the  Partnership  to approve the
disposition of a Housing Complex prior to the end thereof, possibly resulting in
recapture of Low Income Housing Credits.

As of March 31, 2003, the Partnership  had invested in twenty-two  Local Limited
Partnerships.  Each of these Local Limited  Partnerships  owns a Housing Complex
that is eligible for the federal Low Income Housing Credit. Certain


                                       3
<PAGE>

Local Limited  Partnerships may also benefit from government  programs promoting
low- or moderate-income housing.

Certain Risks and Uncertainties

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

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

The Partnership has invested in a limited number of Local Limited  Partnerships.
Such  limited  diversity  means that the  results of  operation  of each  single
Housing  Complex  will have a greater  impact on the  Partnership.  With limited
diversity,   poor   performance   of  one  Housing   Complex  could  impair  the
Partnership's ability to satisfy its investment objectives. Each Housing Complex
is subject to mortgage  indebtedness.  If a Local Limited  Partnership failed to
pay its  mortgage,  it  could  lose  its  Housing  Complex  in  foreclosure.  If
foreclosure  were to occur during the first 15 years,  the loss of any remaining
Low Income Housing Credits,  a fractional  recapture of prior Low Income Housing
Credits, and a loss of the Partnership's investment in the Housing Complex would
occur. The Partnership is a limited partner or non-managing member of each Local
Limited Partnership.  Accordingly, the Partnership will have very limited rights
with respect to management of the Local Limited  Partnerships.  The  Partnership
will rely  totally on the Local  General  Partners.  Neither  the  Partnership's
investments in Local Limited  Partnerships,  nor the Local Limited Partnerships'
investments  in Housing  Complexes,  are readily  marketable.  To the extent the
Housing Complexes receive government financing or operating subsidies,  they may
be subject to one or more of the  following  risks:  difficulties  in  obtaining
tenants for the Housing  Complexes;  difficulties  in obtaining rent  increases;
limitations  on cash  distributions;  limitations  on  sales or  refinancing  of
Housing  Complexes;  limitations  on transfers  of  interests  in Local  Limited
Partnerships;  limitations on removal of Local General Partners;  limitations on
subsidy  programs;  and possible  changes in applicable  regulations.  Uninsured
casualties  could result in loss of property and Low Income Housing  Credits and
recapture of Low Income  Housing  Credits  previously  taken.  The value of real
estate is subject  to risks  from  fluctuating  economic  conditions,  including
employment rates, inflation,  tax, environmental,  land use and zoning policies,
supply and demand of similar  properties,  and  neighborhood  conditions,  among
others.

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

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

Exit Strategy

The IRS  compliance  period for  low-income  housing  tax credit  properties  is
generally  15 years from  occupancy  following  construction  or  rehabilitation
completion.  WNC was one of the first in the industry to offer investments using
the tax credit.  Now these very first programs are completing  their  compliance
period.

With that in mind, we are continuing our review of the  Partnership's  holdings,
with special emphasis on the more



                                       4
<PAGE>


mature   properties   such  as  any  that  have  satisfied  the  IRS  compliance
requirements.  Our review will  consider  many  factors  including  extended use
requirements  on the  property  (such as those due to mortgage  restrictions  or
state  compliance  agreements),  the  condition  of the  property,  and  the tax
consequences to the investors from the sale of the property.

Upon identifying  those  properties with the highest  potential for a successful
sale, refinancing or syndication, we expect to proceed with efforts to liquidate
those  properties.  Our objective is to maximize the investors'  return wherever
possible and,  ultimately,  to wind down those funds that no longer  provide tax
benefits  to  investors.  To date no  properties  in the  Partnership  have been
selected.

Item 2.  Properties

Through its  investment  in Local Limited  Partnerships  the  Partnership  holds
limited partnership interests in Housing Complexes. The following table reflects
the  status  of the  twenty-two  Housing  Complexes  as of the dates and for the
periods indicated:


                                        5
<PAGE>
<TABLE>
<CAPTION>
                                                 ---------------------------------- -----------------------------------------------
                                                        As of March 31, 2003                       As of December 31, 2002
                                                  ---------------------------------- -----------------------------------------------
                                                      Partnership's                                        Original
                                                      Total Original                                     Estimated Low  Encumbrances
                                                      Investmentin        Amount of                        Income           of Local
                                    General Partner   Local Limited       Investment    Number             Housing           Limited
Partnership Name     Location          Name            Partnerships      Paid to Date   of Units Occupancy Credits      Partnerships
------------------------------------------------------------------------------------------------------------------------------------
<S>                  <C>             <C>                   <C>              <C>            <C>      <C>    <C>             <C>
Apartment                            Apartment
Housing of           East            Developers Inc.
East Brewton,        Brewton,        and Thomas H.
Ltd.                 Alabama         Cooksey               $   1,192,000    $ 1,192,000    40       93%  $  1,863,000    $ 1,141,000

Autumn Trace                         Olsen
Associates,          Silsbee,        Securities
Ltd.                 Texas           Corp.                       412,000        412,000    58       90%       714,000      1,233,000

Broken Bow
Apartments                           Retro
I, Limited           Broken Bow,     Development,
Partnership          Nebraska        Inc.                        608,000        608,000    16       88%     1,127,000        584,000

Candleridge
Apartments
of Waukee            Waukee,         Eric A.
L.P. II              Iowa            Sheldahl                    125,000        125,000    23      100%       230,000        673,000

                                     Boyd Management,
                                     Inc. Gordon L.
                                     Blackwelland
Chadwick                             Regency
Limited              Edan, North     Investment
Partnership          Carolina        Associates                  378,000        378,000    48       98%       735,000      1,528,000

Comanche
Retirement           Comanche,       Max L.
Village, Ltd.        Texas           Rightmer                    136,000        136,000    22       95%       265,000        587,000

Crossings II
Limited
Dividend
Housing
Association
Limited              Portage,        Raymond T.
Partnership          Michigan        Cato, Jr.                   432,000        432,000   114       94%       739,000      5,715,000

EW, a                                Philip Wallis, James
Wisconsin                            Poehlman, Cynthia
Limited              Evansville,     Solfest Wallis, and
Partnership          Wisconsin       Anita Poehlman              164,000        164,000    16      100%       306,000        609,000
</TABLE>

                                       6
<PAGE>

<TABLE>
<CAPTION>
                                                 ---------------------------------- -----------------------------------------------
                                                        As of March 31, 2003                       As of December 31, 2002
                                                  ---------------------------------- -----------------------------------------------
                                                      Partnership's                                        Original
                                                      Total Original                                     Estimated Low  Encumbrances
                                                      Investmentin        Amount of                        Income           of Local
                                    General Partner   Local Limited       Investment    Number             Housing           Limited
Partnership Name     Location          Name            Partnerships      Paid to Date   of Units Occupancy Credits      Partnerships
------------------------------------------------------------------------------------------------------------------------------------
<S>                  <C>             <C>                   <C>              <C>            <C>      <C>    <C>             <C>
Garland                              Conrad L. Beggs,
Street                               Audrey D. Beggs,
Limited              Malvarn,        Russell J. Altizer,
Partnership          Arkansas        and Marjorie L. Beggs       164,000        164,000    18      100%       319,000        687,000

Hereford
Seniors              Hereford,       Winston
Community, Ltd.      Texas           Sullivan                    167,000        167,000    28      100%       330,000        792,000

Hickory Lane                         Olsen
Associates,          Newton,         Securities
Ltd                  Texas           Corp.                       174,000        174,000    24       96%       320,000        591,000

Honeysuckle
Court                                Olsen
Associates,          Vidor,          Securities
Ltd.                 Texas           Corp                        339,000        339,000    48      100%       622,000      1,156,000

Klimpel Manor,       Fullerton,      Klimpel Manor
Ltd                  California      Apartments                1,774,000      1,774,000    59       98%     3,360,000      2,000,000

Lamesa Seniors       Lamesa,         Winston
Community, Ltd.      Texas           Sullivan                    143,000        143,000    24       96%       284,000        675,000

Laredo Heights       Navasota,       Donald W.
Apartments Ltd.      Texas           Sowell                      225,000        225,000    48       96%       413,000        977,000

Mountainview         North           John C.
Apartments           Wilkesboro,     Loving and
Limited              North           Gordon D.
Partnership          Carolina        Brown, Jr.                  195,000        195,000    24      100%       387,000        984,000

Palestine
Seniors
Community,           Palestine,      Winston
Ltd.                 Texas           Sullivan                    225,000        225,000    42       98%       446,000      1,114,000

Pecan Grove          Forrest         Conrad Beggs, Audrey
Limited              City,           Beggs and Russell
Partnership          Arkansas        Altizer                     240,000        240,000    32       94%       486,000      1,099,000
</TABLE>

                                        7

<PAGE>
<TABLE>
<CAPTION>
                                                  ---------------------------------- -----------------------------------------------
                                                        As of March 31, 2003                       As of December 31, 2002
                                                  ---------------------------------- -----------------------------------------------
                                                      Partnership's                                        Original
                                                      Total Original                                     Estimated Low  Encumbrances
                                                      Investmentin        Amount of                        Income           of Local
                                    General Partner   Local Limited       Investment    Number             Housing           Limited
Partnership Name     Location          Name            Partnerships      Paid to Date   of Units Occupancy Credits      Partnerships
------------------------------------------------------------------------------------------------------------------------------------
<S>                  <C>             <C>                    <C>            <C>            <C>      <C>  <C>             <C>
Pioneer                              Philip R. Hammond,
Street               Bakersfield,    Jr. and Walter A.
Associates           California      Dwelle                    2,222,000      2,222,000   112       98%     4,116,000      1,810,000

Sidney                               Retro Development,
Apartments I,                        Inc.  And Most
Limited              Sidney,         Worshipful Prince
Partnership          Nebraska        Hall Grand Lodge            530,000        530,000    18      100%       972,000        429,000

                                     Philip R. Hammond,
Southcove            Orange Cove,    Jr. and Diane M.
Associates           California      Hammond                   2,000,000      2,000,000    54       96%     3,585,000      1,514,000

Walnut Turn                          Olsen
Associates,          Buna,           Securities
Ltd.                 Texas           Corp.                       188,000        188,000    24       96%       344,000        684,000
                                                            ------------   ------------  ----      ---- -------------   ------------
                                                            $ 12,033,000   $ 12,033,000   892       97% $  21,963,000   $ 26,582,000
                                                            ============   ============  ====      ==== =============   ============

</TABLE>
                                       8

<PAGE>


<TABLE>
<CAPTION>
                                ------------------------------------------------------------------------------------
                                                       For the year ended December 31, 2002
                                ------------------------------------------------------------------------------------
       Partnership Name                                                                      Low Income Housing
                                                                                            Credits Allocated to
                                      Rental Income          Net Income (Loss)                 Partnership
--------------------------------------------------------------------------------------------------------------------
<S>                                            <C>                   <C>                                     <C>
Apartment Housing of East
Brewton, Ltd.                                  $  120,000            $   (77,000)                            98.99%

Autumn Trace Associates, Ltd.                     231,000                (74,000)                            95.00%

Broken Bow Apartments I,
Limited Partnership                                51,000                (48,000)                            99.00%

Candleridge Apartments of
Waukee L.P. II                                    130,000                 (8,000)                            99.00%

Chadwick Limited Partnership                      205,000                (17,000)                            99.00%

Comanche Retirement Village,
Ltd.                                               78,000                (22,000)                            99.00%

Crossings II Limited Dividend
Housing Association Limited
Partnership                                       772,000                (45,000)                            98.99%

EW, a Wisconsin Limited
Partnership                                        93,000                (18,000)                            99.00%

Garland Street Limited
Partnership                                        77,000                (26,000)                            99.00%

Hereford Seniors Community,
Ltd.                                               90,000                (21,000)                            99.00%

Hickory Lane Associates, Ltd                      100,000                (12,000)                            99.00%

Honeysuckle Court Associates,
Ltd.                                              203,000                (47,000)                            95.00%

Klimpel Manor, Ltd                                416,000                (97,000)                            96.00%

Lamesa Seniors Community, Ltd.                    119,000                (27,000)                            99.00%

Laredo Heights Apartments Ltd.                    171,000                (35,000)                            99.00%

Mountainview Apartments
Limited Partnership                               102,000                (21,000)                            99.00%

Palestine Seniors Community,
Ltd.                                              139,000                (20,000)                            99.00%

Pecan Grove Limited Partnership                   135,000                (32,000)                            99.00%
</TABLE>

                                       9
<PAGE>


<TABLE>
<CAPTION>
                                ------------------------------------------------------------------------------------
                                                       For the year ended December 31, 2002
                                ------------------------------------------------------------------------------------
       Partnership Name                                                                      Low Income Housing
                                                                                            Credits Allocated to
                                      Rental Income          Net Income (Loss)                 Partnership
--------------------------------------------------------------------------------------------------------------------
<S>                                               <C>                      <C>                               <C>
Pioneer Street Associates                         488,000                  2,000                             99.00%

Sidney Apartments I, Limited                       76,000                (21,000)
Partnership                                                                                                  99.00%

Southcove Associates                              229,000               (112,000)                            99.00%

Walnut Turn Associates, Ltd.                       20,000                (22,000)                            99.00%
                                                ---------              -----------
                                               $4,045,000             $ (800,000)
                                               ===========             ===========
</TABLE>




                                       10
<PAGE>



Item 3. Legal Proceedings

During 2000,  Associates identified a potential problem with a developer who, at
the time, was the local general partner in six Local Limited  Partnerships.  The
Partnership  has a 99%  limited  partnership  interest in two of those six Local
Limited  Partnerships.  Those  investments  are Broken Bow Apartments I, Limited
Partnership and Sidney Apartments I, Limited Partnership.  All of the properties
continue to experience  operating  deficits.  The local general  partner  ceased
funding the operating deficits,  which placed the Local Limited  Partnerships in
jeopardy  of  foreclosure.  Consequently,  Associates  voted to remove the local
general partner and the management company from the Local Limited  Partnerships.
After the local  general  partner  contested its removal,  Associates  commenced
legal action on behalf of the Local Limited  Partnerships  and was successful in
getting a receiver  appointed to manage the Local  Limited  Partnerships  and an
unaffiliated  entity appointed as property manager.  Associates was subsequently
successful  in attaining a summary  judgment to confirm the removal of the local
general partner, the receiver was discharged and Associates now controls all six
of the Local Limited Partnerships.

The six Local Limited  Partnerships  (hereinafter  referred to as  "Defendants")
were  defendants  in a separate  lawsuit.  The  lawsuit was filed by eight other
partnerships   in  which  the  local  general   partner  of  the  Local  Limited
Partnerships is or was involved (the  "Plaintiffs").  The Plaintiffs allege that
the local general  partner  accepted  funds from the  Plaintiffs  and improperly
loaned these funds to the Defendants. In July 2001, this lawsuit was settled for
an  aggregate   amount  of  $35,000  of  which  the   Partnership's   share  was
approximately $11,700.

Item 4. Submission of Matters to a Vote of Security Holders

NONE.

PART II.

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters

Item 5a.

(a)  The  Units  are not  traded on a public  exchange  but were sold  through a
     public offering.  It is not anticipated that any public market will develop
     for the  purchase  and  sale of any  Unit and  none  exists.  Units  can be
     assigned  only if certain  requirements  in the  Partnership  Agreement are
     satisfied.

(b)  At March 31, 2003, there were 817 Limited Partners.

(c)  The Partnership was not designed to provide cash  distributions  to Limited
     Partners in  circumstances  other than  refinancing  or  disposition of its
     investments in Local Limited Partnerships.

(d)  No unregistered  securities  were sold by the  Partnership  during the year
     ended March 31, 2003.

