EXHIBIT 13

                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP

             FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
                      INCLUDED IN ANNUAL REPORT (FORM 10-K)

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995


                                TABLE OF CONTENTS
                                                                            Page

Independent Auditor's Report.............................................    1

Balance Sheets, December 31, 1997 and 1996...............................    2

Statements of Operations for the Years Ended
December 31, 1997, 1996 and 1995.........................................    3

Statements of Cash Flows for the Years
Ended December 31, 1997, 1996 and 1995...................................    4

Statements of Changes in Partners' Equity
for the Years Ended December 31, 1997, 1996 and 1995.....................    5

Notes to Financial Statements............................................ 6-11

Financial Statement Schedules............................................   12

        III  Real Estate and Accumulated Depreciation,
          December 31, 1997..............................................   12


All schedules other than those indicated in the Table of Contents have been
omitted as the required information is inapplicable or the information is
presented in the financial statements or related notes.

<PAGE>


                          INDEPENDENT AUDITOR'S REPORT



Griffin Real Estate Fund-V,
A Limited Partnership
Minneapolis, Minnesota

We have audited the accompanying balance sheets of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' equity (deficit), and cash flows
for each of the years in the three-year period ended December 31, 1997. Our
audits also included the financial statement schedules listed in the table of
contents at Exhibit 13. These financial statements and financial statement
schedules are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
resonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statments. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 1997 in conformity with generally accepted accounting
principles. Also, in our opinion, the financial statement schedules, when
considered in relation to the basic financial statements taken as a whole,
present fairly in all material respects the information set forth therein.



                                     LARSON, ALLEN, WEISHAIR & CO., LLP



Minneapolis, Minnesota
March 10, 1998


                                      -1-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                           DECEMBER 31, 1997 AND 1996

                                                 1997                1996
                                             ------------        ------------
ASSETS

Cash and cash equivalents                    $    575,355        $    450,906
Escrow deposits                                    34,853             200,490
Receivables and other assets                       33,813              41,527
                                             ------------        ------------
    Total                                         644,021             692,923
                                             ------------        ------------

PROPERTY AND EQUIPMENT:
Land                                            2,724,000           3,046,000
Buildings and improvements                     15,460,116          17,646,870
Furniture and equipment                         1,313,087           1,592,170
                                             ------------        ------------
    Total                                      19,497,203          22,285,040
Less accumulated depreciation                   7,528,717           8,325,543
                                             ------------        ------------
    Property and equipment - net               11,968,486          13,959,497
                                             ------------        ------------

Deferred expenses (net of accumulated
    amortization - 1997, $218,073;
    1996, $212,916)                               122,008             219,172
                                             ------------        ------------
    TOTAL ASSETS                             $ 12,734,515        $ 14,871,592
                                             ============        ============


LIABILITIES AND PARTNERS' EQUITY

LIABILITIES:
Accounts payable:
    Affiliate                                $      1,422        $      4,129
    Other                                          58,016              64,217
Security deposits                                 110,468             125,235
Accrued expenses:
    Real estate taxes                              49,519             156,023
    Interest                                       60,165              78,245
Mortgage notes payable                         10,761,037          13,025,497
                                             ------------        ------------

    TOTAL LIABILITIES                          11,040,627          13,453,346
                                             ------------        ------------

PARTNERS' EQUITY:
General Partner                                     2,560            (210,793)
Limited Partners                                1,691,328           1,629,039
                                             ------------        ------------
    Total Partners' Equity                      1,693,888           1,418,246
                                             ------------        ------------
TOTAL LIABILITIES AND PARTNERS'
EQUITY                                       $ 12,734,515        $ 14,871,592
                                             ============        ============

