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




[X]       Quarterly  Report  Pursuant  to Section 13 or 15(d) of the  Securities
          Exchange Act of 1934 For the fiscal quarter ended June 30, 2001


[ ]       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.)

    120 Montgomery Street, Suite 1350
            San Francisco, CA                                   94104
          (Address of principal                              (Zip code)
           executive offices)


       Registrant's telephone number, including area code: (415) 445-3201
                             -----------------------


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days. Yes X No ____





<PAGE>





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

<TABLE>
<CAPTION>

                                                                               June 30,          December 31,
                                                                               2001                 2000
                                                                           -----------------------------------
<S>                                                                        <C>                  <C>
ASSETS

Equipment held for operating lease, at cost                                $    74,218          $    74,849
Less accumulated depreciation                                                  (60,717)             (58,086)
                                                                           -----------------------------------
                                                                                13,501               16,763
Equipment held for sale                                                             --                1,309
                                                                           ---------------------------------
  Net equipment                                                                 13,501               18,072

Cash and cash equivalents                                                        3,240                1,799
Restricted cash                                                                    493                  445
Accounts receivable, net of allowance for doubtful
    accounts of $31 in 2001 and $34 in 2000                                        917                1,578
Investments in unconsolidated special-purpose entities                           7,682                8,189
Deferred charges, net of accumulated amortization of
    $22 in 2001 and $127 in 2000                                                     2                   30
Prepaid expenses and other assets                                                   47                   39
                                                                           -----------------------------------

      Total assets                                                         $    25,882          $    30,152
                                                                           ===================================

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:

Accounts payable and accrued expenses                                      $       109          $       245
Due to affiliates                                                                  214                  259
Lessee deposits and reserve for repairs                                          3,088                2,728
Note payable                                                                        --                5,474
                                                                           -----------------------------------
    Total liabilities                                                            3,411                8,706
                                                                           -----------------------------------

Partners' capital:

Limited partners (9,065,911 limited partnership units as of
    June 30, 2001 and December 31, 2000)                                        22,471               21,446
General Partner                                                                     --                   --
                                                                           -----------------------------------
    Total partners' capital                                                     22,471               21,446
                                                                           -----------------------------------

      Total liabilities and partners' capital                              $    25,882          $    30,152
                                                                           ===================================

</TABLE>










                 See accompanying notes to financial statements.



<PAGE>






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

                                                     For the Three Months               For the Six Months
                                                        Ended June 30,                    Ended June 30,
                                                       2001          2000              2001            2000
                                                   -------------------------------------------------------------
<S>                                                <C>            <C>               <C>             <C>
REVENUES

Lease revenue                                      $  2,791       $  5,923          $   5,672       $  11,613
Interest and other income                                88             34                147              73
Net gain on disposition of equipment                     18             55              1,174              96
                                                   -------------------------------------------------------------
    Total revenues                                    2,897          6,012              6,993          11,782
                                                   -------------------------------------------------------------

EXPENSES

Depreciation and amortization                         1,621          2,032              3,224           4,075
Repairs and maintenance                                 215            393                437           1,068
Equipment operating expenses                            119          1,375                324           2,686
Insurance expense                                        13             77                122             126
Management fees to affiliate                            131            291                253             568
Interest expense                                         42            270                141             539
General and administrative expenses
      to affiliates                                     101            198                290             421
Other general and administrative expenses               134            257                306             463
Provision for (recovery of) bad debts                    (7)            (1)                (3)             26
                                                   -------------------------------------------------------------
    Total expenses                                    2,369          4,892              5,094           9,972
                                                   -------------------------------------------------------------

Equity in net income of unconsolidated
      special-purpose entities                          468            406                845             383
                                                   -------------------------------------------------------------

Net income                                         $    996       $  1,526          $   2,744       $   2,193
                                                   =============================================================

PARTNERS' SHARE OF NET INCOME:

Limited partners                                   $    996       $  1,407          $   2,625       $   1,954
General Partner                                          --            119                119             239
                                                   -------------------------------------------------------------

Total                                              $    996       $  1,526          $   2,744       $   2,193
                                                   =============================================================

Limited partners' net income per
    weighted-average limited partnership unit      $   0.11       $   0.16          $    0.29       $    0.22
                                                   =============================================================

Cash distribution                                  $     --       $  2,386          $   1,719       $   4,772
                                                   =============================================================

Cash distribution per weighted-average
    limited partnership unit                       $     --       $   0.25          $    0.18       $    0.50
                                                   =============================================================

</TABLE>








                 See accompanying notes to financial statements.

