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

                                   FORM 10-K

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 [Fee Required]

For the fiscal year ended December 31, 1995
                          -----------------

                                       or

[_]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 [No Fee Required]

For the transition period from ___________________ to ______________________

Commission File Number 0-14476
                       -------

             PS PARTNERS V, LTD., a California Limited Partnership
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            California                                           95-3979727
-------------------------------                           ---------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)

     600 N. Brand Boulevard
      Glendale, California                                     91203-1241
---------------------------------------                        ----------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code:  (818) 244-8080
                                                     --------------

          Securities registered pursuant to Section 12(b) of the Act:
                                      NONE

Securities registered pursuant to Section 12(g) of the Act:

                     Units of Limited Partnership Interest
                     -------------------------------------
                                (Title of class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

                           Yes    X        No 
                                -----          -----

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy of information statements
incorporated by reference in Part III of this Form 10-K.  [X]

--------------------------------------------------------------------------------

                      DOCUMENTS INCORPORATED BY REFERENCE

                                      NONE
<PAGE>
 
                                     PART I

ITEM 1.   BUSINESS.
          ---------

General
-------
     PS Partners V, Ltd. (the "Partnership") is a publicly held limited
partnership under the California Revised Limited Partnership Act.  Commencing in
June 1985, 148,000 units of limited partnership interest (the "Units") were
offered to the public in an interstate offering.  The offering was completed in
November 1985.

     The Partnership was formed to invest in and operate existing self-service
facilities offering storage space for personal and business use (the "mini-
warehouses") and to invest up to 40% of the net proceeds of the offering in and
operate existing office and industrial properties.  The Partnership's
investments were made through general partnerships with Storage Equities, Inc.,
now known as Public Storage, Inc. ("PSI"), a real estate investment trust
organized as a corporation under the laws of California.  For tax administrative
efficiency, the original general partnerships with PSI were consolidated into a
single general partnership effective December 31, 1990.

     In 1995, there were a series of mergers among Public Storage Management,
Inc. (which was the Partnership's mini-warehouse operator), Public Storage, Inc.
and their affiliates (collectively, "PSMI"), culminating in the November 16,
1995 merger (the "PSMI Merger") of  PSMI into Storage Equities, Inc.  In the
PSMI Merger, Storage Equities, Inc.'s name was changed to Public Storage, Inc.
and it acquired substantially all of PSMI's United States real estate operations
and became the operator of  the Partnership's mini-warehouse properties.

     The Partnership's general partners (the "General Partners") are PSI and B.
Wayne Hughes ("Hughes").  PSI became a co-general partner in September 1993,
when PSI acquired the interest of PSI Associates, Inc. ("PSA"), an affiliate of
PSMI, relating to PSA's general partner capital contribution in the Partnership.
Hughes has been a general partner of the Partnership since its inception.
Hughes is the chairman of the board and chief executive officer of PSI, and
Hughes and members of his family (the "Hughes Family") is the major shareholder
of PSI.  The Partnership is managed, and its investment decisions are made by
Hughes and the executive officers and  directors of PSI.  The limited partners
of the Partnership have no right to participate in the management or conduct of
its business affairs.

     The Partnership's mini-warehouse properties are managed by PSI and the
Partnership's commercial properties are managed by Public Storage Commercial
Properties Group, Inc. ("PSCP"), pursuant to Management Agreements.  PSI has a
95% economic interest and the Hughes Family has a 5% economic interest in PSCP.
PSI believes that it is the largest operator of mini-warehouse facilities in the
United States.

     PSI's current relationship with the Partnership includes (i) the joint
ownership of 33 of the Partnership's 35 properties, (ii) PSI is a co-general
partner along with Hughes, who is chairman of the board and chief executive
officer of PSI, (iii) as of February 29, 1996, PSI owned approximately 50.75% of
the Partnership's limited partnership units and (iv) PSI is the operator of the
Partnership's mini-warehouse facilities and owns approximately 95% of the
Partnership's commercial property operator (PSCP).

Investments in Facilities
------------------------- 

     The Partnership owns interests in 35 properties; 33 of such properties are
held in a general partnership comprised of the Partnership and PSI.  The
Partnership purchased its last property in July, 1986.  Reference is made to the
table in Item 2 for a summary of information about the Partnership's properties.

     The Partnership believes that its operating results have benefited from
favorable industry trends and conditions.  Notably, the level of new mini-
warehouse construction has decreased since 1988 while consumer demand has
increased.  In addition, in recent years consolidation has occurred in the
fragmented mini-warehouse industry.

     Mini-warehouses
     ---------------

     Mini-warehouses, which comprise the majority of the Partnership's
investments, are designed to offer accessible storage space for personal and
business use at a relatively low cost.  A user rents a fully enclosed space

                                       2
<PAGE>
 
which is for the user's exclusive use and to which only the user has access on
an unrestricted basis during business hours.  On-site operation is the
responsibility of resident managers who are supervised by area managers. Some
mini-warehouses also include rentable uncovered parking areas for vehicle
storage.  Leases for mini-warehouse space may be on a long-term or short-term
basis, although typically spaces are rented on a month-to-month basis.  Rental
rates vary according to the location of the property and the size of the storage
space.

     Users of space in mini-warehouses include both individuals and large and
small businesses.  Individuals usually employ this space for storage of, among
other things, furniture, household appliances, personal belongings, motor
vehicles, boats, campers, motorcycles and other household goods.  Businesses
normally employ this space for storage of excess inventory, business records,
seasonal goods, equipment and fixtures.

     Mini-warehouses in which the Partnership has invested generally consist of
three to seven buildings containing an aggregate of between 235 to 1,469 storage
spaces, most of which have between 25 and 400 square feet and an interior height
of approximately 8 to 12 feet.

     The Partnership experiences minor seasonal fluctuations in the occupancy
levels of mini-warehouses with occupancies higher in the summer months than in
the winter months.  The Partnership believes that these fluctuations result in
part from increased moving activity during the summer.

     The Partnership's mini-warehouses are geographically diversified and are
generally located in heavily populated areas and close to concentrations of
apartment complexes, single family residences and commercial developments.
However, there may be circumstances in which it may be appropriate to own a
property in a less populated area, for example, in an area that is highly
visible from a major thoroughfare and close to, although not in, a heavily
populated area.  Moreover, in certain population centers, land costs and zoning
restrictions may create a demand for space in nearby less populated areas.

     As with most other types of real estate, the conversion of mini-warehouses
to alternative uses in connection with a sale or otherwise would generally
require substantial capital expenditures.  However, the Partnership does not
intend to convert its mini-warehouses to other uses.

     Commercial Properties
     ---------------------

     The Partnership also owns two business parks; one in San Diego, California
and one in Culver City, California. The San Diego property is a two building,
three story office complex containing approximately 75,300 square feet of net
rentable space.  The Culver City property consists of five two story buildings
containing approximately 145,800 square feet of net rentable space.

Investment Objectives and Polices; Sale or Financing of Investments
-------------------------------------------------------------------

     The Partnership's objectives are to (i) preserve and protect invested
capital, (ii) maximize the potential for appreciation in value of its
properties, (iii) provide Federal income tax deductions so that during the early
years of property operations a portion of cash distributions may be treated as a
return of capital for tax purposes, and therefore, may not represent taxable
income to the limited partners and (iv) provide for cash distributions from
operations.

     The Partnership will terminate on December 31, 2038 unless earlier
dissolved.  Under the terms of the general partnership agreement with PSI, as of
December 31, 1995, PSI has the right to require the Partnership to sell all of
the joint venture properties (see Item 12(c)).  The Partnership originally
anticipated the sale or financing of its properties from seven to ten years
after acquisition, i.e., between mid-1993 and mid-1996.  However, as was
originally indicated in the prospectus relating to the Partnership's offering of
Units, the actual time of financing or sale was subject to delay. Since the
completion of the Partnership's offering in 1985, significant changes have taken
place in the financial and real estate markets that must be taken into account
in considering the timing of any proposed sale or financing, including: (i) the
increased construction of mini-warehouses from 1984 to 1988, which has increased
competition, (ii) the general deterioration of the real estate market (resulting
from a variety of factors, including changes in tax laws), which has
significantly affected property values and decreased sales activities, and (iii)
the reduced sources of real estate financing.  Although conditions have
improved, these developments have resulted in a reduced market for the sale and

                                       3
<PAGE>
 
financing of commercial real estate, making this, in the view of the
Partnership, a less than optimal time to liquidate the real estate assets of the
Partnership.

     The General Partners believe that a liquidation within the period
originally estimated would not be likely to achieve the Partnership's investment
objectives.  The General Partners will continue to evaluate the advisability of
the sale or financing of the Partnership's properties.  Among the factors the
General Partners would consider are the amount that might be realized from a
sale or financing, the real estate and financing markets at the time and the
prospects for changes in those markets.  Currently, the General Partners do not
intend to sell any properties or liquidate the Partnership since they believe
that property values are increasing, although no assurances can be given as to
any future property values.

Operating Strategies
--------------------

     The Partnership's mini-warehouses are operated by PSI under the "Public
Storage" name, which the Partnership believes is the most recognized name in the
mini-warehouse industry.  The major elements of the Partnership's operating
strategies are as follows:

     . Capitalize on Public Storage's name recognition.  PSI, together with its
       predecessor, has more than 20 years of operating experience in the mini-
       warehouse business.  PSI has informed the Partnership that it is the
       largest mini-warehouse facility operator in the United States in terms of
       both number of facilities and rentable space operated. In the past eight
       years, in excess of $56 million has been expended promoting the "Public
       Storage" name.  PSI believes that its marketing and advertising programs
       improve its competitive position in the market.  PSI believes that it is
       the only mini-warehouse operator regularly using television advertising
       in several major markets around the country, and its in-house Yellow
       Pages staff designs and places advertisements in approximately 700
       directories.  In addition, PSI offers a toll-free referral system, 800-
       44-STORE, which services approximately 100,000 calls per year from
       potential customers inquiring as to the nearest Public Storage mini-
       warehouse.