See Notes to Financial Statements


                                       -2-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                               1997               1996                1995
                                           -----------        -----------         -----------
<S>                                        <C>                <C>                 <C>
REVENUES:
Rent (less vacancies:
    1997, $362,886; 1996, $303,971;
    1995, $183,893)                        $ 3,767,882        $ 4,095,552         $ 4,042,288
Interest                                        25,144             21,615              32,823
Recognition of deferred revenue                   --                 --               246,635
Gain on sale of property
    and equipment                              673,909               --                  --
Other                                           70,978             80,921              90,263
                                           -----------        -----------         -----------
    Total Revenues                           4,537,913          4,198,088           4,412,009
                                           -----------        -----------         -----------

EXPENSES:
Interest                                     1,025,494          1,136,293           1,307,610
Depreciation and amortization                  775,133            774,243             747,572
Real estate taxes                              226,621            292,829             265,812
Repairs and maintenance                        606,816            659,340             670,600
Utilities                                      425,709            409,344             374,635
Salaries and employee benefits                 535,187            604,706             606,840
Management fees:
    Related parties                            209,951            221,068             222,740
Administrative                                 134,295            153,064             181,500
Insurance                                       97,269            107,848              94,854
Bad debts                                       31,589             27,900              64,025
Other                                            1,045              1,702               3,440
                                           -----------        -----------         -----------
    Total expenses                           4,069,109          4,388,337           4,539,628
                                           -----------        -----------         -----------

NET INCOME (LOSS)                          $   468,804        $  (190,249)        $  (127,619)
                                           ===========        ===========         ===========

NET INCOME (LOSS) ALLOCATED
    TO GENERAL PARTNERS                    $   215,285        $    (1,902)        $    (1,276)
                                           ===========        ===========         ===========

NET INCOME (LOSS) ALLOCATED
    TO LIMITED PARTNERS                    $   253,519        $  (188,347)        $  (126,343)
                                           ===========        ===========         ===========

PER UNIT:
    NET INCOME (LOSS)                      $      6.63        $     (4.92)        $     (3.30)
                                           ===========        ===========         ===========
</TABLE>

See Notes to Financial Statements


                                       -3-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                                       1997               1996                 1995
                                                   -----------         -----------         -----------
<S>                                                <C>                 <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)                                  $   468,804         $  (190,249)        $  (127,619)
    Adjustments to reconcile net
        income (loss) to net cash
        provided by operating activities:
            Gain on sale of property
                and equipment                         (673,909)               --                  --
            Recognition of deferred revenue               --                  --              (246,635)
            Depreciation and amortization              775,133             774,243             747,572
            Note receivable amortization                  --                  --                (1,473)
            Write-off of notes receivable                 --                  --                30,000
        Decrease (increase) in:
            Escrow deposits                            165,637              66,333              70,728
            Receivables and other assets                 7,714               1,564              (1,063)
        Increase (decrease) in:
            Accounts payable                            (8,908)            (43,921)            (19,091)
            Security deposits                          (14,767)              7,548               5,175
            Accrued expenses                          (124,584)             56,815              19,944
                                                   -----------         -----------         -----------
Net cash provided by
    operating activities                               595,120             672,333             477,538
                                                   -----------         -----------         -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of property                              (341,542)           (562,583)           (396,852)
    Proceeds from sale of property
        and equipment                                2,328,493                --                  --
    Proceeds from Note Receivable                         --                  --               310,466
                                                   -----------         -----------         -----------
Net cash provided (used) by
    investing activities                             1,986,951            (562,583)            (86,386)
                                                   -----------         -----------         -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Payments of finance fees                              --                  --              (124,014)
    Distributions to partners                         (193,162)               --                  --
    Principal payments on mortgage
        notes payable                               (2,264,460)           (146,277)            (72,722)
    Redemption of Partnership Units                       --               (13,873)               --
                                                   -----------         -----------         -----------
Net cash used by
    financing activities                            (2,457,622)           (160,150)           (196,736)
                                                   -----------         -----------         -----------
INCREASE (DECREASE) IN CASH                            124,449             (50,400)            194,416

