UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               -------------------
                                    FORM 10-Q




     [X]          Quarterly  Report  Pursuant  to  Section  13 or  15(d)  of the
                  Securities  Exchange Act of 1934 For the fiscal  quarter ended
                  September 30, 1996.


     [  ]         Transition Report Pursuant to Section 13 or 15(d) of the 
                  Securities Exchange Act of 1934
                  For the transition period from              to


                         Commission file number 33-32258
                             -----------------------



                           PLM EQUIPMENT GROWTH FUND V
             (Exact name of registrant as specified in its charter)



         California                                         94-3104548
(State or other jurisdiction of                           (I.R.S. Employer
 incorporation or organization)                          Identification No.)

One Market, Steuart Street Tower
  Suite 800, San Francisco, CA                               94105-1301
   (Address of principal                                     (Zip code)
     executive offices)


        Registrant's telephone number, including area code (415) 974-1399
                             -----------------------



    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>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)

                                 BALANCE SHEETS
                            (in thousands of dollars)

                                     ASSETS
<TABLE>
<CAPTION>


                                                                             September 30,         December 31,
                                                                                 1996                  1995
                                                                             ------------------------------------

   <S>                                                                       <C>                   <C>        
   Equipment held for operating leases                                       $   156,076           $   159,314
   Less accumulated depreciation                                                 (76,859 )             (85,564 )
                                                                             ------------------------------------
     Net Equipment                                                                79,217                73,750

   Cash and cash equivalents                                                       4,214                 5,583
   Restricted cash                                                                    76                   223
   Investments in unconsolidated special purpose entities                          9,953                16,158
   Accounts and note receivable, net of allowance for
     doubtful accounts of $130 in 1996 and $54 in 1995                             2,725                 2,583
   Net Investment in direct finance lease                                          2,376                 2,637
   Deferred charges, net of accumulated amortization of
     $1,370 in 1996 and $1,202 in 1995                                               784                   512
   Prepaid expenses and other assets                                                 231                   193
                                                                             ------------------------------------

    Total assets                                                             $    99,576           $   101,639
                                                                             ====================================


                    LIABILITIES AND PARTNERS' CAPITAL


   Liabilities:

   Accounts payable and accrued expenses                                      $       875           $       890
   Due to affiliates, net                                                             807                 1,116
   Prepaid deposits and reserve for repairs                                         3,535                 3,616
   Note payable                                                                    38,000                38,000
                                                                              -------------------------------------
         Total liabilities                                                         43,217                43,622

   Partners' capital:

   Limited Partners (9,169,019 Depositary Units at September 30,
     1996 and 9,175,944 at December 31, 1995)                                      56,359                58,017
   General Partner                                                                     --                    --
                                                                              -------------------------------------
         Total partners' capital                                                   56,359                58,017
                                                                              -------------------------------------

   Total liabilities and partners' capital                                    $    99,576           $   101,639
                                                                              =====================================

</TABLE>


                       See accompanying notes to financial
                                  statements.



<PAGE>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)

                            STATEMENTS OF OPERATIONS
                (In thousands of dollars except per unit amounts)
<TABLE>
<CAPTION>


                                                       For the three months               For the nine months
                                                       ended September 30,                ended September 30,
                                                         1996         1995               1996            1995
                                                    --------------------------------------------------------------

   <S>                                              <C>            <C>                <C>             <C>     
   Revenues:

     Lease revenue                                  $   5,528      $   9,113          $ 20,648        $ 26,130
     Interest and other income                            532            201             1,162             805
     Net gain on disposition of equipment               3,118            174            13,807           2,957
                                                    --------------------------------------------------------------
         Total revenues                                 9,178          9,488            35,617          29,892

   Expenses:

     Depreciation and amortization                      3,404          4,490             9,633          12,617
     Management fees to affiliate                         330            468             1,076           1,354
     Repairs and maintenance                              710          1,012             1,865           3,228
     Interest expense                                     686            771             2,127           2,317
     Marine equipment operating expenses                1,250          2,165             4,887           5,760
     Insurance expense to affiliate                       184            241               589             756
     Other insurance expense                              177            202               781             765
     General and administrative
       expenses to affiliates                             235            116               591             370
     Other general and administrative expenses            206            176               583             414
     Provision for (recovery of) bad debts                 48            (31 )              77             (56 )
                                                    --------------------------------------------------------------
         Total expenses                                 7,230          9,610            22,209          27,525
                                                    --------------------------------------------------------------

   Equity in net income (loss) of unconsolidated
     special purpose entities                               4             --              (498 )            --
                                                    --------------------------------------------------------------

   Net income (loss)                                $   1,952      $    (122 )        $ 12,910        $  2,367
                                                    ==============================================================

   Partners' share of net income (loss):

     Limited Partners                               $   1,711      $    (363 )        $ 12,186        $  1,641
     General Partner                                      241            241               724             726
                                                    --------------------------------------------------------------

   Total                                            $   1,952      $    (122 )        $ 12,910        $  2,367
                                                    ==============================================================

   Net income (loss) per Depositary Unit
     (9,169,019 Units in 1996 and 9,175,944
     in 1995)                                       $    0.19      $   (0.04 )        $   1.33        $   0.18
                                                    ==============================================================

   Cash distributions                               $   4,834      $   4,831          $ 14,489        $ 14,510
                                                    ==============================================================

   Cash distributions per Depositary Unit           $    0.50      $    0.50          $   1.50        $   1.50
                                                    ==============================================================

</TABLE>



                       See accompanying notes to financial
                                  statements.