     . Maintain high occupancy levels and increase realized rents.  Subject to
       market conditions, the Partnership generally seeks to achieve average
       occupancy levels in excess of 90% and to eliminate promotions prior to
       increasing rental rates.  Average occupancy for the Partnership's mini-
       warehouses remained stable at 92% for 1994 and 1995.  Realized monthly
       rents per square foot increased from $.60 in 1994 to $.63 in 1995.  The
       Partnership has increased rental rates in many markets where it has
       achieved high occupancy levels and eliminated or minimized promotions.

     . Systems and controls.  PSI has an organizational structure and a
       property operation system, "CHAMP" (Computerized Help and Management
       Program), which links its corporate office with each mini-warehouse.
       This enables PSI to obtain daily information from each mini-warehouse and
       to achieve efficiencies in operations and maintain control over its space
       inventory, rental rates, promotional discounts and delinquencies.
       Expense management is achieved through centralized payroll and accounts
       payable systems and a comprehensive property tax appeals department, and
       PSI has an extensive internal audit program designed to ensure proper
       handling of cash collections.

     . Professional property operation.  In addition to the approximately 120
       support personnel at the Public Storage corporate offices, there are
       approximately 2,700 on-site personnel who manage the day-to-day
       operations of the mini-warehouse in the Public Storage system.  These on-
       site personnel are supervised by 107 district managers, 14 regional
       managers and three divisional managers (with an average of 12 years
       experience in the mini-warehouse industry) who report to the president of
       the mini-warehouse property operator (who has 11 years of experience with
       the Public Storage organization).  PSI carefully selects and extensively
       trains the operational and support personnel and offers them a
       progressive career path.  See "Property Operator."

                                       4
<PAGE>
 
Property Operators
------------------

     The Partnership's mini-warehouse properties are managed by PSI and the
Partnership's commercial properties are managed by PSCP pursuant to Management
Agreements.

     Under the supervision of the Partnership, PSI and PSCP coordinate the
operation of the facilities, establish rental policies and rates, direct
marketing activity and direct the purchase of equipment and supplies,
maintenance activity, and the selection and engagement of all vendors, supplies
and independent contractors.

     PSI and PSCP engage, at the expense of the Partnership, employees for the
operation of the Partnership's facilities, including resident managers,
assistant managers, relief managers, and billing and maintenance personnel. Some
or all of these employees may be employed on a part-time basis and may also be
employed by other persons, partnerships, REITs, or other entities owning
facilities operated by PSI or PSCP.

     In the purchasing of services such as advertising (including broadcast
media advertising) and insurance, PSI and PSCP attempt to achieve economies by
combining the resources of the various facilities that they operate. Facilities
operated by PSI and PSCP have historically carried comprehensive insurance,
including fire, earthquake, liability and extended coverage.

     PSI has developed systems for space inventory, accounting and handling
delinquent accounts, including a computerized network linking PSI operated
facilities.  Each project manager is furnished with detailed operating
procedures and typically receives facilities management training from PSI.  Form
letters covering a variety of circumstances are also supplied to the project
managers.  A record of actions taken by the project managers when delinquencies
occur is maintained.

     The Partnership's facilities are typically advertised via signage, yellow
pages, flyers and broadcast media advertising (television and radio) in
geographic areas in which many of the Partnership's facilities are located.
Broadcast media and other advertising costs are charged to the Partnership's
facilities located in geographic areas affected by the advertising.  From time
to time, PSI or PSCP adopt promotional programs, such as temporary rent
reductions, in selected areas or for individual facilities.

     For as long as the respective Management Agreement is in effect, PSI has
granted the Partnership a non-exclusive license to use two PSI service marks and
related designs (and PSCP has granted the Partnership a non-exclusive license to
use a PSI service mark and related designs), including the "Public Storage"
name, in conjunction with rental and operation of facilities managed pursuant to
the Management Agreement.  Upon termination of the respective Management
Agreement, the Partnership would no longer have the right to use the service
marks and related designs except as described below.  The General Partners
believe that the loss of the right to use the service marks and related designs
could have a material adverse effect on the Partnership's business.

     Each Management Agreement provides that the Management Agreement may be
terminated without cause upon 60 days written notice by the Partnership and upon
seven years notice by PSI or PSCP, as the case may be.  Each Management
Agreement may also be terminated at any time by either party for cause, but if
terminated for cause by the Partnership, the Partnership retains the right to
use the service marks and related designs until a date seven years after such
termination.

Competition
-----------

     Competition in the market areas in which the Partnership operates is
significant, and affects the occupancy levels, rental rates, and operating
expenses of certain of the Partnership's facilities.  Competition may be
accelerated by any increase in availability of funds for investment in real
estate.  Recent increases in plans for development of mini-warehouses is
expected to further intensify competition among mini-warehouse operators in
certain market areas.  In addition to competition from mini-warehouses operated
by PSI, there are three other national firms and numerous regional and local
operators.  The Partnership believes that the significant operating and
financial experience of PSI's executive officers and directors and the "Public
Storage" name should enable the Partnership to continue to compete effectively
with other entities.

                                       5
<PAGE>
 
Other Business Activities
-------------------------

     A corporation owned by the Hughes Family reinsures policies against losses
to goods stored by tenants in the Partnership's mini-warehouses.  The
Partnership believes that the availability of insurance reduces the potential
liability of the Partnership to tenants for losses to their goods from theft or
destruction.  This  corporation receives the premiums and bears the risks
associated with the insurance.

     A corporation, in which PSI has a 95% economic interest and the Hughes
Family has a 5% economic interest, sells locks, boxes, and tape to tenants to be
used in securing their spaces and moving their goods.  PSI believes that the
availability of locks, boxes, and tape for sale promotes the rental of spaces.

Employees
---------

     There are 111 persons who render services on behalf of the Partnership.
These persons include resident managers, assistant managers, relief managers,
area managers, and administrative personnel.  Some or all of these employees may
be employed on a part-time basis and may also be employed by other persons,
partnerships, REITs, or other entities owning facilities operated by PSI or
PSCP.

ITEM 2.   PROPERTIES.
          ---------- 

     The following table sets forth information as of December 31, 1995 about
properties owned by the Partnership.  All but two of these properties were
acquired jointly with PSI and were contributed to a general partnership
comprised of the Partnership and PSI.

<TABLE>
<CAPTION>
                              Net       Number                 Approximate
                           Rentable       of       Date of         % of
Location                  Square Feet   Spaces   Acquisition    Ownership
--------------------      -----------   ------   -----------   -----------
<S>                       <C>           <C>      <C>           <C>
CALIFORNIA
Brea E.                      82,100        772      02/28/86       60.0%
  Imperial Way                                                  
Costa Mesa                   44,700        495      02/21/86       50.0
  Pomona Ave.                                                   
Culver City (1)             145,800         69      03/28/86       90.0
  Fox Hills                                                     
San Diego (1)                75,300         36      02/28/86      100.0
  Koll Mission                                                  
Sun Valley                   47,500        482      01/08/86       50.0
  Sheldon St.                                                   
Westlake Village                                                
  Agoura Rd.                 36,000        303      05/09/86       60.0
COLORADO                                                        
Colorado Springs             45,100        433      07/15/86      100.0
  Hollow Tree Ct.                                               
Colorado Springs             58,800        578      02/19/86       50.0
  N. Stinton Rd.                                                
Denver                       32,300        235      12/06/85       50.0
  Leetsdale Ave.                                                
FLORIDA                                                         
Jacksonville                 31,800        348      03/12/86       60.0
  Wiley Rd.                                                     
ILLINOIS                                                        
Skokie                       49,200        457      02/27/86       50.0
  McCormick Blvd.                                               
</TABLE> 

                                       6
<PAGE>
 
<TABLE>
<CAPTION>
                              Net       Number                 Approximate
                           Rentable       of       Date of         % of
Location                  Square Feet   Spaces   Acquisition    Ownership
--------------------      -----------   ------   -----------   -----------
<S>                       <C>           <C>      <C>           <C>
MASSACHUSETTS                                                   
Brockton                     49,800        441      12/03/85       50.0
  Main St.                                                      
MISSOURI                                                        
St. Louis                    44,200        383      03/28/86       69.7
  Forder Rd.                                                    
NEVADA                                                          
Las Vegas                    47,200        453      01/17/86       50.0
  S. Highland Dr.                                               
Reno                         80,800        578      04/01/86       70.6
  Telegraph Rd.                                                 
NEW JERSEY                                                      
Bordentown                   30,500        290      01/16/86       50.0
  Route 130                                                     
Eatontown                    81,200        937      12/31/85       60.0
  Highway 35                                                    
Mapleshade                   55,400        517      01/16/86       50.0
  Rudderow Ave.                                                 
NEW YORK                                                        
Amherst                      32,000        316      12/31/85       50.0
  Niagra Falls Blvd.                                            
OKLAHOMA                                                        
Oklahoma City                35,500        284      02/20/86       60.0
  N. Pennsylvania                                               
Oklahoma City                32,900        280      02/28/86       60.3
  NW 39th Expressway                                            
PENNSYLVANIA                                                    
Whitehall                    54,300        541      12/03/85       50.0
  MacArthur Rd.                                                 
TEXAS                                                           
Dallas                       53,200        457      10/04/85       66.4
  Alvin St.                                                     
Dallas                       64,600        660      10/04/85       66.4
  S. Westmoreland                                               
Ft. Worth                    52,400        504      10/04/85       66.4
  Cockrell St.                                                  
Ft. Worth                    58,600        588      10/04/85       66.4
  E. Seminary Dr.                                               
Ft. Worth                    54,400        529      10/04/85       66.4
  W. Beach St.                                                  
San Antonio                  52,400        494      10/04/85       66.4
  Callaghan Rd.                                                 
San Antonio                  53,400        510      10/04/85       66.4
  Fredericksburg Rd.                                            
San Antonio                  54,000        528      10/04/85       66.4
  Hackberry St.                                                 
San Antonio                  56,300        561      10/04/85       66.4
  Wetmore Rd.                                                   
San Antonio                  48,700        530      10/04/85       66.4
  Zarzamora Rd.                                                 
</TABLE> 

                                       7
<PAGE>
 
<TABLE>
<CAPTION>
                              Net       Number                 Approximate
                           Rentable       of       Date of         % of
Location                  Square Feet   Spaces   Acquisition    Ownership
--------------------      -----------   ------   -----------   -----------
<S>                       <C>           <C>      <C>           <C>
UTAH                                                            
Kearns                       48,400        489      12/18/85       50.0
  W. Sams Blvd.                                                 
WASHINGTON                                                      
Everett                      83,300      1,020      11/07/85       50.0
  Evergreen Way                                                 
Seattle                     132,300      1,469      11/07/85       50.0
  Empire Way South
</TABLE>

-----------------
(1)  Business Park Facility

     Weighted average occupancy levels for the mini-warehouse and business park
facilities were 92% and 93%, respectively, in 1995 compared to 92% and 96%,
respectively, in 1994.  In 1995, the monthly realized rent per square foot for
the mini-warehouse and business park facilities averaged $.63 and $1.34,
respectively, compared to $.60 and $1.35, respectively, in 1994.

