**UNITED
      STATES****SECURITIES
      AND EXCHANGE COMMISSION****Washington,
      D.C. 20549****____________________****FORM
      10-QSB****[X]
      Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934****For
      the fiscal quarter ended September 30, 2005.****[
      ] 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.)********200
      Nyala Farms Road************Westport,
      CT                                                                                              
      06880****(Address
      of principal executive
      offices)                                                  (Zip
      code)********Registrant's
      telephone number, including area code: (203)
    341-0555****_______________________**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. YesXNoTransitional
      Small Business Disclosure Format: YesNoXAggregate
      market value of voting stock: N/A
 
  
  
 **PLM
      EQUIPMENT GROWTH FUND V****(A
      Limited Partnership)****CONDENSED
      BALANCE SHEETS**(in
      thousands of dollars, except unit amounts)
 (unaudited)
 September
      30,
    
    December
      31,**Assets**
    
    2005
    
    2004Equipment
      held for operating leases, at cost
    
    $
    19,854
    
    $
    24,937Less
      accumulated depreciation
    
    
    (19,795
    )
    
    (24,869
    )Net equipment
    
    
    59
    
    
    68Cash
      and cash equivalents
    
    
    19,925
    
    
    5,736Accounts
      and other receivables, less allowance for doubtfulaccounts of $100 in 2005 and $-0- in 2004
    
    
    122
    
    
    959Equity
      investments in affiliated entities
    
    
    8,245
    
    
    11,214Other
      assets
    
    
    173
    
    
    214Assets
      held for sale
    
    
    41
    
    
    12,374Total assets
    
    $
    28,565
    
    $
    30,565**Liabilities
      and partners’ capital**LiabilitiesAccounts
      payable and accrued expenses
    
    $
    78
    
    $
    72Due
      to affiliates
    
    
    13
    
    
    18Reserve
      for repairs
    
    
    --
    
    
    500Lessee
      deposits
    
    
    210
    
    
    404Liabilities
      held for sale
    
    
    98
    
    
    962Total liabilities
    
    
    399
    
    
    1,956Commitments
      and contingenciesPartners'
      capitalLimited
      partners (8,478,448 limited partnership units outstanding)
    
    
    28,166
    
    
    28,609General
      Partner
    
    
    --
    
    
    --Total partners' capital
    
    
    28,166
    
    
    28,609Total liabilities and partners' capital
    
    $
    28,565
    
    $
    30,565
 
 
 
 
 
 
 
 
 
 
 See
accompanying notes to unaudited condensed financial statements.
  
  
 **PLM
      EQUIPMENT GROWTH FUND V****(A
      Limited Partnership)****CONDENSED
      STATEMENTS OF INCOME**(in
      thousands of dollars, except weighted-average limited partnership unit
      amounts)
 (unaudited)
 
 For
      the Three Months
    
    For
      the Nine MonthsEnded
      September 30,
    
    Ended
      September 30,2005
    
    2004
    
    2005
    
    2004**Revenues**Lease
      revenue
    
    $
    240
    
    $
    338
    
    $
    720
    
    $
    1,086Interest
      and other income
    
    
    119
    
    
    880
    
    
    229
    
    
    963Gain
      on disposition of equipment
    
    
    71
    
    
    222
    
    
    1,157
    
    
    596Total revenues
    
    
    430
    
    
    1,440
    
    
    2,106
    
    
    2,645**Expenses**Depreciation
      and amortization
    
    
    3
    
    
    67
    
    
    11
    
    
    644Operations
      support
    
    
    2
    
    
    87
    
    
    7
    
    
    283Management
      fees to affiliate
    
    
    8
    
    
    43
    
    
    36
    
    
    102General
      and administrative expensesto
      affiliates
    
    
    11
    
    
    47
    
    
    33
    
    
    180Other
      general and administrative expenses
    
    
    131
    
    
    153
    
    
    421
    
    
    925Provision
      for (recovery of) bad debts
    
    
    100
    
    
    (580
    )
    
    100
    
    
    (1,296
    )Total expenses
    
    
    255
    
    
    (183
    )
    
    608
    
    
    838Equity
      in net loss of equity investments
    
    
    (783
    )
    
    (292
    )
    
    (1,641
    )
    
    (230
    )(Loss)
      income from continuing operations
    
    
    (608
    )
    
    1,331
    
    
    (143
    )
    
    1,577Loss
      from operation of discontinuedoperations
    
    
    (175
    )
    
    (491
    )
    
    (516
    )
    
    (215
    )Gain
      on disposition of discontinued operations
    
    
    4,420
    
    
    --
    
    
    4,678
    
    
    --Net income
    
    $
    3,637
    
    $
    840
    
    $
    4,019
    
    $
    1,362**Partners’
      share of net income**Limited
      partners
    
    $
    3,637
    
    $
    840
    
    $
    3,796
    
    $
    1,362General
      Partner
    
    
    --
    
    
    --
    
    
    223
    
    
    --Total
    
    $
    3,637
    
    $
    840
    
    $
    4,019
    
    $
    1,362Limited
      partners' basic earnings (loss) perweighted-average
      limited partnership unit:(Loss)
      income from continuing operations
    
    $
    (0.07
    )
    $
    0.16
    
    $
    (0.04
    )
    $
    0.19Loss
      from operation of discontinuedoperations
    
    
    (0.02
    )
    
    (0.06
    )
    
    (0.06
    )
    
    (0.03
    )Gain
      on disposition of discontinued operations
    
    
    0.52
    
    
    --
    
    
    0.55
    
    
    --$
    0.43
    
    $
    0.10
    
    $
    0.45
    
    $
    0.16
 
 
 
 
 See
accompanying notes to unaudited condensed financial statements.
  
  
 **PLM
      EQUIPMENT GROWTH FUND V****(
      A Limited Partnership)****CONDENSED
      STATEMENTS OF CHANGES IN PARTNERS' CAPITAL****For
      the Period from December 31, 2004 to September 30,
      2005**(in
      thousands of dollars)
 (unaudited)
 
 
 
 
 Limited
    
    GeneralPartners
    
    Partner
    
    TotalPartners’
      capital as of December 31, 2004
    
    $
    28,609
    
    $
    --
    
    $
    28,609Net income
    
    
    3,796
    
    
    223
    
    
    4,019Cash distribution
    
    
    (4,239
    )
    
    (223
    )
    
    (4,462
    )Partners'
      capital as of September 30, 2005
    
    $
    28,166
    
    $
    --
    
    $
    28,166
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 See
accompanying notes to unaudited condensed financial statements.
  
  
 **PLM
      EQUIPMENT GROWTH FUND V****(A
      Limited Partnership)****CONDENSED
      STATEMENTS OF CASH FLOWS**(in
      thousands of dollars)(unaudited)
 
 For
      the Nine MonthsEnded
      September 30,2005
    
    2004**Operating
      activities**(Loss)
      income from continuing operations
    
    $
    (143
    )
    $
    1,577Adjustments
      to reconcile (loss) income from continuing operationsto net cash provided by (used in) operating activities:Depreciation
      and amortization
    
    
    11
    
    
    644Provision
      for (recovery of) bad debts
    
    
    100
    
    
    (1,296
    )Gain
      on disposition of equipment
    
    
    (1,157
    )
    
    (596
    )Equity
      in net loss from equity investments
    
    
    1,641
    
    
    230Operating
      distributions from (contributions to) equity investments
    
    
    1,328
    
    
    (20
    )Changes
      in operating assets and liabilities:Accounts
      and other receivables
    
    
    737
    
    
    2,033Other assets
    
    
    (19
    )
    
    78Accounts payable and accrued expenses
    
    
    6
    
    
    (80
    )Due to affiliates
    
    
    (5
    )
    
    (19
    )Lessee deposits
    
    
    (194
    )
    
    (9
    )Cash
      provided by operating activities of continuing operations
    
    
    2,305
    
    
    2,542Cash
      provided by operating activities of discontinuedoperations
    
    
    1,367
    
    
    509Net cash provided by operating activities
    
    
    3,672
    
    
    3,051**Investing
      activities**Investments
      in equity investments
    
    
    --
    
    
    (22,774
    )Non-operating
      distributions from equity investments
    
    
    --
    
    
    17,225Decrease
      in restricted cash
    
    
    --
    
    
    60Payments
      on finance lease receivable
    
    
    58
    
    
    --Proceeds
      from disposition of equipment
    
    
    657
    
    
    2,072Cash
      provided by (used in) investing activities of continuingoperations
    
    
    715
    
    
    (3,417
    )Cash
      provided by (used in) investing activities of discontinuedoperations
    
    
    14,996
    
    
    (7,177
    )Net
      cash provided by (used in) investing activities
    
    
    15,711
    
    
    (10,594
    )**Financing
      activities**Cash
      distribution paid to limited partners
    
    
    (4,239
    )
    
    --Cash
      distribution paid to General Partner
    
    
    (223
    )
    
    --Cash
      used in financing activities from continuing operations
    
    
    (4,462
    )
    
    --Cash
      used in financing activities of discontinued operations
    
    
    (732
    )
    
    (334
    )Net cash used in financing activities
    
    
    (5,194
    )
    
    (334
    )Net
      increase (decrease) in cash and cash equivalents
    
    
    14,189
    
    
    (7,877
    )Cash
      and cash equivalents at beginning of period
    
    
    5,736
    
    
    18,049Cash
      and cash equivalents at end of period
    
    $
    19,925
    
    $
    10,172
 See
accompanying notes to unaudited condensed financial statements.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 1.  Basis
of Presentation
 
 The
unaudited financial statements presented herein are prepared in conformity with
generally accepted accounting principles in the United States of America and the
instructions for preparing Form 10-QSB under Rule 310 of Regulation S-B of the
Securities and Exchange Commission. Rule 310 provides that disclosures that
would substantially duplicate those contained in the most recent annual report
may be omitted from interim financial statements. The accompanying unaudited
condensed financial statements have been prepared on that basis and, therefore,
should be read in conjunction with the financial statements and notes presented
in the 2004 Annual Report (Form 10-KSB) of PLM Equipment Growth Fund V (the
Partnership) on file with the United States Securities and Exchange Commission.
Except as disclosed herein, there have been no material changes to the
information presented in the notes to the 2004 Annual Report in Form
10-KSB.
 