CASH AND CASH EQUIVALENTS
    - BEGINNING OF YEAR                                450,906             501,306             306,890
                                                   -----------         -----------         -----------
CASH AND CASH EQUIVALENTS
    - END OF YEAR                                  $   575,355         $   450,906         $   501,306
                                                   ===========         ===========         ===========
CASH PAID FOR INTEREST                             $ 1,043,574         $ 1,137,764         $ 1,283,734
                                                   ===========         ===========         ===========

SUMMARY OF NON-CASH TRANSACTIONS:
    Proceeds from refinancing of
        mortgage note                              $      --           $      --           $ 3,245,000
    Payoff of mortgage note                               --                  --            (3,056,000)
    Loan proceeds paid to
        fund escrows                                      --                  --              (189,000)
                                                   -----------         -----------         -----------
                                                   $      --           $      --           $      --
                                                   ===========         ===========         ===========
</TABLE>

See Notes to Financial Statements


                                       -4-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
               STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                     GENERAL             LIMITED
                                    PARTNERS'           PARTNERS'
                                     EQUITY              EQUITY
                                    (DEFICIT)           (DEFICIT)            TOTAL
                                  -----------         -----------         -----------
<S>                               <C>                 <C>                 <C>
PARTNERS' EQUITY (DEFICIT)
    DECEMBER 31, 1994             $  (207,615)        $ 1,957,602         $ 1,749,987

NET LOSS                               (1,276)           (126,343)           (127,619)
                                  -----------         -----------         -----------

PARTNERS' EQUITY (DEFICIT)
    DECEMBER 31, 1995                (208,891)          1,831,259           1,622,368

NET LOSS                               (1,902)           (188,347)           (190,249)

REDEMPTION OF THIRTY
    PARTNERSHIP UNITS                    --               (13,873)            (13,873)
                                  -----------         -----------         -----------

PARTNERS' EQUITY (DEFICIT)
  DECEMBER 31, 1996                  (210,793)          1,629,039           1,418,246

NET INCOME                            215,285             253,519             468,804

DISTRIBUTIONS                          (1,932)           (191,230)           (193,162)
                                  -----------         -----------         -----------

PARTNERS' EQUITY
    DECEMBER 31, 1997             $     2,560         $ 1,691,328         $ 1,693,888
                                  ===========         ===========         ===========
</TABLE>

See Notes to Financial Statements


                                       -5-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Description of the Partnership - Griffin Real Estate Fund-V, A Limited
         Partnership (the Partnership), was organized under the laws of the
         State of Minnesota. The limited partnership offering terminated on
         March 4, 1986, at which time 38,346 units had been sold at a cost of
         $500 per unit. At December 31, 1997 there are 38,346 limited
         partnership units authorized and 38,246 limited partnership units
         outstanding.

      Sale of Property - Griffin Ravenwood Joint Venture sold Ravenwood
         Apartments on June 16, 1997 for $3,450,000. The Partnership's share of
         this sales price was $2,415,000. Closing costs of $123,579 were
         associated with this sale, of which the Partnership's obligation was
         $86,505.

      Statements of Cash Flows - For the purpose of the statements of cash
         flows, the Partnership considers all highly liquid debt instruments
         with an original maturity of three months or less to be cash
         equivalents. Cash and cash equivalents of $575,355 and $450,906 at
         December 31, 1997 and 1996 respectively, consist of bank deposits and
         government money market portfolios with banks and are recorded at cost
         which approximates market value. The Partnership places its temporary
         cash investments with high credit quality financial institutions. At
         times such investments may be in excess of the FDIC insurance limit.

      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 disclosure of contingent assets and
         liabilities at the date of the financial statements. Estimates also
         affect the reported amounts of revenue and expense during the reported
         period. Actual results could differ from those estimates.

      Financial Instruments - The carrying amounts for all financial instruments
         approximates fair value. The carrying amounts for cash, receivables,
         accounts payable and accrued liabilities, and loans payable approximate
         fair value because of the short maturity of these instruments. The fair
         value of long-term debt approximates the current rates at which the
         Partnership could borrow funds with similar remaining maturities.

