<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                                   FORM 10-K

(Mark One)
[X]  Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934
     [Fee Required]

For the fiscal year ended     December 31, 1999                               or
                          ----------------------------------------------------

[_]  Transition report pursuant to Section 13 or 15 (d) of the Securities
     Exchange Act of 1934
     [No Fee Required]

For the transition period from__________________________ to ____________________
Commission file number           0-21580
                      ----------------------------------------------------------
                              Wells Real Estate Fund V, L. P.
--------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

               Georgia                              58-1936904
-----------------------------------    -----------------------------------------
State or other jurisdiction of         (I.R.S. Employer Identification Number)
incorporation or organization)

6200 The Corners Pkwy, Ste 250 Norcross, Georgia                30092
------------------------------------------------     ---------------------------
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code          (770) 449-7800
                                                     ---------------------------
Securities registered pursuant to Section 12 (b) of the Act:

          Title of each class            Name of exchange on which registered
-------------------------------------    ---------------------------------------
                NONE                                        NONE

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

                                 Class A Unit
--------------------------------------------------------------------------------
                               (Title of Class)


                                 Class B Unit
--------------------------------------------------------------------------------
                               (Title of Class)

     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
    --
Aggregate market value of the voting stock held by non-affiliates:    Not
                                                                  --------------

Applicable
----------

                                       1
<PAGE>

                                     PART I
                                     ------

ITEM  1.  BUSINESS
------------------

General

Wells Real Estate Fund V, L.P. (the "Partnership") is a Georgia public limited
partnership having Leo F. Wells, III and Wells Partners, L.P., a non-public
limited partnership as General Partners.  The Partnership was formed on October
25, 1990, for the purpose of acquiring, developing, owning, operating,
improving, leasing, and otherwise managing for investment purposes income
producing commercial or industrial properties.

On March 6, 1992, the Partnership commenced an offering of up to $25,000,000 of
Class A or Class B limited partnership units ($10.00 per unit) pursuant to a
Registration Statement on Form S-11 filed under the Securities Act of 1933.  The
Partnership did not commence active operations until it received and accepted
subscriptions for a minimum of 125,000 units on April 27, 1992.  The offering
was terminated on March 3, 1993, at which time the Partnership had sold
1,520,967 Class A Units and 179,635 Class B Units representing $17,006,020 of
capital contributions by investors who were admitted to the Partnership as
Limited Partners.

The Partnership owns interests in properties through its equity ownership in the
following joint ventures; (i) Fund IV and Fund V Associates, a joint venture
between the Partnership and Wells Real Estate Fund IV, L.P. (the "Fund IV - Fund
V Joint Venture"); (ii) Fund V and Fund VI Associates, a joint venture between
the Partnership and Wells Real Estate Fund VI, L.P. (the "Fund V - Fund VI Joint
Venture"); and (iii) Fund V, Fund VI, and Fund VII Associates, a joint venture
between the Partnership, Wells Real Estate Fund VI, L.P. and Wells Real Estate
Fund VII, L.P. (the "Fund V-VI-VII Joint Venture").

As of December 31, 1999, the Partnership owned interests in the following
properties through its ownership of the foregoing joint ventures: (i) a four-
story office building located in Jacksonville, Florida ("IBM Jacksonville"),
which is owned by the Fund IV - Fund V Joint Venture; (ii) two substantially
identical two-story office buildings located in Clayton County, Georgia (the
"Village Overlook Project"), which are owned by the Fund IV - Fund V Joint
Venture; (iii) a four-story office building located in metropolitan Hartford,
Connecticut (the "Hartford Building"), which is owned by the Fund V - Fund VI
Joint Venture; (iv) two retail buildings located in Clayton County, Georgia
("Stockbridge Village II"), which are owned by the Fund V - Fund VI Joint
Venture; and (v) a three-story office building located in Appleton, Wisconsin
(the "Marathon Building"), which is owned by the Fund V-VI-VII Joint Venture.
All of the foregoing properties were acquired on an all cash basis.

Employees

The Partnership has no direct employees.  The employees of Wells Capital, Inc.,
the sole general partner of Wells Partners, L.P., a General Partner of the
Partnership, perform a full range of real estate services including leasing and
property management, accounting, asset management and

                                       2
<PAGE>

investor relations for the Partnership. See Item 11 - "Compensation of General
Partners and Affiliates" for a summary of the fees paid to the General Partners
and their affiliates during the fiscal year ended December 31, 1999.

Insurance

Wells Management Company, Inc., an affiliate of the General Partners, carries
comprehensive liability and extended coverage with respect to all the properties
owned directly or indirectly by the Partnership.  In the opinion of management
of the registrant, the properties are adequately insured.

Competition

The Partnership will experience competition for tenants from owners and managers
of competing projects which may include the General Partners and their
affiliates.  As a result, the Partnership may be required to provide free rent,
reduced charges for tenant improvements and other inducements, all of which may
have an adverse impact on results of operations.  At the time the Partnership
elects to dispose of its properties, the Partnership will also be in competition
with sellers of similar properties to locate suitable purchasers for its
properties.

ITEM 2.  PROPERTIES.
--------------------

The Partnership owns interest in five properties through its investment in joint
ventures of which four are office buildings and one is a retail building.  The
Partnership does not have control over the operations of the joint ventures;
however, it does exercise significant influence.  Accordingly, investment in
joint ventures is recorded on the equity method.  As of December 31, 1999, these
properties were 91% occupied, as compared to 94% at December 31, 1998 and 95% at
December 31, 1997.

               [The Remainder of Page Left Intentionally Blank]

                                       3
<PAGE>

The following table shows lease expirations during each of the next ten years
for all leases as of December 31, 1999, assuming no exercise of renewal options
or termination rights:

<TABLE>
<CAPTION>
                                                            Partnerships
Year of         Number of                  Annualized         Share of         Percentage of      Percentage of
Lease            Leases       Square       Gross Base        Annualized        Total Square     Total Annualized
Expiration      Expiring   Feet Expiring     Rent(1)     Gross Base Rent(1)    Feet Expiring        Base Rent
----------------------------------------------------------------------------------------------------------------
<S>             <C>        <C>             <C>           <C>                   <C>              <C>
2000                5          8,399         149,299            93,207             3.0%                3.8%
2001                1         23,869         441,576           275,676             8.6%               11.1%
2002                2          3,712          62,760            36,504             1.3%                1.6%
2003(2)             4        142,062       1,819,408         1,009,804            51.0%               45.7%
2004                4         14,564         345,996           194,907             5.2%                8.7%
2005                2          5,195         100,212            62,562             1.9%                2.5%
2006(3)             2         80,969       1,059,167           200,795            29.0%               26.6%
2007                0              0               0                 0             0.0%                0.0%
2008                0              0               0                 0             0.0%                0.0%
2009                0              0               0                 0             0.0%                0.0%
----------------------------------------------------------------------------------------------------------------
                   20        278,770       3,978,418         1,873,455           100.0%              100.0%
</TABLE>

(1)  Average monthly gross rent over the life of the lease, annualized.

(2)  Expiration of IBM with 68,100 square feet at the Insurance Company at the
     Hartford Building with Jacksonville Property and of Hartford Fire 71,000
     square feet.

(3)  Expiration of Marathon with 76,000 square feet at the Marathon Property.

The following describes the properties in which the Partnership owns an interest
as of December 31, 1999:

Fund IV - Fund V Joint Venture
------------------------------

On April 14, 1992, the Partnership and Wells Real Estate Fund IV, L.P. ("Wells
Fund IV"), a Georgia public limited partnership affiliated with the Partnership
through common general partners, entered into a joint venture agreement known as
Fund IV and Fund V Associates (the "Fund IV - Fund V Joint Venture").  The
investment objectives of Wells Fund IV are substantially identical to those of
the Partnership.  As of December 31, 1999, the Partnership had contributed
approximately $8,032,509, and Wells Fund IV had contributed approximately
$4,820,355 to the Fund IV -Fund V Joint Venture. The Partnership holds an
approximate 62% equity interest, and Wells Fund IV holds an approximate 38%
equity interest in the Fund IV - Fund V Joint Venture.  The Partnership owns
interests in the following two properties through the Fund IV - Fund V Joint
Venture:

                                       4
<PAGE>

The Jacksonville Property
-------------------------

On June 8, 1992, the Fund IV-Fund V Joint Venture acquired 5.676 acres of real
property located in Jacksonville, Florida at a purchase price of $1,360,000 for
the purpose of developing, constructing, and operating a four-story office
building containing approximately 87,600 square feet (the "Jacksonville
Property").  As of December 31, 1999, the Partnership contributed $5,000,116,
and Wells Fund IV contributed $3,463,064 to the Fund IV-Fund V Joint Venture to
fund the acquisition and development of the Jacksonville Project.

The Jacksonville Property is leased primarily by International Business Machines
Corporation ("IBM"), a computer sales and service corporation, and Customized
Transportation, Inc. ("CTI"), a division of CSX Railroad, a transportation
corporation.

The initial term of the IBM lease containing 68,100 square feet is 9 years and
11 months and commenced upon completion of the building in June 1993, with an
option to extend the initial lease for two consecutive five-year periods.  The
annual base rent payable under the IBM lease during the initial term is
$1,122,478 payable in equal monthly installments of $93,540.  IBM is also
required to pay additional rent equal to its share of operating expenses during
the lease term.

The term of the CTI lease containing 11,780 square feet is 7 years and commenced
in March, 1994.  The annual base rent payable under the CTI lease is $325,965.

The occupancy rates for the Jacksonville Project at year end were 94% in 1999
and 1998 and 100% in 1997.  The average effective annual rental per square foot
at the Jacksonville Property was $16.80 for 1999, $16.69 for 1998, $16.71 for
1997, 1996, and 1995.

The Village Overlook Property (formerly the Medical Center Property)
--------------------------------------------------------------------

On September 14, 1992, the Fund IV-Fund V Joint Venture acquired 2.655 acres of
real property in Stockbridge, Georgia for $440,000 for the purpose of
constructing two substantially identical two-story office buildings containing
approximately 17,847 rentable square feet each (the "Village Overlook
Property"). As of December 31, 1999, the Partnership had contributed $3,032,393,
and Wells Fund IV had contributed $1,357,291 to the Fund IV - Fund V Joint
Venture for the acquisition and development of the Village Overlook Property.

Occupancy decreased in 1999 to 62%, as compared to 92% in 1998 (on both
buildings) due to the fact that one major tenant, Georgia Baptist, who occupied
approximately 50% of the space did not renew their lease which expired May 31,
1999.  Two new tenants have signed leases for a total of 7,332 rentable square
feet of space and moved in October 1, 1999.  All efforts are being made by the
Partnership to lease the remaining 10,515 square feet of vacant space.

The occupancy rate for the Village Overlook Property at year end was 62% in
1999, 92% in 1998 and 81% in 1997.   The average effective annual rental per
square foot at the Village Overlook Property was $ 12.75 for 1999, $13.46 for
1998, $10.93 for 1997, $11.83 for 1996 and $10.43 for 1995.

                                       5
<PAGE>

Fund V - Fund VI Joint Venture
------------------------------

On December 27, 1993, The Partnership and Wells Real Estate Fund VI, L.P.
("Wells Fund VI"), a Georgia public limited partnership affiliated with the
Partnership through common general partners, entered into a joint venture
agreement known as Fund V and Fund VI Associates (the "Fund V - Fund VI Joint
Venture").  The investment objectives of Wells Fund VI are substantially
identical to those of the Partnership.  As of December 31, 1999, the Partnership
had contributed approximately $4,544,601, and Wells Fund VI had contributed
approximately $5,329,541  to the Fund V - Fund VI Joint Venture. The Partnership
currently holds an approximately 46% equity interest, and Wells Fund VI holds an
approximately 54% equity interest in the Fund V - Fund VI Joint Venture. The
Partnership owns interests in the following two properties through the Fund V -
Fund VI Joint Venture:


The Hartford Building
---------------------

On December 29, 1993, the Fund V - Fund VI Joint Venture purchased the Hartford
Building, a four-story office building containing approximately 71,000 rentable
square feet from Hartford Accident and Indemnity Company for a purchase price
$6,900,000.  The Hartford Building is located on 5.56 acres of land in
Southington, Hartford County, Connecticut.  The funds used by the Fund V - Fund
VI Joint Venture to acquire the Hartford Building were derived from capital
contributions made by the Partnership and Wells Fund VI totaling $3,508,797 and
$3,432,707, respectively, for total capital contributions to the Fund V - Fund
VI Joint Venture of $6,941,504.

The entire building is leased to Hartford Fire Insurance Company ("Hartford")
for a period of nine years and eleven months commencing December 29, 1993.  The
annual base rent during the initial term is $458,400 payable in equal monthly
installments of $38,200 for the first three months, and $724,200 payable in
equal monthly installments of $60,350 commencing April 1, 1994 and continuing
through the expiration of the initial term of the lease.  Hartford also has the
option to extend the initial term of the lease for two consecutive five year
periods.  Under the terms of its lease, Hartford is responsible for property
taxes, operating expenses, general repair and maintenance work and a pro rata
share of capital expenditures based upon the number of years remaining in the
lease.

The occupancy rate for the Hartford Building at year end was 100% for the years
ended December 31, 1999, 1998 and 1997.  The average effective annual rental per
square foot at the Hartford Building was $10.11 for 1999, 1998, 1997, 1996 and
1995.

Stockbridge Village II
----------------------

On November 12, 1993, the Partnership purchased 2.46 acres of real property
located in Clayton County, Georgia for $1,022,634.  On July 1, 1994, the
Partnership contributed the property as a capital contribution to the Fund V -
Fund VI Joint Venture.

Construction of a 5,400 square foot retail building was completed in November,
1994.  Construction of a second retail building containing approximately 10,423
square feet was

                                       6
<PAGE>

completed in June, 1995. The entire first building was leased by Apple
Restaurants, Inc. for nine years and eleven months beginning in December, 1994.
The annual base rent under the lease is $125,982 until December 15, 1999, at
which time the annual base rent increases to $137,700.

The total construction cost of Stockbridge Village II was approximately
$2,933,000.  As of December 31, 1999, the Partnership contributed $1,035,804 and
Wells Fund VI had contributed $1,896,834 to the Fund V - Fund VI Joint Venture
for the acquisition and development of Stockbridge Village II.

The occupancy rate for the Stockbridge Village II Property at year end was 100%
for 1999 and 72% for 1998 and 1997.  The average effective annual rental per
square foot at the Stockbridge Village II was $19.66 for 1999, $14.90 for 1998
and $14.88 for 1997, $12.43 for 1996 and $10.41 for 1995.

