<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 10-Q


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

                     For the Quarterly Ended MARCH 31, 1999

                         Commission File Number 0-12438

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A California Limited Partnership)

                  I.R.S. Employer Identification No. 95-3768810

                         9090 WILSHIRE BLVD., SUITE 201
                           BEVERLY HILLS, CALIF. 90211

                         Registrant's Telephone Number,
                       Including Area Code (310) 278-2191



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 twelve 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 [ ]



<PAGE>   2

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                               INDEX TO FORM 10-Q

                      FOR THE QUARTER ENDED MARCH 31, 1999



<TABLE>
<S>                                                                                         <C>
PART I. FINANCIAL INFORMATION

        Item 1.   Financial Statements

             Balance Sheets, March 31, 1999 and December 31, 1998 ...........................1

             Statements of Operations,
                  Three Months Ended March 31, 1999 and 1998 ................................2

             Statement of Partners' Equity (Deficiency),
                  Three Months Ended March 31, 1999 .........................................3

             Statements of Cash Flows,
                  Three Months Ended March 31, 1999 and 1998 ................................4

             Notes to Financial Statements ..................................................5

        Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations........................................9


PART II.     OTHER INFORMATION

        Item 1.  Legal Proceedings   .......................................................12

        Item 6.  Exhibits and Reports on Form 8-K ..........................................12

        Signatures..........................................................................13
</TABLE>



<PAGE>   3

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 BALANCE SHEETS

                      MARCH 31, 1999 AND DECEMBER 31, 1998

                                     ASSETS

<TABLE>
<CAPTION>
                                                         1999               1998
                                                     (Unaudited)          (Audited)
                                                     -----------         -----------
<S>                                                  <C>                 <C>
INVESTMENTS IN LIMITED PARTNERSHIPS (Note 2)         $   296,356         $   294,356

CASH AND CASH EQUIVALENTS (Note 1)                       502,077           1,728,900

CASH DUE FROM ESCROW (Note 2)                                 --           1,063,235
                                                     -----------         -----------

          TOTAL ASSETS                               $   798,433         $ 3,086,491
                                                     ===========         ===========


                          LIABILITIES AND PARTNERS' EQUITY

LIABILITIES:
     Accounts payable                                $    29,494         $   195,141
                                                     -----------         -----------


COMMITMENTS AND CONTINGENCIES (Notes 3 and 4)


PARTNERS' EQUITY (DEFICIENCY):
     General partners                                   (149,655)           (128,432)
     Limited partners                                    918,594           3,019,782
                                                     -----------         -----------

                                                         768,939           2,891,350
                                                     -----------         -----------

           TOTAL LIABILITIES AND PARTNERS'
                EQUITY                               $   798,433         $ 3,086,491
                                                     ===========         ===========
</TABLE>



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



<PAGE>   4

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                                   (Unaudited)



<TABLE>
<CAPTION>
                                                        1998              1998
                                                      ---------         ---------
<S>                                                   <C>               <C>
INTEREST INCOME                                       $   4,961         $  26,852
                                                      ---------         ---------

OPERATING EXPENSES:
    Legal and accounting                                 22,776            18,185
    Management fees - general partner (Note 3)           16,659            63,612
    Administrative  (Note 3)                             26,702            82,741
                                                      ---------         ---------

       Total operating expenses                          66,137           164,538
                                                      ---------         ---------

LOSS FROM OPERATIONS                                    (61,176)         (137,686)

DISTRIBUTIONS FROM LIMITED
      PARTNERSHIPS RECOGNIZED AS
      INCOME (Note 2)                                                     142,510

EQUITY IN INCOME OF LIMITED
      PARTNERSHIP AND AMORTI-
      ZATION OF ACQUISITION
      COSTS (Note 2)                                      2,000           121,000
                                                      ---------         ---------

NET (LOSS) INCOME                                     $ (59,176)        $ 125,824
                                                      =========         =========


NET (LOSS) INCOME PER LIMITED PARTNERSHIP
      INTEREST (Note 1)                               $      (8)        $      16
                                                      =========         =========
</TABLE>



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




<PAGE>   5

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                   STATEMENTS OF PARTNERS' EQUITY (DEFICIENCY)
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                   (Unaudited)



<TABLE>
<CAPTION>
                                           General             Limited
                                           Partners            Partners              Total
                                          -----------         -----------         -----------
<S>                                       <C>                 <C>                 <C>
PARTNERSHIP INTERESTS                                               7,808
                                                              ===========


