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

                                   FORM 10-Q/A

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934

For the period ended June 30, 1998
                     -------------

                                       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                                      95-397972
----------------------------------------                 ----------------------
    (State or other jurisdiction of                         (I.R.S. Employer
     incorporation or organization)                      Identification Number)

           701 Western Avenue
          Glendale, California                                 91201-2394
----------------------------------------                 ----------------------
(Address of principal executive offices)                       (Zip Code)



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

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
                                       ---  ---

<PAGE>

                                      INDEX




PART I.   FINANCIAL INFORMATION

         Condensed balance sheets at June 30, 1998
              and December 31, 1997                                       2

         Condensed statements of income for the three
              and six months ended June 30, 1998 and 1997                 3

         Condensed statements of cash flows for the
              six months ended June 30, 1998 and 1997                     4-5

         Notes to condensed financial statements                          6

         Management's discussion and analysis of financial condition
              and results of operations                                   7-10

PART II.  OTHER INFORMATION

         (Items 1 through 5 are not applicable)

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

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                             CONDENSED BALANCE SHEET


<TABLE>
<CAPTION>
                                                                                    June 30,         December 31,
                                                                                      1998              1997
                                                                               -------------------------------------
                                                                                  (Unaudited)
                                                                             (Restated - See Note 5)
                                     ASSETS
                                     ------


<S>                                                                                  <C>                <C>       
Cash and cash equivalents                                                             $1,934,000         $1,002,000

Rent and other receivables                                                                 2,000                  -

Real estate facility, at cost:
     Land                                                                                574,000            574,000
     Building and equipment                                                              957,000            956,000
                                                                               -------------------------------------
                                                                                       1,531,000          1,530,000

     Less accumulated depreciation                                                      (454,000)          (430,000)
                                                                               -------------------------------------
                                                                                       1,077,000          1,100,000

Investment in real estate entities                                                    33,978,000         35,190,000

Other assets                                                                              17,000             14,000
                                                                               -------------------------------------

                                                                                     $37,008,000        $37,306,000
                                                                               =====================================


                        LIABILITIES AND PARTNERS' EQUITY
                        --------------------------------


Accounts payable                                                                         $55,000            $82,000

Advance payments from renters                                                             15,000             13,000

Partners' equity:
     Limited partners' equity, $500 per unit, 148,000
         units authorized, issued and outstanding                                     36,472,000         36,743,000
     General partners' equity                                                            466,000            468,000
                                                                               -------------------------------------

Total partners' equity                                                                36,938,000         37,211,000
                                                                               -------------------------------------

                                                                                     $37,008,000        $37,306,000
                                                                               =====================================
</TABLE>
                            See accompanying notes.
                                       2

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                         CONDENSED STATEMENTS OF INCOME
                             (Restated - See Note 5)
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                   Three Months Ended                Six Months Ended
                                                                        June 30,                         June 30,
                                                             -----------------------------------------------------------------
                                                                  1998            1997            1998             1997
                                                             -----------------------------------------------------------------

REVENUE:

<S>                                                                <C>            <C>              <C>             <C>     
Rental income                                                       $84,000        $80,000          $166,000        $157,000
Equity in earnings of real estate entities                          876,000        824,000         1,665,000       1,509,000
Interest income                                                      26,000          7,000            43,000          12,000
                                                             -----------------------------------------------------------------
                                                                    986,000        911,000         1,874,000       1,678,000
                                                             -----------------------------------------------------------------

COSTS AND EXPENSES:

Cost of operations                                                   27,000         22,000            53,000          48,000
Management fees                                                       5,000          4,000            10,000           9,000
Depreciation and amortization                                        12,000         12,000            24,000          24,000
Administrative                                                       45,000         42,000            67,000          63,000
                                                             -----------------------------------------------------------------
                                                                     89,000         80,000           154,000         144,000
                                                             -----------------------------------------------------------------

NET INCOME                                                         $897,000       $831,000        $1,720,000      $1,534,000
                                                             =================================================================

Limited partners' share of net income
     ($10.17 per unit in 1998 and
     $8.93 per unit in 1997)                                                                      $1,505,000      $1,321,000
General partners' share of net income                                                                215,000         213,000
                                                                                             ---------------------------------
                                                                                                  $1,720,000      $1,534,000
                                                                                             =================================
</TABLE>
                            See accompanying notes.
                                       3

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                       CONDENSED STATEMENTS OF CASH FLOWS
                             (Restated - See Note 5)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                        Six Months Ended
                                                                                            June 30,
                                                                                ----------------------------------
                                                                                      1998             1997
                                                                                ----------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES:

