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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 10-Q







|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended March 31, 2011

OR



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

Commission file number: 0-16467





RANCON REALTY
FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|California                                                     |  | 33-0098488                          
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer Identification No.)



|                                                           |  |           
|---------------------------------------------------------- |  | ----------
|400 South El Camino Real, Suite 1100
San Mateo, California |  | 94402-1708
|(Address of principal executive offices)                   |  | (Zip Code)

(650)
343-9300

(Registrants telephone number, including area code)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days.    Yes  x    No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    Yes   ̈    No   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of accelerated filer, large
accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):



|                        |  |   |  |                           |  |  
|----------------------- |  | - |  | ------------------------- |  | -
|Large Accelerated Filer |  |  ̈ |  | Accelerated Filer         |  |  ̈
|                        |  |   | 
|Non-accelerated filer   |  |  ̈ |  | Smaller reporting company |  | x

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









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INDEX

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP



|           |  |                                                                                          |  |          |       | 
|---------- |  | ---------------------------------------------------------------------------------------- |  | -------- | ----- | 
|           |  |                                                                                          |  | Page No. |      
|PART I     |  | FINANCIAL INFORMATION                                                                    |  |          |       | 
|           |  |                                                                                         
|Item 1.    |  | Consolidated Financial Statements of Rancon Realty Fund V (Unaudited):                   |  |          |       | 
|           |  |                                                                                         
|           |  | Consolidated Balance Sheets as of March 31, 2011 and December 31, 2010                   |  |          | 3     | 
|           |  |                                                                                         
|           |  | Consolidated Statements of Operations for the three months ended March 31, 2011 and
2010 |  |          | 4     | 
|           |  |                                                                                         
|           |  | Consolidated Statement of Partners Equity for the three months ended March 31,
2011     |  |          | 5     | 
|           |  |                                                                                         
|           |  | Consolidated Statements of Cash Flows for the three months ended March 31, 2011 and
2010 |  |          | 6     | 
|           |  |                                                                                         
|           |  | Notes to Consolidated Financial Statements                                               |  |          | 7-13  | 
|           |  |                                                                                         
|Item 2.    |  | Managements Discussion and Analysis of Financial Condition and Results of
Operations    |  |          | 14-17 | 
|           |  |                                                                                         
|Item 3.    |  | Qualitative and Quantitative Disclosures About Market Risk                               |  |          | 17    | 
|           |  |                                                                                         
|Item 4.    |  | Controls and Procedures                                                                  |  |          | 17    | 
|           |  |                                                                                         
|PART II    |  | OTHER INFORMATION                                                                        |  |          |       | 
|           |  |                                                                                         
|Item 1.    |  | Legal Proceedings                                                                        |  |          | 18    | 
|           |  |                                                                                         
|Item 1A.   |  | Risk Factors                                                                             |  |          | 18    | 
|           |  |                                                                                         
|Item 2.    |  | Unregistered Sales of Equity Securities and Use of Proceeds                              |  |          | 18    | 
|           |  |                                                                                         
|Item 3.    |  | Defaults Upon Senior Securities                                                          |  |          | 18    | 
|           |  |                                                                                         
|Item 4.    |  | [Removed and Reserved]                                                                   |  |          | 18    | 
|           |  |                                                                                         
|Item 5.    |  | Other Information                                                                        |  |          | 18    | 
|           |  |                                                                                         
|Item 6.    |  | Exhibits                                                                                 |  |          | 18    | 
|           |  |                                                                                         
|SIGNATURES |  |                                                                                          |  |          | 19    | 



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PART I. FINANCIAL INFORMATION



|Item 1. | Financial Statements
|------- | --------------------

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Consolidated Balance Sheets

(in thousands, except units outstanding)

(Unaudited)



|                                                                                                                              |  |               |         |   |                  |   |         |  
|----------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ------- | - | ---------------- | - | ------- | -
|                                                                                                                              |  | March 31,2011 |         |   | December 31,2010 |  
|Assets                                                                                                                        |  |               |         |   |                  |   |         |  
|Investments in real estate:                                                                                                   |  |               |         |   |                  |   |         |  
|Rental properties                                                                                                             |  | $             | 79,246  |   |                  | $ | 80,825  |  
|Accumulated depreciation                                                                                                      |  |               | (27,605 | ) |                  |   | (28,233 | )
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Rental properties, net                                                                                                        |  |               | 51,641  |   |                  |   | 52,592  |  
|                                                                                                                              |  |              
|Land held for development                                                                                                     |  |               | 1,494   |   |                  |   | 1,494   |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Total investments in real estate                                                                                              |  |               | 53,135  |   |                  |   | 54,086  |  
|                                                                                                                              |  |              
|Cash and cash equivalents                                                                                                     |  |               | 6,138   |   |                  |   | 6,335   |  
|Accounts receivable, net                                                                                                      |  |               | 44      |   |                  |   | 155     |  
|Deferred costs, net of accumulated amortization of $1,937 and $2,154 as of March 31, 2011 and December 31, 2010,
respectively |  |               | 2,168   |   |                  |   | 2,202   |  
|Prepaid expenses and other assets                                                                                             |  |               | 3,522   |   |                  |   | 3,182   |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Total assets                                                                                                                  |  | $             | 65,007  |   |                  | $ | 65,960  |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|                                                                                                                              |  |              
|Liabilities and Partners Equity (Deficit)                                                                                    |  |               |         |   |                  |   |         |  
|Liabilities:                                                                                                                  |  |               |         |   |                  |   |         |  
|Notes payable                                                                                                                 |  | $             | 52,470  |   |                  | $ | 52,713  |  
|Accounts payable and other liabilities                                                                                        |  |               | 631     |   |                  |   | 751     |  
|Prepaid rent                                                                                                                  |  |               | 340     |   |                  |   | 345     |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Total liabilities                                                                                                             |  |               | 53,441  |   |                  |   | 53,809  |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Commitments and contingent liabilities (Note 7)                                                                               |  |               |         |   |                  |   |         |  
|                                                                                                                              |  |              
|Partners Equity (Deficit):                                                                                                   |  |               |         |   |                  |   |         |  
|General Partner                                                                                                               |  |               | (1,836  | ) |                  |   | (1,777  | )
|Limited partners, 83,898 limited partnership units outstanding as of March 31, 2011 and December 31,
2010                     |  |               | 13,402  |   |                  |   | 13,928  |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Total partners equity                                                                                                        |  |               | 11,566  |   |                  |   | 12,151  |  
|                                                                                                                              |  |               |         |   |                  |   |         |  
|Total liabilities and partners equity                                                                                        |  | $             | 65,007  |   |                  | $ | 65,960  |  
|                                                                                                                              |  |               |         |   |                  |   |         |  