                           PLM EQUIPMENT GROWTH FUND V
                            ( A Limited Partnership)
                 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL For
               the period from December 31, 1999 to June 30, 2001
                            (in thousands of dollars)

<TABLE>
<CAPTION>


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

<S>                                                       <C>                   <C>                 <C>
  Partners' capital as of December 31, 1999               $   27,006            $    --             $   27,006

Net income                                                     3,517                477                  3,994

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

Cash distribution                                             (9,067)              (477)                (9,544)
                                                          -------------------------------------------------------

  Partners' capital as of December 31, 2000                   21,446                 --                 21,446

Net income                                                     2,625                119                  2,744

Cash distribution                                             (1,600)              (119)                (1,719)
                                                          -------------------------------------------------------

  Partners' capital as of June 30, 2001                   $   22,471            $    --             $   22,471
                                                          =======================================================
</TABLE>
































                 See accompanying notes to financial statements.



<PAGE>




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

<TABLE>
<CAPTION>
                                                                                   For the Six Months
                                                                                     Ended June 30,
                                                                                  2001          2000
                                                                              -----------------------------


<S>                                                                            <C>           <C>
 OPERATING ACTIVITIES

 Net income                                                                    $    2,744    $    2,193
 Adjustments to reconcile net income to net cash
   provided by (used in) operating activities:
   Depreciation and amortization                                                    3,224         4,075
   Net gain on disposition of equipment                                            (1,174)          (96)
   Equity in net income from unconsolidated
       special-purpose entities                                                      (845)         (383)
   Changes in operating assets and liabilities, net:
     Restricted cash                                                                  (48)          (45)
     Accounts receivable, net                                                         652          (255)
     Prepaid expenses and other assets                                                 (8)           30
     Accounts payable and accrued expenses                                           (136)         (193)
     Due to affiliates                                                                (45)           35
     Lessee deposits and reserve for repairs                                          360           (24)
                                                                               ---------------------------
       Net cash provided by operating activities                                    4,724         5,337
                                                                               ---------------------------

 INVESTING ACTIVITIES

 Payments for purchase of equipment and capitalized improvements                       (3)       (2,677)
 Distributions from unconsolidated special-purpose entities                         1,352           927
 Proceeds from disposition of equipment                                             2,561           326
                                                                               ---------------------------
       Net cash provided (used in) by investing activities                          3,910        (1,424)
                                                                               ---------------------------

 FINANCING ACTIVITIES

 Payments of note payable                                                          (5,474)       (4,170)
 Proceeds of short-term loan from affiliate                                            --         4,500
 Payments of short-term loan from affiliate                                            --        (1,400)
 Cash distributions paid to limited partners                                       (1,600)       (4,533)
 Cash distributions paid to General Partner                                          (119)         (239)
 Purchase of limited partnership units                                                 --           (10)
                                                                               ---------------------------
       Net cash used in financing activities                                       (7,193)       (5,852)
                                                                               ---------------------------

 Net increase (decrease) in cash and cash equivalents                               1,441        (1,939)
 Cash and cash equivalents at beginning of period                                   1,799         4,188
                                                                               ---------------------------
 Cash and cash equivalents at end of period                                    $    3,240    $    2,249
                                                                               ===========================

 SUPPLEMENTAL INFORMATION
 Interest paid                                                                 $      224    $      570
                                                                               ===========================
</TABLE>









                 See accompanying notes to financial statements.


<PAGE>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

1. OPINION OF MANAGEMENT

In the opinion of the  management  of PLM Financial  Services,  Inc. (FSI or the
General Partner),  the accompanying  unaudited financial  statements contain all
adjustments  necessary,  consisting  primarily of normal recurring accruals,  to
present  fairly the  financial  position  of PLM  Equipment  Growth  Fund V (the
Partnership) as of June 30, 2001 and December 31, 2000, the statements of income
for the three and six months  ended June 30, 2001 and 2000,  the  statements  of
changes in partners'  capital for the period from  December 31, 1999 to June 30,
2001,  and the  statements  of cash flows for the six months ended June 30, 2001
and  2000.  Certain  information  and  note  disclosures  normally  included  in
financial  statements  prepared in accordance with generally accepted accounting
principles  have been  condensed  or  omitted  from the  accompanying  financial
statements.  For further information,  reference should be made to the financial
statements and notes thereto included in the Partnership's Annual Report on Form
10-K for the  year  ended  December  31,  2000,  on file at the  Securities  and
Exchange Commission.

