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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 September 30, 2009

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 September 30, 2009 and December 31, 2008                            |  | 3       
|                             |  |                                                                                                      
|                             |  | Consolidated Statements of Operations for the three and nine months ended September 30, 2009 and 2008 |  | 4       
|                             |  |                                                                                                      
|                             |  | Consolidated Statement of Partners Equity for the nine months ended September 30,
2009               |  | 5       
|                             |  |                                                                                                      
|                             |  | Consolidated Statements of Cash Flows for the nine months ended September 30, 2009 and
2008           |  | 6       
|                             |  |                                                                                                      
|                             |  | Notes to Consolidated Financial Statements                                                            |  | 7-14    
|                             |  |                                                                                                      
|Item 2.                      |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                 |  | 15-18   
|                             |  |                                                                                                      
|Item 3.                      |  | Qualitative and Quantitative Disclosures About Market Risk                                            |  | 18      
|                             |  |                                                                                                      
|Item 4.                      |  | Controls and Procedures                                                                               |  | 18      
|                             |  |                                                                                                      
|Item 4T.                     |  | Controls and Procedures                                                                               |  | 18      
|                            
|PART II OTHER INFORMATION   
|                             |  |                                                                                                      
|Item 1.                      |  | Legal Proceedings                                                                                     |  | 19      
|                             |  |                                                                                                      
|Item 1A.                     |  | Risk Factors                                                                                          |  | 19      
|                             |  |                                                                                                      
|Item 2.                      |  | Unregistered Sales of Equity Securities and Use of Proceeds                                           |  | 19      
|                             |  |                                                                                                      
|Item 3.                      |  | Defaults Upon Senior Securities                                                                       |  | 19      
|                             |  |                                                                                                      
|Item 4.                      |  | Submission of Matters to a Vote of Security Holders                                                   |  | 19      
|                             |  |                                                                                                      
|Item 5.                      |  | Other Information                                                                                     |  | 19      
|                             |  |                                                                                                      
|Item 6.                      |  | Exhibits                                                                                              |  | 19      
|                             | 
|SIGNATURES                   |  | 20                                                                                                   



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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)



|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|--------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ------- | - | ---------------- | - | ------- | -
|                                                                                                                                  |  | September 30,2009 |         |   | December 31,2008 |  
|Assets                                                                                                                            |  |                   |         |   |                  |   |         |  
|Investments in real estate:                                                                                                       |  |                   |         |   |                  |   |         |  
|Rental properties                                                                                                                 |  | $                 | 83,808  |   |                  | $ | 79,083  |  
|Accumulated depreciation                                                                                                          |  |                   | (25,230 | ) |                  |   | (23,505 | )
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Rental properties, net                                                                                                            |  |                   | 58,578  |   |                  |   | 55,578  |  
|                                                                                                                                  |  |                  
|Construction in progress                                                                                                          |  |                   |        |   |                  |   | 5,432   |  
|Land held for development                                                                                                         |  |                   | 1,494   |   |                  |   | 1,494   |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Total investments in real estate                                                                                                  |  |                   | 60,072  |   |                  |   | 62,504  |  
|                                                                                                                                  |  |                  
|Cash and cash equivalents                                                                                                         |  |                   | 5,164   |   |                  |   | 4,545   |  
|Accounts receivable, net                                                                                                          |  |                   | 117     |   |                  |   | 59      |  
|Deferred costs, net of accumulated amortization of $2,084 and $2,137 as of September 30, 2009 and December 31, 2008,
respectively |  |                   | 2,906   |   |                  |   | 3,100   |  
|Prepaid expenses and other assets                                                                                                 |  |                   | 3,139   |   |                  |   | 2,510   |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Total assets                                                                                                                      |  | $                 | 71,398  |   |                  | $ | 72,718  |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Liabilities and Partners Equity (Deficit)                                                                                        |  |                   |         |   |                  |   |         |  
|Liabilities:                                                                                                                      |  |                   |         |   |                  |   |         |  
|Notes payable                                                                                                                     |  | $                 | 53,878  |   |                  | $ | 54,539  |  
|Accounts payable and other liabilities                                                                                            |  |                   | 1,038   |   |                  |   | 1,107   |  
|Prepaid rent                                                                                                                      |  |                   | 430     |   |                  |   | 286     |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Total liabilities                                                                                                                 |  |                   | 55,346  |   |                  |   | 55,932  |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Commitments and contingent liabilities (Note 7)                                                                                   |  |                   |         |   |                  |   |         |  
|                                                                                                                                  |  |                  
|Partners Equity (Deficit):                                                                                                       |  |                   |         |   |                  |   |         |  
|General Partner                                                                                                                   |  |                   | (1,387  | ) |                  |   | (1,324  | )
|Limited partners, 83,898 limited partnership units outstanding as of September 30, 2009 and December 31,
2008                     |  |                   | 17,439  |   |                  |   | 18,110  |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Total partners equity                                                                                                            |  |                   | 16,052  |   |                  |   | 16,786  |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  
|Total liabilities and partners equity                                                                                            |  | $                 | 71,398  |   |                  | $ | 72,718  |  
|                                                                                                                                  |  |                   |         |   |                  |   |         |  