 In the
opinion of the management of PLM Financial Services, Inc. (FSI or the General
Partner) all adjustments necessary, consisting primarily of normal recurring
accruals, to present fairly the Partnership’s unaudited condensed balance sheets
at September 30, 2005 and December 31, 2004, condensed statements of income for
the three and nine months ended September 30, 2005 and 2004, condensed
statements of changes in partners’ capital for the period from December 31, 2004
to September 30, 2005, and the condensed statements of cash flows for the nine
months ended September 30, 2005 and 2004 have been made and are reflected.
 
 In the
second quarter of 2005, the Partnership sold its remaining marine container
portfolio. During the third quarter of 2005, the Partnership and an investment
entity in which the Partnership has an interest, sold all of their remaining
railcars. Consequently, the results from these operations have been classified
as discontinued operations and prior periods have been restated. (See Note 5 to
the unaudited condensed financial statements)
 
 2.  Schedule
of Partnership Phases
 
 The
Partnership may not reinvest cash flow generated from operations after January
1, 2005 into additional equipment. The Partnership will terminate on December
31, 2010, unless terminated earlier upon the sale of all of the equipment or by
certain other events. Although the Partnership is scheduled to terminate on
December 31, 2010, the General Partner is managing the Partnership with the
objective of having all owned and partially owned equipment disposed of by
December 31, 2006.
 
 3.  Reclassifications
 
 Certain
amounts previously reported have been reclassified to conform to the 2005
presentation. These reclassifications did not have any effect on net income.
 
 4.  Cash
Distributions
 
 Cash
distributions are recorded when declared.
 
 For the
nine months ended September 30, 2005, cash distributions declared and paid
totaled $4.2 million ($0.50 per limited partnership unit) to the limited
partners and $0.2 million to the General Partner. No cash distributions were
declared or paid to the limited partners or General Partner during the nine
months ended September 30, 2004 or the three months ended September 30, 2005 and
2004. (See Note 15 to the unaudited condensed financial statements)
 
 5.  Discontinued
Operations
 
 During
the second quarter of 2005, the General Partner sold its remaining marine
containers with a net book value of $-0- for proceeds of $0.3 million resulting
in a gain of $0.3 million.
 
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 5.  Discontinued
Operations (continued)
 
 In the
third quarter of 2005, the Partnership and several affiliated entities
(collectively, the Sellers), including PLM Rail Partners (Rail Partners), an
entity in which the Partnership has a 23% ownership interest, entered into an
Asset Purchase Agreement to sell the railcar business of the Sellers, which
includes railcars owned and leased by the Sellers as well as management
contracts pursuant to which the Sellers manage the railcars of third parties.
The sale of the railcar business was completed on August 18, 2005.
 
 The
Partnership received net proceeds of $14.4 million from the disposition of its
railcar assets including its interest in Rail Partners resulting in a gain on
disposition of discontinued operations of $4.4 million. The amount received by
the Partnership and Rail Partners was based on the appraised value of the
railcars sold by the Partnership and Rail Partners to the purchaser, as
determined by an independent third party appraiser or, for railcars manufactured
in 2005, the greater of the appraised value or the actual cost. The proceeds
received from Rail Partners by the Partnership was net of Rail Partner's
repayment of its debt.
 
 Concurrent
with the sale of the Partnership's railcar assets, the Partnership terminated
its $15.0 million railcar loan facility and expensed the remaining unamortized
portion of debt placement fees related to this facility of $0.1 million. There
were no amounts due to the lender at the time of termination nor any penalties
due associated with the termination.
 
 Accordingly,
the Partnership's railcar leasing operations including its equity investment in
Rail Partners and marine container leasing operations are accounted for as
discontinued operations.
 
 Net
income (loss) from discontinued operations for the three and nine months ended
September 30, 2005 and 2004 are as follows (in thousands of
dollars):
 
 For
      the Three Months Ended
    
    For
      the Nine Months EndedSeptember
      30,
    
    September
      30,2005
    
    2004
    
    2005
    
    2004RevenuesLease
      revenue
    
    $
    206
    
    $
    281
    
    $
    877
    
    $
    1,404Interest
      and other income
    
    
    3
    
    
    10
    
    
    16
    
    
    11Gain
      on disposition of equipment
    
    
    110
    
    
    59
    
    
    118
    
    
    423Total revenues
    
    
    319
    
    
    350
    
    
    1,011
    
    
    1,838ExpensesDepreciation
      and amortization
    
    
    225
    
    
    379
    
    
    918
    
    
    1,102Operations
      support
    
    
    3
    
    
    (9
    )
    
    12
    
    
    260Management
      fees to affiliate
    
    
    16
    
    
    24
    
    
    62
    
    
    87Interest
      expense
    
    
    116
    
    
    107
    
    
    261
    
    
    152General
      and administrative expensesto affiliates
    
    
    25
    
    
    31
    
    
    77
    
    
    121General
      and administrative expenses
    
    
    53
    
    
    71
    
    
    60
    
    
    90Impairment
      loss on equipment
    
    
    --
    
    
    183
    
    
    --
    
    
    183(Recovery
      of) provision for bad debts
    
    
    (34
    )
    
    9
    
    
    (10
    )
    
    12Total expenses
    
    
    404
    
    
    795
    
    
    1,380
    
    
    2,007Equity
      in net loss of equity investments
    
    
    (90
    )
    
    (46
    )
    
    (147
    )
    
    (46
    )Loss
      from operations of discontinued operations
    
    $
    (175
    )
    $
    (491
    )
    $
    (516
    )
    $
    (215
    )Gain
      on disposition of discontinued operation
    
    $
    4,420
    
    $
    --
    
    $
    4,678
    
    $
    --
 
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 5.  Discontinued
Operations (continued)
 
 Assets
and liabilities held for sale as of September 30, 2005 and December 31, 2004 are
as follows (in thousands of dollars):
 
 September
      30,
    
    December
      31,**Assets**
    
    2005
    
    2004Equipment
      held for operating leases, net
    
    $
    --
    
    $
    9,820Restricted
      cash
    
    
    --
    
    
    1,998Accounts
      receivable, net
    
    
    38
    
    
    330Other
      assets, net
    
    
    3
    
    
    226Total assets held for sale
    
    $
    41
    
    $
    12,374**Liabilities**Account
      payable and other liabilities
    
    $
    25
    
    $
    216Due
      to affiliates
    
    
    2
    
    
    5Non-recourse
      debt
    
    
    --
    
    
    732Lessee
      deposits
    
    
    10
    
    
    9Equity
      investment in affiliated entity
    
    
    61
    
    
    --Total liabilities held for sale
    
    $
    98
    
    $
    962
 
 Transactions
with General Partner and Affiliates - Discontinued Operations
 
 During
the three and nine months ended September 30, 2005 and 2004, the Partnership's
discontinued operations incurred these types of costs to FSI or its affiliates;
acquisition, lease negotiation, and management fees and data processing and
administrative expenses. The components of these fees and expenses incurred to
FSI or its affiliates were as follows (in thousands of dollars):
 
 Owned
      Equipment
    
    Equity
      InvestmentsFor
      the three months ended September 30,
    
    2005
    
    2004
    
    2005
    
    2004Management
      fees
    
    $
    16
    
    $
    24
    
    $
    10
    
    $
    24Data
      processing and administrativeexpenses
    
    
    25
    
    
    31
    
    
    35
    
    
    22
 
 Owned
      Equipment
    
    Equity
      InvestmentsFor
      the nine months ended September 30,
    
    2005
    
    2004
    
    2005
    
    2004Acquisition
      fees
    
    $
    84
    
    $
    554
    
    $
    --
    
    $
    --Lease
      negotiation fees
    
    
    19
    
    
    123
    
    
    --
    
    
    --Management
      fees
    
    
    62
    
    
    87
    
    
    54
    
    
    24Data
      processing and administrativeexpenses
    
    
    77
    
    
    121
    
    
    87
    
    
    22
 
 During
the nine months ended September 30, 2004, the Partnership purchased $9.6 million
in railcars from FSI or its affiliates. The Partnership's cost for the railcars
purchased from FSI was the lower of FSI's or its affiliates cost or the fair
market value at the time of purchase. In addition, the Partnership transferred
382 owned railcars with a net book value of $5.2 million into Rail Partners.
Rail Partners was owned with two affiliated partnerships that also transferred
owned railcars into this entity.
 
  
  
 **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 6.  Transactions
with General Partner and Affiliates
 
 The
balance due to affiliates as of September 30, 2005 and December 31, 2004
includes $13,000 and $18,000, respectively, due to FSI and its affiliates for
management fees. During the three and nine months ended September 30, 2005 and
2004, the Partnership incurred acquisition, lease negotiation, debt placement,
and management fees and data processing and administrative expenses to FSI or
its affiliates. The components of these fees and expenses incurred to FSI or its
affiliates were as follows (in thousands of dollars):
 
 Owned
      Equipment
    
    Equity
      InvestmentsFor
      the three months ended September 30,
    
    2005
    
    2004
    
    2005
    
    2004Acquisition
      fees
    
    $
    --
    
    $
    --
    
    $
    --
    
    $
    1,058Lease
      negotiation fees
    
    
    --
    
    
    --
    
    
    --
    
    
    235Debt
      placement fee
    
    
    --
    
    
    --
    
    
    --
    
    
    210Management
      fees
    
    
    8
    
    
    45
    
    
    54
    
    
    60Data
      processing and administrativeexpenses
    
    
    11
    
    
    47
    
    
    10
    
    
    4
 
 Owned
      Equipment
    
    Equity
      InvestmentsFor
      the nine months ended September 30,
    
    2005
    
    2004
    
    2005
    
    2004Acquisition
      fees
    
    $
    --
    
    $
    --
    
    $
    --
    
    $
    1,058Lease
      negotiation fees
    
    
    --
    
    
    --
    
    
    --
    
    
    235Debt
      placement fee
    
    
    --
    
    
    --
    
    
    --
    
    
    210Management
      fees
    
    
    35
    
    
    105
    
    
    218
    
    
    111Data
      processing and administrativeexpenses
    
    
    33
    
    
    180
    
    
    41
    
    
    13
 
 During
the nine months ended September 30, 2004, the Partnership, and three affiliated
entities, formed two investment entities which each purchased two commercial
aircraft. The Partnership's net investment in these entities was $5.5 million.
(See Note 8 to the unaudited condensed financial statements)
 
 7.  Equipment
 
 The
components of owned equipment were as follows (in thousands of
dollars ):
 
 September
      30,
    
    December
      31,2005
    
    2004Aircraft
    
    $
    19,854
    
    $
    24,937Less
      accumulated depreciation
    
    
    (19,795
    )
    
    (24,869
    )Net equipment
    
    $
    59
    
    $
    68
 
 Equipment
held for operating leases is stated at cost less depreciation and any
impairments to the carrying value.
 
