```

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB
                                   -----------

                 Quarterly Report under Section 13 or 15 (d) of
                       The Securities Exchange Act of 1934

                For the Quarterly Period Ended September 30, 2000
                           Commission File No. 0-19916

                            TMP INLAND EMPIRE V, LTD
                        A CALIFORNIA LIMITED PARTNERSHIP
           (Name of small business issuer as specified in its charter)

                              CALIFORNIA 33-0368324
      (State or other jurisdiction of (I.R.S. Employer Identification No.)
                         incorporation or organization)

                      801 North Parkcenter Drive, Suite 235
                           Santa Ana, California 92705
          (Address of principal executive offices, including Zip Code)

                                 (714) 836-5503
                (Issuer's telephone number, including area code)

Check  whether the issuer [1] filed all reports  required to be filed by Section
13 or 15 (d) of the  Exchange Act during the past 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 [ ]

Transitional Small Business Disclosure Format:____Yes__X__No
```

```

PART I  - FINANCIAL INFORMATION

Item 1.           Financial Statements

The following financial statements are filed as a part of this form 10-QSB:

Balance  Sheets as of September  30, 2000 and December 31, 1999,  Statements  of
Operations for the three and nine months ended  September 30, 2000 and 1999, and
Statements of Cash Flows for the nine months ended September 30, 2000 and 1999.

The interim financial statements presented have been prepared by the Partnership
without audit and in the opinion of the management, reflect all adjustments of a
normal  recurring  nature  necessary for a fair  statement of (a) the results of
operations  for the three and nine months ended  September 30, 2000 and 1999 (b)
the  financial  position at of September 30, 2000 and (c) the cash flows for the
nine  months  ended  September  30,  2000  and  1999.  Interim  results  are not
necessarily indicative of results for a full year.

The balance  sheet  presented  as of December 31, 1999 has been derived from the
financial  statements  that have been audited by the  Partnership's  independent
public  accountants.  The  financial  statements  and  notes  are  condensed  as
permitted by Form 10-QSB and do not contain certain information  included in the
annual  financial  statements  and  notes  of  the  Partnership.  The  financial
statements  and notes  included  herein should be read in  conjunction  with the
financial statements and notes included in the Partnership's Form 10-KSB.

                                       2
```

```

                           TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                                 Balance Sheets

                                                September 30,       December 31,
                                                        2000              1999
                                                   (unaudited)
                                                --------------     --------------
Assets

Cash .........................................      $   227,257     $     2,552
Note Receivable (Note 8) .....................            1,131          27,303
Prepaid & Other Expenses ......................      28,955             730
Investment in Unimproved Land, net (Note 1) ...       5,037,079       4,931,409
                                                    -----------     ------------

     Total Assets ................................  $ 5,294,422     $ 4,961,994
                                                    ===========     ============

                        Liabilities and Partners' Capital

Accounts Payable & Accrued Expenses ........... $     4,685     $     1,985
Due to Affiliates (Note 5 and 6) ...............        585,599         418,118
Property Taxes Payable (Note 9) ................        107,896         148,135
Franchise Tax Payable ..........................            800             800
Commission Payable to Affiliate (Note 6) .......          5,400           5,400
Notes Payable (Note 7) .........................        440,000         125,000
                                                    -----------     ------------

     Total Liabilities .........................      1,144,380         699,438
                                                    -----------     ------------
General Partners ...............................        (47,680)        (46,555)
Limited Partners: 10,000 Equity Units
  Authorized and Outstanding ...................      4,197,722       4,309,111
                                                    -----------     ------------

    Total Partners' Capital ....................      4,150,042       4,262,556
                                                    -----------     ------------

    Total Liabilities and Partners' Capital ....    $ 5,294,422     $ 4,961,994
                                                    ===========     ============

                 See Accompanying Notes to Financial Statements

                                       3
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Operations
                                   (Unaudited)

                                                         Three Months Ended
                                                    September 30,  September 30,
                                                            2000           1999
                                                     ------------   ------------

Income
     Interest ....................................      $  1,220       $    722
                                                        --------       ---------

Total Income .....................................         1,220            722
                                                        --------       ---------

Expenses
     Accounting & Financial Reporting ............     7,626          4,626
     Outside Professional Services ...............        11,328          5,418
     General  & Administrative ...................     2,323          4,273
     Interest ....................................        17,030          9,518
                                                        --------       ---------

Total Expenses ...................................        38,307         23,835