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 EndedSeptember 30, |        |   | Nine Months EndedSeptember 30, |  
|                                                                 |  | 2009                            |        |   | 2008                           |   |        | 2009 |  |   | 2008   |  
|Operating revenue                                                |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Rental revenue and other                                         |  | $                               | 3,430  |   |                                | $ | 3,419  |      |  | $ | 10,378 |   |  | $ | 10,173 |  
|Tenant reimbursements                                            |  |                                 | 242    |   |                                |   | 397    |      |  |   | 979    |   |  |   | 971    |  
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Total operating revenue                                          |  |                                 | 3,672  |   |                                |   | 3,816  |      |  |   | 11,357 |   |  |   | 11,144 |  
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|                                                                 |  |                                 |        |  
|Operating expenses                                               |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Property operating expenses                                      |  |                                 | 2,053  |   |                                |   | 1,938  |      |  |   | 5,234  |   |  |   | 5,036  |  
|Depreciation and amortization                                    |  |                                 | 1,291  |   |                                |   | 1,153  |      |  |   | 3,839  |   |  |   | 3,452  |  
|General and administrative                                       |  |                                 | 212    |   |                                |   | 203    |      |  |   | 725    |   |  |   | 750    |  
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Total operating expenses                                         |  |                                 | 3,556  |   |                                |   | 3,294  |      |  |   | 9,798  |   |  |   | 9,238  |  
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Operating income                                                 |  |                                 | 116    |   |                                |   | 522    |      |  |   | 1,559  |   |  |   | 1,906  |  
|                                                                 |  |                                 |        |  
|Interest and other income                                        |  |                                 | 3      |   |                                |   | 30     |      |  |   | 10     |   |  |   | 132    |  
|Interest expense (including amortization of loan fees)           |  |                                 | (768   | ) |                                |   | (780   | )    |  |   | (2,314 | ) |  |   | (2,350 | )
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Net loss                                                         |  | $                               | (649   | ) |                                | $ | (228   | )    |  | $ | (745   | ) |  | $ | (312   | )
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Basic and diluted net loss per limited partnership unit          |  | $                               | (6.96  | ) |                                | $ | (2.48  | )    |  | $ | (8.00  | ) |  | $ | (3.85  | )
|                                                                 |  |                                 |        |   |                                |   |        |      |  |   |        |   |  |   |        |  
|Weighted average number of limited partnership units outstanding |  |                                 | 83,898 |   |                                |   | 83,898 |      |  |   | 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 nine months
ended September 30, 2009

(in thousands)

(Unaudited)



|                                        |  |                |        |   |                 |   |        |       |  |   |        |  
|--------------------------------------- |  | -------------- | ------ | - | --------------- | - | ------ | ----- |  | - | ------ | -
|                                        |  | GeneralPartner |        |   | LimitedPartners |   |        | Total | 
|Balance (deficit) at December 31, 2008  |  | $              | (1,324 | ) |                 | $ | 18,110 |       |  | $ | 16,786 |  
|Return of distribution                  |  |                | 11     |   |                 |   |       |       |  |   | 11     |  
|Net loss                                |  |                | (74    | ) |                 |   | (671   | )     |  |   | (745   | )
|                                        |  |                |        |   |                 |   |        |       |  |   |        |  
|Balance (deficit) at September 30, 2009 |  | $              | (1,387 | ) |                 | $ | 17,439 |       |  | $ | 16,052 |  
|                                        |  |                |        |   |                 |   |        |       |  |   |        |  