Fund V - VI - VII Joint Venture
-------------------------------

On September 8, 1994, the Partnership, Wells Fund VI and Wells Real Estate Fund
VII, L. P. ("Wells Fund VII"), Georgia public limited partnerships affiliated
with the Partnership through common general partners, entered into a joint
venture agreement known as Fund V, Fund VI, and Fund VII Associates (the "Fund
V-VI-VII Joint Venture").  The Partnership holds an approximate 16% equity
interest in the following property through the Fund V-VI-VII Joint Venture:

The Marathon Building
---------------------

On September 16, 1994, the Fund V-VI-VII Joint Venture purchased a three-story
office building containing approximately 76,000 square feet, located on
approximately 6.2 acres of land in Appleton, Wisconsin (the "Marathon Building")
for a purchase price of $8,250,000, excluding acquisition costs.

The funds used by the Fund V-VI-VII Joint Venture to acquire the Marathon
Building were derived from capital contributions made by the Partnership, Wells
Fund VI and Wells Fund VII totaling $1,337,505, $3,470,958, and $3,470,958,
respectively, for total contributions to the Fund V-VI-VII Joint Venture of
$8,279,421 including acquisition costs.

The entire Marathon Building is leased to Jaakko Poyry Fluor Daniel for a period
of approximately twelve years, with options to extend the lease for two
additional five-year periods.  The annual base rent under the lease is $910,000.
The current lease expires December 31, 2006.  The lease agreement is a net lease
in that the tenant is primarily responsible for the operating expenses,
including real estate taxes.

The occupancy rate for the Marathon Building at year end was 100% for 1999,
1998, and 1997.   The average effective annual rental per square foot in the
Marathon Building was $12.78 for 1999 and 1998 and  $12.74 for 1997 and $12.78
for 1996 and 1995.

                                       7
<PAGE>

ITEM 3. LEGAL PROCEEDINGS.
--------------------------

There were no material pending legal proceedings or proceedings known to be
contemplated by governmental authorities involving the Partnership during 1999.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
-------------------------------------------------------------

No matters were submitted to a vote of the Limited Partners for the year of
1999.

                 [Remainder of page left intentionally blank]


                                       8
<PAGE>

                                    PART II
                                    -------

Item 5.  MARKET FOR PARTNERSHIP'S UNITS AND RELATED SECURITY HOLDER MATTERS.
----------------------------------------------------------------------------

As of February 29, 2000, the Partnership had 1,566,416 outstanding Class A Units
held by a total of 1,608 Limited Partners and 134,186 outstanding Class B Units
held by a total of 76 Limited Partners.  The capital contribution per unit is
$10.00.  There is no established public trading market for the Partnership's
limited partnership units, and it is not anticipated that a public trading
market for the units will develop.  Under the Partnership Agreement, the General
Partners have the right to prohibit transfers of units.

The General Partners have estimated the investment value of properties held by
the Partnership, as of December 31, 1999, to be $11.77 per Class A Unit and
$15.94 per Class B Unit based on market conditions existing in early December,
1999.  This value was confirmed as reasonable by an independent MAI appraiser,
David L. Beal Company, although no actual MAI appraisal was performed due to the
inordinate expense involved with such an undertaking.  The valuation does not
include any fractional interest valuation.

Cash available for distribution to the Limited Partners is distributed on a
quarterly basis unless Limited Partners select to have their cash distributions
paid monthly. Under the Partnership Agreement, distributions are allocated first
to the Limited Partners holding Class A Units until they have received cash
distributions in each fiscal year of the Partnership equal to 10% of their
adjusted capital contribution.  After this preference is satisfied, the General
Partners will receive an amount of Net Cash from Operations equal to one-tenth
of the total amount of Net Cash from Operations distributed.  Net Cash From
Operations, as defined in the Partnership Agreement to mean Cash Flow, less
adequate cash reserves for other obligations of the Partnership for which there
is no provision, but are initially allocated none of the depreciation,
amortization, cost recovery and interest expense.  These items are allocated to
Class B Unit holders until their capital account balances have been reduced to
zero.  Therefore, the Limited Partners holding Class A Units will receive 90% of
Net Cash from Operations, and the General Partners will receive 10%.  No Net
Cash from Operations will be distributed to Limited Partners holding Class B
Units. Cash distributions made to the Limited Partners holding Class A Units for
the two most recent fiscal years were as follows:

<TABLE>
<CAPTION>
                                                 Per Class A Unit
                                                 ----------------
          Distributions For   Total Cash     Investment     Return of
          Quarter Ended       Distribution     Income        Capital
          ------------------------------------------------------------
          <S>                 <C>            <C>            <C>

          March 31, 1998        $289,025       $0.09             $0.10
          June 30, 1998         $300,005       $0.14             $0.05
          Sept. 30, 1998        $296,796       $0.08             $0.11
          Dec. 31, 1998         $273,913       $0.09             $0.09
          March 31, 1999        $283,810       $0.09             $0.09
          June 30, 1999         $302,348       $0.14             $0.06
          Sept. 30, 1999        $300,596       $0.07             $0.12
          Dec. 31, 1999         $304,213       $0.10             $0.09
</TABLE>

                                       9
<PAGE>

The fourth quarter distribution was accrued for accounting purposes in 1999, and
was not actually paid to the limited partners holding Class A units until
February 2000.  Even though there is no guarantee, the General Partners
anticipate that cash distributions to Limited Partners holding Class A units
will continue in 2000 at a level at least comparable with 1999 cash
distributions on an annual basis.

ITEM 6.  SELECTED FINANCIAL DATA.
---------------------------------

The Partnership commenced the offering on March 6, 1992, but did not commence
active operations until it received and accepted subscriptions for a minimum of
125,000 units on April 27, 1992.

The following sets forth a summary of the selected financial data for the fiscal
years ended December 31, 1999, 1998, 1997, 1996 and 1995.

<TABLE>
<CAPTION>
                                              1999             1998                 1997                   1996               1995
                                       -------------------------------------------------------------------------------------------
<S>                                    <C>              <C>                  <C>                    <C>                <C>
Total assets                           $12,499,237      $13,038,503          $13,586,464            $14,092,081        $14,597,710
Total revenues                             706,291          708,264              633,247                590,839            764,624
Net income                                 625,679          622,106              559,801                505,650            689,639
Net income/(loss) allocated
  to General Partners                            0                0                    0                      0                  0
Net income allocated to
  Class A Limited Partners                 625,679          622,106              559,801              1,095,296          1,124,203
Net loss allocated to
  Class B Limited Partners                       0                0                    0               (589,646)          (434,564)
Net income per weighted
 average (1) Class A
 Limited Partner Unit                          .40              .40                  .36                    .71                .73
Net loss per weighted
 average (1) Class B
 Limited Partner Unit                            0                0                    0                  (3.78)             (2.72)
Cash Distributions per
 weighted average (1)
 Class A Limited Partner
 Unit:
    Investment Income                          .40              .40                  .60                    .65                .66
    Return of Capital                          .36              .35                  .11                    .00                .00
</TABLE>

(1)  The weighted average unit is calculated by averaging units over the period
they are outstanding during the time units are still being purchased or
converted by Limited Partners in the Partnership.

Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
-------------------------------------------------------------------------
RESULTS OF OPERATION.
---------------------

The following discussion and analysis should be read in conjunction with the
selected financial data and the accompanying financial statements of the
Partnership and notes thereto.  This Report

                                       10
<PAGE>

contains forward-looking statements, within the meaning of Section 27A of the
Securities Act of 1933 and 21E of the Securities Exchange Act of 1934, including
discussion and analysis of the financial condition of the Partnership,
anticipated capital expenditures required to complete certain projects, amounts
of cash distributions anticipated to be distributed to Limited Partners in the
future and certain other matters. Readers of this Report should be aware that
there are various factors that could cause actual results to differ materially
from any forward-looking statement made in this Report, which include
construction costs which may exceed estimates, construction delays, lease-up
risks, inability to obtain new tenants upon the expiration of existing leases,
and the potential need to fund tenant improvements or other capital expenditures
out of operating cash flow.

Results of Operations and Changes in Financial Conditions
---------------------------------------------------------

General
-------

Gross revenues of the Partnership were $706,291 for the year ended December 31,
1999, as compared to $708,264 for the year ended December 31, 1998 and $633,247
for the year ended December 31, 1997.  Interest income decreased from 1997 to
1998 and 1999 due to a greater amount of investor funds invested in interest
bearing accounts in 1997 than in 1998 and 1999.  Gross revenues increased for
the years ended 1999 and 1998, as compared to 1997, due primarily to increased
equity in income from the joint ventures, due primarily to increased occupancy
at Stockbridge Village II.

Expenses of the Partnership were $80,612 for the year ended December 31, 1999,
$86,158 for the year ended December 31, 1998 and $73,446 for the year ended
December 31, 1997.  Expenses varied due primarily to fluctuations in partnership
administration expenses.

The Partnership made cash distributions to the Limited Partners holding Class A
Units of $.76 per Class A Unit for the year ended December 31, 1999, $.75 per
Class A Unit for the year ended December 31, 1998 and $.71 per Class A Unit for
the year ended December 31, 1997.  No cash distributions were made to the
Limited Partners holding Class B Units.  Distributions accrued for the fourth
quarter of 1999 were paid in February, 2000.

Property Operations
-------------------

As of December 31, 1999, the Partnership's ownership interest in Fund IV-Fund V
Joint Venture was 62.4%, in Fund V-Fund VI Joint Venture 46.4% and in Fund V-VI-
VII Joint Venture 16.5%.

As of December 31, 1999, the Partnership owned interests through interests in
joint ventures in the following operational properties:

                                       11
<PAGE>

The Jacksonville Property/Fund IV-Fund V Joint Venture
------------------------------------------------------

<TABLE>
<CAPTION>
                                                          For the Year Ended December 31
                                               ------------------------------------------------------
                                                  1999                  1998                 1997
                                                  ----                  ----                 ----
<S>                                            <C>                   <C>                   <C>
Revenues:
  Rental income                                $1,471,572            $1,461,916            $1,464,097
                                               ----------            ----------            ----------
Expenses
  Depreciation                                    319,508               318,096               318,100
  Management & leasing expenses                   205,987               190,928               184,623
  Other operating expenses                        363,344               401,622               431,278
                                               ----------            ----------            ----------
                                                  888,839               910,646               934,001
                                               ----------            ----------            ----------

Net income                                     $  582,733            $  551,270            $  530,096
                                               ==========            ==========            ==========

Occupied %                                             94%                   94%                  100%

Partnership's Ownership %                            62.4%                 62.4%                 62.4%

Cash Distribution to the Partnership           $  602,381            $  506,517            $  503,015

Net Income Allocated to the
  Partnership                                  $  363,773            $  343,868            $  329,540
</TABLE>

Rental income increased slightly in 1999 as compared to 1998 and 1997 due to
rental income for three months from a temporary tenant.  Expenses decreased in
1999 as compared to 1998 due primarily to savings in various building operating
expenses.  Cash distributions increased in 1999 as compared to 1998 and 1997 due
to the distribution of cash previously held in reserve.  These reserves were
held to cover necessary tenant improvements which did not materialize.  Net
income increased in 1999, as compared to 1998 and 1997 levels, due primarily to
savings in operating expenses.

The Jacksonville Property incurred property taxes of $182,936 for 1999, $188,333
for 1998, and $180,405 for 1997.

For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2.  For additional information on tenants,
etc.  refer to Item 2, Properties, Page 3.

                                       12
<PAGE>

Village Overlook Properties/Fund IV-Fund V Joint Venture
--------------------------------------------------------

<TABLE>
<CAPTION>
                                                For the Year Ended December 31
                                        -----------------------------------------------
                                             1999             1998           1997
                                             ----             ----           ----
<S>                                        <C>             <C>             <C>
Revenues:
  Rental income                            $454,971        $480,419        $387,453
  Interest income                            10,436          12,908           9,193
                                           --------        --------        --------
                                            465,407         493,327         396,646
                                           --------        --------        --------

Expenses
  Depreciation                              181,448         178,095         166,939
  Management & leasing expenses              54,363          61,950          55,591
  Other operating expenses                  211,837         170,664         187,339
                                           --------        --------        --------
                                            447,648         410,709         409,869
                                           --------        --------        --------

Net income (loss)                          $ 17,759        $ 82,618        $(13,223)
                                           ========        ========        ========

Occupied %                                       62%             92%             81%

Partnership's Ownership %                      62.4%           62.4%           62.4%

Cash Distribution to the Partnership       $ 99,578        $181,881        $121,661

Net Income (Loss) Allocated to the
  Partnership                              $ 11,087        $ 51,542        $ (8,247)
</TABLE>


Rental income for the Village Overlook Properties decreased in 1999 as compared
to 1998, due to a decrease in occupancy level. Occupancy decreased in 1999 to
62%, as compared to 92% in 1998 (on both buildings) due to the fact that one
major tenant, Georgia Baptist, who occupied approximately 50% of the space did
not renew their lease, which expired May 31, 1999. Two new tenants have signed
leases for a total of 7,332 rentable square feet of space and moved in October
1, 1999. All efforts are being made by the Partnership to lease the remaining
10,515 square feet of vacant space.

Operating expenses increased in 1999, as compared to 1998 and 1997, due
primarily to the resurfacing of the parking lot as well as the repairs of the
HVAC system in the buildings. Cash distributions allocated to the Partnership
decreased in 1999, compared to prior year levels due primarily to the loss in
revenue and the increase in operating expenses experienced in these properties.

The Village Overlook Properties incurred property taxes of $35,002 for 1999,
$36,862 for 1998 and $35,691 for 1997.

For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2. For additions information on tenants,
etc. refer to Item 2, Properties, Page 3.

                                       13
<PAGE>

The Hartford Building - Fund V - Fund VI Joint Venture
------------------------------------------------------

<TABLE>
<CAPTION>
                                                For the Year Ended December 31
                                                ------------------------------
                                             1999             1998           1997
                                             ----             ----           ----
<S>                                        <C>             <C>             <C>
Revenues:
  Rental income                            $717,499        $717,499        $717,499
                                           --------        --------        --------

Expenses
  Depreciation                              292,031         292,032         292,031
  Management & leasing expenses              28,968          27,719          30,189
  Other operating expenses                   11,282          10,530          (9,983)
                                           --------        --------        --------
                                            332,281         330,281         312,237
                                           --------        --------        --------

Net income                                 $385,218        $387,218        $405,262
                                           ========        ========        ========

Occupied %                                      100%            100%            100%

Partnership's Ownership %                      46.4%           46.5%           46.5%

Cash Distribution to the Partnership       $317,598        $318,379        $329,507

Net Income Allocated to the
  Partnership                              $178,879        $180,142        $189,813
</TABLE>


Net income decreased and expenses increased in 1999 and 1998, as compared to
1997, due primarily to an insurance reimbursement received in 1997 from the
tenant for prior year's expenses.