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



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Consolidated Statements of Operations

(in thousands, except per unit amounts and
units outstanding)

(Unaudited)



|                                                                 |  |                             |        |   |      |   |        |  
|---------------------------------------------------------------- |  | --------------------------- | ------ | - | ---- | - | ------ | -
|                                                                 |  | Three Months EndedMarch 31, |       
|                                                                 |  | 2011                        |        |   | 2010 |  
|Operating revenue                                                |  |                             |        |   |      |   |        |  
|Rental revenue and other                                         |  | $                           | 2,932  |   |      | $ | 3,315  |  
|Tenant reimbursements                                            |  |                             | 219    |   |      |   | 247    |  
|                                                                 |  |                             |        |   |      |   |        |  
|Total operating revenue                                          |  |                             | 3,151  |   |      |   | 3,562  |  
|                                                                 |  |                             |        |   |      |   |        |  
|                                                                 |  |                            
|Operating expenses                                               |  |                             |        |   |      |   |        |  
|Property operating expenses                                      |  |                             | 1,526  |   |      |   | 1,552  |  
|Depreciation and amortization                                    |  |                             | 1,214  |   |      |   | 1,250  |  
|General and administrative                                       |  |                             | 248    |   |      |   | 260    |  
|                                                                 |  |                             |        |   |      |   |        |  
|Total operating expenses                                         |  |                             | 2,988  |   |      |   | 3,062  |  
|                                                                 |  |                             |        |   |      |   |        |  
|Operating income                                                 |  |                             | 163    |   |      |   | 500    |  
|                                                                 |  |                            
|Interest and other income                                        |  |                             | 1      |   |      |   | 2      |  
|Interest expense (including amortization of loan fees)           |  |                             | (749   | ) |      |   | (762   | )
|                                                                 |  |                             |        |   |      |   |        |  
|Net loss                                                         |  | $                           | (585   | ) |      | $ | (260   | )
|                                                                 |  |                             |        |   |      |   |        |  
|Basic and diluted net loss per limited partnership unit          |  | $                           | (6.27  | ) |      | $ | (2.79  | )
|                                                                 |  |                             |        |   |      |   |        |  
|Weighted average number of limited partnership units outstanding |  |                             | 83,898 |   |      |   | 83,898 |  
|                                                                 |  |                             |        |   |      |   |        |  

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



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Consolidated Statement of Partners Equity

For the three months ended
March 31, 2011

(in thousands)

(Unaudited)



|                                       |  |                |        |   |                 |   |        |       |  |   |        |  
|-------------------------------------- |  | -------------- | ------ | - | --------------- | - | ------ | ----- |  | - | ------ | -
|                                       |  | GeneralPartner |        |   | LimitedPartners |   |        | Total | 
|Balance (deficit) at December 31, 2010 |  | $              | (1,777 | ) |                 | $ | 13,928 |       |  | $ | 12,151 |  
|Net loss                               |  |                | (59    | ) |                 |   | (526   | )     |  |   | (585   | )
|                                       |  |                |        |   |                 |   |        |       |  |   |        |  
|Balance (deficit) at March 31, 2011    |  | $              | (1,836 | ) |                 | $ | 13,402 |       |  | $ | 11,566 |  
|                                       |  |                |        |   |                 |   |        |       |  |   |        |  

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



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)



|                                                                                |  |                             |       |   |      |   |       |  
|------------------------------------------------------------------------------- |  | --------------------------- | ----- | - | ---- | - | ----- | -
|                                                                                |  | Three Months EndedMarch 31, |      
|                                                                                |  | 2011                        |       |   | 2010 |  
|Cash flows from operating activities:                                           |  |                             |       |   |      |   |       |  
|Net loss                                                                        |  | $                           | (585  | ) |      | $ | (260  | )
|Adjustments to reconcile net loss to net cash provided by operating activities: |  |                             |       |   |      |   |       |  
|Depreciation and amortization                                                   |  |                             | 1,214 |   |      |   | 1,250 |  
|Amortization of loan fees, included in interest expense                         |  |                             | 21    |   |      |   | 20    |  
|Changes in certain assets and liabilities:                                      |  |                             |       |   |      |   |       |  
|Accounts receivable                                                             |  |                             | 111   |   |      |   | (51   | )
|Deferred costs                                                                  |  |                             | (174  | ) |      |   | (44   | )
|Prepaid expenses and other assets                                               |  |                             | (340  | ) |      |   | (235  | )
|Accounts payable and other liabilities                                          |  |                             | (120  | ) |      |   | (35   | )
|Prepaid rent                                                                    |  |                             | (5    | ) |      |   | (434  | )
|                                                                                |  |                             |       |   |      |   |       |  
|Net cash provided by operating activities                                       |  |                             | 122   |   |      |   | 211   |  
|                                                                                |  |                             |       |   |      |   |       |  
|                                                                                |  |                            
|Cash flows from investing activities:                                           |  |                             |       |   |      |   |       |  
|Additions to real estate investments                                            |  |                             | (76   | ) |      |   | (293  | )
|Payments received from tenant improvement note receivable                       |  |                             |      |   |      |   | 10    |  
|                                                                                |  |                             |       |   |      |   |       |  
|Net cash used in investing activities                                           |  |                             | (76   | ) |      |   | (283  | )
|                                                                                |  |                             |       |   |      |   |       |  
|                                                                                |  |                            
|Cash flows from financing activities:                                           |  |                             |       |   |      |   |       |  
|Notes payable principal payments                                                |  |                             | (243  | ) |      |   | (229  | )
|                                                                                |  |                             |       |   |      |   |       |  
|Net cash used in financing activities                                           |  |                             | (243  | ) |      |   | (229  | )
|                                                                                |  |                             |       |   |      |   |       |  
|Net decrease in cash and cash equivalents                                       |  |                             | (197  | ) |      |   | (301  | )
|                                                                                |  |                            
|Cash and cash equivalents at beginning of period                                |  |                             | 6,335 |   |      |   | 5,507 |  
|                                                                                |  |                             |       |   |      |   |       |  
|Cash and cash equivalents at end of period                                      |  | $                           | 6,138 |   |      | $ | 5,206 |  
|                                                                                |  |                             |       |   |      |   |       |  
|Supplemental disclosure of cash flow information:                               |  |                             |       |   |      |   |       |  
|Cash paid for interest                                                          |  | $                           | 728   |   |      | $ | 742   |  
|                                                                                |  |                             |       |   |      |   |       |  
|Supplemental disclosure of non-cash operating activities:                       |  |                             |       |   |      |   |       |  
|Write-off of fully depreciated rental property assets                           |  | $                           | 1,655 |   |      | $ | 68    |  
|                                                                                |  |                             |       |   |      |   |       |  
|Write-off of fully amortized deferred costs                                     |  | $                           | 424   |   |      | $ | 63    |  
|                                                                                |  |                             |       |   |      |   |       |  

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



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



|Note 1. | ORGANIZATION
|------- | ------------

Rancon Realty Fund V, a
California Limited Partnership (the Partnership), was organized in accordance with the provisions of the California Revised Limited Partnership Act for the purpose of acquiring, developing, operating and disposing of real property. The
Partnership was organized in 1985 and reached final funding in February 1989. The general partners of the Partnership are Daniel L. Stephenson and Rancon Financial Corporation (RFC), hereinafter collectively referred to as the General
Partner. RFC is wholly owned by Daniel L. Stephenson. The Partnership has no employees.