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)



|                                                                                |  |                                |       |   |      |   |        |  
|------------------------------------------------------------------------------- |  | ------------------------------ | ----- | - | ---- | - | ------ | -
|                                                                                |  | Nine Months EndedSeptember 30, |      
|                                                                                |  | 2009                           |       |   | 2008 |  
|Cash flows from operating activities:                                           |  |                                |       |   |      |   |        |  
|Net loss                                                                        |  | $                              | (745  | ) |      | $ | (312   | )
|Adjustments to reconcile net loss to net cash provided by operating activities: |  |                                |       |   |      |   |        |  
|Depreciation and amortization                                                   |  |                                | 3,839 |   |      |   | 3,452  |  
|Amortization of loan fees, included in interest expense                         |  |                                | 60    |   |      |   | 61     |  
|Changes in certain assets and liabilities:                                      |  |                                |       |   |      |   |        |  
|Accounts receivable                                                             |  |                                | (84   | ) |      |   | 259    |  
|Deferred costs                                                                  |  |                                | (377  | ) |      |   | (585   | )
|Prepaid expenses and other assets                                               |  |                                | (629  | ) |      |   | (61    | )
|Accounts payable and other liabilities                                          |  |                                | (69   | ) |      |   | 1,007  |  
|Prepaid rent                                                                    |  |                                | 144   |   |      |   | 164    |  
|                                                                                |  |                                |       |   |      |   |        |  
|Net cash provided by operating activities                                       |  |                                | 2,139 |   |      |   | 3,985  |  
|                                                                                |  |                                |       |   |      |   |        |  
|                                                                                |  |                               
|Cash flows from investing activities:                                           |  |                                |       |   |      |   |        |  
|Additions to real estate investments                                            |  |                                | (896  | ) |      |   | (2,834 | )
|Payments received from tenant improvement note receivable                       |  |                                | 26    |   |      |   | 23     |  
|                                                                                |  |                                |       |   |      |   |        |  
|Net cash used in investing activities                                           |  |                                | (870  | ) |      |   | (2,811 | )
|                                                                                |  |                                |       |   |      |   |        |  
|                                                                                |  |                               
|Cash flows from financing activities:                                           |  |                                |       |   |      |   |        |  
|Note payable principal payments                                                 |  |                                | (661  | ) |      |   | (626   | )
|Distributions to limited partners                                               |  |                                |      |   |      |   | (1,332 | )
|Return from / (Distributions to) General Partner                                |  |                                | 11    |   |      |   | (195   | )
|                                                                                |  |                                |       |   |      |   |        |  
|Net cash used in financing activities                                           |  |                                | (650  | ) |      |   | (2,153 | )
|                                                                                |  |                                |       |   |      |   |        |  
|Net increase (decrease) in cash and cash equivalents                            |  |                                | 619   |   |      |   | (979   | )
|Cash and cash equivalents at beginning of period                                |  |                                | 4,545 |   |      |   | 8,256  |  
|                                                                                |  |                                |       |   |      |   |        |  
|Cash and cash equivalents at end of period                                      |  | $                              | 5,164 |   |      | $ | 7,277  |  
|                                                                                |  |                                |       |   |      |   |        |  
|Supplemental disclosure of cash flow information:                               |  |                                |       |   |      |   |        |  
|Cash paid for interest                                                          |  | $                              | 2,254 |   |      | $ | 2,289  |  
|                                                                                |  |                                |       |   |      |   |        |  
|Supplemental disclosure of non-cash operating activities:                       |  |                                |       |   |      |   |        |  
|Write-off of fully depreciated rental property assets                           |  | $                              | 1,603 |   |      | $ | 773    |  
|                                                                                |  |                                |       |   |      |   |        |  
|Write-off of fully amortized deferred costs                                     |  | $                              | 624   |   |      | $ | 152    |  
|                                                                                |  |                                |       |   |      |   |        |  

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 September 30, 2009, 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 and the General Partner have, as a result of an allocation of net loss, a deficit balance in their capital
accounts, net loss shall not be allocated to the limited partners and General Partner in excess of the positive balance until the balances of the limited partners and General Partners capital accounts are reduced to zero. Capital
accounts shall be determined after taking into account the 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 Unit holder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 loss other than net loss from
operations is 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 its 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% to the limited partners and 10% to the General Partner.

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% to the General Partner and 99% 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% to the General Partner and 99% 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% 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



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RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(Unaudited)



of such limited partner; (iii) third, 99% to the General Partner and 1% to the limited partners, until the General Partner has received an amount equal to 20% of all distributions of cash
from sales or refinancing; and (iv) the balance, 80% to the limited partners, pro rata in proportion to the number of Units held by each, and 20% to the General Partner.