                                                        --------       ---------

Net Loss .........................................      $(37,087)      $(23,113)
                                                        ========       =========

Allocation of Net Loss  (Note 4):

     General Partners, in the Aggregate: .........      $   (371)      $   (231)
                                                        ========       =========

     Limited Partners, in the Aggregate: .........      $(36,716)      $(22,882)
                                                        ========       =========

     Limited Partners, per Equity Unit: ..........      $  (3.67)      $  (2.29)
                                                        ========       =========

                 See Accompanying Notes to Financial Statements

                                       4
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Operations
                                   (Unaudited)

                                                         Nine months Ended
                                                    September 30,  September 30,
                                                            2000           1999
                                                     ------------   ------------

Income
     Interest ....................................     $   1,925      $   2,593
                                                       ---------      ----------

Total Income .....................................         1,925          2,593
                                                       ---------      ----------

Expenses
     Accounting & Financial Reporting ............    31,549         23,747
     Outside Professional Services ...............        29,634         18,041
     General  & Administrative ...................     8,440         12,437
     Interest ....................................        44,016         27,017
                                                       ---------      ----------

Total Expenses ...................................       113,639         81,242

Loss Before Taxes ................................      (111,714)       (78,649)

     State Franchise Tax .........................          (800)          (800)
                                                       ---------      ----------

Net Loss .........................................     $(112,514)     $ (79,449)
                                                       =========      ==========

Allocation of Net Loss  (Note 4):

     General Partners, in the Aggregate: .........     $  (1,125)     $    (795)
                                                       =========      ==========

     Limited Partners, in the Aggregate: .........     $(111,389)     $ (78,654)
                                                       =========      ==========

     Limited Partners, per Equity Unit: ..........     $  (11.14)     $   (7.87)
                                                       =========      ==========

                 See Accompanying Notes to Financial Statements

                                       5
```

```

                            TMP INLAND EMPIRE V, LTD
                        A California Limited Partnership
                             Statement of Cash Flows
                                   (unaudited)

                                                          Nine months Ended
                                                    September 30,  September 30,
                                                            2000           1999
                                                      ------------   ------------
Cash Flows from Operating Activities:
Net Loss .............................................   $(112,514)   $ (79,449)
  Adjustments to Reconcile Net Loss to Net Cash
     (Used in) Provided By Operating Activities:
     Increase in Due to Affiliates ...................     167,481      131,223
     (Increase) Decrease in Prepaid & Other Expenses . (28,225)       2,538
     Increase (Decrease) in A/P & Accrued Expenses ...   2,700          (38)
     (Decrease) Increase in Property Taxes Payable ...     (40,239)      13,120
                                                         ---------    ----------
       Net Cash (Used In) Provided By
                      Operating Activities ...........     (10,797)      67,394
                                                         ---------    ----------

Cash Flows from Investing Activities:
     Increase in Investment in Unimproved Land .......    (105,670)     (87,587)
                                                         ---------    ----------
       Net Cash Used In Investing Activities .........    (105,670)     (87,587)
                                                         ---------    ----------

Cash Flows from Financing Activities:
     Proceeds received from Notes Payable ............     315,000            0
     Payments received from Note Receivable ..........      26,172       24,407
                                                         ---------    ----------
        Net Cash Provided By financing activities ....     341,172       24,407
                                                         ---------    ----------

Net Increase in Cash .................................     224,705        4,214

Cash, Beginning of Period ............................       2,552          445
                                                         ---------    ----------

Cash, End of Period ..................................   $ 227,257    $   4,659
                                                         =========    ==========

Supplemental Disclosure of Cash Flow Information:

Cash Paid for Taxes ..................................   $     800    $     800
                                                         =========    ==========

Cash Paid for Interest ...............................   $ 118,630    $   3,854
                                                         =========    ==========

                 See Accompanying Notes to Financial Statements

                                       6
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 1 - General and Summary of Significant Accounting Policies

General - TMP Inland Empire V, Ltd. (the  Partnership)  was organized in 1989 in
-------
accordance with the provisions of the California Uniform Limited Partnership Act
for the purpose of  acquiring,  developing  and  operating  real property in the
Inland Empire area of Southern California.

