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 March 31, 2001
                           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        
             
             
             
             
             
             
          
      (I.R.S.  Employer Identification No.) of
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 March
31, 2001 and December 31, 2000, Statements of Operations for the three months
ended March 31, 2001 and 2000, and Statements of Cash Flows for the three months
ended March 31, 2001 and 2000.

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 months ended March 31, 2001 and 2000 (b) the financial position as of
March 31, 2001 and (c) the cash flows for the three months ended March 31, 2001
and 2000. Interim results are not necessarily indicative of results for a full
year.

The balance sheet presented
as of December 31, 2000 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



                                                  March 31,       December 31,
                                                    2001              2000
                                                (unaudited)
                                               ------------       ------------
                        Assets

Cash                                         $    154,145       $    191,146
Prepaid & Other Expenses                           20,694             24,250
Investment in Unimproved Land, net (Note 1)     2,991,040          2,971,500
                                             ------------       ------------

     Total Assets                            $  3,165,879       $  3,186,896
                                             ============       ============

                        Liabilities and Partners' Capital

Accounts Payable & Accrued Expenses          $      5,060       $     16,014
Due to Affiliates (Note 5 and 6)                  617,262            597,044
Property Taxes Payable (Note 9)                   112,515            110,376
Franchise Tax Payable                               1,600                800
Commission Payable to Affiliate (Note 6)            5,400              5,400
Notes Payable (Note 7)                            440,000            440,000
                                             ------------       ------------

     Total Liabilities                          1,181,837          1,169,634
                                             ------------       ------------

General Partners                                  (69,340)           (69,008)
Limited Partners: 10,000 Equity Units
  Authorized and Outstanding                    2,053,382          2,086,270
                                             ------------       ------------


    Total Partners' Capital                     1,984,042          2,017,262
                                             ------------       ------------

    Total Liabilities and Partners' Capital  $  3,165,879       $  3,186,896
                                             ============       ============




                 See Accompanying Notes to Financial Statements`

3

`TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

                            Statements of Operations
                                   (Unaudited)


                                                   Three Months Ended
                                                March 31,          March 31,
                                                  2001                2000
                                              ------------       ----------

Income
     Interest                                $      2,086       $        428
                                             ------------       ------------

Total Income                                        2,086                428
                                             ------------       ------------

Expenses
     Accounting & Financial Reporting               6,341             16,046
     Outside Professional Services                  8,395              9,690
     General  & Administrative                      2,058              3,808
     Interest                                      17,712             11,282
                                             ------------       -------------

Total Expenses                                     34,506             40,826
                                             ------------       ------------

Loss Before Taxes                                 (32,420)           (40,398)

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

Net Loss                                     $    (33,220)      $    (41,198)
                                             ============       ============


Allocation of Net Loss  (Note 4):

     General Partners, in the Aggregate:     $       (332)       $      (412)
                                             ============       ============

     Limited Partners, in the Aggregate:     $    (32,888)       $   (40,786)
                                             =============       ============

     Limited Partners, per Equity Unit:      $      (3.29)       $     (4.08)
                                             =============       ============




                 See Accompanying Notes to Financial Statements`

4

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

                                                           Three months Ended
                                                           March 31,  March 31,
                                                             2001        2000
                                                         ------------ ----------
Cash Flows from Operating Activities:

Net Loss .............................................   $ (33,220)   $ (41,198)
  Adjustments to Reconcile Net Loss to Net Cash
     (Used in) Provided By Operating Activities:
     Increase in Due to Affiliates ...................      20,218       39,867
     Decrease in Prepaid &
     Other Expenses ............                             3,557            0
     (Decrease) Increase in A/P &
     Accrued Expenses ...                                  (10,955)       3,268
     Increase in Franchise Tax Payable ...............         800          800
     Increase in Property Taxes Payable ..............       2,139       13,683
                                                         ---------    ---------
       Net Cash (Used In) Provided By
                      Operating Activities ...........     (17,461)      16,420
                                                         ---------    ---------

Cash Flows from Investing Activities:
     Increase in Investment in Unimproved Land .......     (19,540)     (22,622)
                                                         ---------    ---------
       Net Cash Used In Investing Activities .........     (19,540)     (22,622)
                                                         ---------    ---------

Cash Flows from Financing Activities:
     Payments received from Note Receivable ..........           0        8,572
                                                         ---------    ---------
        Net Cash Provided By financing activities ....           0        8,572
                                                         ---------    ---------

Net Increase in Cash .................................     (37,001)       2,369

Cash, Beginning of Period ............................     191,146        2,552
                                                         ---------    ---------

Cash, End of Period ..................................   $ 154,145    $   4,921
                                                         =========    =========

Supplemental Disclosure of Cash Flow Information:

Cash Paid for Taxes ..................................   $       0    $       0
                                                         =========    =========

Cash Paid for Interest ...............................   $  19,499    $  47,730
                                                         =========    =========



                 See Accompanying Notes to Financial Statements`

5

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (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 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).