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)

                 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL For
             the period from December 31, 1994 to September 30, 1996
                                 (in thousands)

<TABLE>
<CAPTION>


                                                                  Limited             General
                                                                 Partners             Partner             Total
                                                                ----------------------------------------------------

   <S>                                                          <C>                 <C>                 <C>       
   Partners' capital at December 31, 1994                       $   75,893          $      --           $   75,893

   Net income                                                        1,077                968                2,045

   Repurchase of Depositary Units                                     (579 )               --                 (579 )

   Cash distributions                                              (18,374 )             (968 )            (19,342 )
                                                                -----------------------------------------------------

   Partners' capital at December 31, 1995                           58,017                 --               58,017

   Net income                                                       12,186                724               12,910

   Repurchase of Depositary Units                                      (79 )               --                  (79 )

   Cash distributions                                              (13,765 )             (724 )            (14,489 )
                                                                -----------------------------------------------------

   Partners' capital at September 30, 1996                      $   56,359          $      --           $   56,359
                                                                =====================================================

</TABLE>












                       See accompanying notes to financial
                                  statements.



<PAGE>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                 (in thousands)
<TABLE>
<CAPTION>
                                                                                            For the nine months ended
                                                                                                 September 30,
                                                                                           1996                   1995
                                                                                       -------------------------------------

  <S>                                                                                  <C>                    <C>      
  Operating activities:
    Net income                                                                         $   12,910             $   2,367
    Adjustments to reconcile net income to
      cash provided by operating activities:
        Depreciation and amortization                                                       9,633                12,617
        Net gain on disposition of equipment                                              (13,807 )              (2,957  )
        Cash distributions from unconsolidated special purpose entities
           in excess of loss                                                                4,151                    --
        Changes in operating assets and liabilities:
          Increase in restricted cash                                                         147                  (101  )
          Accounts and note receivable, net                                                  (142 )               1,649
          Prepaid expenses and other assets                                                   (38 )                  69
          Due to affiliates, net                                                             (306 )                 824
          Accounts payable and accrued expenses                                                (9 )                 728
          Prepaid deposits and reserve for repairs                                            (81 )               1,001
                                                                                       -------------------------------------
  Cash provided by operating activities                                                    12,458                16,197
                                                                                       -------------------------------------

  Investing activities:
    Proceeds from disposition of equipment                                                 29,028                13,422
    Payments for purchase of equipment and capital
        improvements                                                                      (31,235 )             (22,662  )
    Payments of acquisition-related fees to affiliate                                      (1,387 )              (1,004  )
    Payments of lease negotiation fees to affiliate                                          (308 )                (223  )
    Investment in equipment purchased and placed in
       unconsolidated special purpose entities                                             (5,919 )                  --
    Liquidation of investment in equipment placed in
       unconsolidated special purpose entities                                             10,455                    --
    Finance lease payments received                                                           240                    --
                                                                                       -------------------------------------
                                                                                       -------------------------------------
  Cash provided by (used in) investing activities                                             874               (10,467  )
                                                                                       -------------------------------------

  Financing activities:
    Proceeds from short term note payable                                                   5,610                    --
    Payments of short-term note payable                                                    (5,610 )                  --
    Cash distributions paid to an affiliate                                                  (724 )                (726  )
    Cash distributions paid to the limited partners                                       (13,765 )             (13,784  )
    Payments for loan costs                                                                  (133 )                  --
    Repurchases of depositary units                                                           (79 )                (579  )
                                                                                       -------------------------------------
  Cash used in financing activities                                                       (14,701 )             (15,089  )
                                                                                       -------------------------------------

  Net decrease in cash and cash equivalents                                                (1,369 )              (9,359  )

  Cash and cash equivalents at beginning of period                                          5,583                20,200
                                                                                       -------------------------------------

  Cash and cash equivalents at end of period                                           $    4,214             $  10,841
                                                                                       =====================================

  Supplemental information:
    Interest paid                                                                      $    2,157             $   1,436
                                                                                       =====================================
</TABLE>


                       See accompanying notes to financial
                                  statements.


<PAGE>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1996


1.   Opinion of Management

                  In the opinion of the  management of PLM  Financial  Services,
Inc., the General  Partner,  the  accompanying  unaudited  financial  statements
contain all  adjustments  necessary,  consisting  primarily of normal  recurring
accruals,  to present fairly the financial position of PLM Equipment Growth Fund
V (the "Partnership") as of September 30, 1996, the statements of operations for
the three and nine months ended  September 30, 1996 and 1995,  the statements of
cash flows for the nine  months  ending  September  30,  1996 and 1995,  and the
statements of changes in partners'  capital for the period  December 31, 1994 to
September  30,  1996.  Certain  information  and footnote  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles  have been  condensed  or omitted  from the  accompanying
financial statements.  For further information,  reference should be made to the
financial  statements  and notes thereto  included in the  Partnership's  Annual
Report  on Form  10-K for the  year  ended  December  31,  1995,  on file at the
Securities and Exchange Commission.

2.   Repurchase of Depositary Units

At December 31, 1995, the Partnership agreed to repurchase  approximately  7,900
Depositary Units for an aggregate purchase price of $90,000. As of September 30,
1996, the Partnership repurchased 6,925 Depositary Units for $79,000 The General
Partner anticipates that the remaining Units will be repurchased during the next
three months.