As of March 31, 2011, there were 83,898 Units
(Units) outstanding.

The Partnership commenced on May 8, 1985 and shall continue until December 31, 2015, unless
previously terminated in accordance with the provisions of the Partnership Agreement.

Allocation of Net Income and Net Loss

Allocation of net income and net loss is made pursuant to the terms of the Partnership Agreement. Generally, net income and net losses
from operations are allocated 90% to the limited partners and 10% to the General Partner; however, if the limited partners or the General Partner would have, as a result of an allocation of cumulative net losses, a deficit balance in their capital
accounts, then net losses shall not be allocated to the limited partners or General Partner, as the case may be, so as to create a capital account deficit, but such losses shall be allocated to the limited partners or General Partner with positive
capital account balances until the positive capital account balances of such other partners are reduced to zero. However, if deficits are the result of cumulative distributions in excess of earnings, losses will continue to be allocated to the
General Partner. Capital accounts shall be determined after taking into account all other allocations and distributions for the fiscal year.

Net income other than net income from operations shall be allocated as follows: (i) first, to the partners who have a deficit balance in their
capital account, provided that, in no event shall the General Partner be allocated more than 5% of the net income other than net income from operations until the earlier of sale or disposition of substantially all of the assets or the distribution
of cash (other than cash from operations) equal to the Unitholders original invested capital; (ii) second, to the limited partners in proportion to and to the extent of the amounts required to increase their capital accounts to an amount
equal to the sum of the adjusted invested capital of their units plus an additional cumulative non-compounded 12% return per annum (plus additional amounts depending on the date Units were purchased); (iii) third, to the partners in the minimum
amount required to first equalize their capital accounts in proportion to the number of units owned, and then, to bring the sum of the balances of the capital accounts of the limited partners and the General Partner into the ratio of 4 to 1; and
(iv) the balance, if any, 80% to the limited partners and 20% to the General Partner. In no event shall the General Partner be allocated less than 1% of the net income other than net income from operations for any period.

Net losses other than net losses from operations are allocated 99% to the limited partners and 1% to the General Partner. Such net losses will be
allocated among limited partners as necessary to equalize their capital accounts in proportion to their Units, and thereafter will be allocated in proportion to their Units.

The terms of the Partnership Agreement call for the General Partner to restore any deficits that may exist in its capital account after allocation of gains and losses from the sale of the final property
owned by the Partnership, but prior to any liquidating distributions being made to the partners.

Distribution of Cash

The Partnership shall make annual or more frequent distributions of substantially all cash available to be distributed to partners as
determined by the General Partner, subject to the following: (i) distributions may be restricted or suspended for limited periods when the General Partner determines in their absolute discretion that it is in the best interests of the
Partnership; and (ii) all distributions are subject to the payment of Partnership expenses and maintenance of reasonable reserves for debt service, alterations and improvements, maintenance, replacement of furniture and fixtures, working
capital and contingent liabilities.

All excess cash from operations shall be distributed 90 percent to the limited partners and 10 percent to
the General Partner.



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



All cash from sales or refinancing and any other cash determined by the General Partner to be available
for distribution other than cash from operations shall be distributed in the following order of priority: (i) first, 1 percent to the General Partner and 99 percent to the limited partners in proportion to the outstanding positive amounts of
Adjusted Invested Capital (as defined in the Partnership Agreement) for each of their Units until Adjusted Invested Capital (as defined in the Partnership Agreement) for each Unit is reduced to zero; (ii) second, 1 percent to the General
Partner and 99 percent to the limited partners until each of the limited partners has received an amount which, including cash from operations previously distributed to the limited partners equals a 12 percent annual cumulative non-compounded return
on the Adjusted Invested Capital (as defined in the Partnership Agreement) of their Units plus such limited partners Limited Incremental Preferential Return (as defined in the Partnership Agreement), if any, with respect to each such Unit, on
the Adjusted Investment Capital (as defined in the Partnership Agreement) of such Units for the twelve month period following the date upon which such Unit was purchased from the Partnership and following the admission of such limited partner
(iii) third, 99 percent to the General Partner and 1 percent to the limited partners, until the General Partner has received an amount equal to 20 percent of all distributions of cash from sales or refinancing: (iv) the balance, 80 percent
to the limited partners, pro rata in proportion to the number of Units held by each, and 20 percent to the General Partner.



|Note 2. | SIGNIFICANT ACCOUNTING POLICIES
|------- | -------------------------------

Basis of Presentation

The
accompanying financial statements present the consolidated financial position of the Partnership and its subsidiaries as of March 31, 2011 and December 31, 2010, and the consolidated results of operations of the Partnership and its
subsidiaries for the three months ended March 31, 2011 and 2010 and cash flows of the Partnership for the three months ended March 31, 2011 and 2010. All significant intercompany transactions, receivables and payables have been eliminated
in consolidation.

In the opinion of the General Partner, the accompanying unaudited consolidated financial statements contain all adjustments
(consisting of only normal accruals) necessary to present fairly the consolidated financial position of the Partnership as of March 31, 2011 and December 31, 2010, and the related consolidated statements of operations for the three months
ended March 31, 2011 and 2010, the consolidated statement of partners equity for the three months ended March 31, 2011 and the consolidated statement of cash flows for the three months ended March 31, 2011 and 2010.

Use of Estimates

The preparation
of financial statements in conformity with generally accepted accounting principles in the United States of America (GAAP) 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 results of operations during the reporting period. Actual results could differ from those estimates.

Rental Properties

Rental
properties, including the related land, are stated at depreciated cost unless events or circumstances indicate that such amounts cannot be recovered, in which case, the carrying value of the property is reduced to its estimated fair value. Estimated
fair value is computed using estimated sales price, as determined by prevailing market values for comparable properties and/or the use of capitalization rates applied to annualized net operating income based upon the age, construction and use of the
building. Due to uncertainties inherent in the valuation process and in the economy, it is reasonably possible that the actual results of operating and disposing of the Partnerships properties could be materially different than current
expectations. Rental properties are reviewed for impairment whenever there is a triggering event and at least annually.