      Properties and Depreciation - Properties are stated at cost including
         capitalized acquisition fees and are depreciated using a straight-line
         method over the estimated useful lives of the related assets
         (buildings, 25 years; land improvements, 10-15 years; furnishings and
         equipment, 5 years). For income tax purposes, the Partnership
         depreciates the buildings over 15 to 19 years using the Accelerated
         Cost Recovery System. Building improvements made subsequent to January
         1, 1987 are depreciated over 27.5 years using the Modified Cost
         Recovery System for tax purposes.

      Escrow Deposits - The escrow deposits consist of funds held for future
         payment of real estate taxes, insurance premiums and replacement
         reserves for major expenditures.

      Leases - Apartment leases are generally renewable on a six month to one
         year basis.

      Deferred Expenses - These are primarily financing costs and are amortized
         over the term of the related debt on a straight-line basis.


                                       -6-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

      Offering Costs - Expenses incurred in connection with the registration and
         offering of the partnership units syndication costs, including selling
         commissions and advertising, are recorded as a reduction of Partners'
         Equity. Such costs are not deductible for income tax purposes by the
         Partnership nor its partners.

      Income Taxes - The financial statements of the Partnership do not include
         a provision for income taxes as the income and losses of the
         Partnership are allocated to the individual partners for inclusion in
         their income tax returns.

      Net Income (Loss) Per Limited Partnership Unit - The net income (loss) per
         limited partnership unit is computed by dividing the net income (loss)
         allocated to limited partners by the weighted average number of limited
         partnership units outstanding during the year.

2.    ORGANIZATION

      The Partnership was formed by the General Partner, Griffin Equity
         Partners, a Minnesota Partnership, and Guardian Investment Corporation,
         a Minnesota Corporation, to acquire existing, income-producing real
         properties for rental purposes. The General Partner is not required to
         make any capital contributions to the Partnership.

      The Limited Partnership Agreement and Certificate of Limited Partnership
         (Partnership Agreement) contains certain provisions, among others,
         described as follows:

      *  The management and general responsibility of operating the Partnership
            business shall be vested exclusively in the General Partner.

      *  Profits and losses, other than from refinancing or from the sale of
            Partnership properties, are allocated 99% to the limited partners
            and 1% to the General Partner.

      *  Cash flow distributions, other than from refinancing or from the sale
            of Partnership properties, are allocated 95% to the limited partners
            and 5% to the General Partner.

      *  Net proceeds from refinancing or from the sale of property other than
            upon liquidation, less any necessary liability reserves or debt
            payments, will be distributed in the following order subject to the
            General Partner receiving at least 1% of the distributions:

      ** First, to the limited partners to the extent that prior distributions
            are less than the original capital contribution plus 6% per annum
            (as defined in the Partnership Agreement);

      ** Second, any unpaid real estate commissions due to the General Partner
            on the resale of the Partnership properties;


                                       -7-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENT
                        DECEMBER 31, 1997, 1996 AND 1995

      ** Third, any remaining balance, 85% to the limited partners and 15% to
            the General Partner.

      *  The Partnership will terminate on December 31, 2025 or earlier upon the
            sale of substantially all of the properties or the occurrence of
            certain other events as stated in the Partnership Agreement.