3.   Investments in Unconsolidated Special Purpose Entities

During the second half of 1995, the  Partnership  began to increase the level of
its participation in the ownership of large-ticket  transportation  assets to be
owned and operated jointly with affiliated programs. This trend continued during
the early months of 1996.

Prior to 1996, the  Partnership  accounted for operating  activities  associated
with  joint  ownership  of  transportation  equipment  as  undivided  interests,
including its proportionate share of each asset with similar wholly-owned assets
in its financial statements. Under generally accepted accounting principles, the
effects of such  activities,  if material,  should be reported  using the equity
method of accounting.  Therefore,  effective  January 1, 1996,  the  Partnership
adopted the equity  method to account for its  investment  in such  jointly-held
assets.

The principle  differences between the previous accounting method and the equity
method relate to the presentation of activities  relating to these assets in the
statement of  operations.  Whereas,  under the equity method of  accounting  the
Partnership's proportionate share is presented as a single net amount, equity in
net income (loss) of unconsolidated special purpose entities, under the previous
method,  the Partnership's  statement of operations  reflected its proportionate
share of each individual item of revenue and expense. Accordingly, the effect of
adopting the equity method of accounting has no cumulative  effect on previously
reported  partner's  capital or on the  Partnership's  net income (loss) for the
period  of  adoption.   Because  the  effects  on  previously  issued  financial
statements  of  applying  the equity  method of  accounting  to  investments  in
jointly-owned  assets  are not  considered  to be  material  to  such  financial
statements taken as a whole,  previously  issued  financial  statements have not
been restated.  However,  certain items have been reclassified in the previously
issued balance sheet to conform to the current period presentation.

During the nine months ended  September 30, 1996,  the  Partnership  purchased a
partial beneficial  interest in a trust owning five commercial aircraft for $5.6
million and incurred  acquisition and lease  negotiation fees of $0.3 million to
PLM  Transportation  Equipment  Corporation  (TEC),  an affiliate of the General
Partner.


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1996

3.   Investments in Unconsolidated Special Purpose Entities (continues)

The net  investments in  unconsolidated  special  purpose  entities  include the
following  jointly-owned  equipment  (and related  assets and  liabilities)  (in
thousands):
<TABLE>
<CAPTION>

                                                                                   September 30          December 31,
    Ownership   Equipment                                                             1996                 1995
   ---------------------------------------------------------------------------------------------------------------
       <S>      <C>                                                              <C>                  <C>      
       50%      Bulk carrier                                                     $    3,225           $   3,778
       50%      Product tanker                                                        2,308               2,841
       17%      Two trusts owning three commercial aircraft, two
                  aircraft engines, and a portfolio of aircraft rotables              4,412               5,334
       14%      Trust that owns seven commercial aircraft (see below note)                8               4,205
                                                                                 ---------------------------------
                  Net investments                                                $    9,953           $  16,158
                                                                                 =================================
</TABLE>

The Partnership had beneficial  interests in two Unconsolidated  Special Purpose
Entities  that own multiple  aircraft  (the  "Trusts").  These Trusts  contained
certain  provisions,  under certain  circumstances,  for allowing the removal of
specific aircraft to the beneficial owners. A renegotiation of the Partnership's
senior loan  agreement  during the third quarter of 1996 (see note 6),  required
the  Partnership  to remove  from the  Trusts  the  aircraft  designated  to the
Partnership  for loan  collateral  purposes.  As of September 30, 1996,  the two
Boeing 737 aircraft,  one of which was purchased during 1995 and the other which
was  purchased  during  1996,  are  now  reported  as  owned  equipment  by  the
Partnership.

4.   Cash Distributions

     Cash  distributions  are  recorded  when paid and totaled  $4.8 million and
$14.5  million  for  the  three  and  nine  months  ended  September  30,  1996,
respectively.  Cash  distributions  to Unit  holders in excess of net income are
considered to represent a return of capital on a Generally  Accepted  Accounting
Principle  (GAAP)  basis.  Cash  distributions  to the Limited  Partners of $1.6
million and $12.1  million for nine months  ended  September  30, 1996 and 1995,
respectively,  were deemed to be a return of capital. Cash distributions related
to the third  quarter of 1996  results of $3.2  million were paid or are payable
during  October and November,  depending on whether the  individual  unit holder
elected to receive a monthly or quarterly distribution check.

     5.  Equipment

     Owned equipment held for operating leases is stated at cost. The components
of equipment are as follows (in thousands):
<TABLE>
<CAPTION>

                                                 September 30,       December 31,
                                                     1996                1995
                                               ------------------------------------
   <S>                                         <C>                   <C>       
   Marine vessels                              $    52,259           $   52,259
   Mobile offshore drilling units                       --               25,204
   Marine containers                                24,967               28,278
   Aircraft                                         57,803               32,903
   Rail equipment                                   11,358               11,041
   Trailers                                          9,689                9,629
                                               ------------------------------------
                                                   156,076              159,314
   Less accumulated depreciation                   (76,859 )            (85,564 )
                                               ====================================
   Net equipment                               $    79,217           $   73,750
                                               ====================================
</TABLE>

As of September  30, 1996,  all of the  Partnership's  equipment was on lease or
operating  in  PLM-affiliated  short-term  trailer  rental  yards  except for 12
railcars and 2 trailers with an aggregate net book value of $0.1 million.  As of
December 31, 1995, all of the Partnership's  equipment was on lease or operating
in PLM-affiliated short-term trailer rental yards.


