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, 2000


[-]       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 01-19203
                             _______________________



                           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 ____








                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                                 BALANCE SHEETS
                 (in thousands of dollars, except unit amounts)

<TABLE>
<CAPTION>


                                                                              September 30,        December 31,
                                                                                2000                  1999
                                                                             ----------------------------------
<S>                                                                          <C>                  <C>
  ASSETS

  Equipment held for operating lease, at cost                                $   92,021           $  102,326
  Less accumulated depreciation                                                 (71,874)             (72,847)
                                                                             ----------------------------------
                                                                                 20,147               29,479
  Equipment held for sale                                                         3,400                   --
                                                                             ----------------------------------
    Net equipment                                                                23,547               29,479

  Cash and cash equivalents                                                       1,618                4,188
  Restricted cash                                                                   420                  441
  Accounts receivable, net of allowance for doubtful
      accounts of $41 in 2000 and $47 in 1999                                     2,086                2,187
  Investments in unconsolidated special-purpose entities                          8,777                9,633
  Deferred charges, net of accumulated amortization of
      $198 in 2000 and $148 in 1999                                                  52                  101
  Prepaid expenses and other assets                                                   9                   54
                                                                             -----------------------------------

        Total assets                                                         $   36,509           $   46,083
                                                                             ===================================

  LIABILITIES AND PARTNERS' CAPITAL

  Liabilities:

  Accounts payable and accrued expenses                                      $      325           $      501
  Due to affiliates                                                                 316                  304
  Lessee deposits and reserve for repairs                                         2,815                2,788
  Note payable                                                                    9,429               15,484
                                                                             -----------------------------------
      Total liabilities                                                          12,885               19,077
                                                                             -----------------------------------

  Partners' capital:

  Limited partners (9,065,911 limited partnership units as of
      September 30, 2000 and 9,067,911 as of December 31, 1999)                  23,624               27,006
  General Partner                                                                    --                   --
                                                                             -----------------------------------
      Total partners' capital                                                    23,624               27,006
                                                                             -----------------------------------

        Total liabilities and partners' capital                              $   36,509           $   46,083
                                                                             ===================================

</TABLE>






                 See accompanying notes to financial statements.



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                            STATEMENTS OF OPERATIONS
         (in thousands of dollars, except weighted-average unit amounts)
<TABLE>
<CAPTION>

                                                       For the Three Months               For the Nine Months
                                                       Ended September 30,                Ended September 30,
                                                         2000         1999               2000           1999
                                                   --------------------------------------------------------------
  <S>                                                 <C>            <C>                <C>             <C>
  REVENUES

  Lease revenue                                     $   5,255      $   5,102          $ 16,868        $ 15,297
  Interest and other income                                43             39               116             138
  Net gain on disposition of equipment                  1,096             67             1,193             173
                                                    --------------------------------------------------------------
      Total revenues                                    6,394          5,208            18,177          15,608
                                                    --------------------------------------------------------------

  EXPENSES

  Depreciation and amortization                         2,108          2,320             6,183           6,879
  Repairs and maintenance                                 352            399             1,420           1,280
  Equipment operating expenses                          1,249            916             3,935           2,255
  Insurance expense                                       117            269               243             483
  Management fees to affiliate                            258            267               826             773
  Interest expense                                        280            311               820             992
  General and administrative expenses
        to affiliates                                     225            204               646             658
  Other general and administrative expenses               237            163               699             453
  Provision for bad debts                                  33             23                59              47
                                                    --------------------------------------------------------------
      Total expenses                                    4,859          4,872            14,831          13,820
                                                    --------------------------------------------------------------

  Equity in net income (loss) of unconsolidated
        special-purpose entities                           57           (536)              440             866
                                                    --------------------------------------------------------------

  Net income (loss)                                 $   1,592      $    (200)         $  3,786        $  2,654
                                                    ==============================================================

  Partners' share of net income (loss):

  Limited partners                                  $   1,473      $    (319)         $  3,428        $  2,295
  General Partner                                         119            119               358             359
                                                    --------------------------------------------------------------

  Total                                             $   1,592      $    (200)         $  3,786        $  2,654
                                                    ==============================================================

  Limited partners' net income (loss) per
      weighted-average limited partnership unit     $    0.17      $   (0.04)         $   0.38        $   0.25
                                                    ==============================================================

  Cash distribution                                 $   2,386      $   2,386          $  7,158        $  6,231
                                                    ==============================================================

  Cash distribution per weighted-average
      limited partnership unit                      $    0.25      $    0.25          $   0.75        $   0.65
                                                    ==============================================================


</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, 1998 to September 30, 2000
                            (in thousands of dollars)


<TABLE>
<CAPTION>

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

<S>                                                        <C>                   <C>                 <C>
    Partners' capital as of December 31, 1998              $   34,406            $    --             $   34,406

  Net income                                                      824                478                  1,302

  Purchase of limited partnership units                           (85)                --                    (85)

  Cash distribution                                            (8,139)              (478)                (8,617)
                                                           -------------------------------------------------------

    Partners' capital as of December 31, 1999                  27,006                 --                 27,006

  Net income                                                    3,428                358                  3,786

  Purchase of limited partnership units                           (10)                --                    (10)

  Cash distribution                                            (6,800)              (358)                (7,158)
                                                           -------------------------------------------------------

    Partners' capital as of September 30, 2000             $   23,624            $    --             $   23,624
                                                           =======================================================

</TABLE>









                 See accompanying notes to financial statements.





                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                            STATEMENTS OF CASH FLOWS
                            (in thousands of dollars)
<TABLE>
<CAPTION>

                                                                                      For the Nine Months
                                                                                      Ended September 30,
                                                                                   2000          1999
                                                                               ----------------------------
<S>                                                                             <C>           <C>
OPERATING ACTIVITIES
 Net income                                                                     $   3,786     $   2,654
 Adjustments to reconcile net income to net cash
   provided by (used in) operating activities:
   Depreciation and amortization                                                    6,183         6,879
   Net gain on disposition of equipment                                            (1,193)         (173)
   Equity in net income from unconsolidated
       special-purpose entities                                                      (440)         (866)
   Changes in operating assets and liabilities, net:
     Restricted cash                                                                   21          (109)
     Accounts receivable, net                                                          93           732
     Prepaid expenses and other assets                                                 45            74
     Accounts payable and accrued expenses                                           (176)         (138)
     Due to affiliates                                                                 12            11
     Lessee deposits and reserve for repairs                                           27           (42)
                                                                                ---------------------------

       Net cash provided by operating activities                                    8,358         9,022
                                                                                ---------------------------