The Partnership's ownership in the Fund V-Fund VI Joint Venture decreased from
46.5% in 1997 and 1998, to 46.4% in 1999 due to additional fundings by Wells
Fund VI, which increased Wells Fund VI's ownership interest and decreased the
Partnership's ownership interest in the Fund V - Fund VI Joint Venture.

Cash distributions and net income allocated to the Partnership decreased in 1999
and 1998 as compared to 1997 due to the insurance reimbursement discussed above
and the decreased ownership in the joint venture.

Real estate taxes and all operational expenses for the building are the
responsibility of the tenant.

For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2.  For additional information on tenants,
etc. refer to Item 2, Properties, Page 3.  For more detailed financial
information regarding the historical operations of The Hartford Building refer
to the Financial Statements, as of December 31, 1999, 1998 and 1997 regarding
The Hartford Building commencing at page F-25 of this Annual Report on Form 10-
K.

                                       14
<PAGE>

Stockbridge Village II - Fund V - Fund VI Joint Venture
-------------------------------------------------------

<TABLE>
<CAPTION>
                                                For the Year Ended December 31
                                     -----------------------------------------------------
                                             1999             1998           1997
                                             ----             ----           ----
<S>                                        <C>             <C>             <C>
Revenues:
  Rental income                            $311,112        $235,776        $235,508
                                           --------        --------        --------

Expenses
  Depreciation                              104,962         101,971          96,357
  Management & leasing expenses              36,199          29,648          35,423
  Other operating expenses                   43,637          32,156          62,725
                                           --------        --------        --------
                                            184,798         163,775         194,505
                                           --------        --------        --------

Net income                                 $126,314        $ 72,001        $ 41,003
                                           ========        ========        ========

Occupied %                                      100%             72%             72%

Partnership's Ownership %                      46.4%           46.5%           46.5%

Cash Distribution to the Partnership       $ 98,998        $ 77,808        $ 60,871

Net Income Allocated to the
  Partnership                              $ 58,648        $ 33,488        $ 18,970
</TABLE>

Net income and cash distributions allocated to the Partnership are greater in
1999, as compared to 1998 and 1997, due primarily to increase occupancy.
Expenses increased in 1999, as compared to 1998 due to increased occupancy.

The Partnership's ownership percentage in the Fund V - Fund VI Joint Venture
decreased to 46.4% in 1999 as compared to 46.5% in 1998 and 1997 due to
additional investments by Wells Fund VI which decreased the Partnership's
ownership interest in the Fund V-Fund VI Joint Venture.

The Stockbridge Village II Project incurred property taxes of $24,121 for 1999,
$23,508 for 1998 and $25,491 for 1997.

For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2.  For additional information on tenants,
etc., refer to Item 2, Properties, Page 3.

                                       15
<PAGE>

The Marathon Building/Fund V-VI-VII Joint Venture
-------------------------------------------------

<TABLE>
<CAPTION>
                                                For the Year Ended December 31
                                        --------------------------------------------
                                             1999             1998           1997
                                             ----             ----           ----
<S>                                        <C>             <C>             <C>
Revenues:
  Rental income                            $971,051        $971,447        $968,219
                                           --------        --------        --------

Expenses
  Depreciation                              350,585         350,585         350,585
  Management & leasing expenses              39,659          34,632          39,671
  Other operating expenses                   19,441          12,261          11,905
                                           --------        --------        --------
                                            409,685         397,478         402,161
                                           --------        --------        --------

Net income                                 $561,366        $573,969        $566,058
                                           ========        ========        ========

Occupied %                                      100%            100%            100%

Partnership's Ownership %                      16.5%           16.5%           16.5%

Cash Distribution to the Partnership       $151,521        $153,446        $152,896

Net Income Allocated to the
  Partnership                              $ 92,401        $ 94,475        $ 93,173
</TABLE>

Real estate taxes and all operational expenses for the building are the
responsibility of the tenant.

Rental income remained relatively stable in 1999, 1998 and 1997. Management and
leasing fees increased, as compared to 1998, due to an underaccrual of fees in
1998. Operating expenses increased slightly due primarily to increases in
accounting and administrative fees.

Cash distribution to the Partnership and net income allocated to Partnership
remained relatively stable for 1999.

For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, page 2. For additional information on tenants,
etc., refer to Item 2, Properties, Page 3.

Liquidity and Capital Reserves
------------------------------

During its offering, which terminated on March 3, 1993, the Partnership raised a
total $17,006,020 in capital through the sale of 1,700,602 units. No additional
units will be sold by the Partnership. As of December 31, 1999, the Partnership
incurred $3,145,282 in commission fees, acquisition fees, organization and
offering costs; invested $13,844,687 in properties; reserved $16,051 as working
capital reserves.

                                       16
<PAGE>

Pursuant to the terms of the Partnership Agreement, the Partnership is required
to maintain working capital reserves in an amount equal to the cash operating
expenses required to operate the Partnership for a six-month period not the be
reduced below 1% of Limited Partners' capital contributions. As set forth above,
in order to fund tenant improvements of approximately $154,009 the General
Partners have used a portion of the Partnership's working capital reserves to
reduce the balance below this minimum amount, rather than funding out of
operating cash flow. The General Partners anticipated that the remaining $16,051
in working capital reserves will be sufficient to meet its future needs.

The Partnership's net cash used in operating activities increased from $66,556
for the year ended December 31, 1997 to $77,135 for the year ended December 31,
1998 to $83,383 for the year ended December 31, 1999 primarily due to decreases
in interest income in 1999 and 1998 and changes in accounts payable. Net cash
provided by investing activities fluctuated from $966,869 in 1997 and $1,223,796
in 1998 and $1,201,675 in 1999, primarily due to changes in investments in joint
ventures and increases in distributions received from joint ventures. Cash used
in financing activities remained relatively stable for 1999 and 1998, but were
lower in 1997.

The Partnership's distributions paid and payable through the fourth quarter of
1999 have been paid from net cash from operations and from a return of capital.
The Partnership anticipates that distributions will continue to be paid on a
quarterly basis from such sources.

The Partnership is unaware of any known demands, commitments, events or capital
expenditures other than that which is required for the normal operations of its
properties that will result in the Partnership's liquidity increasing or
decreasing in any material way. The Partnership expects to meet liquidity
requirements and budget demands through cash flow from operations.

Inflation
---------

The real estate market has not been affected significantly by inflation in the
past three years due to the relatively low inflation rate. There are provisions
in the majority of tenant leases executed by the Partnership to protect the
Partnership from the impact of inflation. Most leases contain common area
maintenance charges, real estate tax and insurance reimbursements on a per
square foot basis, or in some cases, annual reimbursement of operating expenses
above a certain per square foot allowance. These provisions should reduce the
Partnership's exposure to increases in costs and operating expenses resulting
from inflation. In addition, a number of the Partnership's leases are for terms
of less than five years which may permit the Partnership to replace existing
leases with new leases at higher base rental rates if the existing leases are
below market rate. There is no assurance, however, that the Partnership would be
able to replace existing leases with new leases at higher base rentals.

Year 2000
---------

The Partnership made the transition into the year 2000 without any information
systems, business operations or facilities related system problems.  Management
believes that there are no other Y2K related issues that may require disclosure.

                                       17
<PAGE>

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
----------------------------------------------------

The Financial Statements of the Registrant and supplementary data are detailed
under Item 14(a) and filed as part of the report on the pages indicated.


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
-----------------------------------------------------------------------
FINANCIAL DISCLOSURE.
--------------------

There were no disagreements with the Partnership's accountants or other
reportable events during 1999.


                                   PART III
                                   --------


ITEM 10. GENERAL PARTNERS OF THE PARTNERSHIP.
--------------------------------------------


     Wells Partners, L.P.  Wells Partners, L.P. is a private Georgia limited
     -------------------
partnership formed on October 25, 1990. The sole General Partner of Wells
Partners, L.P. is Wells Capital, Inc., a Georgia corporation. The executive
offices of Wells Capital, Inc. are located at 6200 The Corners Parkway, Suite
250, Norcross, Georgia 30092.

     Leo F. Wells, III.  Mr. Wells is a resident of Atlanta, Georgia, is 56
     -----------------
years of age and holds a Bachelor of Business Administration Degree in Economics
from the University of Georgia. Mr. Wells is the President and sole Director of
Capital. Mr. Wells is the President of Wells & Associates, Inc., a real estate
brokerage and investment company formed in 1976 and incorporated in 1978, for
which he serves as principal broker. Mr. Wells is also currently the sole
Director and President of Wells Management Company, Inc., a property management
company he founded in 1983. In addition, Mr. Wells is the President and Chairman
of the Board of Wells Investment Securities, Inc., Wells & Associates, Inc., and
Wells Management Company, Inc. which are affiliates of the General Partners.
From 1980 to February 1985, Mr. Wells served as vice-president of Hill-Johnson,
Inc., a Georgia corporation engaged in the construction business. From 1973 to
1976, he was associated with Sax Gaskin Real Estate Company and from 1970 to
1973, he was a real estate salesman and property manager for Roy D. Warren &
Company, an Atlanta real estate company.

                                       18
<PAGE>

Item 11. COMPENSATION OF GENERAL PARTNERS AND AFFILIATES.
--------------------------------------------------------

The following table summarizes the compensation and fees paid to the General
Partners and their affiliates during the year ended December 31, 1999.


                            CASH COMPENSATION TABLE

        (A)                            (B)                       (C)
Name of individual or      Capacities in which served
number in group            -Form of Compensation             Cash Compensation
---------------------      --------------------------        -----------------

Wells Management           Property Manager-                 $173,723 (1)
Company, Inc.              Management and Leasing
                           Fees


(1)  The majority of these fees are not paid directly by the Partnership but are
     paid by the joint venture entities which own properties for which the
     property management and leasing services relate and include management and
     leasing fees which were accrued for accounting purposes in 1999 but not
     actually paid until January, 2000.


Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
-----------------------------------------------------------------------

No Limited Partner is known by the Partnership to own beneficially more than 5%
of the outstanding units of the Partnership.

Set forth below is the security ownership of management as of February 28, 2000.


     (1)                 (2)                    (3)                (4)
                                         Amount and Nature
                  Name and Address of      of Beneficial
Title of Class    Beneficial Owner           Ownership       Percent of Class
--------------    -------------------   ------------------   ----------------

Class A Units     Leo F. Wells, III     508.82 units (IRA,   less than 1%
                                        401(k) Plan)

No arrangements exist which would, upon implementation, result in a change in
control of the Partnership.

                                       19
<PAGE>

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
-------------------------------------------------------

The compensation and fees paid or to be paid by the Partnership to the General
Partners and their affiliates in connection with the operation of the
Partnership are as follows:


Interest in Partnership Cash Flow and Net Sale Proceeds.  The General Partners
-------------------------------------------------------
will receive a subordinated participation in net cash flow from operations equal
to 10% of net cash flow after the Limited Partners have received preferential
distributions equal to 10% of their adjusted capital contribution. The General
Partners will also receive a subordinated participation in net sale proceeds and
net financing proceeds equal to 20% of residual proceeds available for
distribution after the Limited Partners holding Class B Units have received a
return of their adjusted capital contribution plus a 15% cumulative return on
their adjusted capital contribution; provided, however, that in no event shall
the General Partners receive in the aggregate in excess of 15% of net sale
proceeds and net financing proceeds remaining after payments to Limited Partners
from such proceeds of amounts equal to the sum of their adjusted capital
contributions plus a 6% cumulative return on their adjusted capital
contributions. The General Partners have received no distribution from cash flow
or net sales proceeds in 1999.


Property Management and Leasing Fees.  Wells Management Company, Inc., an
------------------------------------
affiliate of the General Partners, will receive compensation for supervising the
management of the Partnership properties equal to the lesser of: (A)(i) 3% of
gross revenues for management and 3% of the gross revenues for leasing
(aggregate maximum of 6%) plus a separate one-time fee for initial rent-up or
leasing-up of newly constructed properties in an amount not to exceed the fee
customarily charged in arm's length transactions by others rendering similar
services in the same geographic area for similar properties; and (ii) in the
case of industrial and commercial properties which are leased on a long-term
basis (ten or more years), 1% of the gross revenues except for initial leasing
fees equal to 3% of the gross revenues over the first five years of the lease
term; or (B) the amounts charged by unaffiliated persons rendering comparable
services in the same geographic area. Wells Management Company, Inc. accrued
$173,723 in cash compensation for the year ended December 31, 1999.

Real Estate Commissions.  In connection with the sale of Partnership properties,
-----------------------
the General Partners or their affiliates may receive commissions not exceeding
the lesser of (A) 50% of the commissions customarily charged by other brokers in
arm's-length transactions involving comparable properties in the same geographic
area or (B) 3% of the gross sales price of the property, and provided that
payments of such commissions will be made only after Limited Partners have
received prior distributions totaling 100% of their capital contributions plus a
6% cumulative return on their adjusted capital contributions.  During 1999, no
real estate commissions were paid to the General Partners or their affiliates.

                                       20
<PAGE>

                                    PART IV
                                    -------

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
--------------------------------------------------------------------------


(a)1. The Financial Statements are contained on pages F-2 through F-24 of this
      Annual Report on Form 10-K, and the list of the Financial Statements
      contained herein is set forth on page F-1, which is hereby incorporated by
      reference.

(a)2. Financial Statement Schedule III
      Information with respect to this item begins on Page S-1 of this Annual
      Report on Form 10-K.

(a)3. The Exhibits filed in response to Item 601 of Regulation S-K are listed on
      the Exhibit Index attached hereto.

(b)   No reports on Form 8-K were filed with the Commission during the fourth
      quarter of 1999.

(c)   The Exhibits filed in response to Item 601 of Regulation S-K are listed on
      the Exhibit Index attached hereto.

(d)   See (a) 2.

                                       21
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of Sections 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 this 27th day of March,
2000.

                              Wells Real Estate Fund V, L.P.
                              (Registrant)


                         By:       /s/ Leo F. Wells, III
                                   ---------------------------------------------
                                   Leo F. Wells, III
                                   Leo F. Wells, III, Individual General Partner
                                   and as President and Chief Financial Officer
                                   of Wells Capital, Inc., the General Partner
                                   of Wells Partners, L.P.


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

Signature                     Title
---------                     -----



/s/ Leo F. Wells, III         Individual General Partner,        March 27, 2000.
---------------------
Leo F. Wells, III             President and Sole Director
                              of Wells Capital, Inc. the
                              General Partner of Wells
                              Partners, L.P.



SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(d) OF THE ACT BY REGISTRARS WHICH HAVE NOT BEEN REGISTERED PURSUANT TO
SECTION 12 OF THE ACT.