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1996

     5.  Equipment (continued)

During the nine months ended September 30, 1996, the Partnership  purchased four
commercial  aircraft  for  $20.9  million  and  incurred  acquisition  and lease
negotiation  fees of $1.1  million  to TEC.  Also,  during  the  quarter  ending
September  30  ,  1996,  two   commercial   aircraft  which  were  part  of  the
Partnership's  investment in a partial beneficial  interest in a trust (see note
3) were  transferred  to the  Partnership's  owned  equipment held for operating
lease.

During the nine months ended September 30, 1996, the Partnership disposed of 801
marine containers,  2 aircraft engines and 4 railcars with an aggregate net book
value of $4.5 million for proceeds of $7.7 million.  The Partnership also sold a
mobile  offshore  drilling  unit  with a net book  value of  $10.7  million  for
proceeds of $21.3 million.

During the nine months ended  September 30, 1995,  the  Partnership  disposed of
1,339  marine  containers,  one railcar,  and one marine  vessel with a net book
value of $5.8 million for proceeds of $5.7 million. The Partnership also sold 97
railcars,  which were held for sale as of  December  31,  1994,  with a net book
value of $1.9  million at the date of sale for  proceeds of $2.6 million and one
marine  vessel,  which  was also held for  sale,  with a net book  value of $4.0
million at the date of sale for proceeds of $5.1  million.  Included in the gain
on sale of the marine vessels,  is the unused portion of accrued dry docking and
commissions related to the sale, a net of $1.2 million.

6.   Debt

On  September  26,  1996,  the existing  senior loan  agreement  was amended and
restated  to  reduce  the  interest  rate,  to grant  increased  flexibility  in
allowable collateral, to pledge additional equipment to the lenders and to amend
the loan repayment schedule from 16 consecutive equal quarterly  installments to
20 consecutive  quarterly  installments  with lower  principle  payments for the
first four payments.  The Partnership  incurred a loan amendment fee of $133,000
to the lender in connection with the restatement of this loan.

The General  Partner has entered into a joint $35 million  credit  facility (the
"Committed Bridge Facility") on behalf of the Partnership,  PLM Equipment Growth
Fund III,  PLM  Equipment  Growth  Fund IV, PLM  Equipment  Growth  Fund VI, PLM
Equipment Growth & Income Fund VII and Professional Lease Management Income Fund
I ("Fund I"), all affiliated investment programs, TEC Acquisub,  Inc. ("TECAI"),
an indirect wholly-owned subsidiary of the General Partner, and American Finance
Group, Inc. (AFG), a subsidiary of PLM International  Inc., which may be used to
provide interim financing of up to (i) 70% of the aggregate book value or 50% of
the  aggregate  net  fair  market  value  of  eligible  equipment  owned  by the
Partnership or Fund I, plus (ii) 50% of unrestricted  cash held by the borrower.
The Committed  Bridge  Facility  became  available on December 20, 1993, and was
amended and restated on May 31, 1996,  to expire on May 23, 1997.  The Committed
Bridge Facility also provides for a $5 million Letter of Credit Facility for the
eligible  borrowers.  Outstanding  borrowings  by  Fund  I,  TECAI,  AFG  or PLM
Equipment Growth Funds III through VII reduce the amount available to each other
under the Committed  Bridge Facility.  Individual  borrowings may be outstanding
for no more than 179 days, with all advances due no later than May 23, 1997. The
Committed   Bridge  Facility   prohibits  the  Partnership  from  incurring  any
additional  indebtedness.  Interest accrues at either the prime rate or adjusted
LIBOR plus 2.5% at the borrowers  option and is set at the time of an advance of
funds.  Borrowings by the Partnership are guaranteed by the General Partner.  As
of September 30, 1996, AFG had $27,791,000 in outstanding borrowings and neither
the Partnership, Fund I, TECAI nor any of the other programs had any outstanding
borrowings.

On October 31, 1996,  the General  Partner  amended this  agreement (for details
refer to "Liquidity and Capital Resources").



<PAGE>



Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.

(I)  RESULTS OF OPERATIONS

Comparison of the Partnership's Operating Results for the Three Months Ended 
September 30, 1996 and 1995

(A)  Owned equipment operations

Lease revenues less direct expenses (defined as repairs and maintenance,  marine
equipment  operating,  and asset specific insurance expenses) on owned equipment
decreased  during the third quarter of 1996 when compared to the same quarter of
1995. The following  table presents lease revenues less direct expenses by owned
equipment type (in thousands):
<TABLE>
<CAPTION>

                                                                            For the three months
                                                                             ended September 30,
                                                                            1996             1995
                                                                         ----------------------------
   <S>                                                                   <C>             <C>       
   Aircraft and aircraft engines                                         $  1,206        $   1,463 
   Marine vessels                                                             544              959
   Trailers                                                                   351              368
   Rail equipment                                                             440              360
   Marine containers                                                          675            1,073
   Mobile offshore drilling unit                                               --              636
</TABLE>

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $1.2 million and
$10,000,  respectively,  for the three months ended September 30, 1996, compared
to $1.5 million and $8,000,  respectively  during the same quarter of 1995.  The
decrease in aircraft  contribution  was due to the sale of two aircraft  engines
during the third  quarter of 1996.  These  engines  were on lease for the entire
quarter  during  1995  compared  to being on lease  for only  part of the  third
quarter of 1996;

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $2.5
million  and $2.0  million,  respectively,  for the  three  months  ended  1996,
compared to $3.6 and $2.6 million, respectively during the same quarter of 1995.
The  decrease in marine  vessel  contribution  was due  primarily  to two marine
vessels  which are  operating  under a time  charter  during  1996  compared  to
operating  under a voyage charter during 1995.  Marine vessels  typically earn a
higher lease rate while under a voyage charter when compared to a time charter;