 As of
September 30, 2005, all owned equipment in the Partnership’s equipment portfolio
was on lease except for one aircraft with a net book value of $-0-. As of
December 31, 2004, all owned equipment in the Partnership’s equipment portfolio
was on lease except for two aircraft with a net book value of $-0-.
 
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 7.  Equipment (continued)
 
 During
the three months ended September 30, 2005, the Partnership disposed of parts
from a commercial aircraft with a net book value of $-0- for proceeds of $0.1
million which resulted in a gain on disposition of $0.1 million. During the nine
months ended September 30, 2005, the Partnership disposed of a commercial
aircraft and parts from a commercial aircraft with an aggregate net book value
of $-0- for proceeds of $0.7 million and reversed $0.5 million of unused engine
reserves related to the sold commercial aircraft which resulted in a gain on
disposition of $1.2 million.
 
 During
the three months ended September 30, 2004, the Partnership disposed of a
commercial aircraft and parts from a commercial aircraft, with an aggregate net
book value of $0.9 million for proceeds of $1.1 million, which resulted in a
gain on disposition of $0.2 million. During the nine months ended September 30,
2004, the Partnership disposed of two commercial aircraft and parts from a
commercial aircraft with an aggregate net book value of $1.5 million for
proceeds of $2.1 million, which resulted in a gain on disposition of $0.6
million.
 
 8.  Equity
Investments in Affiliated Entities
 
 The
Partnership owns equipment jointly with affiliated programs and non-affiliated
entities.
 
 Ownership
interest is based on the Partnership’s contribution towards the cost of the
assets in the equity investments. The Partnership’s proportional share of equity
and income (loss) in each entity is not necessarily the same as its ownership
interest. The primary reason for this is that certain fees such as management
fees, acquisition fees, lease and re-lease fees vary among the owners of the
equity investments. The Partnership’s investment in equity investments includes
acquisition fees, lease negotiation fees, and debt placement fees paid by the
Partnership to the General Partner or its affiliates. The Partnership’s equity
interest in the net income (loss) of equity investments is reflected net of
management fees incurred and the amortization of acquisition fees, lease
negotiation fees and debt placement fees.
 
 The
tables below set forth 100% of the lease revenues and interest and other income,
depreciation and amortization expense, interest expense, operations support and
administrative expenses, and net income (loss) of the entities in which the
Partnership has an interest, and the Partnership‘s proportional share of income
(loss) in each entity for the three and nine months ended September 30, 2005 and
2004 (in thousands of dollars):
 
 PLMFor
      the three months ended
    
    Lion
    
    WorldwideSeptember 30, 2005
    
    Partnership1
    
    Leasing2Lease
      revenues and interest and other income
    
    $
    1,377
    
    $
    71Less:
      Depreciation and amortization expense
    
    
    279
    
    
    --Operations support
    
    
    1,181
    
    
    --General and administrative expenses
    
    
    48
    
    
    (96
    )Net (loss) income
    
    $
    (131
    
    $
    167Partnership’s
      share of net (loss) income
    
    $
    (63
    
    $
    42
 
 
 
 
 
 
 
 
 
 1
    The
      Partnership owns a 48% interest in the Lion Partnership that was formed in
      1997 that owns a product tanker.
 2
    The
      Partnership owns a 25% interest in PLM Worldwide Leasing that was formed
      in 1995 that owns aircraft related
assets.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 8.  Equity
Investment in Affiliated Entities (continued)
 
 
 For
      the three months ended
    
    PLM
      CAL I
    
    PLM
      CAL IISeptember 30, 2005 (continued)
    
    LLC4
    
    LLC5
    
    CFHS6
    
    
    TotalLease
      revenues and interest and other income
    $
    999
    $
    989
    $
    571Less:
      Depreciation and amortization expense
    
    1,235
    
    1,233
    
    1,387Interest expense
    
    456
    
    455
    
    --General and administrative expenses
    
    28
    
    28
    
    29Net loss
    $
    (720)
    $
    (727)
    $
    (845)Partnership’s
      share of net loss
    $
    (300)
    $
    (303)
    $
    (159)
    
    $
    (783)
 
 
 Aero
    
    
    
    PLMFor
      the three months ended
    
    Lion
    
    California
    
    Clement
    
    WorldwideSeptember 30, 2004
    
    Partnership1
    
    Trust2
    
    Partnership7
    
    Leasing3Lease
      revenues and interest and other income
    $
    2,212
    $
    27
    $
    --Less:
      Depreciation and amortization expense
    
    279
    
    --
    
    --Operations support
    
    1,231
    
    6
    
    (26)General and administrative expenses
    
    123
    
    15
    
    --Net income
    $
    579
    $
    6
    $
    26Partnership’s
      share of net income (loss)
    $
    268
    $
    1
    $
    14
    $
    (10)
 
 
 For
      the three months ended
    
    PLM
      CAL I
    
    PLM
      CAL IISeptember 30, 2004 (continued)
    
    LLC4
    
    LLC5
    
    TotalLease
      revenues and interest and other income
    $
    380
    $
    371Less:
      Depreciation and amortization expense
    
    865
    
    864Interest expense
    
    202
    
    202General and administrative expenses
    
    21
    
    21Net
      loss
    $
    (708)
    $
    (716)Partnership’s
      share of net loss
    $
    (281)
    $
    (284)
    $
    (292)
 
 
 Aero
    
    PLMFor
      the nine months ended
    
    Lion
    
    California
    
    WorldwideSeptember 30, 2005
    
    Partnership1
    
    Trust2
    
    Leasing3Lease
      revenues and interest and other income
    $
    6,690
    $
    7
    $
    600Less:
      Depreciation and amortization expense
    
    836
    
    --
    
    --Operations support
    
    3,944
    
    4
    
    --General and administrative expenses
    
    502
    
    4
    
    590Net
      income (loss)
    $
    1,408
    $
    (1)
    $
    10Partnership’s
      share of net income
    $
    652
    $
    --
    $
    2
 
 
 
 
 
 1
    The
      Partnership owns a 48% interest in the Lion Partnership that was formed in
      1997 that owns a product tanker.
 2
    The Partnership owned a 25% interest in the Aero
      California Trust that was formed in 1996 and dissolved in 2005 that owned
      two stage III commercial aircraft that were on a direct finance
      lease.
 3
    The
      Partnership owns a 25% interest in PLM Worldwide Leasing. that was formed
      in 1995 that owns aircraft related assets.
 4
    The
      Partnership owns a 40% interest in the PLM CAL I LLC that was formed in
      the third quarter of 2004 that owns two Boeing 737-500 stage III
      commercial aircraft.
 5
    The
      Partnership owns a 40% interest in the PLM CAL II LLC that was formed in
      the fourth quarter of 2004 that owns two Boeing 737-500 stage III
      commercial aircraft.
 6
    The
      Partnership owns a 19% interest in CFHS that was formed in the third
      quarter of 2004 that owns various types of machinery and other
      equipment.
 7
    The
      Partnership owned a 50% interest in the Clement Partnership that was
      formed in 1991 and dissolved in 2004 that owned a product tanker which was
      sold during 2003.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 8.  Equity
Investments in Affiliated Entities (continued)
 
 For
      the nine months ended
    
    PLM
      CAL I
    
    PLM
      CAL IISeptember 30, 2005 (continued)
    
    LLC4
    
    LLC5
    
    CFHS6
    
    TotalLease
      revenues and interest and other income
    $
    2,950
    $
    2,922
    $
    1,712Less:
      Depreciation and amortization expense
    
    3,706
    
    3,700
    
    4,154Interest expense
    
    1,402
    
    1,401
    
    --General and administrative expenses
    
    81
    
    80
    
    77Net
      loss
    $
    (2,239)
    $
    (2,259)
    $
    (2,519)Partnership’s
      share of net loss
    $
    (906)
    $
    (914)
    $
    (475)
    $
    (1,641)
 
 
 Aero
    
    
    
    PLMFor
      the nine months ended
    
    Lion
    
    California
    
    Clement
    
    WorldwideSeptember 30, 2004
    
    Partnership1
    
    Trust2
    
    Partnership7
    
    Leasing3Lease
      revenues and interest and other income
    $
    4,934
    $
    114
    $
    --Less:
      Depreciation and amortization expense
    
    836
    
    --
    
    --Operations support
    
    3,251
    
    21
    
    (24)General and administrative expenses
    
    278
    
    67
    
    (30)Net
      income
    $
    569
    $
    26
    $
    54Partnership’s
      share of net income
    $
    263
    $
    7
    $
    27
    $
    38
 
 
 For
      the nine months ended
    
    PLM
      CAL I
    
    PLM
      CAL IISeptember 30, 2004 (continued)
    
    LLC5
    
    LLC6
    
    TotalrLease revenues and interest and other income
    
    $
    380
    
    $
    371Less:
      Depreciation and amortization expense
    
    
    865
    
    
    864Interest expense
    
    
    202
    
    
    202Operations support
    
    
    --
    
    
    --General and administrative expenses
    
    
    21
    
    
    21Net loss
    
    $
    (708
    )
    $
    (716
    )Partnership’s
      share of net loss
    
    $
    (281
    )
    $
    (284
    )
    $
    (230
    )
 
 
 As of
September 30, 2005 and December 31, 2004, all jointly-owned assets in the
Partnership’s equity investment portfolio were on lease.
 
 In the
first quarter of 2005, the lessee of the two stage III commercial aircraft on a
direct finance lease in which the Partnership had an interest, exercised its
purchase option for these aircraft in accordance with the lease agreement. The
aircraft were sold for their net book value and the trust was
dissolved.
 