     No annual report or proxy material relating to an annual or other meeting
of security holders has been sent to security holders.

                                       22
<PAGE>

                       INDEX TO THE FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
Financial Statements                                                       Page
--------------------                                                       ----
<S>                                                                        <C>

Independent Auditors' Reports                                              F-2

Balance Sheets as of December 31, 1999 and 1998                            F-3

Statements of Income for the Years Ended December
   31, 1999, 1998 and 1997                                                 F-4

Statements of Partners' Capital for the Years Ended
   December 31, 1999, 1998 and 1997                                        F-5

Statements of Cash Flows for the Years Ended
   December 31, 1999, 1998, 1997                                           F-6

Notes to Financial Statements for December 31, 1999
   1998 and 1997                                                           F-7

Audited Financial Statements - The Hartford Building                       F-25
</TABLE>
                                      F-1
<PAGE>

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To Wells Real Estate Fund V, L.P.:

We have audited the accompanying balance sheets of WELLS REAL ESTATE FUND V,
L.P. (a Georgia public limited partnership) as of December 31, 1999 and 1998 and
the related statements of income, partners' capital, and cash flows for each of
the three years in the period ended December 31, 1999.  These financial
statements and the schedule referred to below are the responsibility of the
Partnership's management.  Our responsibility is to express an opinion on these
financial statements and schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States.  Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements and
schedule 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 provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Wells Real Estate Fund V, L.P.
as of December 31, 1999 and 1998 and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 1999 in
conformity with accounting principles generally accepted in the United States.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  Schedule III--Real Estate Investments
and Accumulated Depreciation as of December 31, 1999 is presented for purposes
of complying with the Securities and Exchange Commission's rules and is not part
of the basic financial statements.  This schedule has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, fairly states in all material respects the financial data
required to be set forth therein in relation to the basic financial statements
taken as a whole.


ARTHUR ANDERSEN LLP



Atlanta, Georgia
January 20, 2000

                                      F-2
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


                                BALANCE SHEETS

                          DECEMBER 31, 1999 AND 1998


                                    ASSETS

<TABLE>
<CAPTION>
                                                           1999           1998
                                                           ----           ----
<S>                                                     <C>            <C>
INVESTMENT IN JOINT VENTURES                            $12,178,473    $12,673,831

CASH AND CASH EQUIVALENTS                                    21,620         63,998

DUE FROM AFFILIATES                                         299,144        300,674
                                                        -----------    -----------
       Total assets                                     $12,499,237    $13,038,503
                                                        ===========    ===========
</TABLE>

                       LIABILITIES AND PARTNERS' CAPITAL

<TABLE>
<CAPTION>
<S>                                                     <C>            <C>
LIABILITIES:
  Accounts payable and accrued expenses                 $         0    $     4,274
  Partnership distributions payable                         304,213        273,916
                                                        -----------    -----------
       Total liabilities                                    304,213        278,190
                                                        -----------    -----------
COMMITMENTS AND CONTINGENCIES

PARTNERS' CAPITAL:
  Limited partners:
    Class A--1,566,416 units and 1,559,021 units as of
       December 31,1999 and 1998, respectively           12,195,024     12,760,313
    Class B--134,186 units and 141,581 units as of
       December 31,1999 and 1998, respectively                    0              0
                                                        -----------    -----------
         Total partners' capital                         12,195,024     12,760,313
                                                        -----------    -----------
         Total liabilities and partners' capital        $12,499,237    $13,038,503
                                                        ===========    ===========
</TABLE>

     The accompanying notes are an integral part of these balance sheets.

                                      F-3
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


                             STATEMENTS OF INCOME

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                                                    1999        1998       1997
                                                                  --------    --------   --------
<S>                                                               <C>         <C>        <C>
REVENUES:
  Equity in income of joint ventures                              $704,788    $703,515   $623,249
  Interest income                                                    1,503       4,749      9,998
                                                                  --------    --------   --------
                                                                   706,291     708,264    633,247
                                                                  --------    --------   --------
EXPENSES:
  Partnership administration                                        52,130      60,292     42,496
  Legal and accounting                                              18,496      17,900     20,937
  Amortization of organization costs                                     0           0      1,042
  Computer costs                                                     9,986       7,966      8,971
                                                                  --------    --------   --------
                                                                    80,612      86,158     73,446
                                                                  --------    --------   --------
NET INCOME                                                        $625,679    $622,106   $559,801
                                                                  ========    ========   ========

NET INCOME ALLOCATED TO CLASS A
  LIMITED PARTNERS                                                $625,679    $622,106   $559,801
                                                                  ========    ========   ========

NET INCOME PER WEIGHTED AVERAGE
  CLASS A LIMITED PARTNER UNIT                                    $   0.40    $   0.40   $   0.36
                                                                  ========    ========   ========

CASH DISTRIBUTION PER WEIGHTED
  AVERAGE CLASS A LIMITED PARTNER UNIT                            $   0.76    $   0.75   $   0.71
                                                                  ========    ========   ========
</TABLE>

       The accompanying notes are an integral part of these statements.

                                      F-4
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


                        STATEMENTS OF PARTNERS' CAPITAL

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                                                Limited Partners                   Total
                                                    ------------------------------------------
                                                            Class A              Class B          Partners'
                                                    ----------------------   -----------------
                                                      Units       Amount      Units    Amount      Capital
                                                    ---------  -----------   -------   -------   -----------
<S>                                                 <C>        <C>           <C>       <C>       <C>
BALANCE, December 31, 1996                          1,546,416  $13,840,570   154,186   $  0      $13,840,570

  Net income                                                0      559,801         0      0          559,801
  Class B conversion elections                          5,000            0    (5,000)     0                0
  Partnership distributions                                 0   (1,102,425)        0      0       (1,102,425)
                                                    ---------  -----------   -------   -------   -----------
BALANCE, December 31, 1997                          1,551,416   13,297,946   149,186      0       13,297,946

  Net income                                                0      622,106         0      0          622,106
  Class B conversion elections                          7,605            0    (7,605)     0                0
  Partnership distributions                                 0   (1,159,739)        0      0       (1,159,739)
                                                    ---------  -----------   -------   -------   -----------
BALANCE, December 31, 1998                          1,559,021   12,760,313   141,581      0       12,760,313

  Net income                                                0      625,679         0      0          625,679
  Partnership distributions                                 0   (1,190,968)        0      0       (1,190,968)
  Class B conversion elections                          7,395            0    (7,395)     0                0
                                                    ---------  -----------   -------   -------   -----------
BALANCE, December 31, 1999                          1,566,416  $12,195,024   134,186   $  0      $12,195,024
                                                    =========  ===========   =======   =======   ===========
</TABLE>

       The accompanying notes are an integral part of these statements.

                                      F-5
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


                           STATEMENTS OF CASH FLOWS

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                                                                   1999          1998          1997
                                                                               -----------   -----------   -----------
<S>                                                                            <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                                   $   625,679   $   622,106   $   559,801
                                                                               -----------   -----------   -----------
  Adjustments to reconcile net income to net cash used in operating
     activities:                                                                  (704,788)     (703,515)     (623,249)
         Equity in income of joint ventures
         Amortization of organization costs                                              0             0         1,042
         Changes in assets and liabilities:
           Other assets                                                                  0             0           350
           Accounts payable and accrued expenses                                    (4,274)        4,274        (4,500)
                                                                               -----------   -----------   -----------
              Total adjustments                                                   (709,062)     (699,241)     (626,357)
                                                                               -----------   -----------   -----------
              Net cash used in operating activities                                (83,383)      (77,135)      (66,556)
                                                                               -----------   -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Investment in joint ventures                                                     (69,929)      (19,270)     (154,131)
  Distributions received from joint ventures                                     1,271,605     1,243,066     1,121,000
                                                                               -----------   -----------   -----------
              Net cash provided by investing activities                          1,201,676     1,223,796       966,869
                                                                               -----------   -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Distributions to partners in excess of accumulated earnings                     (556,194)     (539,448)            0
  Distributions to partners from accumulated earnings                             (604,477)     (634,893)   (1,060,918)
                                                                               -----------   -----------   -----------
              Net cash used in financing activities                             (1,160,671)   (1,174,341)   (1,060,918)
                                                                               -----------   -----------   -----------
NET DECREASE IN CASH AND CASH EQUIVALENTS                                          (42,378)      (27,680)     (160,605)

CASH AND CASH EQUIVALENTS, beginning of year                                        63,998        91,678       252,283
                                                                               -----------   -----------   -----------
CASH AND CASH EQUIVALENTS, end of year                                         $    21,620   $    63,998   $    91,678
                                                                               ===========   ===========   ===========
SUPPLEMENTAL DISCLOSURE OF NONCASH ACTIVITIES:
     Deferred project costs contributed to joint venture                       $         0   $         0   $     5,843
                                                                               ===========   ===========   ===========
</TABLE>


       The accompanying notes are an integral part of these statements.

                                      F-6
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


                         NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 1999, 1998, AND 1997

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Business

     Wells Real Estate Fund V, L.P. (the "Partnership") is a public limited
     partnership organized on October 25, 1990 under the laws of the state of
     Georgia. The general partners are Leo F. Wells, III and Wells Partners,
     L.P. ("Wells Partners"), a Georgia nonpublic limited partnership. The
     Partnership has two classes of limited partnership interests, Class A and
     Class B units. Class B limited partners shall have a one-time right to
     elect to have all of their units treated as Class A units. Limited partners
     may vote to, among other things, (a) amend the partnership agreement,
     subject to certain limitations, (b) change the business purpose or
     investment objectives of the Partnership, and (c) remove a general partner.
     A majority vote on any of the above described matters will bind the
     Partnership, without the concurrence of the general partners. Each limited
     partnership unit has equal voting rights, regardless of class.

     The Partnership was formed to acquire and operate commercial real
     properties, including properties which are to be developed, are currently
     under development or construction, are newly constructed, or have operating
     histories. The Partnership owns an interest in the following properties
     through joint ventures between the Partnership and other Wells Real Estate
     Funds: (i) the Jacksonville IBM Building, a four-story office building
     located in Jacksonville, Florida, (ii) the Village Overlook Project
     (formerly known as the "Medical Center Project"), two substantially
     identical two-story buildings located in Clayton County, Georgia, (iii) the
     Stockbridge Village II property, two retail buildings located in Clayton
     County, Georgia, (iv) the Hartford Building, a four-story office building
     located in Southington, Connecticut, and (v) the Marathon Building, a
     three-story office building located in Appleton, Wisconsin.

     Use of Estimates and Factors Affecting the Partnership

     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 the reported amounts of revenues and expenses
     during the reporting period. Actual results could differ from those
     estimates.

     The carrying values of real estate are based on management's current intent
     to hold the real estate assets as long-term investments. The success of the
     Partnership's future operations and the ability to realize the investment
     in its assets will be dependent on the Partnership's ability to maintain
     rental rates, occupancy, and an appropriate level of operating expenses in
     future years. Management believes that the steps it is taking will enable
     the Partnership to realize its investment in its assets.

                                      F-7
<PAGE>

     Income Taxes

     The Partnership is not subject to federal or state income taxes, and
     therefore, none have been provided for in the accompanying financial
     statements. The partners are required to include their respective shares of
     profits and losses in their individual income tax returns.

     Distribution of Net Cash From Operations

     Cash available for distribution, as defined by the partnership agreement,
     is distributed to limited partners quarterly. In accordance with the
     partnership agreement, distributions are paid first to limited partners
     holding Class A units until they have received a 10% per annum return on
     their adjusted capital contributions, as defined. Cash available for
     distribution is then paid first to the general partners until they have
     received an amount equal to 10% of distributions. Any remaining cash
     available for distribution is split between the limited partners holding
     Class A units and the general partners on a basis of 90% and 10%,
     respectively. No distributions will be made to the limited partners holding
     Class B units.

     Distribution of Sales Proceeds

     Upon sales of properties, the net sales proceeds are distributed in the
     following order:

          .    To limited partners on a per unit basis until all limited
               partners have received 100% of their adjusted capital
               contributions, as defined

          .    To limited partners holding Class B units on a per unit basis
               until they receive an amount equal to the net cash available for
               distribution received by the limited partners holding Class A
               units

          .    To all limited partners on a per unit basis until they receive a
               cumulative 10% per annum return on their adjusted capital
               contributions, as defined

          .    To limited partners holding Class B units on a per unit basis
               until they receive a cumulative 15% per annum return on their
               adjusted capital contributions, as defined

          .    To all limited partners until they receive an amount equal to
               their respective cumulative distributions, as defined

          .    To all the general partners until they have received 100% of
               their capital contribution, as defined

          .    Thereafter, 80% to the limited partners and 20% to the general
               partners

     Allocation of Net Income, Net Loss, and Gain on Sale

     Net income is defined as net income recognized by the Partnership,
     excluding deductions for depreciation, and amortization. Net income, as
     defined, of the Partnership will be allocated each year in the same
     proportions that net cash from operations is distributed to the partners.
     To the extent the Partnership's net income in any year exceeds net cash
     from operations, it will be allocated 99% to the limited partners and 1% to
     the general partners.

                                      F-8
<PAGE>

     Net loss, depreciation, and amortization deductions for each fiscal year
     will be allocated as follows: (a) 99% to the limited partners holding Class
     B units and 1% to the general partners until their capital accounts are
     reduced to zero, (b) then to any partner having a positive balance in his
     capital account in an amount not to exceed such positive balance, and (c)
     thereafter to the general partners.

     Gain on the sale or exchange of the Partnership's properties will be
     allocated generally in the same manner that the net proceeds from such sale
     are distributed to partners after the following allocations are made, if
     applicable: (a) allocations made pursuant to a qualified income offset
     provision in the partnership agreement, (b) allocations to partners having
     negative capital accounts until all negative capital accounts have been
     restored to zero, and (c) allocations to Class B limited partners in
     amounts equal to deductions for depreciation and amortization previously
     allocated to them with respect to the specific partnership property sold,
     but not in excess of the amount of gain on sale recognized by the
     Partnership with respect to the sale of such property.

     Investment in Joint Ventures

     Basis of Presentation. The Partnership does not have control over the
     operations of the joint ventures; however, it does exercise significant
     influence. Accordingly, investments in joint ventures are recorded using
     the equity method of accounting.

     Real Estate Assets. Real estate assets held by the joint ventures are
     stated at cost less accumulated depreciation. Major improvements and
     betterments are capitalized when they extend the useful life of the related
     asset. All repairs and maintenance are expensed as incurred.