Depreciation is
provided using the straight-line method over the useful lives of the respective assets. The useful lives are as follows:



|                          |  |                                                    
|------------------------- |  | ---------------------------------------------------
|Building and improvements |  | 5 to 40 years                                      
|Tenant improvements       |  | Lesser of the initial term of the related lease, or
|                          |  | the estimated useful life of the improvements      
|Furniture and equipment   |  | 5 to 7 years                                       



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



Construction in Progress and Land Held for Development

Construction in progress and land held for development are stated at cost unless events or circumstances indicate that cost cannot be recovered, in which
case, the carrying value is reduced to estimated fair value. Estimated fair value is computed using estimated sales price, based upon market values for comparable properties and considers the cost to complete and the estimated fair value of the
completed project. Construction in progress and land held for development are reviewed for impairment whenever there is a triggering event and at least annually.

The pre-development costs for a new project are capitalized and include survey fees and consulting fees. Interest, property taxes and insurance related to the new project are capitalized during periods
when activities that are necessary to get the project ready for its intended use are in progress. The capitalization ends when the construction is substantially completed and the project is ready for its intended use.

Fair Value of Investments

The
guidance related to accounting for fair value measurements defines fair value and establishes a framework for measuring fair value in order to meet disclosure requirements for fair value measurements. Fair value is defined as the exchange price that
would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This guidance also
establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. This hierarchy describes three levels of inputs that may be used to measure
fair value.

Financial assets and liabilities recorded at fair value on the consolidated balance sheets are categorized based on the inputs to
the valuation techniques as follows:

Level 1. Quoted prices in active markets for identical assets or liabilities. Level 1 assets and
liabilities include debt and equity securities and derivative contracts that are traded in an active exchange market.

Level 2. Observable
inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full
term of the assets or liabilities. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments and derivative contracts whose value is determined using a pricing model
with inputs that are observable in the market or can be derived principally from or corroborated by observable market data.

Level 3.
Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing
models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation using unobservable inputs. This category generally includes
long-term derivative contracts, real estate and unconsolidated joint ventures.

Cash and Cash Equivalents

The Partnership considers short-term investments with an original maturity of ninety days or less at the time of investment to be cash and cash
equivalents.

Deferred Costs

Deferred loan fees are capitalized and amortized on a straight-line basis, which approximates the effective interest method, over the life of the related loan. Deferred lease commissions are capitalized
and amortized on a straight-line basis over the initial fixed term of the related lease agreements.



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



Revenues

The Partnership recognizes rental revenue on a straight-line basis over the term of the leases. Actual amounts collected could be lower than the amounts recognized on a straight-line basis if specific
tenants are unable to pay rent that the Partnership has previously recognized as revenue. For tenants with percentage rent, the Partnership recognizes revenue when the tenants specified sales targets have been met. The reimbursements from
tenants for real estate taxes and other recoverable operating expenses are recognized as revenue on an estimated basis during the current year. The Partnership develops a revised estimate of the amount recoverable from tenants based on updated
expenses for the year and amounts to be recovered and records adjustments to income in the current year financial statement accounts. Any final changes in estimate based on lease-by-lease reconciliations and tenant negotiations and collection are
recorded in the period those negotiations are settled.

Net (Loss) Income Per Limited Partnership Unit

Net (loss) income per Unit is calculated using the weighted average number of Units outstanding during the period and the limited partners allocable
share of the net (loss) income.

Net income per Unit is as follows (in thousands, except for weighted average units and per unit amounts):



|                                                                                    |  |                            |     |   |                 |   |        |                |  |   |                 |   |  |   |        |  
|----------------------------------------------------------------------------------- |  | -------------------------- | --- | - | --------------- | - | ------ | -------------- |  | - | --------------- | - |  | - | ------ | -
|                                                                                    |  | For the three months ended |    
|                                                                                    |  | March 31, 2011             |     |   | March 31, 2010  |  
|                                                                                    |  | GeneralPartner             |     |   | LimitedPartners |   |        | GeneralPartner |  |   | LimitedPartners |  
|(Loss) Income allocation:                                                           |  |                            |     |   |                 |   |        |                |  |   |                 |   |  |   |        |  
|Net loss                                                                            |  | $                          | (59 | ) |                 | $ | (526   | )              |  | $ | (26             | ) |  | $ | (234   | )
|Weighted average number of limited partnership units outstanding during each period |  |                            |     |   |                 |   | 83,898 |                |  |   |                 |   |  |   | 83,898 |  
|Basic and diluted loss per limited partnership unit                                 |  |                            |     |   |                 | $ | (6.27  | )              |  |   |                 |   |  | $ | (2.79  | )

The calculation of net (loss) income per
Unit assumes that the income (loss) otherwise allocable to the limited partners is first used to fund distributions to the General Partner. As discussed in Note 1, because distributions of available cash have exceeded cumulative earnings and the
General Partner has a deficit, the General Partner would restore that deficit in liquidation. The calculation of net (loss) income per unit does not assume a liquidation in the periods presented and therefore the net (loss) income per limited
partner Unit may be less than what would be realized in a liquidation due to the requirement for the General Partner to restore deficits.

Income Taxes

No provision for
income taxes is included in the accompanying consolidated financial statements as the Partnerships results of operations are allocated to the partners for inclusion in their respective income tax returns. Net (loss) income and partners
equity (deficit) for financial reporting purposes will differ from the Partnerships income tax return because of different accounting methods used for certain items, including depreciation expense, provisions for impairment of investments in
real estate, capitalization of development period interest and property taxes and rental income and loss recognition.

Concentration
Risk

One tenant, operating within the aerospace industry, represented 18% and 16% of rental revenue for the three months ended
March 31, 2011 and March 31, 2010, respectively.