2. SCHEDULE OF PARTNERSHIP PHASES

The Partnership,  in accordance with its limited partnership agreement,  entered
its  liquidation  phase  on  January  1,  2001,  and has  commenced  an  orderly
liquidation  of the  Partnership's  assets.  The  Partnership  will terminate on
December 31, 2010, unless  terminated  earlier upon the sale of all equipment or
by certain other events.  The General  Partner may no longer reinvest cash flows
and surplus funds in equipment. All future cash flows and surplus funds, if any,
are to be used for  distributions  to  partners,  except to the  extent  used to
maintain  reasonable  reserves.  During the liquidation phase, the Partnership's
assets will continue to be recorded at the lower of the carrying  amount or fair
value less cost to sell.

3. CASH DISTRIBUTIONS

Cash  distributions  are recorded when paid and may include amounts in excess of
net income that are  considered  to  represent a return of capital.  For the six
months ended June 30, 2001 and 2000, cash distributions totaled $1.7 million and
$4.8  million,  respectively.  None of the  cash  distributions  to the  limited
partners  during the six months ended June 30, 2001,  were deemed to be a return
of capital.  Cash  distributions of $2.6 million to the limited partners for the
six months ended June 30, 2000, were deemed to be a return of capital.

During 2001,  the General  Partner made the decision to temporally  suspend cash
distributions to the partners.

4. TRANSACTIONS WITH GENERAL PARTNER AND AFFILIATES

The balance due to affiliates as of June 30, 2001,  included $0.1 million due to
FSI and its affiliates  for  management  fees and $0.1 million due to affiliated
unconsolidated  special-purpose  entities (USPEs). The balance due to affiliates
as of December 31, 2000, included $0.2 million due to FSI and its affiliates for
management fees and $0.1 million due to affiliated USPEs.




<PAGE>


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

4. TRANSACTIONS WITH GENERAL PARTNER AND AFFILIATES (continued)

The  Partnership's  proportional  share of  USPE-affiliated  management  fees of
$39,000 and $0.1  million was payable as of June 30, 2001 and December 31, 2000,
respectively.

The  Partnership's  proportional  share of the affiliated  expenses  incurred by
USPEs  during 2001 and 2000 is listed in the  following  table (in  thousands of
dollars):
<TABLE>
<CAPTION>
                                                     For the Three Months               For the Six Months
                                                        Ended June 30,                    Ended June 30,
                                                     2001            2000              2001            2000
                                                   -------------------------------------------------------------

<S>                                                <C>            <C>               <C>             <C>
Management fees                                    $    103       $     87          $     193       $     161
Data processing and administrative
   expenses                                              32             15                 84              31
</TABLE>

5. EQUIPMENT

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

                                                 June 30,          December 31,
                                                 2001                 2000
                                             -----------------------------------

<S>                                          <C>                  <C>
Aircraft                                     $    55,071          $   55,071
Rail equipment                                    11,265              11,288
Marine containers                                  5,637               6,245
Trailers                                           2,245               2,245
                                             ------------         -----------
                                                  74,218              74,849
Less accumulated depreciation                    (60,717)            (58,086)
                                             ------------         -----------
                                                  13,501              16,763
Equipment held for sale                               --               1,309
                                             ------------         -----------
    Net equipment                            $    13,501          $   18,072
                                             ============         ===========
</TABLE>

As of June 30, 2001, all owned equipment in the  Partnership's  portfolio was on
lease  except  for 60  railcars  with a net book  value of $0.3  million.  As of
December 31, 2000, all owned equipment was on lease except for 6 railcars with a
net book value of $26,000.

During the six months ended June 30, 2001, the Partnership  disposed of a marine
vessel that was held for sale at December 31,  2000,  marine  containers,  and a
railcar  with an  aggregate  net book value of $1.4 million for proceeds of $2.6
million.  During the six months ended June 30, 2000, the Partnership disposed of
marine containers,  trailers,  and a railcar with an aggregate net book value of
$0.2 million, for $0.3 million.




<PAGE>


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

6. INVESTMENTS IN UNCONSOLIDATED SPECIAL-PURPOSE ENTITIES

The net investments in USPEs include the following  jointly-owned equipment (and
related assets and liabilities) (in thousands of dollars):
<TABLE>
<CAPTION>
                                                                                    June 30,          December 31,
                                                                                       2001                2000
                                                                                 ----------------------------------
<S>                                                                              <C>                 <C>
       48% interest in an entity owning a product tanker                         $     4,546         $     4,961
       25% interest in a trust owning two commercial aircraft on direct
                finance lease                                                          2,114               2,245
       50% interest in an entity owning a product tanker                               1,022                 983
                                                                                 ------------        ------------
         Net investments                                                         $     7,682         $     8,189
                                                                                 ============        ============
</TABLE>

As of June 30, 2001 and December 31, 2000,  all  jointly-owned  equipment in the
Partnership's USPE portfolio was on lease.