EQUITY (DEFICIENCY),
     January 1, 1999                      $  (128,432)        $ 3,019,782         $ 2,891,350

     Distributions                            (20,632)         (2,042,603)         (2,063,235)

     Net loss for the three months
     ended March 31, 1999                        (591)            (58,585)            (59,176)
                                          -----------         -----------         -----------

EQUITY (DEFICIENCY),
     March 31, 1999                       $  (149,655)        $   918,594         $   768,939
                                          ===========         ===========         ===========
</TABLE>


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




<PAGE>   6

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                               1999                1998
                                                                            -----------         -----------
<S>                                                                         <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
       Net (loss) income                                                    $   (59,176)        $   125,824
       Adjustments to reconcile net (loss) income to
          net cash used in operating activities:
             Equity in income of limited partnerships
                 and amortization of acquisition costs                           (2,000)           (121,000)
             Decrease in accounts payable                                      (165,647)            (20,094)
                                                                            -----------         -----------

                Net cash used in operating activities                          (226,823)            (15,270)
                                                                            -----------         -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
       Distributions from limited partnerships recognized
          as a return of capital                                                                     49,021
       Sales proceeds                                                         1,063,235
       Distributions to partners                                             (2,063,235)
                                                                            -----------         -----------

                Net cash (used in) provided by  investing activities         (1,000,000)             49,021

NET DECREASE IN CASH AND CASH EQUIVALENTS                                    (1,226,823)            (15,270)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                1,728,900           2,178,637
                                                                            -----------         -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                    $   502,077         $ 2,163,367
                                                                            ===========         ===========
</TABLE>


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



<PAGE>   7


                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 1999


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        GENERAL

        The information contained in the following notes to the financial
        statements is condensed from that which would appear in the annual
        audited financial statements; accordingly, the financial statements
        included herein should be reviewed in conjunction with the financial
        statements and related notes thereto contained in the annual report for
        the year ended December 31, 1998 prepared by Real Estate Associates
        Limited V (the "Partnership"). Accounting measurements at interim dates
        inherently involve greater reliance on estimates than at year end. The
        results of operations for the interim period presented are not
        necessarily indicative of the results for the entire year.

        In the opinion of the Partnership, the accompanying unaudited financial
        statements contain all adjustments (consisting primarily of normal
        recurring accruals) necessary to present fairly the financial position
        as of March 31, 1999, and the results of operations and changes in cash
        flows for the three months then ended.

        The general partners have a 1 percent interest in profits and losses of
        the Partnership. The limited partners have the remaining 99 percent
        interest which is allocated in proportion to their respective individual
        investments. National Partnership Investments Corp. (NAPICO) is the
        corporate general partner of the Partnership. Casden Properties Inc.
        owns a 92.25% economic interest in NAPICO, with the balance owned by
        Casden Investment Corporation ("CIC"). CIC, which is wholly owned by
        Alan I. Casden, owns 95% of the voting common stock of NAPICO.

        USE OF ESTIMATES

        The preparation of financial statements in conformity with generally
        accepted accounting principles 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 reported amounts of revenues and expenses
        during the reporting period. Actual results could differ from those
        estimates.

        METHOD OF ACCOUNTING FOR INVESTMENT IN LIMITED PARTNERSHIPS

        The investment in limited partnerships is accounted for on the equity
        method. Acquisition, selection and other costs related to the
        acquisition of the projects are capitalized as part of the investment
        balance and are being amortized on a straight line basis over the
        estimated lives of the underlying assets, which is generally 30 years.



                                       5
<PAGE>   8

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 1999


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

        NET INCOME PER LIMITED PARTNERSHIP INTEREST

        Net income per limited partnership interest was computed by dividing the
        limited partners' share of net income by the number of limited
        partnership interests outstanding during the year. The number of limited
        partnership interests was 7,808 for the periods presented.

        CASH AND CASH EQUIVALENTS

        Cash and cash equivalents consist of cash and bank certificates of
        deposit with an original maturity of three months or less. The
        Partnership has its cash and cash equivalents on deposit primarily with
        two high credit quality financial institutions. Such cash and cash
        equivalents are in excess of the FDIC insurance limit.

        INCOME TAXES

        No provision has been made for income taxes in the accompanying
        financial statements since such taxes, if any, are the liability of the
        individual partners.