Accounting  Method  - The  Partnership's  policy  is to  prepare  its  financial
----------  ------
statements on the accrual basis of accounting.

Investment in Unimproved  Land - Investment in unimproved  land is stated at the
---------- -- ----------  ----
lower of cost or fair value.  All costs  associated  with the  acquisition  of a
property are capitalized.  Additionally,  the Partnership capitalizes all direct
carrying costs (such as interest  expense and property  taxes).  These costs are
added to the cost of the  properties  and are deducted  from the sales prices to
determine gains, if any, when properties are sold.

Syndication Costs - Syndication costs (such as commissions,  printing, and legal
----------- -----
fees)  totaling  $1,081,818  represent  costs  incurred  to raise  capital  and,
accordingly, are recorded as a reduction in partners' capital (see Note 3).

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

Concentration  - All unimproved  land parcels held for investment are located in
-------------
the Inland Empire area of Southern  California.  The eventual sales price of all
parcels  is  highly  dependent  on the  real  estate  market  condition  in that
geographical  area. The  Partnership  attempts to mitigate any potential risk by
continually  monitoring  the market  conditions  and  holding  the land  parcels
through any periods of declining market conditions.

Income  Taxes - The entity is treated as a  partnership  for income tax purposes
------  -----
and  accordingly  any  income  or loss is  passed  through  and  taxable  to the
individual partners. Accordingly, there is no provision for federal income taxes
in the  accompanying  financial  statements.  However,  the  minimum  California
Franchise Tax payable annually by the Partnership is $800.

                                       7
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 2 - Organization of the Partnership

The Partnership was originally formed with TMP Properties (A California  General
partnership) and TMP Investments, Inc. (A California Corporation) as the general
partners  ("General  Partners").  The partners' of TMP Properties are William O.
Passo,  Anthony W. Thompson and Scott E. McDaniel.  William O. Passo and Anthony
W. Thompson were the  shareholders  of TMP  Investments,  Inc.  until October 1,
1995,  when they sold  their  shares to TMP  Group,  Inc.  and then  became  the
shareholders of TMP Group, Inc.

The  Partnership  originally  acquired ten separate  parcels of unimproved  real
property in Riverside and San Bernardino  Counties,  California.  The properties
were  to  be  held  for  investment,  appreciation,  and  ultimate  sale  and/or
improvement of all or portion  thereof,  either alone or in  conjunction  with a
joint venture partner. A portion of one parcel was sold in 1992 and the proceeds
were retained for working  capital.  During 1993, the Partnership  foreclosed on
property underlying a note receivable and subsequently sold the property. During
1995,  the  Partnership  sold a portion of one  parcel  and  received a note for
$141,000.

The  partnership  agreement  provides for two types of  investments:  Individual
Retirement  Accounts (IRA) and others. The IRA minimum purchase  requirement was
$2,000 and all others were a minimum purchase requirement of $5,000. The maximum
liability of the limited partners is the amount of their capital contribution.

Note 3 - Partners Contributions

The  Partnership  offered  for sale  10,000  units at $1,000  each to  qualified
investors.  As of December  31,  1990,  all 10,000 units had been sold for total
limited partner  contributions of $10,000,000.  There have been no contributions
made by the  General  Partners  since its  formation.  As  described  in Note 1,
syndication costs have been recorded as a reduction in partners' capital.