7. OPERATING SEGMENTS

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

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

                                                      Marine              Marine
     For the three months ended            Aircraft   Vessel    Railcar   Container  Trailer
         June 30, 2001                     Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------


<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES

       Lease revenue                       $  2,145  $     --   $    447  $    107   $     92  $     --   $  2,791
       Interest income and other                 33        --         --        --         --        55         88
       Gain on disposition of equipment          --        --         --        18         --        --         18
                                           ------------------------------------------------------------------------
         Total revenues                       2,178        --        447       125         92        55      2,897

     COSTS AND EXPENSES
       Operations support                        11        71        194        --         54        17        347
       Depreciation and amortization          1,342        --        148        81         32        18      1,621
       Interest expense                          --        --         --        --         --        42         42
       Management fees to affiliate              89        --         32         5          5        --        131
       General and administrative expenses        4         4          9        --         21       197        235
       Recovery of bad debts                     --        --         (7 )      --         --        --         (7)
                                           ------------------------------------------------------------------------
         Total costs and expenses             1,446        75        376        86        112       274      2,369
                                           ------------------------------------------------------------------------
     Equity in net income of USPEs               74       394         --        --         --        --        468
                                           ------------------------------------------------------------------------
     Net income (loss)                     $    806  $    319   $     71  $     39   $    (20) $   (219)  $    996
                                           ========================================================================

     Total assets as of June 30, 2001      $ 12,936  $  5,584   $  2,683  $    719   $    671  $  3,289   $ 25,882
                                           ========================================================================

</TABLE>



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


<PAGE>


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

7. OPERATING SEGMENTS (continued)
<TABLE>
<CAPTION>


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



<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES
       Lease revenue                       $  2,165  $  2,411   $    602  $    108   $    637  $     --   $  5,923
       Interest income and other                  2        --         --        --         --        32         34
       Gain on disposition of equipment          --        --         19        29          7        --         55
                                           ------------------------------------------------------------------------
         Total revenues                       2,167     2,411        621       137        644        32      6,012

     COSTS AND EXPENSES
       Operations support                        21     1,465        122         1        227         9      1,845
       Depreciation and amortization          1,251       371        139       113        144        14      2,032
       Interest expense                          --        --         --        --         --       270        270
       Management fees to affiliate              83       121         42         5         40        --        291
       General and administrative expenses       56        22         16        --        124       237        455
       Provision for (recovery of) bad           --        --         (2 )      --          1        --         (1 )
       debts
                                           ------------------------------------------------------------------------
         Total costs and expenses             1,411     1,979        317       119        536       530      4,892
                                           ------------------------------------------------------------------------
     Equity in net income of USPEs               87       319         --        --         --        --        406
                                           ------------------------------------------------------------------------
                                           ------------------------------------------------------------------------
     Net income (loss)                     $    843  $    751   $    304  $     18   $    108  $   (498 ) $  1,526
                                           ========================================================================

     Total assets as of June 30, 2000      $ 18,751  $ 12,679   $  3,162  $  1,405   $  3,418  $  2,827   $ 42,242
                                           ========================================================================
</TABLE>
<TABLE>
<CAPTION>



                                                      Marine              Marine
     For the six months ended              Aircraft   Vessel    Railcar   Container  Trailer
         June 30, 2001                     Leasing   Leasing    Leasing   Leasing    Leasing    Other(1)    Total
     ----------------------------------    --------- ---------  --------- ---------  --------- ---------  -----------


<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
    REVENUES
       Lease revenue                       $  4,290  $     --   $    983  $    216   $    183  $     --   $  5,672
       Interest income and other                 33        --         --        --         --       114        147
       Gain (loss) on disposition of             --     1,116         (4)       62         --        --      1,174
       equipment
                                           ------------------------------------------------------------------------
         Total revenues                       4,323     1,116        979       278        183       114      6,993