3.    MORTGAGE NOTES PAYABLE

      Mortgage notes payable consist of the following at December 31:

<TABLE>
<CAPTION>
                                                                1997            1996
                                                                ----            ----
<S>                                                          <C>            <C>
      Mortgage note (Country Club Apartments)
          monthly installments of principal and
          interest (7.936% at December 31, 1997)
          due November 1, 2005                                $3,151,606    $ 3,198,357
      Mortgage note (Savannah Oaks Apartments)
          monthly installments of principal and
          interest (9.25% at December 31, 1997)
          due February 15, 2000                                4,242,440      4,295,712
      Mortgage note (Desert Pines Apartments),
          varying monthly installments of principal
          and interest (8.35% at December 31, 1997)
          due October 1998                                     3,366,991      3,407,907
      Mortgage Note (Ravenwood Apartments)
          monthly installments of principal and interest
          (9.225% at June 16, 1997).
          The Partnership's share of the debt
          was 70% (See note 9)                                         -      2,123,521
                                                             -----------    -----------

      Total mortgage notes payable                           $10,761,037    $13,025,497
                                                             ===========    ===========
</TABLE>

      All property is pledged as collateral to the mortgage notes payable.
         Future principal maturities are as follows:

            1998                                  $ 3,476,004
            1999                                      118,816
            2000                                    4,179,246
            2001                                       64,150
            2002                                       69,430
            Later                                   2,853,391
                                                  -----------

                Total                             $10,761,037
                                                  ===========

      On October 24, 1995, the Partnership refinanced Country Club Apartments.
         The refinanced loan of $3,245,000 requires monthly installments of
         principal and interest ($24,908 beginning December 1, 1995) with
         payments based on a fixed interest rate of 7.936% until it matures on
         November 1, 2005. This loan is subject to a yield maintenance
         prepayment penalty with a minimum 1% prepayment penalty until the final
         90 days of the loan, at which time there is no penalty.


                                       -8-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

      On June 16, 1995 the Savannah Oaks Mortgage note was modified for the
         third time to allow interest only payments of $40,951 at 11.2625%
         through July 15, 1995 at which time the interest rate was changed to
         9.25%. On August 15, 1995, a new monthly payment of principal and
         interest of $37,367 began and continues to the new maturity date of
         February 15, 2000. All cash flow after payment of normal operating
         expenses and debt service were placed in an escrow account for future
         capital improvements as a result of Savannah Oaks second mortgage note
         modification during January 1993.

      The Ravenwood loan of $3,105,500 required monthly installments of
         principal and interest of $20,870 beginning February 1, 1994 with
         possible interest rate adjustments every six months limited to 1% per
         adjustment date. This mortgage note was paid off upon the sale of
         Ravenwood Apartments on June 16, 1997. (The Partnership share of the
         debt is 70% -see note 9).

      All of the above debt is non-recourse to the individual partners.

4.    FORECLOSURE

      In September 1991, a foreclosure action in relation to Lantern Square
         Apartments was commenced against the Partnership by the second mortgage
         holder. An agreement was reached whereby the Partnership transferred
         title to the property and was relieved of all liabilities related to
         the property. In addition, the Partnership received a note receivable
         from the second mortgage holder for $354,000 secured by a mortgage on
         the property. The note called for interest to accrue at 2% from October
         1, 1991 through October 1, 1993, with such interest to be added to the
         principal balance. Thereafter, the Partnership was to receive monthly
         interest only payments at varying rates until the note matured on June
         20, 1995. This note was discounted at December 31, 1994 and 1993 to
         $246,635 and $295,000, respectively, to reflect prevailing market
         interest rates. Amortization of $1,473 and $11,698 was included in
         interest income at December 31, 1995 and 1994 respectively. The
         foreclosure resulted in $295,000 of deferred revenue and an
         extraordinary loss of $72,488.

      During January, 1995, the Partnership received payment on this note
         receivable. Due to the note repayment prior to the maturity date, a
         discount of $48,365 was given. The note receivable balance and the
         related deferred revenue at December 31, 1994 reflected this discount.
         Deferred revenue in the amount of $246,635 has been recognized in 1995.


