UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

                for the Quarterly Period ended September 30, 1998

                           Commission File No. 0-19963

                            TMP INLAND EMPIRE V, LTD.
                        A CALIFORNIA LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)

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

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

                                 (714) 836-5503
              (Registrant's telephone number, including area code)
                         -------------------------------
Indicate by check mark whether  Registrant has [1] 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 such shorter period that the registrant was required
to file such  reports) and [2] has been subject to such filing  requirement  for
the past 90 days.

Yes [ X ]   No [  ]





<PAGE>



                            TMP INLAND EMPIRE V, LTD

                                      INDEX

 PART I   FINANCIAL INFORMATION                                           Page

 Item 1.   Financial Statements

           Balance Sheets as of September 30, 1998 (unaudited)
           and December 31, 1997                                             3

           Statements of Operations for the Three Months
           and Nine Months ended September 30, 1998
           and 1997 (unaudited)                                           4,5

           Statements of Cash Flows for the Nine Months
           ended September 30, 1998 and 1997(unaudited)                     6

           Notes to Financial Statements (unaudited)                       7,8

 Item 2. Management's Discussion and Analysis of Financial
         Condition and Results of Operations                              9,10


PART II     OTHER INFORMATION


 Item 1.   Legal Proceedings                                                11

 Item 2.   Changes in Securities                                            11

 Item 3.   Defaults Upon Senior Securities                                  11

 Item 4.   Submission of Matters to a Vote of Security Holders              11

 Item 5.   Other Information                                                11

 Item 6.   Exhibits and Reports on Form 8-K                                 11

 SIGNATURES                                                                 12




<PAGE>

                        PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements
<TABLE>


                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                                 Balance Sheets
<CAPTION>

                                        September 30,              December 31,
                                               1998                     1997
                                          (unaudited)                (audited)
                                     Assets
<S>                                       <C>                     <C>

Cash                                      $    3,098              $   32,509
Prepaid Assets                                 6,942                     ---
Note & Accounts Receivable (Note 3)           68,719                  92,010
Investment In Unimproved Land              4,792,828               4,675,102
                                          ----------              ----------

Total Assets                              $4,871,587              $4,799,621
                                          ==========              ==========

                        Liabilities and Partners' Capital

Accounts Payable and Accrued Liabilities       6,727                   2,363
Property Taxes Payable (Note 6)              203,384                 180,150
Commissions Payable (Note 4)                   5,400                   5,400
Note Payable (Note 5)                        125,000                 125,000
Due to Affiliates                                ---                     932
Due to Manager (Note 1)                      127,319                      --
                                          ----------              ----------

Total Liabilities                            467,830                 313,845
                                          ----------              ----------

Partners' Capital (Deficit)
General Partners                             (45,143)                (44,323)
Limited Partners, 10,000 units (at $1,000/unit)
authorized, issued and outstanding         4,448,900               4,530,099
                                          -----------             ----------

Total Partners' Capital (Deficit)          4,403,757               4,485,776
                                          ----------              ----------

Total Liabilities and Partners' Capital   $4,871,587              $4,799,621
                                          ==========              ==========

See Accompanying Notes to Financial Statements
</TABLE>


<PAGE>
<TABLE>


                         PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Operations
                                   (Unaudited)
<CAPTION>

                                                Three Months ended
                                      September 30,            September 30,
                                           1998                    1997
<S>                                     <C>                      <C> 

Interest and Other Income               $   1,280              $     1,965

General & Administrative Expenses          47,696                    6,912
                                        ---------               ----------

Net Loss                                $ (46,416)               $ ( 4,947)
                                        ==========               =========

Allocation of Net Loss (Note 2)

General Partners:                       $   (464)                $    ( 49)
                                        =========                =========

Limited Partners:                       $(45,952)                $ (4,898)
                                        =========                =========

Limited Partners, per unit              $  (4.60)                $   (.49)
                                        =========                =========
</TABLE>