     COSTS AND EXPENSES
       Operations support                        29       348        334        --         94        78        883
       Depreciation and amortization          2,684        --        283       169         64        24      3,224
       Interest expense                          --        --         --        --         --       141        141
       Management fees to affiliate             165        --         68        10         10        --        253
       General and administrative expenses       18        23         22        --         31       502        596
       Recovery of bad debts                     --        --         --        --         (3)       --         (3)
                                           ------------------------------------------------------------------------
         Total costs and expenses             2,896       371        707       179        196       745      5,094
                                           ------------------------------------------------------------------------
     Equity in net income of USPEs              148       697         --        --         --        --        845
                                           ------------------------------------------------------------------------
     Net income (loss)                     $  1,575  $  1,442   $    272  $     99   $    (13) $   (631)  $  2,744
                                           ========================================================================

     Total assets as of June 30, 2001      $ 12,936  $  5,584   $  2,683  $    719   $    671  $  3,289   $ 25,882
                                           ========================================================================


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

</TABLE>














<PAGE>



                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

7.   OPERATING SEGMENTS (continued)
<TABLE>
<CAPTION>

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


<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
     REVENUES
       Lease revenue                       $  4,018  $  4,982   $  1,216  $    194   $  1,203  $     --   $ 11,613
       Interest income and other                  7         3         --        --         --        63         73
       Gain on disposition of equipment          --        --         19        74          3        --         96
                                           ------------------------------------------------------------------------
         Total revenues                       4,025     4,985      1,235       268      1,206        63     11,782

     COSTS AND EXPENSES
       Operations support                       239     2,932        277         3        411        18      3,880
       Depreciation and amortization          2,497       742        280       240        288        28      4,075
       Interest expense                          --        --         --        --         --       539        539
       Management fees to affiliate             145       249         91         9         74        --        568
       General and administrative expenses      111        30         27        --        265       451        884
       Provision for bad debts                   --        --          2        --         24        --         26
                                           ------------------------------------------------------------------------
         Total costs and expenses             2,992     3,953        677       252      1,062     1,036      9,972
                                           ------------------------------------------------------------------------
     Equity in net income of USPEs              222       161         --        --         --        --        383
                                           ------------------------------------------------------------------------
     Net income (loss)                     $  1,255  $  1,193   $    558  $     16   $    144  $   (973)  $  2,193
                                           ========================================================================

     Total assets as of June 30, 2000      $ 18,751  $ 12,679   $  3,162  $  1,405   $  3,418  $  2,827   $ 42,242
                                           ========================================================================

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

</TABLE>

8. DEBT

The Partnership made the regularly scheduled installment payment of $1.4 million
and an additional  required  principal payment of $0.2 million from the proceeds
of equipment  sales during the six months ended June 30, 2001.  The  Partnership
also prepaid the remaining balance of $3.9 million to the lenders.  Interest was
paid at a rate of LIBOR plus 1.2% per annum.

9. NET INCOME PER WEIGHTED-AVERAGE PARTNERSHIP UNIT

Net income per  weighted-average  Partnership  unit was computed by dividing net
income  attributable  to  limited  partners  by the  weighted-average  number of
Partnership units deemed  outstanding  during the period.  The  weighted-average
number of Partnership units deemed  outstanding  during the three and six months
ended June 30, 2001 was 9,065,911.  The  weighted-average  number of Partnership
units deemed outstanding during the three and six months ended June 30, 2000 was
9,066,094 and 9,066,877, respectively.

10. CONTINGENCIES

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







<PAGE>


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

10. CONTINGENCIES (continued)

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

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

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

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


<PAGE>


                           PLM EQUIPMENT GROWTH FUND V
                             (A Limited Partnership)
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2001

10. CONTINGENCIES (continued)

The court  preliminarily  approved  the monetary and  equitable  settlements  in
August 2000, and information regarding each of the settlements was sent to class
members in  September  2000. A final  fairness  hearing was held on November 29,
2000,  and on April 25, 2001 the federal  magistrate  judge assigned to the case
entered a Report and Recommendation  recommending final approval of the monetary
and equitable settlements to the federal district court judge. On July 24, 2001,
the federal  district  court judge  adopted the Report and  Recommendation,  and
entered a final judgment approving both settlements.  Monetary class members who
submitted timely claims will be paid their settlement amount out of the monetary
fund by the third-party claims administrator, calculated pursuant to the formula
set  forth in the  settlement  agreement  and court  order.  These  payments  to
qualifying class members will occur following the expiration of the time for the
filing of an appeal,  assuming that no appeal is filed.  Similarly the equitable
settlement will be implemented  promptly at the same time and assuming no appeal
is filed.  For those equitable  class members who submitted  timely requests for
the repurchase of their limited  partnership units, the respective  partnerships
will repurchase such units by December 31, 2001.