Trailers:  Trailer  lease  revenues  and direct  expenses  were $0.5 million and
$163,000,  respectively,  for the three  months  ended  1996,  compared  to $0.4
million and $42,000,  respectively  during the same quarter of 1995. The trailer
fleet  remained  virtually  the same for both  periods,  however,  over the past
twelve  months the number of trailers in the PLM  affiliated  short-term  rental
yards has increased  due to term leases which  expired.  These  trailers are now
earning a higher  utilization  rate while in the rental  yards  compared  to the
fixed  term  leases.  Due to the  increase  of  trailers  in the PLM  affiliated
short-term rental yards, repairs to maintain these trailers in running condition
has also increased;

Rail  equipment:  Rail equipment  lease  revenues and direct  expenses were $0.6
million and $164,000, respectively, for the three months ended 1996, compared to
$0.6  million  and  $242,000,  respectively  during  the same  quarter  of 1995.
Although the railcar fleet remained  relatively the same size for both quarters,
the increase in railcar contribution resulted from a decrease in running repairs
during 1996 which were  required on certain of the  railcars in the fleet during
1995;

Marine containers: Marine container lease revenues and direct expenses were $0.7
million and $5,000,  respectively,  for the three months ended 1996, compared to
$1.1 million and  $13,000,  respectively  during the same  quarter of 1995.  The
number of marine containers owned by the Partnership has been declining over the
past twelve months due to sales and  dispositions.  The result of this declining
fleet has been a decrease in marine container net contribution.

Mobile  offshore  drilling  unit:  Mobile  offshore  drilling  unit (MODU) lease
revenues and direct  expenses were $0 for the three months ended 1996,  compared
to $0.6  million  and $0,  respectively  during the same  quarter  of 1995.  The
decrease in the MODU  contribution  was due to the sale of this equipment during
the later part of the second quarter of 1996;

(B)  Indirect expenses related to owned equipment operations

Total  indirect  expenses of $4.9 million for the quarter  ended  September  30,
1996,  decreased  from $5.4  million  for the same  period in 1995 due to a $0.5
million  decrease in  depreciation  and  amortization  expenses from 1995 levels
reflecting  the sale of  certain  assets  during  1996 and 1995,  and the double
declining balance method of depreciation;

(C)  Net gain on disposition of owned equipment

Net gain on  disposition of equipment for the third quarter of 1996 totaled $3.1
million which resulted  mainly from the sale of two aircraft  engines with a net
book value of $3.1  million,  for proceeds of $6.1 million.  The remaining  gain
resulted  from the sale or  disposal  of 260 marine  containers  with a net book
value of $0.6 million for  proceeds of $0.7  million.  For the third  quarter of
1995, the $0.2 million net gain on  disposition  of equipment  resulted from the
sale or disposal of 535 marine  containers with a net book value of $0.7 million
for proceeds of $0.9 million

(D)  Interest and other income

Interest and other income  increased  $0.3 million  during the third  quarter of
1996 due  primarily to a business  interruption  claim of $0.2 million which was
received during 1996 and interest earned from the finance lease which was not in
place during 1995.

(E) Equity in net  income  (loss) of  unconsolidated  special  purpose  entities
represents  net income  generated  from the  operation of  jointly-owned  assets
accounted for under the equity method (see Note 2 to the financial statements).
<TABLE>
<CAPTION>

                                                                            For the three months
                                                                             ended September 30,
                                                                            1996             1995
                                                                         ----------------------------
   <S>                                                                   <C>              <C>        
   Aircraft, rotable components, and aircraft engines                    $   (149 )       $   (71 )  
   Marine vessels                                                             153               98
</TABLE>

Aircraft, rotable components, and aircraft engines: As of September 30 1996, the
Partnership  has a  partial  beneficial  interest  in  two  trusts  which  own 3
commercial  aircraft,  2 aircraft engines and a portfolio of aircraft  rotables.
The  Partnership  also  had  purchased  a  partial  beneficial  interest  in two
additional  trusts during 1996 which were  transferred  into  equipment held for
operating  lease during the later part of the third  quarter of 1996 (see Note 3
and 4 to the financial  statements).  Revenues earned by these trusts during the
third  quarter  of  1996  of  $1.0  million  were  offset  by  depreciation  and
amortization expense,  management fees and administrative costs of $1.2 million.
As of September 30 1995, the  Partnership had a partial  beneficial  interest in
two trusts which own 3 commercial  aircraft,  2 aircraft engines and a portfolio
of aircraft  rotables  which was purchased at the end of the third quarter 1995.
Revenues earned by these trusts during the third quarter of 1995 of $0.1 million
were offset by depreciation  and  amortization  expense,  and management fees of
$0.2 million.

Marine vessels: As of September 30, 1996, the Partnership owns a 50%-interest in
two marine  vessels.  The revenues  generated by this  equipment  decreased $0.1
million  when  compared  to the same  period  of 1995  due to one of the  marine
vessels switching to a time charter during 1996 from a voyage charter during the
same period of 1995. Marine operating  expenses also decreased $0.1 million as a
result of change in the lease. Marine vessels typically earn a higher lease rate
and incur  higher  marine  operating  expenses  while  operating  under a voyage
charter when compared to a time charter.  Depreciation  expense  decreased  $0.1
million due to the double-declining balance method of depreciation.