                                       -9-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

5.    RELATED PARTY TRANSACTIONS

      The partners of Griffin Equity Partners and the shareholder of Guardian
         Investment Corporation, the general partners of the Partnership, are
         also owners and employees of Griffin Companies, a Minnesota
         corporation. Accounts payable - affiliates consists of unpaid
         management fees to and advances from Griffin Companies. The following
         is a summary of approximate fees incurred for the years ended December
         31:

<TABLE>
<CAPTION>
                                                      1997               1996             1995
                                                      ----               ----             ----
<S>                                                  <C>              <C>              <C>
        Property management fees                     $ 209,951        $  221,068       $   222,740
        Major improvement
            supervisory fees                            57,649            83,307            78,018
</TABLE>

6.    PARTNERS' EQUITY (DEFICIT) RECONCILIATION

<TABLE>
<CAPTION>
                                                        1997            1996               1995
                                                        ----            ----               ----
<S>                                                <C>               <C>               <C>
        Equity per financial statements            $ 1,693,888       $ 1,418,246       $ 1,622,368
        Cumulative excess of tax
            depreciation over financial
            statement depreciation                  (1,700,645)       (2,355,413)       (2,338,483)
        Accrued real estate taxes not
            deducted for tax purposes                        -            80,693            25,531
        Prepaid rent recognized as
            income for tax purposes                      6,804            12,233            12,038
                                                   -----------        ----------       -----------
        Equity (deficit) per tax return            $        47       $  (844,241)      $  (678,546)
                                                   ===========       ===========       ===========
</TABLE>

7.    TAXABLE INCOME (LOSS)

      The net income (loss) shown on the financial statements is reconciled to
         the taxable loss as follows:

<TABLE>
<CAPTION>
                                                       1997                1996            1995
                                                       ----                ----            ----
<S>                                                <C>               <C>               <C>
        Net income (loss) per
            financial statements                   $   468,804       $  (190,249)      $  (127,619)
        Tax depreciation in excess of
            financial statement depreciation           (18,134)          (16,930)          (24,586)
        Gain on sale of property and
            equipment for tax purposes in
            excess of financial statement gain         672,903                 -                 -
        Accrued real estate taxes not
            deducted for tax purposes                        -            80,693            25,531
        Tax deduction for real estate
            taxes in excess of financial
            statement expense                          (80,693)          (25,531)          (23,086)
        Additional interest income on
            note receivable for tax purposes                 -                 -            48,198
        Other
                                                        (5,430)              195             1,064
                                                   -----------       -----------       -----------
                Taxable Income (loss)              $ 1,037,450       $  (151,822)      $  (100,498)
                                                   ===========       ===========       ===========
</TABLE>


                                      -10-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

8.    JOINT VENTURE

      On April 26, 1985, Griffin Real Estate Fund-V entered into a joint venture
         with Griffin Real Estate Fund-IV for the purpose of purchasing
         Ravenwood Apartments, with Griffin Real Estate Fund-V designated as the
         managing partner. Griffin Real Estate Fund-IV contributed $330,000
         (30%) and Griffin Real Estate Fund-V contributed $770,000 (70%) to the
         venture. All allocations of cash flow, tax consequences, expenses, and
         contributions are in the ratio of 30% to 70%. After the sale of
         Ravenwood Apartments on June 16, 1997, the joint venture terminated as
         of December 31, 1997.

      Summarized financial information for the Ravenwood Joint Venture for the
         years ended December 31,:

<TABLE>
<CAPTION>
                                            1997           1996            1995
                                            ----           ----            ----
<S>                                     <C>            <C>             <C>
        Balance Sheet-
        Property and equipment - net    $      --      $ 2,432,944     $ 2,587,018
        Other Assets                           --          253,408         259,306
                                        -----------    -----------     -----------

            Total Assets                $      --      $ 2,686,352     $ 2,846,324
                                        ===========    ===========     ===========

        Mortgage notes payable          $      --      $ 3,033,601     $ 3,057,287
        Other liabilities                      --          146,975         142,275
        Partners' deficit                      --         (494,224)       (353,238)
                                        -----------    -----------     -----------
            Total Liabilities and
                Partners' Deficit       $      --      $ 2,686,352     $ 2,846,324
                                        ===========    ===========     ===========