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

11. LIQUIDATION AND SPECIAL DISTRIBUTIONS

On January 1, 2001,  the  General  Partner  began the  liquidation  phase of the
Partnership  with  the  intent  to  commence  an  orderly   liquidation  of  the
Partnership  assets.  The General  Partner is actively  marketing  the remaining
equipment portfolio with the intent of maximizing sale proceeds. The Partnership
is not permitted to reinvest sales proceeds from equipment dispositions. As sale
proceeds are  received,  the General  Partner  intends to  periodically  declare
special  distributions  to distribute the sale proceeds in excess of operational
cash requirements,  to the partners.  No special  distributions were paid during
the six months ended June 30, 2001 and 2000.

During the liquidation phase of the Partnership,  the equipment will continue to
be leased under operating leases until sold.  Sales and liquidations  occur when
the  General  Partner  has  determination  that  it is the  appropriate  time to
maximize the return on an asset through the sale of that asset,  when the lessee
has the ability to exercise  purchase options on the equipment being leased,  or
when the equipment is damaged.

Operating cash flows, to the extent they exceed  Partnership  expenses,  will be
distributed  to the partners when declared by the General  Partner.  The amounts
reflected for assets and liabilities of the  Partnership  have not been adjusted
to reflect  liquidation  values. The equipment portfolio continues to be carried
at the lower of  depreciated  cost or fair value less cost to dispose.  Although
the General Partner estimates that there will be distributions after liquidation
of assets and liabilities,  the amounts cannot be accurately determined prior to
actual  liquidation  of  the  equipment.   Any  excess  proceeds  over  expected
Partnership  obligations  will be  distributed  to the Partners  throughout  the
liquidation period. Upon final liquidation, the Partnership will be dissolved.



<PAGE>


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

(I)  RESULTS OF OPERATIONS

COMPARISON  OF PLM  EQUIPMENT  GROWTH  FUND  V'S (THE  PARTNERSHIP'S)  OPERATING
RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000

(A) Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as repairs  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
decreased  during the three  months  ended June 30,  2001,  compared to the same
period of 2000.  Gains or losses from the sale of equipment,  interest and other
income,  and certain  expenses such as depreciation and amortization and general
and  administrative  expenses relating to the operating  segments (see Note 7 to
the financial  statements),  are not included in the owned  equipment  operation
discussion  because they are indirect in nature and not a result of  operations,
but the result of owning a portfolio of equipment.  The following table presents
lease revenues less direct expenses by segment (in thousands of dollars):
<TABLE>
<CAPTION>
                                                       For the Three Months
                                                          Ended June 30,
                                                      2001             2000
                                                    ---------------------------
<S>                                                 <C>              <C>
Aircraft                                            $ 2,134          $ 2,144
Railcars                                                253              480
Marine containers                                       107              107
Trailers                                                 38              410
Marine vessels                                          (71)             946
</TABLE>

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $2.1 million and
$11,000,  respectively,  for the three months  ended June 30, 2001,  compared to
$2.2 million and $21,000, respectively, during the same period of 2000.

Railcars:  Railcar lease revenues and direct expenses were $0.4 million and $0.2
million,  respectively,  for the three months  ended June 30, 2001,  compared to
$0.6 million and $0.1 million, respectively, during the same period of 2000. The
decrease in railcar lease revenues of $0.2 million was due to an increase in the
number of  off-lease  railcars  during the three  months  ended  June 30,  2001,
compared to the same  period of 2000.  The  increase in direct  expenses of $0.1
million  was due to an  increase  in repairs  and  maintenance  during the three
months ended June 30, 2001, compared to the same period of 2000.

Marine containers: Marine container lease revenues and direct expenses were $0.1
million  and $-0-,  respectively,  for the three  months  ended  June 30,  2001,
compared to $0.1  million and  $1,000,  respectively,  during the same period of
2000.

Trailers:  Trailer lease revenues and direct expenses were $0.1 million and $0.1
million,  respectively,  for the three months  ended June 30, 2001,  compared to
$0.6 million and $0.2 million, respectively, during the same period of 2000. The
decrease in trailer contribution was due to the sale of 76% of the Partnership`s
trailers during 2000.

Marine  vessels:  Marine vessel lease revenues and direct expenses were $-0- and
$0.1 million,  respectively,  for the three months ended June 30, 2001, compared
to $2.4 million and $1.5 million, respectively,  during the same period of 2000.
The  decrease in marine  vessel  contribution  was caused by the sale of all the
Partnership's wholly-owned marine vessels during 2001 and 2000.