Item 5b.

NOT APPLICABLE


                                       11
<PAGE>


Item 6. Selected Financial Data

Selected balance sheet information for the Partnership is as follows:
<TABLE>
<CAPTION>

                                                    March 31                               December 31
                         ---------------------------------------------------------------  --------------
                            2003         2002         2001         2000         1999          1998
                         -----------  -----------  -----------  -----------  -----------  --------------
<S>                    <C>          <C>          <C>          <C>          <C>          <C>
ASSETS
Cash and cash
equivalents            $     16,162 $     32,342 $     84,147 $    180,133 $    552,348 $       738,364
Investments in limited
  partnerships, net       6,098,332    6,677,963    7,432,933    8,311,454   10,092,782      10,274,595
Other assets                    998        3,998          998          998          998           2,534
                         -----------  -----------  -----------  -----------  -----------  --------------
                       $  6,115,492 $  6,714,303 $  7,518,078 $  8,492,585 $ 10,646,128 $    11,015,493
                         ===========  ===========  ===========  ===========  ===========  ==============
LIABILITIES
Payables  to limited
  partnerships         $          - $          - $          - $          - $    421,025 $       605,517
Accrued expenses                  -        4,000       48,569       86,965            -               -
Accrued fees and
   expenses
  due to general
   partner
  and affiliates            359,174      316,573      107,278       72,598       29,722          28,066

PARTNERS' EQUITY          5,756,318    6,393,730    7,362,231    8,333,022   10,195,381      10,381,910
                         -----------  -----------  -----------  -----------  -----------  --------------
                       $  6,115,492 $  6,714,303 $  7,518,078 $  8,492,585 $ 10,646,128 $    11,015,493
                         ===========  ===========  ===========  ===========  ===========  ==============
</TABLE>
<TABLE>
<CAPTION>

Selected results of operations, cash flows and other information for the Partnership are as follows:

                                                                                                           For the
                                         For the Years Ended                    For the Three Months      Year Ended
                                              March 31                             Ended March 31        December 31
                          --------------------------------------------------   -----------------------   -------------
                             2003         2002         2001         2000         1999         1998           1998
                          -----------  -----------  -----------   ----------   ----------   ----------   -------------
                                                                                            (Unaudited)
<S>                     <C>          <C>          <C>          <C>          <C>          <C>          <C>
Loss from
  operations (Note 1)   $   (108,294)$   (251,713)$   (139,153)$   (870,197)$    (21,846)$     (1,492)$       (50,484)
Equity in losses of
   limited
  partnerships              (529,118)    (716,788)    (831,638)    (992,162)    (164,683)    (191,552)       (658,728)
                          -----------  -----------  -----------   ----------   ----------   ----------   -------------
Net loss                $   (637,412)$   (968,501)$   (970,791)$ (1,862,359)$   (186,529)$   (193,044)$      (709,212)
                          ===========  ===========  ===========   ==========   ==========   ==========   =============
Net loss allocated to:
   General partner      $     (6,374)$     (9,685)$     (9,708)$    (18,624)$     (1,865)$     (1,930)$        (7,092)
                          ===========  ===========  ===========   ==========   ==========   ==========   =============
   Limited partners     $   (631,038)$   (958,816)$   (961,083)$ (1,843,735)$   (184,664)$   (191,114)$      (702,120)
                          ===========  ===========  ===========   ==========   ==========   ==========   =============
Net loss per limited
  partner unit          $     (40.45)$     (61.46)$     (61.61)$    (118.19)$     (11.84)$     (12.25)$        (45.01)
                          ===========  ===========  ===========   ==========   ===========  ===========  =============
Outstanding weighted
  limited partner units       15,600       15,600       15,600       15,600       15,600       15,600          15,600
                          ===========  ===========  ===========   ==========   ==========   ==========   =============
</TABLE>
Note 1 - Loss from operations in 2000 includes a charge for impairment losses on
investments  in limited  partnerships  of  $766,559.  (See Note 2 to the audited
financial statements.)


                                       12
<PAGE>

<TABLE>
<CAPTION>


                                                                                                           For the
                                         For the Years Ended                    For the Three Months     Year Ended
                                              March 31                             Ended March 31        December 31
                          --------------------------------------------------   -----------------------   ------------
                             2003         2002         2001         2000         1999         1998          1998
                          -----------  -----------  -----------   ----------   ----------   ----------   ------------
                                                                                            (Unaudited)
<S>                     <C>          <C>          <C>          <C>          <C>          <C>           <C>
Net cash provided by
  (used in):
  Operating activities  $    (29,005)$    (52,055)$   (101,935)$    (19,827)$     (8,424)$     12,245  $      26,255
  Investing activities        12,825          250        5,949     (352,388)    (177,592)    (109,910)      (768,753)
                          -----------  -----------  -----------   ----------   ----------   ----------   ------------
Net change in cash and
  cash equivalents           (16,180)     (51,805)     (95,986)    (372,215)    (186,016)     (97,665)      (742,498)

Cash and cash
  equivalents,
  beginning of period         32,342       84,147      180,133      552,348      738,364    1,480,862      1,480,862
                          -----------  -----------  -----------   ----------   ----------   ----------   ------------
Cash and cash
  equivalents,
  end of period         $     16,162 $     32,342 $     84,147  $   180,133  $   552,348  $ 1,383,197  $     738,364
                          ===========  ===========  ===========   ==========   ==========   ==========   ============
</TABLE>
<TABLE>
<CAPTION>

Low Income Housing Credit per Unit was as follows for the years ended December 31:

                              2002              2001               2000              1999              1998
                          --------------   ---------------    ---------------    -------------     -------------
<S>                     <C>              <C>                <C>                <C>               <C>
Federal                 $           137  $            137   $            141   $          135    $          124
State                                 -                 -                  -                -                 -
                          --------------   ---------------    ---------------    -------------     -------------
Total                   $           137  $            137   $            141   $          135    $          124
                          ==============   ===============    ===============    =============     =============
</TABLE>

Item 7. Management's  Discussion and Analysis of Financial Condition and Results
of Operations
Forward Looking Statements

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

Risks and uncertainties  inherent in forward looking statements include, but are
not  limited  to,  our  future  cash  flows and  ability  to  obtain  sufficient
financing, level of operating expenses, conditions in the low income housing tax
credit property market and the economy in general, as well as legal proceedings.
Historical  results are not necessarily  indicative of the operating results for
any future period.

Subsequent  written and oral forward  looking  statements  attributable to us or
persons  acting on our behalf  are  expressly  qualified  in their  entirety  by
cautionary  statements  in this Form 10-K and in other reports we filed with the
Securities and Exchange  Commission.  The following discussion should be read in
conjunction  with  the  Financial  Statements  and the  Notes  thereto  included
elsewhere in this filing.


                                       13
<PAGE>


Uncertainty and Commitments with Respect to Investment in Broken Bow and Sidney

The  Partnership  has two  investments  accounted  for under the equity  method,
consisting of 99% limited partnership interests in each of Broken Bow Apartments
I,  Limited  Partnership   ("Broken  Bow")  and  Sidney  Apartments  I,  Limited
Partnership ("Sidney").

Due to  operational  difficulties  and negative cash flows in 2000,  foreclosure
procedures were commenced by the lender of these two Local Limited Partnerships.
As a result, the Partnership,  Broken Bow, Sidney, and a WNC subsidiary executed
a work-out  agreement  with the lender (the  "Agreement"),  which was  effective
December  14, 2001.  Broken Bow was required to pay to the lender  $165,000 as a
partial  settlement of the  indebtedness  due and owing by Broken Bow due to the
fact that their loan was a  construction  loan.  The  Partnership  advanced  the
aforementioned  monies to Broken Bow and fully  reserved  the amount as of March
31, 2002. The balance of the  indebtedness due and owing to the lender by Broken
Bow was satisfied by the execution of two  promissory  notes.  The first note of
$85,000,  bears  interest at 7% per annum,  and requires  principal and interest
payments  totaling  $600 per month  through April 2014, at which date the unpaid
principal balance is due. The second note of $500,000,  bears interest at 1% per
annum, and has payments due monthly out of available cash flow, as defined, with
the unpaid principal balance due April 2014. The balance of the indebtedness due
and  owing to the  lender  by  Sidney  was  satisfied  by the  execution  of two
promissory  notes.  The first note  totals  $130,000,  bears  interest at 7% per
annum,  and requires  principal  and interest  payments  totaling $900 per month
through April 2012,  at which date the unpaid  principal is due. The second note
totals  $300,000,  bears interest at 1% per annum,  and has payments due monthly
out of available cash flow, as defined,  with the unpaid  principal  balance due
April 2014. The  Partnership  and a WNC subsidiary have executed a guarantee for
the payment of both notes of Broken Bow and Sidney.  In addition,  several other
commitments were made. Broken Bow and Sidney executed a grant deed to the lender
in the event that either entity  defaults  under the terms and provisions of the
notes.  The deeds are held in escrow,  and if Broken Bow or Sidney  defaults  on
either  note,  the lender may, at its option,  record the  respective  deed.  In
addition,  the Partnership has assigned the lender as additional  collateral all
of its  residual  value  interests,  as  defined,  in all of the  Local  Limited
Partnerships.  The Partnership and the Local Limited Partnerships are prohibited
from  selling,  assigning,  transferring  or  further  encumbering  the  Housing
Complexes retained by each Local Limited Partnership.

As a result of the operating  difficulties mentioned above, there is uncertainty
as to additional  costs,  if any, that the  Partnership  may incur in connection
with its  investment in Broken Bow and Sidney and as to whether the  Partnership
will ultimately retain its interest in these Local Limited Partnerships.  In the
event the Partnership  does not  successfully  retain its interest in Broken Bow
and Sidney,  the Partnership  would be exposed to the cessation and recapture of
the related tax credits.  The Partnership's  financial statements do not include
any adjustments that might result from the outcome of these uncertainties.

Critical Accounting Policies and Certain Risks and Uncertainties

The Company believes that the following  discussion  addresses the Partnership's
most  significant  accounting  policies,  which are the most  critical to aid in
fully understanding and evaluating the Company's reported financial results, and
certain of the Partnership's risks and uncertainties.

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements,  and the  reported  amounts of revenues and expenses
during the reporting  period.  Actual results could materially differ from those
estimates.


                                       14
<PAGE>


Method of Accounting For Investments in Limited Partnerships

The Partnership  accounts for its investments in limited  partnerships using the
equity method of  accounting,  whereby the  Partnership  adjusts its  investment
balance for its share of the Local Limited  Partnerships'  results of operations
and for  any  contributions  made or  distributions  received.  The  Partnership
reviews the  carrying  amount of an  individual  investment  in a Local  Limited
Partnership for possible  impairment whenever events or changes in circumstances
indicate that the carrying  amount of such  investment  may not be  recoverable.
Recoverability  of such  investment  is measured by a comparison of the carrying
amount to future  undiscounted  net cash flows  expected to be generated.  If an
investment  is  considered  to be impaired,  the  impairment to be recognized is
measured by the amount by which the carrying  amount of the  investment  exceeds
fair value.  The  accounting  policies  of the Local  Limited  Partnerships  are
generally  consistent  with  those of the  Partnership.  Costs  incurred  by the
Partnership  in  acquiring  the  investments  are  capitalized  as  part  of the
investment account and are being amortized over 30 years.

Equity in losses of the Local Limited  Partnerships for each year ended March 31
have been recorded by the Partnership  based on nine months of reported  results
provided by the Local Limited  Partnerships  for each year ended December 31 and
on three months of results  estimated by management of the  Partnership for each
three-month  period ended March 31.  Management's  estimate for the  three-month
period is based on either actual unaudited results reported by the Local Limited
Partnerships  or  historical  trends  in the  operations  of the  Local  Limited
Partnerships.  Equity in losses of the Local Limited Partnerships are recognized
in the financial statements until the related investment account is reduced to a
zero balance.  Losses  incurred after the investment  account is reduced to zero
are not  recognized.  If the Local  Limited  Partnerships  report  net income in
future years,  the Partnership will resume applying the equity method only after
its share of such net  income  equals  the share of net  losses  not  recognized
during the period(s) the equity method was suspended.

Distributions  received from the Local Limited Partnerships are accounted for as
a  reduction  of  the  investment  balance.  Distributions  received  after  the
investment has reached zero are recognized as income.

Income Taxes

No provision for income taxes has been  recorded in the financial  statements as
any  liability  for  income  taxes  is the  obligation  of the  partners  of the
Partnership.

Certain Risks and Uncertainties

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

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

The Partnership has invested in a limited number of Local Limited  Partnerships.
Such  limited  diversity  means that the  results of  operation  of each  single
Housing  Complex  will have a greater  impact on the  Partnership.  With limited
diversity,   poor   performance   of  one  Housing   Complex  could  impair  the
Partnership's ability to satisfy its investment objectives. Each Housing Complex
is subject to mortgage  indebtedness.  If a Local Limited  Partnership failed to
pay its  mortgage,  it  could  lose  its  Housing  Complex  in  foreclosure.  If
foreclosure  were to occur during the first 15 years,  the loss of any remaining
Low Income Housing Credits,  a fractional  recapture of prior Low Income Housing
Credits, and a loss of the Partnership's investment in the Housing Complex would
occur. The Partnership is a limited partner or non-managing member of each Local
Limited Partnership.  Accordingly, the Partnership will have very limited rights
with respect to management of the Local Limited  Partnerships.  The  Partnership
will rely  totally on the Local  General  Partners.  Neither  the  Partnership's
investments in Local Limited Partnerships, nor the Local


                                       15
<PAGE>

Limited Partnerships'  investments in Housing Complexes, are readily marketable.
To the extent the Housing  Complexes receive  government  financing or operating
subsidies,  they  may be  subject  to  one  or  more  of  the  following  risks:
difficulties  in obtaining  tenants for the Housing  Complexes;  difficulties in
obtaining  rent  increases;  limitations on cash  distributions;  limitations on
sales or refinancing of Housing Complexes; limitations on transfers of interests
in Local Limited Partnerships; limitations on removal of Local General Partners;
limitations on subsidy programs; and possible changes in applicable regulations.
Uninsured  casualties  could result in loss of property  and Low Income  Housing
Credits and recapture of Low Income Housing Credits  previously taken. The value
of real  estate  is  subject  to risks  from  fluctuating  economic  conditions,
including employment rates, inflation,  tax, environmental,  land use and zoning
policies, supply and demand of similar properties,  and neighborhood conditions,
among others.

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

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

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

Financial Condition

The  Partnership's  assets at March 31, 2003  consisted  primarily of $16,000 in
cash,  $1,000 in other assets and aggregate  investments in the twenty-two Local
Limited  Partnerships  of  $6,098,000.  Liabilities  at March 31, 2003 primarily
consisted of $167,000 of accrued expenses and $192,000 due to General Partner or
affiliates for advances.

Results of Operations

Year Ended March 31, 2003 Compared to Year Ended March 31, 2002 The Partnerships
net loss for the year ended March 31, 2003 was $(637,000), reflecting a decrease
of $(332,000) from the net loss experienced for the year ended March 31, 2002 of
$(969,000).  The  decline  in net loss is due to a  reduction  in the  equity in
losses of limited partnerships by $188,000.  The decrease in equity in losses of
Local Limited  Partnerships  is primarily due to the Partnership not recognizing
certain losses of the Local Limited Partnerships.  The investments in such Local
Limited  Partnerships had reached $0 at March 31, 2003. Since the  Partnership's
liability  with  respect  to its  investments  is  limited,  losses in excess of
investment are not  recognized.  In addition,  operating  expenses  decreased by
$147,000 due to the $165,000  non-recurring revenue for advances booked in 2002,
offset by an increase in expenses of $15,000 in 2003.