     <S>                                                                            <C>               <C>       
     Net income                                                                     $1,720,000        $1,534,000

     Adjustments to reconcile net income to net cash
         provided by operating activities

         Depreciation and amortization                                                  24,000            24,000
         (Increase) decrease in rent and other receivables                              (2,000)           11,000
         (Increase) decrease in other assets                                            (3,000)            5,000
         Decrease in accounts payable                                                  (27,000)          (54,000)
         Increase in advance payments from renters                                       2,000                 -
         Equity in earnings of real estate entities                                 (1,665,000)       (1,509,000)
                                                                                ----------------------------------

             Total adjustments                                                      (1,671,000)       (1,523,000)
                                                                                ----------------------------------

             Net cash provided by operating activities                                  49,000            11,000
                                                                                ----------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:

         Distributions from real estate entities                                     2,877,000         2,116,000
         Investment in real estate entities                                                  -            (2,000)
         Additions to real estate facility                                              (1,000)          (19,000)
                                                                                ----------------------------------

             Net cash provided by investing activities                               2,876,000         2,095,000
                                                                                ----------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:

         Distributions to partners                                                  (1,993,000)       (1,994,000)
                                                                                ----------------------------------

             Net cash used in financing activities                                  (1,993,000)       (1,994,000)
                                                                                ----------------------------------

Net increase in cash and cash equivalents                                              932,000           112,000

Cash and cash equivalents at the beginning of the period                             1,002,000           194,000
                                                                                ----------------------------------

Cash and cash equivalents at the end of the period                                  $1,934,000          $306,000
                                                                                ==================================
</TABLE>
                            See accompanying notes.
                                       4

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                       CONDENSED STATEMENTS OF CASH FLOWS
                             (Restated - See Note 5)
                                   (UNAUDITED)
                                   (Continued)

<TABLE>
<CAPTION>

                                                                                            Six Months Ended
                                                                                                June 30,
                                                                                    ----------------------------------
                                                                                          1998             1997
                                                                                    ----------------------------------


Supplemental schedule of noncash investing and financing activities:


     <S>                                                                                    <C>          <C>         
     Investment in real estate entities                                                     $-           $(6,608,000)

     Transfer of real estate facility for interest in real estate entities, net              -             6,608,000

</TABLE>
                            See accompanying notes.
                                       5

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  JUNE 30, 1998
                                  (UNAUDITED)


1.       The accompanying  unaudited  condensed  financial  statements have been
         prepared  pursuant to the rules and  regulations  of the Securities and
         Exchange  Commission.  Certain  information  and  footnote  disclosures
         normally included in financial  statements  prepared in accordance with
         generally accepted accounting principles have been condensed or omitted
         pursuant to such rules and regulations,  although  management  believes
         that  the  disclosures  contained  herein  are  adequate  to  make  the
         information   presented  not  misleading.   These  unaudited  condensed
         financial  statements  should be read in conjunction with the financial
         statements and related notes appearing in the Partnership's Form 10-K/A
         for the year ended December 31, 1997.

2.       In the opinion of  management,  the  accompanying  unaudited  condensed
         financial statements reflect all adjustments, consisting of only normal
         accruals,  necessary  to  present  fairly the  Partnership's  financial
         position at June 30, 1998,  the results of operations for the three and
         six  months  ended  June 30,  1998 and 1997 and cash  flows for the six
         months then ended.

3.       The results of  operations  for the three and six months ended June 30,
         1998 are not  necessarily  indicative of the results to be expected for
         the full year.

4.       In January 1997, the Partnership, Joint Venture, PSI, and other related
         partnerships  transferred  a total of 35 business  parks to PS Business
         Parks,  LP  ("PSBPLP"),  an  operating  partnership  formed  to own and
         operate  business  parks  in  which  PSI  has a  significant  interest.
         Included among the properties  transferred were the  Partnership's  and
         Joint Venture's  business parks in exchange for respective  partnership
         interests  in PSBPLP.  The  general  partners  of PSBPLP is PS Business
         Parks, Inc.

5.       Previously,  the  Partnership  consolidated  the Joint  Venture  in its
         financial statements.  The accompanying  financial statements have been
         restated to de-consolidate  the Joint Venture.  This restatement had no
         impact upon net income or Partner's Equity.