Note 4 - Allocation of Profits, Losses and Cash Distributions

Profits,  losses, and cash distributions are allocated 99 percent to the limited
partners and one percent to the General Partners until the limited partners have
received  an amount  equal to their  capital  contributions  plus a  cumulative,
non-compounded  return of six percent per annum based on their adjusted  capital
account  balances.   At  that  point,   remaining   profits,   losses  and  cash
distributions are allocated 85 percent to the limited partners and 15 percent to
the General Partners. There were no distributions in 2000 or 1999.

                                       8
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 5 - Agreements with PacWest Inland Empire, LLC  (PacWest)

In March 1998,  the General  Partners  entered into an agreement  (the Financing
Agreement) with PacWest, a Delaware Limited Liability  Company,  whereby PacWest
paid a total of  $300,000 to the General  Partners  of the  Partnership  and ten
other related  partnerships (the TMP Land  Partnerships).  In addition,  PacWest
agreed to pay up to an additional  $300,000 for any deficit capital accounts for
these 11  partnerships  in  exchange  for the  rights to the  General  Partners'
distributions;  referred to as a "distribution  fee" as defined by the Financing
Agreement.

In  addition,  PacWest has agreed to loan and/or  secure a loan for the TMP Land
Partnerships in the amount of $2,500,000.  Loan proceeds will be allocated among
the TMP Land Partnerships, based on partnership needs, from recommendations made
by PacWest,  and under the approval and/or direction of the general partners.  A
portion of these funds will be loaned to the  Partnership at 12% simple interest
beginning  April 1,  1998.  The  borrowings  are  secured  by the  Partnership's
properties,  and funds will be loaned,  as needed, in the opinion of the General
Partners.  These funds are not to exceed 50% of the 1997 appraised  value of the
properties, and will primarily be used to pay for on-going property maintenance,
pay down existing debt, back property taxes and appropriate entitlement costs.

As  of  September  30,  2000  the  TMP  Land   Partnerships   have  been  funded
approximately  $3,080,000  by PacWest.  An addendum to the  Financing  Agreement
which states  PacWest shall be entitled to increase the aggregate  amount of the
loan by written  agreement  is  currently  being  approved  by both the  General
Partners and  PacWest.  Upon signing of this  addendum,  PacWest,  can, at their
option and with the written agreement of the General  Partners,  make additional
advances and the aggregate amount of cash loaned to the TMP Land Partnerships is
not limited to a maximum of $2,500,000.

In April 1998,  PacWest  entered into the Management  Agreement with the General
Partners to provide the Partnership with overall management,  administrative and
consulting  services.  PacWest  currently  contracts  with third  party  service
providers  to  perform  certain  of  the  financial,  accounting,  and  investor
relations'  services  for the  Partnership.  PacWest  will  charge a fee for its
administrative services equal to an amount

                                       9
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 5 - Agreements with PacWest Inland Empire, LLC  (PacWest) (continued)

not to exceed  the  average  reimbursements  to the  General  Partners  for such
services  over the past five years.  As of  September  30, 2000 and December 31,
1999,  the  Partnership  has a payable of  approximately  $585,599 and $418,118,
respectively,  including interest,  due to PacWest related to the aforementioned
agreements.

Note 6 - Related Party Transactions

Syndication  costs  (see  Notes  1  and  3)  netted  against  partners'  capital
contributions  include $1,000,000 of selling  commissions paid in prior years to
TMP Capital Corp. for the sale of partnership  units of which a portion was then
paid to unrelated  registered  representatives.  William O. Passo and Anthony W.
Thompson were the  shareholders of TMP Capital Corp. until October 1, 1995, when
they sold their shares to TMP Group, Inc.

Investment in  unimproved  land  includes  acquisition  fees of $617,562 paid in
prior years to TMP Properties, TMP Investments,  Inc., and the general partners,
for services rendered in connection with the acquisition of the properties.