Reference to 2010 audited consolidated financial statements

These unaudited consolidated financial statements should be read in conjunction with the notes to audited consolidated financial
statements included in the Partnerships December 31, 2010 audited consolidated financial statements on Form 10-K.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



|Note 3. | INVESTMENTS IN REAL ESTATE
|------- | --------------------------

Rental
properties consist of the following (in thousands):



|                                 |  |               |         |   |                  |   |         |  
|-------------------------------- |  | ------------- | ------- | - | ---------------- | - | ------- | -
|                                 |  | March 31,2011 |         |   | December 31,2010 |  
|Land                             |  | $             | 6,944   |   |                  | $ | 6,944   |  
|Land and improvements            |  |               | 1,536   |   |                  |   | 1,536   |  
|Buildings                        |  |               | 56,283  |   |                  |   | 56,284  |  
|Building and tenant improvements |  |               | 14,483  |   |                  |   | 16,061  |  
|                                 |  |               |         |   |                  |   |         |  
|                                 |  |               | 79,246  |   |                  |   | 80,825  |  
|Less: accumulated depreciation   |  |               | (27,605 | ) |                  |   | (28,233 | )
|                                 |  |               |         |   |                  |   |         |  
|Total rental properties, net     |  | $             | 51,641  |   |                  | $ | 52,592  |  
|                                 |  |               |         |   |                  |   |         |  

As of March 31, 2011, the Partnerships rental properties included nine office properties and four retail
properties (see detailed listing of properties in Item 2. Properties).



|Note 4. | LAND HELD FOR DEVELOPMENT
|------- | -------------------------

Land held for
development consists of the following (in thousands):



|                                                                                                                                         |  |               |       |  |                  |   |       | 
|---------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ----- |  | ---------------- | - | ----- | 
|                                                                                                                                         |  | March 31,2011 |       |  | December 31,2010 |  
|East Lake Restaurant Pad (includes approximately 0.3 acres of land with a cost basis of $166 as of March 31, 2011 and
December 31, 2010) |  | $             | 451   |  |                  | $ | 451   | 
|Land held for development (approximately 4.1 acres of land as of March 31, 2011 and December 31, 2010)                                   |  |               | 1,043 |  |                  |   | 1,043 | 
|                                                                                                                                         |  |               |       |  |                  |   |       | 
|Total land held for development                                                                                                          |  | $             | 1,494 |  |                  | $ | 1,494 | 
|                                                                                                                                         |  |               |       |  |                  |   |       | 

The book basis of the land held for development is shown net of an impairment provision of $820,000. The original cost of
the land was $1,500,000 and subsequent improvements total $363,000.



|Note 5. | NOTES PAYABLE
|------- | -------------

Notes payable consists of
the following (in thousands):



|                                                                                                                                                                                                                                                   |  |               |        |  |                  |   |        | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ------ |  | ---------------- | - | ------ | 
|                                                                                                                                                                                                                                                   |  | March 31,2011 |        |  | December 31,2010 |  
|Note payable #1 collateralized by first deeds of trust on seven properties. The note has a fixed interest rate of 5.46%, a
maturity date of January 1, 2016 with a 30-year amortization requiring monthly principal and interest payments of $151. |  | $             | 24,649 |  |                  | $ | 24,766 | 
|Note payable #2 collateralized by first deeds of trust on four properties. The note has a fixed interest rate of 5.61%, a
maturity date of May 1, 2016 with a 30-year amortization requiring monthly principal and interest payments of $173.      |  |               | 27,821 |  |                  |   | 27,947 | 
|                                                                                                                                                                                                                                                   |  |               |        |  |                  |   |        | 
|Total notes payable                                                                                                                                                                                                                                |  | $             | 52,470 |  |                  | $ | 52,713 | 
|                                                                                                                                                                                                                                                   |  |               |        |  |                  |   |        | 

Note payable #1 is collateralized by Ballys Health Club, Carnegie Business Center II, Lakeside Tower, Outback
Steakhouse, Pat & Oscars, Palm Court Retail III and One Carnegie Plaza and Note payable #2 is collateralized by Brier Corporate Center, One Parkside, Two Parkside and Two Carnegie Plaza.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



The annual maturities on the Partnerships notes payable as of March 31, 2011, are as follows
(in thousands):



|           |  |   |        | 
|---------- |  | - | ------ | 
|2011       |  | $ | 749    | 
|2012       |  |   | 1,048  | 
|2013       |  |   | 1,107  | 
|2014       |  |   | 1,171  | 
|2015       |  |   | 23,333 | 
|Thereafter |  |   | 25,062 | 
|           |  |   |        | 
|Total      |  | $ | 52,470 | 
|           |  |   |        | 



|Note 6. | RELATED PARTY TRANSACTIONS
|------- | --------------------------

Glenborough
LLC earns fees from the Partnership as prescribed by the Property Management and Services Agreement (the Agreement). The Agreement is in effect until the earlier of December 31, 2015 or the completion of sale of all real property
assets of the Partnership. On October 1, 2010, Glenborough Holdings, LLC (Glenborough Holdings), the parent company of Glenborough LLC, sold its ownership in Glenborough LLC to Glenborough Service, LP, together with its ownership
interest in the Partnership, as described below. The terms and conditions of the Agreement remain unchanged. The Partnership continues to engage Glenborough LLC to perform services for the following fees:



|                                                                                                                                                                                                                                                                                                                                                                                                    |  |                    |        |  |               |   |        | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------ | ------ |  | ------------- | - | ------ | 
|                                                                                                                                                                                                                                                                                                                                                                                                    |  | Three Months Ended |       
|                                                                                                                                                                                                                                                                                                                                                                                                    |  | March 31,2011      |        |  | March 31,2010 |  
|(i) property management fees of 2.5% of gross rental revenue which were included in property operating expenses in the
accompanying consolidated statements of operations                                                                                                                                                                                                                           |  | $                  | 79,000 |  |               | $ | 85,000 | 
|(ii) a construction services fee which was capitalized and included in rental properties on the accompanying consolidated balance
sheets                                                                                                                                                                                                                                                            |  |                    | 14,000 |  |               |   | 9,000  | 
|(iii) an asset and Partnership management fee which was included in general and administrative expenses in the accompanying
consolidated statements of operations                                                                                                                                                                                                                                   |  |                    | 63,000 |  |               |   | 62,000 | 
|(iv) a leasing services fee which was included in the deferred costs on the accompanying consolidated balance
sheets                                                                                                                                                                                                                                                                                |  |                    | 62,000 |  |               |   | 10,000 | 
|(v) a sales fee of 1% for all properties                                                                                                                                                                                                                                                                                                                                                            |  |                    |       |  |               |   |       | 
|(vi) a financing services fee of 1% of the gross loan amount which would be included in the deferred costs on the accompanying
consolidated balance sheets                                                                                                                                                                                                                                          |  |                    |       |  |               |   |       | 
|(vii) a development fee equal to 5% of the hard costs of the development project which would be included in the construction in
progress and /or rental properties on the accompanying consolidated balance sheets, excluding the cost of the land, the development fee and the general contractors fee shall not exceed 11.5%, in the aggregate, of the hard costs of the
development fee project |  |                    |       |  |               |   |       | 
|(viii) data processing fees which were included in property operating expenses in the accompanying consolidated statements of
operations                                                                                                                                                                                                                                                            |  |                    | 29,000 |  |               |   | 24,000 | 
|(ix) engineering fees which were included in property operating expenses in the accompanying consolidated statements of
operations                                                                                                                                                                                                                                                                  |  |                    | 9,000  |  |               |   | 9,000  | 