Note 2. SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation and
consolidation

The accompanying financial statements present the consolidated financial position of the Partnership and its
subsidiaries as of September 30, 2009 and December 31, 2008, and the consolidated results of operations of the Partnership and its subsidiaries for the three and nine months ended September 30, 2009 and 2008 and cash flows of the
Partnership for the nine months ended September 30, 2009 and 2008. 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 September 30, 2009 and December 31, 2008, and the related consolidated statements of operations for the three and nine months ended September 30, 2009 and 2008, the consolidated
statement of partners equity for the nine months ended September 30, 2009 and the consolidated statement of cash flows for the nine months ended September 30, 2009 and 2008.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported 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: (i) is based upon the Partnerships plans for the continued operations of each property; and (ii) 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. The fulfillment of the Partnerships plans related to each of its properties is dependent
upon, among other things, the presence of economic conditions which will enable the Partnership to continue to hold and operate the properties prior to their eventual sale. 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                                                                                    

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: (i) is based on the Partnerships plans for the development of each property; (ii) is computed using estimated sales price, based upon market values for
comparable properties; and (iii) considers the cost to complete and the estimated fair value of the completed project. The fulfillment of the Partnerships plans related to each of its properties is dependent upon, among other things, the
presence of economic conditions which will enable the Partnership to either hold the properties for eventual sale or obtain financing to further develop the properties. 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 include survey fees and
consulting fees. Interest, property taxes and insurance related to the new project are capitalized during periods activities 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.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(Unaudited)



Cash and Cash Equivalents

The Partnership considers certificates of deposit and money market funds with original maturities of less than ninety days when purchased 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.

Revenues

The Partnership recognizes rental revenue on a straight-line basis over the term of the leases. Actual amounts collected could be lower or
higher 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 and the differences between estimated and actual
amounts are recognized as revenue in the subsequent year when the amounts are collected. However, where actual expenses are significantly different from estimates, the Partnership will accrue the differences in the same period. The Partnership
periodically evaluates the collectability of amounts due from tenants and maintains an allowance for doubtful accounts for estimated losses resulting from the inability of tenants to make required payments under the lease agreements.

Net Income Per Limited Partnership Unit

Net 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 income.

Effective January 1, 2009, the Company adopted the provisions of FASB Staff Position (FSP) No. EITF 07-4, Application of the Two-Class Method under
FASB Statement No. 128 to Master Limited Partnerships, (ASC 260-10), which improves the comparability of earnings per unit (EPU) calculations for master limited partnerships (MLPs) with incentive distribution rights (IDRs) in accordance
with Statement 128 and its related interpretations. As such, the distributions should impact the calculation of earnings per share (EPS) using the two-class method under SFAS No. 128, Earnings per Share. The provisions of FSP No.
EITF 07-4 (ASC 260-10) have been applied retroactively to adjust the computation of EPS for the three and nine months ended September 30, 2008.

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



|                                                                                    |  |                            |     |   |                           |   |        |                    |  |   |                    |   |  |                |        |   |                 |   |     |                |  |   |                 |   |  |   |      |   |  |   |        |  
|----------------------------------------------------------------------------------- |  | -------------------------- | --- | - | ------------------------- | - | ------ | ------------------ |  | - | ------------------ | - |  | -------------- | ------ | - | --------------- | - | --- | -------------- |  | - | --------------- | - |  | - | ---- | - |  | - | ------ | -
|                                                                                    |  | For the three months ended |     |   | For the nine months ended |  
|                                                                                    |  | September 30, 2009         |     |   | September 30, 2008        |   |        | September 30, 2009 |  |   | September 30, 2008 |  
|                                                                                    |  | GeneralPartner             |     |   | LimitedPartners           |   |        | GeneralPartner     |  |   | LimitedPartners    |   |  | GeneralPartner |        |   | LimitedPartners |   |     | GeneralPartner |  |   | LimitedPartners |  
|                                                                                    |  |                            |     |   |                           |   |        |                   
|(Loss) Income allocation:                                                           |  |                            |     |   |                           |   |        |                    |  |   |                    |   |  |                |        |   |                 |   |     |                |  |   |                 |   |  |   |      |   |  |   |        |  
|Distributed income                                                                  |  |                            |    |   |                           |   |       |                    |  | $ | 3                  |   |  |                |       |   |                 |   |    |                |  |   |                |   |  | $ | 195  |   |  | $ | 1,332  |  
|Allocation of excess                                                                |  |                            |    |   |                           |   |       |                    |  |   | (23                | ) |  |                | (208   | ) |                 |   |    |                |  |   |                |   |  |   | (184 | ) |  |   | (1,655 | )
|                                                                                    |  |                            |     |   |                           |   |        |                   
|Net (loss) income                                                                   |  | $                          | (65 | ) |                           | $ | (584   | )                  |  | $ | (20                | ) |  | $              | (208   | ) |                 | $ | (74 | )              |  | $ | (671            | ) |  | $ | 11   |   |  | $ | (323   | )
|                                                                                    |  |                            |     |   |                           |   |        |                   
|Weighted average number of limited partnership units outstanding during each period |  |                            |     |   |                           |   | 83,898 |                    |  |   |                    |   |  |                | 83,898 |   |                 |   |     |                |  |   | 83,898          |   |  |   |      |   |  |   | 83,898 |  
|                                                                                    |  |                            |     |   |                           |   |        |                   
|Basic and diluted loss per limited partnership unit                                 |  |                            |     |   |                           | $ | (6.96  | )                  |  |   |                    |   |  | $              | (2.48  | ) |                 |   |     |                |  | $ | (8.00           | ) |  |   |      |   |  | $ | (3.85  | )

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.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(Unaudited)



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 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, capitalization of development period interest and property taxes, income recognition and provisions for impairment of investments in real estate.