 INVESTING ACTIVITIES

 Payments for purchase of equipment and capitalized improvements                   (2,679)       (1,255)
 Distribution from liquidation of unconsolidated special-purpose entity                --         3,548
 Distributions from unconsolidated special-purpose entities                         1,296           659
 Payments of acquisition fees to affiliate                                             --           (56)
 Payments of lease negotiation fees to affiliate                                       --           (13)
 Proceeds from disposition of equipment                                             3,678           591
                                                                                ---------------------------
       Net cash provided by investing activities                                    2,295         3,474
                                                                                ---------------------------

 FINANCING ACTIVITIES

 Payments of note payable                                                          (6,055)       (6,168)
 Proceeds of short-term loan from affiliate                                         4,500         1,400
 Payments of short-term loan from affiliate                                        (4,500)       (1,400)
 Cash distributions paid to limited partners                                       (6,800)       (5,872)
 Cash distributions paid to General Partner                                          (358)         (359)
 Purchase of limited partnership units                                                (10)          (85)
                                                                                ---------------------------
       Net cash used in financing activities                                      (13,223)      (12,484)
                                                                                ---------------------------

 Net (decrease) increase in cash and cash equivalents                              (2,570)           12
 Cash and cash equivalents at beginning of period                                   4,188         1,774
                                                                                ---------------------------
 Cash and cash equivalents at end of period                                     $   1,618     $   1,786
                                                                                ===========================

 SUPPLEMENTAL INFORMATION
 Interest paid                                                                  $     876     $   1,047
                                                                                ===========================

</TABLE>




                 See accompanying notes to financial statements.


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

1.   OPINION OF MANAGEMENT

In the opinion of the  management  of PLM Financial  Services,  Inc. (FSI or 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, 2000 and December 31, 1999,  the statements of
operations  for the three  months and nine months ended  September  30, 2000 and
1999,  the  statements  of  changes in  partners'  capital  for the period  from
December 31, 1998 to September  30, 2000,  and the  statements of cash flows for
the nine months ended September 30, 2000 and 1999. Certain  information and note
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/A for the year ended December 31, 1999,
on file at the Securities and Exchange Commission.

2.   SCHEDULE OF PARTNERSHIP PHASES

Beginning in the  Partnership's  seventh year of operations,  which commenced on
January 1, 1999, the General Partner stopped  purchasing  additional  equipment.
Surplus cash,  less  reasonable  reserves,  will be distributed to the partners.
Beginning in the  Partnership's  ninth year of  operations,  which  commences on
January 1, 2001, the General Partner intends to begin an orderly  liquidation of
the  Partnership's  assets.  The Partnership  will be terminated by December 31,
2010, unless terminated  earlier upon sale of all equipment and by certain other
events.

3.   PURCHASE OF LIMITED PARTNERSHIP UNITS

The Partnership agreed to purchase approximately 2,300 limited partnership units
in 2000 for an aggregate purchase price of up to $12,500. During the nine months
ended  September 30, 2000, the Partnership  purchased 2,000 limited  partnership
units for $10,000.  The General Partner may purchase the additional units in the
future.

4.   CASH DISTRIBUTIONS

Cash  distributions  are recorded when paid and may include amounts in excess of
net income that are  considered to represent a return of capital.  For the three
months  ended  September  30, 2000 and 1999,  cash  distributions  totaled  $2.4
million.   For  the  nine  months  ended  September  30,  2000  and  1999,  cash
distributions  totaled  $7.2  million  and  $6.2  million,  respectively.   Cash
distributions  of $3.3 million and $3.6 million to the limited  partners  during
the nine months ended September 30, 2000 and 1999, respectively,  were deemed to
be a return of capital.

Cash distributions related to the results from the third quarter of 2000 of $1.7
million, will be paid during the fourth quarter of 2000.

5.   TRANSACTIONS WITH GENERAL PARTNER AND AFFILIATES

The balance due to affiliates  as of September  30, 2000,  included $0.2 million
due to FSI and its affiliates for management fees and data processing  services,
and $0.1  million  due to  affiliated  unconsolidated  special-purpose  entities
(USPEs).  The balance due to affiliates  as of December 31, 1999,  included $0.2
million due to FSI and its affiliates  for management  fees and $0.1 million due
to affiliated USPEs.

During the nine months ended September 30, 2000, the  Partnership  borrowed $4.5
million from the General  Partner for a  short-term  loan and repaid the loan to
the General Partner. The General Partner charged the Partnership $0.1 million in
interest using prevailing market interest rates at the time of the loans.


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

5.   TRANSACTIONS WITH GENERAL PARTNER AND AFFILIATES (CONTINUED)

The Partnership's  proportional share of USPE-affiliated management fees of $0.1
million was payable as of September 30, 2000 and December 31, 1999.

The  Partnership's  proportional  share of the affiliated  expenses  incurred by
USPEs  during 2000 and 1999 is listed in the  following  table (in  thousands of
dollars):
<TABLE>
<CAPTION>

                                                       For the Three Months               For the Nine Months
                                                       Ended September 30,                Ended September 30,
                                                       2000           1999               2000           1999
                                                    --------------------------------------------------------------

<S>                                                 <C>            <C>                <C>              <C>
  Management fees                                   $      68      $      57          $    228         $   197
  Data processing and administrative
     expenses                                              21             14                48              52
</TABLE>

6.   EQUIPMENT

Owned equipment held for operating leases is stated at cost.  Equipment held for
sale is stated at the lower of the equipment's  depreciated  cost or fair value,
less cost to sell, and is subject to a pending contract for sale. The components
of owned equipment were as follows (in thousands of dollars):

                                                September 30,       December 31,
                                                   2000                1999
                                               ---------------------------------

  Aircraft                                         55,070          $   52,402
  Marine vessels                                   16,276              20,276
  Railcars                                         11,309              11,328
  Marine containers                                 7,121               9,075
  Trailers                                          2,245               9,245
                                               -----------         -----------
                                                   92,021
  Less accumulated depreciation                   (71,874)            (72,847)
                                               -----------         -----------
                                                   20,147              29,479
  Equipment held for sale                           3,400                  --
                                               -----------         -----------
      Net equipment                                23,547          $   29,479
                                               ===========         ===========

As of September 30, 2000, all owned equipment in the Partnership's portfolio was
on lease  except for a marine  vessel with a net book value of $3.4 million that
was held for sale and three  railcars  with a net book value of  $20,000.  As of
December 31, 1999, all owned equipment in the Partnership's portfolio was either
on lease or operating in PLM-affiliated short-term trailer rental facilities.

During the nine months ended  September 30, 2000,  the  Partnership  purchased a
hush-kit for one of the Partnership's McDonnell Douglas DC-9 commercial aircraft
for $2.7 million.  The  Partnership was required to install the hush-kit per the
Partnership's lease agreement for this aircraft.