     Substantially all of the Partnership's facilities were acquired prior to
the time that it was customary to conduct environmental investigations in
connection with property acquisitions.  During the fourth quarter of 1995, an
independent environmental consulting firm completed environmental assessments
(which commenced in 1994) on the Partnership's properties to evaluate the
environmental condition of, and potential environmental liabilities of, such
properties.  Based on the assessments, the Partnership believes that it is
probable that it will incur costs totaling $112,000 (in addition, approximately
$36,000 was included in administrative expense in 1994 for the assessments), for
known environmental remediation requirements which the Partnership has accrued
and expensed at the end of 1995. The Partnership expects to expend these funds
over the next twelve months.  Although there can be no assurance, the
Partnership is not aware of any environmental contamination of any of its
property sites which individually or in the aggregate would be material to the
Partnership's overall business, financial condition, or results of operations.

ITEM 3.   LEGAL PROCEEDINGS.
          ----------------- 
     No material legal proceeding is pending against the Partnership.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
          --------------------------------------------------- 
     No matters were submitted to a vote of security holders during the fourth
quarter of 1995.

                                       8
<PAGE>
 
                                    PART II

ITEM 5.   MARKET FOR THE PARTNERSHIP'S COMMON EQUITY AND RELATED STOCKHOLDER
          ------------------------------------------------------------------
          MATTERS.
          ------- 
     The Partnership has no common stock.

     The Units are not listed on any national securities exchange or quoted on
the NASDAQ System, and there is no established public trading market for the
Units.  Secondary sales activity for the Units has been limited and sporadic.
The General Partners monitor transfers of the Units (a) because the admission of
the transferee as a substitute limited partner requires the consent of the
General Partners under the Partnership's Amended and Restated Agreement of
Limited Partnership, (b) in order to ensure compliance with safe harbor
provisions to avoid treatment as a "publicly traded partnership" for tax
purposes and (c) because PSI has purchased Units.  However, the General Partners
do not have information regarding the prices at which all secondary sale
transactions in the Units have been effectuated. Various organizations offer to
purchase and sell limited partnership interests (including securities of the
type such as the Units) in secondary sales transactions.  Various publications
such as The Stanger Report summarize and report information (on a monthly,
bimonthly or less frequent basis) regarding secondary sales transactions in
limited partnership interests (including the Units), including the prices at
which such secondary sales transactions are effectuated.

     In addition, Dean Witter Reynolds Inc., the dealer-manager for the
Partnership's initial offering of Units, has certain information with regard to
sale transactions in the Units.

     Exclusive of the General Partners' interest in the Partnership, as of
December 31, 1995, there were approximately 3,468 record holders of Units.

     The Partnership makes quarterly distributions of all "Cash Available for
Distribution" and will make distributions of "Cash from Sales or Refinancing."
Cash Available for Distribution is cash flow from all sources less cash
necessary for any obligations or capital improvements or reserves.

     Reference is made to Items 6 and 7 hereof for information on the amount of
such distributions.

                                       9
<PAGE>
 
ITEM 6.   SELECTED FINANCIAL DATA.
          ------------------------

<TABLE>
<CAPTION>
                                                   For the Year Ended December 31,
                                         ----------------------------------------------------
                                           1995       1994       1993       1992       1991
                                         --------    -------    -------   --------   --------
                                                 (In thousands, except per Unit data)
<S>                                      <C>        <C>        <C>        <C>        <C>
Revenues                                  $15,770    $15,349    $14,276    $14,007    $13,470
 
Depreciation and amortization               3,603      3,537      3,771      3,435      3,332
 
Interest expense                              290        294        425        616        629
 
Net income                                  2,403      2,336      1,289      1,642      1,584
 
 Limited partners' share                    1,885      1,918        954      1,296      1,150
 
 General partners' share                      518        418        335        346        434
 
Limited partners' per unit data (a)
 
 Net income                                $12.74     $12.96     $ 6.45     $ 8.76     $ 7.77
 
 Cash distributions (b) (c)                $30.02     $24.00     $19.60     $20.02     $25.43
 
As of December 31,
------------------
 
Cash and cash equivalents                 $ 2,059    $ 1,794    $   657    $ 1,813    $ 1,154
 
Total assets                               74,525     76,818     78,462     82,855     84,614
 
Mortgage notes payable                      2,935      2,976      3,014      5,864      5,992
</TABLE>

a)   Limited Partners' per unit data is based on the weighted average number of
     units (148,000) outstanding during the period.

b)   The General Partners distributed, concurrently with the distribution for
     the third quarter of 1995, a portion of the operating reserve of the
     Partnership estimated to be $6.02 per Unit.

c)   The General Partners distributed, concurrent with the distributions for the
     fourth quarter of 1991, a portion of the operating reserve of the
     Partnership estimated to be $7.25 per Unit.

                                       10
<PAGE>
 
ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          ---------------------------------------------------------------
          RESULTS OF OPERATIONS
          ---------------------

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

YEAR ENDED DECEMBER 31, 1995 COMPARED TO YEAR ENDED DECEMBER 31, 1994:


     The Partnership's net income in 1995 was $2,403,000 compared to $2,336,000
in 1994, representing an increase of $67,000 or 3%.  The increase was primarily
a result of improved property operations combined with increased interest
income, partially offset by increased environmental costs, depreciation, and
minority interest in income for those properties held in a joint venture with
PSI.

     Property net operating income (rental income less cost of operations and
management fees and excluding depreciation expense) increased approximately
$187,000 in 1995 compared to 1994, as rental income increased by $334,000 or 2%,
and cost of operations (including management fees) increased by $147,000 or 3%.

     Rental income for the Partnership's mini-warehouse operations was
$12,371,000 in 1995 compared to $11,908,000 in 1994, representing an increase of
$463,000, or 4%.  The increase in rental income was primarily attributable to
increased rental rates at the mini-warehouse facilities.  The monthly average
realized rent per square foot for  the mini-warehouse facilities was $.63 in
1995 compared to $.60 in 1994.  The weighted average occupancy levels at the
mini-warehouse facilities remained stable at 92% in both 1995 and 1994.  Cost of
operations (including management fees) increased $173,000, or 4%, to $4,443,000
in 1995 from $4,270,000 in 1994.  Accordingly, for the Partnership's mini-
warehouse operations, property net operating income increased by $290,000, or
4%, from $7,638,000 in 1994 to $7,928,000 in 1995.

     Rental income for the Partnership's business park operations was $3,271,000
in 1995 compared to $3,400,000 in 1994, representing a decrease of $129,000 or
4%.  The decrease in rental income is primarily attributable to a decrease in
the occupancy level at the Culver City, California business park.  During the
fourth quarter of 1995, three major tenants vacated the facility following the
termination of their leases.  The Partnership is actively marketing the
facility, and expects the occupancy level to improve in 1996.  The weighted
average occupancy levels at the business park facilities were 93% in 1995
compared to 96% in 1994.  The monthly average realized rent per square foot for
the business park facilities were $1.34 in 1995 compared to $1.35 in 1994.  Cost
of operations (including management fees) decreased $26,000, or 2%, to
$1,421,000 in 1995 from $1,447,000 in 1994.  Accordingly, for the Partnership's
business park facilities, property net operating income decreased by $103,000 or
5% from $1,953,000 in 1994 to $1,850,000 in 1995.

     Substantially all of the Partnership's facilities were acquired prior to
the time that it was customary to conduct environmental investigations in
connection with property acquisitions.  During the fourth quarter of 1995, an
independent environmental consulting firm completed environmental assessments
(which commenced in 1994)  on the Partnership's properties to evaluate the
environmental condition of, and potential environmental liabilities of, such
properties.  Based on the assessments, the Partnership believes that it is
probable that it will incur costs totaling $112,000 (in addition, approximately
$36,000 was included in administrative expense in 1994 for the assessments), for
known environmental remediation requirements which the Partnership has accrued
and expensed at the end of 1995. The Partnership expects to expend these funds
over the next twelve months.  Although there can be no assurance, the
Partnership is not aware of any environmental contamination of any of its
property sites which individually or in the aggregate would be material to the
Partnership's overall business, financial condition, or results of operations.

     Minority interest was $3,364,000 and $3,309,000 in 1995 and 1994,
respectively, representing an increase of $55,000, or 2%.  The increase was
primarily due to improved operations at the Partnership's mini-warehouse
facilities held in joint venture with PSI.

                                       11
<PAGE>
 
YEAR ENDED DECEMBER 31, 1994 COMPARED TO YEAR ENDED DECEMBER 31, 1993:

     The Partnership's net income in 1994 was $2,336,000 compared to $1,289,000
in 1993, representing an increase of $1,047,000 or 81%.  The increase was
primarily a result of improved property operations combined with reduced
interest expense, partially offset by increased minority interest in income for
those properties held in a joint venture with PSI.

     Property net operating income (rental income less cost of operations and
management fees and excluding depreciation expense) increased approximately
$942,000 or 11% in 1994 compared to 1993,  as rental income increased by
$1,055,000 or 7%, and cost of operations (including management fees) increased
by $113,000 or 2%.