(B) Indirect Expenses Related to Owned Equipment Operations

Total indirect expenses of $2.0 million for the three months ended June 30, 2001
decreased from $3.0 million for the same period in 2000.  Significant  variances
are explained as follows:

     (i) A $0.4 million decrease in depreciation and amortization  expenses from
2000 levels was caused by a decrease of $0.1 million  resulting from the sale of
76% of the  Partnership`s  trailers  during 2000 and a decrease of $0.4  million
resulting from the sale of two of the Partnership's  wholly-owned marine vessels
during 2001 and 2000.

     (ii) A $0.2 million decrease in interest expense was due to a lower average
outstanding  debt  balance in the second  quarter of 2001  compared  to the same
period of 2000.

     (iii) A $0.2  million  decrease in  management  fees was due to lower lease
revenues earned during the second quarter of 2001 compared to the same period of
2000.

     (iv) General and  administrative  expenses decreased $0.2 million in during
the three  months  ended June 30,  2001.  The decrease was due to lower costs of
$0.1 million resulting from the sale of 76% of the Partnership's trailers during
2000 and lower costs of $0.1  million  associated  with the second  quarter 2000
re-leasing of a commercial aircraft that was not required during the same period
of 2001.

(C) Net Gain on Disposition of Owned Equipment

The net gain on the  disposition  of  equipment  for the second  quarter of 2001
totaled $18,000, and resulted from the sale of marine containers with a net book
value of $15,000,  for proceeds of $33,000.  The net gain on the  disposition of
equipment for the second  quarter of 2000 totaled $0.1 million,  which  resulted
from the sale of marine  containers,  a railcar,  and a trailer  with a net book
value of $0.1 million, for proceeds of $0.2 million.

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

Net income  generated from the operation of  jointly-owned  assets accounted for
under  the  equity  method  of  accounting  is shown in the  following  table by
equipment type (in thousands of dollars):
<TABLE>
<CAPTION>
                                                    For the Three Months
                                                       Ended June 30,
                                                   2001             2000
                                                 ---------------------------
<S>                                              <C>              <C>
Marine vessels                                   $   394          $   319
Aircraft                                              74               87
                                                 ---------------------------
    Equity in net income of USPEs                $   468          $   406
                                                 ===========================
</TABLE>

Marine vessels: As of June 30, 2001 and 2000, the Partnership owned interests in
two entities owning a total of two marine vessels.  During the second quarter of
2001, lease revenues of $2.0 million were offset by depreciation expense, direct
expenses, and administrative expenses of $1.6 million. During the same period of
2000, lease revenues of $1.7 million were offset by depreciation expense, direct
expenses, and administrative expenses of $1.4 million.

Lease revenues increased $0.3 million during the three months ended June 30,
2001 compared to the same period of 2000. The increase in lease revenues was due
to the following:

     (i) During the quarter  ended June 30, 2001,  one marine vessel earned $0.6
million in higher  lease  revenues  due to being on voyage  charter  compared to
being on a fixed  rate  lease  during  the same  period of 2000.  Under a voyage
charter,  the lease  rates are higher,  however,  the owner is  responsible  for
certain operating costs that are paid by the lessee under a fixed rate lease.

     (ii) This increase was partially  offset by the other marine vessel earning
lower lease revenues of $0.3 million compared to the same period of 2000. During
the second  quarter of 2001,  lower lease revenues of $0.1 million was caused by
this marine vessel being off lease for 10 days while completing its dry docking.
Lease  revenues for this marine vessel also  decreased $0.2 million due to being
on a fixed rate lease for over one month  before  returning  to voyage  charter.
During the same  period of 2000,  this marine  vessel was on voyage  charter the
entire quarter.

During  the three  months  ended June 30,  2001,  depreciation  expense,  direct
expenses, and administrative  expenses increased $0.2 million. During the second
quarter of 2001, direct expenses  increased $0.1 million due to higher operating
cost  resulting  from the voyage  charter  leases and  repairs  and  maintenance
increased $0.2 million due to higher repair costs compared to the same period of
2000.

Aircraft:  As of June 30, 2001 and 2000,  the  Partnership  had an interest in a
trust owning two commercial aircraft on a direct finance lease. During the three
months ended June 30, 2001 and 2000,  lease revenues of $0.1 million were offset
by  depreciation  expense,  direct  expenses,  and  administrative  expenses  of
$10,000.