At September 30, 2000, $5,400 is payable to Regal Realty, a company wholly owned
by Scott E.  McDaniel,  for services  rendered  relating to sales of  properties
prior  to  1990.  Mr.  McDaniel  is a  partner  of TMP  Properties  and he was a
shareholder  of TMP  Investments,  Inc.  until  September  1993 when he sold his
shares  to Mr.  Passo  and Mr.  Thompson.  Ultimate  payment  of this  amount is
contingent  on the limited  partners  receiving an amount equal to their capital
contributions plus a cumulative,  non-compounded return of 6% per annum on their
adjusted  capital  contributions.  As of September 30, 2000 the limited partners
had not received and do not expect to receive such a return and  therefore  this
amount is not currently due.

Approximately  $7,000  of  property  service  fees  were  paid by an  affiliated
partnership,  TMP Inland Empire VI, Ltd. on behalf of the Partnership during the
nine-month  period ended  September 30, 1999.  This amount was reimbursed by the
Partnership in August 1999.

See Note 5 regarding information on management of the Partnership during 2000.

                                       10
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 7 - Note Payable

On July 22, 1996,  the  Partnership  borrowed  $125,000 from a private  mortgage
company. The note is secured by a deed of trust on a parcel of land owned by the
Partnership in Victorville, California. The note was originally due on August 1,
1999. The Partnership  paid an extension fee of  approximately  $5,400 to extend
the due date of the note until  August 1, 2002.  The  interest  rate was reduced
from 13% to 12% per annum and is payable in monthly  installments of $1,250.  As
of September  30, 2000,  $72,239 of interest  has been paid and  capitalized  to
investment in unimproved land.

On July 11, 2000, the Partnership  borrowed  $140,000 from a private party.  The
note is secured by a deed of trust on a parcel of land owned by the  Partnership
in  Victorville,  California.  The note is due on August 8,  2003.  Fees for the
origination  of  the  note  were  paid  by the  Partnership  in  the  amount  of
approximately  $4,260.  Interest  accrues  at 12  percent  per annum  payable in
monthly  installments of $1,400 starting  September 8, 2000. As of September 30,
2000, $2,800 of interest has been capitalized to investment in unimproved land.

On August 10, 2000, the Partnership  borrowed $175,000 from a private party. The
note is secured by a deed of trust on a parcel of land owned by the  Partnership
in  Victorville,  California.  The note is due on October 1, 2003.  Fees for the
origination  of  the  note  were  paid  by the  Partnership  in  the  amount  of
approximately  $11,660.  Interest  accrues at 13.5 percent per annum  payable in
monthly  installments of $1,969  starting  November 1, 2000. As of September 30,
2000, $1,575 of interest has been capitalized to investment in unimproved land.

Note 8 - Note Receivable

The  Partnership  sold a parcel of land in 1995 and as part of the sale proceeds
received a note for $141,000.  The note is secured by a deed of trust and is due
in September 2000. Interest accrues at 7 percent per annum, and monthly payments
of principal and interest of $3,000 began in August 1996.  During the nine-month
period ended September 30, 2000,  approximately $829 of interest was received on
this note receivable.

                                       11
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                               September 30, 2000
                                   (Unaudited)

Note 9 - Property Taxes Payable

A portion of the property  taxes payable of $107,896  relates to property  taxes
due for various  periods from 1994 to 1997 for which the Partnership has entered
into a payment  plan.  The plan called for a payment in April 2000 and for three
payments in April in subsequent  years.  The April 2000 payment of approximately
$63,000 was paid by the Partnership. The additional liability relates to current
property  taxes that were due in April 2000, not yet paid.  Approximate  amounts
due on the payment plan are as follows:

       April 10, 2001                        $ 49,480
       April 10, 2002                          24,740
       April 10, 2003                          24,740
                                              -------
                                              $98,960
=====================================================

These amounts will increase as interest accrues at a monthly rate of 1.5% on the
remaining balance.