Year Ended March 31, 2002 Compared to Year Ended March 31, 2001 The Partnerships
net loss for the year ended March 31, 2002 was $(969,000), reflecting a decrease
of $(2,000) from the net loss  experienced  for the year ended March 31, 2001 of
$(971,000).  The  decline  in net loss is due to a  reduction  in the  equity in
losses  of  limited  partnerships  which  decreased  by  $115,000,  offset by an
increase in operating expenses of $111,000 and a decrease in income of $2,000.


                                       16
<PAGE>


Liquidity and Capital Resources

Year Ended March 31, 2003  Compared to Year Ended March 31, 2002 Net decrease in
cash for the year ended March 31, 2003 was $(16,000)  compared to a net decrease
in cash for the year ended  March 31, 2002 of  $(52,000).  The change of $36,000
was due primarily to a decrease in cash used in operating activities of $23,000,
due  primarily  to the  increase in accrued fees and expenses due to the General
Partner and affiliates, and an increase of $13,000 in distributions from limited
partnerships.

Year Ended March 31, 2002  Compared to Year Ended March 31, 2001 Net decrease in
cash for the year ended March 31, 2002 was $(52,000)  compared to a net decrease
in cash for the year ended  March 31, 2001 of  $(96,000).  The change of $44,000
was due primarily to a decrease in cash used in operating  activities of $50,000
due  primarily  to the  increase in accrued fees and expenses due to the General
Partner and affiliates, offset by a net decrease of $6,000 in distributions from
limited partnerships.

During the year ended March 31, 2003 and 2002 accrued payables, which consist of
an  advance  from WNC &  Associates,  Inc.  to fund an  advance to Broken Bow of
$165,000 and related party management fees due to the General Partner  increased
by  $42,000.  The  General  Partner  does  not  anticipate  that  these  accrued
management fees will be paid in full until such time as capital  reserves are in
excess of future foreseeable working capital requirements of the Partnership.

The  Partnership  does not expect its future cash flows,  together  with its net
available  assets at March 31,  2003,  to be  sufficient  to meet all  currently
foreseeable future cash requirements.  Accordingly, WNC and Associates, Inc. has
agreed to provide advances sufficient to fund the operations and working capital
requirements of the Partnership through June 30, 2004.

Future Contractual Cash Obligations

The following table  summarizes our future  contractual  cash  obligations as of
March 31, 2003:
<TABLE>
<CAPTION>

                                      2004       2005        2006       2007       2008       Thereafter    Total

                                    ---------  ---------   ---------  ---------  ---------   -----------  -----------
<S>                               <C>        <C>         <C>        <C>        <C>         <C>          <C>
Asset Management Fees             $  236,284 $   44,000  $   44,000 $   44,000 $   44,000  $  1,848,000 $  2,260,284
Capital Contributions Payable to
   Lower Tier Partnerships                 -          -           -          -          -             -            -
                                    ---------  ---------   ---------  ---------  ---------   -----------  -----------
Total contractual cash
   obligations                    $  236,284 $   44,000  $   44,000 $   44,000 $   44,000  $  1,848,000 $  2,260,284
                                    =========  =========   =========  =========  =========   ===========  ===========
</TABLE>

(1)  Asset  Management  Fees  are  payable  annually  until  termination  of the
     Partnership, which is to occur no later than 2050. The estimate of the fees
     payable included herein assumes the retention of the Partnership's interest
     in all Housing Complexes until 2050. Amounts due to the General Partners as
     of March 31,  2003 have  been  included  in the 2004  column.  The  General
     Partner does not anticipate that these fees will be paid until such time as
     capital  reserves are in excess of the future  foreseeable  working capital
     requirements of the Partnership.

For   additional   information  on  our  Asset   Management   Fees  and  Capital
Contributions  Payable  to Lower  Tier  Partnerships,  see  Notes 3 and 4 to the
financial statements included elsewhere herein.

Exit Strategy

The IRS  compliance  period for  low-income  housing  tax credit  properties  is
generally  15 years from  occupancy  following  construction  or  rehabilitation
completion.  WNC was one of the first in the industry to offer investments using
the tax credit.  Now these very first programs are completing  their  compliance
period.


                                       17
<PAGE>

With that in mind, we are continuing our review of the  Partnership's  holdings,
with  special  emphasis  on the more  mature  properties  such as any that  have
satisfied the IRS compliance requirements. Our review will consider many factors
including  extended  use  requirements  on the  property  (such as those  due to
mortgage  restrictions  or state  compliance  agreements),  the condition of the
property,  and  the tax  consequences  to the  investors  from  the  sale of the
property.

Upon identifying  those  properties with the highest  potential for a successful
sale, refinancing or syndication, we expect to proceed with efforts to liquidate
those  properties.  Our objective is to maximize the investors'  return wherever
possible and,  ultimately,  to wind down those funds that no longer  provide tax
benefits  to  investors.  To date no  properties  in the  Partnership  have been
selected.

Impact of New Accounting Pronouncements

In June 2001, the Financial Accounting Standards Board ("FASB") issued Statement
of  Financial  Accounting  Standards  ("SFAS")  No. 143,  "Accounting  for Asset
Retirement  Obligations",  which requires that the fair value of a liability for
an asset  retirement  obligation  be  recognized  in the  period  in which it is
incurred with the associated asset retirement costs being  capitalized as a part
of the  carrying  amount of the  long-lived  asset.  SFAS No. 143 also  includes
disclosure   requirements   that  provide  a  description  of  asset  retirement
obligations   and   reconciliation   of  changes  in  the  components  of  those
obligations.  The statement is effective for fiscal years  beginning  after June
15, 2002. The Partnershp  does not expect the adoption of SFAS No. 143 to have a
material effect on the Partnerhip's financial position or results of operations.

In August  2001,  the FASB  issued  SFAS No.  144,  "Impairment  or  Disposal of
Long-Lived  Assets," which addresses  accounting and financial reporting for the
impairment or disposal of long-lived assets. This standard was effective for the
Partnership's financial statements beginning January 1, 2002. The implementation
of SFAS No. 144 did not have a material  impact on the  Partnership's  financial
position or results of operations.

In April 2002, the FASB issued SFAS No. 145,  "Rescission of FASB Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections."
SFAS No. 145 rescinded three previously  issued  statements and amended SFAS No.
13, "Accounting for Leases." The statement provides reporting standards for debt
extinguishments   and   provides   accounting   standards   for  certain   lease
modifications that have economic effects similar to sale-leaseback transactions.
The statement is effective for certain lease  transactions  occurring  after May
15,  2002 and all other  provisions  of the  statement  shall be  effective  for
financial statements issued on or after May 15, 2002. The implementation of SFAS
No. 145 did not have a material impact on the Partnership's  financial  position
or results of operations.

In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or  Disposal  Activities,"  which  updates  accounting  and  reporting
standards for personnel and operational restructurings.  The Partnership adopted
SFAS No. 146 for exit,  disposal  or other  restructuring  activities  initiated
after  December 31,  2002.  The adoption of SFAS No. 146 did not have a material
effect on the Partnership's financial position or results of operations.

In November 2002, the FASB issued Interpretation No. 45 ("FIN 45"), "Guarantor's
Accounting  and  Disclosure  Requirements  for  Guarantees,  Including  Indirect
Guarantees  of  Indebtedness  of Others."  The adoption of FIN 45 did not have a
material impact on the Partnership's finacial position or results of operations.

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation  - Transition  and Disclosure - an Amendment to SFAS No. 123." SFAS
No. 148 provides alternative methods of transition for a voluntary change to the
fair value based method on accounting for stock-based employee compensation. The
implementation  of SFAS No. 148 is not expected to have a material effect on the
Partnership's financial position or results of operations.

In  January   2003,   the  FASB  issued   Interpretation   No.  46  ("FIN  46"),
"Consolidation  of Variable  Interest  Entities." The adoption of FIN 46 did not
have a material  impact on the  Partnership's  financial  position or results of
operations.


                                       18
<PAGE>

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk

NOT APPLICABLE

Item 8.  Financial Statements and Supplementary Data




                                       19
<PAGE>








Report of Independent Certified Public Accountants


To the Partners
WNC Housing Tax Credit Fund IV, L.P., Series 2


We have audited the  accompanying  balance sheets of WNC Housing Tax Credit Fund
IV, L.P., Series 2 (a California Limited  Partnership) (the "Partnership") as of
March 31, 2003 and 2002,  and the related  statements of  operations,  partners'
equity  (deficit)  and cash flows for the years ended March 31,  2003,  2002 and
2001. These financial  statements are the  responsibility  of the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements  based  on  our  audits.  A  significant  portion  of  the  financial
statements of the limited  partnerships  in which the  Partnership  is a limited
partner were audited by other  auditors whose reports have been furnished to us.
As discussed in Note 3 to the financial statements, the Partnership accounts for
its investments in limited  partnerships using the equity method. The portion of
the Partnership's  investments in limited partnerships audited by other auditors
represented 85% and 83% of the total assets of the Partnership at March 31, 2003
and 2002,  respectively,  and 76%,  76% and 74% of the  Partnership's  equity in
losses of limited  partnerships  for the years  ended March 31,  2003,  2002 and
2001,  respectively.  Our opinion, insofar as it relates to the amounts included
in the financial  statements for the limited  partnerships which were audited by
others, is based solely on the reports of the other auditors.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement presentation.  We believe that our audits and the reports of
the other auditors provide a reasonable basis for our opinion.

In our  opinion,  based on our audits and the  reports  of other  auditors,  the
financial statements referred to above present fairly, in all material respects,
the  financial  position of WNC Housing  Tax Credit Fund IV,  L.P.,  Series 2 (a
California  Limited  Partnership) as of March 31, 2003 and 2002, and the results
of its  operations  and its cash flows for the years ended March 31, 2003,  2002
and 2001, in conformity with  accounting  principles  generally  accepted in the
United States of America.

The  Partnership   currently  has  insufficient  working  capital  to  fund  its
operations. As discussed in Note 7 to the accompanying financial statements, WNC
& Associates, Inc., has agreed to provide advances sufficient enough to fund the
operations and working capital  requirements of the Partnership through June 30,
2004.



                                           /s/      BDO SEIDMAN, LLP

Costa Mesa, California
June 3, 2003

                                       20
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                                 BALANCE SHEETS
<TABLE>
<CAPTION>


                                                                            March 31
                                                                 -------------------------------

                                                                     2003             2002
                                                                 --------------   --------------
<S>                                                            <C>              <C>
 ASSETS

 Cash and cash equivalents                                     $        16,162  $        32,342
 Investments in limited partnerships,
   net (Notes 2, 3, 4 and 7)                                         6,098,332        6,677,963
 Other assets                                                              998            3,998
                                                                 --------------   --------------

                                                               $     6,115,492  $     6,714,303
                                                                 ==============   ==============

 LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

 Liabilities:
   Accrued expenses (Note 2)                                   $             -  $         4,000
   Accrued fees and expenses due to General
     Partner and affiliates (Note 4)                                   359,174          316,573
                                                                 --------------   --------------

      Total liabilities                                                359,174          320,573
                                                                 --------------   --------------

 Commitments and contingencies (Notes 2, 3 and 7)

 Partners' equity (deficit):
    General partner                                                    (94,749)         (88,375)
    Limited partners (20,000 units authorized;
      15,600 units issued and outstanding)                           5,851,067        6,482,105
                                                                 --------------   --------------

          Total partners' equity                                     5,756,318        6,393,730
                                                                 --------------   --------------

                                                               $     6,115,492  $     6,714,303
                                                                 ==============   ==============

 See report of independent certified public accountants and accompanying notes to financial statements.
</TABLE>
                                       21

<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                                                   For the Years Ended March 31
                                                         --------------------------------------------------
                                                              2003              2002              2001
                                                         ---------------    -------------     -------------
<S>                                                    <C>                <C>               <C>
Interest income                                        $            384   $        2,083    $        7,274
Reporting fees                                                    4,000            5,800             2,950
                                                         ---------------    -------------     -------------
Total income                                                      4,384            7,883            10,224
                                                         ---------------    -------------     -------------
Operating expenses:
   Amortization (Notes 3 and 4)                                  37,688           37,932            40,934
   Asset management fees (Note 4)                                44,000           44,000            44,000
   Provision for uncollectible advances to limited
      partnership (Note 2)                                        3,000          165,000                 -
   Other                                                         27,990           12,664            64,443
                                                         ---------------    -------------     -------------
         Total operating expenses                               112,678          259,596           149,377
                                                         ---------------    -------------     -------------
Loss from operations                                           (108,294)        (251,713)         (139,153)

Equity in losses of limited
  partnerships (Note 3)                                        (529,118)        (716,788)         (831,638)
                                                         ---------------    -------------     -------------
Net loss                                               $       (637,412) $      (968,501)   $     (970,791)
                                                         ===============    =============     =============
Net loss allocated to:
   General partner                                     $         (6,374) $        (9,685)   $       (9,708)
                                                         ===============    =============     =============
   Limited partners                                    $       (631,038) $      (958,816)   $     (961,083)
                                                         ===============    =============     =============
Net loss per limited partner unit                      $         (40.45) $        (61.46)   $       (61.61)
                                                         ===============    =============     =============
Outstanding weighted limited partner units                       15,600           15,600            15,600
                                                         ===============    =============     =============
 See report of independent certified public accountants and accompanying notes to financial statements.

</TABLE>

                                       22
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)

                For The Years Ended March 31, 2003, 2002 and 2001
<TABLE>
<CAPTION>

                                                             General             Limited
                                                             Partner             Partners             Total
                                                          ---------------     ---------------     --------------
<S>                                                     <C>                 <C>                 <C>
Partners' equity (deficit) at March 31, 2000            $        (68,982)   $      8,402,004    $     8,333,022

Net loss                                                          (9,708)           (961,083)          (970,791)
                                                          ---------------     ---------------     --------------
Partners' equity (deficit) at March 31, 2001                     (78,690)          7,440,921          7,362,231

Net loss                                                          (9,685)           (958,816)          (968,501)
                                                          ---------------     ---------------     --------------
Partners' equity (deficit) at March 31, 2002                     (88,375)          6,482,105          6,393,730

Net loss                                                          (6,374)           (631,038)          (637,412)
                                                          ---------------     ---------------     --------------
Partners' equity (deficit) at March 31, 2003            $        (94,749)   $      5,851,067    $     5,756,318
                                                          ===============     ===============     ==============
 See report of independent certified public accountants and accompanying notes to financial statements.
</TABLE>

                                       23
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>




                                                                  For the Years Ended March 31
                                                       ---------------------------------------------------

                                                           2003               2002               2001
                                                       --------------     -------------      -------------
<S>                                                  <C>                <C>                <C>
Cash flows from operating activities:
  Net loss                                           $      (637,412)   $     (968,501)    $     (970,791)
  Adjustments to reconcile net loss to net
  cash used in operating activities:
    Amortization                                              37,688            37,932             40,934
    Equity in losses of limited
      partnerships                                           529,118           716,788            831,638
    Change in other assets                                     3,000            (3,000)                 -
    Change in accrued expenses                                (4,000)          (44,569)           (38,396)
    Change in accrued fees and expenses
     due to General Partner and affiliates                    42,601           209,295             34,680
                                                       --------------     -------------      -------------
Net cash used in operating activities                        (29,005)          (52,055)          (101,935)
                                                       --------------     -------------      -------------
Cash flows from investing
  activities:
  Distributions from limited
    partnerships                                              12,825               250              5,949
                                                       --------------     -------------      -------------
Net decrease in cash and cash
  equivalents                                                (16,180)          (51,805)           (95,986)

Cash and cash equivalents,
  beginning of period                                         32,342            84,147            180,133
                                                       --------------     -------------      -------------
Cash and cash equivalents, end of
  period                                             $        16,162    $       32,342     $       84,147
                                                       ==============     =============      =============
SUPPLEMENTAL DISCLOSURE
   OF CASH FLOW INFORMATION:
    Taxes paid                                       $           800    $          800     $          800
                                                       ==============     =============      =============
 See report of independent certified public accountants and accompanying notes to financial statements.
</TABLE>

                                       24

<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS

                For The Years Ended March 31, 2003, 2002 and 2001





NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------------------

Organization
------------

WNC Housing Tax Credit Fund IV, L.P., Series 2 (the "Partnership") was formed on
September  27,  1993  under the laws of the state of  California  and  commenced
operations on July 18, 1994. The Partnership  was formed to invest  primarily in
other limited  partnerships  (the "Local  Limited  Partnerships")  which own and
operate  multi-family  housing  complexes  (the  "Housing  Complexes")  that are
eligible for low income housing credits.  The local general partners (the "Local
General Partners") of each Local Limited  Partnership retain  responsibility for
maintaining, operating and managing the Housing Complex.