Concentration Risk

One tenant (Northrop Grumman Corporation) represented 15% of operating revenue for the nine months ended September 30, 2009 and September 30, 2008.

Recently Issued Accounting Pronouncements

In June 2009, the FASB issued SFAS
No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, a replacement of FASB Statement No. 162 (SFAS No. 168). SFAS 168 establishes the FASB Accounting Standards
Codification (Codification or ASC) as the single source of authoritative U.S. generally accepted accounting principles (GAAP) recognized by the FASB to be applied by nongovernmental entities. GAAP is not intended to be changed as a result of
the FASBs Codification project, but it will change the way the guidance is organized and presented. As a result, these changes will have a significant impact on how companies reference GAAP in their financial statements and in their accounting
policies for financial statements issued for interim and annual periods ending after September 15, 2009. Effective September 30, 2009, the Partnership has adopted the Codification, which did not have a material impact on the
Partnerships financial statements.

Effective June 2009, the Company adopted SFAS No. 165, Subsequent Events(SFAS
No. 165), (ASC 855-10) which sets forth general standards of accounting for, and disclosure of, events that occur after the balance sheet date but before financial statements are issued or are available to be issued. Adoption of SFAS
No. 165 did not have a material impact on the Companys financial statements.

In October 2008, the FASB issued FASB Staff Position
FAS 157-3, Determining the Fair Value of a Financial Asset When the Market for That Asset Is Not Active (FSP 157-3) (ASC 820-10-35). FSP 157-3 clarified the application of FAS 157. FSP 157-3 clarified how
the fair value of a financial asset is determined when the market for that financial asset is inactive. FSP 157-3 was effective upon issuance, including prior periods for which financial statements had not been issued. The implementation of
this standard did not have an impact on the Partnerships financial position, results of operations and cash flows.

In December 2007,
the FASB issued SFAS No. 141(R), Business Combinations(SFAS No. 141(R)) (ASC 805-10 to 50), which improves the relevance, representational faithfulness, and comparability of the information that a reporting entity
provides in its financial reports about a business combination and its effects. This Statement is effective for fiscal years beginning after December 15, 2008. The adoption of SFAS No. 141(R) by the Partnership did not have a material
impact on its financial position, results of operations or cash flows, except that transaction costs will be expensed when and as incurred.

Reference to 2008 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, 2008 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(Continued)

(Unaudited)



Note 3. INVESTMENTS IN REAL ESTATE

Rental properties consist of the following (in thousands):



|                                 |  |                   |         |   |                  |   |         |  
|-------------------------------- |  | ----------------- | ------- | - | ---------------- | - | ------- | -
|                                 |  | September 30,2009 |         |   | December 31,2008 |  
|Land                             |  | $                 | 6,944   |   |                  | $ | 6,944   |  
|Land and improvements            |  |                   | 1,536   |   |                  |   | 1,536   |  
|Buildings                        |  |                   | 58,648  |   |                  |   | 53,244  |  
|Building and tenant improvements |  |                   | 16,680  |   |                  |   | 17,359  |  
|                                 |  |                   |         |   |                  |   |         |  
|                                 |  |                   | 83,808  |   |                  |   | 79,083  |  
|Less: accumulated depreciation   |  |                   | (25,230 | ) |                  |   | (23,505 | )
|                                 |  |                   |         |   |                  |   |         |  
|Total rental properties, net     |  | $                 | 58,578  |   |                  | $ | 55,578  |  
|                                 |  |                   |         |   |                  |   |         |  

As of September 30, 2009, the Partnerships rental properties included nine office
properties and four retail properties.