     Rental income for the Partnership's mini-warehouse operations was
$11,908,000 in 1994 compared to $11,214,000 in 1993, representing an increase of
$694,000, or 6%.  The increase in rental income was  primarily attributable to
increased occupancy levels at the  mini-warehouse facilities, combined with
increased rental rates.  The weighted average occupancy levels at the mini-
warehouse facilities were 92% in 1994 compared to 91% in 1993.  The monthly
average realized rent per square foot for the mini-warehouse facilities was $.60
in 1994 compared to $.57 in 1993.  Cost of operations (including management
fees) increased $244,000 or 6%, to $4,270,000 in 1994 from $4,026,000 in 1993.
Accordingly, for the Partnership's mini-warehouse operations, property net
operating income increased by $450,000 or 6% from $7,188,000 in 1993 to
$7,638,000 in 1994.

     Rental income for the Partnership's business park operations was $3,400,000
in 1994 compared to $3,039,000 in 1993, representing an increase of $361,000 or
12%.  The increase in rental income is primarily attributable to improved
operations at the Culver City, California facility (see below).  The weighted
average occupancy levels at the business park facilities were 96% in 1994
compared to 89% in 1993.  The monthly average realized rent per square foot for
the business park facilities were $1.35 in 1994 compared to $1.29 in 1993.  Cost
of operations (including management fees) decreased $131,000 or 8% to $1,447,000
in 1994 from $1,578,000 in 1993.  Accordingly, for the Partnership's business
park facilities, property net operating income increased by $492,000 or 34% from
$1,461,000 in 1993 to $1,953,000 in 1994.

     At the beginning of the second quarter of 1993, a tenant leasing
approximately 15% of the net rentable square feet of the Culver City, California
business park vacated the space.  As of December 31, 1993, the Partnership was
able to lease a portion of the vacated space bringing the occupancy level to
98%.  As a result of the move-out of the tenant, 1993 depreciation and
amortization expense increased as existing tenant improvements were expensed,
and the Partnership incurred additional commercial lease expenses.  The
Partnership actively marketed the facility and realized improvement in both
occupancy and property operations at the facility in 1994.

     Interest expense was $294,000 in 1994 compared to $425,000 in 1993,
representing a decrease of $131,000, or 31%.  The decrease was primarily a
result of the early retirement during 1993 of an 11% mortgage note payable.

     Minority interest was $3,309,000 and $3,053,000 in 1994 and 1993,
respectively, representing an increase of $256,000, or 8%.  The increase was
primarily due to improved operations at the Partnership's mini-warehouse
facilities held in joint venture with PSI combined with a decrease in PSI's
share of interest expense as a result of debt reduction in 1993.

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

     The Partnership has adequate sources of cash to finance its operations,
both on a short-term and long-term basis, primarily by internally generated cash
from property operations.  The Partnership had cash and cash equivalents
totaling $2,059,000 at December 31, 1995.

     Cash flow from operating activities ($9,488,000 for the year ended December
31, 1995) has been sufficient to meet all current obligations of the
Partnership.  Total capital improvements were $1,035,000, $763,000 and $761,000
in 1995, 1994 and 1993, respectively.  The increase in 1995 versus 1994 and 1993
is largely due to $373,000 of capital improvements at the Culver City,
California business park facility.  The expenditures included tenant
improvements to

                                       12
<PAGE>
 
reconfigure space vacated by three major tenants during the fourth quarter of
1995, structural refurbishment, and roof repairs. During 1996, the Partnership
anticipates approximately $918,000 of capital improvements (including PSI's
joint venture share of $262,000). During 1995, the Partnership's property
manager commenced a program to enhance the visual appearance of the mini-
warehouse facilities managed by it. Such enhancements will include new signs,
exterior color schemes, and improvements to the rental offices. Included in the
1996 capital improvement budget are estimated costs of $176,000 for such
enhancements.

     At December 31, 1995, the Partnership had a mortgage note payable
outstanding totaling $2,935,000, which matures in October, 1996.

     The Partnership expects to continue making quarterly distributions.  Total
distributions paid to the General Partners and the limited partners (including
per Unit amounts) for 1995 and prior years were as follows:

<TABLE>
<CAPTION>

                                  Total      Per Unit
                                ----------   --------
                     <S>        <C>           <C>
                     1995       $4,986,000     $30.02
                     1994        3,987,000      24.00
                     1993        3,256,000      19.60
                     1992        3,326,000      20.02
                     1991        4,224,000      25.43
                     1990        3,378,000      20.34
                     1989        4,983,000      30.00
                     1988        4,983,000      30.00
                     1987        4,671,000      28.12
                     1986        4,153,000      25.00
                     1985        1,192,000       8.22
</TABLE>

     The General Partners distributed, concurrent with distributions for the
fourth quarter of 1991, a portion of the operating reserve of the Partnership,
and adjusted the on-going distribution level.  The operating reserve that was
distributed was estimated at $7.25 per Unit.  The 1995 distribution includes a
portion of the operating reserve of the Partnership estimated to be $6.02 per
Unit.  The 1996 distribution level is estimated to be $24.00 per Unit, assuming
no material change in property operations.

ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
          ------------------------------------------- 

     The Partnership's financial statements are included elsewhere herein.
Reference is made to the Index to Consolidated Financial Statements and
Financial Statement Schedules in Item 14(a).

ITEM 9.   DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
          ---------------------------------------------------- 
     None

                                       13
<PAGE>
 
                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE PARTNERSHIP.
          --------------------------------------------------- 
     The Partnership has no directors or executive officers.

     The Partnership's General Partners are PSI and B. Wayne Hughes.  PSI,
acting through its directors and executive officers, and Mr. Hughes manage and
make investment decisions for the Partnership.  The Partnership's properties are
operated by PSI and PSCP, a subsidiary of PSI.

     The names of all directors and executive officers of PSI, the offices held
by each of them with PSI, and their ages and business experience during the past
five years are as follows:

<TABLE>
<CAPTION>
          Name                            Positions with PSI
------------------------   ----------------------------------------------------
<S>                        <C>
B. Wayne Hughes            Chairman of the Board and Chief Executive Officer
Harvey Lenkin              President and Director
Ronald L. Havner, Jr.      Senior Vice President and Chief Financial Officer
Hugh W. Horne              Senior Vice President
Obren B. Gerich            Senior Vice President
Marvin M. Lotz             Senior Vice President
Mary Jayne Howard          Senior Vice President
David Goldberg             Senior Vice President and General Counsel
John Reyes                 Vice President and Controller
Sarah Hass                 Vice President and Secretary
Robert J. Abernethy        Director
Dann V. Angeloff           Director
William C. Baker           Director
Uri P. Harkham             Director
Berry Holmes               Director
</TABLE>

     B. Wayne Hughes, age 62, a general partner of the Partnership, has been a
director of PSI since its organization in 1980 and was President and Co-Chief
Executive Officer from 1980 until November 1991 when he became Chairman of the
Board and sole Chief Executive Officer.  Mr. Hughes has been a director of
Storage Properties, Inc. ("SPI"), a real estate investment trust whose
investment adviser is PSI, since 1989.  Since 1990, Mr. Hughes has been Chairman
of the Board of Public Storage Properties X, Inc., Public Storage Properties XI,
Inc., Public Storage Properties XII, Inc., Public Storage Properties XIV, Inc.,
Public Storage Properties XV, Inc., Public Storage Properties XVI, Inc., Public
Storage Properties XVII, Inc., Public Storage Properties XVIII, Inc., Public
Storage Properties XIX, Inc., Public Storage Properties XX, Inc., Partners
Preferred Yield, Inc., Partners Preferred Yield II, Inc. and Partners Preferred
Yield III, Inc. (collectively, the "Public Storage Properties REITs"), real
estate investment trusts organized by affiliates of PSMI.  Mr. Hughes has been
active in the real estate investment field for over 25 years.

     Harvey  Lenkin, age 59, became President and a director of PSI in November
1991.  He has been President of the Public Storage Properties REITs since 1990.
He was President of PSMI from January 1978 until September 1988, when he became
Chairman of the Board of PSMI and assumed overall responsibility for investment
banking and investor relations.  In 1989, Mr. Lenkin became President and a
director of SPI.

     Ronald L. Havner Jr., age 38, a certified public accountant, became an
officer of PSI in 1990, Chief Financial Officer in November 1991 and Senior Vice
President of PSI in November 1995.  He was an officer of PSMI from 1986 to 1995
and Chief Financial Officer of PSMI and its affiliates from 1991 to November
1995.  Mr. Havner has been an officer of SPI since 1989 and Chief Financial
Officer of SPI since November 1991.  He has been a Vice President of the Public
Storage Properties REITS since 1990 and was Controller from 1990 to November
1995 when he became Chief Financial Officer.

                                       14
<PAGE>
 
     Hugh W. Horne, age 51, has been a Vice President of PSI since 1980 and was
Secretary of PSI from 1980 until February 1992 and became Senior Vice President
of PSI in November 1995.  He was an officer of PSMI from 1973 to November 1995.
Mr. Horne has been a Vice President of SPI since 1989 and of the Public Storage
Properties REITs since 1993.  He is responsible for managing all aspects of
property acquisition for PSI.

     Obren B. Gerich, age 56, a certified public accountant and certified
financial planner, has been a Vice President of PSI since 1980 and became Senior
Vice President of PSI in November 1995.  He was Chief Financial Officer of PSI
until November 1991.  Mr. Gerich was an officer of PSMI from 1975 to November
1995.  Mr. Gerich has been Vice President and Secretary of SPI since 1989 and
was Chief Financial Office of SPI until November 1991.  He has been Vice
President and Secretary of the Public Storage Properties REITS since 1990 and
was Chief Financial Officer until November 1995.

     Marvin M. Lotz, age 53, has had overall responsibility for Public Storage's
mini-warehouse operations since 1988.  He became a Senior Vice President of PSI
in November 1995.  Mr. Lotz was an officer of PSMI with responsibility for
property acquisitions from 1983 until 1988.

     Mary Jayne Howard, age 50, has had overall responsibility for Public
Storage's commercial property operations since December 1985.  She became a
Senior Vice President of PSI in November 1995.