<PAGE>

<TABLE>

PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Operations
                                   (Unaudited)
<CAPTION>
                                            Nine Months ended
                                September 30,               September 30,
                                      1998                      1997
                                   ---------                 ---------
<S>                                <C>                       <C>

Interest and Other Income          $   2,208                 $  6,561

General & Administrative Expenses     84,227                   34,388
                                   ---------                 --------

Net Loss                           $(82,019)                 $(27,827)
                                   =========                 =========

Allocation of Net Loss (Note 2)

General Partners:                  $   (820)                 $   (278)
                                   =========                 =========

Limited Partner:                   $(81,199)                 $(27,549)
                                    ========                 =========

Limited Partners, per unit         $  (8.12)                 $  (2.75)
                                   =========                 =========

See Accompanying Notes to Financial Statements
</TABLE>


<PAGE>

<TABLE>

                         PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements

                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Cash Flows
                                   (Unaudited)
<CAPTION> 
                                                     Nine Months ended
                                              September 30,        September 30,
                                                  1998                 1997
                                                ----------------------------
<S>                                             <C>                 <C>

Net Loss                                        $ (82,019)          $ (27,827)
Adjustments to Reconcile Net Loss to Net
  Cash Provided by (used in) Operating 
  Activities:
    Due to changes in:
         Due to Affiliates                           (932)                ---
         Due to Manager                           127,319                 ---
         Accounts Payable and Accrued Liabilities   4,364              36,439
         Note & Accounts Receivable                23,291              (1,302)
         Prepaid Assets                           (6,942)                 ---
         Property Taxes Payable                    23,234                 ---
                                                ----------          ---------
Net Cash Provided by
  (Used in) Operating Activities                   88,315               7,310
                                                ---------           ---------


Investment in Unimproved Land                    (117,726)            (41,662)
                                                ----------          ----------
Net Cash used in Investing Activities            (117,726)            (41,662)
                                                ----------          ----------


Net Decrease In Cash                              (29,411)            (34,352)

Cash at the Beginning of Period                    32,509              68,795
                                                ----------          ----------

Cash at the End of Period                        $  3,098           $  34,443
                                                ===========         =========

                 See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>




<PAGE>


                            TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                        Notes to the Financial Statements
                                   (Unaudited)


The accompanying  unaudited interim financial statements include all adjustments
(consisting solely of normal recurring adjustments) which are, in the opinion of
management,   necessary  to  present  fairly  the  financial   position  of  the
Partnership as of September 30, 1998 and the results of its operations, and cash
flows for the three and nine  months  then ended in  accordance  with  generally
accepted accounting principles for interim financial information.

NOTE 1 - The Partnership and its Significant Accounting Policies

TMP Inland Empire V, Ltd. (the  Partnership)  was organized in  accordance  with
 the  provisions of the  California Uniform Limited Partnership Act for the pur-
pose of acquiring, developing and operating real property.  The general partners
in the  Partnership  are William O. Passo, Anthony W.Thompson, Scott E. McDaniel
of TMP  Properties,  a California  General  Partnership and TMP Investments Inc.
(the General Partners).

On March 12,  1998,  the General  Partners of the  Partnership  entered  into an
agreement (the Financing Agreement) with PacWest Inland Empire, LLC (PacWest), a
Delaware limited liability company, whereby PacWest paid the General Partners of
the  Partnership  and ten other  related  partnerships  a total of $300,000  and
agreed to pay up to a total of 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.

On  April  1,  1998,  PacWest  entered  into a  management,  administrative  and
consulting agreement (the Management Agreement) with the General Partners of the
Partnership to provide the Partnership with overall  management,  administrative
and consulting services.  PacWest currently contracts with Preferred Partnership
Services,  Inc.  and  other  entities  to  perform  certain  of  the  financial,
accounting, and investor relations services for the Partnership.