                                       12
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                               September 30, 2000

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

The  following   discussion   and  analysis   provides   information   that  the
Partnership's management believes is relevant to an assessment and understanding
of the  Partnership's  results  of  operations  and  financial  condition.  This
discussion  should be read in  conjunction  with the  financial  statements  and
footnotes, which appear elsewhere in this report.

This Quarterly Report on Form 10-QSB 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, which are subject to the "safe harbor" created
by that section.  Words such as "expects,"  "anticipates,"  "intends,"  "plans,"
"believes,"  "seeks,"  "estimates" and similar expressions or variations of such
words are  intended  to  identify  forward-looking  statements,  but are not the
exclusive  means  of  identifying  forward-looking  statements  in this  report.
Additionally,  statements  concerning  future  matters  such  as  the  features,
benefits and advantages of the Partnership's property regarding matters that are
not historical are forward-looking  statements.  The Partnership's actual future
results  could differ  materially  from those  projected in the  forward-looking
statements.  The Partnership assumes no obligation to update the forward-looking
statements.

Readers are urged to review and consider carefully the various  disclosures made
by the Partnership in this report,  which attempts to advise interested  parties
of the risks and factors that may affect the Partnership's  business,  financial
condition and results of operations.

Results of Operations
---------------------

The  following  discussion  should  be read in  conjunction  with  the  attached
financial  statements  and  notes  thereto  and with the  Partnership's  audited
financial  statements  and notes thereto for the fiscal year ended  December 31,
1999.

During the period from inception  (November 16, 1989) through December 31, 1990,
the  Partnership  was  engaged  primarily  in  the  sale  of  Units  of  Limited
Partnership  Interest ("Units") and the investment of the subscription  proceeds
to purchase parcels of unimproved real property.

                                       13
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                               September 30, 2000

The Partnership  revenues during the fiscal years ended December 31,  1996-1999;
consisted  primarily of interest  income earned on funds held,  note  receivable
interest payments and interest income from the forfeiture by potential buyers of
non-refundable escrow deposits.

In 1995, the Partnership  sold 29 acres of the  "Victorville  40" property for a
loss of $561,841. The sale generated cash of $69,327 and a note for $141,000. In
addition,  a nominal  amount of interest  income was earned on funds held during
1995.

The Partnership  recognized a loss in 1996 due to the write-down in value of the
Partnership  land.  The decline in land value was due mainly to the  downturn in
Southern California's real estate market.

The  Partnership's  management  believes  that  inflation has not had a material
effect on the Partnership's results of operations or financial condition.

Fiscal Quarters Ended September 30, 2000 and 1999
-------------------------------------------------

Partnership revenues during the three and nine-month periods ended September 30,
2000 and 1999 consisted  primarily of interest  income.  No properties were sold
during the periods presented.

Investing  activities for the nine months ended September 30, 2000 and 1999 used
approximately  $106,000  and  $88,000  of  cash,  respectively;  mainly  to  pay
development  and  carrying  costs of the land  held  for  investment.  Financing
activities  for the nine  months  ended  September  30,  2000 and 1999  provided
approximately  $341,000 and $24,000,  respectively from the payments received on
the note receivable and proceeds received on the notes payable.

Total  expenses for the three months ended  September 30, 2000 compared with the
three months ended September 30, 1999,  increased by  approximately  $14,500 due
primarily to increases in Outside  Professional  Services and Interest  Expense.
Interest  Expense  increased by $7,512 pursuant to the Financing  Agreement with
PacWest  entered into April 1, 1998.  PacWest  contracted  with a consultant  to
provide the Partnership with certain expertise.  The addition of this consultant
is the primary explanation for the increase in Outside Professional Services for
the three-month  period ended September 30, 2000. These increases were partially
offset by a  decrease  in General &  Administrative  Expenses  of  approximately
$1,950 due to reductions in Office Supplies and Postage & Copies.