Cash, Cash Equivalents
and Credit Risk  The Partnership considers all unrestricted highly
liquid investments purchased with maturities of three months or less to be cash
equivalents. The carrying value of cash equivalents approximates fair value. The
Partnership maintains its cash accounts at institutions that are insured by the
Federal Deposit Insurance Corporation. At times, the Partnership may maintain
cash balances that exceed the insurance limits of $100,000 per bank. However,
the Partnership considers its credit risk associated with cash and cash
equivalents to be minimal.

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.

6

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

Note 1 - General and Summary of Significant Accounting Policies (continued)

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 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.

Note 2 - Organization of the Partnership

The Partnership was originally  formed in 1989 with TMP Properties (A California
General partnership) and TMP Investments, Inc. (A California Corporation) as the
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.

7

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

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 2001 or 2000.

Note 5 - Agreements with PacWest

In March 1998, the General
Partners entered into an agreement (the Financing Agreement) with PacWest,
whereby PacWest paid a total of $300,000 to the General Partners 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.

8

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

Note 5 - Agreements with PacWest (Con't)

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

As of March 31, 2001
the TMP Land Partnerships owe PacWest approximately $3,075,400, including
advances & interest.

Effective August 1, 2000,
the Partnership entered into the First Amendment to the Management Agreement
(First Amendment). The purpose of the First Amendment is to clarify
and define certain language and the terms of the provisions of the Management
Agreement. The Management Agreement, in its entirety, remains in effect apart
from specific items discussed in the First Amendment.

Certain items disclosed in
the First  Amendment  include  1)  Revision  of the  Asset  Administration
Fee  schedule  and  its  reduction  upon  the  sale  of any  property,  2)
Participation  Fee  wording is altered to read Manager  Profit
Participation and its calculation is defined, 3) the maximum amount of the
PacWest loan to any Partnership shall not exceed fifty percent (50%) of the fair
market value of all real properties  owned by the  Partnership,  and the maximum
amount of the PacWest loan secured against each specific parcel shall not exceed
a loan-to-value  ratio of fifty percent of the fair market value of that parcel,
4) The maximum Total PacWest loan amount shall be $2,500,000  allocated  between
the Partnerships and each borrowing  Partnership shall execute a Promissory Note
(as attached to the First  Amendment) and a Trust Deed (as attached to the First
Amendment).  PacWest  and the TMP Land  Partnerships  shall be entitled to enter
into a separate written  agreement to provide for a short-term gap loan to cover
emergency  shortfalls,  and 5) If the  Partnerships  need funds in excess of the
$2,500,000,  PacWest  shall be  entitled  to obtain  third party loans at market
interest,  secured  against the real property of each  Partnership  to whom such
loan(s) is made.  No such loan(s)  shall be made without the written  consent of
the General Partners.

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

9

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

Note 5 - Agreements with PacWest (Con't)

Partnership. PacWest will
charge a fee for its administrative services equal to an amount not to exceed
the average reimbursements to the general partners for such services over the
past five years. As of March 31, 2001 and December 31, 2000, the Partnership has
a payable of $617,262 and $597,044, respectively, including interest 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.

As of March 31, 2001 and
December 31, 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 March 31, 2001 and December 31, 2000 the limited partners
had not received such a return and therefore this amount is not currently due.

10

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

Note 7 - Notes 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 March 31, 2001
and December 31, 2000, $79,739 and $75,989 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 March 31, 2001 and December 31, 2000,
$11,200 and $7,000 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 March 31, 2001 and December 31, 2000,
$11,419 and $5,513 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 was due on September 29,
2000. Interest accrued at 7 percent per annum, and monthly payments of principal
and interest of $3,000 began in August 1996. During the year ended December 31,
2000, approximately $835, of interest was received on this note receivable. This
note was paid in full on October 3, 2000.