        IMPAIRMENT OF LONG-LIVED ASSETS

        The Partnership reviews long-lived assets to determine if there has been
        any permanent impairment whenever events or changes in circumstances
        indicate that the carrying amount of the asset may not be recoverable.
        If the sum of the expected future cash flows is less than the carrying
        amount of the assets, the Partnership recognizes an impairment loss.

NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS

        The Partnership holds limited partnership interests in 3 limited
        partnerships as of March 31, 1999, after selling its interests in 16
        limited partnerships in 1998. The limited partnerships owned as of March
        31, 1999, residential low income rental projects consisting of 228
        apartment units. The mortgage loans of these projects are payable to or
        insured by various governmental agencies.

        The Partnership, as a limited partner, is entitled to 75 percent to 99
        percent of the profits and losses in these limited partnerships.

        Equity in losses of limited partnerships is recognized in the financial
        statements until the limited partnership investment account is reduced
        to a zero balance. Losses incurred after the limited partnership
        investment account is reduced to zero are not recognized.





                                       6
<PAGE>   9

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 1999


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)

        Distributions from the limited partnerships are accounted for as a
        return of capital until the investment balance is reduced to zero or to
        a negative amount equal to further capital contributions required.
        Subsequent distributions received are recognized as income.

        The following is a summary of the investment in limited partnerships for
        the three months ended March 31, 1999:

<TABLE>
<S>                                                                         <C>
        Balance, beginning of period                                        $  294,356
        Amortization of acquisition costs                                       (1,000)
        Equity in income of limited partnerships                                 3,000
                                                                             ---------

        Balance, end of period                                               $ 296,356
                                                                             =========
</TABLE>

        The following are unaudited combined estimated statements of operations
        for the three months ended March 31, 1999 and 1998 for the limited
        partnerships in which the Partnership has investments:

<TABLE>
<CAPTION>
                                                                    Three months        Three months
                                                                       ended                ended
                                                                   March 31, 1999       March 31, 1998
                                                                   --------------       --------------
<S>                                                                 <C>                  <C>
        REVENUES
                  Rental income                                     $   775,000          $ 3,227,000
                                                                    -----------          -----------

        EXPENSES
                  Depreciation                                           85,000              478,000
                  Interest                                              304,000            1,320,000
                  Operating                                             278,000            1,362,000
                                                                    -----------          -----------

                                                                        667,000            3,160,000
                                                                    -----------          -----------

                  Net loss                                          $   108,000          $   (67,000)
                                                                    ===========          ===========
</TABLE>

        NAPICO, or one of its affiliates, is the general partner and property
        management agent for certain of the limited partnerships included above.




                                       7
<PAGE>   10

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 1999


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)

        Under recent adopted law and policy, the United States Department of
        Housing and Urban Development ("HUD") has determined not to renew the
        Housing Assistance Payment ("HAP") Contracts on a long term basis on the
        existing terms. In connection with renewals of the HAP Contracts under
        such new law and policy, the amount of rental assistance payments under
        renewed HAP Contracts will be based on market rentals instead of above
        market rentals, which was generally the case under existing HAP
        Contracts. The payments under the renewed HAP Contracts are not expected
        to be in an amount that would provide sufficient cash flow to permit
        owners of properties subject to HAP Contracts to meet the debt service
        requirements of existing loans insured by the Federal Housing
        Administration of HUD ("FHA") unless such mortgage loans are
        restructured. In order to address the reduction in payments under HAP
        Contracts as a result of this new policy, the Multi-family Assisted
        Housing Reform and Affordability Act of 1997 ( "MAHRAA"), which was
        adopted in October 1997, provides for the restructuring of mortgage
        loans insured by the FHA with respect to properties subject to the
        Section 8 program. Under MAHRAA, an FHA-insured mortgage loan can be
        restructured into a first mortgage loan which will be amortized on a
        current basis and a low interest second mortgage loan payable to FHA
        which will only be payable on maturity of the first mortgage loan. This
        restructuring results in a reduction in annual debt service payable by
        the owner of the FHA-insured mortgage loan and is expected to result in
        an insurance payment from FHA to the holder of the FHA-insured loan due
        to the reduction in the principal amount. MAHRAA also phases out
        project-based subsidies on selected properties serving families not
        located in rental markets with limited supply, converting such subsidies
        to a tenant-based subsidy.

        MAHRAA provides that properties begin the restructuring process in
        federal fiscal year 1999 (beginning October 1, 1998). On September 11,
        1998, HUD issued interim regulations implementing MAHRAA and final
        regulations are expected to be issued in 1999. With respect to the local
        limited partnerships' expiring HAP Contracts, it is expected that the
        HAP payments will be reduced or terminated pursuant to the terms of
        MAHRAA.