During the nine months ended  September 30, 2000,  the  Partnership  disposed of
marine  containers,  trailers,  and railcars with an aggregate net book value of
$2.5 million, for $3.7 million. During the nine months ended September 30, 1999,
the Partnership  disposed of marine containers,  trailers,  and railcars with an
aggregate net book value of $0.4 million, for $0.6 million.



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

7.   INVESTMENTS IN UNCONSOLIDATED SPECIAL-PURPOSE ENTITIES

The net investments in USPEs include the following  jointly-owned equipment (and
related assets and liabilities) (in thousands of dollars):
<TABLE>
<CAPTION>

                                                                                  September 30,       December 31,
                                                                                       2000                1999
                                                                                 ----------------------------------
<S>                                                                              <C>                 <C>
       48% interest in an entity owning a product tanker                         $     4,945         $     5,885
       25% interest in a trust owning two commercial aircraft on direct
                finance lease                                                          2,241               2,535
       50% interest in an entity owning a product tanker                               1,591               1,333
       50% interest in an entity that owned a bulk carrier                                --                (120)
     ----------------------------------------------------------------------------------------        ------------
         Net investments                                                         $     8,777         $     9,633
                                                                                 ============        ============
</TABLE>

As of September 30, 2000 and December 31, 1999, all  jointly-owned  equipment in
the Partnership's USPE portfolio was on lease.

8.   OPERATING SEGMENTS

The Partnership  operates in five primary operating segments:  aircraft leasing,
marine vessel leasing,  railcar leasing,  marine container leasing,  and trailer
leasing.  Each  equipment  leasing  segment  engages in  short-term  to mid-term
operating leases to a variety of customers.

The following  tables present a summary of the operating  segments (in thousands
of dollars):
<TABLE>
<CAPTION>

                                                      Marine               Marine
     For the quarter ended                 Aircraft   Vessel    Railcar   Container  Trailer
         September 30, 2000                Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------

 <S>                                       <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES
       Lease revenue                       $  1,935  $  2,008   $    562  $    112   $    638  $     --   $  5,255
       Interest income and other                  1        --         --        --         --        42         43
       Gain on disposition of equipment          --        --         16        30      1,050        --      1,096
                                           ------------------------------------------------------------------------
         Total revenues                       1,936     2,008        578       142      1,688        42      6,394

     COSTS AND EXPENSES
       Operations support                       (40)    1,359        117         2        270        10      1,718
       Depreciation and amortization          1,337       370        139       104        144        14      2,108
       Interest expense                          --        --         --        --         --       280        280
       Management fees to affiliate              81       100         33         6         38        --        258
       General and administrative expenses       40        13         10        --        155       244        462
       Provision for bad debts                    9        --         --        --         24        --         33
                                           ------------------------------------------------------------------------
         Total costs and expenses             1,427     1,842        299       112        631       548      4,859
                                           ------------------------------------------------------------------------
     Equity in net income (loss) of USPEs        82       (25)        --        --         --        --         57
                                           ------------------------------------------------------------------------
     Net income (loss)                     $    591  $    141   $    279  $     30   $  1,057  $   (506)  $  1,592
                                           ========================================================================

     Total assets as of September 30, 2000 $ 17,319  $ 12,484   $  3,078  $  1,144   $    806  $  1,678   $ 36,509
                                           ========================================================================
</TABLE>


(1   Includes certain interest income and costs not identifiable to a particular
     segment,  such as  interest  expense,  certain  amortization,  general  and
     administrative, and operations support expenses.



                          PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

8.   OPERATING SEGMENTS (CONTINUED)
<TABLE>
<CAPTION>

                                                      Marine               Marine
     For the quarter ended                 Aircraft   Vessel    Railcar   Container  Trailer
         September 30, 1999                Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------

<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES
       Lease revenue                       $  2,094  $  1,570   $    613  $    130   $    695  $     --   $  5,102
       Interest income and other                  7         4         --         8         --        20         39
       Gain on disposition of equipment          --        --         18        49         --        --         67
                                           ------------------------------------------------------------------------
         Total revenues                       2,101     1,574        631       187        695        20      5,208

     COSTS AND EXPENSES
       Operations support                        17     1,205        100         1        247        14      1,584
       Depreciation and amortization          1,339       466        153       154        167        41      2,320
       Interest expense                          --        --         --        --         --       311        311
       Management fees to affiliate              96        79         44         7         41        --        267
       General and administrative expenses       12        10         11        --        146       188        367
       Provision for bad debts                   --        --         19        --          4        --         23
                                           ------------------------------------------------------------------------
         Total costs and expenses             1,464     1,760        327       162        605       554      4,872
                                           ------------------------------------------------------------------------
     Equity in net income (loss) of USPEs        94      (630)        --        --         --        --       (536)
                                           ------------------------------------------------------------------------
     Net income (loss)                     $    731  $   (816)  $    304  $     25   $     90  $   (534)  $   (200)
                                           ========================================================================

     Total assets as of September 30, 1999 $ 20,174  $ 19,380   $  3,568  $  2,157   $  3,963  $  2,135   $ 51,377
                                           ========================================================================



                                                      Marine               Marine
     For the nine months ended             Aircraft   Vessel    Railcar   Container  Trailer
           September 30, 2000              Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------

     REVENUES
       Lease revenue                       $  5,953  $  6,990   $  1,778  $    306   $  1,841  $     --   $ 16,868
       Interest income and other                  8         3         --        --         --       105        116
       Gain on disposition of equipment          --        --         35       104      1,054        --      1,193
                                           ------------------------------------------------------------------------
         Total revenues                       5,961     6,993      1,813       410      2,895       105     18,177

     COSTS AND EXPENSES
       Operations support                       199     4,291        394         5        681        28      5,598
       Depreciation and amortization          3,834     1,112        419       344        432        42      6,183
       Interest expense                          --        --         --        --         --       820        820
       Management fees to affiliate             226       349        124        15        112        --        826
       General and administrative expenses      151        43         37        --        420       694      1,345
       Provision for bad debts                    9        --          2        --         48        --         59
                                           ------------------------------------------------------------------------
         Total costs and expenses             4,419     5,795        976       364      1,693     1,584     14,831
                                           ------------------------------------------------------------------------
     Equity in net income of USPEs              304       136         --        --         --        --        440
                                           ------------------------------------------------------------------------
     Net income (loss)                     $  1,846  $  1,334   $    837  $     46   $  1,202  $ (1,479)  $  3,786
                                           ========================================================================

     Total assets as of September 30, 2000 $ 17,319  $ 12,484   $  3,078  $  1,144   $    806  $  1,678   $ 36,509
                                           ========================================================================

</TABLE>

(1)  Includes certain interest income and costs not identifiable to a particular
     segment,  such as  interest  expense,  certain  amortization,  general  and
     administrative and operations support expenses.