 
 
 
 1
    The
      Partnership owns a 48% interest in the Lion Partnership that was formed in
      1997 that owns a product tanker.
 2
    The Partnership owned a 25% interest in the Aero
      California Trust that was formed in 1996 and dissolved in 2005 that owned
      two stage III commercial aircraft that were on a direct finance
      lease.
 3
    The
      Partnership owns a 25% interest in PLM Worldwide Leasing that was formed
      in 1995 that owns aircraft related assets.
 4
    The
      Partnership owns a 40% interest in the PLM CAL I LLC that was formed in
      the third quarter of 2004 that owns two Boeing 737-500 stage III
      commercial aircraft.
 5
    The
      Partnership owns a 40% interest in the PLM CAL II LLC that was formed in
      the fourth quarter of 2004 that owns two Boeing 737-500 stage III
      commercial aircraft.
 6
    The
      Partnership owns a 19% interest in CFHS that was formed in the third
      quarter of 2004 that owns various types of machinery and other
      equipment.
 7
    The
      Partnership owned a 50% interest in the Clement Partnership that was
      formed in 1991 and dissolved in 2004 that owned a product tanker which was
      sold during 2003.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 8.  Equity
Investments in Affiliated Entities (continued)
 
 During
the nine months ended September 30, 2004, the Partnership, with three affiliated
entities, formed two new entities, PLM CAL I LLC (CAL I) and PLM CAL II LLC (CAL
II). The Partnership contributed a total of $22.8 million to these entities and
owns a 39.6% interest in CAL I and CAL II. CAL I and CAL II each own two Boeing
737-500 stage III commercial aircraft. CAL I and CAL II each assumed two loans
totaling $25.7 million that bear an interest rate of 7.46% and 7.42%. The loans
are non-recourse to the Partnership and are collateralized by the aircraft and
future lease payments. CAL I and CAL II distributed a total of $17.2 million as
a non-operating cash distribution to the Partnership during the third quarter of
2004.
 
 The
Partnership did not make any equity investments in the nine months ended
September 30, 2005.
 
 9.  Operating
Segments
 
 The
Partnership operates in four primary operating segments: marine vessel leasing,
aircraft leasing, trailer leasing, and machinery and other equipment leasing.
Each equipment leasing segment engages in short-term to mid-term operating
leases to a variety of customers. There were no intersegment revenues for the
three and nine months ended September 30, 2005 and 2004. The following tables
present a summary of the operating segments of continuing operations (in
thousands of dollars):
 
 Marine
    
    
    
    
    
    MachineryFor
      the three months ended
    
    Vessel
    
    Aircraft
    
    Trailer
    
    And
      OtherSeptember
      30, 2005
    
    Leasing
    
    Leasing
    
    Leasing
    
    Equipment
    
    Other1
    
    TotalRevenuesLease
      revenue
    
    $
    --
    
    $
    240
    
    $
    --
    
    $
    --
    
    $
    --
    
    $
    240Interest
      and other income
    
    
    --
    
    
    6
    
    
    2
    
    
    --
    
    
    111
    
    
    119Gain
      on disposition of equipment
    
    
    --
    
    
    71
    
    
    --
    
    
    --
    
    
    --
    
    
    71Total revenues
    
    
    --
    
    
    317
    
    
    2
    
    
    --
    
    
    111
    
    
    430ExpensesDepreciation
      and amortization
    
    
    --
    
    
    3
    
    
    --
    
    
    --
    
    
    --
    
    
    3Operations
      support
    
    
    --
    
    
    2
    
    
    --
    
    
    --
    
    
    --
    
    
    2Management
      fees to affiliate
    
    
    --
    
    
    4
    
    
    4
    
    
    --
    
    
    --
    
    
    8General
      and administrative expenses
    
    
    --
    
    
    17
    
    
    --
    
    
    --
    
    
    125
    
    
    142Provision
      for bad debts
    
    
    --
    
    
    100
    
    
    --
    
    
    --
    
    
    --
    
    
    100Total expenses
    
    
    --
    
    
    126
    
    
    4
    
    
    --
    
    
    125
    
    
    255Equity
      in net loss of equityinvestments
    
    
    (63
    )
    
    (561
    )
    
    --
    
    
    (159
    )
    
    --
    
    
    (783
    )Loss
      from continuing operations
    
    $
    (63
    )
    $
    (370
    )
    $
    (2
    )
    $
    (159
    )
    $
    (14
    )
    $
    (608
    )Total
      assets as of September 30, 2005
    
    $
    2,382
    
    $
    2,848
    
    $
    126
    
    $
    3,174
    
    $
    20,035
    
    $
    28,565
 
 
 
 
 
 
 
 
 
 1
    Includes
      certain assets not identifiable to a specific segment such as cash and
      certain other assets and assets held for sale. Also includes certain
      interest income and costs not identifiable to a particular segment, such
      as certain general and administrative
expenses.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 9.  Operating
Segments (continued)
 
 MarineFor
      the three months ended
    
    Vessel
    
    Aircraft
    
    TrailerSeptember 30, 2004
    
    Leasing
    
    Leasing
    
    Leasing
    
    Other1
    
    TotalRevenuesLease
      revenue
    
    $
    --
    
    $
    250
    
    $
    88
    
    $
    --
    
    $
    338Interest
      and other income
    
    
    --
    
    
    866
    
    
    --
    
    
    14
    
    
    880Gain
      on disposition of equipment
    
    
    --
    
    
    222
    
    
    --
    
    
    --
    
    
    222Total revenues
    
    
    --
    
    
    1,338
    
    
    88
    
    
    14
    
    
    1,440ExpensesDepreciation
      and amortization
    
    
    --
    
    
    35
    
    
    31
    
    
    1
    
    
    67Operations
      support
    
    
    --
    
    
    18
    
    
    69
    
    
    --
    
    
    87Management
      fees to affiliate
    
    
    --
    
    
    39
    
    
    4
    
    
    --
    
    
    43General
      and administrative expenses
    
    
    --
    
    
    53
    
    
    1
    
    
    146
    
    
    200Recovery
      of bad debts
    
    
    --
    
    
    (580
    )
    
    --
    
    
    --
    
    
    (580
    )Total expenses
    
    
    --
    
    
    (435
    )
    
    105
    
    
    147
    
    
    (183
    )Equity
      in net income (loss) of equityinvestments
    
    
    282
    
    
    (574
    )
    
    --
    
    
    --
    
    
    (292
    )Income
      (loss) from continuing operations
    
    $
    282
    
    $
    1,199
    
    $
    (17
    )
    $
    (133
    )
    $
    1,331Investments
      in equity investments
    
    $
    --
    
    $
    22,774
    
    $
    --
    
    $
    --
    
    $
    22,774
 
 
 Marine
    
    
    
    
    
    MachineryFor
      the nine months ended
    
    Vessel
    
    Aircraft
    
    Trailer
    
    And
      OtherSeptember 30, 2005
    
    Leasing
    
    Leasing
    
    Leasing
    
    Equipment
    
    Other1
    
    TotalRevenuesLease
      revenue
    
    $
    --
    
    $
    720
    
    $
    --
    
    $
    --
    
    $
    --
    
    $
    720Interest
      and other income
    
    
    --
    
    
    28
    
    
    8
    
    
    --
    
    
    193
    
    
    229Gain
      on disposition of equipment
    
    
    --
    
    
    1,157
    
    
    --
    
    
    --
    
    
    --
    
    
    1,157Total revenues
    
    
    --
    
    
    1,905
    
    
    8
    
    
    --
    
    
    193
    
    
    2,106ExpensesDepreciation
      and amortization
    
    
    --
    
    
    11
    
    
    --
    
    
    --
    
    
    --
    
    
    11Operations
      support
    
    
    --
    
    
    7
    
    
    --
    
    
    --
    
    
    --
    
    
    7Management
      fees to affiliate
    
    
    --
    
    
    23
    
    
    13
    
    
    --
    
    
    --
    
    
    36General
      and administrative expenses
    
    
    --
    
    
    51
    
    
    --
    
    
    --
    
    
    403
    
    
    454Provision
      for bad debts
    
    
    --
    
    
    100
    
    
    --
    
    
    --
    
    
    --
    
    
    100Total expenses
    
    
    --
    
    
    192
    
    
    13
    
    
    --
    
    
    403
    
    
    608Equity
      in net income (loss) of equityinvestments
    
    
    652
    
    
    (1,818
    )
    
    --
    
    
    (475
    )
    
    --
    
    
    (1,641
    )Income
      (loss) from continuing operations
    
    $
    652
    
    $
    (105
    )
    $
    (5
    )
    $
    (475
    )
    $
    (210
    )
    $
    (143
    )
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 1
    Includes
      certain interest income and costs not identifiable to a particular
      segment, such as certain amortization and certain general and
      administrative expenses.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 9.  Operating
Segments (continued)
 
 MarineFor
      the nine months ended
    
    Vessel
    
    Aircraft
    
    TrailerSeptember 30, 2004
    
    Leasing
    
    Leasing
    
    Leasing
    
    Other1
    
    TotalRevenuesLease
      revenue
    
    $
    --
    
    $
    813
    
    $
    273
    
    $
    --
    
    $
    1,086Interest
      and other income
    
    
    --
    
    
    896
    
    
    --
    
    
    67
    
    
    963Gain
      on disposition of equipment
    
    
    --
    
    
    596
    
    
    --
    
    
    --
    
    
    596Total revenues
    
    
    --
    
    
    2,305
    
    
    273
    
    
    67
    
    
    2,645ExpensesDepreciation
      and amortization
    
    
    --
    
    
    546
    
    
    93
    
    
    5
    
    
    644Operations
      support
    
    
    --
    
    
    93
    
    
    190
    
    
    --
    
    
    283Management
      fees to affiliate
    
    
    --
    
    
    91
    
    
    11
    
    
    --
    
    
    102General
      and administrative expenses
    
    
    3
    
    
    488
    
    
    12
    
    
    602
    
    
    1,105Recovery
      of bad debts
    
    
    --
    
    
    (1,296
    )
    
    --
    
    
    --
    
    
    (1,296
    )Total expenses
    
    
    3
    
    
    (78
    )
    
    306
    
    
    607
    
    
    838Equity
      in net income (loss) of equityInvestments
    
    
    290
    
    
    (520
    )
    
    --
    
    
    --
    
    
    (230
    )Income
      (loss) from continuing operations
    
    $
    287
    
    $
    1,863
    
    $
    (33
    )
    $
    (540
    )
    $
    1,577Investments
      in equity investments
    
    $
    --
    
    $
    22,774
    
    $
    --
    
    $
    --
    
    $
    22,774
 
 10.  Basic
Earnings (Loss) Per Weighted-Average Limited Partnership Unit
 
 Basic
earnings (loss) per weighted-average limited partnership unit was computed by
dividing earnings or loss attributable to limited partners by the
weighted-average number of limited partnership units deemed outstanding during
the period. The weighted-average number of limited partnership units deemed
outstanding during the three and nine months ended September 30, 2005 and 2004
was 8,478,448.
 