6.       Summarized  combined  financial  data with  respect to the Real  Estate
         Entities is as follows:

                                                    Six Months Ended June 30,
                                                  -----------------------------
                                                     1998              1997
                                                  -----------       -----------
  Total revenues.........................         $43,967,000       $20,228,000
  Minority interest in income............          $5,683,000        $4,392,000
  Net income.............................         $12,919,000        $2,890,000

                                       6

<PAGE>

                              PS PARTNERS V, LTD.,
                        a California Limited Partnership
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


FORWARD LOOKING STATEMENTS
--------------------------

         Management's Discussion and Analysis of Financial Condition and Results
of  Operations  contains  "forward  looking"  statements  that involve risks and
uncertainties  and are based upon a number of  assumptions.  Actual  results and
trends may differ  materially  depending  upon a number of factors.  Information
regarding these factors is contained in the Partnership's  Annual Report on Form
10-K/A for the fiscal  year ended  December  31,  1997 and in the report for the
quarterly period on Form 10-Q/A for the quarter ended March 31, 1998.

RESULTS OF OPERATIONS
---------------------

THREE MONTHS ENDED JUNE 30, 1998 COMPARED TO THREE MONTHS ENDED JUNE 30, 1997:

         The  Partnership's  net income for the three months ended June 30, 1998
was  $897,000  compared to $831,000  for the three  months  ended June 30, 1997,
representing  an increase of $66,000,  or 8%. The increase was  primarily due to
the  Partnership's  share of  improved  property  operations  at the real estate
facilities  that the Partnership has an interest in combined with an increase in
interest income.

         Rental  income  for  the  Partnership's   wholly-owned   mini-warehouse
property  was $84,000  compared to $80,000 for the three  months  ended June 30,
1998 and 1997, respectively,  representing an increase of $4,000, or 5%. Cost of
operations (including management fees) increased $6,000, or 23%, to $32,000 from
$26,000  for the  three  months  ended  June 30,  1998 and  1997,  respectively.
Accordingly,   for  the  Partnership's  wholly-owned   mini-warehouse  property,
property  net  operating  income  decreased  by $2,000,  or 4%, from  $54,000 to
$52,000 for the three months ended June 30, 1997 and 1998, respectively.

Equity in Earnings of Real Estate Entities
------------------------------------------

         Equity in earnings of real estate  entities  was  $876,000 in the three
months ended June 30, 1998 as compared to $824,000 during the three months ended
June  30,  1997,  representing  an  increase  of  $52,000,  or 6%.  This was due
primarily to the Partnership's  share of improved operating results at the Joint
Venture's mini-warehouses.

                                       7

<PAGE>

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

         Depreciation and amortization  remained stable at $12,000 for the three
months ended June 30, 1997 and 1998, respectively.

SIX MONTHS ENDED JUNE 30, 1998 COMPARED TO SIX MONTHS ENDED JUNE 30, 1997:

         The Partnership's net income for the six months ended June 30, 1998 was
$1,720,000  compared  to  $1,534,000  for the six months  ended  June 30,  1997,
representing an increase of $186,000,  or 12%. The increase was primarily due to
the  Partnership's  share of  improved  property  operations  at the real estate
facilities  that the Partnership has an interest in combined with an increase in
interest income.

         Rental  income  for  the  Partnership's   wholly-owned   mini-warehouse
property  was  $166,000  compared to $157,000  for the six months ended June 30,
1998 and 1997, respectively,  representing an increase of $9,000, or 6%. Cost of
operations (including management fees) increased $6,000, or 11%, to $63,000 from
$57,000  for  the six  months  ended  June  30,  1998  and  1997,  respectively.
Accordingly,   for  the  Partnership's  wholly-owned   mini-warehouse  property,
property  net  operating  income  increased by $3,000,  or 3%, from  $100,000 to
$103,000 for the six months ended June 30, 1997 and 1998, respectively.

Equity in Earnings of Real Estate Entities
------------------------------------------

         Equity in earnings of real estate  entities was  $1,665,000  in the six
months ended June 30, 1998 as compared to $1,509,000 during the six months ended
June 30,  1997,  representing  an increase  of  $156,000,  or 10%.  This was due
primarily to the Partnership's  share of improved operating results at the Joint
Venture's mini-warehouses.

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

         Depreciation  and  amortization  remained stable at $24,000 for the six
months ended June 30, 1997 and 1998, respectively.

                                       8

<PAGE>

SUPPLEMENTAL PROPERTY DATA
--------------------------

         Most of the Partnership's net income is from the Partnership's share of
the operating results of the Mini-Warehouse  Properties.  Therefore, in order to
evaluate the Partnership's  operating results,  the General Partners analyze the
operating performance of the Mini-Warehouse Properties.