                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

8.   OPERATING SEGMENTS (CONTINUED)
<TABLE>
<CAPTION>

                                                      Marine               Marine
     For the nine months ended             Aircraft   Vessel    Railcar   Container  Trailer
           September 30, 1999              Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------

<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES
       Lease revenue                       $  6,338  $  4,611   $  1,821  $    577   $  1,950  $     --   $ 15,297
       Interest income and other                 23         6         --        13         --        96        138
       Gain (loss) on disposition of             --        --         18       173        (18)       --        173
         equipment
                                           ------------------------------------------------------------------------
         Total revenues                       6,361     4,617      1,839       763      1,932        96     15,608

     COSTS AND EXPENSES
       Operations support                        49     2,966        335         3        625        40      4,018
       Depreciation and amortization          3,928     1,398        461       474        500       118      6,879
       Interest expense                          --        --         --        --         --       992        992
       Management fees to affiliate             271       231        120        29        122        --        773
       General and administrative expenses       25        30         33        --        446       577      1,111
       Provision for (recovery of) bad           --        --         35        (4)        16        --         47
     debts
                                           ------------------------------------------------------------------------
         Total costs and expenses             4,273     4,625        984       502      1,709     1,727     13,820
                                           ------------------------------------------------------------------------
     Equity in net income (loss) of USPEs     1,764      (898)        --        --         --        --        866
                                           ------------------------------------------------------------------------
     Net income (loss)                     $  3,852  $   (906)  $    855  $    261   $    223  $ (1,631)  $  2,654
                                           ========================================================================

     Total assets as of September 30, 1999 $ 20,174  $ 19,380   $  3,568  $  2,157   $  3,963  $  2,135   $ 51,377
                                           ========================================================================
</TABLE>

(1)  Includes certain interest income and costs not identifiable to a particular
     segment,  such as  interest  expense,  certain  amortization,  general  and
     administrative and operations support expenses.

9.   DEBT

The  Partnership  made the  regularly  scheduled  installment  payments  of $5.7
million  to the  lenders  of the  note  payable  during  the nine  months  ended
September 30, 2000, and accrued or paid the quarterly interest payment at a rate
of LIBOR plus 1.2% per annum (7.88% at September 30, 2000 and 7.30% December 31,
1999).  The  Partnership  also paid the lenders of the senior note an additional
$0.4 million from equipment sales proceeds, as required by the loan agreement.

During August 2000, the existing  senior loan agreement was amended and restated
to change the quarterly principal payment date from the 45th day of each quarter
to the last business day of each quarter.

10.  NET INCOME (LOSS) PER WEIGHTED-AVERAGE PARTNERSHIP UNIT

Net income (loss) per weighted-average Partnership unit was computed by dividing
net income  (loss)  attributable  to limited  partners  by the  weighted-average
number  of  Partnership  units  deemed   outstanding   during  the  period.  The
weighted-average number of Partnership units deemed outstanding during the three
and  nine  months  ended  September  30,  2000,  was  9,065,911  and  9,066,552,
respectively.   The   weighted-average   number  of  Partnership   units  deemed
outstanding  during the three and nine months  ended  September  30,  1999,  was
9,067,911 and 9,073,283, respectively.

11.  CONTINGENCIES

PLM International (the Company) and various of its wholly owned subsidiaries are
defendants in a class action  lawsuit filed in January 1997 and which is pending
in the United  States  District  Court for the  Southern  District  of  Alabama,
Southern  Division  (Civil  Action  No.  97-0177-BH-C)  (the  court).  The named
plaintiffs  are six  individuals  who invested in PLM  Equipment  Growth Fund IV
(Fund IV), PLM Equipment  Growth Fund V (Fund V), PLM  Equipment  Growth Fund VI
(Fund VI),  and PLM  Equipment  Growth & Income Fund VII (Fund VII) (the Funds),
each a California limited partnership for which the Company's




                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

11.  CONTINGENCIES (CONTINUED)

wholly-owned subsidiary, FSI, acts as the General Partner. The complaint asserts
causes of action  against  all  defendants  for fraud and  deceit,  suppression,
negligent  misrepresentation,  negligent and  intentional  breaches of fiduciary
duty, unjust enrichment, conversion, and conspiracy. Plaintiffs allege that each
defendant  owed  plaintiffs  and the class certain duties due to their status as
fiduciaries,  financial  advisors,  agents, and control persons.  Based on these
duties,  plaintiffs assert liability  against  defendants for improper sales and
marketing   practices,   mismanagement   of  the  Funds,   and  concealing  such
mismanagement   from  investors  in  the  Funds.   Plaintiffs  seek  unspecified
compensatory damages, as well as punitive damages.

In June 1997, the Company and the affiliates who are also defendants in the Koch
action were named as defendants in another  purported  class action filed in the
San Francisco  Superior Court,  San Francisco,  California,  Case No.987062 (the
Romei  action).  The plaintiff is an investor in Fund V, and filed the complaint
on her own  behalf and on behalf of all class  members  similarly  situated  who
invested in the Funds. The complaint  alleges the same facts and the same causes
of action as in the Koch action, plus additional causes of action against all of
the defendants,  including alleged unfair and deceptive practices and violations
of  state  securities  law.  In July  1997,  defendants  filed a  petition  (the
petition) in federal district court under the Federal Arbitration Act seeking to
compel  arbitration of plaintiff's  claims.  In October 1997, the district court
denied  the  Company's  petition,  but in  November  1997,  agreed  to hear  the
Company's  motion for  reconsideration.  Prior to  reconsidering  its order, the
district court dismissed the petition pending settlement of the Romei action, as
discussed  below.  The state court action  continues  to be stayed  pending such
resolution.

In February 1999 the parties to the Koch and Romei actions  agreed to settle the
lawsuits,  with  no  admission  of  liability  by any  defendant,  and  filed  a
Stipulation  of Settlement  with the court.  The  settlement is divided into two
parts,  a  monetary  settlement  and  an  equitable  settlement.   The  monetary
settlement  provides  for  a  settlement  and  release  of  all  claims  against
defendants  in  exchange  for payment for the benefit of the class of up to $6.6
million.  The final settlement  amount will depend on the number of claims filed
by class members,  the amount of the administrative costs incurred in connection
with the  settlement,  and the amount of attorneys' fees awarded by the court to
plaintiffs'  attorneys.  The Company will pay up to $0.3 million of the monetary
settlement,  with  the  remainder  being  funded  by an  insurance  policy.  For
settlement  purposes,  the monetary  settlement class consists of all investors,
limited partners, assignees, or unit holders who purchased or received by way of
transfer or  assignment  any units in the Funds  between May 23, 1989 and August
30, 2000. The monetary  settlement,  if approved,  will go forward regardless of
whether the equitable settlement is approved or not.