     David Goldberg, age 46, joined PSMI's legal staff in June 1991, rendering
services on behalf of PSI and PSMI.  He became a Senior Vice President and
General Counsel of PSI in November 1995.  From December 1982 until May 1991, he
was a partner in the law firm of Sachs & Phelps, then counsel to PSI and PSMI.

     John Reyes, age 35, a certified public accountant, joined PSMI in 1990 and
has been the Controller of PSI since 1992.  He became a Vice President of PSI in
November 1995.  From 1983 to 1990, Mr. Reyes was employed by Ernst & Young.

     Sarah Hass, age 40, became Secretary of PSI in February 1992.  She became a
Vice President of PSI in November 1995.  She joined PSMI's legal department in
June 1991, rendering services on behalf of PSI and PSMI.  From 1987 until May
1991, her professional corporation was a partner in the law firm of Sachs &
Phelps, then counsel to PSI and PSMI, and from April 1986 until June 1987, she
was associated with that firm, practicing in the area of securities law.  From
September 1979 until September 1985, Ms. Hass was associated with the law firm
of Rifkind & Sterling, Incorporated.

     Robert J. Abernethy, age 55, is President of American Standard Development
Company and of Self-Storage Management Company, which develop and operate mini-
warehouses.  Mr. Abernethy has been a director of PSI since its organization.
He is a member of Johns Hopkins University and of the Los Angeles County
Metropolitan Transportation Authority and a former member of the board of
directors of the Metropolitan Water District of Southern California.

     Dann V. Angeloff, age 60, is President of the Angeloff Company, a corporate
financial advisory firm.  The Angeloff Company has rendered, and is expected to
continue to render, financial advisory and securities brokerage services for
PSI.  Mr. Angeloff is the general partner of a limited partnership that owns a
mini-warehouse operated by  PSI and which secures a note owned by PSI.  Mr.
Angeloff has been a director of PSI since its organization.  He is a director of
Compensation Resource Group, Datametrics Corporation, Nicholas/Applegate Growth
Equity Fund, Nicholas/Applegate Investment Trust, Royce Medical Company, Seda
Specialty Packaging Corp., and SPI.

     William C. Baker, age 62, became a director of PSI in November 1991.  From
April 1993 through May 1995, Mr. Baker was President of Red Robin International,
Inc., an operator and franchiser of casual dining restaurants in the United
States and Canada.  Since January 1992, he has been Chairman and Chief Executive
Officer of Carolina Restaurant Enterprises, Inc., a franchisee of Red Robin
International, Inc.  From 1976 to 1988, he was a principal shareholder and
Chairman and Chief Executive Officer of Del Taco, Inc., an operator and
franchiser of fast food

                                       15
<PAGE>
 
restaurants in California. Mr. Baker is a director of Santa Anita Realty
Enterprises, Inc., Santa Anita Operating Company and Callaway Golf Company.

     Uri P. Harkham, age 47, became a director of PSI in March 1993.  Mr.
Harkham has been the President and Chief Executive Officer of the Jonathan
Martin Fashion Group, which specializes in designing, manufacturing and
marketing women's clothing, since its organization in 1976.  Since 1978, Mr.
Harkham has been the Chairman of the Board of Harkham Properties, a real estate
firm specializing in buying and managing fashion warehouses in Los Angeles and
Australia.

     Berry Holmes, age 65, is a private investor.  Mr. Holmes has been a
director of PSI since its organization.  He was President and a director of
Financial Corporation of Santa Barbara and Santa Barbara Savings and Loan
Association through 1983 and was a consultant with Santa Barbara Savings and
Loan Association during 1984.  Mr. Holmes is a director of SPI.

     Pursuant to Articles 16 and 17 of the Partnership's Amended Certificate and
Agreement of Limited Partnership (the "Partnership Agreement"), a copy of which
is included in the Partnership's prospectus included in the Partnership's
Registration Statement,  File No. 2-95773, each of the General Partners
continues to serve until (i) death, insanity, insolvency, bankruptcy or
dissolution, (ii) withdrawal with the consent of the other general partner and a
majority vote of the limited partners, or (iii) removal by a majority vote of
the limited partners.

     Each director of PSI serves until he resigns or is removed from office by
PSI, and may resign or be removed from office at any time with or without cause.
Each officer of PSI serves until he resigns or is removed by the board of
directors of PSI.  Any such officer may resign or be removed from office at any
time with or without cause.

     There have been no events under any bankruptcy act, no criminal
proceedings, and no judgments or injunctions material to the evaluation of the
ability of any director or executive officer of PSI during the past five years.

ITEM 11.  EXECUTIVE COMPENSATION.
          ---------------------- 

     The Partnership has no subsidiaries, directors or officers.  See Item 13
for a description of certain transactions between the Partnership and the
General Partners and their affiliates.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
          -------------------------------------------------------------- 
     (a)  At February 29, 1996,  PSI owned 5% or more of the Units of the
Partnership:

<TABLE>
<CAPTION> 
 Title                                              Amount of     Percent
  of                    Name and Address of         Beneficial      of
 Class                    Beneficial Owner          Ownership      Class
-------------         -------------------------    ------------   --------
<S>                   <C>                          <C>            <C>
Units of             
Limited              Public Storage, Inc.             
Partnership          600 North Brand Blvd.            
Interest             Glendale, California 91203    75,108 units     50.75%
</TABLE> 
                                                 
 
   The Partnership is not aware of any other beneficial owners of more than
5% of the Units.

                                       16
<PAGE>
 
     (b) The Partnership has no officers and directors.

     The General Partners (or their predecessor-in-interest) have contributed
$747,000 to the capital of the Partnership representing 1% of the aggregate
capital contributions and as a result participate in the distributions to the
limited partners and in the Partnership's profits and losses in the same
proportion that the general partners' capital contribution bears to the total
capital contribution. Information regarding ownership of the Units by PSI, a
General Partner, is set forth under section (a) above.  The directors and
executive officers of PSI, as a group, do not own any Units.

     (c) The Partnership knows of no contractual arrangements, the operation of
the terms of which may at a subsequent date result in a change in control of the
Partnership, except for articles 16, 17 and 21.1 of the Partnership's Amended
Certificate and Agreement of Limited Partnership, a copy of which is included in
the Partnership's prospectus included in the Partnership's Registration
Statement File No. 2-95773.  Those articles provide, in substance, that the
limited partners shall have the right, by majority vote, to remove a general
partner and that a general partner may designate a successor with the consent of
the other general partner and a majority of the limited partners.

     The Partnership owns interests in 35 properties; 33 of such properties are
held in a general partnership comprised of the Partnership and PSI.  Under the
terms of the partnership agreement relating to the ownership of the properties,
PSI has the right to compel a sale of each property at any time after seven
years from the date of acquisition at not less than its independently determined
fair market value provided the Partnership receives its share of the net sales
proceeds solely in cash.  As of December 31, 1995, PSI has the right to require
the Partnership to sell all of the joint venture properties on these terms.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
          ---------------------------------------------- 
     The Partnership Agreement provides that the General Partners and their
affiliates are entitled to the following compensation:
  1.   Incentive distributions equal to 10% of Cash Flow from Operations.
  2.   Provided the limited partners have received distributions equal to 100%
       of their investment plus a cumulative 8% per year (not compounded) on
       their investment (reduced by distributions other than from Cash Flow from
       Operations), subordinated incentive distributions equal to 15% of
       remaining Cash from Sales or Refinancings.
  3.   Provided the limited partners have received distributions equal to 100%
       of their capital contributions plus a cumulative 6% per year (not
       compounded) on their investment (reduced by distributions other than
       distributions from Cash Flow from Operations), brokerage commissions at
       the lesser of 3% of the sales price of a property or 50% of a competitive
       commission.

     During 1995, approximately $499,000 was paid to PSI with respect to items
1, 2, and 3 above.  The Partnership owns interests in 35 properties; 33 of such
properties are held in a general partnership comprised of the Partnership and
PSI.

     The Partnership has Management Agreements with PSI (as successor-in-
interest to PSMI) and PSCP.  Under the Management Agreements, the Partnership
pays PSI (and previously paid PSMI) a fee of 6% of the gross revenues of the
mini-warehouse spaces operated for the Partnership, and pays PSCP a fee of 5% of
the gross revenues of the Partnership's non-mini-warehouse space.  During 1995,
the Partnership paid or accrued fees of $649,000 to PSMI, $93,000 to PSI, and
$163,000 to PSCP pursuant to the Management Agreements.

                                       17
<PAGE>
 
                                    PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
          --------------------------------------------------------------- 
     (a)  List of Documents filed as part of the Report.
          1.   Financial Statements:  See Index to Consolidated Financial
               Statements and Financial Statement Schedules.
          2.   Financial Statement Schedules:  See Index to Consolidated
               Financial Statements and Financial Statement Schedules.
          3.   Exhibits:  See Exhibit Index contained herein.

     (b)  Reports on Form 8-K:
          None

     (c)  Exhibits:  See Exhibit Index contained herein.

                                       18
<PAGE>
 
                              PS PARTNERS V, LTD.,
                        A CALIFORNIA LIMITED PARTNERSHIP
                               INDEX TO EXHIBITS

3.1  Amended Certificate and Agreement of Limited Partnership.  Previously filed
     with the Securities and Exchange Commission as Exhibit A to the
     Partnership's Prospectus included in Registration Statement No. 2-95773 and
     incorporated herein by reference.

10.1 Amended Management Agreement dated February 21, 1995 between Storage
     Equities, Inc. and Public Storage Management, Inc.  Previously filed with
     the Securities and Exchange Commission as an exhibit to the Partnership's
     Annual Report on Form 10-K for the year ended December 31, 1994, and
     incorporated herein by reference.

10.2 Amended Management Agreement dated February 21, 1995 between Storage
     Equities, Inc, Inc. and Public Storage Commercial Properties Group, Inc.
     Previously filed with the Securities and Exchange Commission as an exhibit
     to the Partnership's Annual Report on Form 10-K for the year ended December
     31, 1994, and incorporated herein by reference.