     Management continually monitors events and changes in circumstances which
     could indicate that carrying amounts of real estate assets may not be
     recoverable. When events or changes in circumstances are present which
     indicate that the carrying amounts of real estate assets may not be
     recoverable, management assesses the recoverability of real estate assets
     by determining whether the carrying value of such real estate assets will
     be recovered through the future cash flows expected from the use of the
     asset and its eventual disposition. Management has determined that there
     has been no impairment in the carrying value of real estate assets held by
     the joint ventures as of December 31, 1999.

     Depreciation for buildings and improvements is calculated using the
     straight-line method over 25 years.

     Revenue Recognition. All leases on real estate assets held by the joint
     ventures are classified as operating leases, and the related rental income
     is recognized on a straight-line basis over the terms of the respective
     leases.

     Partners' Distributions and Allocations of Profit and Loss. Cash available
     for distribution and allocations of profit and loss to the Partnership by
     the joint ventures are made in accordance with the terms of the individual
     joint venture agreements. Generally, these items are allocated in
     proportion to the partners' respective ownership interests. Cash is paid
     from the joint ventures to the Partnership quarterly.

     Deferred Lease Acquisition Costs. Costs incurred to procure operating
     leases are capitalized and amortized on a straight-line basis over the
     terms of the related leases.

     Cash and Cash Equivalents

     For the purposes of the statements of cash flows, the Partnership considers
     all highly liquid investments purchased with an original maturity of three
     months or less to be cash equivalents. Cash equivalents

                                      F-9
<PAGE>

     include cash and short-term investments. Short-term investments are stated
     at cost, which approximates fair value, and consist of investments in money
     market accounts.

     Per Unit Data

     Net income per unit with respect to the Partnership for the years ended
     December 31, 1999, 1998, and 1997 is computed based on the average number
     of units outstanding during the period.

2.   RELATED-PARTY TRANSACTIONS

     Due from affiliates at December 31, 1999 and 1998 represents the
     Partnership's share of cash to be distributed from its joint venture
     investments for the fourth quarters of 1999 and 1998, as follows:

<TABLE>
<CAPTION>
                                                         1999            1998
                                                       --------        ---------
          <S>                                          <C>             <C>
          Fund IV and V Associates                     $168,172        $154,358
          Fund V and VI Associates                       91,847         107,472
          Fund V, VI, and VII Associates                 39,125          38,844
                                                       --------        --------
                                                       $299,144        $300,674
                                                       ========        ========
</TABLE>

     The Partnership entered into a property management agreement with Wells
     Management Company, Inc. ("Wells Management"), an affiliate of the general
     partners. In consideration for supervising the management of the
     Partnership's properties, the Partnership will generally pay Wells
     Management management and leasing fees equal to (a) 3% of the gross
     revenues for management and 3% of the gross revenues for leasing (aggregate
     maximum of 6%) plus a separate fee for the one-time initial lease-up of
     newly constructed properties in an amount not to exceed the fee customarily
     charged in arm's-length transactions by others rendering similar services
     in the same geographic area for similar properties or (b) in the case of
     commercial properties which are leased on a long-term net basis (ten or
     more years), 1% of the gross revenues except for initial leasing fees equal
     to 3% of the gross revenues over the first five years of the lease term.

     The Partnership incurred management and leasing fees and lease acquisition
     costs, at the joint venture level, of $173,723, $109,011, and $111,690 for
     the years ended December 31, 1999, 1998, and 1997, respectively, which were
     paid to Wells Management.

     The Company performs certain administrative services for the Partnership,
     such as accounting and other partnership administration, and incurs the
     related expenses. Such expenses are allocated among the various Wells Real
     Estate Funds based on time spent on each fund by individual administrative
     personnel. In the opinion of management, such allocation is a reasonable
     estimation of such expenses.

     The general partners are also general partners of other Wells Real Estate
     Funds. As such, there may exist conflicts of interest where the general
     partners in the capacity as general partners of other Wells Real Estate
     Funds may be in competition with the Partnership for tenants in similar
     geographic markets.

                                      F-10
<PAGE>

3.   INVESTMENT IN JOINT VENTURES

     The Partnership's investment and percentage ownership in joint ventures at
     December 31, 1999 and 1998 are summarized as follows:

<TABLE>
<CAPTION>
                                                         1999                               1999
                                             -----------------------------      ---------------------------
                                                Amount           Percent           Amount         Percent
                                             -----------       -----------      -----------     -----------
     <S>                                     <C>               <C>              <C>             <C>
     Fund IV and V Associates                $ 7,031,998           62%          $ 7,289,167         62%
     Fund V and VI Associates                  3,980,699           46             4,159,768         47
     Fund V, VI, and VII Associates            1,165,776           16             1,224,896         16
                                             -----------                        -----------
                                             $12,178,473                        $12,673,831
                                             ===========                        ===========
</TABLE>

The following is a rollforward of the Partnership's investment in the joint
ventures for the years ended December 31, 1999 and 1998:

<TABLE>
<CAPTION>
                                                                        1999                1998
                                                                     -----------         -----------
     <S>                                                             <C>                 <C>
     Investment in joint ventures, beginning of year                 $12,673,831         $13,189,076
       Equity in income of joint ventures                                704,788             703,515
       Contributions to joint ventures                                    69,929              19,270
       Distributions from joint ventures                              (1,270,075)         (1,238,030)
                                                                     -----------         -----------
     Investment in joint ventures, end of year                       $12,178,473         $12,673,831
                                                                     ===========         ===========
</TABLE>

     Fund IV and V Associates

     On April 14, 1992, the Partnership entered into a joint venture agreement
     with Wells Real Estate Fund IV, L.P. The joint venture, Fund IV and V
     Associates, was formed for the purpose of investing in commercial real
     properties. During 1992, Fund IV and V Associates purchased a parcel of
     land on which the Medical Center Project was developed. During 1992, the
     joint venture also purchased a second parcel of land in Jacksonville,
     Florida, on which the Jacksonville IBM Building was developed.

                                      F-11
<PAGE>

     Following are the financial statements of Fund IV and V Associates:

                           Fund IV and V Associates
                           (A Georgia Joint Venture)
                                Balance Sheets
                          December 31, 1999 and 1998

                                    Assets

<TABLE>
<CAPTION>
                                                                             1999               1998
                                                                          -----------        -----------
     <S>                                                                  <C>                <C>
     Real estate assets, at cost:
       Land                                                               $2,011,534         $ 2,011,534
       Building and improvements, less accumulated depreciation of         8,849,644           9,236,550
        $2,685,018 in 1999 and $2,184,062 in 1998                              1,656                   0
                                                                          -----------        -----------
       Construction in progress                                            10,862,834         11,248,084
          Total real estate assets                                            267,120            265,196
     Cash and cash equivalents                                                300,128            364,021
     Accounts receivable                                                      174,225            113,101
                                                                          -----------        -----------
     Prepaid expenses and other assets                                    $11,604,307        $11,990,402
          Total assets                                                    ===========        ===========

                                   Liabilities and Partners' Capital

     Liabilities:
       Accounts payable
       Partnership distributions payable                                  $    49,680        $    54,732
                                                                              244,397            222,267
       Due to affiliates                                                       45,598             36,809
                                                                          -----------        -----------
          Total liabilities                                                   339,675            313,808
     Partners' capital:                                                   -----------        -----------
       Wells Real Estate Fund IV                                            4,232,634          4,387,427
       Wells Real Estate Fund V                                             7,031,998          7,289,167
                                                                          -----------        -----------
          Total partners' capital                                          11,264,632         11,676,594
                                                                          -----------        -----------
          Total liabilities and partners' capital                         $11,604,307        $11,990,402
                                                                          ===========        ===========
</TABLE>

                                      F-12
<PAGE>

                            Fund IV and V Associates
                           (A Georgia Joint Venture)
                              Statements of Income
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                                    1999           1998           1997
                                                                 ----------     ----------     ----------
     <S>                                                         <C>            <C>            <C>
     Revenues:
        Rental income                                            $1,926,543     $1,942,336     $1,851,550
        Interest income                                              10,436         12,908          9,193
        Other income                                                    360            360            355
                                                                 ----------     ----------     ----------
                                                                  1,937,339      1,955,604      1,861,098
     Expenses:                                                   ----------     ----------     ----------

        Operating costs, net of reimbursements                      509,617        511,595        559,646
        Depreciation                                                500,956        496,191        485,039
        Management and leasing fees                                 260,350        253,238        240,214
        Property administration                                      65,924         43,329         45,083
        Legal and accounting                                              0         17,363         14,243
                                                                 ----------     ----------     ----------
                                                                  1,336,847      1,321,716      1,344,225
                                                                 ----------     ----------     ----------
     Net income                                                  $  600,492     $  633,888     $  516,873
                                                                 ==========     ==========     ==========

     Net income allocated to Wells Real Estate Fund IV           $  225,632     $  238,478     $  195,580
                                                                 ==========     ==========     ==========

     Net income allocated to Wells Real Estate Fund V            $  374,860     $  395,410     $  321,293
                                                                 ==========     ==========     ==========
</TABLE>

                                      F-13
<PAGE>

                           Fund IV and V Associates
                           (A Georgia Joint Venture)
                        Statements of Partners' Capital
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                         Wells Real        Wells Real           Total
                                                           Estate            Estate           Partners'
                                                          Fund IV            Fund V            Capital
                                                       ---------------   -------------      ------------
<S>                                                    <C>               <C>                <C>
Balance, December 31, 1996                               $4,748,276        $7,706,294        $12,454,570
  Net income                                                195,580           321,293            516,873
  Partnership contributions                                       0           159,974            159,974
  Partnership distributions                                (379,800)         (624,676)        (1,004,476)
                                                         ----------        ----------        -----------
Balance, December 31, 1997                                4,564,056         7,562,885         12,126,941
  Net income                                                238,478           395,410            633,888
  Partnership contributions                                       0            19,270             19,270
  Partnership distributions                                (415,107)         (688,398)        (1,103,505)
                                                         ----------        ----------        -----------
Balance, December 31, 1998                                4,387,427         7,289,167         11,676,594
  Net income                                                225,632           374,860            600,492
  Partnership contributions                                  42,091            69,929            112,020
  Partnership distributions                                (422,516)         (701,958)        (1,124,474)
                                                         ----------        ----------        -----------
Balance, December 31, 1999                               $4,232,634        $7,031,998        $11,264,632
                                                         ==========        ==========        ===========
</TABLE>

                                      F-14
<PAGE>

                           Fund IV and V Associates
                           (A Georgia Joint Venture)
                           Statements of Cash Flows
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                                         1999                1998                1997
                                                                      -----------         -----------         -----------
<S>                                                                   <C>                 <C>                 <C>
Cash flows from operating activities:
 Net income                                                           $   600,492         $   633,888         $   516,873
                                                                      -----------         -----------         -----------
 Adjustments to reconcile net income to net cash provided by
  operating activities:
    Depreciation                                                          500,956             496,191             485,039
    Changes in assets and liabilities:
         Accounts receivable                                               63,893             (57,757)             (8,789)
         Prepaid expenses and other assets                                (61,124)             13,862                 613
         Accounts payable                                                  (5,052)             10,791               4,362
         Due to affiliates                                                  8,789               6,401                 (92)
                                                                      -----------         -----------         -----------
           Total adjustments                                              507,462             469,488             481,133
                                                                      -----------         -----------         -----------
           Net cash provided by operating activities                    1,107,954           1,103,376             998,006
                                                                      -----------         -----------         -----------
Cash flows from investing activities:
 Investment in real estate                                               (115,706)                  0            (167,891)
                                                                      -----------         -----------         -----------
Cash flows from financing activities:
 Contributions from joint venture partners                                112,020              19,270             159,974
 Distributions to joint venture partners                               (1,102,344)         (1,072,372)         (1,004,995)
                                                                      -----------         -----------         -----------
         Net cash used in financing activities                           (990,324)         (1,053,102)           (845,021)
                                                                      -----------         -----------         -----------
Net increase (decrease) in cash and cash equivalents                        1,924              50,274             (14,906)
Cash and cash equivalents, beginning of year                              265,196             214,922             229,828
                                                                      -----------         -----------         -----------
Cash and cash equivalents, end of year                                $   267,120         $   265,196         $   214,922
                                                                      ===========         ===========         ===========
</TABLE>

Fund V and VI Associates

On December 27, 1993, the Partnership entered into a joint venture agreement
with Wells Real Estate Fund VI, L.P. ("Fund VI").  The joint venture, Fund V and
VI Associates, was formed for the purpose of investing in commercial real
properties.  In December 1993, the joint venture purchased a 71,000-square-foot,
four-story office building known as the Hartford Building in Southington,
Connecticut.  On June 26, 1994, the Partnership contributed its interest in a
parcel of land, the Stockbridge Village II property, to the joint venture.  The
Stockbridge Village II property consists of two separate restaurants and began
operations during 1995.