(F)  Net Income (loss)

As a result of the foregoing,  the  Partnership's net income of $2.0 million for
the third quarter of 1996,  increased  from net loss of $0.1 million  during the
same period in 1995. The Partnership's  ability to operate and liquidate assets,
secure leases, and re-lease those assets whose leases expire during the duration
of the Partnership is subject to many factors and the Partnership's  performance
in the second quarter 1996 is not necessarily  indicative of future periods.  In
the  third  quarter  1996,  the  Partnership  distributed  $4.6  million  to the
Unitholders, or $0.50 per Depositary Unit.

Comparison of the Partnership's Operating Results for the Nine Months Ended 
September 30, 1996 and 1995

(A)  Owned equipment operations

Lease revenues less direct expenses (defined as repairs and maintenance,  marine
equipment  operating,  and asset specific insurance expenses) on owned equipment
decreased  during the nine months ended  September 30, 1996 when compared to the
same period of 1995.  The following  table  presents  lease revenues less direct
expenses by owned equipment type (in thousands):
<TABLE>
<CAPTION>

                                                                             For the nine months
                                                                             ended September 30,
                                                                            1996             1995
                                                                         ----------------------------
   <S>                                                                   <C>             <C>         
   Aircraft and aircraft engines                                         $  3,824        $   3,320   
   Marine vessels                                                           2,860            2,988
   Trailers                                                                 1,111            1,088
   Rail equipment                                                           1,264            1,376
   Marine containers                                                        2,449            3,120
   Mobile offshore drilling unit                                            1,061            1,868
</TABLE>

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $3.9 million and
$31,000,  respectively, for the nine months ended 1996, compared to $3.3 million
and $23,000,  respectively  during the same period of 1995. The increase was due
to the  purchase of nine  aircraft  during the later half of the second  quarter
1995. This equipment was on lease for the entire nine months ended September 30,
1996 compared to being on lease for only four months during 1995;

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses were $10.1
million and $7.3 million, respectively, for the nine months ended 1996, compared
to $10.7 and $7.7  million,  respectively  during the same  period of 1995.  The
decrease in marine vessel  contribution  was due primarily to two marine vessels
which were operating  under a voyage charter during the first six months of 1996
switching  to a time  charter  during  the third  quarter  of 1996  compared  to
operating  under a time charter  during 1995.  Marine  vessels  typically earn a
higher lease rate while under a voyage  charter when compared to a time charter.
The decrease in net  contributions  was also  attributable to the sale of one of
the Partnership's  marine vessels during the later part of the second quarter of
1995;

Trailers:  Trailer lease revenues and direct expenses were $1.4 million and $0.3
million,  respectively,  for the nine months  ended  1996,  compared to $1.2 and
$86,000, respectively during the same period of 1995. The trailer fleet remained
virtually  the same for both periods,  however,  over the past twelve months the
number of trailers in the PLM affiliated  short-term  rental yards has increased
due to term  leases  which  expired.  These  trailers  are now  earning a higher
utilization  rate while in the rental  yards  compared to the fixed term leases.
Due to the increase of trailers in the PLM affiliated  short-term  rental yards,
repairs to maintain these trailers in running condition has also increased;

Rail  equipment:  Rail equipment  lease  revenues and direct  expenses were $1.8
million and $0.5 million, respectively, for the nine months ended 1996, compared
to $1.9 million and $0.5 million,  respectively  during the same period of 1995.
The decrease in railcar  contribution  is due to the sale of 98 railcars  during
the later month of the second quarter of 1995.

Marine containers: Marine container lease revenues and direct expenses were $2.5
million and $20,000,  respectively,  for the nine months ended 1996, compared to
$3.2  million and  $38,000,  respectively  during the same  period of 1995.  The
number of marine containers owned by the Partnership has been declining over the
past twelve months due to sales and  dispositions.  The result of this declining
fleet has resulted in a decrease in marine container net contribution.

Mobile  offshore  drilling  unit:  Mobile  offshore  drilling  unit (MODU) lease
revenues and direct expenses were $1.1 million and $1,000, respectively, for the
nine months ended 1996, compared to $1.9 million and $2,000, respectively during
the same quarter of 1995. The decrease in the MODU  contribution  was due to the
sale of this equipment during the later part of the second quarter of 1996;


(B)  Indirect expenses related to owned equipment operations

Total indirect expenses of $14.1 million for the nine months ended September 30,
1996,  decreased  from $15.8  million  for the same period in 1995 due to a $1.8
million  decrease in  depreciation  and  amortization  expenses from 1995 levels
reflecting the sale of certain assets during 1996 and 1995. The double declining
balance  method of  depreciation  was offset,  in part,  by the purchase of nine
aircraft during the later half of the second quarter 1995.

(C)  Net gain on disposition of owned equipment

Net gain on  disposition  of equipment  for the nine months ended  September 30,
1996 totaled  $13.8  million  which  resulted from the sale of a MODU with a net
book value of $10.7 million for proceeds of $21.3 million,  2 aircraft  engines,
801 marine  containers  and 4 railcars  with an aggregate net book value of $4.5
million for  proceeds of $7.7  million.  Net gain on  disposition  of  equipment
during the nine months ended September 30, 1995, was realized on the disposal of
1,339 marine containers,  two marine vessels,  and 98 railcars with an aggregate
net book value of $11.7 million for proceeds of $13.4  million.  Included in the
gain on sale of one of the marine vessels,  is the unused portion of dry docking
reserves and commissions in the net amount of $1.2 million.