        When the HAP Contracts are subject to renewal, there can be no assurance
        that the local limited partnerships in which the Partnership has an
        investment will be permitted to restructure its mortgage indebtedness
        under MAHRAA. In addition, the economic impact on the Partnership of the
        combination of the reduced payments under the HAP Contracts and the
        restructuring of the existing FHA-insured mortgage loans under MAHRAA is
        uncertain.

        As a result of the foregoing, the Partnership in 1997 undertook an
        extensive review of disposition, refinancing or re-engineering
        alternatives for the properties in which the limited partnerships have
        invested and are subject to HUD mortgage and rental subsidy programs.
        The Partnership has incurred expenses in connection with this review by
        various third party professionals, including accounting, legal,
        valuation, structural and engineering costs, which amounted to $624,048
        through December 31, 1998.





                                       8
<PAGE>   11

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 1999


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED):

        On December 30, 1998, the Partnership sold its limited partnership
        interests in 16 local limited partnerships to subsidiaries of Casden
        Properties Inc. The sale resulted in cash proceeds to the Partnership of
        $1,063,235 and a net gain of $849,749, after deducting selling costs.
        The cash proceeds were held in escrow at December 31, 1998 and were
        collected in 1999. In March 1999, the Partnership made cash
        distributions of $2,042,603 to the limited partners and $20,632 to the
        general partners, which included using proceeds from the sale of the
        partnership interests.

        Casden Properties Inc. purchased such limited partner interests for
        cash, which it raised in connection with a private placement of its
        equity securities. The purchase was subject to, among other things, (i)
        the purchase of the general partner interests in the local limited
        partnerships by Casden Properties Inc.; (ii) the approval of HUD and
        certain state housing finance agencies; and (iii) the consent of the
        limited partners to the sale of the local limited partnership interests
        held for investment by the Partnership.

        In August 1998, a consent solicitation statement was sent to the limited
        partners setting forth the terms and conditions of the purchase of the
        limited partners' interests held for investment by the Partnership,
        together with certain amendments to the Partnership Agreement and other
        disclosures of various conflicts of interest in connection with the
        proposed transaction. Prior to the sale of the partnership interests,
        the consents of the limited partners to the sale and amendments to the
        Partnership Agreement were obtained.

NOTE 3 - MANAGEMENT FEES AND EXPENSES DUE TO GENERAL PARTNER

        Under the terms of the Restated Certificate and Agreement of Limited
        Partners, the Partnership is obligated to NAPICO for an annual
        management fee equal to 0.4 percent of the invested assets of the
        limited partnerships. Invested assets are defined as the costs of
        acquiring project interests, including the proportionate amount of the
        mortgage loans related to the Partnership's interests in the capital
        accounts of the respective partnerships. The fee was approximately
        $17,000 and $64,000 for the three months ended March 31, 1999 and 1998,
        respectively.

        The Partnership reimburses NAPICO for certain expenses. The
        reimbursement paid to NAPICO was approximately $1,500 and $5,200 for the
        three months ended March 31, 1999 and 1998, respectively, and is
        included in administrative expenses.

NOTE 4 - CONTINGENCIES

        On August 27, 1998, two investors holding an aggregate of eight units of
        limited partnership interests in Real Estate Associates Limited III (an
        affiliated partnership in which NAPICO is the managing general partner)
        and two investors holding an aggregate of five units of limited
        partnership interest in Real Estate Associates Limited VI (another
        affiliated partnership in which NAPICO is the managing general





                                       9
<PAGE>   12

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                 MARCH 31, 1999


NOTE 4 - CONTINGENCIES (CONTINUED)

        partner) commenced an action in the United States District Court for the
        Central District of California against the Partnership, NAPICO and
        certain other affiliated entities. The complaint alleges that the
        defendants breached their fiduciary duty to the limited partners of
        certain NAPICO managed partnerships and made materially false and
        misleading statements in the consent solicitation statements sent to the
        limited partners of such partnerships relating to approval of the
        transfer of partnership interests in limited partnerships, owning
        certain of the properties, to Casden Properties Inc., which was
        organized by an affiliate of NAPICO. The plaintiffs seek equitable
        relief, as well as compensatory damages and litigation related costs.
        The managing general partner of such NAPICO managed partnerships and the
        other defendants believe that the plaintiffs' claims are without merit
        and intend to contest the action vigorously.