The  general  partner  is WNC  Tax  Credit  Partners,  IV,  L.P.  (the  "General
Partner"), a California limited partnership.  WNC & Associates,  Inc. ("WNC") is
the general  partner of the General  Partner.  The  chairman and  president  own
substantially  all  of  the  outstanding  stock  of  WNC.  The  business  of the
Partnership  is  conducted  primarily  through  WNC, as the  Partnership  has no
employees of its own.

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

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

The Partnership Agreement authorized the sale of 20,000 units at $1,000 per unit
("Units").  The  offering of Units  concluded  in July 1995 at which time 15,600
Units representing subscriptions,  net of discounts for volume purchases of more
than 100 units,  in the amount of  $15,241,000  had been  accepted.  The General
Partner has a 1% interest in operating  profits and losses,  taxable  income and
losses,  cash available for  distribution  from the Partnership and tax credits.
The limited  partners  will be  allocated  the  remaining  99% of these items in
proportion to their respective investments.

After the limited partners have received proceeds from sale or refinancing equal
to their capital contributions and their return on investment (as defined in the
Partnership  Agreement) and the General  Partner has received  proceeds equal to
its capital  contributions  and a subordinated  disposition fee (as described in
Note 4) from the remainder,  any additional sale or refinancing proceeds will be
distributed  90% to the limited  partners  (in  proportion  to their  respective
investments) and 10% to the General Partner.


                                       25
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001




NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued
--------------------------------------------------------------

Certain Risks and Uncertainties
-------------------------------

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

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

The Partnership has invested in a limited number of Local Limited  Partnerships.
Such  limited  diversity  means that the  results of  operation  of each  single
Housing  Complex  will have a greater  impact on the  Partnership.  With limited
diversity,   poor   performance   of  one  Housing   Complex  could  impair  the
Partnership's ability to satisfy its investment objectives. Each Housing Complex
is subject to mortgage  indebtedness.  If a Local Limited  Partnership failed to
pay its  mortgage,  it  could  lose  its  Housing  Complex  in  foreclosure.  If
foreclosure  were to occur during the first 15 years,  the loss of any remaining
Low Income Housing Credits,  a fractional  recapture of prior Low Income Housing
Credits, and a loss of the Partnership's investment in the Housing Complex would
occur. The Partnership is a limited partner or non-managing member of each Local
Limited Partnership.  Accordingly, the Partnership will have very limited rights
with respect to management of the Local Limited  Partnerships.  The  Partnership
will rely  totally on the Local  General  Partners.  Neither  the  Partnership's
investments in Local Limited  Partnerships,  nor the Local Limited Partnerships'
investments  in Housing  Complexes,  are readily  marketable.  To the extent the
Housing Complexes receive government financing or operating subsidies,  they may
be subject to one or more of the  following  risks:  difficulties  in  obtaining
tenants for the Housing  Complexes;  difficulties  in obtaining rent  increases;
limitations  on cash  distributions;  limitations  on  sales or  refinancing  of
Housing  Complexes;  limitations  on transfers  of  interests  in Local  Limited
Partnerships;  limitations on removal of Local General Partners;  limitations on
subsidy  programs;  and possible  changes in applicable  regulations.  Uninsured
casualties  could result in loss of property and Low Income Housing  Credits and
recapture of Low Income  Housing  Credits  previously  taken.  The value of real
estate is subject  to risks  from  fluctuating  economic  conditions,  including
employment rates, inflation,  tax, environmental,  land use and zoning policies,
supply and demand of similar  properties,  and  neighborhood  conditions,  among
others.

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

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


                                       26
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued
--------------------------------------------------------------

Exit Strategy
-------------

The IRS  compliance  period for  low-income  housing  tax credit  properties  is
generally  15 years from  occupancy  following  construction  or  rehabilitation
completion.  WNC was one of the first in the industry to offer investments using
the tax credit.  Now these very first programs are completing  their  compliance
period.

With that in mind,  the  Partnership  is continuing to review the  Partnership's
holdings,  with special emphasis on the more mature  properties  including those
that have satisfied the IRS compliance  requirements.  The Partnership's  review
will consider many factors  including  extended use requirements on the property
(such as those due to mortgage restrictions or state compliance agreements), the
condition of the property,  and the tax  consequences  to the investors from the
sale of the property.

Upon identifying  those  properties with the highest  potential for a successful
sale,  refinancing  or  syndication,  the  Partnership  expects to proceed  with
efforts  to  liquidate  those  properties.  The  Partnership's  objective  is to
maximize the investors' return wherever possible and,  ultimately,  to wind down
those  funds  that no longer  provide  tax  benefits  to  investors.  To date no
properties in the Partnership have been selected.

Method of Accounting For Investments in Limited Partnerships
------------------------------------------------------------

The Partnership  accounts for its investments in limited  partnerships using the
equity method of  accounting,  whereby the  Partnership  adjusts its  investment
balance for its share of the Local Limited  Partnerships'  results of operations
and for any  contributions  made and  distributions  received.  The  Partnership
reviews the  carrying  amount of an  individual  investment  in a Local  Limited
Partnership for possible  impairment whenever events or changes in circumstances
indicate that the carrying  amount of such  investment  may not be  recoverable.
Recoverability  of such  investment  is measured by a comparison of the carrying
amount to future  undiscounted  net cash flows  expected to be generated.  If an
investment  is  considered  to be impaired  (see Note 2), the  impairment  to be
recognized  is  measured  by the  amount  by which  the  carrying  amount of the
investment  exceeds fair value.  The  accounting  policies of the Local  Limited
Partnership  are  generally  consistent  with  those of the  Partnership.  Costs
incurred by the Partnership in acquiring the investments are capitalized as part
of the investment account and are being amortized over 30 years (see Notes 3 and
4).

Equity in losses from Local Limited  Partnerships  for the years ended March 31,
2003, 2002 and 2001 have been recorded by the  Partnership  based on nine months
of reported  results  provided by the Local  Limited  Partnerships  and on three
months of results  estimated  by  management  of the  Partnership.  Management's
estimate for the three-month  period is based on either actual unaudited results
reported  by  the  Local  Limited  Partnerships  or  historical  trends  in  the
operations  of the Local  Limited  Partnerships.  Equity  in  losses of  limited
partnerships  allocated to the Partnership  will not be recognized to the extent
that  the  investment  balance  would be  adjusted  below  zero.  As soon as the
investment  balance  reaches zero, the related costs of acquiring the investment
are accelerated to the extent of losses available (see Note 3).

Offering Expenses

Offering  expenses consist of underwriting  commissions,  legal fees,  printing,
filing and  recordation  fees,  and other costs  incurred  with selling  limited
partnership  interests in the  Partnership.  The General Partner is obligated to
pay all  offering  and  organization  costs in  excess of 15%  (including  sales
commissions) of the total offering proceeds.  Offering expenses are reflected as
a reduction of partners'  capital and amounted to  $1,971,172  at the end of all
periods presented.


                                       27
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued
--------------------------------------------------------------

Use of Estimates
----------------

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements,  and the  reported  amounts of revenues and expenses
during the reporting  period.  Actual results could materially differ from those
estimates.

Cash and Cash Equivalents
-------------------------

The Partnership  considers  highly liquid  investments  with maturities of three
months or less when purchased to be cash  equivalents.  The  Partnership  had no
cash equivalents at the end of all periods presented.

Net Loss Per Limited Partner Unit
---------------------------------

Net loss per  limited  partner  unit is  calculated  pursuant  to  Statement  of
Financial  Accounting  Standards No. 128,  Earnings Per Share. Net loss per unit
includes no dilution  and is computed  by  dividing  loss  available  to limited
partners by the weighted average number of units outstanding  during the period.
Calculation of diluted net income per unit is not required.

Reporting Comprehensive Income
------------------------------

The  Statement of Financial  Accounting  Standards  ("SFAS") No. 130,  Reporting
Comprehensive  Income  established  standards  for the  reporting and display of
comprehensive  income (loss) and its components in a full set of general-purpose
financial statements. The Partnership had no items of other comprehensive income
during the years ended  March 31,  2003,  2002 and 2001,  as defined by SFAS No.
130.

New Accounting Pronouncements
-----------------------------

In June 2001, the Financial Accounting Standards Board ("FASB") issued Statement
of  Financial  Accounting  Standards  ("SFAS")  No. 143,  "Accounting  for Asset
Retirement  Obligations",  which requires that the fair value of a liability for
an asset  retirement  obligation  be  recognized  in the  period  in which it is
incurred with the associated asset retirement costs being  capitalized as a part
of the  carrying  amount of the  long-lived  asset.  SFAS No. 143 also  includes
disclosure   requirements   that  provide  a  description  of  asset  retirement
obligations   and   reconciliation   of  changes  in  the  components  of  those
obligations.  The statement is effective for fiscal years  beginning  after June
15, 2002. The Partnershp  does not expect the adoption of SFAS No. 143 to have a
material effect on the Partnerhip's financial position or results of operations.

In August  2001,  the FASB  issued  SFAS No.  144,  "Impairment  or  Disposal of
Long-Lived  Assets," which addresses  accounting and financial reporting for the
impairment or disposal of long-lived assets. This standard was effective for the
Partnership's financial statements beginning January 1, 2002. The implementation
of SFAS No. 144 did not have a material  impact on the  Partnership's  financial
position or results of operations.


                                       28
<PAGE>



                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued
--------------------------------------------------------------

In April 2002, the FASB issued SFAS No. 145,  "Rescission of FASB Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections."
SFAS No. 145 rescinded three previously  issued  statements and amended SFAS No.
13, "Accounting for Leases." The statement provides reporting standards for debt
extinguishments   and   provides   accounting   standards   for  certain   lease
modifications that have economic effects similar to sale-leaseback transactions.
The statement is effective for certain lease  transactions  occurring  after May
15,  2002 and all other  provisions  of the  statement  shall be  effective  for
financial statements issued on or after May 15, 2002. The implementation of SFAS
No. 145 did not have a material impact on the Partnership's  financial  position
or results of operations.

In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or  Disposal  Activities,"  which  updates  accounting  and  reporting
standards for personnel and operational restructurings.  The Partnership adopted
SFAS No. 146 for exit,  disposal  or other  restructuring  activities  initiated
after  December 31,  2002.  The adoption of SFAS No. 146 did not have a material
effect on the Partnership's financial position or results of operations.

In November 2002, the FASB issued Interpretation No. 45 ("FIN 45"), "Guarantor's
Accounting  and  Disclosure  Requirements  for  Guarantees,  Including  Indirect
Guarantees  of  Indebtedness  of Others."  The adoption of FIN 45 did not have a
material impact on the Partnership's finacial position or results of operations.

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation  - Transition  and Disclosure - an Amendment to SFAS No. 123." SFAS
No. 148 provides alternative methods of transition for a voluntary change to the
fair value based method on accounting for stock-based employee compensation. The
implementation  of SFAS No. 148 is not expected to have a material effect on the
Partnership's financial position or results of operations.

In  January   2003,   the  FASB  issued   Interpretation   No.  46  ("FIN  46"),
"Consolidation  of Variable  Interest  Entities." The adoption of FIN 46 did not
have a material  impact on the  Partnership's  financial  position or results of
operations.


                                       29
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001



NOTE 2 - UNCERTAINTY AND  COMMITMENTS  WITH RESPECT TO INVESTMENTS IN BROKEN BOW
--------------------------------------------------------------------------------
         AND SIDNEY
         ----------

The  Partnership  has two  investments  accounted  for under the equity  method,
consisting of 99% limited partnership interests in each of Broken Bow Apartments
I,  Limited  Partnership   ("Broken  Bow")  and  Sidney  Apartments  I,  Limited
Partnership ("Sidney").

Due to  operational  difficulties  and negative cash flows in 2000,  foreclosure
procedures were commenced by the lender of these two Local Limited Partnerships.
As a result, the Partnership,  Broken Bow, Sidney, and a WNC subsidiary executed
a work-out  agreement  with the lender (the  "Agreement"),  which was  effective
December  14, 2001.  Broken Bow was required to pay to the lender  $165,000 as a
partial  settlement of the  indebtedness  due and owing by Broken Bow due to the
fact that their loan was a  construction  loan.  The  Partnership  advanced  the
aforementioned  monies to Broken Bow and fully  reserved  the amount as of March
31, 2002. The balance of the  indebtedness due and owing to the lender by Broken
Bow was satisfied by the execution of two  promissory  notes.  The first note of
$85,000,  bears  interest at 7% per annum,  and requires  principal and interest
payments  totaling  $600 per month  through April 2014, at which date the unpaid
principal balance is due. The second note of $500,000,  bears interest at 1% per
annum, and has payments due monthly out of available cash flow, as defined, with
the unpaid principal balance due April 2014. The balance of the indebtedness due
and  owing to the  lender  by  Sidney  was  satisfied  by the  execution  of two
promissory  notes.  The first note  totals  $130,000,  bears  interest at 7% per
annum,  and requires  principal  and interest  payments  totaling $900 per month
through April 2012,  at which date the unpaid  principal is due. The second note
totals  $300,000,  bears interest at 1% per annum,  and has payments due monthly
out of available cash flow, as defined,  with the unpaid  principal  balance due
April 2014. The  Partnership  and a WNC subsidiary have executed a guarantee for
the payment of both notes of Broken Bow and Sidney.  In addition,  several other
commitments were made. Broken Bow and Sidney executed a grant deed to the lender
in the event that either entity  defaults  under the terms and provisions of the
notes.  The deeds are held in escrow,  and if Broken Bow or Sidney  defaults  on
either  note,  the lender may, at its option,  record the  respective  deed.  In
addition,  the Partnership has assigned the lender as additional  collateral all
of its  residual  value  interests,  as  defined,  in all of the  Local  Limited
Partnerships.  The Partnership and the Local Limited Partnerships are prohibited
from  selling,  assigning,  transferring  or  further  encumbering  the  Housing
Complexes retained by each Local Limited Partnership.

As a result of the operating  difficulties mentioned above, there is uncertainty
as to additional  costs,  if any, that the  Partnership  may incur in connection
with its  investment in Broken Bow and Sidney and as to whether the  Partnership
will ultimately retain its interest in these Local Limited Partnerships.  In the
event the Partnership  does not  successfully  retain its interest in Broken Bow
and Sidney,  the Partnership  would be exposed to the cessation and recapture of
the related tax credits.  The Partnership's  financial statements do not include
any adjustments that might result from the outcome of these uncertainties.