In addition,  PacWest has agreed to provide certain additional liquidity to this
partnership  as further  discussed  in the MD&A  section of this  report.  As of
September 30, 1998, the Partnership has a payable of $127,319 to PacWest related
to these agreements.

The following is a summary of the Partnership's significant accounting policies:

Basis of Presentation - The Partnership prepares its financial statements on the
accrual basis of accounting.

Investment in Unimproved Land - The Partnership's land is stated at the lower of
actual cost or net realizable  value.  All costs associated with the acquisition
of a property are capitalized. In addition, the Partnership capitalizes interest
and property taxes as carrying costs.

Income  Taxes - The entity is treated as a  partnership  for income tax purposes
and any  income or loss is passed  through  and  taxable at the  partner  level.
Accordingly, no provision for federal income taxes is provided.



NOTE 2 - 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.

During  each of the nine  month  periods  ended  September  30,  1998 and  1997,
profits,  losses and cash distributions were allocated 99 percent to the limited
partners and one percent to the General Partners.

NOTE 3 - Note Receivable

At September  30, 1998,  the  Partnership  had a note  receivable  relating to a
property sale in 1995.  The note bears  interest at seven percent per annum with
monthly principal and interest payments of approximately $3,000.

NOTE 4  - Commission Payable

As of September 30, 1998 and 1997,  the  Partnership  had a payable to a related
party for services rendered relating to sales of properties in 1989 and 1990.

NOTE 5 - Note Payable

At September 30, 1998, the Partnership had a note payable to a private  mortgage
company. The loan bears interest at 15% per annum and matures August 1, 1998.

NOTE 6 - Property Taxes Payable

Property  taxes  payable at September  30, 1998 is  comprised of property  taxes
payable from the following prior years:
<TABLE>
<CAPTION>
<S>     <C>             <C>    

        1994            $ 48,201
        1995              56,269
        1996              29,868
        1997              45,812
        1998              23,234
                        --------
                        $203,384
                        ========
</TABLE>


If property taxes remain  delinquent for five years,  then the taxing  authority
can  foreclose on the  property.  Management  plans to take  necessary  steps to
prevent foreclosures.

NOTE 4 - Restatement and Reissuance of 1997 Financial Statements

In  compliance  with  Statement  of  Financial   Accounting  Standards  No.  121
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of" (SFAS 121),  the 1996 financial  statements  reported an expense
for the  decline  in fair  value  of  unimproved  land of  $3,922,730.  The 1997
financial  statements  originally issued with the auditor's report dated January
28, 1998 reported  $1,782,361 of income due to appreciation in the fair value of
this same land. Current clarification reveals that SFAS 121 does not provide for
recording  appreciation  in the  fair  value  of an  asset  even  in  view  of a
previously recorded decline in value.  Therefore,  the 1997 financial statements
were restated on August 3, 1998 to reflect the reversal of this  appreciation in
the fair value of land.

In addition, certain carrying costs of land that had been previously capitalized
have been  reclassified as current  expenses in the amount of $6,912 and $34,388
for the three and nine months ended September 30, 1997.

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  discussion and analysis  contains  forward-looking  statements  within the
meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of
the  Securities Act of 1933,  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
works 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 Partnerships  properties  regarding  matters that
are not historical are forward-looking  statements.  Such statements are subject
to certain risks and uncertainties  and 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.

The Partnership  had twelve  properties as of September 30, 1998 that were being
held for  appreciation  and resale.  Upon the sale of property,  the Partnership
intends to distribute the sales  proceeds,  less any reserves needed for winding
up the Partnership operations, to the partners.

Results of Operations

Partnership  revenues   during   the  three  and  nine   month    periods  ended
September  30,  1998 and 1997  consisted primarily of interest income.

Investing  activities for the nine months ended September 30, 1998 and 1997 used
approximately  $118,000  and  $42,000  of  cash,  respectively;  mainly  for the
carrying costs of the land held for investment.