10.3 Participation Agreement dated as of June 20, 1985,  among Storage Equities,
     Inc., the Partnership, Public Storage, Inc., B. Wayne Hughes and Kenneth Q.
     Volk, Jr.  Previously filed with the Securities and Exchange Commission as
     an exhibit to Storage Equities, Inc.'s Annual Report on Form 10-K dated
     April 18, 1985, and incorporated herein by reference.

27   Financial data schedule.  Filed herewith.

                                       19
<PAGE>
 
                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                        PS PARTNERS V, LTD.,
                                        a California Limited Partnership
Dated:  March 25, 1996              By: Public Storage, Inc., General Partner
 
 
                                    By: /s/ B. Wayne Hughes
                                        ---------------------------------------
                                        B. Wayne Hughes, Chairman of the Board
 
                                    By: /s/ B. Wayne Hughes
                                        ---------------------------------------
                                        B. Wayne Hughes, General Partner

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Partnership in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
          Signature                         Capacity                    Date
---------------------------     -----------------------------      -------------- 
<S>                             <C>                                <C>
/s/ B. Wayne Hughes             Chairman of the Board and          March 25, 1996
---------------------------     Chief Executive Officer of
B. Wayne Hughes                 Public Storage, Inc. and
                                General Partner
                                (principal executive officer)
 
/s/ Harvey Lenkin               President and Director             March 25, 1996
---------------------------     Public Storage, Inc.
Harvey Lenkin 

/s/ Ronald L. Havner, Jr.       Senior Vice President and Chief    March 25, 1996
---------------------------     Financial Officer of Public
Ronald L. Havner, Jr.           Storage, Inc.
                                (principal financial officer)
 
/s/ John Reyes                  Vice President and Controller      March 25, 1996
---------------------------     of Public Storage, Inc.
John Reyes                      (principal accounting officer)
 
/s/ Robert J. Abernethy         Director of Public Storage, Inc.   March 25, 1996
---------------------------
Robert J. Abernethy
 
/s/ Dann V. Angeloff            Director of Public Storage, Inc.   March 25, 1996
---------------------------
Dann V. Angeloff
 
/s/ William C. Baker            Director of Public Storage, Inc.   March 25, 1996
---------------------------
William C. Baker
 
/s/ Uri P. Harkham              Director of Public Storage, Inc.   March 25, 1996
---------------------------
Uri P. Harkham
 
/s/ Berry Holmes                Director of Public Storage, Inc.   March 25, 1996
---------------------------
Berry Holmes
</TABLE>

                                       20
<PAGE>
 
                              PS PARTNERS V, LTD.
                        a California Limited Partnership

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
                       AND FINANCIAL STATEMENT SCHEDULES

                                 (Item 14 (a))

<TABLE>
<CAPTION>
                                                                     Page
                                                                  References
                                                                  -----------
<S>                                                               <C>
Report of Independent Auditors                                         F-1

Consolidated Financial Statements and Schedules:

Consolidated Balance Sheets as of December 31, 1995 
  and 1994                                                             F-2

For the years ended December 31, 1995, 1994 and 1993:
 
  Consolidated Statements of Income                                    F-3
 
  Consolidated Statements of Partners' Equity                          F-4
 
  Consolidated Statements of Cash Flows                                F-5
 
  Notes to Consolidated Financial Statements                        F-6 - F-9
 
Schedule
 
  III - Real Estate and Accumulated Depreciation                    F-10 - F-13
       
</TABLE>

     All other schedules have been omitted since the required information is not
present or not present in amounts sufficient to require submission of the
schedule, or because the information required is included in the consolidated
financial statements or the notes thereto.

                                       21
<PAGE>
 
                         Report of Independent Auditors



The Partners
PS Partners V, Ltd.,
A California Limited Partnership



 We have audited the consolidated balance sheets of PS Partners V, Ltd., a
California Limited Partnership as of December 31, 1995 and 1994 and the related
consolidated statements of income,  partners' equity, and cash flows for each of
the three years in the period ended December 31, 1995.  Our audits also included
the financial statement schedule listed in the Index at Item 14(a).  These
financial statements and schedule are the responsibility of the Partnership's
management.  Our responsibility is to express an opinion on these financial
statements and schedule based on our audits.

 We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable 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 statements.  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 consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of PS
Partners V, Ltd., a California Limited Partnership, at December 31, 1995 and
1994, and the consolidated results of its operations and its cash flows for each
of the three years in the period ended December 31, 1995, in conformity with
generally accepted accounting principles.  Also, in our opinion,  the related
financial statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.



                                         ERNST & YOUNG LLP


Los Angeles, CA
March 11, 1996

                                      F-1
<PAGE>
 
                          PS PARTNERS V, LTD.,
                    a California Limited Partnership
                      CONSOLIDATED BALANCE SHEETS
                       December 31, 1995 and 1994

<TABLE> 
<CAPTION> 
                                               1995            1994
                                           ------------    ------------
<S>                                        <C>             <C> 
                        ASSETS
 
 

Cash and cash equivalents                  $  2,059,000    $  1,794,000
 
Rent and other receivables                       77,000          73,000
 
Real estate facilities, at cost:
  Land                                       25,610,000      25,610,000
  Buildings and equipment                    79,059,000      78,024,000
                                           ------------     -----------
                                            104,669,000     103,634,000
 
  Less accumulated depreciation             (32,455,000)    (28,852,000)
                                           ------------     -----------
                                             72,214,000      74,782,000
 
Other assets                                    175,000         169,000
                                           ------------     -----------
 
                                           $ 74,525,000    $ 76,818,000
                                           ============    ============
 
 
          LIABILITIES AND PARTNERS' EQUITY
 
 
Accounts payable                           $    832,000    $    662,000
 
Advance payments from renters                   420,000         462,000
 
Mortgage note payable                         2,935,000       2,976,000
 
Minority interest in general                 
 partnerships                                30,459,000      30,256,000
Partners' equity:
  Limited partners' equity, $500 per 
   unit, 148,000 units authorized,        
   issued and outstanding                    39,384,000      41,942,000
  General partners' equity                      495,000         520,000
                                           ------------     -----------
 
    Total partners' equity                   39,879,000      42,462,000
                                           ------------     -----------
 
                                           $ 74,525,000    $ 76,818,000
                                           ============    ============
</TABLE>

                            See accompanying notes.

                                      F-2
<PAGE>
 
                                PS PARTNERS V, LTD.,
                       a California Limited Partnership
                       CONSOLIDATED STATEMENTS OF INCOME
             For the years ended December 31, 1995, 1994, and 1993
 
<TABLE> 
<CAPTION> 
                                                1995           1994           1993
                                            -----------    ----------     ----------- 
<S>                                         <C>             <C>            <C> 
REVENUE:
 
Rental income                               $15,642,000    $15,308,000    $14,253,000
Interest income                                 128,000         41,000         23,000
                                            -----------    -----------    ----------- 
                                             15,770,000     15,349,000     14,276,000
                                            -----------    -----------    ----------- 
 
COSTS AND EXPENSES:
 
Cost of operations                            4,959,000      4,832,000      4,769,000
Management fees                                 905,000        885,000        835,000
Depreciation and amortization                 3,603,000      3,537,000      3,771,000
Interest expense                                290,000        294,000        425,000
Administrative                                  134,000        156,000        134,000
Environmental costs                             112,000              -              -
                                            -----------    -----------    ----------- 
                                             10,003,000      9,704,000      9,934,000
                                            -----------    -----------    ----------- 
 
Income before minority interest               5,767,000      5,645,000      4,342,000
 
Minority interest in income                   3,364,000      3,309,000      3,053,000
                                            -----------    -----------    ----------- 
NET INCOME                                  $ 2,403,000    $ 2,336,000    $ 1,289,000
                                            ===========    ===========    ===========
 
Limited partners' share of net income
  ($12.74, $12.96, and $6.45
  per unit in 1995, 1994, and 1993,         
  respectively)                             $ 1,885,000    $ 1,918,000    $   954,000 
General partners' share of net income           518,000        418,000        335,000
                                            -----------    -----------    ----------- 
                                            $ 2,403,000    $ 2,336,000    $ 1,289,000
                                            ===========    ===========    ===========
</TABLE>

                            See accompanying notes.

                                      F-3
<PAGE>
 
                            PS PARTNERS V, LTD.,
                       a California Limited Partnership
                  CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY
             For the years ended December 31, 1995, 1994, and 1993
 
 
<TABLE> 
<CAPTION> 
                                     Limited        General
                                     Partners      Partners        Total
                                    -----------    ---------    ------------
<S>                                <C>             <C>          <C> 
Balances at December 31, 1992       $45,523,000    $ 557,000     $46,080,000
 
Net income                              954,000      335,000       1,289,000
 
Distributions                        (2,901,000)    (355,000)     (3,256,000)
                                    -----------    ---------    ------------
 
Balances at December 31, 1993        43,576,000      537,000      44,113,000
 
Net income                            1,918,000      418,000       2,336,000
 
Distributions                        (3,552,000)    (435,000)     (3,987,000)
                                    -----------    ---------    ------------
 
Balances at December 31, 1994        41,942,000      520,000      42,462,000
 
Net income                            1,885,000      518,000       2,403,000
 
Distributions                        (4,443,000)    (543,000)     (4,986,000)
                                    -----------    ---------    ------------
 
Balances at December 31, 1995       $39,384,000    $ 495,000     $39,879,000
                                    ===========    =========    ============
</TABLE>

                            See accompanying notes.