As noted above, on October 1,
2010, Glenborough Holdings transferred all of its interest in the Partnership to Glenborough Investors, LLC, which currently holds those units in its subsidiary, Glenborough Property Partners, LLC (Glenborough Property
Partners). As part of the same transaction, Glenborough Holdings transferred its ownership of Glenborough LLC to Glenborough Investors, LLC, which currently holds the ownership interests in that entity in its subsidiary,
Glenborough Service, LP, the parent of Glenborough Property Partners. As of March 31, 2011, Glenborough Property Partners, an affiliate of Glenborough LLC, held 11,565 or 13.78% of the Units.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to Consolidated Financial Statements

(Unaudited)



|Note 7. | COMMITMENTS AND CONTINGENT LIABILITIES
|------- | --------------------------------------

Environmental Matters

The
Partnership follows a policy of monitoring its properties for the presence of hazardous or toxic substances. The Partnership is not aware of any environmental liability with respect to the properties that would have a material adverse effect on the
Partnerships business, assets or results of operations. There can be no assurance that such a material environmental liability does not exist. The existence of any such material environmental liability could have an adverse effect on the
Partnerships consolidated results of operations and cash flows.

General Uninsured Losses

The Partnership carries property and liability insurance with respect to the properties. This coverage has policy specification and insured limits
customarily carried for similar properties. However, certain types of losses (such as from earthquakes and floods) may be either uninsurable or not economically insurable. Should the properties sustain damage as a result of an earthquake or flood,
the Partnership may incur losses due to insurance deductibles, co-payments on insured losses or uninsured losses. Additionally, the Partnership has elected to obtain insurance coverage for certified acts of terrorism as defined in the
Terrorism Risk Insurance Act of 2002; however, our policies of insurance may not provide coverage for other acts of terrorism. Any losses from such other acts of terrorism might be uninsured. Should an uninsured loss occur, the Partnership could
lose some or all of its capital investment, cash flow and anticipated profits related to the properties.

Other Matters

The Partnership is contingently liable for subordinated real estate commissions payable to the General Partner in the amount of
$102,000 at March 31, 2011 for sales that occurred in previous years. The subordinated real estate commissions are payable only after the limited partners have received distributions equal to their original invested capital plus a cumulative
non-compounded return of 12% per annum on their adjusted invested capital. Since the circumstances under which these commissions would be payable are not currently met, the liability has not been recognized in the accompanying consolidated
financial statements; however, the amount will be recorded when and if it becomes payable.



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|Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

The following discussion should be read in conjunction with our December 31, 2010 audited consolidated financial statements and the notes thereto included in our latest Annual Report on Form 10-K.

Background

In June
1985, our initial acquisition of property consisted of approximately 76.21 acres of partially developed and unimproved land located in San Bernardino, California. The property is part of a master-planned development of 153 acres known as Tri-City
Corporate Centre (Tri-City) and is zoned for mixed commercial, office, hotel, transportation-related, and light industrial uses and all of the parcels thereof are separately owned by us and Rancon Realty Fund IV (Fund IV), a
partnership sponsored by the General Partner.

Overview

Tri-City Properties

As of March 31, 2011, our rental properties consist of
nine office and four retail properties, aggregating approximately 752,000 rentable square feet, of which 709,000 square feet are office space, and 43,000 square feet are retail space.



|                              |  |                                |  |                |         |  |  | 
|----------------------------- |  | ------------------------------ |  | -------------- | ------- |  |  | 
|Property                      |  | Type                           |  | Square Footage |        
|One Carnegie Plaza            |  | Two two-story office buildings |  |                | 107,275 | 
|Two Carnegie Plaza            |  | Two-story office building      |  |                | 68,957  | 
|Carnegie Business Center II   |  | Two two-story office buildings |  |                | 50,867  | 
|Lakeside Tower                |  | Six-story office building      |  |                | 112,716 | 
|One Parkside                  |  | Four-story office building     |  |                | 70,068  | 
|Ballys Health Club (Ballys) |  | Health club facility           |  |                | 25,000  | 
|Outback Steakhouse (Outback)  |  | Restaurant                     |  |                | 6,500   | 
|Palm Court Retail III         |  | Retail                         |  |                | 6,004   | 
|Two Parkside                  |  | Three-story office building    |  |                | 82,039  | 
|Pat & Oscars                  |  | Restaurant                     |  |                | 5,100   | 
|Three Carnegie                |  | Two-story office building      |  |                | 83,698  | 
|Brier Corporate Center        |  | Three-story office building    |  |                | 104,501 | 
|Three Parkside                |  | Two-story office building      |  |                | 29,076  | 
|                              |  |                                |  |                |         |  |  | 
|Total                         |  |                                |  |                | 751,801 | 
|                              |  |                                |  |                |         |  |  | 

As of March 31, 2011, the weighted average occupancy of the thirteen properties was 72%.

Land

As of March 31, 2011,
the Partnership owned approximately 4.4 acres of land. Although the current market environment is not conducive to office development, the market will continue to be monitored with the intent to position the land for future development.

Results of Operations

Comparison of the three months ended March 31, 2011 to the three months ended March 31, 2010

Revenue

Rental revenue and other
decreased by $383,000, or 12%, for the three months ended March 31, 2011 compared to the three months ended March 31, 2010, due to a decline in average occupancy. The main declines in occupancy were at Three Carnegie, Two Parkside, and One
Parkside, where occupancy fell from 95% to 52%, 100% to 71% and from 81% to 61%, respectively, from the first quarter of 2010 to the first quarter of 2011. These occupancy declines accounted for $150,000, $117,000 and $96,000 of the reduction in
revenue, respectively.

Tenant reimbursements decreased $28,000, or 11% for the three months ended March 31, 2011 compared to the three
months ended March 31, 2010, which correlates with the decrease in occupancy described above.



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##### Table of Contents

Expenses

Property operating expenses decreased $26,000, or 2% for the three months ended March 31, 2011 compared to the three months ended March 31, 2010. The decrease was primarily due to lower
janitorial, insurance and repairs and maintenance expenses, partially offset by higher utilities. The lower janitorial costs primarily relate to lower occupancy, while lower insurance costs reflect a reduction in earthquake insurance premiums. The
decreased repairs and maintenance costs are primarily due to lower maintenance association dues. The increase in utility costs was primarily due to weather related higher usage.