 All
special allocations of income to the General Partner are included in the
calculation of basic earnings (loss) from continuing operations.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 1
    Includes
      certain interest income and costs not identifiable to a particular
      segment, such as certain amortization and general and administrative
      expenses.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 
 10.  Basic
Earnings (Loss) Per Weighted-Average Limited Partnership Unit (continued)
 
 Basic
earning or loss per weighted average limited partnership unit from continuing
operations, operations of discontinued operations, gain on disposition of
discontinued operations and any special allocations to the limited partners are
based on the following (in thousands of dollars, except weighted-average limited
partnership unit amounts):
 
 For
      the Three Months
    
    For
      the Nine MonthsEnded
      September 30,
    
    Ended
      September 30,2005
    
    2004
    
    2005
    
    2004Attributable
      to limited partners:Basic
      (loss) income from continuing operations
    
    $
    (608
    )
    $
    1,331
    
    $
    (143
    )
    $
    1,577Special
      allocation of loss
    
    
    --
    
    
    --
    
    
    (223
    )
    
    --(Loss)
      income from continuing operations
    
    
    (608
    )
    
    1,331
    
    
    (366
    )
    
    1,577Loss
      from operations of discontinued operations
    
    
    (175
    )
    
    (491
    )
    
    (516
    )
    
    (215
    )Gain
      on disposition of discontinued operations
    
    
    4,420
    
    
    --
    
    
    4,678
    
    
    --Net
      income
    
    $
    3,637
    
    $
    840
    
    $
    3,796
    
    $
    1,362Weighted
      average limited partnership unitsoutstanding
    
    
    8,478,448
    
    
    8,478,448
    
    
    8,478,448
    
    
    8,478,448Basic
      earnings:(Loss)
      income from continuing operations
    
    $
    (0.07
    )
    $
    0.16
    
    $
    (0.04
    )
    $
    0.19Loss
      from operations of discontinued operations
    
    
    (0.02
    )
    
    (0.06
    )
    
    (0.06
    )
    
    (0.03
    )Gain
      on disposition of discontinued operations
    
    
    0.52
    
    
    --
    
    
    0.55
    
    
    --Net
      income per weighted average limitedpartnership unit
    
    $
    0.43
    
    $
    0.10
    
    $
    0.45
    
    $
    0.16
 
 11.  Accounts
and Other Receivables
 
 Accounts
and other receivables represent balances due from current or former lessees for
unpaid balances incurred from leasing and selling Partnership owned equipment.
The components of accounts and other receivables were as follows (in thousands
of dollars):
 
 September
      30,
    
    December
      31,2005
    
    2004Trade
      accounts receivables
    
    $
    222
    
    $
    22Other
      receivables
    
    
    --
    
    
    937Allowance
      for doubtful accounts
    
    
    (100
    )
    
    --$
    122
    
    $
    959
 
 At
December 31, 2004, the balance in other receivable was due from a former
aircraft lessee for past due lease payments and in settlement for returning
aircraft in a condition not in accordance with the lease agreement. During 2005,
$0.7 million of the other receivable was paid with the remaining balance of $0.2
million being offset against a security deposit from the
lessee.
  
  **PLM
EQUIPMENT GROWTH FUND V**
 **(A
Limited Partnership)**
 **NOTES
TO CONDENSED FINANCIAL STATEMENTS**
 **(unaudited)**
 12.  Other
Assets
 
 The
components of the other assets were as follows (in thousands of
dollars):
 
 September
      30,
    
    December
      31,2005
    
    2004Finance
      lease receivable
    
    $
    104
    
    $
    162Prepaid
      expenses and deposits
    
    
    69
    
    
    52$
    173
    
    $
    214
 
 13.  Concentrations
of Credit Risk
 
 For the
nine months ended September 30, 2005 and 2004, the Partnership’s customers that
accounted for 10% or more of the total revenues for the owned equipment and
jointly owned equipment was Continental Airlines, Inc. (29% in 2005) and Varig
South America (15% in 2004). In addition, during 2005, Varig South America
purchased a commercial aircraft from the Partnership and the gain from the sale
accounted for 12% of total revenues from owned equipment and jointly owned
equipment.
 
 As of
September 30, 2005 and December 31, 2004, the Partnership’s customers that
accounted for 10% or more of the total accounts and other receivables for the
owned equipment and jointly owned equipment was Varig South America (56% in
2004) and Stena Bulk LLC (55% in 2005 and 37% in 2004).
 
 As of
September 30, 2005 and December 31, 2004, the General Partner believes the
Partnership had no other significant concentrations of credit risk that could
have a material adverse effect on the Partnership.
 
 14.  Recent
Accounting Pronouncements
 
 In
December 2004, Financial Accounting Standards Board issued Statement 153,
"Exchanges of Non-monetary Assets" (Statement 153), an amendment of Accounting
Principles Board Opinion No. 29. Statement 153 is effective for non-monetary
asset exchanges occurring in fiscal periods beginning after June 15, 2005.
Statement 153 eliminates the exception to fair value for exchanges of similar
productive assets and replaces it with a general exception for exchange
transactions that do not have commercial substance - that is, transactions that
are not expected to result in significant changes in the cash flows of the
reporting entity. Adoption of Statement 153 did not have a significant effect on
the Partnership's financial statements.
 
 At the
June 15 -16, 2005 Emerging Issues Task Force (EITF) meeting, the EITF reached a
consensus on Issue No. 04-05 entitled "Determining Whether a General Partner, or
the General Partners as a Group, Controls a Limited Partnership or Similar
Entity When the Limited Partners Have Certain Rights" (Issue 04-05). The
consensus provides a framework for addressing when a general partner, or general
partners as a group, controls a limited partnership or similar entity.
Additionally, on July 14, 2005, the Financial Accounting Standards Board issued
a Staff Position FSP-78-1, “Interaction of AICPA Statement of Position 78-9 and
EITF Issue No. 04-05” which amends the guidance in AICPA Statement of Position
78-9, “Accounting for Investments in Real Estate Ventures”, to be consistent
with EITF Issue No. 04-05. The effective dates of this issue and technical
position depend on whether the partnership agreement is new or modified, and is
therefore effective for the Partnership no later than the beginning of the first
quarter of 2006. The General Partner is currently evaluating the effect that
this Issue and Staff Position will have on the Partnership’s financial position
and results of operations.
 
 15.  Subsequent
Event
 
 During
October 2005, the General Partner declared a cash distribution of $2.04 per
limited partnership unit that was paid on November 11, 2005 to the holders of
record as of November 1, 2005. The total cash distributed to the limited
partners and the General Partner was $17.3 million and $0.9 million,
respectively.
  ITEM
2.  MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
 
 During
the third quarter of 2005, the Partnership and an investment entity in which the
Partnership has an interest, sold all of their remaining railcars. Consequently,
the results from these operations have been classified as discontinued
operations and prior periods have been restated. (See Note 5 to the unaudited
condensed financial statements)
 
 (I)  RESULTS
OF OPERATIONS
 
 Comparison
of PLM Equipment Growth Fund V’s (the Partnership’s) Operating Results for the
Three Months Ended September 30, 2005 and 2004
 
 (A)  Owned
Equipment Operations
 
 Lease
revenues less operations support on owned equipment decreased during the three
months ended September 30, 2005, compared to the same period of 2004. Gains from
the disposition of equipment, interest and other income, and certain expenses
such as management fees to affiliate, depreciation and amortization, general and
administrative expenses, and provision for (recovery of) bad debts relating to
the operating segments (see Note 9 to the unaudited condensed 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 operations support by segment (in thousands of
dollars):
  For
      the Three Months
      Ended
      September 30,2005
    
    2004Aircraft
    
    $
    238
    
    $
    232Trailers
    
    
    --
    
    
    19
 
 Aircraft:  Aircraft
lease revenues and operations support were $0.2 million and $2,000,
respectively, for the three months ended September 30, 2005, compared to $0.3
million and $18,000, respectively, during the same period of 2004.
 
 Trailers:  Trailer
lease revenues and operations support were $-0- and $-0-, respectively, for the
three months ended September 30, 2005, compared to $0.1 million and $0.1
million, respectively, during the same period of 2004. Trailer lease revenues
and operations support decreased due to all of the Partnership's trailers being
placed on a direct finance lease in 2004.
 
 (B)  Interest
and Other Income
 
 Interest
and other income decreased $0.8 million in the three months ended September 30,
2005 compared to the same period of 2004. During the third quarter of 2004, a
former aircraft lessee agreed to pay $0.8 million as a settlement for not
returning leased aircraft in the condition required in the lease agreement which
was included in other income. A similar event did not occur during the same
period of 2005.
 