                                      F-15
<PAGE>

Following are the financial statements for Fund V and VI Associates:

                           Fund V and VI Associates
                           (A Georgia Joint Venture)
                                Balance Sheets
                          December 31, 1999 and 1998

<TABLE>
<CAPTION>
                                    Assets
                                                                               1999             1998
                                                                            ----------       ----------
<S>                                                                         <C>              <C>
Real estate assets, at cost:
  Land                                                                      $1,622,733       $1,622,733
  Building and improvements, less accumulated depreciation of
    $1,975,721 in 1999 and $1,578,728 in 1998                                6,807,975        7,186,970
  Construction in progress                                                           0            9,763
                                                                            ----------       ----------
         Total real estate assets                                            8,430,708        8,819,466
Cash and cash equivalents                                                      177,657          213,183
Accounts receivable                                                            135,229           96,830
Prepaid expenses and other assets                                               55,274           49,599
                                                                            ----------       ----------
         Total assets                                                       $8,798,868       $9,179,078
                                                                            ==========       ==========

                                   Liabilities and Partners' Capital

Liabilities:
  Accounts payable                                                          $   18,294       $   16,477
  Partnership distributions payable                                            200,259          206,141
  Due to affiliates                                                              1,775            6,809
                                                                            ----------       ----------
         Total liabilities                                                     220,328          229,427
                                                                            ----------       ----------
Partners' capital:
  Wells Real Estate Fund V                                                   3,980,699        4,159,768
  Wells Real Estate Fund VI                                                  4,597,841        4,789,883
                                                                            ----------       ----------
         Total partners' capital                                             8,578,540        8,949,651
                                                                            ----------       ----------
         Total liabilities and partners' capital                            $8,798,868       $9,179,078
                                                                            ==========       ==========
</TABLE>

                                      F-16
<PAGE>

                           Fund V and VI Associates
                           (A Georgia Joint Venture)
                             Statements of Income
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                                   1999             1998            1997
                                                                ----------        --------        --------
<S>                                                             <C>               <C>             <C>
Revenues:
  Rental income                                                 $1,028,611        $953,275        $953,007
                                                                ----------        --------        --------
Expenses:
  Depreciation                                                     396,993         394,003         388,387
  Operating costs, net of reimbursements                            30,325          19,566          39,492
  Management and leasing fees                                       65,167          57,368          65,612
  Legal and accounting                                               7,400           9,107          24,941
  Partnership administration                                        17,194          14,012          10,425
  Bad debt recovery                                                      0               0         (22,115)
                                                                ----------        --------        --------
                                                                   517,079         494,056         506,742
                                                                ----------        --------        --------
Net income                                                      $  511,532        $459,219        $446,265
                                                                ==========        ========        ========

Net income allocated to Wells Real Estate Fund V                $  237,527        $213,630        $208,783
                                                                ==========        ========        ========

Net income allocated to Wells Real Estate Fund VI               $  274,005        $245,589        $237,482
                                                                ==========        ========        ========
</TABLE>

                           Fund V and VI Associates
                           (A Georgia Joint Venture)
                        Statements of Partners' Capital
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                          Wells Real        Wells Real          Total
                                                            Estate            Estate          Partners'
                                                            Fund V           Fund VI           Capital
                                                       ---------------   ---------------   ---------------
<S>                                                    <C>               <C>               <C>
Balance, December 31, 1996                                  $4,523,919        $5,006,236        $9,530,155
  Net income                                                   208,783           237,482           446,265
  Partnership contributions                                          0           190,197           190,197
  Partnership distributions                                   (390,378)         (443,939)         (834,317)
                                                       ---------------   ---------------   ---------------
Balance, December 31, 1997                                   4,342,324         4,989,976         9,332,300
  Net income                                                   213,630           245,589           459,219
  Partnership contributions                                          0             9,762             9,762
  Partnership distributions                                   (396,186)         (455,444)         (851,630)
                                                       ---------------   ---------------   ---------------
Balance, December 31, 1998                                   4,159,768         4,789,883         8,949,651
  Net income                                                   237,527           274,005           511,532
  Partnership contributions                                          0            14,524            14,524
  Partnership distributions                                   (416,596)         (480,571)         (897,167)
                                                       ---------------   ---------------   ---------------
Balance, December 31, 1999                                  $3,980,699        $4,597,841        $8,578,540
                                                       ===============   ===============   ===============
</TABLE>

                                      F-17
<PAGE>

                           Fund V and VI Associates
                           (A Georgia Joint Venture)
                           Statements of Cash Flows
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                                              1999              1998              1997
                                                                            ---------         ---------         ---------
<S>                                                                         <C>               <C>               <C>
Cash flows from operating activities:
 Net income                                                                 $ 511,532         $ 459,219         $ 446,265
                                                                            ---------         ---------         ---------
  Adjustments to reconcile net income to net cash provided by
   operating activities:
     Depreciation                                                             396,993           394,003           388,387
     Changes in assets and liabilities:
          Accounts receivable                                                 (38,399)           13,052            10,140
          Prepaid expenses and other assets                                    (5,675)            6,403            (1,033)
          Accounts payable                                                      1,817             9,084            (7,867)
          Due to affiliates                                                    (5,034)           (2,848)            4,120
                                                                            ---------         ---------         ---------
            Total adjustments                                                 349,702           419,694           393,747
                                                                            ---------         ---------         ---------
            Net cash provided by operating activities                         861,234           878,913           840,012
                                                                            ---------         ---------         ---------
Cash flows from investing activities:
 Investment in real estate                                                     (8,235)                0          (185,123)
                                                                            ---------         ---------         ---------
Cash flows from financing activities:
 Contributions from joint venture partners                                     14,524                 0           190,197
 Distributions to joint venture partners                                     (903,049)         (911,028)         (757,231)
                                                                            ---------         ---------         ---------
            Net cash used in financing activities                            (888,525)         (911,028)         (567,034)
                                                                            ---------         ---------         ---------
Net (decrease) increase in cash and cash equivalents                          (35,526)          (32,115)           87,855
Cash and cash equivalents, beginning of year                                  213,183           245,298           157,443
                                                                            ---------         ---------         ---------
Cash and cash equivalents, end of year                                      $ 177,657         $ 213,183         $ 245,298
                                                                            =========         =========         =========
</TABLE>

Fund V, VI, and VII Associates

On September 8, 1994, the Partnership entered into a joint venture agreement
with Fund VI and Wells Real Estate Fund VII, L.P.  The joint venture, Fund V,
VI, and VII Associates, was formed for the purpose of investing in commercial
real properties.  In September 1994, Fund V, VI, and VII Associates purchased a
75,000-square-foot, three-story office building known as the Marathon Building
in Appleton, Wisconsin.

                                      F-18
<PAGE>

Following are the financial statements for Fund V, VI, and VII Associates:

                        Fund V, VI, and VII Associates
                           (A Georgia Joint Venture)
                                Balance Sheets
                          December 31, 1999 and 1998

                                    Assets

<TABLE>
<CAPTION>
                                                                               1999             1998
                                                                            ----------       ----------
<S>                                                                         <C>              <C>
Real estate assets, at cost:
  Land                                                                      $  314,591       $  314,591
  Building and improvements, less accumulated depreciation of
     $1,706,784 in 1999 and $1,356,199 in 1998                               6,661,120        7,011,705
                                                                            ----------       ----------
         Total real estate assets                                            6,975,711        7,326,296
Cash and cash equivalents                                                      235,250          235,991
Due from affiliates                                                              2,450                0
Accounts receivable                                                            112,645          121,594
                                                                            ----------       ----------
         Total assets                                                       $7,326,056       $7,683,881
                                                                            ==========       ==========

                       Liabilities and Partners' Capital

Liabilities:
  Partnership distributions payable                                         $  237,700       $  235,990
  Due to affiliates                                                              4,506            4,864
                                                                            ----------       ----------
         Total liabilities                                                     242,206          240,854
                                                                            ----------       ----------
Partners' capital:
  Wells Real Estate Fund V                                                   1,165,776        1,224,896
  Wells Real Estate Fund VI                                                  2,963,015        3,113,259
  Wells Real Estate Fund VII                                                 2,955,059        3,104,872
                                                                            ----------       ----------
         Total partners' capital                                             7,083,850        7,443,027
                                                                            ----------       ----------
         Total liabilities and partners' capital                            $7,326,056       $7,683,881
                                                                            ==========       ==========
</TABLE>

                                      F-19
<PAGE>

                        Fund V, VI, and VII Associates
                           (A Georgia Joint Venture)
                             Statements of Income
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                          1999          1998        1997
                                                        --------      --------    --------
<S>                                                     <C>           <C>         <C>
Revenues:
  Rental income                                         $971,051      $971,447    $968,219
                                                        --------      --------    --------
Expenses:
  Depreciation                                           350,585       350,585     350,585
  Management and leasing fees                             39,659        34,632      39,671
  Legal and accounting                                     5,750         3,450       5,690
  Partnership administration                              12,302         7,439       3,878
  Computer costs                                               0             0         107
  Operating costs                                          1,389         1,372       2,230
                                                        --------      --------    --------
                                                         409,685       397,478     402,161
                                                        --------      --------    --------
Net income                                              $561,366      $573,969    $566,058
                                                        ========      ========    ========

Net income allocated to Wells Real Estate Fund V        $ 92,401      $ 94,475    $ 93,173
                                                        ========      ========    ========

Net income allocated to Wells Real Estate Fund VI       $234,819      $240,091    $236,782
                                                        ========      ========    ========

Net income allocated to Wells Real Estate Fund VII      $234,146      $239,403    $236,103
                                                        ========      ========    ========
</TABLE>

                        Fund V, VI, and VII Associates
                           (A Georgia Joint Venture)
                        Statements of Partners' Capital
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                   Wells Real      Wells Real      Wells Real      Total
                                     Estate          Estate          Estate      Partners'
                                     Fund V          Fund VI        Fund VII      Capital
                                  ----------      ----------      ----------    ----------
<S>                               <C>             <C>             <C>           <C>
Balance, December 31, 1996        $1,343,590      $3,414,896      $3,405,643    $8,164,129
  Net income                          93,173         236,782         236,103       566,058
  Partnership distributions         (152,896)       (388,557)       (387,442)     (928,895)
                                  ----------      ----------      ----------    ----------
Balance, December 31, 1997         1,283,867       3,263,121       3,254,304     7,801,292
  Net income                          94,475         240,091         239,403       573,969
  Partnership distributions         (153,446)       (389,953)       (388,835)     (932,234)
                                  ----------      ----------      ----------    ----------
Balance, December 31, 1998         1,224,896       3,113,259       3,104,872     7,443,027
  Net income                          92,401         234,819         234,146       561,366
  Partnership distributions         (151,521)       (385,063)       (383,959)     (920,543)
                                  ----------      ----------      ----------    ----------
Balance, December 31, 1999        $1,165,776      $2,963,015      $2,955,059    $7,083,850
                                  ==========      ==========      ==========    ==========
</TABLE>

                                      F-20
<PAGE>

                        Fund V, VI, and VII Associates
                           (A Georgia Joint Venture)
                           Statements of Cash Flows
             for the Years Ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                                    1999         1998        1997
                                                                 ---------    ---------   ---------
<S>                                                              <C>          <C>         <C>
Cash flows from operating activities:
  Net income                                                     $ 561,366    $ 573,969   $ 566,058
                                                                 ---------    ---------   ---------
  Adjustments to reconcile net income to net cash provided by
     operating activities:
        Depreciation                                               350,585      350,585     350,585
        Changes in assets and liabilities:
          Accounts receivable                                        8,949        8,983      11,781
          Due from affiliates                                       (2,450)           0           0
          Due to affiliates                                           (358)      (1,302)        471
                                                                 ---------    ---------   ---------
            Total adjustments                                      356,726      358,266     362,837
                                                                 ---------    ---------   ---------
            Net cash provided by operating activities              918,092      932,235     928,895
Cash flows from financing activities:
  Distributions to joint venture partners                         (918,833)    (927,476)   (911,808)
                                                                 ---------    ---------   ---------
Net (decrease) increase in cash and cash equivalents                  (741)       4,759      17,087
Cash and cash equivalents, beginning of year                       235,991      231,232     214,145
                                                                 ---------    ---------   ---------
Cash and cash equivalents, end of year                           $ 235,250    $ 235,991   $ 231,232
                                                                 =========    =========   =========
</TABLE>

4. INCOME TAX BASIS NET INCOME AND PARTNERS' CAPITAL

  The Partnership's income tax basis net income for the years ended December 31,
  1999, 1998, and 1997 is calculated as follows:

<TABLE>
<CAPTION>
                                                                         1999         1998        1997
                                                                       ---------    ---------    --------
<S>                                                                    <C>          <C>          <C>
  Financial statement net income                                       $ 625,679    $ 622,106    $559,801
  Increase (decrease) in net in incoming resulting from:
     Depreciation expense for financial reporting purposes in excess     221,979      222,422     211,900
        of amounts for income tax purposes
     Expenses deductible when paid for income tax purposes,                7,334        3,802         593
        accrued for financial reporting purposes
     Rental income accrued for financial reporting purposes in
        excess of amounts for income tax purposes                         26,053      (38,119)     (8,808)
                                                                       ---------    ---------    --------
  Income tax basis net income                                          $ 881,045    $ 810,211    $763,486
                                                                       =========    =========    ========
</TABLE>

                                      F-21
<PAGE>

The Partnership's income tax basis partners' capital at December 31, 1999, 1998,
and 1997 is computed as follows:

<TABLE>
<CAPTION>
                                                                  1999            1998            1997
                                                              ------------    ------------    ------------
  <S>                                                         <C>             <C>             <C>
  Financial statement partners' capital                       $ 12,195,024    $ 12,760,313    $ 13,297,946
  Increase (decrease) in partners' capital resulting from:
        Depreciation expense for financial reporting               909,584         687,605         465,183
          purposes in excess of amounts for income tax
          purposes
        Capitalization of syndication costs for income tax       2,178,700       2,178,700       2,178,700
          purposes, which are accounted for as cost of
          capital for financial reporting purposes
        Accumulated rental income accrued for financial           (256,584)       (282,637)       (244,518)
          reporting purposes in excess of amounts for
          income tax purposes
        Accumulated expenses deductible when paid for
          income tax purposes, accrued for financial
          reporting purposes                                        33,320          25,986          22,184
        Partnership's distributions payable                        304,213         273,916         288,518
                                                              ------------    ------------    ------------
  Income tax basis partners' capital                          $ 15,364,257    $ 15,643,883    $ 16,008,013
                                                              ============    ============    ============
</TABLE>

5.   RENTAL INCOME

The future minimum rental income due from the Partnership's respective ownership
interests in joint ventures under noncancelable operating leases at December 31,
1999 is as follows:

              Year ending December 31:
                  2000                    $1,905,312
                  2001                     1,311,977
                  2002                     1,256,217
                  2003                       754,424
                  2004                       411,087
              Thereafter                477,719
                                          ----------
                                          $6,116,736
                                          ==========

Four tenants contributed approximately 30%, 26%, 13%, and 12% of rental income.
In addition, two tenants will contribute approximately 38% and 19% of future
minimum rental income.

The future minimum rental income due Fund IV and V Associates under
noncancelable operating leases at December 31, 1999 is as follows:

                 Year ending December 31:
                    2000                           $2,027,709
                    2001                            1,612,110
                    2002                            1,522,088
                    2003                              722,833
                    2004                              237,892
                 Thereafter                            97,599
                                                   ----------
                                                   $6,220,231
                                                   ==========
<PAGE>

Two tenants contributed approximately 57% and 22% of rental income. In addition,
one tenant will contribute approximately 60% of future minimum rental income.

The future minimum rental income due Fund V and VI Associates under
noncancelable operating leases, at December 31, 1999 is as follows:

          Year ending December 31:
             2000                                  $1,030,399
             2001                                     310,837
             2002                                     308,241
             2003                                     302,166
             2004                                     214,692
          Thereafter                                  195,862
                                                   ----------
                                                   $2,362,197
                                                   ==========

Two tenants contributed approximately 77% and 13% of rental income for the year
ended December 31, 1999. In addition, four tenants will contribute approximately
31%, 28%, 27%, and 12% of future minimum rental income.

The future minimum rental income due Fund V, VI, and VII Associates under
noncancelable operating leases at December 31, 1999 is as follows:

          Year ending December 31:
             2000                                  $  980,000
             2001                                     980,000
             2002                                     990,000
             2003                                     990,000
             2004                                     990,000
          Thereafter                                1,980,000
                                                   ----------
                                                   $6,910,000
                                                   ==========

One tenant contributed 100% of rental income for the year ended December 31,
1999 and will contribute 100% of future minimum rental income.