        Statements of Operations
        Operating revenues              $ 1,361,033    $   885,376     $   908,746
        Operating expenses                  567,307      1,056,362       1,077,734
                                        -----------    -----------     -----------

            Net Income (Loss)           $   793,726    $  (170,986)    $  (168,988)
                                        ===========    ===========     ===========
</TABLE>

The Partnership accounted for its 70% interest in the joint venture by including
its 70% share of the joint venture assets, liabilities and operations in the
Partnership financial statements. Such pro rata accounting was appropriate since
the controlling majority of each of the general partners of the joint venture
owners consisted of the same individuals.


                                      -11-

<PAGE>


                           GRIFFIN REAL ESTATE FUND-V,
                              A LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1997, 1996 AND 1995

                                  SCHEDULE III
                    REAL ESTATE AND ACCUMULATED DEPRECIATION
                                DECEMBER 31, 1997

<TABLE>
<CAPTION>
                                                      Costs
                                                    Capitalized
                                                    Subsequent
                               Initial Cost to          to          Gross Amount at Which Carried
                               Partnership (a)      Acquisition      at Close of Period (b) (c)
                            ----------------------------------- -----------------------------------               Date
                                          Bldgs/     Land/Bldg               Buildings               Accumulated   of      Date
Description    Encumbrances    Land       Improve     Improve      Land      & Improve     Total     Deprec. (d)  Const  Acquired
-----------     ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------  ------  --------
<S>             <C>         <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>    <C>   <C>
MARIETTA, GA
 Savannah Oaks
 Apartments     $ 4,242,440 $ 1,239,000 $ 5,009,028 $   850,037 $ 1,239,000 $ 5,859,065 $ 7,098,065  $ 2,697,283  1973   09/30/86

TUCSON, AZ
 Desert Pines
 Apartments       3,366,991   1,225,000   4,290,612   1,752,744   1,225,000   6,043,356   7,268,356    2,525,009  1973   02/02/87

ANDERSON, SC
 Country Club
 Apartments       3,151,606     260,000   4,195,025     675,757     260,000   4,870,782   5,130,782    2,306,425  1973   05/14/86
                ----------- ----------- ----------- ----------- ----------- ----------- ----------- ------------

         Total  $10,761,037 $ 2,724,000 $13,494,665 $ 3,278,538 $ 2,724,000 $16,773,203 $19,497,203 $  7,528,717
                =========== =========== =========== =========== =========== =========== =========== ============

</TABLE>


(a) The cost to the Partnership represents the original purchase price of the
    properties.

(b) The aggregate cost of real estate owned at December 31, 1997 is the same for
    financial statement purposes as it is for tax purposes, with the aggregate
    total being $19,497,203.

(c) Reconciliation of property:

<TABLE>
<CAPTION>
                                                          1995                    1996                   1997
                                                      -----------              -----------          -------------
<S>                                                    <C>                      <C>                  <C>
    Balance at beginning of period                    $21,325,605              $21,722,457          $ 22,285,040
    Additions during period
            Improvements                                  396,852                  562,583               341,542
    Dispositions                                                -                        -            (3,129,379)
                                                      -----------              -----------          -------------

    Balance at end of period                          $21,722,457              $22,285,040          $ 19,497,203
                                                      ===========              ===========          ============

(d) Reconciliation of accumulated depreciation:

    Balance at beginning of period                    $ 6,880,418              $ 7,594,027          $  8,325,543
    Depreciation expense for period                       713,609                  731,516               677,969
    Dispositions                                                -                        -            (1,474,795)
                                                      -----------              -----------          -----------
 Balance at end of period                             $ 7,594,027              $ 8,325,543          $  7,528,717
                                                      ===========              ===========          ===========
</TABLE>

    Depreciation calculated on 5-27.5 year lives using the straight-line method
on real property and accelerated for personal property.


                                      -12-