The equitable  settlement  provides,  among other things, for: (a) the extension
(until  January 1, 2007) of the date by which FSI must complete  liquidation  of
the Funds' equipment,  (b) the extension (until December 31, 2004) of the period
during which FSI can reinvest the Funds' funds in additional  equipment,  (c) an
increase of up to 20% in the amount of front-end fees (including acquisition and
lease  negotiation  fees)  that  FSI  is  entitled  to  earn  in  excess  of the
compensatory   limitations   set   forth  in  the  North   American   Securities
Administrator's  Association's Statement of Policy; (d) a one-time repurchase by
each of Funds V, VI and VII of up to 10% of that  fund's  outstanding  units for
80% of net asset  value  per  unit;  and (e) the  deferral  of a portion  of the
management fees paid to an affiliate of FSI until, if ever, certain  performance
thresholds have been met by the Funds.  Subject to final court  approval,  these
proposed changes would be made as amendments to each Fund's limited  partnership
agreement  if less than 50% of the limited  partners  of each Fund vote  against
such  amendments.   The  equitable  settlement  also  provides  for  payment  of
additional  attorneys' fees to the plaintiffs' attorneys from the Funds funds in
the event,  if ever,  that certain  performance  thresholds have been met by the
Funds.  The  equitable  settlement  class  consists  of all  investors,  limited
partners,  assignees  or unit  holders  who on August 30, 2000 held any units in
Funds V, VI, and VII, and their assigns and successors in interest.

The court  preliminarily  approved  the monetary and  equitable  settlements  in
August 2000, and information regarding each of the settlements was sent to class
members in September 2000. The

                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2000

11.  CONTINGENCIES (CONTINUED)

monetary  settlement  remains  subject to certain  conditions,  including  final
approval  by the  court  following  a  final  fairness  hearing.  The  equitable
settlement remains subject to certain conditions,  including  disapproval of the
proposed  amendments to the fund partnership  agreements by less than 50% of the
limited  partners in one or more of Funds V, VI, and VII,  judicial  approval of
the proposed  amendments and final  approval of the equitable  settlement by the
court  following a final fairness  hearing.  A final  fairness  hearing has been
scheduled  for  November  29,  2000.  The Company  continues to believe that the
allegations  of the Koch and Romei  actions  are  completely  without  merit and
intends to continue to defend this matter vigorously if the monetary  settlement
is not consummated.

The Company is involved as plaintiff or defendant in various other legal actions
incidental  to its  business.  Management  does  not  believe  that any of these
actions will be material to the financial condition of the Company.

12.  SUBSEQUENT EVENT

During October 2000, the Partnership  received proceeds of $3.4 million from the
disposition of a marine vessel that was held for sale at September 30, 2000. The
proceeds approximated the marine vessel's net book value.





                      (This space intentionally left blank)



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

(I)  RESULTS OF OPERATIONS

Comparison  of PLM  Equipment  Growth  Fund  V's (the  Partnership's)  Operating
Results for the Three Months Ended September 30, 2000 and 1999

(A)  Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as repairs  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
increased during the three months ended September 30, 2000, when compared to the
same period of 1999.  Gains or losses from the sale of  equipment,  interest and
other income,  and certain  expenses such as depreciation  and  amortization and
general and administrative expenses relating to the operating segments (see Note
8 to  the  financial  statements),  are  not  included  in the  owned  equipment
operation  discussion  because  they are  indirect in nature and not a result of
operations,  but the result of owning a portfolio of  equipment.  The  following
table presents  lease revenues less direct  expenses by segment (in thousands of
dollars):

                                                       For the Three Months
                                                        Ended September 30,
                                                       2000             1999
                                                    ----------------------------
  Aircraft                                          $  1,975         $  2,077
  Marine vessels                                         649              365
  Railcars                                               445              513
  Trailers                                               368              448
  Marine containers                                      110              129

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $1.9 million and
($40,000), respectively, for the three months ended September 30, 2000, compared
to $2.1 million and $17,000,  respectively,  during the same period of 1999. The
decrease in aircraft  lease  revenues  of $0.2  million was due to one  aircraft
being  on-lease  for one month  during the quarter  ended  September  30,  2000,
compared to the same period of 1999,  when this  aircraft was on-lease for three
months.  Direct expenses decreased $0.1 million during the third quarter of 2000
due to the receipt of $0.1  million from the lessee to pay the  Partnership  for
certain repairs. A similar event did not occur in 1999.

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $2.0
million and $1.4 million, respectively, for the three months ended September 30,
2000, compared to $1.6 million and $1.2 million,  respectively,  during the same
period of 1999.

The increase in marine vessel lease  revenues of $0.4 million during the quarter
ended  September  30, 2000 was due to one marine vessel that earned $1.1 million
in additional  voyage lease  revenues due to higher lease rates  compared to the
same period of 1999,  offset in part,  by a decrease of $0.6  million  caused by
another marine vessel that was off-lease during the three months ended September
30, 2000 compared to the same period of 1999, when it was on-lease.

As a result of the additional voyage lease revenues,  direct expenses  increased
$0.2 million  during the quarter  ended  September 30, 2000 when compared to the
same period of 1999.

Railcars:  Railcar lease revenues and direct expenses were $0.6 million and $0.1
million, respectively, for the three months ended September 30, 2000 and 1999.

Trailers:  Trailer lease revenues and direct expenses were $0.6 million and $0.3
million,  respectively,  for the three months ended September 30, 2000, compared
to $0.7 million and $0.2 million, respectively,  during the same period of 1999.
The  decrease in trailer  contribution  was due to lower lease  revenues of $0.1
million  resulting  from lower  utilization  on short-term  rental  trailers and
higher repair costs of $23,000 during the three months ended  September 30, 2000
compared to the same period of 1999.

Marine containers: Marine container lease revenues and direct expenses were $0.1
million and $2,000, respectively, for the three months ended September 30, 2000,
compared to $0.1  million and  $1,000,  respectively,  during the same period of
1999.  The  number  of  marine  containers  owned  by the  Partnership  has been
declining due to  dispositions  during 2000 and 1999  resulting in a decrease in
marine container contribution.

(B)  Indirect Expenses Related to Owned Equipment Operations

Total indirect expenses of $3.1 million for the quarter ended September 30, 2000
decreased from $3.3 million for the same period in 1999.  Significant  variances
are explained as follows:

     (i) A $0.2 million decrease in depreciation and amortization  expenses from
1999  levels was caused  primarily  by the  double-declining  balance  method of
depreciation  which results in greater  depreciation in the first years an asset
is owned.