                                      F-4
<PAGE>
 
                                PS PARTNERS V, LTD.,
                       a California Limited Partnership
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
             For the years ended December 31, 1995, 1994, and 1993
 
 
<TABLE> 
<CAPTION> 
                                                                                          1995           1994           1993 
                                                                                      -----------    -----------    ----------- 
<S>                                                                                   <C>            <C>            <C>         
Cash flows from operating activities:                                                                                           
                                                                                                                                
 Net income                                                                           $ 2,403,000    $ 2,336,000    $ 1,289,000 
                                                                                                                                
 Adjustments to reconcile net income to net cash provided by                                                                    
  operating activities:                                                                                                         
                                                                                                                                
  Depreciation and amortization                                                         3,603,000      3,537,000      3,771,000 
  (Increase) decrease in rent and other receivables                                        (4,000)        16,000        259,000 
  Increase in other assets                                                                 (6,000)        (9,000)       (32,000)
  Increase (decrease) in accounts payable                                                 170,000       (117,000)        10,000 
  Decrease in advance payments from renters                                               (42,000)       (70,000)       (58,000)
  Minority interest in income                                                           3,364,000      3,309,000      3,053,000 
                                                                                      -----------    -----------    ----------- 
                                                                                                                                
    Total adjustments                                                                   7,085,000      6,666,000      7,003,000 
                                                                                       ----------    -----------    ----------- 
                                                                                                                                   
    Net cash provided by operating activities                                           9,488,000      9,002,000      8,292,000 
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
Cash flows from investing activities:                                                                                           
                                                                                                                                
  Additions to real estate facilities                                                  (1,035,000)      (763,000)      (761,000)
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
    Net cash used in investing activities                                              (1,035,000)      (763,000)      (761,000)
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
Cash flows from financing activities:                                                                                           
                                                                                                                                
   Principal payments on mortgage note payable                                            (41,000)       (38,000)    (2,850,000)
   Distributions to holder of minority interest                                        (3,161,000)    (3,077,000)    (2,581,000)
   Distributions to partners                                                           (4,986,000)    (3,987,000)    (3,256,000)
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
    Net cash used in financing activities                                              (8,188,000)    (7,102,000)    (8,687,000)
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
Net increase (decrease) in cash and cash equivalents                                      265,000      1,137,000     (1,156,000)
                                                                                                                                
                                                                                                                                
Cash and cash equivalents at the beginning of the year                                  1,794,000        657,000      1,813,000 
                                                                                       ----------    -----------    ----------- 
                                                                                                                                
Cash and cash equivalents at the end of the year                                      $ 2,059,000    $ 1,794,000    $   657,000 
                                                                                      ===========    ===========    ===========
</TABLE>

                            See accompanying notes.

                                      F-5
<PAGE>
 
                              PS PARTNERS V, Ltd.,
                        a California Limited Partnership
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               December 31, 1995


1.   Summary of Significant Accounting Policies and Partnership Matters
     ------------------------------------------------------------------

     Description of Partnership
     --------------------------

          PS Partners V, Ltd., a California Limited Partnership (the
     "Partnership") was formed with the proceeds of an interstate public
     offering.  PSI Associates II, Inc. ("PSA"), an affiliate of Public Storage
     Management, Inc., organized the Partnership along with B. Wayne Hughes
     ("Hughes").  In September 1993, Storage Equities, Inc,, now known as Public
     Storage, Inc. ("PSI"), a California corporation, acquired the interest of
     PSA relating to its general partner capital contribution in the Partnership
     and was substituted as a co-general partner in place of PSA.

          In 1995, there was a series of mergers among Public Storage
     Management, Inc. (which was the Partnership's mini-warehouse operator),
     Public Storage, Inc. and their affiliates (collectively, "PSMI"),
     culminating in the November 16, 1995 merger (the "PSMI Merger") of PSMI
     into Storage Equities, Inc.  In the PSMI merger, Storage Equities, Inc.'s
     name was changed to Public Storage, Inc., and it acquired substantially all
     of PSMI's United States real estate operations, and became the operator of
     the Partnership's mini-warehouse properties.

          The Partnership has invested in existing mini-warehouse storage
     facilities which offer self-service storage spaces for lease, usually on a
     month-to-month basis, to the general public.  The Partnership has also
     invested in two existing business park facilities which offer industrial
     and office space for lease.

          The Partnership has ownership interests in 35 properties; 33 of which
     are owned jointly through 22 general partnerships (the "Joint Ventures")
     with PSI.  For tax administrative efficiency, the Joint Ventures were
     subsequently consolidated into a single general partnership.  The
     Partnership is the managing general partner of the Joint Ventures, with
     ownership interests in the Joint Ventures ranging from 50% to 90%.

     Basis of Presentation
     ---------------------

          The consolidated financial statements include the accounts of the
     Partnership and the Joint Ventures. PSI's ownership interest in the Joint
     Ventures is shown as minority interest in general partnerships in the
     accompanying consolidated balance sheets.  All significant intercompany
     balances and transactions have been eliminated.

          Minority interest in income represents PSI's share of net income with
     respect to the Joint Ventures. Under the terms of the partnership
     agreements all depreciation and amortization with respect to each Joint
     Venture is allocated solely to the Partnership until the limited partners
     recover their initial capital contribution. Thereafter, all depreciation
     and amortization is allocated solely to PSI until it recovers its initial
     capital contribution.  All remaining depreciation and amortization is
     allocated to the Partnership and PSI in proportion to their ownership
     percentages.  No amounts have been allocated to PSI with respect to the
     above provision.

          Under the terms of the partnership agreements, for property
     acquisitions in which PSI issued convertible securities to the sellers for
     its interest, PSI's rights to receive cash flow distributions from the
     partnerships for any year after the first year of operation are
     subordinated to cash distributions to the Partnership equal to a cumulative
     annual 7% of its cash investment (not compounded).  These agreements also
     specify that upon sale or refinancing of a property for more than its
     original purchase price, distribution of proceeds to PSI is subordinated to
     the return to the Partnership of the amount of its cash investment and the
     7% distribution described above.

                                      F-6
<PAGE>
 
                              PS PARTNERS V, Ltd.,
                        a California Limited Partnership
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               December 31, 1995


1.   Summary of Significant Accounting Policies and Partnership Matters
     ------------------------------------------------------------------
     (continued)
     -----------

     Basis of Presentation (continued)
     ---------------------------------

          In addition to the above provisions, PSI has the right to compel the
     sale of each property in the general partnerships at any time after seven
     years from the date of acquisition at not less than its independently
     determined fair market value provided the Partnership receives its share of
     the net sales proceeds solely in cash.  PSI's right to require the
     Partnership to sell all of the jointly owned properties became exercisable
     during 1993.

     Depreciation and Amortization
     -----------------------------

          The Partnership depreciates the buildings and equipment on the
     straight-line method over estimated useful lives of 25 and 5 years,
     respectively.  Leasing commissions relating to business park properties are
     expensed when incurred.

     Revenue Recognition
     -------------------
          Property rents are recognized as earned.

     Allocation of Net Income
     ------------------------

          The General Partners' share of net income consists of an amount
     attributable to their 1% capital contribution and an additional percentage
     of cash flow (as defined, see Note 3) which relates to the General
     Partners' share of cash distributions as set forth in the Partnership
     Agreement.  All remaining net income is allocated to the limited partners.

     Per Unit Data
     -------------
          Per unit data is based on the number of limited partnership units
     (148,000) outstanding during the year.

     Environmental Cost
     ------------------

          Substantially all of the Partnership's facilities were acquired prior
     to the time that it was customary to conduct environmental investigations
     in connection with property acquisitions.  During the fourth quarter of
     1995, an independent environmental consulting firm completed environmental
     assessments (which commenced in 1994)  on the Partnership's properties to
     evaluate the environmental condition of, and potential environmental
     liabilities of, such properties.  Based on the assessments, the Partnership
     believes that it is probable that it will incur costs totaling $112,000 (in
     addition, approximately $36,000 was included in administrative expense in
     1994 for the assessments), for known environmental remediation requirements
     which the Partnership has accrued and expensed at the end of 1995.  The
     Partnership expects to expend these funds over the next twelve months.
     Although there can be no assurance, the Partnership is not aware of any
     environmental contamination of any of its property sites which individually
     or in the aggregate would be material to the Partnership's overall
     business, financial condition, or results of operations.

     Cash Distributions
     ------------------

          The Partnership Agreement provides for quarterly distributions of cash
     flow from operations (as defined).  Cash distributions per unit were
     $30.02, $24.00, and $19.60 for 1995, 1994 and 1993, respectively.

     Cash and Cash Equivalents
     -------------------------
          For financial statement purposes, the Partnership considers all highly
     liquid investments purchased with a maturity of three months or less to be
     cash equivalents.

                                      F-7
<PAGE>
 
                              PS PARTNERS V, Ltd.,
                        a California Limited Partnership
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               December 31, 1995


2.   Mortgage Note Payable
     ---------------------

          Mortgage note payable at December 31, 1995 and 1994 consists of a
     single note which is secured by a business park facility with a net book
     value of $16,056,000 at December 31, 1995.  The mortgage note bears
     interest at 9.8% per annum with principal and interest payable monthly, and
     matures in October 1996.  At December 31, 1995, the note has a remaining
     principal balance of $2,935,000.

          The Partnership believes that it is not practical to estimate the fair
     value of its long-term fixed rate debt at December 31, 1995 because there
     is no public market for such debt, and although interest rates at December
     31, 1995 are lower than when such debt was incurred, the Partnership does
     not believe it could obtain financing currently on terms more favorable.

          Interest paid during 1995, 1994, and 1993 was $290,000, $294,000 and
     $425,000, respectively.

3.   General Partners' Equity
     ------------------------

          The General Partners have a 1% interest in the Partnership.  In
     addition, the General Partners have a 10% interest in cash distributions
     attributable to operations, exclusive of distributions attributable to
     sales and refinancing proceeds.

          Proceeds from sales and refinancings will be distributed entirely to
     the limited partners until the limited partners recover their investment
     plus a cumulative 8% annual return (not compounded); thereafter, the
     General Partners have a 15% interest in remaining proceeds.

4.   Related Party Transactions
     --------------------------

          PSI operates the Partnership's mini-warehouses for a "management fee"
     equal to 6% of gross revenue (as defined) and Public Storage Commercial
     Properties Group, Inc. ("PSCP") operates the commercial properties for a
     "management fee" equal to 5% of gross revenue (as defined).

          PSI has a 95% economic interest, and Hughes and family members of
     Hughes have a 5% economic interest in PSCP.


5.   Leases
     ------

          The Partnership has invested primarily in existing mini-warehouse
     storage facilities which offer self-service storage spaces for lease to the
     general public.  Leases for such space are usually on a month-to-month
     basis.