General and  administrative  expenses for the three months and nine months ended
September 30, 1997 and 1998 represent  legal,  accounting  and related  expenses
which vary from quarter to quarter based on certain activity in the Partnership.
In addition,  in 1998 they reflect fees charged to the  Partnership  pursuant to
the  Management  Agreement  described  in  Note  1 for  various  management  and
administrative services.


Liquidity and Capital Resources

Management   believes  the  Partnership  has  insufficient   cash  to  meet  the
anticipated  cash  requirements  of the  Partnership  for the  next  12  months.
Management has withheld the payment of certain expenses, such as property taxes.
As discussed in Note 1, PacWest has agreed to loan and/or  secure a loan for TMP
Land  Partnerships in the amount of $2,500,000.  Loan proceeds will be allocated
to  eleven  (11)  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 TMP Inland Empire
V, Ltd., at 12% simple interest over a 24 month period  beginning April 1, 1998,
secured by the Partnership's  properties,  as funds are 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.

PacWest, at their option, can make additional advances with the agreement of the
General  Partners;  however,  the  aggregate  amount  of cash  loaned to all TMP
partnerships is limited to a maximum of $2,500,000.

TMP  Properties  and TMP  Investments,  Inc.  will  remain as general  partners,
however,  PacWest has acquired the General Partner's  unsubordinated 1% interest
in  the   Partnership   and   assumed   responsibility   for   all   partnership
administration.  PacWest will charge a fee for its administrative services equal
to an amount not to exceed the average reimbursements to the general partner for
such services over the past five years.

As the  Partnership  properties  are  sold,  cash will be used to first pay back
PacWest  loans,  then other  creditors,  then to accrued but unpaid  Partnership
indebtedness.

Sale  proceeds  in  excess  of  the  amount  necessary  to pay  the  Partnership
indebtedness shall be split 85% to the Partnership and 15% to PacWest.

The General Partners believe that ultimately,  this arrangement will benefit the
Partnership  and the limited  partners.  Without the cash infusion from PacWest,
the  Partnership  stands to lose  some or all of its  properties  either  due to
foreclosure resulting from the inability to pay outstanding loans or for failure
to pay property taxes.

Year 2000 Compliance

Many currently  installed  computer  systems and software  products are coded to
accept  only two digit  entries in the date code  field.  Beginning  in the year
2000,  these  date  codes  fields  will need to accept  four  digit  entries  to
distinguish  21st century dates from 20th century dates.  As a result,  computer
systems  and/or  software used by  organizations  may need to upgraded to comply
with the "Y2K"  requirements.  There is significant  uncertainty in the software
and information services industries  concerning the potential effects associated
with such  compliance.  While the  Partnership  believes  that its  systems  are
compatible with Y2K applications, there can be no assurance that all Partnership
systems  will  function  properly  in  all  operating  environments  and  on all
platforms.  The failure to comply with Y2K  requirements by systems not designed
by the Partnership may also have a material adverse effect on the  Partnership's
business,  financial  condition and results of  operations.  The  Partnership is
currently  developing and implementing a plan to identify and address  potential
difficulties  associated  with Y2K  issues  and does not  expect to  expend  any
significant funds as a result of these issues.


<PAGE>


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

     None..

Item 2.  Changes in 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 and Reports on Form 8-K

     None.





<PAGE>




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: (date)

                                    TMP INLAND EMPIRE V, LTD.
                                    A California Limited Partnership

                  By: TMP Investments, Inc., as General Partner

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

                      By:
                            ---------------------------------
                                Anthony W. Thompson, Exec. VP

                      By: ---------------------------------
                                Richard Hutton, Jr., Controller


                           By: TMP Properties, a California General
                                    Partnership as General Partner

                      By:
                            ---------------------------------
                                William O. Passo, General Partner

                      By:
                            ---------------------------------
                                Anthony W. Thompson, General Partner

                      By: ---------------------------------
                                Scott E. McDaniel, General Partner