     (ii) A $31,000  decrease  in interest  expense  was due to a lower  average
outstanding  debt balance in the third quarter of 2000 when compared to the same
period of 1999.

     (iii) A $0.1 million  increase in general and  administrative  expenses was
primarily due to additional  costs  associated with the re-lease of a commercial
aircraft during 2000 compared to the same period of 1999.

(C)  Net Gain on Disposition of Owned Equipment

The net gain on the  disposition  of  equipment  for the third  quarter  of 2000
totaled  $1.1  million,  which  resulted  from  the sale of  marine  containers,
trailers,  and a railcar with a net book value of $2.2 million,  for proceeds of
$3.3 million. The net gain on the disposition of equipment for the third quarter
of 1999 totaled $0.1 million,  which resulted from the sale of marine containers
railcars,  and a trailer with an aggregate net book value of $0.1  million,  for
proceeds of $0.2 million.

(D)  Equity in Net  Income  (Loss) of  Unconsolidated  Special-Purpose  Entities
     (USPEs)

Net income (loss) generated from the operation of jointly-owned assets accounted
for under the equity method of  accounting  is shown in the  following  table by
equipment type (in thousands of dollars):

                                                       For the Three Months
                                                        Ended September 30,
                                                       2000             1999
                                                    ----------------------------
  Aircraft                                          $     82         $     94
  Marine vessels                                         (25)            (630)
                                                    ----------------------------
      Equity in net income (loss) of USPEs          $     57         $   (536)
                                                    ============================

Aircraft:  As of September 30, 2000 and 1999, the Partnership had an interest in
an entity owning two commercial  aircraft on a direct finance lease.  During the
three months ended  September 30, 2000,  revenues of $0.1 million were offset by
amortization expense,  direct expenses, and administrative  expenses of $12,000.
During  the same  period  of 1999,  revenues  of $0.1  million  were  offset  by
amortization expense, direct expenses, and administrative expenses of $10,000.

Marine vessels:  As of September 30, 2000, the Partnership  owned an interest in
two entities owning a total of two marine vessels. As of September 30, 1999, the
Partnership  owned an interest in three entities  owning a total of three marine
vessels.  During the third quarter of 2000,  lease revenues of $1.3 million were
offset by depreciation expense,  direct expenses, and administrative expenses of
$1.3  million.  During the same period of 1999,  lease  revenues of $1.2 million
were  offset  by  depreciation  expense,  direct  expenses,  and  administrative
expenses of $1.8 million.

Lease revenues  increased  $0.1 million during the three months ended  September
30,  2000 when  compared  to the same  period  of 1999.  The  increase  in lease
revenues is due to the following:

     (i) One marine vessel that was on voyage  charter during the quarters ended
September 30, 2000 and 1999, earned $0.4 million in higher lease revenues due to
an increase in voyage lease rates compared to the same period of 1999.

     (ii) The other marine  vessel,  while on time  charter  during the quarters
ended  September 30, 2000 and 1999, also earned a higher lease rate which caused
lease revenues to increase $0.1 million  during the quarter ended  September 30,
2000 compared to the same period of 1999.

     (iii) The sale of the Partnership's  interest in a marine vessel during the
fourth quarter of 1999 caused lease revenues to decrease $0.3 million during the
three months ended September 30, 2000 compared to the same period of 1999.

Depreciation  expense,  direct expenses,  and administrative  expenses decreased
$0.5 million  during the three months ended  September  30, 2000 compared to the
same period of 1999. The decrease in direct expenses is due to the following:

     (i)  Depreciation  expense  decreased  $0.1 million during the three months
ended  September  30,  2000  due  to  the  double-declining  balance  method  of
depreciation  which results in greater  depreciation in the first years an asset
is owned.

     (ii) Direct  expenses also  decreased  $0.1 million during the three months
ended  September 30, 2000 due to lower operating  expenses  compared to the same
period of 1999.

     (iii) The sale of the Partnership's  interest in a marine vessel during the
fourth  quarter  of 1999  caused  depreciation  expense,  direct  expenses,  and
administrative  expenses to decrease $0.3 million  during the three months ended
September 30, 2000 compared to the same period of 1999.

(E)  Net Income (Loss)

As a result of the foregoing,  the Partnership's net income for the three months
ended September 30, 2000 was $1.6 million,  compared to net loss of $0.2 million
during the same period in 1999.  The  Partnership's  ability to operate  assets,
liquidate assets,  secure leases,  and re-lease those assets whose leases expire
is subject  to many  factors,  and the  Partnership's  performance  in the third
quarter of 2000 is not necessarily  indicative of future  periods.  In the third
quarter  of 2000,  the  Partnership  distributed  $2.3  million  to the  limited
partners, or $0.25 per weighted-average limited partnership unit.

Comparison  of the  Partnership's  Operating  Results for the Nine Months  Ended
September 30, 2000 and 1999

(A)  Owned Equipment Operations

Lease revenues less direct expenses on owned equipment decreased during the nine
months  ended  September  30,  2000,  compared to the same  period of 1999.  The
following  table  presents  lease  revenues less direct  expenses by segment (in
thousands of dollars):

                                                     For the Nine Months
                                                     Ended September 30,
                                                    2000             1999
                                                 ----------------------------
  Aircraft                                       $  5,754        $   6,289
  Marine vessels                                    2,699            1,645
  Railcars                                          1,384            1,486
  Trailers                                          1,160            1,325
  Marine containers                                   301              574

Aircraft: Aircraft lease revenues and direct expenses were $6.0 million and $0.2
million, respectively, for the nine months ended September 30, 2000, compared to
$6.3  million  and  $49,000,  respectively,  during the same  period of 1999.  A
decrease in aircraft  lease  revenues  of $0.4  million was due to a  commercial
aircraft being  off-lease for four months during the nine months ended September
30,  2000 that was  on-lease  for nine  months  during the same  period of 1999.
Direct  expenses  increased $0.2 million during the nine months ended  September
30, 2000 due to required repairs to the off-lease commercial aircraft. A similar
expense was not required during the same period of 1999.

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $7.0
million and $4.3 million,  respectively, for the nine months ended September 30,
2000, compared to $4.6 million and $3.0 million,  respectively,  during the same
period of 1999.

The  increase in marine  vessel lease  revenues of $2.4 million  during the nine
months ended  September  30, 2000 was due to one marine  vessel that earned $3.6
million in additional  voyage lease  revenues due to an increase in voyage lease
rates compared to the same period of 1999, offset in part, by a decrease of $1.2
million caused by another marine vessel that was off-lease for six months during
the nine months ended  September 30, 2000,  compared to the same period of 1999,
when it was on-lease nine months.

As a result of the additional  voyages,  direct expenses  increased $1.3 million
during the nine months ended September 30, 2000 when compared to the same period
of 1999.