(D)  Interest and other income

Interest  and other  income  increased  $357,000  during the nine  months  ended
September  30,  1996 due  primarily  to a  business  interruption  claim of $0.3
million  which was  received  during 1996 and  interest  earned from the finance
lease which was not in place during 1995. This increase was offset by a decrease
in  interest  income  earned on cash  investments  during 1996 due to lower cash
available for investment.

(E) Equity in net loss of unconsolidated special purpose entities represents net
loss generated from the operation of  jointly-owned  assets  accounted for under
the equity method (see Note 2 to the financial statements).
<TABLE>
<CAPTION>

                                                                             For the nine months
                                                                             ended September 30,
                                                                            1996             1995
                                                                         ----------------------------
   <S>                                                                   <C>             <C>          
   Aircraft, rotable components, and aircraft engines                    $   (393 )      $    (71 )   
   Marine vessels                                                            (105 )            533
</TABLE>

Aircraft, rotable components, and aircraft engines: As of September 30 1996, the
Partnership  has a  partial  beneficial  interest  in  two  trusts  which  own 3
commercial  aircraft,  2 aircraft engines and a portfolio of aircraft  rotables.
The  Partnership  also  had  purchased  a  partial  beneficial  interest  in two
additional  trusts during 1996 which were  transferred  into  equipment held for
operating  lease during the later part of the third  quarter of 1996 (see Note 3
and 4 to the financial  statements).  Revenues earned by these trusts during the
nine months ended September 30, 1996 of $2.8 million were offset by depreciation
and  amortization  expense,  management  fees and  administrative  costs of $3.2
million.  As of  September 30 1995,  the  Partnership  has a partial  beneficial
interest in two trusts which own 3 commercial aircraft, 2 aircraft engines and a
portfolio  of  aircraft  rotables  which was  purchased  at the end of the third
quarter  1995.  Revenues  earned by these trusts  during the same period 1995 of
$0.1  million  were  offset  by  depreciation  and  amortization   expense,  and
management fees of $0.2 million.

Marine vessels: As of September 30, 1996, the Partnership owns a 50%-interest in
two marine  vessels.  The revenues  generated by this  equipment  decreased $1.2
million  when  compared  to the same  period  of 1995  due to one of the  marine
vessels switching to a time charter during 1996 from a voyage charter during the
same period of 1995.  Marine operating  expenses  decreased $0.4 when compare to
the same period of 1995 also due to the one marine  vessel  which  switched to a
time charter  during 1996 from a voyage  charter during the same period of 1995.
Depreciation expense decreased $0.2 million due to the double-declining  balance
method of depreciation..




(F)  Net Income

As a result of the foregoing,  the Partnership's net income of $12.9 million for
the nine months  ended  September  30, 1996,  increased  from net income of $2.4
million during the same period in 1995. The Partnership's ability to operate and
liquidate assets,  secure leases,  and re-lease those assets whose leases expire
during the  duration  of the  Partnership  is subject  to many  factors  and the
Partnership's  performance  in the nine months ended  September  30. 1996 is not
necessarily indicative of future periods. In the nine months ended September 30,
1996, the Partnership distributed $13.8 million to the Unitholders, or $1.50 per
Depositary Unit.

(II) FINANCIAL CONDITION - CAPITAL RESOURCES, LIQUIDITY, DISTRIBUTIONS, AND 
UNIT REDEMPTION PLAN

The Partnership  purchased its initial  equipment  portfolio with capital raised
from its initial equity  offering,  and permanent debt financing of $38 million.
No further capital  contributions from original partners are permitted under the
terms of the  Partnership's  Limited  Partnership  Agreement.  The Partnership's
total  outstanding  debt,  currently  $38.0 million,  can only be increased by a
maximum of $7.0  million  subject to specific  covenants  in the  existing  debt
agreement.  The Partnership  relies on operating cash flow to meet its operating
obligations, make cash distributions to partners, and increase the Partnership's
equipment portfolio with any remaining available surplus cash.

On  September  26,  1996,  the existing  senior loan  agreement  was amended and
restated  to  reduce  the  interest  rate,  to grant  increased  flexibility  in
allowable collateral, to pledge additional equipment to the lenders and to amend
the loan repayment schedule from 16 consecutive equal quarterly  installments to
20 consecutive  quarterly  installments  with lower  principle  payments for the
first four payments.  The Partnership  incurred a loan amendment fee of $133,000
to the lender in connection with the restatement of this loan.