                                       30
<PAGE>



                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001



NOTE 3 - INVESTMENTS IN LIMITED PARTNERSHIPS
--------------------------------------------

As of the periods  presented,  the Partnership had acquired limited  partnership
interests  in  twenty-two  Local  Limited  Partnerships,  each of which owns one
Housing  Complex  consisting  of  an  aggregate  of  892  apartment  units.  The
respective Local General Partners of the Local Limited  Partnerships  manage the
day-to-day  operations of the entities.  Significant  Local Limited  Partnership
business decisions, as defined,  require the approval from the Partnership.  The
Partnership,  as a limited  partner,  is entitled to 96% to 99%, as specified in
the Local Limited Partnership  agreements,  of the operating profits and losses,
taxable income and losses and tax credits of the Limited Partnerships.

The  Partnership's  investments  in Local Limited  Partnerships  as shown in the
balance  sheets  at March  31,  2003 and 2002  are  approximately  $720,000  and
$502,000,  respectively,  greater than the Partnership's equity at the preceding
December  31 as shown in the  Local  Limited  Partnerships'  combined  financial
statements  presented  below.  This  difference  is primarily  due to unrecorded
losses,  as discussed below,  acquisition,  selection and other costs related to
the  acquisition  of  the  investments   which  have  been  capitalized  in  the
Partnership's  investment  account and to capital  contributions  payable to the
limited  partnerships  which were netted  against  partner  capital in the Local
Limited Partnership's financial statements. The Partnership's investment is also
lower than the Partnership's equity as shown in the Local Limited  Partnership's
combined financial  statements due to the losses recorded by the Partnership for
the three month period ended March 31, and the  impairment  of two Local Limited
Partnerships (see Note 2).

Equity in losses of Local  Limited  Partnerships  is recognized in the financial
statements  until the related  investment  account is reduced to a zero balance.
Losses  incurred  after  the  investment  account  is  reduced  to zero  are not
recognized. If the Local Limited Partnerships report net income in future years,
the  Partnership  will resume applying the equity method only after its share of
such net  income  equals  the share of net  losses  not  recognized  during  the
period(s) the equity method was suspended.

Distributions  from the Local Limited  Partners are accounted for as a reduction
of the  investment  balance.  Distributions  received  after the  investment has
reached zero are recognized as income.

At March 31, 2003 and 2002,  the  investment  accounts in certain  Local Limited
Partnerships  have  reached  a  zero  balance.  Consequently  a  portion  of the
Partnership's estimate of its share of losses for the year ended March 31, 2003,
2002 and 2001 amounting to approximately $172,000,  $81,000 and $36,000 have not
been  recognized.  As of March 31, 2003,  the aggregate  share of net losses not
recognized by the Partnership amounted to $296,000.

Following is a summary of the equity method activity of the investments in Local
Limited Partnerships for the periods presented:
<TABLE>
<CAPTION>

                                                                         For the Years Ended
                                                                               March 31
                                                              -------------------------------------------
                                                                 2003           2002            2001
                                                              -----------    -----------    -------------
<S>                                                         <C>            <C>            <C>
Investments per balance sheet, beginning of year            $  6,677,963   $  7,432,933   $    8,311,454
Distributions received from limited partnerships                 (12,825)          (250)          (5,949)
Equity in losses of limited partnerships                        (529,118)      (716,788)        (831,638)
Amortization of paid acquisition fees and costs                  (37,688)       (37,932)         (40,934)
                                                              -----------    -----------    -------------
Investments per balance sheet, end of period                $  6,098,332   $  6,677,963   $    7,432,933
                                                              ===========    ===========    =============
</TABLE>


                                       31
<PAGE>



                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 3 - INVESTMENTS IN LIMITED PARTNERSHIPS, continued
-------------------------------------------------------

The financial  information from the individual financial statements of the Local
Limited  Partnerships  includes rental and interest subsidies.  Rental subsidies
are included in total  revenues  and interest  subsidies  are  generally  netted
against interest expense.  Approximate combined condensed financial  information
from the individual financial statements of the Local Limited Partnerships as of
December 31 and for the years then ended is as follows:

                        COMBINED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                                         2002                2001
                                                                               ---------------     ---------------
<S>                                                                          <C>                 <C>
ASSETS

Land                                                                         $      1,712,000    $      1,634,000
Buildings and improvements, net of accumulated depreciation as of
   December 31, 2002 and 2001 of $9,656,000 and $8,489,000, respectively           30,546,000          31,695,000
Due from affiliates                                                                     4,000              54,000
Other assets                                                                        2,730,000           2,532,000
                                                                               ---------------     ---------------

                                                                             $     34,992,000    $     35,915,000
                                                                               ===============     ===============


LIABILITIES

Mortgage and construction loans payable                                      $     26,582,000    $     26,069,000
Due to related parties                                                                962,000           1,993,000
Other liabilities                                                                   1,223,000             749,000
                                                                               ---------------     ---------------

                                                                                   28,767,000          28,811,000
                                                                               ---------------     ---------------

PARTNERS' CAPITAL

WNC Housing Tax Credit Fund IV, L.P., Series 2                                      5,378,000           6,176,000
Other partners                                                                        847,000             928,000
                                                                               ---------------     ---------------

                                                                                    6,225,000           7,104,000
                                                                               ---------------     ---------------

                                                                             $     34,992,000    $     35,915,000
                                                                               ===============     ===============
</TABLE>


                                       32
<PAGE>




                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 3 - INVESTMENTS IN LIMITED PARTNERSHIPS, continued
-------------------------------------------------------

                   COMBINED CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

                                                                 2002                2001               2000
                                                            ---------------     ---------------    ---------------
<S>                                                       <C>                 <C>                <C>
Revenues                                                  $      4,322,000    $      4,121,000   $      3,930,000
                                                            ---------------     ---------------    ---------------
Expenses:
  Operating expenses                                             2,634,000           2,559,000          2,368,000
  Interest expense                                               1,151,000           1,100,000          1,191,000
  Depreciation and amortization                                  1,337,000           1,347,000          1,367,000
                                                            ---------------     ---------------    ---------------
   Total expenses                                                5,122,000           5,006,000          4,926,000
                                                            ---------------     ---------------    ---------------
Net loss                                                  $       (800,000)   $       (885,000) $        (996,000)
                                                            ===============     ===============    ===============
Net loss allocable to the Partnership                     $       (789,000)   $       (874,000) $        (985,000)
                                                            ===============     ===============    ===============
Net loss recorded by the Partnership                      $       (529,000)   $       (717,000) $        (832,000)
                                                            ===============     ===============    ===============
</TABLE>

Certain Local Limited  Partnerships have incurred  significant  operating losses
and/or have  working  capital  deficiencies.  In the event  these Local  Limited
Partnerships continue to incur significant operating losses,  additional capital
contributions  by the  Partnership  and/or  the  Local  General  Partner  may be
required  to sustain  the  operations  of such Local  Limited  Partnerships.  If
additional  capital  contributions  are not made  when  they are  required,  the
Partnership's  investment in certain of such Local Limited Partnerships could be
impaired,  and the loss and  recapture  of the related  tax credits  could occur
(furthermore see Note 7).

NOTE 4 - RELATED PARTY TRANSACTIONS
-----------------------------------

Under the terms of the  Partnership  Agreement,  the Partnership is obligated to
the General Partner or its affiliates for the following items:

          Acquisition  fees of up to 8% of the gross  proceeds  from the sale of
          Units as  compensation  for services  rendered in connection  with the
          acquisition of Local Limited  Partnerships.  At the end of all periods
          presented,  the Partnership  incurred  acquisition fees of $1,058,950.
          Accumulated  amortization of these  capitalized costs was $376,539 and
          $302,638  as  of  March  31,  2003  and  2002,  respectively.  Of  the
          accumulated  amortization  recorded on the balance  sheet at March 31,
          2003,  $40,969, $0 and $67,480 of the related expense was reflected as
          equity in losses of limited  partnerships during the years ended March
          31, 2003,  2002 and 2001,  respectively,  to reduce the respective net
          acquisition fee component of investments in local limited partnerships
          to zero for those Local Limited  Partnerships which would otherwise be
          below a zero balance.

          Reimbursement  of costs incurred by the General  Partner in connection
          with  the   acquisition   of   Local   Limited   Partnerships.   These
          reimbursements  have not  exceeded  1.2% of the  gross  proceeds.  The
          Partnership incurred acquisition costs of $169,193,  at the end of all
          periods presented,  which have been included in investments in limited
          partnerships. Accumulated amortization was $121,484 and $110,059 as of
          March 31, 2003 and 2002, respectively. Of the accumulated amortization
          recorded on the balance sheet at March 31, 2003,  $6,669,  $59,051 and
          $15,258 of the related  expense was  reflected  as equity in losses of
          limited  partnerships  during the years ended March 31, 2003, 2002 and
          2001,  respectively,  to reduce the  respective net  acquisition  cost
          component of  investments  in local limited  partnerships  to zero for
          those Local Limited Partnerships which would otherwise be below a zero
          balance.

                                       33
<PAGE>



                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001


NOTE 4 - RELATED PARTY TRANSACTIONS, continued
----------------------------------------------

          An annual  asset  management  fee equal to the  greater  amount of (i)
          $2,000 for each apartment  complex,  or (ii) 0.275% of gross proceeds.
          In either case, the fee will be decreased or increased  annually based
          on changes to the Consumer Price Index.  However, in no event will the
          maximum amount exceed 0.2% of the invested assets of the Local Limited
          Partnerships,  including  the  Partnership's  allocable  share  of the
          mortgages, for the life of the Partnership. Management fees of $44,000
          were incurred  during each of the years ended March 31, 2003, 2002 and
          2001, of which $1,875,  $0 and $3,750 were paid during the years ended
          March 31, 2003, 2002 and 2001, respectively.

          A subordinated  disposition  fee in an amount equal to 1% of the sales
          price of real estate sold.  Payment of this fee is subordinated to the
          limited partners  receiving a preferred return of 16% through December
          31, 2003 and 6% thereafter (as defined in the  Partnership  Agreement)
          and is payable only if the General  Partner or its  affiliates  render
          services in the sales effort.

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

                                                           March 31
                                                 -------------------------------

                                                     2003              2002
                                                ------------    ---------------

Reimbursement for expenses paid by the General
  Partner or an affiliate                       $     166,890   $        166,414

Asset management fee payable                          192,284            150,159
                                                 ------------    ---------------
                                                $     359,174   $        316,573
                                                 ============    ===============

The General  Partner does not  anticipate  that these  accrued fees will be paid
until such time as  capital  reserves  are in excess of the  future  foreseeable
working capital requirements of the Partnership.


                                       34
<PAGE>



                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001



NOTE 5 - QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
----------------------------------------------------
<TABLE>
<CAPTION>

The following is a summary of the quarterly operations for the years ended March 31, 2003 and 2002:

                                                June 30          September 30        December 31          March 31
                                            ----------------    ---------------     ---------------    ---------------

                  2003
                  ----

<S>                                       <C>                 <C>                 <C>                <C>
Income                                    $               -   $              -    $              -   $          4,000

Operating expenses                                  (28,000)           (34,000)            (24,000)           (26,000)

Equity in losses of limited partnerships           (138,000)          (134,000)           (133,000)          (124,000)

Net loss                                           (166,000)          (168,000)           (157,000)          (146,000)

Loss available to limited partners                 (165,000)          (166,000)           (155,000)          (145,000)

Loss per limited partner unit                           (11)               (11)                (10)                (8)

                  2002
                  ----

Income                                    $             800   $            700    $            500   $          6,000

Operating expenses                                  (26,000)           (28,000)           (190,000)           (16,000)

Equity in losses of limited partnerships           (168,000)          (200,000)           (138,000)          (211,000)

Net loss                                           (194,000)          (227,000)           (328,000)          (219,000)

Loss available to limited partners                 (192,000)          (225,000)           (325,000)          (217,000)

Loss per limited partner unit                           (12)               (14)                (21)               (14)
</TABLE>

NOTE 6 - INCOME TAXES
---------------------

No provision  for income taxes has been recorded in the  accompanying  financial
statements as any  liability for income taxes is the  obligation of the partners
of the Partnership.


                                       35
<PAGE>


                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                For The Years Ended March 31, 2003, 2002 and 2001



NOTE 7 - COMMITMENTS AND CONTINGENCIES
--------------------------------------

During 2000,  WNC removed a developer  who, at the time,  was the local  general
partner in six Local Limited  Partnerships.  The  Partnership  has a 99% limited
partnership  interest  in two of those six  Local  Limited  Partnerships.  Those
investments  are  Broken  Bow  Apartments  I,  Limited  Partnership,  and Sidney
Apartments  I,  Limited   Partnership.   The  six  Local  Limited   Partnerships
(hereinafter  referred to as  "Defendants")  were  defendants in a lawsuit.  The
lawsuit was filed by eight other  partnerships in which the former Local General
Partner of the Local Limited Partnerships is or was involved (the "Plaintiffs").
The  Plaintiffs  allege that the Local General  Partner  accepted funds from the
Plaintiffs and improperly  loaned these funds to the  Defendants.  In July 2001,
this lawsuit was settled for an aggregate amount of $35,000.  The  Partnership's
allocated  share of $11,700 had been  accrued in full at March 31, 2001 and paid
in full at March 31, 2002.

The  Partnership   currently  has  insufficient  working  capital  to  fund  its
operations. WNC and Associates, Inc., the general partner of the General Partner
of the Partnership, has agreed to provide advances sufficient enough to fund the
operations and working capital  requirements of the Partnership through June 30,
2004.


                                       36
<PAGE>



Item  9.  Changes  in and  Disagreements  With  Accountants  on  Accounting  and
Financial Disclosure

NOT APPLICABLE

PART III.

Item 10. Directors and Executive Officers of the Registrant

(a)   Identification of Directors, (b) Identification of Executive Officers, (c)
      --------------------------------------------------------------------------
      Identification of Certain Significant Employees, (d) Family Relationships,
      --------------------------------------------------------------------------
      and (e) Business Experience
      ---------------------------

The  Partnership has no directors,  executive  officers or employees of its own.
The following biographical information is presented for the directors, executive
officers  and   significant   employees  of  Associates,   which  has  principal
responsibility for the Partnership's affairs.

Associates is a California corporation which was organized in 1971. Its officers
and significant employees are:
<TABLE>
<CAPTION>
<S>                                   <C>
Wilfred N. Cooper, Sr.                Chairman of the Board
Wilfred N. Cooper, Jr.                President and Chief Executive Officer
David N. Shafer, Esq.                 Executive Vice President and Director of Asset Management
Sylvester P. Garban                   Senior Vice President - Institutional Investments
David C. Turek                        Senior Vice President - Originations
Thomas J. Riha, CPA                   Vice President - Chief Financial Officer
Michael J. Gaber                      Vice President - Acquisitions
Diemmy T. Tran                        Vice President - Portfolio Management
J. Brad Hurlbut                       Director of Syndications
</TABLE>

In addition to Wilfred N. Cooper,  Sr., the directors of Associates  are Wilfred
N. Cooper, Jr., David N. Shafer, and Kay L. Cooper. The principal shareholder of
Associates is a trust established by Wilfred N. Cooper, Sr.