Railcars:  Railcar lease revenues and direct expenses were $1.8 million and $0.4
million, respectively, for the nine months ended September 30, 2000, compared to
$1.8 million and $0.3 million, respectively, during the same period of 1999. The
decrease in railcar contribution was due a decrease in railcar lease revenues of
$43,000  primarily due to lower  re-lease  rates earned on railcars whose leases
expired during 2000 and to an increase of $49,000 in repairs to certain railcars
in 2000 that were not needed during the same period of 1999.

Trailers:  Trailer lease revenues and direct expenses were $1.8 million and $0.7
million, respectively, for the nine months ended September 30, 2000, compared to
$2.0  million and $0.6  million,  respectively,  during the same period of 1999.
Trailer  contribution  decreased  $0.2  million  during  the nine  months  ended
September 30, 2000 due to lower lease  revenues of $0.1 million  resulting  from
lower utilization on the trailers in the short-term rental facilities and higher
repair costs of $0.1 million when compared to the same period of 1999.

Marine containers: Marine container lease revenues and direct expenses were $0.3
million and $5,000, respectively,  for the nine months ended September 30, 2000,
compared to $0.6  million and  $3,000,  respectively,  during the same period of
1999.  The  number  of  marine  containers  owned  by the  Partnership  has been
declining due to  dispositions  during 2000 and 1999  resulting in a decrease to
marine container contribution.

(B)  Indirect Expenses Related to Owned Equipment Operations

Total indirect  expenses of $9.2 million for the nine months ended September 30,
2000  decreased  from $9.8  million  for the same  period  in 1999.  Significant
variances are explained as follows:

     (i) A $0.7 million decrease in depreciation and amortization  expenses from
1999 levels was caused by the  double-declining  balance method of  depreciation
which results in greater depreciation in the first years an asset is owned.

     (ii) A $0.2 million decrease in interest expense was due to a lower average
outstanding  debt  balance  during the nine  months  ended  September  30,  2000
compared to the same period of 1999.

     (iii) A $0.1 million  increase in  management  fees to affiliate was due to
increased  lease  revenues  during the nine  months  ended  September  30,  2000
compared to the same period of 1999.

     (iv) A $0.2  million  increase in general and  administrative  expenses was
primarily due to additional  costs  associated with the re-lease of a commercial
aircraft during 2000 compared to the same period of 1999.

(C)  Net Gain on Disposition of Owned Equipment

The net gain on the disposition of equipment for the nine months ended September
30,  2000  totaled  $1.2  million,  which  resulted  from  the  sale  of  marine
containers,  railcars,  and trailers with a net book value of $2.5 million,  for
proceeds of $3.7 million.  The net gain on the  disposition of equipment for the
nine months ended  September 30, 1999 totaled $0.2 million,  which resulted from
the sale of marine containers, railcars, and trailers with an aggregate net book
value of $0.4 million, for proceeds of $0.6 million.

(D)  Equity in Net Income (Loss) of Unconsolidated Special-Purpose Entities

Net income (loss) generated from the operation of jointly-owned assets accounted
for under the equity method of  accounting  is shown in the  following  table by
equipment type (in thousands of dollars):
<TABLE>
<CAPTION>
                                                                For the Nine Months
                                                                Ended September 30,
                                                               2000             1999
                                                            ----------------------------
<S>                                                         <C>             <C>
  Aircraft, rotable components, and aircraft engines        $    304        $   1,764
  Marine vessels                                                 136             (898)
                                                            ----------------------------
      Equity in net income of USPEs                         $    440        $     866
                                                            ============================
</TABLE>

Aircraft, rotable components, and aircraft engines: As of September 30, 2000 and
1999,  the  Partnership  had an  interest  in an entity  owning  two  commercial
aircraft on a direct finance lease.  During the nine months ended  September 30,
2000,  revenues  of $0.3  were  offset  by direct  expenses  and  administrative
expenses of ($13,000).  During the same period of 1999, revenues of $0.3 million
and the gain from the sale of the  Partnership's  interest  in two  trusts  that
owned  a total  of  three  commercial  aircraft,  two  aircraft  engines,  and a
portfolio  of aircraft  rotables  of $1.6  million  were offset by  depreciation
expense,  direct expenses, and administrative  expenses of $0.1 million.  Direct
expenses and  administrative  expenses  decreased  $0.1 million  during the nine
months ended September 30, 2000 due to the sale of the Partnership's interest in
two trusts and the recovery of a $48,000  accounts  receivable  in 2000 that had
previously been reserved as a bad debt. A similar  recovery did not occur during
the same period of 1999.

Marine vessels:  As of September 30, 2000, the Partnership  owned an interest in
two entities owning a total of two marine vessels. As of September 30, 1999, the
Partnership  owned an interest in three entities  owning a total of three marine
vessels. During the nine months ended September 30, 2000, lease revenues of $4.5
million were offset by depreciation expense, direct expenses, and administrative
expenses of $4.4 million. During the same period of 1999, lease revenues of $4.0
million were offset by depreciation expense, direct expenses, and administrative
expenses of $4.9 million.

Lease revenues increased $0.5 million during the nine months ended September 30,
2000 compared to the same period of 1999.  The increase in lease revenues is due
to the following:

     (i) One marine  vessel  that was on voyage  charter  during the nine months
ended September 30, 2000 and 1999,  earned $1.3 million in higher lease revenues
due to an  increase in voyage  lease  rates when  compared to the same period of
1999.

     (ii) The other marine vessel,  while on time charter during the nine months
ended September 30, 2000 and 1999,  earned a lower lease rate which caused lease
revenues to decrease $0.1 million  during the quarter  ended  September 30, 2000
compared to the same period of 1999.

     (iii) The sale of the Partnership's  interest in a marine vessel during the
fourth  quarter of 1999 caused  lease  revenues to also  decrease  $0.7  million
during the nine months ended  September  30, 2000 compared to the same period of
1999.

Depreciation  expense,  direct expenses,  and administrative  expenses decreased
$0.5 million  during the nine months ended  September  30, 2000 when compared to
the same  period of 1999.  The sale of the  Partnership's  interest  in a marine
vessel during the fourth quarter of 1999, caused  depreciation  expense,  direct
expenses,  and administrative  expenses to decrease $1.0 million during the nine
months ended  September  30, 2000.  This  decrease  was offset,  in part,  by an
increase of $0.4 million in certain direct  expenses due to increased usage of a
marine vessel  during the nine months ended  September 30, 2000 when compared to
the same period of 1999.