Total  expenses for the nine months ended  September  30, 2000 compared with the
nine months ended  September 30, 1999,  increased by  approximately  $32,400 due
primarily to increases in Accounting & Financial Reporting, Outside Professional
Services & Interest.

                                       14
```

```

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                               September 30, 2000

Interest Expense  increased by $16,999 pursuant to the Financing  Agreement with
PacWest entered into April 1, 1998.  Accounting & Financial  Reporting increases
are directly related to the timing and the costs incurred to prepare, review and
file the  appropriate  financial  information  for the  Partnership.  During the
nine-month period ended September 30, 2000 PacWest  contracted with a consultant
to  provide  the  Partnership  with  certain  expertise.  The  addition  of this
consultant is the primary  explanation for the increase in Outside  Professional
Services for the nine-month  period ended  September 30, 2000.  These  increases
were  partially  offset by a decrease  in General &  Administrative  Expenses of
approximately $4,000 due to reductions in Office Supplies and Postage & Copies.

Due to Affiliates  increases as the  Partnership  pays its' operating  costs. As
discussed above, and pursuant to the Financing Agreement,  all funds required to
pay for operating costs are received from PacWest.

Property Taxes Payable  decreased by approximately  $40,000 primarily due to the
payment of  approximately  $63,000 due on the installment plan discussed in Note
9. The decrease  was  partially  offset by an increase  due to current  property
taxes  that  were due in April  2000  not yet paid and the  accrual  of the 1.5%
monthly interest on the remaining balance of the installment plan taxes.

The Partnership had nine properties as of September 30, 2000 that are being held
for  appreciation  and resale.  Upon the sale of each property,  the Partnership
intends to payback PacWest loans,  including  interest,  and then distribute the
sales proceeds, less any reserves needed for operations,  to the partners. As of
September 30, 2000, seven of the Partnerships'  properties were listed for sale.
Sales prices range from $44,000 to $500,000.

Liquidity and Capital Resources
-------------------------------

The Partnership has raised a total of $8,918,182, net of syndication costs, from
the sale of Units.  During the period from inception  through December 31, 1995,
the Partnership  acquired a total of fourteen properties for all cash at a total
expenditure of $8,891,712.  The Partnership capitalized the acquisition costs of
the property and direct carrying costs, such as interest and property taxes. The
Partnership does not intend to acquire any additional properties.  The remaining
nine  properties are being held for resale.  Upon sale, if any, the  Partnership
intends  to  distribute  the  sales  proceeds,  less  any  reserves  needed  for
operations, to the partners.

                                       15
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                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                               September 30, 2000

On July 22, 1996,  the  Partnership  borrowed  $125,000 from a private  mortgage
company. The note is secured by a deed of trust on a parcel of land owned by the
Partnership in Victorville, California. The note was originally due on August 1,
1999. The Partnership  paid an extension fee of  approximately  $5,400 to extend
the due date of the note until  August 1, 2002.  The  interest  rate was reduced
from 13% to 12% per annum and is payable in monthly  installments of $1,250.  As
of September  30, 2000,  $72,239 of interest  has been paid and  capitalized  to
investment in unimproved land.

On July 11, 2000, the Partnership  borrowed  $140,000 from a private party.  The
note is secured by a deed of trust on a parcel of land owned by the  Partnership
in  Victorville,  California.  The note is due on August 8,  2003.  Fees for the
origination  of  the  note  were  paid  by the  Partnership  in  the  amount  of
approximately  $4,260.  Interest  accrues  at 12  percent  per annum  payable in
monthly  installments of $1,400 starting  September 8, 2000. As of September 30,
2000, $2,800 of interest has been capitalized to investment in unimproved land.

On August 10, 2000, the Partnership  borrowed $175,000 from a private party. The
note is secured by a deed of trust on a parcel of land owned by the  Partnership
in  Victorville,  California.  The note is due on October 1, 2003.  Fees for the
origination  of  the  note  were  paid  by the  Partnership  in  the  amount  of
approximately  $11,660.  Interest  accrues at 13.5 percent per annum  payable in
monthly  installments of $1,969  starting  November 1, 2000. As of September 30,
2000, $1,575 of interest has been capitalized to investment in unimproved land.