THREE MONTHS ENDED JUNE 30, 1998 COMPARED TO THREE MONTHS ENDED JUNE 30, 1997:

         Rental income for the Mini-Warehouse Properties was $3,574,000 compared
to $3,368,000  for the three months ended June 30, 1998 and 1997,  respectively,
representing  an increase of $206,000,  or 6%. The increase in rental income was
primarily   attributable  to  increased  rental  rates  at  the   Mini-Warehouse
Properties,  partially offset by decreased occupancy levels. The monthly average
realized  rent  per  square  foot  for the  Mini-Warehouse  Properties  was $.72
compared  to  $.67  for  the  three   months  ended  June  30,  1998  and  1997,
respectively.  The  weighted  average  occupancy  levels  at the  Mini-Warehouse
Properties  decreased  from 94% to 93% for the three  months ended June 30, 1997
and 1998, respectively. Cost of operations (including management fees) increased
$144,000,  or 12%, to $1,326,000 from $1,182,000 for the three months ended June
30, 1998 and 1997,  respectively.  This increase was primarily  attributable  to
increases  in  advertising  and  promotion  (due  primarily  to the PSI national
telephone  reservation  center),  property tax,  payroll,  and office  expenses.
Accordingly,  for the Mini-Warehouse  Properties,  property net operating income
increased by $62,000,  or 3%, from $2,186,000 to $2,248,000 for the three months
ended June 30, 1997 and 1998, respectively.

SIX MONTHS ENDED JUNE 30, 1998 COMPARED TO SIX MONTHS ENDED JUNE 30, 1997:

         Rental income for the Mini-Warehouse Properties was $7,006,000 compared
to  $6,653,000  for the six months  ended June 30, 1998 and 1997,  respectively,
representing  an increase of $353,000,  or 5%. The increase in rental income was
primarily   attributable  to  increased  rental  rates  at  the   Mini-Warehouse
Properties,  combined  with  increased  occupancy  rates.  The  monthly  average
realized  rent  per  square  foot  for the  Mini-Warehouse  Properties  was $.71
compared to $.68 for the six months ended June 30, 1998 and 1997,  respectively.
The weighted average occupancy levels at the Mini-Warehouse Properties increased
from 92% to 93% for the six months  ended June 30, 1997 and 1998,  respectively.
Cost of operations  (including  management fees) increased  $204,000,  or 9%, to
$2,602,000  from  $2,398,000  for the six months  ended June 30,  1998 and 1997,
respectively.   This  increase  was  primarily   attributable  to  increases  in
advertising  and  promotion  (due  primarily  to  the  PSI  national   telephone
reservation  center),   property  tax,  payroll,  and  repairs  and  maintenance

                                        9

<PAGE>

expenses. Accordingly, for the Mini-Warehouse Properties, property net operating
income  increased by $149,000,  or 4%, from $4,255,000 to $4,404,000 for the six
months ended June 30, 1997 and 1998, respectively.

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 from internally  generated
cash from property operations and cash reserves.  Cash generated from operations
and distributions from real estate entities ($2,926,000 for the six months ended
June 30,  1998)  has been  sufficient  to meet all  current  obligations  of the
Partnership.

         During  1998,  the  Partnership  anticipates  approximately  $39,000 of
capital  improvements  for  the  Partnership's  wholly-owned  properties.  Total
capital improvements were $1,000 for the six months ended June 30, 1998.

         The Partnership paid  distributions to the limited and general partners
totaling  $1,776,000  ($12.00 per unit) and $217,000,  respectively,  during the
first six months of 1998.  Future  distribution  rates may be adjusted to levels
which are supported by operating  cash flow after capital  improvements  and any
other necessary obligations.

                                       10

<PAGE>

                           PART II. OTHER INFORMATION

ITEMS 1 through 5 are not applicable.

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

         (a)      The following Exhibits are included herein:

                  (27)     Financial Data Schedule

         (b)      Form 8-K

                  None

                                   SIGNATURES

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


                           DATED: March 18, 1999



                                  PS PARTNERS V, LTD.,
                                  a California Limited Partnership

                           BY:    Public Storage, Inc.
                                  General Partner



                           BY:    /s/ John Reyes
                                  ---------------------------------------------
                                  John Reyes
                                  Senior Vice President and Chief Financial
                                  Officer of Public Storage, Inc.
                                  (principal financial and accounting officer)

                                       11