Note 4. CONSTRUCTION IN PROGRESS AND LAND HELD FOR DEVELOPMENT

Construction in progress consists of the following (in thousands):



|                                                                                                                   |  |                   |   |                  |   |      
|------------------------------------------------------------------------------------------------------------------ |  | ----------------- | - | ---------------- | - | -----
|                                                                                                                   |  | September 30,2009 |   | December 31,2008
|Construction in progress (includes approximately 0.9 acres of land with a cost basis of $357 at December 31,
2008) |  | $                 |  |                  | $ | 5,432
|                                                                                                                   |  |                   |   |                  |   |      

During the second quarter of 2007, the land, pre-development costs and construction costs of Three
Parkside were reclassified from land held for development to construction in progress. The Partnership began developing Three Parkside, a two-story multi-tenant 30,000 square-foot office building on an approximate 0.6 acre land parcel. The total
cost of the project was $5,432,000, not including tenant improvements and commissions for leasing the project. The project was placed into service in the first quarter of 2009.

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



|                                                                                                                                                  |  |                   |       |                  |   |      
|------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ----- | ---------------- | - | -----
|                                                                                                                                                  |  | September 30,2009 |       | December 31,2008
|East Lake Restaurant Pad (includes approximately 0.3 acres of land with a cost basis of $166 both as of September 30, 2009
and December 31, 2008) |  | $                 | 451   |                  | $ | 451  
|Land held for development (approximately 4.1 acres of land both as of September 30, 2009 and December 31,
2008)                                   |  |                   | 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.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(Unaudited)



Note 5. NOTES PAYABLE

Notes payable consists of the following (in thousands):



|                                                                                                                                                                                                                                                   |  |                   |        |                  |   |       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ------ | ---------------- | - | ------
|                                                                                                                                                                                                                                                   |  | September 30,2009 |        | December 31,2008
|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. |  | $                 | 25,328 |                  | $ | 25,647
|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.      |  |                   | 28,550 |                  |   | 28,892
|                                                                                                                                                                                                                                                   |  |                   |        |                  |   |       
|Total notes payable                                                                                                                                                                                                                                |  | $                 | 53,878 |                  | $ | 54,539
|                                                                                                                                                                                                                                                   |  |                   |        |                  |   |       

Note payable #1 is collateralized by Ballys Health Club, Carnegie Business Center II, Lakeside
Tower, Outback Steakhouse, Pat & Oscars, Palm Court Retail #3 and One Carnegie Plaza and Note payable #2 is collateralized by Brier Corporate Center, One Parkside, Two Parkside and Two Carnegie Plaza.

The annual maturities on the Partnerships notes payable as of September 30, 2009, are as follows (in thousands):



|           |  |   |       
|---------- |  | - | ------
|2009       |  | $ | 227   
|2010       |  |   | 938   
|2011       |  |   | 992   
|2012       |  |   | 1,048 
|2013       |  |   | 1,107 
|Thereafter |  |   | 49,566
|           |  |   |       
|Total      |  | $ | 53,878
|           |  |   |       



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(Unaudited)



Note 6. RELATED PARTY TRANSACTIONS

In May 2006, the Partnership extended its then current Property Management and Services Agreement with Glenborough Properties L.P. (Glenborough)
through December 31, 2009. On November 29, 2006, due to the merger of Glenborough and a third party, a new entity, Glenborough LLC was formed and the Partnerships Property Management and Service Agreement was transferred from
Glenborough to Glenborough LLC. All other terms and conditions remained unchanged. Effective March 1, 2009, the Partnership and Glenborough LLC again amended the Agreement, to reduce certain fees (as noted below) charged by Glenborough LLC, and
extend the term of the agreement through December 31, 2015 or, if earlier, until the completion of sale of all the real property assets of the Partnership. The Partnership engaged Glenborough LLC to perform services for the following fees:



|                                                                                                                                                                                                                                                                                                                                                                                               |  |                   |         |               |   |        
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ------- | ------------- | - | -------
|                                                                                                                                                                                                                                                                                                                                                                                               |  | Nine Months Ended
|                                                                                                                                                                                                                                                                                                                                                                                               |  | September2009     |         | September2008
|(i) property management fees of 2.5% effective March 1, 2009, and 3% prior to that, of gross rental revenue which was
included in property operating expenses in the accompanying consolidated statements of operations                                                                                                                                                                        |  | $                 | 278,000 |               | $ | 342,000
|(ii) a construction services fee which was capitalized and included in rental properties on the accompanying consolidated balance
sheets                                                                                                                                                                                                                                                       |  |                   | 110,000 |               |   | 47,000 
|(iii) an asset and Partnership management fee which was included in general and administrative expenses in the accompanying
consolidated statements of operations                                                                                                                                                                                                                              |  |                   | 196,000 |               |   | 225,000
|(iv) a leasing services fee which was included in the deferred costs on the accompanying consolidated balance
sheets                                                                                                                                                                                                                                                                           |  |                   | 90,000  |               |   | 279,000
|(v) a sales fee of 1% for all properties, as amended and effective March 1, 2009                                                                                                                                                                                                                                                                                                               |  |                   |        |               |   |       
|(vi) a financing services fee of 1% of the gross loan amount which was 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 was 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 |  |                   |        |               |   | 24,000 
|(viii) data processing fees which were included in property operating expenses in the accompanying consolidated statements of
operations                                                                                                                                                                                                                                                       |  |                   | 55,000  |               |   | 59,000 
|(ix) engineering fees which were included in property operating expenses in the accompanying consolidated statements of
operations                                                                                                                                                                                                                                                             |  |                   | 13,000  |               |   | 15,000 