11

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

Notes to the Financial Statements
                                 March 31, 2001
                                   (Unaudited)

Note 9 - Property Taxes Payable

The property taxes payable
of $112,515 relates to property taxes due for various periods from 1994 to 1997
for which the Partnership has entered into payment plans and approximately
$14,852 of current property taxes that were due in April and December 2000 and
April 2001, not yet paid. The plan calls for payments beginning in April 1999
and for four payments in April in each subsequent year to follow. The April 2000
payment of approximately $63,000 was paid by the Partnership. Approximate
amounts due on the payment plan are as follows:

`April 10, 2001                        $ 42,250
       April 10, 2002                          27,707
       April 10, 2003                          27.706
                                              -------
                                              $97,663
                                              =======`

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

Note 10 - Decline in Market Value

In 2000, the Partnership
experienced a loss due to the write-down in value of the Partnership land of
$2,084,031. The decline in land value was mainly due to the downturn in the real
estate market applicable to the location of certain properties.

12

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

March 31, 2001

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, 2000.

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

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.

13

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

March 31, 2001

The Partnership revenues
during the fiscal years ended December 31, 1996-2000, consisted primarily of
interest income earned on funds held, and income from the forfeiture by
potential buyers of non-refundable escrow deposits.

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 Periods Ended March 31, 2001 and 2000

Partnership  revenues  during  periods  ended March 31, 2001 and 2000  consisted
primarily  of  interest  income.  No  properties  were sold  during the  periods
presented.

Investing activities for
the periods ended March 31, 2001 and 2000 used $19,540 and $22,622 of cash,
respectively; mainly to pay development and carrying costs of the land held for
investment. Financing activities for the period ended March 31, 2000 provided
$8,572 from the payments received on the note receivable.

Total expenses for the
period ended March 31, 2001 compared with the period ended March 31, 2000
decreased by $6,320 due primarily to a decrease in Accounting & Financial
Reporting. Accounting & Financial Reporting decreases are directly related
to the timing and the costs incurred to prepare, review and file the appropriate
financial information for the Partnership. This decrease was partially offset by
an increase in Interest Expense of $6,430 pursuant to the Financing Agreement
with PacWest entered into April 1, 1998.

Due to Affiliates  increases as the Partnership  pays its' operating  costs. All
funds required topay for operating costs are received from PacWest.

The Partnership had nine
properties as of March 31, 2001 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.

14

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

March 31, 2001

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.

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 March 31, 2001
and December 31, 2000, $79,739 and $75,989 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 March 31, 2001 and December 31, 2000,
$11,200 and $7,000 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 March 31, 2001 and December 31, 2000,
$11,419 and $5,513 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.

15

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

March 31, 2001

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 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 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.

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

As of March 31, 2001 the
TMP Land Partnerships owe PacWest approximately $3,075,400, including advances
& interest.

Effective August 1, 2000,
the Partnership entered into the First Amendment to the Management Agreement
(First Amendment). The purpose of the First Amendment is to clarify
and define certain language and the terms of the provisions of the Management
Agreement. The Management Agreement, in its entirety, remains in effect apart
from specific items discussed in the First Amendment.

Certain items disclosed in
the First Amendment include 1) Revision of the Asset Administration
Fee schedule and its reduction upon the sale of any property, 2)
Participation Fee wording is altered to read Manager Profit
Participation and its calculation is defined, 3) the maximum amount of the
PacWest loan to any Partnership shall not exceed fifty percent (50%) of the fair
market value of all real properties owned by the Partnership, and the maximum
amount of the PacWest loan secured against each specific parcel shall not exceed
a loan-to-value ratio of fifty percent of the fair market value of that parcel,
4) The maximum Total PacWest loan amount shall be $2,500,000 allocated between
the Partnerships and each borrowing Partnership shall execute a Promissory Note
(as attached to the First Amendment) and a Trust Deed (as attached to the First
Amendment. PacWest and the TMP Land Partnerships shall be entitled to

16

TMP INLAND EMPIRE V, LTD.
                        A California Limited Partnership

March 31, 2001

enter into a separate
written  agreement  to  provide  for a short  term gap  loan to cover  emergency
shortfalls,  and 5) If the Partnerships  need funds in excess of the $2,500,000,
PacWest  shall be  entitled  to obtain  third  party  loans at market  interest,
secured  against the real property of each  Partnership  to whom such loan(s) is
made. No such loan(s)  shall be made without the written  consent of the General
Partners.

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.

`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:  May 11, 2001

TMP INLAND EMPIRE IV, LTD.
              A California Limited Partnership

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

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

                              \s\ Anthony W. Thompson
                     By:__________________________________
                         Anthony W. Thompson, Exec. VP


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

                              \s\ William O. Passo
                     By:___________________________________
                         William O. Passo, General Partner

                              \s\ Anthony W. Thompson
                     By:___________________________________
                        Anthony W. Thompson, General Partner

                              \S\ Scott E. McDaniel
                     By ____________________________________
                                Scott E. McDaniel


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

                   \S\ John A. Fonseca

              By ____________________________________
                                  John A. Fonseca, President`