                                      F-23
<PAGE>

6.  QUARTERLY RESULTS (UNAUDITED)

    Presented below is a summary of the unaudited quarterly financial
    information for the years ended December 31, 1999 and 1998:

<TABLE>
<CAPTION>
                                                                                  1999 Quarters Ended
                                                          ------------------------------------------------------------------
                                                             March 31        June 30         September 30       December 31
                                                          -------------   -------------    ----------------   --------------
    <S>                                                   <C>             <C>              <C>                <C>
    Revenues                                                 $170,473        $234,627            $122,775           $178,416
    Net income                                                143,243         211,969             109,255            161,212
    Net income allocated to Class A limited
     partners                                                 143,243         211,969             109,255            161,212
    Net income per weighted average Class A
     limited partner unit                                    $   0.09        $   0.14            $   0.07           $   0.10
    Cash distribution per weighted average Class A
     limited partner unit                                        0.18            0.20                0.19               0.19

                                                                                1998 Quarters Ended
                                                          ------------------------------------------------------------------
                                                             March 31        June 30         September 30       December 31
                                                          -------------   -------------    ----------------   --------------
    Revenues                                                 $169,877        $239,997            $142,278           $156,112
    Net income                                                152,796         216,868             124,121            128,321
    Net income allocated to Class A limited partners          152,796         216,868             124,121            128,321
    Net income per weighted average Class A
     limited partner unit                                    $   0.10        $   0.14            $   0.08           $   0.08
    Cash distribution per weighted average Class A
     limited partner unit                                        0.19            0.19                0.19               0.18
</TABLE>

7.  COMMITMENTS AND CONTINGENCIES

    Management, after consultation with legal counsel, is not aware of any
    significant litigation or claims against the Partnership or the Company. In
    the normal course of business, the Partnership or the Company may become
    subject to such litigation or claims.

                                      F-24
<PAGE>

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To Wells Real Estate Fund V, L.P. and
Wells Real Estate Fund VI, L.P.:

We have audited the accompanying balance sheets of THE HARTFORD BUILDING as of
December 31, 1999 and 1998 and the related statements of income, partners'
capital, and cash flows for each of the three years in the period ended December
31, 1999.  These financial statements are the responsibility of the building's
management.  Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States.  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 provide a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Hartford Building as of
December 31, 1999 and 1998 and the results of its operations and its cash flows
for each of the three years in the period ended December 31, 1999 in conformity
with accounting principles generally accepted in the United States.



Atlanta, Georgia
January 20, 2000

                                      F-25
<PAGE>

                             THE HARTFORD BUILDING


                                BALANCE SHEETS

                          DECEMBER 31, 1999 AND 1998


<TABLE>
<CAPTION>
                                    ASSETS


                                                                    1999             1998
                                                                 ----------       ----------
<S>                                                              <C>              <C>
REAL ESTATE ASSETS:
  Land                                                           $  528,042       $  528,042
  Building and improvements, less accumulated depreciation
    of $1,544,791 in 1999 and $1,252,760 in 1998                  5,257,650        5,549,681
                                                                 ----------       ----------
          Total real estate assets                                5,785,692        6,077,723

CASH AND CASH EQUIVALENTS                                           177,657          213,181

ACCOUNTS RECEIVABLE                                                  26,245           32,948
                                                                 ----------       ----------
          Total assets                                           $5,989,594       $6,323,852
                                                                 ==========       ==========

                     LIABILITIES AND PARTNERS' CAPITAL

LIABILITIES:
  Distributions payable partners                                 $  200,259       $  176,828
  Due to affiliate                                                  190,615           36,354
                                                                 ----------       ----------
          Total liabilities                                         390,874          213,182
                                                                 ----------       ----------
COMMITMENTS AND CONTINGENCIES (Note 4)

PARTNERS' CAPITAL:
  Wells Real Estate Fund V, L.P.                                  2,950,666        3,188,522
  Wells Real Estate Fund VI, L.P.                                 2,648,054        2,922,148
                                                                 ----------       ----------
          Total partners' capital                                 5,598,720        6,110,670
                                                                 ----------       ----------
          Total liabilities and partners' capital                $5,989,594       $6,323,852
                                                                 ==========       ==========
</TABLE>



     The accompanying notes are an integral part of these balance sheets.

                                      F-26
<PAGE>

                             THE HARTFORD BUILDING


                             STATEMENTS OF INCOME

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                                              1999           1998           1997
                                                            --------       --------       --------
<S>                                                         <C>            <C>            <C>
REVENUES:
  Rental income                                             $717,499       $717,499       $717,499
                                                            --------       --------       --------
EXPENSES:
  Depreciation                                               292,031        292,031        292,031
  Operating costs, net of reimbursements                       7,582          6,030        (19,184)
  Management and leasing fees                                 28,968         27,719         30,189
  Legal and accounting                                         3,700          4,500          9,201
                                                            --------       --------       --------
                                                             332,281        330,280        312,237
                                                            --------       --------       --------
NET INCOME                                                  $385,218       $387,219       $405,262
                                                            ========       ========       ========

NET INCOME ALLOCATED TO WELLS REAL ESTATE FUND V, L.P.      $178,741       $180,142       $189,812
                                                            ========       ========       ========

NET INCOME ALLOCATED TO WELLS REAL ESTATE FUND VI, L.P.     $206,477       $207,077       $215,450
                                                            ========       ========       ========
</TABLE>


       The accompanying notes are an integral part of these statements.

                                      F-27
<PAGE>

                             THE HARTFORD BUILDING


                        STATEMENTS OF PARTNERS' CAPITAL

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                          Wells Real          Wells Real          Total
                                            Estate              Estate          Partners'
                                         Fund V, L.P.       Fund VI, L.P.        Capital
                                        --------------     ---------------    -------------
<S>                                     <C>                <C>                <C>
BALANCE, December 31, 1996                $3,466,241          $3,240,038        $6,706,279

  Net income                                 189,812             215,450           405,262
  Distributions                             (329,294)           (374,431)         (703,725)
                                          ----------          ----------        ----------
BALANCE, December 31, 1997                 3,326,759           3,081,057         6,407,816

  Net income                                 180,142             207,077           387,219
  Distributions                             (318,379)           (365,986)         (684,365)
                                          ----------          ----------        ----------
BALANCE, December 31, 1998                 3,188,522           2,922,148         6,110,670

  Net income                                 178,741             206,477           385,218
  Distributions                             (416,597)           (480,571)         (897,168)
                                          ----------          ----------        ----------
BALANCE, December 31, 1999                $2,950,666          $2,648,054        $5,598,720
                                          ==========          ==========        ==========
</TABLE>


       The accompanying notes are an integral part of these statements.

                                      F-28
<PAGE>

                             THE HARTFORD BUILDING


                           STATEMENTS OF CASH FLOWS

             FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997

<TABLE>
<CAPTION>
                                                                              1999              1998               1997
                                                                           ---------         ----------         ---------
<S>                                                                        <C>               <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                               $ 385,218          $ 387,219         $ 405,262
                                                                           ---------         ----------         ---------
  Adjustments to reconcile net income to net cash provided by
   operating activities:
      Depreciation                                                           292,031            292,031           292,031
      Changes in assets and liabilities:
         Accounts receivable                                                   6,703              6,700             6,700
         Due to affiliate                                                    154,261            (42,560)           90,681
                                                                           ---------         ----------         ---------
           Total adjustments                                                 452,995            256,171           389,412
                                                                           ---------         ----------         ---------
           Net cash provided by operating activities                         838,213            643,390           794,674

CASH FLOWS FROM FINANCING ACTIVITIES:
  Distributions paid to partners                                            (873,737)          (675,507)         (706,819)
                                                                           ---------         ----------         ---------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS                         (35,524)           (32,117)           87,855

CASH AND CASH EQUIVALENTS, beginning of year                                 213,181            245,298           157,443
                                                                           ---------         ----------         ---------
CASH AND CASH EQUIVALENTS, end of year                                     $ 177,657          $ 213,181         $ 245,298
                                                                           =========         ==========         =========
</TABLE>

        The accompanying notes are an integral part of these statements.

                                      F-29
<PAGE>

                             THE HARTFORD BUILDING


                         NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 1999, 1998, AND 1997

1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    Organization and Business

    The Hartford Building ("Hartford") is a four-story office building located
    in Southington, Connecticut. The building is owned by Fund V and Fund VI
    Associates, a joint venture between Wells Real Estate Fund V, L.P. ("Fund
    V") and Wells Real Estate Fund VI, L.P. ("Fund VI"). Fund V own 46% of
    Hartford and Fund VI owns 54% of Hartford at December 31, 1999 and 1998.
    Allocation of net income and distributions are made in accordance with
    ownership percentages.

    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 the reported amounts of revenues and expenses during the
    reporting period. Actual results could differ from those estimates.

    Income Taxes

    Hartford is not deemed to be a taxable entity for federal income tax
    purposes.

    Real Estate Assets

    Real estate assets are stated at cost, less accumulated depreciation. Major
    improvements and betterments are capitalized when they extend the useful
    life of the related asset. All repairs and maintenance are expensed as
    incurred.

    Management continually monitors events and changes in circumstances which
    could indicate that carrying amounts of real estate assets may not be
    recoverable. When events or changes in circumstances are present which
    indicate that the carrying amounts of real estate assets may not be
    recoverable, management assesses the recoverability of real estate assets by
    determining whether the carrying value of such real estate assets will be
    recovered through the future cash flows expected from the use of the asset
    and its eventual disposition. Management has determined that there has been
    no impairment in the carrying value of Hartford as of December 31, 1999.

    Depreciation is calculated using the straight-line method over 25 years.

    Revenue Recognition

    The lease on Hartford is classified as an operating lease, and the related
    rental income is recognized on a straight-line basis over the term of the
    lease.

                                      F-30
<PAGE>

    Cash and Cash Equivalents

    For the purposes of the statements of cash flows, Hartford considers all
    highly liquid investments purchased with an original maturity of three
    months or less to be cash equivalents. Cash equivalents include cash and
    short-term investments. Short-term investments are stated at cost, which
    approximates fair value, and consist of investments in money market
    accounts.

2.  RENTAL INCOME

    The future minimum rental income due to Hartford under noncancelable
    operating leases at December 31, 1999 is as follows:

          Year ending December 31:
               2000                                    $  724,200
               2001                                       724,200
               2002                                       724,200
               2003                                       663,850
                                                       ----------
                                                       $2,836,450
                                                       ==========

    One tenant contributed 100% of rental income for the year ended December 31,
    1999 and represents 100% of the future minimum rental income above.

3.  RELATED-PARTY TRANSACTIONS

    Fund V and Fund VI Associates entered into a property management agreement
    with Wells Management Company, Inc. ("Wells Management"), an affiliate of
    Fund V and Fund VI Associates. In consideration for supervising the
    management of Hartford, Fund V and Fund VI Associates will generally pay
    Wells Management management and leasing fees equal to (a) 3% of the gross
    revenues for management and 3% of the gross revenues for leasing (aggregate
    maximum of 6%) plus a separate fee for the one-time initial lease-up of
    newly constructed properties in an amount not to exceed the fee customarily
    charged in arm's-length transactions by others rendering similar services in
    the same geographic area for similar properties or (b) in the case of
    commercial properties which are leased on a long-term net basis (ten or more
    years), 1% of the gross revenues except for initial leasing fees equal to 3%
    of the gross revenues over the first five years of the lease term.

    Hartford incurred management and leasing fees of $28,968, $27,719, and
    $30,189 for the years ended December 31, 1999, 1998, and 1997, respectively,
    which were paid to Wells Management.

4.  COMMITMENTS AND CONTINGENCIES

    Management, after consultation with legal counsel, is not aware of any
    significant litigation or claims against Hartford and its partners. In the
    normal course of business, Hartford and its partners may become subject to
    such litigation or claims.

                                      F-31
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


      SCHEDULE III--REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION

                               DECEMBER 31, 1999

<TABLE>
<CAPTION>
                                                                      Initial Cost            Costs of
                                                               -------------------------
                                                                           Buildings and     Capitalized
          Description              Ownership   Encumbrances      Land      Improvements      Improvements
--------------------------------   ---------   ------------    ----------  -------------     ------------
<S>                                <C>         <C>             <C>         <C>               <C>
MEDICAL CENTER PROJECT (a)            62%          None        $  479,386  $           0     $  4,028,426

JACKSONVILLE IBM BUILDING (b)         62           None         1,384,751              0        7,653,356

HARTFORD BUILDING (c)                 46           None           528,042      6,775,574           26,867

STOCKBRIDGE VILLAGE II (d)            46           None         1,095,219              0        1,980,727

MARATHON BUILDING (e)                 16           None           314,591      8,367,904                0
                                                               ----------  -------------     ------------
          Total                                                $3,801,989  $  15,143,478     $ 13,689,376
                                                               ==========  =============     ============

<CAPTION>
                                        Gross Amount at Which Carried at December 31, 1999
                                   ------------------------------------------------------------
                                                    Buildings and     Construction                Accumulated     Date of
          Description                  Land         Improvements      in Progress      Total      Depreciation  Construction
--------------------------------   -----------      -------------     ------------  -----------   ------------  ------------
<S>                                <C>              <C>               <C>           <C>           <C>           <C>
MEDICAL CENTER PROJECT (a)         $   512,344      $   3,993,812     $      1,656  $ 4,507,812   $    913,602      1992

JACKSONVILLE IBM BUILDING (b)        1,499,190          7,538,917                0    9,038,107      1,771,419      1992

HARTFORD BUILDING (c)                  528,042          6,802,441                0    7,330,483      1,544,791      1981

STOCKBRIDGE VILLAGE II (d)           1,094,691          1,981,255                0    3,075,946        430,929      1994

MARATHON BUILDING (e)                  314,591          8,367,904                0    8,682,495      1,706,784      1991
                                   -----------      -------------     ------------  -----------   ------------
          Total                    $ 3,948,858      $  28,684,329     $      1,656  $32,634,843   $  6,367,525
                                   ===========      =============     ============  ===========   ============

<CAPTION>
                                               Life on Which
                                     Date       Depreciation
          Description              Acquired    Is Computed (f)
--------------------------------   --------    ---------------
<S>                                <C>         <C>
MEDICAL CENTER PROJECT (a)         09/14/92    20 to 25 years

JACKSONVILLE IBM BUILDING (b)      06/08/92    20 to 25 years

HARTFORD BUILDING (c)              12/29/93    20 to 25 years

STOCKBRIDGE VILLAGE II (d)         11/12/93    20 to 25 years

MARATHON BUILDING (e)              09/16/94    20 to 25 years

          Total

</TABLE>

               (a)  The Medical Center Project consists of a 17,847-square-foot
                    medical building completed in March 1993 and a nearly
                    identical medical office building completed in April 1994.
                    It is owned by Fund IV and V Associates.
               (b)  The Jacksonville IBM Building is a four-story,
                    88,600-square-foot office building located in Jacksonville,
                    Florida. It is owned by Fund IV and V Associates.
               (c)  The Hartford Building is a four-story, 71,000-square-foot
                    building located in Southington, Connecticut. It is owned by
                    Fund V and VI Associates.
               (d)  Stockbridge Village II consists of two retail buildings
                    located in Clayton County, Georgia. It is owned by Fund V
                    and VI Associates.
               (e)  The Marathon Building is a three-story, 75,000-square-foot
                    building located in Appleton, Wisconsin. It is owned by a
                    joint venture, Fund V, VI, and VII Associates.
               (f)  Depreciation lives used for buildings were 40 years through
                    September 1995, changed to 25 years thereafter. Depreciation
                    lives used for land improvements are 20 years.
<PAGE>

                        WELLS REAL ESTATE FUND V, L.P.