As of September 30, 2009, Glenborough Fund XV LLC, an affiliate of Glenborough LLC, held 11,565
or 13.78% of the Units purchased from unaffiliated third parties.



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##### Table of Contents

RANCON REALTY FUND V,

A CALIFORNIA LIMITED PARTNERSHIP

Notes to
Consolidated Financial Statements(Continued)

(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 September 30, 2009 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.

NOTE 8. SUBSEQUENT EVENTS

In preparing the consolidated financial statements, the Partnership evaluated subsequent events occurring through November 16, 2009, the
date these financial statements were issued, in accordance with SFAS No. 165 (ASC 855-10), and deemed that no disclosures were necessary.



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##### Table of Contents

|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, 2008 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 September 30, 2009, our rental properties consist of nine office and four retail properties, aggregating approximately 753,000 rentable square
feet, of which 710,000 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 |  | 107,277       
|Two Carnegie Plaza                                |  | Two-story office building      |  | 68,956        
|Carnegie Business Center II                       |  | Two industrial buildings       |  | 50,867        
|Lakeside Tower                                    |  | Six-story office building      |  | 112,715       
|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 #3                              |  | Retail                         |  | 6,004         
|Two Parkside                                      |  | Three-story office building    |  | 82,004        
|Pat & Oscars                                      |  | Restaurant                     |  | 5,100         
|Three Carnegie                                    |  | Two-story office building      |  | 83,661        
|Brier Corporate Center                            |  | Three-story office building    |  | 104,348       
|Three Parkside (Placed into service January 2009) |  | Two-story office building      |  | 30,000        
|                                                  |  |                                |  |               
|                                                  |  |                                |  | 752,500       
|                                                  |  |                                |  |               

As of September 30, 2009, the weighted average occupancy of the thirteen properties was 84%.

Land

As of
September 30, 2009, the Partnership owned approximately 4.4 acres of land, which are part undeveloped and part used as parking lots. 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 and nine months ended September 30, 2009 to the three and nine months ended September 30, 2008

Revenue

Rental revenue and other increased by only $11,000, or nearly unchanged, and $205,000, or 2%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008, respectively. The
increase for the nine month period was due to increases in occupancy at some of the Partnerships properties which were not entirely offset by decreases in occupancy at others.

Tenant reimbursements decreased $155,000, or 39%, and increased $8,000, or 1%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30,
2008. The decrease for the three month period was primarily due to a decrease in recoveries related to the adjustment of the base year cost at Brier Corporate Center, and tenant refunds arising from the mid-year true up of operating expenses. Actual
operating expenses were lower than those billed to tenants, which were based on budgeted amounts, due to lower utility and insurance costs, resulting in tenant refunds.

Expenses

Operating expenses increased $115,000, or 6%, and $198,000, or 4%, for the
three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008, respectively. The change for the three month period was primarily due to higher utilities and repairs and maintenance costs
which contributed $85,000 and $41,000, respectively, to the



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##### Table of Contents

variance. The change for the nine month period was primarily due to the expensing of property costs associated with the start-up of operations at Three Parkside in 2009, which accounts for
$133,000, together with increased repairs and maintenance and leasing costs, partially offset by lower management fees and insurance costs.

Depreciation and amortization increased $138,000, or 12%, and $387,000, or 11%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008, respectively. This was
primarily due to depreciation of $45,000 and $135,000 in the three and nine month periods, respectively, associated with Three Parkside, which was placed into service at the beginning of 2009, together with depreciation of capital improvements
placed into service in the fourth quarter of 2008 and throughout 2009, primarily at Lakeside Tower, Three Carnegie and One Carnegie.

General
and administrative expenses increased $9,000, or 4%, and decreased $25,000, or 3%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008, respectively. The increase for the
three month period is due to higher audit fees (incurred in conjunction with preparing for the Partnerships compliance with the SECs internal control audit requirements for smaller companies, prior to the SECs October 2009
announcement of extension of the compliance deadline until 2010), while the decrease for the nine month period is primarily due to lower investor relations expense and asset management fees, partially offset by the higher audit fees.