        The corporate general partner of the Partnership is involved in various
        lawsuits arising from transactions in the ordinary course of business.
        In the opinion of management and the corporate general partner, the
        claims will not result in any material liability to the Partnership.

        The Partnership has assessed the potential impact of the Year 2000
        computer systems issue on its operations. The Partnership believes that
        no significant actions are required to be taken by the Partnership to
        address the issue and that the impact of the Year 2000 computer systems
        issue will not materially affect the Partnership's future operating
        results or financial condition.

NOTE 5 - FAIR VALUE OF FINANCIAL INSTRUMENTS

        Statement of Financial Accounting Standards No. 107, "Disclosure about
        Fair Value of Financial Instruments," requires disclosure of fair value
        information about financial instruments. The carrying amount of assets
        and liabilities reported on the balance sheets that require such
        disclosure approximates fair value due to their short-term maturity.




                                       10
<PAGE>   13

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 MARCH 31, 1999


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

        LIQUIDITY AND CAPITAL RESOURCES

        The Partnership's primary sources of funds include interest income
        earned from investing available cash and distributions from limited
        partnerships in which the Partnership has invested. The Partnership made
        a distribution to investors in March 1999, which included using proceeds
        from the disposition of its investments in certain partnerships.

        RESULTS OF OPERATIONS

        Partnership revenues consist primarily of interest income earned on
        certificates of deposit and other temporary investment of funds not
        required for investment in local partnerships.

        Operating expenses consist primarily of recurring general and
        administrative expenses and professional fees for services rendered to
        the Partnership. In addition, an annual Partnership management fee in an
        amount equal to .4 percent of invested assets is payable to the
        corporate general partner.

        The Partnership accounts for its investments in the local limited
        partnerships on the equity method, thereby adjusting its investment
        balance by its proportionate share of the income or loss of the local
        limited partnerships. Losses incurred after the limited partnership
        investment account is reduced to zero are not recognized in accordance
        with the equity accounting method.

        Distributions received from limited partnerships are recognized as
        return of capital until the investment balance has been reduced to zero
        or to a negative amount equal to future capital contributions required.
        Subsequent distributions received are recognized as income.

        Except for certificates of deposit and money market funds, the
        Partnership's investments are entirely interests in other limited
        partnerships primarily owning government assisted projects. Available
        cash is invested in these funds earning interest income as reflected in
        the statement of operations. These funds can be converted to cash to
        meet obligations as they arise. The Partnership intends to continue
        investing available funds in this manner.

        Under recent adopted law and policy, the United States Department of
        Housing and Urban Development ("HUD") has determined not to renew the
        Housing Assistance Payment ("HAP") Contracts on a long term basis on the
        existing terms. In connection with renewals of the HAP Contracts under
        such new law and policy, the amount of rental assistance payments under
        renewed HAP Contracts will be based on market rentals instead of above
        market rentals, which was generally the case under existing HAP
        Contracts. The payments under the renewed HAP Contracts are not expected
        to be in an amount that would provide sufficient cash flow to permit
        owners of properties subject to HAP Contracts to meet the debt service
        requirements of existing loans insured by the Federal Housing
        Administration of HUD ("FHA") unless




                                       11
<PAGE>   14

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 MARCH 31, 1999


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

        RESULTS OF OPERATIONS (CONTINUED)

        such mortgage loans are restructured. In order to address the reduction
        in payments under HAP Contracts as a result of this new policy, the
        Multi-family Assisted Housing Reform and Affordability Act of 1997
        ("MAHRAA"), which was adopted in October 1997, provides for the
        restructuring of mortgage loans insured by the FHA with respect to
        properties subject to the Section 8 program. Under MAHRAA, an
        FHA-insured mortgage loan can be restructured into a first mortgage loan
        which will be amortized on a current basis and a low interest second
        mortgage loan payable to FHA which will only be payable on maturity of
        the first mortgage loan. This restructuring results in a reduction in
        annual debt service payable by the owner of the FHA-insured mortgage
        loan and is expected to result in an insurance payment from FHA to the
        holder of the FHA-insured loan due to the reduction in the principal
        amount. MAHRAA also phases out project-based subsidies on selected
        properties serving families not located in rental markets with limited
        supply, converting such subsidies to a tenant-based subsidy.