          The Partnership has also invested in commercial properties which are
     operated as business parks. Leases for such space are generally long-term
     non-cancelable operating leases. At December 31, 1995, the minimum rents
     receivable under such non-cancelable leases are as follows:

<TABLE>
                      <S>             <C>
                      1996             $2,324,000
                      1997              1,287,000
                      1998                353,000
                      1999                 47,000
                      2000                 13,000
                      Thereafter                -
                                        ---------
                                       $4,024,000
                                       ==========
</TABLE>

                                      F-8
<PAGE>
 
                              PS PARTNERS V, Ltd.,
                        a California Limited Partnership
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               December 31, 1995


6.  Taxes Based on Income
    ---------------------

          Taxes based on income are the responsibility of the individual
     partners and, accordingly, the Partnership's consolidated financial
     statements do not reflect a provision for such taxes.

          Taxable net income was $1,813,000, $1,807,000 and $1,036,000 for the
     years ended December 31, 1995, 1994 and 1993, respectively.  The difference
     between taxable income and book income is primarily related to timing
     differences in depreciation expense.

                                      F-9
<PAGE>
 
                              PS PARTNERS V, LTD
                          SCHEDULE III - REAL ESTATE
                         AND ACCUMULATED DEPRECIATION
 
 
<TABLE>
<CAPTION>
                                             Initial Cost            Costs                      Gross Carrying Amount
                                                                   subsequent                    At December 31, 1995
                                        ----------------------   to acquisition  ------------------------------------------------
Date                         Encum-                Building &     Building &                Building &                Accumulated
Acquired    Description      brances    Land      Improvement    Improvements     Land     Improvements      Total    Depreciation
----------------------------------------------------------------------------------------------------------------------------------
<S>         <C>              <C>       <C>        <C>             <C>             <C>       <C>            <C>         <C>
  Mini-
warehouses
10/85       San Antonio/
            Wetmore Rd.          -     306,000      1,079,000        354,000      306,000    1,433,000      1,739,000     545,000

10/85       San Antonio/
            Callaghan            -     288,000      1,016,000        283,000      288,000    1,299,000      1,587,000     499,000

10/85       San Antonio/
            Zarzamora            -     364,000      1,281,000        328,000      364,000    1,609,000      1,973,000     621,000

10/85       San Antonio/
            Hackberry            -     388,000      1,367,000        307,000      388,000    1,674,000      2,062,000     649,000

10/85       San Antonio/
            Fredericksburg       -     287,000      1,009,000        297,000      287,000    1,306,000      1,593,000     491,000

10/85       Dallas/ S.
            Wetmoreland          -     474,000      1,670,000        135,000      474,000    1,805,000      2,279,000     739,000

10/85       Dallas/ Alvin St.    -     359,000      1,266,000        112,000      359,000    1,378,000      1,737,000     560,000

10/85       Fort Worth/
            W. Beach St.         -     356,000      1,252,000        110,000      356,000    1,362,000      1,718,000     558,000

10/85       Fort Worth/
            E. Seminary          -     382,000      1,346,000        119,000      382,000    1,465,000      1,847,000     596,000

10/85       Fort Worth/
            Cockrell St.         -     323,000      1,136,000        116,000      323,000    1,252,000      1,575,000     509,000

11/85       Everett/Evergreen    -     706,000      2,294,000        308,000      706,000    2,602,000      3,308,000   1,087,000

11/85       Seattle/Empire Way   -   1,652,000      5,348,000        508,000    1,652,000    5,856,000      7,508,000   2,380,000

12/85       Amherst/
            Niagra Falls         -     132,000        701,000        191,000      132,000      892,000      1,024,000     363,000

12/85       West Sams Blvd.      -     164,000      1,159,000       (325,000)     164,000      834,000        998,000     343,000
</TABLE>

                                      F-10
<PAGE>
 
                              PS PARTNERS V, LTD
                          SCHEDULE III - REAL ESTATE
                         AND ACCUMULATED DEPRECIATION

<TABLE> 
<CAPTION> 
                                             Initial Cost            Costs                      Gross Carrying Amount
                                                                   subsequent                    At December 31, 1995
                                        ----------------------   to acquisition  ------------------------------------------------
Date                         Encum-                Building &     Building &                Building &                Accumulated
Acquired  Description        brances    Land      Improvement    Improvements     Land     Improvements      Total    Depreciation
----------------------------------------------------------------------------------------------------------------------------------
<S>         <C>              <C>       <C>        <C>             <C>             <C>       <C>            <C>         <C> 
3/86      Jacksonville/          
          Wiley                  -     140,000        510,000        186,000      140,000      696,000        836,000     264,000
          
12/85     McArthur Rd.           -     204,000      1,628,000        124,000      204,000    1,752,000      1,956,000     703,000
          
2/86      Costa Mesa/Pomona      -   1,405,000      1,520,000        246,000    1,405,000    1,766,000      3,171,000     710,000
                    
12/85     Brockton/ Main         -     153,000      2,020,000       (270,000)     153,000    1,750,000      1,903,000     718,000
          
1/86      Mapleshade/Rudderow    -     362,000      1,811,000        198,000      362,000    2,009,000      2,371,000     792,000
          
1/86      Bordontown/            
          Groveville             -     196,000        981,000        117,000      196,000    1,098,000      1,294,000     431,000
          
12/85     Eatontown/Hwy 35       -     308,000      4,067,000        336,000      308,000    4,403,000      4,711,000   1,760,000
          
2/86      Brea/Imperial Hwy      -   1,069,000      2,165,000        302,000    1,069,000    2,467,000      3,536,000     986,000
          
12/85     Denver/Leetsdale       -     603,000        847,000        177,000      603,000    1,024,000      1,627,000     406,000
          
2/86      Skokie/McCormick       -     638,000      1,912,000        189,000      638,000    2,101,000      2,739,000     815,000
          
1/86      Sun Valley/Sheldon     -     544,000      1,836,000        243,000      544,000    2,079,000      2,623,000     811,000
          
3/86      St. Louis/Forder       -     517,000      1,133,000        190,000      517,000    1,323,000      1,840,000     512,000
          
1/86      Las Vegas/Highland     -     432,000        848,000        180,000      432,000    1,028,000      1,460,000     400,000
          
5/86      Westlake Village       -   1,205,000        995,000        181,000    1,205,000    1,176,000      2,381,000     441,000
          
2/86      ColoradoSprings/       
          Sinton                 -     535,000      1,115,000        132,000      535,000    1,247,000      1,782,000     486,000
          
2/86      OklahomaCity/ Penn     -     146,000        829,000        112,000      146,000      941,000      1,087,000     366,000
</TABLE> 

                                      F-11
<PAGE>
 
 
                              PS PARTNERS V, LTD
                          SCHEDULE III - REAL ESTATE
                         AND ACCUMULATED DEPRECIATION

<TABLE> 
<CAPTION> 
                                             Initial Cost            Costs                      Gross Carrying Amount
                                                                   subsequent                    At December 31, 1995
                                        ----------------------   to acquisition  ------------------------------------------------
Date                         Encum-                Building &     Building &                Building &                Accumulated
Acquired  Description        brances    Land      Improvement    Improvements     Land     Improvements      Total    Depreciation
----------------------------------------------------------------------------------------------------------------------------------
<S>         <C>              <C>       <C>        <C>             <C>             <C>       <C>            <C>         <C> 
2/86      Oklahoma               
          City/ 39th
          Expressway             -     238,000        812,000        176,000      238,000      988,000      1,226,000     369,000
          
4/86      Reno/Telegraph         -     649,000      1,051,000        354,000      649,000    1,405,000      2,054,000     533,000
          
7/86      Colorado               
          Springs/
          Hollow Tree            -     574,000        726,000        178,000      574,000      904,000      1,478,000     341,000
          
Business
 parks

2/86      San Diego/             -   1,967,000      6,783,000      2,189,000    1,967,000    8,972,000     10,939,000   4,020,000
          Knoll Mission
          
3/86      Fox Hills/      
          Culver City     2,935,000  7,544,000     11,656,000      3,507,000    7,544,000   15,163,000     22,707,000   6,651,000
                         --------------------------------------------------------------------------------------------------------
          TOTAL          $2,935,000  $25,610,000  $67,169,000    $11,890,000  $25,610,000  $79,059,000   $104,669,000 $32,455,000
                        =========================================================================================================
</TABLE>

                                      F-12
<PAGE>
 
                               PS PARTNERS V, LTD.
                       A CALIFORNIA LIMITED PARTNERSHIP
                          REAL ESTATE RECONCILIATION
                           SCHEDULE III (CONTINUED)
 
(A)  The following is a reconciliation of cost and related accumulated
     depreciation.
 
                      GROSS CARRYING COST RECONCILIATION
 
 
                                             Years Ended December 31,
                                   ------------------------------------------
                                 
                                       1995           1994           1993
                                   ------------------------------------------
                                 
                                 
Balance at beginning of the        
 period                            $103,634,000   $102,871,000   $102,110,000
                                 
Additions during the period:     
  Improvements, etc.                  1,035,000        763,000        761,000
                                 
Deductions during the period:    
  Rental guarantees                           -              -              -
                                   ------------------------------------------
                                 
Balance at the close of          
 the period                        $104,669,000   $103,634,000   $102,871,000
                                   ==========================================
 
 
                    ACCUMULATED DEPRECIATION RECONCILIATION
 
   
                                            Years Ended December 31,
                                   ------------------------------------------
                                 
                                        1995          1994           1993
                                   ------------------------------------------
                                 
                                 
Balance at beginning of the        
 period                            $28,852,000     $25,315,000    $21,544,000
                                 
Additions during the period:     
  Depreciation                       3,603,000       3,537,000      3,771,000
                                 
Deductions during the period:                 -              -              -
                                   ------------------------------------------
                                 
                                 
Balance at the close of the        
 period                            $32,455,000     $28,852,000    $25,315,000
                                   ==========================================
 
(B)  The aggregate cost for real estate for Federal income tax purpose is
     $103,801,000.

                                      F-13