Depreciation and amortization decreased $36,000, or 3%, for the three months ended March 31, 2011, compared to the three months ended March 31, 2010. The decrease was primarily due to several
assets being fully depreciated as at December 31, 2010, most notably at Two Parkside.

General and administrative expenses decreased by
$12,000, or 5%, for the three months ended March 31, 2011, compared to the three months ended March 31, 2010. The decrease is due to a decrease in investor relations expenses of $18,000.

Liquidity and Capital Resources

As of March 31, 2011, we had cash and cash equivalents of $6,138,000.

As of March 31, 2011, our liabilities include two notes payable with total borrowing of $52,470,000. These notes are collateralized by properties with an aggregate net carrying value of approximately
$43,938,000. Note payable #1 matures in January 2016, requires monthly principal and interest payments of $151,000 and bears interest at a fixed rate of 5.46% and is collateralized by Ballys Health Club, Carnegie Business Center II, Lakeside
Tower, Outback Steakhouse, Pat & Oscars, Palm Court Retail III and One Carnegie Plaza. Note payable #2 matures in May 2016, requires monthly principal and interest payments of $173,000 and bears interest at a fixed rate of 5.61% and is
collateralized by Brier Corporate Center, One Parkside, Two Parkside and Two Carnegie Plaza.

We are contingently liable for subordinated real
estate commissions payable to the General Partner in the aggregate amount of $102,000 at March 31, 2011 for sales that transpired in previous years. The subordinated real estate commissions are payable only after the limited partners have
received distributions equal to their original invested capital plus a cumulative non-compounded return of 12% per annum on their adjusted invested capital. Since the conditions under which these commissions would be payable are not currently
met, the liability has not been recognized in the accompanying consolidated financial statements; however, the amount will be recorded when and if it becomes payable.

Cash flows

For the three months ended March 31, 2011, cash provided by operating
activities was $122,000, compared to cash provided by operating activities of $211,000 for the same period in 2010. This decrease was primarily due to an increase in net loss combined with changes in certain assets and liabilities, notably prepaid
rents and accounts receivable. For the three months ended March 31, 2011, cash used in investing activities was $76,000, as compared to cash used in investing activities of $283,000 for the same period in 2010, due to lower capital spending.
The majority of the spending during the first quarter of 2011 was for tenant improvements at Lakeside Tower, while in 2010 the spending related to tenant improvements at Three Parkside. For the three months ended March 31, 2011, cash used for
financing activities was $243,000, as compared to cash used for financing activities of $229,000 for the same period in 2010, related to the principal payments on notes payable.

Our expectation is that cash and cash equivalents as of March 31, 2011, together with cash from operations, sales and financing, will be adequate to meet our operating requirements and development
plans on a short-term basis and for the reasonably foreseeable future. There can be no assurance that our results of operations will not fluctuate in the future and at times affect our ability to meet operating requirements.

Operationally, our primary source of funds consists of cash provided by rental activities. Other sources of funds may include permanent financing and
property sales. Cash generated from property sales is generally added to our cash reserves, pending use in leasing costs at the properties or distribution to the partners.



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Contractual Obligations

As of March 31, 2011, our contractual obligations are as follows (in thousands):



|                              |  |                 |       |  |              |   |       |              |  |   |                  |  |  |       |        |  |  |   |        | 
|----------------------------- |  | --------------- | ----- |  | ------------ | - | ----- | ------------ |  | - | ---------------- |  |  | ----- | ------ |  |  | - | ------ | 
|                              |  | Less than1 year |       |  | 1 to 3 years |   |       | 3 to 5 years |  |   | More than5 years |  |  | Total |       
|Collateralized mortgage loans |  | $               | 749   |  |              | $ | 2,155 |              |  | $ | 24,504           |  |  | $     | 25,062 |  |  | $ | 52,470 | 
|Interest on indebtedness      |  |                 | 2,166 |  |              |   | 5,618 |              |  |   | 5,366            |  |  |       | 583    |  |  |   | 13,733 | 
|                              |  |                 |       |  |              |   |       |              |  |   |                  |  |  |       |        |  |  |   |        | 
|Total                         |  | $               | 2,915 |  |              | $ | 7,773 |              |  | $ | 29,870           |  |  | $     | 25,645 |  |  | $ | 66,203 | 
|                              |  |                 |       |  |              |   |       |              |  |   |                  |  |  |       |        |  |  |   |        | 

We are unaware of any demands, commitments, events or uncertainties, which might affect capital resources in any material
respect. In addition, we are not subject to any covenants pursuant to our collateralized debt that would constrain our ability to obtain additional capital.

Critical Accounting Policies

In the preparation of financial statements, we utilize
certain critical accounting policies. There has been no change to our significant accounting policies included in the notes to our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2010.

Inflation

Leases at
the office properties typically provide for rent adjustment and pass-through of certain operating expenses during the term of the lease. We anticipate that these provisions may permit us to increase rental rates or other charges to tenants in
response to rising prices and therefore, serve to reduce our exposure to the adverse effects of inflation.

Forward Looking Statements;
Factors That May Affect Operating Results

This Report on Form 10-Q contains forward looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements regarding our expectations, hopes, intentions, beliefs and strategies regarding the future. These forward looking
statements include statements relating to:



| |  |  | Our belief that cash and cash generated by operations, sales and financing will be sufficient to meet our operating requirements in both the short and
the long-term;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Our expectation that changes in market interest rates will not have a material impact on the performance or the fair value of our portfolio;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Our belief that certain claims and lawsuits which have arisen against us in the normal course of business will not have a material adverse effect on
our financial position, cash flow or results of operations;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Our belief that properties are competitive within our market;
| | - |  | -------------------------------------------------------------



| |  |  | Our expectation to achieve certain occupancy levels;
| | - |  | ----------------------------------------------------



| |  |  | Our estimation of market strength;
| | - |  | ----------------------------------



| |  |  | Our knowledge of any material environmental matters; and
| | - |  | --------------------------------------------------------



| |  |  | Our expectation that lease provisions may permit us to increase rental rates or other charges to tenants in response to rising prices, and therefore
serve to reduce exposure to the adverse effects of inflation.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

All forward-looking statements included in this document are
based on information available to us on the date hereof. Because these forward looking statements involve risk and uncertainty, there are important factors that could cause our actual results to differ materially from those stated or implied in the
forward-looking statements. Those important factors include:



| |  |  | market fluctuations in rental rates and occupancy;
| | - |  | --------------------------------------------------



| |  |  | reduced demand for rental space;
| | - |  | --------------------------------



| |  |  | availability and creditworthiness of prospective tenants;
| | - |  | ---------------------------------------------------------



| |  |  | defaults or non-renewal of leases by customers;
| | - |  | -----------------------------------------------



| |  |  | differing interpretations of lease provisions regarding recovery of expenses;
| | - |  | -----------------------------------------------------------------------------



16



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##### Table of Contents

| |  |  | increased operating costs;
| | - |  | --------------------------



| |  |  | changes in interest rates and availability of financing that may render the sale or financing of a property difficult or unattractive;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------



| |  |  | failure to obtain necessary outside financing;
| | - |  | ----------------------------------------------



| |  |  | risks and uncertainties affecting property development and construction (including construction delays, cost overruns, our inability to obtain
necessary permits and public opposition to these activities); and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the unpredictability of both the frequency and final outcome of litigation.
| | - |  | ---------------------------------------------------------------------------

The forward-looking statements in this Quarterly Report on Form 10-Q are subject to additional risks and uncertainties further discussed under Item 1A. Risk Factors of our Annual Report on
Form 10-K for the year ended December 31, 2010. We assume no obligation to update or supplement any forward looking-statement.