        MAHRAA provides that properties begin the restructuring process in
        federal fiscal year 1999 (beginning October 1, 1998). On September 11,
        1998, HUD issued interim regulations implementing MAHRAA and final
        regulations are expected to be issued in 1999. With respect to the local
        limited partnerships' expiring HAP Contracts, it is expected that the
        HAP payments will be reduced or terminated pursuant to the terms of
        MAHRAA.

        When the HAP Contracts are subject to renewal, there can be no assurance
        that the local limited partnerships in which the Partnership has an
        investment will be permitted to restructure its mortgage indebtedness
        under MAHRAA. In addition, the economic impact on the Partnership of the
        combination of the reduced payments under the HAP Contracts and the
        restructuring of the existing FHA-insured mortgage loans under MAHRAA is
        uncertain.

        As a result of the foregoing, the Partnership in 1997 undertook an
        extensive review of disposition, refinancing or re-engineering
        alternatives for the properties in which the limited partnerships have
        invested and are subject to HUD mortgage and rental subsidy programs.
        The Partnership has incurred expenses in connection with this review by
        various third party professionals, including accounting, legal,
        valuation, structural and engineering costs, which amounted to $624,048
        through December 31, 1998.

        On December 30, 1998, the Partnership sold its limited partnership
        interests in 16 local limited partnerships to subsidiaries of Casden
        Properties Inc. The sale resulted in cash proceeds to the Partnership of
        $1,063,235 and a net gain of $849,749, after deducting selling costs.
        The cash proceeds were held in escrow at December 31, 1998 and were
        collected subsequent to year-end. In March 1999, the Partnership made
        cash distributions of $2,042,603 to the limited partners and $20,632 to
        the general partners, primarily using proceeds from the sale of the
        partnership interests.




                                       12
<PAGE>   15

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 MARCH 31, 1999


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

        RESULTS OF OPERATIONS (CONTINUED)

        Casden Properties Inc. purchased such limited partner interests for
        cash, which it raised in connection with a private placement of its
        equity securities. The purchase was subject to, among other things, (i)
        the purchase of the general partner interests in the local limited
        partnerships by the Casden Properties Inc.; (ii) the approval of HUD and
        certain state housing finance agencies; and (iii) the consent of the
        limited partners to the sale of the local limited partnership interests
        held for investment by the Partnership.

        In August 1998, a consent solicitation statement was sent to the limited
        partners setting forth the terms and conditions of the purchase of the
        limited partners' interests held for investment by the Partnership,
        together with certain amendments to the Partnership Agreement and other
        disclosures of various conflicts of interest in connection with the
        proposed transaction. Prior to the sale of the partnership interests,
        the consents of the limited partners to the sale and amendments to the
        Partnership Agreement were obtained.





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<PAGE>   16


                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 MARCH 31, 1999


PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership interests in Real Estate Associates Limited III (an affiliated
partnership in which NAPICO is the managing general partner) and two investors
holding an aggregate of five units of limited partnership interest in Real
Estate Associates Limited VI (another affiliated partnership in which NAPICO is
the managing general partner) commenced an action in the United States District
Court for the Central District of California against the Partnership, NAPICO and
certain other affiliated entities. The complaint alleges that the defendants
breached their fiduciary duty to the limited partners of certain NAPICO managed
partnerships and made materially false and misleading statements in the consent
solicitation statements sent to the limited partners of such partnerships
relating to approval of the transfer of partnership interests in limited
partnerships, owning certain of the properties, to Casden Properties Inc., which
was organized by an affiliate of NAPICO. The plaintiffs seek equitable relief,
as well as compensatory damages and litigation related costs. The managing
general partner of such NAPICO managed partnerships and the other defendants
believe that the plaintiffs' claims are without merit and intend to contest the
action vigorously.

The corporate general partner is involved in various lawsuits. None of these are
related to REAL V.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        (a)     No exhibits are required per the provision of Item 7 of
                regulation S-K.





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<PAGE>   17

                        REAL ESTATE ASSOCIATES LIMITED V
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                 MARCH 31, 1999


                                   SIGNATURES


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


                                      REAL ESTATE ASSOCIATES LIMITED V
                                      (a California limited partnership)


                                      By: National Partnership Investments Corp.
                                          General Partner



                                           /s/ BRUCE NELSON
                                           -------------------------------------
                                           Bruce Nelson
                                           President



                                      Date: May 20, 1999
                                           -------------------------------------



                                           /s/ CHARLES H. BOXENBAUM
                                           -------------------------------------
                                           Charles H. Boxenbaum
                                           Chief Executive Officer



                                      Date: May 20, 1999
                                           -------------------------------------



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