Wilfred N.  Cooper,  Sr.,  age 72, is the founder  and  Chairman of the Board of
Directors of Associates,  a Director of WNC Capital  Corporation,  and a general
partner in some of the  partnerships  previously  sponsored  by  Associates  Mr.
Cooper has been actively involved in the affordable housing industry since 1968.
Previously,  during 1970 and 1971,  he was  founder and a principal  of Creative
Equity  Development  Corporation,  a predecessor of Associates,  and of Creative
Equity Corporation, a real estate investment firm. For 12 years before that, Mr.
Cooper was employed by Rockwell International  Corporation,  last serving as its
manager  of  housing  and urban  developments  where he had  responsibility  for
factory-built  housing  evaluation and project  management in urban planning and
development.  He has testified before committees of the U.S. Senate and the U.S.
House  of  Representatives.  Mr.  Cooper  is a Life  Director  of  the  National
Association of Home Builders and a National  Trustee for NAHB's Political Action
Committee,  and the Chairman of NAHB's Multifamily  Council. He is a Director of
the National Housing Conference and a member of NHC's Executive Committee, and a
founder and Director of the California Housing Consortium.  He is the husband of
Kay Cooper and the father of Wilfred N. Cooper,  Jr. Mr. Cooper  graduated  from
Pomona College in 1956 with a Bachelor of Arts degree.

Wilfred N. Cooper, Jr., age 40, is President, Chief Executive Officer, Secretary
and a Director and a member of the  Acquisition  Committee of Associates.  He is
President of, and a registered principal with, WNC Capital Corporation, and is a
Director of WNC Management,  Inc. He has been involved in real estate investment
and acquisition activities since 1988 when he joined Associates.  Previously, he
served as a Government Affairs Assistant with Honda North America in Washington,
D.C.  Mr.  Cooper is a member of the  Editorial  Advisory  Boards of  Affordable
                                                                      ----------
Housing Finance and LIHC Monthly Report, a Steering Member of the Housing Credit
---------------     -------------------
Group of the National  Association  of Home Builders,  an Alternate  Director of
NAHB,  a member of the  Advisory  Board of the New York  State  Association  for
Affordable  Housing and a member of the Urban Land  Institute.  He is the son of
Wilfred  Cooper,  Sr. and Kay Cooper.  Mr.  Cooper  graduated  from The American
University in 1985 with a Bachelor of Arts degree.


                                       37
<PAGE>

David N. Shafer,  age 50, is Executive Vice President,  a Director,  Director of
Asset Management and a member of the Acquisition Committee of Associates,  and a
Director and Secretary of WNC Management, Inc. Mr. Shafer has been active in the
real estate  industry  since 1984.  Before  joining  Associates  in 1990, he was
engaged as an attorney in the private  practice of law with a specialty  in real
estate and taxation.  Mr.  Shafer is a Director and President of the  California
Council of Affordable Housing, and a member of the State Bar of California.  Mr.
Shafer graduated from the University of California at Santa Barbara in 1978 with
a Bachelor of Arts  degree,  from the New  England  School of Law in 1983 with a
Juris Doctor degree cum laude and from the  University of San Diego in 1986 with
a Master of Law degree in Taxation.

Sylvester  P.  Garban,   age  57,  is  Senior  Vice  President  -  Institutional
Investments of Associates Mr. Garban has been involved in real estate investment
activities since 1978. Before joining Associates in 1989, he served as Executive
Vice President with MRW, Inc., a real estate  development  and management  firm.
Mr. Garban is a member of the National Association of Affordable Housing Lenders
and the  Financial  Planning  Association.  He  graduated  from  Michigan  State
University in 1967 with a Bachelor of Science degree in Business Administration.

David C. Turek,  age 48, is Senior Vice President -  Originations  of Associates
His  experience  with real estate  investments  and finance has continued  since
1976, and he has been employed by Associates since 1996.  Previously,  from 1995
to 1996,  Mr.  Turek served as a  consultant  for a national tax credit  sponsor
where he was  responsible  for on-site  feasibility  studies  and due  diligence
analyses of tax credit properties. From 1992 to 1995 he served as Executive Vice
President for Levcor, Inc., a multi-family development company, and from 1990 to
1992 he served as Vice President for the Paragon Group where he was  responsible
for tax credit development activities.  He is a Director of the National Housing
and Rehabilitation  Association,  the Rural Rental Housing Association of Texas,
and the Alabama Council of Affordable  Rental Housing.  Mr. Turek graduated from
Southern Methodist University in 1976 with a Bachelor of Business Administration
degree.

Thomas J. Riha, age 47, is Vice President - Chief Financial Officer and a member
of the  Acquisition  Committee of  Associates  and  President,  Treasurer  and a
Director of WNC Management, Inc. He has been involved in real estate acquisition
and investment  activities  since 1979.  Before joining  Associates in 1994, Mr.
Riha was  employed  by Trust  Realty  Advisor,  a real  estate  acquisition  and
management  company,  last  serving  as Vice  President  -  Operations.  He is a
Director  of the Task  Force on Housing  Credit  Certification  of the  National
Association  of Home Builders.  Mr. Riha  graduated  from the  California  State
University,  Fullerton  in 1977  with a  Bachelor  of Arts  degree  cum laude in
Business  Administration  with a concentration  in Accounting and is a Certified
Public  Accountant  and a member of the American  Institute of Certified  Public
Accountants.

Michael J. Gaber,  age 37, is Vice President - Acquisitions  and a member of the
Acquisition  Committee of Associates  Mr. Gaber has been involved in real estate
acquisition,  valuation  and  investment  activities  since  1989  and has  been
associated  with  Associates  since 1997.  Prior to joining  Associates,  he was
involved in the valuation and  classification of major assets,  restructuring of
debt and analysis of real estate taxes with H.F.  Ahmanson & Company,  parent of
Home  Savings  of  America.  Mr.  Gaber  graduated  from  the  California  State
University,  Fullerton  in 1991 with a Bachelor  of Science  degree in  Business
Administration - Finance.

Diemmy T. Tran, age 37, is Vice  President - Portfolio  Management of Associates
She is responsible for overseeing  portfolio  management and investor  reporting
for  all  WNC  funds,  and  for  monitoring   investment  returns  for  all  WNC
institutional  funds. Ms. Tran has been involved in real estate asset management
and finance  activities for 12 years.  Prior to joining  Associates in 1998, Ms.
Tran served as senior asset manager for a national Tax Credit  sponsor and as an
asset specialist for the Resolution Trust  Corporation where she was responsible
for the disposition  and management of commercial  loan and REO portfolios.  Ms.
Tran is  licensed  as a  California  real  estate  broker.  She  graduated  from
California  State  University,  Northridge  in 1989 with a  Bachelor  of Science
degree in finance and a minor in real estate.

J. Brad  Hurlbut,  age 43, is  Director  of  Syndications  of  Associates  He is
responsible  for the financial  structuring of WNC's  institutional  funds.  Mr.
Hurlbut has 20 years of experience in real estate  investment  and  development.
Prior to  joining  WNC in 2000,  he served  as  corporate  controller  for Great
Western Hotels  Corporation.  Mr. Hurlbut has been an enrolled agent licensed to
practice before the IRS since 1984. He graduated from the University of Redlands
in 1981 with a  Bachelor  of  Science  degree in  business  management  and from
California State  University,  Fullerton in 1985 with a Master of Science degree
in taxation.


                                     38
<PAGE>

Kay L. Cooper,  age 66, is a Director of  Associates.  Mrs.  Cooper was the sole
proprietor of Agate 108, a manufacturer and retailer of home accessory products,
from 1975 until its sale in 1998. She is the wife of Wilfred Cooper, Sr. and the
mother of Wilfred  Cooper,  Jr. Mrs.  Cooper  graduated  from the  University of
Southern California in 1958 with a Bachelor of Science degree.

(f)   Involvement in Certain Legal Proceedings
      ----------------------------------------

      Inapplicable.

(g)   Promoters and Control Persons
      -----------------------------

      Inapplicable.

(h)   Audit Committee Financial Expert
      --------------------------------

      Neither the Partnership nor Associates has an audit committee.

Item 11.  Executive Compensation

The Partnership has no officers,  employees,  or directors.  However,  under the
terms of the  Partnership  Agreement the Partnership is obligated to the General
Partner or Associates for the following fees:

(a)  Annual Asset  Management Fee. An annual asset management fee of the greater
     of (i)  $2,000 per  multi-family  housing  complex or (ii)  0.275% of Gross
     Proceeds. The base fee amount will be adjusted annually based on changes in
     the  Consumer  Price  Index,  however  in no event  will the  annual  asset
     management fee exceed 0.2% of Invested Assets.  "Invested Assets" means the
     sum of the Partnership's  investment in Local Limited  Partnerships and the
     Partnership's  allocable share of the amount of indebtedness related to the
     Housing  Complexes.  Fees of $44,000 were incurred during each of the years
     ended  March 31,  2003,  2002 and 2001.  The  Partnership  paid the General
     Partner or its  affiliates  $1,875,  $0 and $4,000 of those fees during the
     years ended March 31, 2003, 2002 and 2001, respectively.

(b)  Subordinated  Disposition Fee. A subordinated  disposition fee in an amount
     equal to 1% of the  sale  price  received  in  connection  with the sale or
     disposition of a Housing  Complex.  Subordinated  disposition  fees will be
     subordinated  to  the  prior  return  of  the  Limited   Partners'  capital
     contributions  and  payment  of the  Return on  Investment  to the  Limited
     Partners.  "Return  on  Investment"  means an  annual,  cumulative  but not
     compounded,  "return" to the Limited Partners (including Low Income Housing
     Credits) as a class on their adjusted capital contributions  commencing for
     each Limited  Partner on the last day of the calendar  quarter during which
     the Limited Partner's capital  contribution is received by the Partnership,
     calculated at the following  rates:  (i) 16% through December 31, 2003, and
     (ii) 6% for the balance of the Partnership's term. No disposition fees have
     been paid.

(c)  Operating  Expense.  The Partnership  reimbursed the General Partner or its
     affiliates for operating  expenses of  approximately  $30,000,  $39,000 and
     $58,000 during the years ended March 31, 2003, 2002 and 2001, respectively.

(d)  Interest  in  Partnership.   The  General  Partners   receives  1%  of  the
     Partnership's  allocated Low Income  Housing  Credits,  which  approximated
     $22,000 for the General Partner for each of the years ended March 31, 2003,
     2002 and 2001.  The General  Partner is also entitled to receive 1% of cash
     distributions.  There were no  distributions of cash to the General Partner
     during the years ended March 31, 2003, 2002 and 2001.


                                       39
<PAGE>


Item 12. Security  Ownership of Certain  Beneficial  Owners and  Management and
         Related Stockholder Matters

(a)  Securities Authorized for Issuance Under Equity Compensation Plans
     ------------------------------------------------------------------

     Inapplicable


(b)  Security Ownership of Certain Beneficial Owners
     ----------------------------------------------

     The following is the only limited  partner known to the General  Partner to
     own beneficially in excess of 5% of the outstanding Units.


<TABLE>
<CAPTION>
                                                                             Amount of
                                             Name and Address of               Units
             Title of Class                   Beneficial Owner               Controlled         Percent of Class
          -------------------------------------------------------------------------------------------------------

<S>                                       <C>                                   <C>                    <C>
          Units of Limited Partnership    Sempra Energy Financial               4,000 Units            25.6%
          Interests                       P.O. Box 126943
                                          San Diego, CA 92113-6943
</TABLE>

(c)       Security Ownership of Management
          --------------------------------

          Neither the General Partner,  its affiliates,  nor any of the officers
          or directors of the General  Partner or its affiliates own directly or
          beneficially any Units in the Partnership.

(d)       Changes in Control
          ------------------

          The  management  and control of the General  Partner and of Associates
          may be  changed  at any  time  in  accordance  with  their  respective
          organizational  documents,  without  the  consent or  approval  of the
          Limited Partners. In addition,  the Partnership Agreement provides for
          the admission of one or more additional and successor General Partners
          in certain circumstances.

          First,   with  the  consent  of  any  other  General  Partners  and  a
          majority-in-interest  of the Limited Partners, any General Partner may
          designate  one or more persons to be successor or  additional  General
          Partners. In addition, any General Partner may, without the consent of
          any other General Partner or the Limited  Partners,  (i) substitute in
          its  stead as  General  Partner  any  entity  which  has,  by  merger,
          consolidation or otherwise,  acquired substantially all of its assets,
          stock or other evidence of equity interest and continued its business,
          or (ii) cause to be admitted to the Partnership an additional  General
          Partner or  Partners if it deems such  admission  to be  necessary  or
          desirable so that the Partnership will be classified a partnership for
          Federal income tax purposes.  Finally, a  majority-in-interest  of the
          Limited  Partners  may at any time remove the  General  Partner of the
          Partnership and elect a successor General Partner.

Item 13.  Certain Relationships and Related Transactions

The General Partner manages all of the Partnership's  affairs.  The transactions
with  the  General  Partner  are  primarily  in the  form  of  fees  paid by the
Partnership for services  rendered to the Partnership and the General  Partner's
interests  in the  Partnership,  as discussed in Item 11 and in the notes to the
Partnership's financial statements.

Item 14.  Controls and Procedures

Associates,  on behalf of the  Partnership,  maintains  disclosure  controls and
procedures that are designed to ensure that information required to be disclosed
in our  periodic  reports  filed with the  Securities  and  Exchange  Commission
("SEC") is recorded, processed,  summarized and reported within the time periods
specified  in the  rules  and  forms of the SEC and  that  such  information  is
accumulated  and  communicated  to our management as appropriate to allow timely
decisions  regarding  required  disclosure.  In  designing  and  evaluating  the
disclosure controls and procedures,  our management recognized that any controls
and  procedures,  no matter how well  designed  and  operated,  can provide only
reasonable  assurance of achieving the desired control objectives and management
necessarily  was required to apply its judgment in evaluating  the  cost-benefit
relationship of possible controls and procedures.


                                       40
<PAGE>



Based on their most recent evaluation, which was completed within 90 days of the
filing of this Annual Report on Form 10-K, our Principal  Executive  Officer and
Principal  Financial Officer believe that our disclosure controls and procedures
(as defined in Rules 13a-14 and 15d-14 of the  Securities  Exchange Act of 1934,
as  amended)  are  effective.  There were no  significant  changes  in  internal
controls or in other  factors that could  significantly  affect  these  internal
controls subsequent to the date of their most recent evaluation.


                                       41
<PAGE>


PART IV.

Item 15.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K

Financial Statements

(a)(1)    Financial statements included in Part II hereof:
          ------------------------------------------------
          Report of Independent Certified Public Accountants
          Balance Sheets, March 31, 2003 and 2002
          Statements of Operations for the years ended March 31, 2003, 2002 and
            2001
          Statements of Partners' Equity (Deficit) for the years ended March 31,
            2003, 2002 and 2001
          Statements of Cash Flows for the years ended March 31, 2003, 2002 and
            2001
          Notes to Financial Statements

(a)(2)    Financial statement schedules included in Part IV hereof:
          ---------------------------------------------------------

          Report  of  Independent  Certified  Public  Accountants  on  Financial
          Statement Schedules
          Schedule III - Real Estate Owned by Local Limited Partnerships

(b)       Reports on Form 8-K
          -------------------

1.        NONE

(c)       Exhibits

3.1       Articles  of  incorporation   and  by-laws:   The  registrant  is  not
          incorporated.  The  Partnership  Agreement is included as Exhibit B to
          the  Prospectus  which  is  included  in   Post-Effective   No  11  to
          Registration  Statement  on Form S-11 dated May 24, 1995  incorporated
          herein by reference as Exhibit 3.

10.1      Amended and  Restated  Agreement  of Limited  Partnership  of Chadwick
          Limited  Partnership  filed as exhibit 10.1 to Form 8-K dated July 22,
          1994 is hereby incorporated herein by reference as exhibit 10.1.