The General  Partner has entered into a joint $50 million  credit  facility (the
"Committed Bridge Facility") on behalf of the Partnership,  PLM Equipment Growth
Fund IV, PLM Equipment  Growth Fund VI, PLM  Equipment  Growth & Income Fund VII
and  Professional  Lease  Management  Income Fund I ("Fund I"),  all  affiliated
investment  programs,  TEC Acquisub,  Inc. ("TECAI"),  an indirect  wholly-owned
subsidiary of the General  Partner,  and American  Finance Group,  Inc. (AFG), a
subsidiary  of PLM  International  Inc.,  which may be used to  provide  interim
financing of up to (i) 70% of the  aggregate  book value or 50% of the aggregate
net fair market value of eligible  equipment owned by the Partnership or Fund I,
plus (ii) 50% of unrestricted  cash held by the borrower.  The Committed  Bridge
Facility became  available on December 20, 1993, and was amended and restated on
October 31,  1996,  to expire on October 31, 1997 and  increased  the  available
borrowings for AFG to $50 million. The Partnership,  TECAI, Fund I and the other
partnerships  collectively  may borrow up to $35 million of the Committed Bridge
Facility. The Committed Bridge Facility also provides for a $5 million Letter of
Credit Facility for the eligible  borrowers.  Outstanding  borrowings by Fund I,
TECAI,  AFG or PLM  Equipment  Growth  Funds IV  through  VII  reduce the amount
available  to  each  other  under  the  Committed  Bridge  Facility.  Individual
borrowings may be outstanding  for no more than 179 days,  with all advances due
no later than October 31, 1997.  The  Committed  Bridge  Facility  prohibits the
Partnership  from incurring any  additional  indebtedness.  Interest  accrues at
either the prime rate or adjusted LIBOR plus 2.5% at the borrowers option and is
set at the time of an  advance  of  funds.  Borrowings  by the  Partnership  are
guaranteed by the General Partner.  As of November 11, 1996, AFG had $39,032,522
in outstanding borrowings and neither the Partnership,  Fund I. TECAI nor any of
the other programs had any outstanding borrowings.

For the  nine  months  ended  September  30,  1996,  the  Partnership  generated
sufficient  operating  cash to meet its  operating  obligations  and  make  cash
distributions  (total for nine months ending September 30, 1996 of approximately
$14.5 million) to the partners, but used undistributed available cash from prior
periods of $2.0 million.  However, based on current operating lease revenues and
near-term  trends,  the General Partner made the decision to reduce the level of
cash  distribution  from 10% to 8% for the quarter ended September 30 1996. Cash
distributions will remain at the reduced rate until operating lease revenues and
near-term  trends show  improvement.  During the nine months ended September 30,
1996,  the General  Partner sold  equipment for $29.0 million while  reinvesting
approximately $32.9 million (including capital improvements and fees).

Beginning  January 1, 1994,  the  Partnership  became  obligated,  under certain
conditions,  to redeem up to 2% of the outstanding  Depositary  Units each year.
The  purchase  price to be offered for such  outstanding  Units will be equal to
110% of the unrecovered  principal  attributed to the Units - where  unrecovered
principal is defined as the excess of the capital contribution attributable to a
Unit over the  distributions  from any source paid with respect to that Unit. At
December 31, 1995, the Partnership agreed to purchase  approximately 7,900 Units
for an aggregate  price of  approximately  $90,000.  At September 30, 1996,  the
Partnership  repurchased 6,925 Depositary Units for $79,000. The General Partner
anticipates  that the remaining Units will be repurchased  during the next three
months with funds generated from operations.

 (III)   TRENDS

The Partnership's operation of a diversified equipment portfolio in a broad base
of markets is  intended  to reduce its  exposure  to  volatility  in  individual
equipment  sectors.  Throughout  1995,  and  the  first  part  of  1996,  market
conditions,  supply and demand equilibrium,  and other factors varied in several
markets.  In the  container  and  refrigerated  over-the-road  trailer  markets,
oversupply conditions,  industry  consolidations,  and other factors resulted in
falling  rates and lower  returns.  In the dry  over-the-road  trailer  markets,
strong  demand  and  a  backlog  of  new  equipment   deliveries  produced  high
utilization and returns.  The marine vessel,  rail, and mobile offshore drilling
unit markets could be generally  categorized  by increasing  rates as the demand
for  equipment  is  increasing  faster than new  additions  net of  retirements.
Finally,  demand for  narrowbody  Stage II aircraft,  such as those owned by the
Partnership,  has increased as expected savings from newer  narrowbody  aircraft
have not  materialized  and  deliveries of the newer  aircraft have slowed down.
These trends are expected to continue for the near term. These different markets
have had individual effects on the performance of Partnership  equipment in some
cases  resulting  in  declining   performance,   and  in  others,   in  improved
performance.

The  ability  of the  Partnership  to  realize  acceptable  lease  rates  on its
equipment in the different equipment markets is contingent on many factors, such
as specific market conditions and economic activity, technological obsolescence,
governmental or other regulations,  and others. The  unpredictability of some of
these  factors,  or of their  occurrence,  makes it  difficult  for the  General
Partner to clearly define trends or influences  that may impact the  performance
of the Partnership's  equipment.  The General Partner continuously monitors both
the equipment  markets and the  performance  of the  Partnership's  equipment in
these  markets.  The  General  Partner  may make an  evaluation  to  reduce  the
Partnership's  exposure  to  equipment  markets in which it  determines  that it
cannot operate equipment and achieve acceptable rates of return.  Alternatively,
the General Partner may make a determination to enter equipment markets in which
it perceives  opportunities to profit from supply-demand  instabilities or other
market imperfections.

The  Partnership  intends to use  excess  cash flow,  if any,  after  payment of
expenses, loan principal, and cash distributions to acquire additional equipment
during the first  seven years of  Partnership  operations.  The General  Partner
believes these  acquisitions  may cause the  Partnership to generate  additional
earnings and cash flow for the Partnership.















                      (this space intentionally left blank)

<PAGE>



                           PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

         (a)               Exhibit

                           None.

         (b)      Reports on Form 8-K

                           None.








<PAGE>



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.



                                           PLM EQUIPMENT GROWTH FUND V
                                           By:      PLM Financial Services, Inc.
                                                    General Partner



Date:  November 11, 1996                   By:      /s/ David J. Davis
                                                    ------------------
                                                    David J. Davis
                                                    Vice President and
                                                    Corporate Controller












































                                                       -15-