Risks
of Litigation

Certain claims and lawsuits have arisen against us in our normal course of business. We believe that such claims and
lawsuits will not have a material adverse effect on our financial position, cash flow or results of operations.



|Item 3. | Qualitative and Quantitative Disclosures About Market Risk
|------- | ----------------------------------------------------------

Interest Rates

We are exposed to changes in interest rates obtainable on our borrowings.
Our expectation is that changes in market interest rates will not have a material impact on the performance or fair value of our portfolio.

For debt obligations, the table below presents required principal payments and interest rates by expected maturity dates.



|                                        |  |                        |     |  |      |   |     |      |  |   |      |  |  |      |     |  |            |   |        |       |  |   |        |  |  |   |        | 
|--------------------------------------- |  | ---------------------- | --- |  | ---- | - | --- | ---- |  | - | ---- |  |  | ---- | --- |  | ---------- | - | ------ | ----- |  | - | ------ |  |  | - | ------ | 
|                                        |  | Expected Maturity Date |     |  |      |  
|                                        |  | 2011                   |     |  | 2012 |   |     | 2013 |  |   | 2014 |  |  | 2015 |     |  | Thereafter |   |        | Total | 
|                                        |  | (in thousands)         |    
|Collateralized fixed rate debt at 5.46% |  | $                      | 361 |  |      | $ | 504 |      |  | $ | 532  |  |  | $    | 562 |  |            | $ | 22,690 |       |  | $ |       |  |  | $ | 24,649 | 
|Collateralized fixed rate debt at 5.61% |  |                        | 388 |  |      |   | 544 |      |  |   | 575  |  |  |      | 609 |  |            |   | 643    |       |  |   | 25,062 |  |  |   | 27,821 | 

As of March 31, 2011, we had
cash and cash equivalents of $6,138,000.



|Item 4. | Controls and Procedures
|------- | -----------------------

The principal
executive officer and principal financial officer of the General Partner have evaluated the disclosure controls and procedures of the Partnership as of the end of the period covered by this quarterly report. As used herein, the term disclosure
controls and procedures has the meaning given to the term by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (Exchange Act), and includes the controls and other procedures of the Partnership that are designed to
ensure that information required to be disclosed by the Partnership in the reports that it files with the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms.
Based upon his evaluation, the principal executive officer and principal financial officer of the General Partner has concluded that the Partnerships disclosure controls and procedures were effective such that the information required to be
disclosed by the Partnership in this quarterly report is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms applicable to the preparation of this report and is accumulated and
communicated to the General Partners management, including the General Partners principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosures.

There have not been any changes in the Partnerships internal control over financial reporting that occurred during the Partnerships fiscal
quarter ended March 31, 2011 that have materially affected, or are reasonably likely to materially affect, the Partnerships internal control over financial reporting.



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##### Table of Contents

PART II. OTHER INFORMATION



|Item 1. | Legal Proceedings
|------- | -----------------

Certain claims and lawsuits have arisen against the Partnership in its normal course of business. The Partnership believes that such
claims and lawsuits will not have a material adverse effect on the Partnerships financial position, cash flow or results of operations.



|Item 1A. | Risk Factors
|-------- | ------------

There are
no material changes to any of the risk factors as previously disclosed in Item 1A. to Part I of the Partnerships Annual Report on Form 10-K for the fiscal year ended December 31, 2010.



|Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds
|------- | -----------------------------------------------------------

None.



|Item 3. | Defaults Upon Senior Securities
|------- | -------------------------------

None.



|Item 4. | [Removed and Reserved]
|------- | ----------------------

None.



|Item 5. | Other Information
|------- | -----------------

None.



|Item 6. | Exhibits
|------- | --------



| |  |    |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |  | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | 31 |  | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of the General Partner Pursuant to Rule 13a-14(a) of the Exchange
Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  |   
| |  | 32 |  | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of the General Partner Pursuant to Rule 13a-14(b) of the Exchange Act and 18
U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. This certification, required by Section 906 of the Sarbanes-Oxley Act of 2002, other than as required by Section 906, is not to be deemed
filed with the Commission or subject to the rules and regulations promulgated by the Commission under the Securities Exchange Act of 1934, as amended, or to the liabilities of Section 18 of said Act.



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##### Table of Contents

SIGNATURES

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



| |  |  |  |                                  |  |                             
| |  |  |  | -------------------------------- |  | ----------------------------
| |  |  |  | RANCON REALTY FUND V,           
| |  |  |  | a California limited partnership
| |  |  | 
| |  |  |  | By:                              |  | Rancon Financial Corporation
| |  |  |  |                                  |  | a California corporation,   
| |  |  |  |                                  |  | its General Partner         



|                   |  |  |  |     |  |                                      
|------------------ |  |  |  | --- |  | -------------------------------------
|Date: May 13, 2011 |  |  |  | By: |  | /s/ Daniel L. Stephenson             
|                   |  |  |  |     |  | Daniel L. Stephenson, President      
|                   |  |  | 
|Date: May 13, 2011 |  |  |  | By: |  | /s/ Daniel L. Stephenson             
|                   |  |  |  |     |  | Daniel L. Stephenson, General Partner



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##### Table of Contents

EXHIBIT INDEX

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP



|           |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|---------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 31 |  | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of the General Partner Pursuant to Rule 13a-14(a) of the Exchange
Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|           | 
|Exhibit 32 |  | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of the General Partner Pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. This certification, required by Section 906 of the Sarbanes-Oxley Act of 2002, other than as required by Section 906, is not to be deemed
filed with the Commission or subject to the rules and regulations promulgated by the Commission under the Securities Exchange Act of 1934, as amended, or to the liabilities of Section 18 of said Act.



20