Non-operating income / expenses

Interest and other income decreased $27,000, or 90%, and $122,000, or 92%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008,
respectively, due to lower investment balances during 2009.

Interest expense remained relatively flat with a decrease of $12,000, or 2%, and
$36,000, or 2%, for the three and nine months ended September 30, 2009 compared to the three and nine months ended September 30, 2008, respectively, due to the scheduled debt principal payments.

Liquidity and Capital Resources

As of September 30, 2009, we had cash and cash equivalents of $5,164,000.

As of
September 30, 2009, our liabilities include two notes payable with total borrowing of $53,878,000. These notes are collateralized by properties with an aggregate net carrying value of approximately $43,918,000. 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 #3 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 September 30, 2009 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 nine months ended September 30, 2009, cash provided by operating activities was $2,139,000, compared
to cash provided by operating activities of $3,985,000 for the same period in 2008. This decrease was primarily due to changes in certain assets and liabilities, notably accounts payable and other liabilities, prepaid expenses and other assets and
accounts receivable. The change in other liabilities related to the timing of property tax payments. For the nine months ended September 30, 2009, cash used in investing activities was $870,000, as compared to cash used in investing activities
of $2,811,000 for the same period in 2008. The change was due to the absence of construction costs in 2009, since construction of Three Parkside was completed in 2008 combined with fewer large capital projects in 2009. For the nine months ended
September 30, 2009, cash used for financing activities was $650,000, as compared to cash used for financing activities of $2,153,000 for the same period in 2008, since no distributions were made during 2009 compared to $1,527,000 distributed in
2008.

Our expectation is that cash and cash equivalents as of September 30, 2009, together with cash from short term investments and
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, property sales and interest income on money market funds. Cash generated from property sales is generally added to our cash reserves, pending use in the
development of properties or distribution to the partners.



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Contractual Obligations

As of September 30, 2009, our contractual obligations are as follows (in thousands):



|                              |  |                 |     |              |   |              |  |                  |       |       |   |        |  |   |       
|----------------------------- |  | --------------- | --- | ------------ | - | ------------ |  | ---------------- | ----- | ----- | - | ------ |  | - | ------
|                              |  | Less than 1year |     | 1 to 3 years |   | 3 to 5 years |  | More than 5years |       | Total
|Collateralized mortgage loans |  | $               | 227 |              | $ | 1,930        |  | $                | 2,155 |       | $ | 49,566 |  | $ | 53,878
|Interest on indebtedness      |  |                 | 745 |              |   | 5,843        |  |                  | 5,618 |       |   | 5,833  |  |   | 18,039
|                              |  |                 |     |              |   |              |  |                  |       |       |   |        |  |   |       
|Total                         |  | $               | 972 |              | $ | 7,773        |  | $                | 7,773 |       | $ | 55,399 |  | $ | 71,917
|                              |  |                 |     |              |   |              |  |                  |       |       |   |        |  |   |       

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, 2008.

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 expectation of making distributions to our partners;
|- |  | --------------------------------------------------------



| |  | 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 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;
|- |  | -----------------------------------------------



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##### Table of Contents

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



| |  | 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, 2008. 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 |     |     
|                                        |  | 2009                   |     | 2010 |   | 2011 |  | 2012 |     | 2013 |   | Thereafter |  | Total
|                                        |  | (in thousands)        
|Collateralized fixed rate debt at 5.46% |  | $                      | 110 |      | $ | 452  |  | $    | 478 |      | $ | 504        |  | $     | 532 |  | $ | 23,252 |  | $ | 25,328
|Collateralized fixed rate debt at 5.61% |  |                        | 117 |      |   | 486  |  |      | 514 |      |   | 544        |  |       | 575 |  |   | 26,314 |  |   | 28,550

As of September 30, 2009, we had cash and cash equivalents of $5,164,000.



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

See item 4T.



|Item 4T. | 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 September 30, 2009 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, 2008.



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

None.



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

None.



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

None.



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

None.



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



| | 31 | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of General Partnership Pursuant to Rule 13a-14(a) of the Exchange Act.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 32 | Certification of Daniel L. Stephenson, Chief Executive Officer and Chief Financial Officer of General Partnership 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: November 16, 2009 |  |  |  | By:                                                    |  | /s/    DANIEL L.
STEPHENSON          
|                        |  |  |  |                                                        |  | Daniel L. Stephenson, President      
|                        |  |  | 
|Date: November 16, 2009 |  |  |  | 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 Chief Executive Officer and Chief Financial Officer                                                                                                                                                                                                                                                                                                                                                                                                      
|           | 
|Exhibit 32 |  | Certification Pursuant to 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.



21