10.2      Second  Amended  and  Restated  Agreement  of Limited  Partnership  of
          Garland Street Limited  Partnership  filed as exhibit 10.2 to Form 8-K
          dated July 22,  1994 is hereby  incorporated  herein by  reference  as
          exhibit 10.2.

10.3      Amended  and  Restated  Agreement  of  Limited  Partnership  of Lamesa
          Seniors  Community,  Ltd. filed as exhibit 10.3 to Form 8-K dated July
          22, 1994 is hereby incorporated herein by reference as exhibit 10.3.

10.4      Amended and  Restated  Agreement of Limited  Partnership  of Palestine
          Seniors  Community,  Ltd. filed as exhibit 10.4 to Form 8-K dated July
          22, 1994 is hereby incorporated herein by reference as exhibit 10.4.

10.5      Second  Amended  and  Restated  Agreement  of Limited  Partnership  of
          Southcove Associates filed as exhibit 10.1 to Form 8-K dated August 8,
          1994 is hereby incorporated herein by reference as exhibit 10.5.

10.6      Third  Amended  and  Restated  Agreement  of  Limited  Partnership  of
          Southcove Associates filed as exhibit 10.2 to Form 8-K dated August 8,
          1994 is hereby incorporated herein by reference as exhibit 10.6.

10.7      Amended and  Restated  Agreement  of Limited  Partnership  of Comanche
          Retirement  Village,  Ltd.  filed as  exhibit  10.1 to Form 8-K  dated
          August 31, 1994 is hereby  incorporated herein by reference as exhibit
          10.7.

10.8      Amended and Restated Agreement of Limited  Partnership of Mountainview
          Apartments Limited Partnership filed as exhibit 10.1 to Form 8-K dated
          September  21,  1994 is hereby  incorporated  herein by  reference  as
          exhibit 10.8.


                                       42
<PAGE>


10.9      Second  Amendment  to  Amended  and  Restated   Agreement  of  Limited
          Partnership of Mountainview  Apartments  Limited  Partnership filed as
          exhibit  10.2  to  Form  8-K  dated   September  21,  1994  is  hereby
          incorporated herein by reference as exhibit 10.9.

10.10     Amended and Restated  Agreement of Limited  Partnership of Pecan Grove
          Limited  Partnership filed as exhibit 10.3 to Form 8-K dated September
          21, 1994 is hereby incorporated herein by reference as exhibit 10.10.

10.11     Second  Amendment  to  Amended  and  Restated   Agreement  of  Limited
          Partnership of Pecan Grove Limited  Partnership  filed as exhibit 10.4
          to Form 8-K dated September 21, 1994 is hereby  incorporated herein by
          reference as exhibit 10.11.

10.12     Second Amendment to and Entire Restatement of the Agreement of Limited
          Partnership of Autumn Trace Associates,  Ltd. filed as exhibit 10.1 to
          Form 8-K  dated  October  31,  1994 is hereby  incorporated  herein by
          reference as exhibit 10.12.

10.13     Amended  and  Restated  Agreement  of  Limited  Partnership  of EW , a
          Wisconsin Limited  Partnership filed as exhibit 10.2 to Form 8-K dated
          October 31, 1994 is hereby incorporated herein by reference as exhibit
          10.13.

10.14     Agreement  of Limited  Partnership  of Klimpel  Manor,  Ltd.  filed as
          exhibit  10.3  to  Form  8-K  dated   September  21,  1994  is  hereby
          incorporated herein by reference as exhibit 10.14.

10.15     Amended and Restated Agreement of Limited  Partnership of Hickory Lane
          Associates  Limited filed as exhibit 10.15 to Form 10-K dated December
          31, 1995 is hereby incorporated herein by reference as exhibit 10.15.

10.16     Amended and Restated  Agreement of Limited  Partnership of Honeysuckle
          Court  Associates,  Ltd.  filed as  exhibit  10.16 to Form 10-K  dated
          December  31,  1995 is  hereby  incorporated  herein by  reference  as
          exhibit 10.16.

10.17     Amended and Restated  Agreement of Limited  Partnership of Walnut Turn
          Associates,  Ltd.  filed as exhibit 10.17 to Form 10-K dated  December
          31, 1995 is hereby incorporated herein by reference as exhibit 10.17.

10.18     Amended  and  Restated  Agreement  of Limited  Partnership  of Pioneer
          Street Associates,  a California limited  partnership filed as exhibit
          10.1 to Form 8-K dated July 5, 1995 is hereby  incorporated  herein by
          reference as exhibit 10.18.

99.1      Certification of the Principal Executive Officer pursuant to 18 U.S.C.
          section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley
          Act of 2002. (filed herewith)

99.2      Certification of the Principal Financial Officer pursuant to 18 U.S.C.
          section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley
          Act of 2002. (filed herewith)

99.3      Financial  Statements  of  Pioneer  Street  Associates,  a  California
          Limited  Partnership  as of and for the years ended  December 31, 2001
          and 2000 together with Independent Auditors' Report thereon;  filed as
          exhibit  99.3 on  Form  10-K  dated  March  31,  2002;  a  significant
          subsidiary of the Partnership.

99.4      Financial  Statements  of  Pioneer  Street  Associates,  a  California
          Limited  Partnership  as of and for the years ended  December 31, 2002
          and  2001  together  with  Independent  Auditors'  Report  thereon;  a
          significant subsidiary of the Partnership. (filed herewith)

(d)       Financial  statement  schedules  follow,  as set  forth in  subsection
          ---------------------------------------
          (a)(2) hereof.



<PAGE>


              Report of Independent Certified Public Accountants on
                          Financial Statement Schedules





To the Partners
WNC Housing Tax Credit Fund IV, L.P., Series 2


The audits  referred to in our report dated June 3, 2003,  relating to the 2003,
2002 and 2001  financial  statements  of WNC Housing  Tax Credit Fund IV,  L.P.,
Series 2 (the  "Partnership"),  which is  contained in Item 8 of this Form 10-K,
included  the  audit of the  accompanying  financial  statement  schedules.  The
financial  statement  schedules  are  the  responsibility  of the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statement schedules based upon our audits.

In our opinion, such financial statement schedules present fairly, in all
material respects, the financial information set forth therein.



                                          /s/   BDO SEIDMAN, LLP


Costa Mesa, California
June 3, 2003

                                       44
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2003
<TABLE>
<CAPTION>

                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2003                            As of December 31, 2002
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>            <C>          <C>           <C>
Apartment Housing
of East Brewton,          East Brewton,
Ltd.                      Alabama              $ 1,192,000      $ 1,192,000    $ 1,141,000    $ 2,342,000  $  (336,000)  $ 2,006,000

Autumn Trace              Silsbee,
Associates, Ltd.          Texas                    412,000          412,000      1,233,000      2,059,000     (693,000)    1,366,000

Broken Bow
Apartments I,
Limited                   Broken Bow,
Partnership               Nebraska                 608,000          608,000        584,000      1,383,000     (210,000)    1,173,000

Candleridge
Apartments
of Waukee                 Waukee,
L.P. II                   Iowa                     125,000          125,000        673,000        904,000     (236,000)      668,000

Chadwick
Limited                   Edan, North
Partnership               Carolina                 378,000          378,000      1,528,000      2,053,000     (390,000)    1,663,000


Comanche
Retirement                Comanche,
Village, Ltd.             Texas                    136,000          136,000        587,000        761,000     (200,000)      561,000

Crossings II
Limited
Housing
Association
Limited
Dividend                  Portage,
Partnership               Michigan                 432,000          432,000      5,715,000      6,952,000   (1,059,000)    5,893,000

EW, a Wisconsin
Limited                   Evansville,
Partnership               Wisconson                164,000          164,000        609,000        907,000     (301,000)      606,000


Garland Street
Limited                   Malvarn,
Partnership               Arkansas                 164,000          164,000        687,000        928,000     (308,000)      620,000

Hereford Seniors          Hereford,
Community, Ltd.           Texas                    167,000          167,000        792,000      1,009,000     (193,000)      816,000
</TABLE>


                                       45
<PAGE>

WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2003
<TABLE>
<CAPTION>
                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2003                            As of December 31, 2002
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>          <C>            <C>          <C>
Hickory Lane              Newton,
Associates, Ltd           Texas                    174,000          174,000        591,000        950,000      225,000       725,000

Honeysuckle
Court Associates,         Vidor,
Ltd.                      Texas                    339,000          339,000      1,156,000      1,833,000      453,000     1,380,000

Klimpel                   Fullerton,
Manor, Ltd                California             1,774,000        1,774,000      2,000,000      3,589,000      849,000     2,740,000


Lamesa Seniors            Lamesa,
Community, Ltd.           Texas                    143,000          143,000        675,000        821,000      241,000       580,000

Laredo Heights            Navasota,
Apartments Ltd.           Texas                    225,000          225,000        977,000      1,383,000      264,000     1,119,000

Mountainview              North
Apartments                Wilkesboro,
Limited                   North
Partnership               Carolina                 195,000          195,000        984,000      1,211,000      250,000       961,000


Palestine Seniors         Palestine,
Community, Ltd.           Texas                    225,000          225,000      1,114,000      1,388,000      299,000     1,089,000

Pecan Grove               Forrest City,
Limited Partnership       Arkansas                 240,000          240,000      1,099,000      1,419,000      483,000       936,000


Pioneer Street            Bakersfield,
Associates                California             2,222,000        2,222,000      1,810,000      4,097,000    1,164,000     2,933,000

Sidney Apartments
I, Limited                Sidney,
Partnership               Nebraska                 530,000          530,000        429,000     1,419,000       251,000     1,168,000

Southcove                 Orange Cove,
Associates                California             2,000,000        2,000,000      1,514,000     3,466,000     1,001,000     2,465,000

Walnut Turn               Buna,
Associates, Ltd.          Texas                    188,000          188,000        684,000     1,040,000       250,000       790,000
                                               ------------     -----------    ------------ ------------   ------------ ------------
                                               $12,033,000      $12,033,000    $26,582,000  $ 41,914,000   $ 9,656,000  $ 32,258,000
                                               ============     ===========    ============ =============  ============ ============
</TABLE>


                                       46
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2003
<TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2002
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>
Apartment Housing of East
Brewton, Ltd.                              $   120,000       $  (77,000)            1998    Completed       40 Years

Autumn Trace Associates, Ltd.                  231,000          (74,000)            1994    Completed     27.5 Years

Broken Bow Apartments I, Limited
Partnership                                     51,000          (48,000)            1996    Completed       40 Years

Candleridge Apartments of Waukee
L.P. II                                        130,000           (8,000)            1995    Completed     27.5 Years

Chadwick Limited Partnership                   205,000          (17,000)            1994    Completed       50 Years

Comanche Retirement Village, Ltd.               78,000          (22,000)            1994    Completed       30 Years

Crossings II Limited Dividend
Housing Association Limited
Partnership                                    772,000          (45,000)            1997    Completed       40 Years

EW, a Wisconsin Limited
Partnership                                     93,000          (18,000)            1994    Completed     27.5 Years

Garland Street Limited Partnership              77,000          (26,000)            1994    Completed     27.5 Years

Hereford Seniors Community, Ltd.                90,000          (21,000)            1995    Completed       40 Years

Hickory Lane Associates, Ltd                   100,000          (12,000)            1995    Completed     27.5 Years

Honeysuckle Court Associates, Ltd.             203,000          (47,000)            1995    Completed     27.5 Years

Klimpel Manor, Ltd                             416,000          (97,000)            1994    Completed       40 Years

Lamesa Seniors Community, Ltd.                 119,000          (27,000)            1994    Completed       40 Years

Laredo Heights Apartments Ltd.                 171,000          (35,000)            1996    Completed       45 Years

Mountainview Apartments Limited
Partnership                                    102,000          (21,000)            1994    Completed       40 Years

Palestine Seniors Community, Ltd.              139,000          (20,000)            1994    Completed       40 Years
</TABLE>


                                       47
<PAGE>


WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2003
<TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2002
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>
Pecan Grove Limited Partnership                135,000          (32,000)            1994    Completed     27.5 Years

Pioneer Street Associates                      488,000            2,000             1995    Completed     27.5 Years

Sidney Apartments I, Limited
Partnership                                     76,000          (21,000)            1996    Completed       40 Years

Southcove Associates                           229,000         (112,000)            1994    Completed     27.5 Years

Walnut Turn Associates, Ltd.                    20,000          (22,000)            1995    Completed     27.5 Years
                                           ------------       -----------
                                           $ 4,045,000        $ (800,000)
                                           ============       ===========
</TABLE>




                                       48
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2002
<TABLE>
<CAPTION>

                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2002                            As of December 31, 2001
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>            <C>          <C>           <C>
Apartment Housing
of East Brewton,          East Brewton,
Ltd.                      Alabama              $ 1,192,000      $ 1,192,000    $ 1,139,000    $ 2,341,000  $   254,000   $ 2,087,000

Autumn Trace              Silsbee,
Associates, Ltd.          Texas                    412,000          412,000      1,243,000      2,058,000      618,000     1,440,000

Broken Bow
Apartments I,
Limited                   Broken Bow,
Partnership               Nebraska                 608,000          608,000        586,000      1,384,000      171,000     1,213,000

Candleridge
Apartments
of Waukee                 Waukee,
L.P. II                   Iowa                     125,000          125,000        676,000        895,000      202,000       693,000

Chadwick
Limited                   Edan, North
Partnership               Carolina                 378,000          378,000      1,540,000      2,021,000      344,000     1,677,000


Comanche
Retirement                Comanche,
Village, Ltd.             Texas                    136,000          136,000        589,000        761,000      174,000       587,000

Crossings II
Limited
Housing
Association
Limited
Dividend                  Portage,
Partnership               Michigan                 432,000          432,000      5,812,000      6,952,000      862,000     6,090,000

EW, a Wisconsin
Limited                   Evansville,
Partnership               Wisconson                164,000          164,000        613,000        900,000      262,000       638,000


Garland Street
Limited                   Malvarn,
Partnership               Arkansas                 164,000          164,000        690,000        927,000      273,000       654,000

Hereford Seniors          Hereford,
Community, Ltd.           Texas                    167,000          167,000        796,000      1,005,000      167,000       838,000
</TABLE>

                                       49
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2002
<TABLE>
<CAPTION>

                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2002                            As of December 31, 2002
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>          <C>            <C>          <C>
Hickory Lane              Newton,
Associates, Ltd           Texas                    174,000          174,000        593,000        950,000      193,000       757,000

Honeysuckle
Court Associates,         Vidor,
Ltd.                      Texas                    339,000          339,000      1,159,000      1,833,000      388,000     1,445,000

Klimpel                   Fullerton,
Manor, Ltd                California             1,774,000        1,774,000      1,297,000      3,588,000      754,000     2,834,000


Lamesa Seniors            Lamesa,
Community, Ltd.           Texas                    143,000          143,000        669,000        820,000      212,000       608,000

Laredo Heights            Navasota,
Apartments Ltd.           Texas                    225,000          225,000        981,000      1,374,000      221,000     1,153,000

Mountainview              North
Apartments                Wilkesboro,
Limited                   North
Partnership               Carolina                 195,000          195,000        989,000      1,212,000      372,000       840,000


Palestine Seniors         Palestine,
Community, Ltd.           Texas                    225,000          225,000      1,119,000      1,385,000      265,000     1,120,000

Pecan Grove               Forrest City,
Limited Partnership       Arkansas                 240,000          240,000      1,104,000      1,417,000      427,000       990,000


Pioneer Street            Bakersfield,
Associates                California             2,222,000        2,222,000      1,836,000      4,087,000    1,023,000     3,064,000

Sidney Apartments
I, Limited                Sidney,
Partnership               Nebraska                 530,000          530,000        431,000     1,420,000       214,000     1,206,000