 (C)  Indirect
Expenses Related to Owned Equipment Operations
 
 Total
indirect expenses of $0.3 million for the three months ended September 30, 2005
increased from $(0.3) million for the same period in 2004. Significant variances
are explained as follows:
 
 (i)  Provision for (recovery of) bad debts decreased $0.7 million in the three months
ended September 30, 2005 compared to the same period of 2004. During 2005,
provision for bad debts of $0.1 million represented a reserve recorded related
to one aircraft lessee. During 2004 recovery of bad debts of $0.6 million was
due to the collection of a receivable primarily from one former aircraft lessee
that had been previously reserved for as a bad debt; and
 
 (ii)  Depreciation
and amortization expenses decreased $0.1 million from 2004 levels reflecting the
decrease of $35,000 due to certain assets becoming fully depreciated at the end
of 2004 and a decrease of $31,000 caused by the Partnership's trailer portfolio
being placed on a direct finance lease in 2004.
  (D)  Gain on
Disposition of Owned Equipment
 
 The gain
on the disposition of equipment for the three months ended September 30, 2005
totaled $0.1 million, and resulted from the sale of parts from a commercial
aircraft with a net book value of $-0- for proceeds of $0.1 million. The gain on
the disposition of equipment for the three months ended September 30, 2004
totaled $0.2 million, and resulted from the sale of parts of a commercial
aircraft and a commercial aircraft with an aggregate net book value of $0.9
million for proceeds of $1.1 million.
 
 (E)  Equity in
Net Loss of Equity Investments
 
 Equity in
net (loss) income of equity investments represents the Partnership's share of
the net loss or income generated from the operation of jointly owned assets
accounted for under the equity method of accounting. The following table
presents equity in net (loss) income by equipment type (in thousands of
dollars):
 
 For
      the Three Months
      Ended
      September 30,2005
    
    2004Marine
      vessel
    
    $
    (63
    )
    $
    282Machinery
      and other equipment
    
    
    (159
    )
    
    --Aircraft
    
    
    (561
    )
    
    (574
    )Equity
      in net loss of equity investments
    
    $
    (783
    )
    $
    (292
    )
 
 The
following equity investment discussion by equipment type is based on the
Partnership's proportional share of revenues, depreciation and amortization
expenses, operations support, interest expense and administrative
expenses:
 
 Marine
vessel:  As of
September 30, 2005 and 2004, the Partnership had an interest in an entity owning
a marine vessel. During the three months ended September 30, 2005, lease
revenues of $0.7 million were offset by depreciation expense, operations
support, and administrative expenses of $0.7 million. During the three months
ended September 30, 2004, lease revenues of $1.1 million were partially offset
by depreciation expense, operations support and administrative expenses of $0.8
million.
 
 Marine
vessel lease revenues decreased $0.4 million during the three months ended
September 30, 2005 compared to the same period 2004. The decrease of $0.4
million was due to a lower lease rate being earned on this equipment resulting
from trading in a region of the world that earns a lower lease rate compared to
the same period of 2004 during which this marine vessel was trading in a region
that earns higher lease rates.
 
 Marine
vessel operations support and administrative expenses decreased $0.1 million
during the three months ended September 30, 2005 compared to the same period
2004. The decrease of $0.1 million was due to lower operating expenses.
 
 Machinery
and other equipment: As of September 30, 2005, the Partnership owned an interest
in an entity formed in the fourth quarter of 2004 that owns machinery and other
equipment. During the three months ended September 30, 2005, lease revenues of
$0.1 million were offset by depreciation and amortization expense and
administrative expenses of $0.3 million. The Partnership did not have any equity
investments that owned machinery and other equipment in the same period of 2004.
 
 Aircraft:
As of September 30, 2005, the Partnership owned an interest in two entities each
owning two Boeing 737-500 commercial aircraft that were formed in the third
quarter of 2004 and an interest in an entity owning other aircraft related
assets. As of September 30, 2004, the Partnership owned an interest in an entity
owning two commercial aircraft on a direct finance lease, an interest in two
entities each owning two Boeing 737-500 commercial aircraft that were formed in
the third quarter of 2004, and an interest in an entity owning other aircraft
related assets. In the first quarter of 2005, the lessee of the two commercial
aircraft on a direct finance lease in which the Partnership had a interest,
exercised its purchase option for these aircraft.
 
 During
the three months ended September 30, 2005, entities owning aircraft equipment
generated revenues of $0.8 million were offset by depreciation and amortization
expense, operations support, interest expense and administrative expenses of
$1.4 million. During the three months ended September 30, 2004, entities owning
aircraft equipment generated revenues of $0.3 million which were offset by depreciation
and amortization expense, interest expense, direct expenses and administrative
expenses of $0.9 million.
 
 Aircraft
revenues increased $0.5 million due to the Partnership's investment during the
third quarter of 2004 into two entities that each own two Boeing 737-500
commercial aircraft being owned and on lease the entire quarter compared being
owned and on lease for one month of the same period of 2004.
 
 Depreciation
and amortization expense, operations support, interest expense and
administrative expenses increased $0.5 million during the three months ended
September 30, 2005 resulting from an increase in depreciation expense of $0.3
million caused by the Partnership's investment into two entities each owning two
Boeing 737-500 commercial aircraft during the third quarter of 2004 and an
increase of $0.2 million caused by interest expense from the non-recourse debt
financing the two Boeing 737-500 commercial aircraft in each of the entities the
Partnership invested in during the third quarter of 2004. Equity investments
results for these two entities during the same period of 2004 is the result of
one month of operation compared to a full quarter of operations during the three
months ended September 30, 2005.
 
 (F)  Loss from
Operation of Discontinued Operations
 
 During
the three months ended September 30, 2005, the Partnership's railcar and marine
container operations, which are being accounted for as discontinued operations,
generated a loss from operations of $0.2 million compared to a loss of $0.5
million during the same period of 2004.
 
 (G)  Gain from
Disposition of Discontinued Operations
 
 The
Partnership had a gain on disposition of discontinued operations from the sale
of its railcar assets of $4.4 million in the three months ended September 30,
2005 compared to $-0- during the same period of 2004.
 
 (H)  Net
Income
 
 As a
result of the foregoing, the Partnership’s net income for the three months ended
September 30, 2005 was $3.6 million, compared to net income of $0.8 million
during the same period in 2004. The Partnership’s ability to operate and
liquidate assets, secure leases, and re-lease those assets whose leases expire
is subject to many factors. Therefore, the Partnership’s performance in the
three months ended September 30, 2005 is not necessarily indicative of future
periods.
 
 Comparison
of the Partnership’s Operating Results for the Nine Months Ended September 30,
2005 and 2004
 
 (A)  Owned
Equipment Operations
 
 Lease
revenues less operations support on owned equipment decreased during the nine
months ended September 30, 2005, compared to the same period of 2004. The
following table presents lease revenues less operating support by segment (in
thousands of dollars):
 
 For
      the Nine Months
      Ended
      September 30,2005
    
    2004Aircraft
    
    $
    713
    
    $
    720Trailers
    
    
    --
    
    
    69
 
 Aircraft:  Aircraft
lease revenues and operations support were $0.7 million and $7,000,
respectively, for the nine months ended September 30, 2005, compared to $0.8
million and $0.1 million, respectively, during the same period of 2004. A
decrease in aircraft lease revenues of $0.1 million was due to the sale of owned
aircraft during the first quarter of 2005 that was on-lease during the nine
months ended September 30, 2004. A decrease in aircraft operations support of
$0.1 million was due a lower repair expense of $31,000 and lower insurance
expense of $39,000 due to aircraft sales during 2004 and 2005.
 
 Trailers:  Trailer
lease revenues and operations support were $-0- and $-0-, respectively, for the
nine months ended September 30, 2005, compared to $0.3 million and $0.2 million,
respectively, during the same period of 2004. Trailer lease revenues and
operations support decreased due to all of the Partnership's trailers being
placed on a direct finance lease in 2004.
 (B)  Interest
and Other Income
 
 Interest
and other income decreased $0.7 million in the nine months ended September 30,
2005 compared to the same period of 2004. During the third quarter of 2004, a
former aircraft lessee agreed to pay $0.8 million as a settlement for not
returning leased aircraft in the condition required in the lease agreement which
was included in other income. A similar event did not occur during the same
period of 2005.
 
 (C)  Indirect
Expenses Related to Owned Equipment Operations
 
 Total
indirect expenses of $0.6 million for the nine months ended September 30, 2005
and 2004 remained relatively the same. While total indirect expenses were
approximately the same over the periods, there were significant variances
between the categories of indirect expenses explained below:
 
 (i)  General
and administrative expenses decreased $0.7 million during the nine months ended
September 30, 2005 compared to the same period 2004. A decrease of $0.4 million
was due to lower administrative costs resulting from the sale of aircraft during
2004 and 2005 and a decrease of $0.2 million resulted from lower costs being
charged to the Partnership for certain professional services associated with the
search for potential equipment acquisitions;
 
 (ii)  Depreciation
and amortization expenses decreased $0.6 million from 2004 levels reflecting the
decrease of $0.5 million due to certain assets becoming fully depreciated at the
end of 2004 and a decrease of $0.1 million caused by the Partnership's trailer
portfolio being placed on a direct finance lease in 2004; and
 
 (iii)  Provision
for (recovery of) bad debts increased $1.4 million in the nine months of 2005
compared to the same period of 2004. During 2005, provision for bad debts of
$0.1 million represented a reserve recorded related to one aircraft lessee.
During 2004 recovery of bad debts of $1.3 million was due to the collection of a
receivable primarily from one former aircraft lessee that had been previously
reserved for as a bad debt.
 
 (D)  Gain on
Disposition of Owned Equipment
 
 The gain
on the disposition of equipment for the nine months ended September 30, 2005
totaled $1.2 million, and resulted from the sale of parts from a commercial
aircraft and a commercial aircraft with a net book value of $-0- for proceeds of
$0.7 million. The gain of $1.2 million included the reversal of $0.5 million
unused engine reserves related to the sold commercial aircraft. The gain on the
disposition of equipment for the nine months ended September 30, 2004 totaled
$0.6 million, and resulted from the sale of parts from a commercial aircraft and
two commercial aircraft with an aggregate net book value of $1.5 million for
proceeds of $2.1 million.
 