                    (A Georgia Public Limited Partnership)


      SCHEDULE III--REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION

                               DECEMBER 31, 1999


                                                                  Accumulated
                                                     Cost         Depreciation
                                                  -----------     ------------

BALANCE AT DECEMBER 31, 1996                      $32,160,983     $  2,654,198

  1997 additions                                      353,015        1,224,012
                                                  -----------     ------------
BALANCE AT DECEMBER 31, 1997                       32,513,998        3,878,210

  1998 (deductions) additions                          (1,163)       1,167,191
                                                  -----------     ------------
BALANCE AT DECEMBER 31, 1998                       32,512,835        5,045,401

  1999 additions                                      122,008        1,322,124
                                                  -----------     ------------
BALANCE AT DECEMBER 31, 1999                      $32,634,843     $  6,367,525
                                                  ===========     ============
<PAGE>

                                 EXHIBIT INDEX
                                 -------------

                       (Wells Real Estate Fund V, L.P.)

     The following documents are filed as exhibits to this report. Those
exhibits previously filed and incorporated herein by reference are identified
below by an asterisk. For each such asterisked exhibit, there is shown below the
description of the previous filing. Exhibits which are not required for this
report are omitted.

Exhibit                                                      Sequential
Number     Description of Document                           Page Number
------     -----------------------                           -----------

*4(a)      Agreement of Limited Partnership of Wells         N/A
           Real Estate Fund V, L.P. (Exhibit 4(a) to
           Registration Statement of Wells Real Estate
           Fund IV, L.P. and Wells Real Estate Fund
           V, L.P., File No. 33-37830)

*4(b)      First Amendment to Agreement of Limited           N/A
           Partnership of Wells Real Estate Fund V,
           L.P. (Exhibit 4(e) to Post-Effective
           Amendment No. 6 to Registration Statement
           of Wells Real Estate Fund IV, L.P. and
           Wells Real Estate Fund V, L.P., File
           No. 33-37830)

*4(c)      Certificate of Limited Partnership of Wells       N/A
           Real Estate Fund V, L.P. (Exhibit 4(c) to
           Registration Statement of Wells Real Estate
           Fund IV, L.P. and Wells Real Estate Fund V,
           L.P., File No. 33-37830)

*10(a)     Management Agreement between Wells Real           N/A
           Estate Fund V, L.P. and Wells Management
           Company, Inc. (Exhibit 10(c) to Registration
           Statement of Wells Real Estate Fund IV, L.P.
           and Wells Real Estate Fund V, L.P., File
           No. 33-37830)

*10(b)     Leasing and Tenant Coordinating Agreement         N/A
           between Wells Real Estate Fund V, L.P. and
           Wells Management Company, Inc. (Exhibit 10(b)
           to Registration Statement of Wells Real
           Estate Fund IV, L.P. and Wells Real Estate
           Fund V, L.P., File No. 33-37830)
<PAGE>

Exhibit                                                      Sequential
Number     Description of Document                           Page Number
------     -----------------------                           -----------

*10(c)     Custodial Agency Agreement between Wells          N/A
           Real Estate Fund V, L.P. and NationsBank
           of Georgia, N.A. (Exhibit 10(f) to
           Registration Statement of Wells Real
           Estate Fund IV, L.P. and Wells Real
           Estate Fund V, L.P., File No. 33-37830)

*10(d)     Fund IV and Fund V Associates Joint Venture       N/A
           Agreement dated April 14, 1992 (Exhibit 10(n)
           to Post-Effective Amendment No. 7 to
           Registration Statement of Wells Real Estate
           Fund IV, L.P. and Wells Real Estate Fund V,
           L.P., File No. 33-37830)

*10(e)     Agreement for the Purchase and Sale of Real       N/A
           Property with GL National, Inc. (Exhibit 10(o)
           to Post-Effective Amendment No. 7 to
           Registration Statement of Wells Real Estate
           Fund IV, L.P. and Wells Real Estate Fund V,
           L.P., File No. 33-37830)

*10(f)     Lease with International Business Machines        N/A
           Corporation (Exhibit 10(p) to Post-Effective
           Amendment No. 7 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(g)     Lease with ROLM Company (Exhibit 10(q) to         N/A
           Post-Effective Amendment No. 7 to Registration
           Statement of Wells Real Estate Fund IV, L.P.
           and Wells Real Estate Fund V, L.P., File
           No. 33-37830)

*10(h)     Construction Agreement with McDevitt & Street     N/A
           Company (Exhibit 10(r) to Post-Effective
           Amendment No. 7 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)
<PAGE>

Exhibit                                                      Sequential
Number     Description of Document                           Page Number
------     -----------------------                           -----------

*10(i)     Development Agreement with ADEVCO Corporation     N/A
           (Exhibit 10(s) to Post-Effective Amendment
           No. 7 to Registration Statement of Wells
           Real Estate Fund IV, L.P. and Wells Real Estate
           Fund V, L.P., File No. 33-37830)

*10(j)     Guaranty of Development Agreement by David M.     N/A
           Kraxberger (Exhibit 10(t) to Post-Effective
           Amendment No. 7 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(k)     Architect Agreement with Mayes, Sudderth &        N/A
           Etheredge, Inc. (Exhibit 10(u) to Post-
           Effective Amendment No. 7 to Registration
           Statement of Wells Real Estate Fund IV, L.P.
           and Wells Real Estate Fund V, L.P., File
           No. 33-37830)

*10(l)     Architect Agreement with Peter C. Sutton,         N/A
           A.I.A. (Exhibit 10(v) to Post-Effective
           Amendment No. 7 to Registration Statement
           of Wells Real Estate Fund IV, L.P. and
           Wells Real Estate Fund V, L.P., File
           No. 33-37830)

*10(m)     First Amendment to Joint Venture Agreement        N/A
           of Fund IV and V Associates dated September 9,
           1992 (Exhibit 10(w) to Post-Effective
           Amendment No. 8 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(n)     Option Agreement for the Purchase and Sale of     N/A
           Real Property (Exhibit 10(x) to Post-Effective
           Amendment No. 8 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells Real
           Estate Fund V, L.P., File No. 33-37830)

<PAGE>

Exhibit                                                      Sequential
Number     Description of Document                           Page Number
------     -----------------------                           -----------

*10(o)     First Amendment to Option Agreement for the       N/A
           Purchase and Sale of Real Property (Exhibit
           10(y) to Post-Effective Amendment No. 8 to
           Registration Statement of Wells Real Estate
           Fund IV, L.P. and Wells Real Estate Fund V,
           L.P., File No. 33-37830)

*10(p)     Partial Assignment and Assumption of Option       N/A
           Agreement for the Purchase and Sale of Real
           Property (Exhibit 10(z) to Post-Effective
           Amendment No. 8 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(q)     Lease Agreement with the Executive Committee      N/A
           of the Baptist Convention of the State of
           Georgia, d/b/a Georgia Baptist Health Care
           System (Exhibit 10(aa) to Post-Effective
           Amendment No. 8 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(r)     Construction Contract with Cecil N. Brown         N/A
           Co., Inc. (Exhibit 10(bb) to Post-Effective
           Amendment No. 8 to Registration Statement of
           Wells Real Estate Fund IV, L.P. and Wells
           Real Estate Fund V, L.P., File No. 33-37830)

*10(s)     Agreement for the Purchase and Sale of Real       N/A
           Property with 675 Industrial Park, Ltd.
           dated September 29, 1993 (Exhibit to Form
           10-K of Wells Real Estate Fund V, L.P. for
           the fiscal year ended December 31, 1993,
           File No. 0-21580)

*10(t)     Fund V and Fund VI Associates Joint Venture       N/A
           Agreement dated December 27, 1993 (Exhibit
           10(g) to Post-Effective Amendment No. 1 to
           Registration Statement of Wells Real Estate
           Fund VI, L.P. and Wells Real Estate Fund
           VII, L.P., File No. 33-55908)
<PAGE>

Exhibit                                                      Sequential
Number     Description of Document                           Page Number
------     -----------------------                           -----------

*10(u)     Sale and Purchase Agreement dated November        N/A
           17, 1993, with Hartford Accident and
           Indemnity Company (Exhibit 10(h) to
           Post-Effective Amendment No. 1 to
           Registration Statement of Wells Real
           Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)

*10(v)     Lease with Hartford Fire Insurance Company        N/A
           December 29, 1993 (Exhibit 10(i) to
           Post-Effective Amendment No. 1 to
           Registration Statement of Wells Real
           Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)

*10(w)     Amended and Restated Custodial Agency             N/A
           Agreement dated April 1, 1994, between
           Wells Real Estate Fund V, L.P. and
           NationsBank of Georgia, N.A. (Exhibit to
           Form 10-K of Wells Real Estate Fund V,
           L.P. for the fiscal year ended December 31,
           1994, File No. 0-21580)

*10(x)     First Amendment to Joint Venture Agreement        N/A
           of Fund V and Fund VI Associates dated
           July 1, 1994 (Exhibit to Form 10-K of
           Wells Real Estate Fund V, L.P. for the
           fiscal year ended December 31, 1994,
           File No. 0-21580)

*10(y)     Land and Building Lease Agreement dated           N/A
           March 29, 1994, between Apple Restaurants,
           Inc. and NationsBank of Georgia, N.A., as
           Agent for Wells Real Estate Fund V, L.P.
           (Exhibit to Form 10-K of Wells Real Estate
           Fund V, L.P. for the fiscal year ended
           December 31, 1994, File No. 0-21580)
<PAGE>

Exhibit                                                          Sequential
Number     Description of Document                               Page Number
------     -----------------------                               -----------

*10(z)     Building Lease Agreement dated September 9,           N/A
           1994, between Glenn's Open-Pit Bar-B-Que,
           Inc. and NationsBank of Georgia, N.A., as
           Agent for Fund V and Fund VI Associates
           (Exhibit to Form 10-K of Wells Real Estate
           Fund V, L.P. for the fiscal year ended
           December 31, 1994, File No. 0-21580)

*10(aa)    Joint Venture Agreement of Fund V, Fund VI            N/A
           and Fund VII Associates dated September 8, 1994,
           among Wells Real Estate Fund V, L.P., Wells
           Real Estate Fund VI, L.P. and Wells Real Estate
           Fund VII, L.P. (Exhibit 10(j) to Post-Effective
           Amendment No. 6 to Registration Statement of
           Wells Real Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)

*10(bb)    Agreement for the Purchase and Sale of Property       N/A
           dated August 24, 1994, between Interglobia Inc. -
           Appleton and NationsBank of Georgia, N.A., as
           Agent for Fund V and Fund VI Associates (Exhibit
           10(k) to Post-Effective Amendment No. 6 to
           Registration Statement of Wells Real Estate
           Fund VI, L.P. and Wells Real Estate Fund VII,
           L.P., File No. 33-55908)

*10(cc)    Assignment and Assumption of Agreement for            N/A
           the Purchase and Sale of Real Property dated
           September 9, 1994, between NationsBank of
           Georgia, N.A., as Agent for Fund V and
           Fund VI Associates, and NationsBank of
           Georgia, N.A., as Agent for Fund V, Fund VI
           and Fund VII Associates (Exhibit 10(l) to
           Post-Effective Amendment No. 6 to Registration
           Statement of Wells Real Estate Fund VI, L.P.
           and Wells Real Estate Fund VII, L.P.,
           File No. 33-55908)
<PAGE>

Exhibit                                                          Sequential
Number     Description of Document                               Page Number
------     -----------------------                               -----------

*10(dd)    Building Lease dated February 14, 1991, between       N/A
           Interglobia Inc. - Appleton and Marathon
           Engineers/Architects/Planners, Inc. (included
           as part of Exhibit D to Exhibit 10(k) to
           Post-Effective Amendment No. 6 to Registration
           Statement of Wells Real Estate Fund VI, L.P.
           and Wells Real Estate Fund VII, L.P.,
           File No. 33-55908)

*10(ee)    Limited Guaranty of Lease dated January 1,            N/A
           1993, by J. P. Finance OY and Fluor
           Daniel, Inc. for the benefit of Interglobia
           Inc. - Appleton (included as Exhibit B to
           Assignment, Assumption and Amendment of
           Lease referred to as Exhibit 10(ff) below,
           which is included as part of Exhibit D to
           Exhibit 10(k) to Post-Effective Amendment
           No. 6 to Registration Statement of Wells
           Real Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)

*10(ff)    Assignment, Assumption and Amendment of               N/A
           Lease dated January 1, 1993, among
           Interglobia Inc. - Appleton, Marathon
           Engineers/Architects/Planners, Inc. and
           Jaakko Poyry Fluor Daniel (included as
           part of Exhibit D to Exhibit 10(k) to
           Post-Effective Amendment No. 6 to
           Registration Statement of Wells Real
           Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)

*10(gg)    Second Amendment to Building lease dated              N/A
           August 15, 1994, between Interglobia Inc. -
           Appleton and Jaakko Poyry Fluor Daniel
           (successor-in-interest to Marathon
           Engineers/Architects/Planners, Inc.)
           (included as Exhibit D-1 to Exhibit 10(k)
           to Post-Effective Amendment No. 6 to
           Registration Statement of Wells Real
           Estate Fund VI, L.P. and Wells Real
           Estate Fund VII, L.P., File No. 33-55908)
<PAGE>

Exhibit                                                          Sequential
Number     Description of Document                               Page Number
------     -----------------------                               -----------

*10(hh)    Assignment and Assumption of Lease dated              N/A
           September 6, 1994, between Interglobia
           Inc. - Appleton and NationsBank of Georgia,
           N.A., as Agent for Fund V, Fund VI and
           Fund VII Associates (Exhibit 10(q) to
           Post-Effective Amendment No. 6 to
           Registration Statement of Wells Real Estate
           Fund VI, L.P. and Wells Real Estate Fund
           VII, L.P., File No. 33-55908)