Southcove                 Orange Cove,
Associates                California             2,000,000        2,000,000      1,521,000     3,448,000       879,000     2,569,000

Walnut Turn               Buna,
Associates, Ltd.          Texas                    188,000          188,000        686,000     1,040,000       214,000       826,000
                                               ------------     -----------    ------------ ------------   ------------ ------------
                                               $12,033,000      $12,033,000    $26,069,000  $ 41,818,000   $ 8,489,000  $ 33,329,000
                                               ============     ===========    ============ =============  ============ ============
</TABLE>


                                       50
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2002
<TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2001
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>
Apartment Housing of East
Brewton, Ltd.                              $   116,000       $  (74,000)            1998    Completed       40 Years

Autumn Trace Associates, Ltd.                  232,000          (33,000)            1994    Completed     27.5 Years

Broken Bow Apartments I, Limited
Partnership                                     49,000          (37,000)            1996    Completed       40 Years

Candleridge Apartments of Waukee
L.P. II                                        125,000           (9,000)            1995    Completed     27.5 Years

Chadwick Limited Partnership                   189,000          (36,000)            1994    Completed       50 Years

Comanche Retirement Village, Ltd.               74,000          (13,000)            1994    Completed       30 Years

Crossings II Limited Dividend
Housing Association Limited
Partnership                                    738,000          (88,000)            1997    Completed       40 Years

EW, a Wisconsin Limited
Partnership                                     76,000          (33,000)            1994    Completed     27.5 Years

Garland Street Limited Partnership              76,000          (31,000)            1994    Completed     27.5 Years

Hereford Seniors Community, Ltd.                89,000          (11,000)            1995    Completed       40 Years

Hickory Lane Associates, Ltd                    90,000          (26,000)            1995    Completed     27.5 Years

Honeysuckle Court Associates, Ltd.             202,000          (42,000)            1995    Completed     27.5 Years

Klimpel Manor, Ltd                             398,000          (52,000)            1994    Completed       40 Years

Lamesa Seniors Community, Ltd.                 110,000          (43,000)            1994    Completed       40 Years

Laredo Heights Apartments Ltd.                 181,000          (20,000)            1996    Completed       45 Years

Mountainview Apartments Limited
Partnership                                     99,000          (10,000)            1994    Completed       40 Years

Palestine Seniors Community, Ltd.              134,000          (16,000)            1994    Completed       40 Years
</TABLE>


                                       51
<PAGE>


WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2002
<TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2001
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>

Pecan Grove Limited Partnership                124,000          (41,000)            1994    Completed     27.5 Years

Pioneer Street Associates                      487,000          (87,000)            1995    Completed     27.5 Years

Sidney Apartments I, Limited
Partnership                                     71,000          (36,000)            1996    Completed       40 Years

Southcove Associates                           216,000         (120,000)            1994    Completed     27.5 Years

Walnut Turn Associates, Ltd.                    91,000          (27,000)            1995    Completed     27.5 Years
                                           ------------       -----------
                                           $ 3,967,000        $ (885,000)
                                           ============       ===========

</TABLE>



                                       52
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
<TABLE>
<CAPTION>

                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2001                     As of December 31, 2000(Restated)
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>            <C>          <C>           <C>
Apartment Housing
of East Brewton,          East Brewton,
Ltd.                      Alabama              $ 1,192,000      $ 1,192,000    $ 1,145,000    $ 2,339,000  $   168,000   $ 2,171,000

Autumn Trace              Silsbee,
Associates, Ltd.          Texas                    412,000          412,000      1,253,000      2,059,000      544,000     1,515,000

Broken Bow
Apartments I,
Limited                   Broken Bow,
Partnership               Nebraska                 608,000          608,000        750,000      1,383,000      130,000     1,253,000

Candleridge
Apartments
of Waukee                 Waukee,
L.P. II                   Iowa                     125,000          125,000        679,000        883,000      171,000       712,000

Chadwick
Limited                   Edan, North
Partnership               Carolina                 378,000          378,000      1,551,000      2,020,000      298,000     1,722,000


Comanche
Retirement                Comanche,
Village, Ltd.             Texas                    136,000          136,000        591,000        784,000      166,000       582,000

Crossings II
Limited
Housing
Association
Limited
Dividend                  Portage,
Partnership               Michigan                 432,000          432,000      5,905,000      6,952,000      666,000     6,286,000

EW, a Wisconsin
Limited                   Evansville,
Partnership               Wisconson                164,000          164,000        613,000        882,000      224,000       658,000


Garland Street
Limited                   Malvarn,
Partnership               Arkansas                 164,000          164,000        693,000        924,000      237,000       687,000

Hereford Seniors          Hereford,
Community, Ltd.           Texas                    167,000          167,000        799,000      1,006,000      142,000       864,000
</TABLE>


                                       53
<PAGE>

WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
<TABLE>
<CAPTION>

                                              ------------------------------------  ------------------------------------------------
                                                    As of March 31, 2001                         As of December 31, 2000(Restated)
------------------------------------------------------------------------------------------------------------------------------------
                                              Partnerships Total     Amount of   Encumbrances
                                               Original Investment   Investment  of Local                                     Net
                                               in Local Limited      Paid        Limited        Property and  Accumulated     Book
   Partnership Name       Location              Partnerships         to Date     Partnerships   Equipment     Depreciation    Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>                  <C>              <C>            <C>          <C>            <C>          <C>
Hickory Lane              Newton,
Associates, Ltd           Texas                    174,000          174,000        594,000        950,000      160,000       790,000

Honeysuckle
Court Associates,         Vidor,
Ltd.                      Texas                    339,000          339,000      1,162,000      1,833,000      323,000     1,510,000

Klimpel                   Fullerton,
Manor, Ltd                California             1,774,000        1,774,000      1,314,000      3,589,000      649,000     2,940,000


Lamesa Seniors            Lamesa,
Community, Ltd.           Texas                    143,000          143,000        671,000        818,000      184,000       634,000

Laredo Heights            Navasota,
Apartments Ltd.           Texas                    225,000          225,000      1,101,000      1,358,000      179,000     1,179,000

Mountainview              North
Apartments                Wilkesboro,
Limited                   North
Partnership               Carolina                 195,000          195,000        994,000      1,211,000      197,000     1,014,000


Palestine Seniors         Palestine,
Community, Ltd.           Texas                    225,000          225,000      1,124,000      1,385,000      231,000     1,154,000

Pecan Grove               Forrest City,
Limited Partnership       Arkansas                 240,000          240,000      1,109,000      1,402,000      370,000     1,032,000


Pioneer Street            Bakersfield,
Associates                California             2,222,000        2,222,000      1,862,000      4,087,000      876,000     3,211,000

Sidney Apartments
I, Limited                Sidney,
Partnership               Nebraska                 530,000          530,000        430,000     1,419,000       176,000     1,243,000

Southcove                 Orange Cove,
Associates                California             2,000,000        2,000,000      1,527,000     3,445,000       753,000     2,692,000

Walnut Turn               Buna,
Associates, Ltd.          Texas                    188,000          188,000        688,000     1,040,000       179,000       861,000
                                               ------------     -----------    ------------ ------------   ------------ ------------
                                               $12,033,000      $12,033,000    $26,555,000  $ 41,733,000   $ 7,023,000  $ 34,710,000
                                               ============     ===========    ============ =============  ============ ============
</TABLE>



                                       54
<PAGE>



WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
 <TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2000(Restated)
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>
Apartment Housing of East
Brewton, Ltd.                              $   114,000       $  (89,000)            1998    Completed       40 Years

Autumn Trace Associates, Ltd.                  209,000          (47,000)            1994    Completed     27.5 Years

Broken Bow Apartments I, Limited
Partnership                                     41,000          (76,000)            1996    Completed       40 Years

Candleridge Apartments of Waukee
L.P. II                                        129,000           (4,000)            1995    Completed     27.5 Years

Chadwick Limited Partnership                   183,000          (27,000)            1994    Completed       50 Years

Comanche Retirement Village, Ltd.               67,000          (16,000)            1994    Completed       30 Years

Crossings II Limited Dividend
Housing Association Limited
Partnership                                    648,000         (145,000)            1997    Completed       40 Years

EW, a Wisconsin Limited
Partnership                                     74,000          (67,000)            1994    Completed     27.5 Years

Garland Street Limited Partnership              69,000          (30,000)            1994    Completed     27.5 Years

Hereford Seniors Community, Ltd.                96,000                0             1995    Completed       40 Years

Hickory Lane Associates, Ltd                    75,000          (32,000)            1995    Completed     27.5 Years

Honeysuckle Court Associates, Ltd.             191,000          (47,000)            1995    Completed     27.5 Years

Klimpel Manor, Ltd                             374,000          (55,000)            1994    Completed       40 Years

Lamesa Seniors Community, Ltd.                 103,000          (26,000)            1994    Completed       40 Years

Laredo Heights Apartments Ltd.                 167,000            6,000             1996    Completed       45 Years

Mountainview Apartments Limited
Partnership                                     96,000          (18,000)            1994    Completed       40 Years

Palestine Seniors Community, Ltd.              148,000           11,000             1994    Completed       40 Years
</TABLE>


                                       55

<PAGE>

WNC Housing Tax Credit Fund IV, L.P., Series 2
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
<TABLE>
<CAPTION>
                                   ----------------------------------------------------------------------------------
                                                         For the year ended December 31, 2000(Restated)
                                   ----------------------------------------------------------------------------------
         Partnership Name                                                     Year                     Estimated
                                                                           Investment                  Useful Life
                                      Rental Income    Net Income (Loss)    Acquired        Status       (Years)
---------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>                    <C>     <C>           <C>

Pecan Grove Limited Partnership                123,000          (58,000)            1994    Completed     27.5 Years

Pioneer Street Associates                      491,000          (80,000)            1995    Completed     27.5 Years

Sidney Apartments I, Limited
Partnership                                     57,000          (61,000)            1996    Completed       40 Years

Southcove Associates                           226,000         (103,000)            1994    Completed     27.5 Years

Walnut Turn Associates, Ltd.                    92,000          (32,000)            1995    Completed     27.5 Years
                                           ------------       -----------
                                           $ 3,773,000        $ (996,000)
                                           ============       ===========

</TABLE>



                                       56
<PAGE>







                                   SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 2

By:      WNC & Associates, Inc.,
         General Partner

         By:      /s/ Wilfred N. Cooper, Jr.
                  --------------------------
                  Wilfred N. Cooper, Jr.,
                  President of WNC & Associates, Inc.

Date:    July 7, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.


By:      /s/ Wilfred N. Cooper, Jr.
         --------------------------
         Wilfred N. Cooper, Jr.,
         Chief Executive Officer, President and Director of WNC & Associates,
         Inc. (principal executive officer)

Date:    July 7, 2003


By:      /s/ Thomas J. Riha
         -------------------
         Thomas J. Riha,
         Vice-President - Chief Financial Officer of WNC & Associates, Inc.
         (principal financial officer and principal accounting
         officer)

Date:    July 7, 2003


By:      /s/ Wilfred N. Cooper, Sr.
         --------------------------
         Wilfred N. Cooper, Sr.,
         -----------------------
         Chairman of the Board of WNC & Associates, Inc.

Date:    July 7, 2003

By:      /s/ David N. Shafer
         -------------------
         David N Shafer,
         Director of WNC & Associates, Inc.

Date:  ________ ___, 2003



                                       57
<PAGE>


                                 CERTIFICATIONS

     I,   Wilfred N. Cooper, Jr., certify that:

     1.   I have  reviewed  this  annual  report on Form 10-K of WNC HOUSING TAX
          CREDITS FUND IV, L.P., Series 2;

     2.   Based on my knowledge,  this annual report does not contain any untrue
          statement  of a  material  fact  or  omit to  state  a  material  fact
          necessary to make the statements  made, in light of the  circumstances
          under which such  statements were made, not misleading with respect to
          the periods covered by this annual report;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this  annual  report,  fairly  present in all
          material respects the financial  condition,  results of operations and
          cash flows of the registrant as of, and for, the periods  presented in
          this annual report;

     4.   The registrant's  other  certifying  officer and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  registrant
          and we have:

          (a)  designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               annual report is being prepared;

          (b)  evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this annual report (the "Evaluation Date"); and

          (c)  presented  in  this  annual  report  our  conclusions  about  the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officer and I have disclosed,  based
          on our most recent  evaluation,  to the registrant's  auditors and the
          audit  committee  of  registrant's  board  of  directors  (or  persons
          performing the equivalent function):

          (a)  all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          (b)  any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

     6.   The registrant's other certifying officer and I have indicated in this
          annual  report  whether  or not  there  were  significant  changes  in
          internal controls or in other factors that could significantly  affect
          internal   controls   subsequent  to  the  date  of  our  most  recent
          evaluation,   including   any   corrective   actions  with  regard  to
          significant deficiencies and material weaknesses.

     Date:  July 7, 2003


     /s/  Wilfred N. Cooper, Jr.
     ---------------------------

     [Signature]

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


                                       58
<PAGE>


                                 CERTIFICATIONS

          I,   Thomas J. Riha, certify that:

          1.   I have  reviewed  this annual  report on Form 10-K of WNC HOUSING
               TAX CREDITS FUND IV, L.P., Series 2;

          2.   Based on my  knowledge,  this annual  report does not contain any
               untrue  statement of a material  fact or omit to state a material
               fact  necessary  to make  the  statements  made,  in light of the
               circumstances   under  which  such   statements  were  made,  not
               misleading  with  respect to the  periods  covered by this annual
               report;

          3.   Based  on my  knowledge,  the  financial  statements,  and  other
               financial  information  included  in this annual  report,  fairly
               present in all material respects the financial condition, results
               of  operations  and cash flows of the  registrant as of, and for,
               the periods presented in this annual report;

          4.   The registrant's  other certifying  officer and I are responsible
               for   establishing  and  maintaining   disclosure   controls  and
               procedures  (as defined in Exchange  Act Rules 13a-14 and 15d-14)
               for the registrant and we have:

               (a)  designed such  disclosure  controls and procedures to ensure
                    that  material   information  relating  to  the  registrant,
                    including its consolidated subsidiaries, is made known to us
                    by others  within those  entities,  particularly  during the
                    period in which this annual report is being prepared;

               (b)  evaluated the  effectiveness of the registrant's  disclosure
                    controls and procedures as of a date within 90 days prior to
                    the  filing  date of this  annual  report  (the  "Evaluation
                    Date"); and

               (c)  presented in this annual  report our  conclusions  about the
                    effectiveness  of the  disclosure  controls  and  procedures
                    based on our evaluation as of the Evaluation Date;

          5.   The registrant's  other certifying  officer and I have disclosed,
               based on our most recent evaluation, to the registrant's auditors
               and the audit  committee of  registrant's  board of directors (or
               persons performing the equivalent function):

               (a)  all  significant  deficiencies in the design or operation of
                    internal   controls   which  could   adversely   affect  the
                    registrant's  ability  to  record,  process,  summarize  and
                    report   financial   data  and  have   identified   for  the
                    registrant's  auditors any material  weaknesses  in internal
                    controls; and

               (b)  any fraud, whether or not material, that involves management
                    or  other  employees  who  have a  significant  role  in the
                    registrant's internal controls; and

          6.   The registrant's other certifying officer and I have indicated in
               this annual report whether or not there were significant  changes
               in internal controls or in other factors that could significantly
               affect  internal  controls  subsequent  to the  date of our  most
               recent  evaluation,  including any corrective actions with regard
               to significant deficiencies and material weaknesses.

          Date:  July 7, 2003


          /s/  Thomas J. Riha
          -------------------

          [Signature]

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

                                       59