 (E)  Equity in
Net Loss of Equity Investments
 
 Equity in
net (loss) income of equity investments represents the Partnership's share of
the net loss or income generated from the operation of jointly owned assets
accounted for under the equity method of accounting. The following table
presents equity in net (loss) income by equipment type (in thousands of
dollars):
 
 For
      the Nine Months
      Ended
      September 30,2005
    
    2004Marine
      vessel
    
    $
    652
    
    $
    290Machinery
      and other equipment
    
    
    (475
    )
    
    --Aircraft
    
    
    (1,818
    )
    
    (520
    )Equity
      in net loss of equity investments
    
    $
    (1,641
    )
    
    (230
    )
 
 The
following equity investment discussion by equipment type is based on the
Partnership's proportional share of revenues, depreciation and amortization
expenses, operations support, interest expense, administrative expenses and
provision for bad debts:
 
 Marine
vessel:  As of
September 30, 2005 and 2004, the Partnership owned an interest in an entity that
owned a marine vessel. During the nine months ended September 30, 2005, lease
revenues of $3.2 million were partially offset by depreciation expense,
operations support, and administrative expenses of $2.5 million. During the same
period of 2004, lease revenues of $2.3 million were partially offset by
depreciation expense, operations support, and administrative expenses of $2.1
million.
 
 Marine
vessel lease revenues increased $0.9 million during the nine months ended
September 30, 2005 compared to the same period 2004. An increase of $1.0 million
due to a higher lease rate being earned during the first six months of 2005 was
partially offset by $0.4 million decrease during the third quarter of 2005 due
earning a lower lease rate compared to the same period of 2004. In addition, the
marine vessel earned an additional $0.3 million due to being on hire the full
nine months of 2005 compared to the same period of 2004 when the marine vessel
was off-hire approximately 30 days while undergoing dry docking. A similar event
did not occur in the first nine months of 2005.
 
 Marine
vessel operations support and administrative expenses increased $0.4 million
during the nine months ended September 30, 2005 compared to the same period
2004. The $0.4 million increase was due to an increase of $0.1 million due to
higher repairs and maintenance expenses during the nine months ended September
30, 2005, higher operating expenses of $0.2 million resulting from the marine
vessel being on-lease during all of the first nine months of 2005 compared to
2004 when the marine vessel was undergoing a scheduled dry docking and off-lease
for 30 days and an increase of $0.1 million due to increased bad debt
expense.
 
 Machinery
and other equipment: As of September 30, 2005, the Partnership owned an interest
in an entity formed in the fourth quarter of 2004 that owned machinery and other
equipment. During the nine months ended September 30, 2005, lease revenues of
$0.3 million were offset by depreciation and amortization expense and
administrative expenses of $0.8 million. The Partnership did not have any equity
investments that owned machinery and other equipment in the same period of 2004.
 
 Aircraft:
As of September 30, 2005, the Partnership owned an interest in two entities each
owning two Boeing 737-500 commercial aircraft that were formed in the third
quarter of 2004 and an interest in an entity owning other aircraft related
assets. As of September 30, 2004, the Partnership owned an interest in two
entities each owning two Boeing 737-500 commercial aircraft that were formed in
the third quarter of 2004, an interest in an entity owning two commercial
aircraft on a direct finance lease and an interest in an entity owning other
aircraft related assets. In the first quarter of 2005, the lessee of the two
commercial aircraft on a direct finance lease in which the Partnership had a
interest, exercised its purchase option for these aircraft. The aircraft were
sold for their net book value.
 
 During
the nine months ended September 30, 2005, revenues of $2.5 million were offset
by depreciation and amortization expense, operations support, interest expense
and administrative expenses of $4.3 million. During the same period of 2004,
revenues of $0.3 million were offset by depreciation and amortization expense,
operations support, interest expense and administrative expenses of $0.9
million.
 
 Aircraft
revenues increased $2.1 million due to the Partnership's investment into two
entities during the third quarter of 2004 that each own two Boeing 737-500
commercial aircraft. These aircraft were owned and on-lease for nine months of
2005 compared to being owned and on lease for one month of the same period of
2004.
 
 Depreciation
and amortization expense, operations support, interest expense and
administrative expenses increased $3.4 million during the nine months ended
September 30, 2005 compared to the same period of 2004 resulting from an
increase in depreciation and amortization expense of $2.3 million caused by the
Partnership's investment during the third quarter of 2004 into two entities each
owning two Boeing 737-500 commercial aircraft and an increase of $1.0 million
caused by interest expense from the non-recourse debt financing the two Boeing
737-500 commercial aircraft in each of the entities the Partnership invested in
during the third quarter of 2004. The Partnership had an interest in these two
entities owning commercial aircraft for nine months of 2005 compared to one
month of the same period of 2004.
 
 (F)  Income
(Loss) from Operation of Discontinued Operations
 
 During
the nine months ended September 30, 2005, the Partnership's railcar and marine
container operations, which are being accounted for as discontinued operations,
generated a loss from operations of $0.5 million compared to loss of $0.2
million during the same period of 2004.
 
 (G)  Gain from
Disposition of Discontinued Operations
 
 The
Partnership had a gain on disposition of discontinued operations from the sale
of its railcar and marine container assets of $4.7 million in the nine months
ended September 30, 2005 compared to $-0- during the same period of
2004.
 
 (H)  Net
Income
 
 As a
result of the foregoing, the Partnership’s net income for the nine months ended
September 30, 2005 was $4.0 million, compared to net income of $1.4 million
during the same period in 2004. The Partnership’s ability to operate and
liquidate assets, secure leases, and re-lease those assets whose leases expire
is subject to many factors. Therefore, the Partnership’s performance in the nine
months ended September 30, 2005 is not necessarily indicative of future periods.
 
 (II)  FINANCIAL
CONDITION - CAPITAL RESOURCES, LIQUIDITY, AND DISTRIBUTIONS
 
 DISCONTINUED
OPERATIONS
 
 During
the second quarter of 2005, the General Partner sold its remaining marine
containers for proceeds of $0.3 million resulting in a gain of $0.3
million.
 
 In the
third quarter of 2005, the Partnership and several affiliated entities
(collectively, the Sellers), including PLM Rail Partners (Rail Partners), an
entity in which the Partnership has a 23% ownership interest, entered into an
Asset Purchase Agreement to sell the railcar business of the Sellers, which
includes railcars owned and leased by the Sellers as well as management
contracts pursuant to which the Sellers manage the railcars of third parties.
The sale of the railcar business was completed on August 18, 2005.
 
 The
Partnership received net proceeds of $14.4 million from the disposition of its
railcar assets including its interest in Rail Partners resulting in a gain on
disposition of discontinued operations of $4.4 million. The amount received by
the Partnership and Rail Partners was based on the appraised value of the
railcars sold by the Partnership and Rail Partners to the purchaser, as
determined by an independent third party appraiser or, for railcars manufactured
in 2005, the greater of the appraised value or the actual cost. The proceeds
received from Rail Partners by the Partnership was net of Rail Partner's
repayment of its debt.
 
 Concurrent
with the sale of the Partnership's railcar assets, the Partnership terminated
its $15.0 million railcar loan facility and expensed the remaining unamortized
portion of debt placement fees related to this facility of $0.1 million. There
were no amounts due to the lender at the time of termination nor any penalties
due associated with the termination.
 
 Accordingly,
the Partnership's marine container and railcar leasing operations including its
equity investment in Rail Partners are accounted for as discontinued operations
and prior periods have been restated.
 
 CONTINUING
OPERATIONS
 
 At
September 30, 2005, the Partnership had unrestricted cash of $19.9
million.
 
 For the
nine months ended September 30, 2005, the Partnership generated cash from
operations of $3.7 million which included cash provided by discontinued
operations of $1.4 million, to meet its operating obligations, maintain working
capital reserves, and make cash distributions of $4.2 million ($0.50 per limited
partnership unit) to the limited partners and $0.2 million to PLM Financial
Services, Inc. (FSI or the General Partner).
 
 During
the nine months ended September 30, 2005, the Partnership disposed of owned
equipment and received aggregate proceeds of $0.7 million and reversed $0.5
million of unused engine reserves which is included in the gain on disposal of
equipment.
 
 Accounts
and other receivable decreased $0.8 million in the nine months ended September
30, 2005 due to the decrease caused by the collection of $0.7 million in other
receivable and a security deposit of $0.2 million
being used to offset the remaining balance in other receivable from a former
aircraft lessee. These decreases were partially offset by an increase of $0.1
million due to the timing of lessee payments.
 
 Equity
investments in affiliated entities decreased $3.0 million during the nine months
ended September 30, 2005 due to cash distributions of $1.3 million from the
equity investments to the Partnership and by the loss of $1.6 million that was
recorded by the Partnership for its interests in the equity
investments.
 
 Accounts
payable decreased $0.1 million during the nine months ended September 30, 2005
due to the timing of payments to vendors.
 
 Reserve
for repairs decreased $0.5 million due to the sale of a commercial aircraft and
the unused engine reserves for this aircraft totaling $0.5 million being
reversed and included as additional gain on disposition.
 
 Lessees
deposits decreased $0.2 million during the nine months ended September 30, 2005
due to the security deposit from an aircraft lessee being offset against other
receivables.
 
 CASH
DISTRIBUTIONS
 
 In
November 2005, the Partnership paid a cash distribution of $17.3 million to the
limited partners ($2.04 per limited partnership unit) and $0.9 million to the
General Partner.
 
 (III)  RECENT
ACCOUNTING PRONOUNCEMENTS
 
 In
December 2004, Financial Accounting Standards Board issued Statement 153,
"Exchanges of Non-monetary Assets" (Statement 153), an amendment of Accounting
Principles Board Opinion No. 29. Statement 153 is effective for non-monetary
asset exchanges occurring in fiscal periods beginning after June 15, 2005.
Statement 153 eliminates the exception to fair value for exchanges of similar
productive assets and replaces it with a general exception for exchange
transactions that do not have commercial substance - that is, transactions that
are not expected to result in significant changes in the cash flows of the
reporting entity.  Adoption of Statement 153 did not have a significant
effect on the Partnership's financial statements.
 
 At the
June 15 -16, 2005 Emerging Issues Task Force (EITF) meeting, the EITF reached a
consensus on Issue No. 04-05 entitled "Determining Whether a General Partner, or
the General Partners as a Group, Controls a Limited Partnership or Similar
Entity When the Limited Partners Have Certain Rights" (Issue 04-05). The
consensus provides a framework for addressing when a general partner, or general
partners as a group, controls a limited partnership or similar entity.
Additionally, on July 14, 2005, the Financial Accounting Standards Board issued
a Staff Position FSP-78-1, “Interaction of AICPA Statement of Position 78-9 and
EITF Issue No. 04-05” which amends the guidance in AICPA Statement of Position
78-9, “Accounting for Investments in Real Estate Ventures”, to be consistent
with EITF Issue No. 04-05. The effective dates of this issue and technical
position depend on whether the partnership agreement is new or modified, and is
therefore effective for the Partnership no later than the beginning of the first
quarter of 2006. The General Partner is currently evaluating the effect that
this Issue and Staff Position will have on the Partnership’s financial position
and results of operations.
 