(E)  Net Income

As a result of the foregoing,  the  Partnership's net income for the nine months
ended  September  30,  2000 was $3.8  million,  compared  to net  income of $2.7
million  during the same period in 1999.  The  Partnership's  ability to operate
assets,  liquidate assets, secure leases, and re-lease those assets whose leases
expire is subject to many factors, and the Partnership's performance in the nine
months ended September 30, 2000 is not necessarily indicative of future periods.
In the nine months ended  September 30, 2000, the Partnership  distributed  $6.8
million  to  the  limited  partners,  or  $0.75  per  weighted-average   limited
partnership unit.

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

For the nine months ended  September 30, 2000,  the  Partnership  generated $9.7
million in  operating  cash (net cash  provided  by  operating  activities  plus
non-liquidating  distributions from USPEs) to meet its operating obligations and
pay cash  distributions  (total for the nine months ended  September 30, 2000 of
$7.2 million) to the partners.

During the nine months ended  September  30, 2000,  the  Partnership  sold owned
equipment and received aggregate proceeds of $3.7 million.

During the nine months ended  September 30, 2000,  the  Partnership  purchased a
hush-kit for one of the Partnership's McDonnell Douglas DC-9 commercial aircraft
for $2.7 million.  The  Partnership was required to install the hush-kit per the
Partnership's lease agreement for this aircraft.

Accounts  receivable  decreased  $0.1  million  during  the  nine  months  ended
September 30, 2000 due to the timing of cash receipts.

Investments in USPEs  decreased $0.9 million due to cash  distributions  of $1.3
million to the  Partnership  from the USPEs  offset in part,  by $0.4 million of
income that was  recorded by the  Partnership's  from the USPEs  during the nine
months ended September 30, 2000.

Accounts  payable  decreased $0.2 million during the nine months ended September
30, 2000 due to the timing of payments to vendors.

During the nine months ended September 30, 2000, the  Partnership  borrowed $4.5
million from the General Partner for a short-term loan and fully repaid the loan
to the General Partner. The General Partner charged the Partnership $0.1 million
in interest using prevailing market interest rates at the time of the loans.

During the nine months  ended  September  30,  2000,  the  Partnership  made the
regularly  scheduled  installment  payment of $5.7 million to the lenders of the
note payable.  The Partnership also made an additional principal payment of $0.4
million from the proceeds of equipment  sales.  The  Partnership is scheduled to
make an installment payment of $4.0 million under its notes payable agreement on
December  29,  2000.  The  Partnership  is  also  scheduled  to  make  quarterly
installment payments through the year 2001 and, in some instances,  a percentage
of equipment sale proceeds.

(III)    OUTLOOK FOR THE FUTURE

Since the  Partnership  is in its  holding or  passive  liquidation  phase,  the
General  Partner will be seeking to  selectively  re-lease or sell assets as the
existing leases expire.  Sale decisions will cause the operating  performance of
the Partnership to decline over the remainder of its life.

Several factors may affect the Partnership's  operating  performance  during the
remainder  of  2000  and  beyond,  including  changes  in the  markets  for  the
Partnership's  equipment and changes in the regulatory environment in which that
equipment operates.

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.

Factors  affecting the Partnership's  contribution  during the remainder of 2000
and beyond include:

1. The cost of new  marine  containers  has been at  historic  lows for the past
several  years  which has caused  downward  pressure  on per diem  lease  rates.
Recently,  the cost of marine containers have started to increase which, if this
trend  continues,  should  translate into rising per diem lease rates.  However,
some  of  the   Partnership's   refrigerated   marine   containers  have  become
delaminated.  This condition lowers the demand for these marine containers which
has lead to declining lease rates and lower  utilization on containers with this
problem.

2.  Depressed  economic  conditions in Asia during most of 1999 led to declining
freight rates for dry bulk marine  vessels.  With the economic  recovery in Asia
and in the absence of new additional orders, this market has stabilized.

3.  Railcar  loading  in North  America  have  continued  to be high,  however a
softening in the market has lead to lower lease rates as existing  leases expire
and renewal leases are negotiated.

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,
and  government  or other  regulations.  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  continually  monitors  both the
equipment  markets and the performance of the  Partnership's  equipment in these
markets. The General Partner may decide to reduce the Partnership's  exposure to
equipment  markets in which it determines it cannot operate equipment to achieve
acceptable rates of return.

The  Partnership  intends  to use cash  flow  from  operations  to  satisfy  its
operating  requirements,  pay loan  principal and interest on debt, and pay cash
distributions to the partners.

Beginning in the  Partnership's  seventh year of operations,  which commenced on
January 1, 1999, the General Partner stopped  purchasing  additional  equipment.
Surplus cash,  less  reasonable  reserves,  will be distributed to the partners.
Beginning in the  Partnership's  ninth year of  operations,  which  commences on
January 1, 2001, the General Partner intends to begin an orderly  liquidation of
the  Partnership's  assets.  The Partnership  will be terminated by December 31,
2010, unless terminated  earlier upon sale of all equipment and by certain other
events.

(IV) FORWARD-LOOKING INFORMATION

Except for the historical  information contained herein, this Form 10-Q contains
forward-looking  statements  that  involve  risks  and  uncertainties,  such  as
statements of the Partnership's plans, objectives, expectations, and intentions.
The  cautionary  statements  made in this  Form  10-Q  should  be read as  being
applicable  to all related  forward-looking  statements  wherever they appear in
this Form 10-Q. The  Partnership's  actual results could differ  materially from
those discussed here.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  Partnership's  primary  market risk exposures are that of interest rate and
currency  risk.  The  Partnership's  note payable is a variable  rate debt.  The
Partnership  estimates a one percent  increase or decrease in the  Partnership's
variable  rate debt would  result in an increase or decrease,  respectively,  in
interest  expense of $24,000 for the remaining  three months of 2000 and $47,000
in 2001.  The  Partnership  estimates a two percent  increase or decrease in the
Partnership's  variable  rate debt  would  result in an  increase  or  decrease,
respectively,  in interest  expense of $47,000 for the remaining three months of
2000 and $0.1 million in 2001.

During the nine months ended September 30, 2000, 83% of the Partnership's  total
lease revenues from wholly- and  partially-owned  equipment came from non-United
States domiciled  lessees.  Most of the Partnership's  leases require payment in
United States (U.S.) currency.  If these lessees  currency  devalues against the
U.S. dollar,  the lessees could potentially  encounter  difficulty in making the
U.S. dollar denominated lease payments.



                           PART II - OTHER INFORMATION


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

           (a)    Exhibits

           10.1   Amendment No. 2 to the Amended and Restated  $38,000,000  Loan
                  Agreement,  dated as of August 2, 2000.

           (b)    Reports on Form 8-K

                  None.





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 10, 2000                  By:      /s/ Richard K Brock
                                                    Richard K Brock
                                                    Vice President and
                                                    Chief Financial Officer