The  Partnership  owns land in the Riverside and San Bernardino  counties.  That
region of Southern California  experienced a significant economic recession that
has  substantially  eroded the value of real estate in that area.  The region is
beginning  to show some signs of recovery;  however,  the recovery has been very
slow.

In March 1998, the General  Partners  entered into the Financing  Agreement with
PacWest, whereby PacWest paid a total of $300,000 to the General Partners of the
Partnership  and the  TMP  Land  Partnerships.  PacWest  agreed  to pay up to an
additional  $300,000 for any deficit capital  accounts for these 11 partnerships
in exchange for the rights to distributions from the general partners;  referred
to as a "distribution fee" as defined by the Financing Agreement.

In  addition,  PacWest has agreed to loan and/or  secure a loan for the TMP Land
Partnerships in the amount of $2,500,000.  Loan proceeds will be allocated among
the TMP Land Partnerships, based on partnership needs, from recommendations made
by PacWest,  and under the approval and/or direction of the general partners.  A
portion of these funds will be loaned to the  Partnership at 12% simple interest
beginning  April 1,  1998.  The  borrowings  are  secured  by the  Partnership's
properties,  and the funds will be  loaned,  as  needed,  in the  opinion of the
general partners. These funds are not to exceed

                                       16
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                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership
                               September 30, 2000

50% of the 1997 appraised value of the properties, and will primarily be used to
pay for on-going  property  maintenance,  reduction of existing  debt,  property
taxes in arrears, appropriate entitlement costs and Partnership operations.

As  of  September  30,  2000  the  TMP  Land   Partnerships   have  been  funded
approximately  $3,080,000  by PacWest.  An addendum to the  Financing  Agreement
which states  PacWest shall be entitled to increase the aggregate  amount of the
loan by written  agreement  is  currently  being  approved  by both the  General
Partners and  PacWest.  Upon signing of this  addendum,  PacWest,  can, at their
option and with the written agreement of the General  Partners,  make additional
advances and the aggregate amount of cash loaned to the TMP Land Partnerships is
not limited to a maximum of $2,500,000.

Pursuant to the Financing Agreement,  PacWest has acquired the General Partners'
unsubordinated 1% interest in the Partnership and assumed responsibility for all
partnership administration while not replacing any of the General Partners.

In April 1998,  PacWest  entered into the Management  Agreement with the General
Partners to provide the Partnership with overall management,  administrative and
consulting  services.  PacWest  currently  contracts  with third  party  service
providers  to  perform  certain  of  the  financial,  accounting,  and  investor
relations'  services  for the  Partnership.  PacWest  is paid an  annual  fee of
$11,520 for its administrative services.

                                       17
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Signatures

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

Date:  November 15, 2000

                        TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

             By:      TMP Investments, Inc., A California Corporation as
                      Co-General Partner

                                 By:      \s\ William O. Passo
                                       -------------------------------------
                                          William O. Passo, President

                                 By:       \s\ Anthony W. Thompson
                                       -------------------------------------
                                       Anthony W. Thompson, Exec. Vice President

               By:      TMP Properties, A California General Partnership as
                        Co-General Partner

                                 By:      \s\ William O. Passo
                                       -------------------------------------
                                          William O. Passo, Partner

                                 By:       \s\ Anthony W. Thompson
                                       -------------------------------------
                                       Anthony W. Thompson, Partner

                                 By:       \s\ Scott E. McDaniel
                                       -------------------------------------
                                         Scott E. McDaniel Partner

                By:    JAFCO, Inc., A California Corporation as Chief Accounting
                       Officer

                                 By:      \s\ John A. Fonseca
                                       -------------------------------------
                                          John A. Fonseca, President

                                       18
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