 (IV)  OUTLOOK
FOR THE FUTURE
 
 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.
 
 The
ability of the Partnership to realize acceptable lease rates on its equipment in
the different equipment markets is contingent upon many factors, such as
specific market conditions and economic activity, technological obsolescence,
and government or other regulations. The unpredictability of these factors 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 those equipment markets in
which it determines that it cannot operate equipment and achieve acceptable
rates of return.
 
 The
Partnership intends to use future cash flow from operations to satisfy its
operating requirements and make cash distributions to the partners.
  The
Partnership may not reinvest cash flows generated from operations after January
1, 2005 into additional equipment. The Partnership will terminate on December
31, 2010, unless terminated earlier upon sale of all equipment and by certain
other events. Although the Partnership is scheduled to terminate on December 31,
2010, the General Partner is managing the Partnership with the objective of
having all owned and partially owned equipment disposed of by December 31, 2006.
 
 Disposition
of the Partnership's equipment and investments in entities owning equipment may
result in a reduction of cash flows from operations to the
Partnership.
 
 Factors
affecting the Partnership’s operations in the remainder of 2005 and beyond
include:
 
 (1)  The
Partnership has an investment in an entity owning a double-hull product tanker
constructed in 1985, which operates in international markets carrying a variety
of clean product/chemical liquid cargoes. Demand for product /
chemical shipping is closely tied to worldwide economic growth patterns,
which can affect demand by causing changes in specific grade volume on trade
routes. The General Partner operates the Partnership’s product tanker in the
voyage charter markets, carrying mostly gasoline, jet fuel, gas oils and similar
petroleum distillates or simple chemicals or vegetable oils, an approach that
provides the flexibility to adapt to changes in market conditions.
 
 The
Partnership’s product tanker has continued to operate with very minimum idle
time between charters. The third quarter 2005 started slowly due to low summer
product demand, however, two major hurricanes in the United States (US) gulf
created major problems with the oil supply chain and especially the limited
refinery capacity of the US. Several major refineries in the US gulf area were
shut down or product refining capacity severely reduced resulting in shortage of
refined products such as gasoline, jet fuel, heating oil, etc. which created a
high demand for imported product from Europe and elsewhere. These events drove
the shipping markets for product carriers to all time highs. While some, but not
all refining capacity has come back on stream, the demand, while off the highs,
remains strong and should continue for the rest of 2005 and into early 2006. The
advent of the heating oils season in North America with supply levels reported
low could further prolong the strong product tanker market.
 
 The
marine vessel owned by an entity in which the Partnership has an interest is 20
plus years old which may limit its future marketability.  Marine vessels of
this age typically earn a lower charter rate than newer more efficient marine
vessels and may have increased off-hire time;
 
 (2)  Market
demand for new and used aircraft continues to be severely impacted by the poor
financial condition of the airline industry.
 
 The
General Partner believes that the commercial aviation industry is recovering
from several years of reduced travel; however, the General Partner views the
recovery with caution as major increases in the cost of fuel has added another
factor to further weakening yields of the airlines. The General Partner believes
that stabilization of fuel prices will be critical for the recovery in the
airline industry to continue.
 
 The
Partnership owns a DHC-8-102 commuter aircraft which is on consignment to a
vendor who will part-out the aircraft. Due to the poor market demand for parts
from this type of aircraft, it may take a considerable period of time to
complete the sale of this aircraft. The Partnership also owns a DHC-8-300 that
is on a lease through June 2007.
 
 The
Partnership has an interest in four aircraft on lease to a major US airline.
While the General Partner is not aware of any specific liquidity problems in
regards to this lessee, the poor financial condition of the US airline industry,
which has included several bankruptcies this year, indicate there could be
collection issues related to this lessee in the future;
 
 (3)  The
Partnership is expected to have increased general and administrative costs as
the General Partner liquidates other investments programs that currently share
certain general and administrative expenses;
 
 (4)  While the
Partnership is scheduled to terminate on December 31, 2010, the General Partner
is managing the Partnership with the objective of having all owned and partially
owned equipment disposed of by December 31, 2006;
 
 (5)  The
timing and amount of future cash distributions to the limited partners and the
General Partner will be based on the cash position of the Partnership and
operational requirements. The General Partner does not
anticipate any future cash distributions to the limited partners and the General
Partner until the Partnership has additional significant asset dispositions;
and
 
 (6)  Beginning
in 2006, in order to prevent the Partnership from being considered publicly
traded and to avoid taxation of the Partnership as an association treated as a
corporation under the Internal Revenue Code, the General Partner is limiting the
number of limited partnership units to be traded to 2% per year of the total
outstanding units.
 
 Several
other factors may affect the Partnership's operating performance in the year
2005 and beyond, including changes in the markets for the Partnership's
equipment and changes in the regulatory environment in which that equipment
operates.
 
 The
General Partner may elect to sell certain underperforming equipment, equipment
whose continued operation may become prohibitively expensive, or has a greater
strategic value to others. The General Partner intends to re-lease or sell
equipment at prevailing market rates; however, the General Partner cannot
predict these future rates with any certainty at this time and cannot accurately
assess the effect of such activity on future Partnership performance. The
proceeds from the sold or liquidated equipment will be used to fund operations
and make cash distributions to the partners.
 
 Cash
distributions when paid to the limited partners generally consist of both a
return of and a return on capital. Cash distributions do not represent and are
not indicative of yield on investment. Actual yield on investment cannot be
determined with any certainty until conclusion of the Partnership and will be
dependent upon the collection of all future contracted rent, the generation of
renewal and/or re-lease rents and the residual value realized for each asset at
its disposal.
 
 (V)  FORWARD-LOOKING
INFORMATION
 
 Except
for the historical information contained herein, this Form 10-QSB 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-QSB should be read as being
applicable to all related forward-looking statements wherever they appear in
this Form 10-QSB. There are a number of important factors that could cause
actual results to differ materially from those expressed in any forward-looking
statements made herein. These factors include, but are not limited to, the
collection of the Partnership’s contracted rents, the realization of residual
proceeds, and future economic conditions.
 
 ITEM
3.  CONTROLS
AND PROCEDURES
 
 Limitations
on the Effectiveness of Controls
 
 The
General Partner’s management, including it’s President and Chief Financial
Officer (CFO), does not expect that our internal controls or disclosure control
will prevent all errors and all fraud. A control system, no matter how well
conceived and operated, can provide only reasonable, not absolute, assurance
that the objectives of the control system are met. Further, the design of a
control system must reflect the fact that there are resource constraints, and
the benefits of controls must be considered relative to their
costs.
 
 Because
of the inherent limitations in all control systems, no evaluation of control can
provide absolute assurance that all control issues and instances of fraud, if
any, within the Partnership have been detected. These inherent limitations
include the realities that judgments in decision-making can be faulty and that
breakdowns can occur because of a simple error or mistake. Additionally,
controls can be circumvented by the individual acts of some persons, collusion
of two or more people, or by management override of the control. The design of
any system of controls also is based partly on certain assumptions about the
likelihood of future events, and there can be no assurance that any design will
succeed in achieving its stated goals under all potential future conditions.
 
 Notwithstanding
the forgoing limitations, we believe that our internal controls and disclosure
controls provide reasonable assurances that the objectives of our control system
are met.
 
 Quarterly
Evaluation of the Partnership’s Disclosure Controls and Internal
Controls
 
 (1)  As of the
end of the period prior to the filing of this report, the General Partner
carried out an evaluation, under the supervision and with the participation of
the General Partner’s management, including it’s President and CFO, of the
effectiveness of the design and operation of the Partnership’s disclosure
controls and procedures pursuant to Rule 13a-14 under the Securities Exchange
Act of 1934 (the “Exchange Act”). Based upon that evaluation, the President and
CFO concluded that the Partnership’s disclosure controls and procedures are
effective in timely alerting them to material information relating to the
Partnership’s required to be included in the Partnership’s exchange act filings.
 
 (2)  There
have been no significant changes in the Partnership’s internal controls or in
other factors which could significantly affect internal controls subsequent to
the date the General Partner carried out its evaluations.
 
 
 
 **PART
II - OTHER INFORMATION**
 
 ITEM
1.  LEGAL
PROCEEDINGS
 
 None.
 
 ITEM
2.  UNREGISTERED
SALE OF EQUITY SECURITIES AND USE OF PROCEEDS
 
 None.
 
 ITEM
3.  DEFAULTS
UPON SENIOR SECURITIES
 
 None.
 
 ITEM
4.  SUBMISSION
OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
 None.
 
 ITEM
5.  OTHER
INFORMATION
 
 None.
 
 ITEM
6.  EXHIBITS
AND REPORTS ON FORM 8-K
 
 (a)  Exhibits
 
 31.1
    Certificate
      of President of the General Partner pursuant to Section 302 of Sarbanes -
      Oxley Act.
 
 31.2
    Certificate
      of Chief Financial Officer of the General Partner pursuant to Section 302
      of Sarbanes - Oxley Act.
 
 32.1
    Certificate
      of President of the General Partner pursuant to Section 906 of Sarbanes -
      Oxley Act.
 
 32.2
    Certificate
      of Chief Financial Officer of the General Partner pursuant to Section 906
      of Sarbanes - Oxley Act.
 
 (b)  Reports
on Form 8-K
 
 Report
8-K dated August 10, 2005 announcing that the Partnership has entered into a
definitive agreement to sell the Partnership's railcar assets to the CIT Group
Inc.
 
 Report
8-K dated August 18, 2005, announcing the completion of the sale of the
Partnership's railcar assets to the CIT Group Inc.
 
 Report
8-K dated October 31, 2005, announcing a cash distribution to the
partners.
 
  
  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, 2005  By:  /s/
Richard K Brock
 Richard K Brock
 Chief Financial Officer