(E) Net Income

As a result of the foregoing,  the Partnership's net income for the three months
ended June 30, 2001 was $1.0  million,  compared  to net income of $1.5  million
during the same period in 2000.  The  Partnership's  ability to operate  assets,
liquidate assets,  secure leases,  and re-lease those assets whose leases expire
is subject to many  factors,  and the  Partnership's  performance  in the second
quarter of 2001 is not necessarily indicative of future periods.

COMPARISON OF THE PARTNERSHIP'S  OPERATING RESULTS FOR THE SIX MONTHS ENDED JUNE
30, 2001 AND 2000

(A) Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as repairs  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
decreased during the six months ended June 30, 2001, compared to the same period
of 2000. The following  table  presents  lease revenues less direct  expenses by
segment (in thousands of dollars):
<TABLE>
<CAPTION>
                                                       For the Six Months
                                                         Ended June 30,
                                                     2001             2000
                                                   ---------------------------
<S>                                                <C>              <C>
Aircraft                                           $ 4,261          $ 3,779
Railcars                                               649              939
Marine containers                                      216              191
Trailers                                                89              792
Marine vessels                                        (348)           2,050
</TABLE>

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $4.3 million and
$29,000,  respectively, for the six months ended June 30, 2001, compared to $4.0
million and $0.2  million,  respectively,  during the same  period of 2000.  The
increase in aircraft  lease  revenues  of $0.3  million was due to one  aircraft
being on-lease for the six months ended June 30, 2001 that was off-lease for two
months during the same period of 2000.  Direct  expenses  decreased $0.2 million
during the first six  months of 2001 due to repairs to one of the  Partnership's
aircraft  during the six months ended June 30, 2000 that wasn't  required during
the same period 2001.

Railcars:  Railcar lease revenues and direct expenses were $1.0 million and $0.3
million,  respectively, for the six months ended June 30, 2001, compared to $1.2
million and $0.3  million,  respectively,  during the same  period of 2000.  The
decrease in railcar  lease  revenues of $0.2  million was due to the increase in
the number of  off-lease  railcars  during the six months  ended June 30,  2001,
compared to the same period of 2000.

Marine containers: Marine container lease revenues and direct expenses were $0.2
million and $-0-, respectively, for the six months ended June 30, 2001, compared
to $0.2 million and $3,000, respectively, during the same period of 2000.

Trailers:  Trailer lease revenues and direct expenses were $0.2 million and $0.1
million,  respectively, for the six months ended June 30, 2001, compared to $1.2
million and $0.4  million,  respectively,  during the same  period of 2000.  The
decrease in trailer contribution was due to the sale of 76% of the Partnership`s
trailers during 2000.

Marine  vessels:  Marine vessel lease revenues and direct expenses were $-0- and
$0.3 million,  respectively, for the six months ended June 30, 2001, compared to
$5.0 million and $2.9 million, respectively, during the same period of 2000. The
decrease  in  marine  vessel  contribution  was  caused  by the  sale of all the
Partnership's wholly-owned marine vessels during 2001 and 2000.


<PAGE>



(B) Indirect Expenses Related to Owned Equipment Operations

Total  indirect  expenses of $4.2 million for the six months ended June 30, 2001
decreased from $6.1 million for the same period in 2000.  Significant  variances
are explained as follows:

     (i) A $0.9 million decrease in depreciation and amortization  expenses from
2000 levels was caused by a decrease of $0.2 million  resulting from the sale of
76% of the  Partnership`s  trailers  during 2000 and a decrease of $0.7  million
resulting from the sale of two of the Partnership's  wholly-owned marine vessels
during 2001 and 2000.

     (ii) A $0.4 million decrease in interest expense was due to a lower average
outstanding  debt balance  during the six months ended June 30, 2001 compared to
the same period of 2000.

     (iii) A $0.3  million  decrease in  management  fees was due to lower lease
revenues  earned  during the six months ended June 30, 2001 compared to the same
period of 2000.

     (iv) A $0.3 million decrease in general and administrative  expenses during
the six months  ended June 30,  2001 was due to a  decrease  of $0.2  million in
costs  resulting  from the sale of 76% of the  Partnership's  trailers  and $0.1
million in lower inspection  costs on equipment.  These decreases were offset in
part, by an increase of $0.1 million  resulting from  allocations by the General
Partner due to severance costs related to staff reductions during the six months
ended June 30, 2001 compared to the same period of 2000.

(C) Net Gain on Disposition of Owned Equipment

The net gain on the  disposition of equipment for the six months ending June 30,
2001 totaled $1.2  million,  which  resulted  from the sale of a marine  vessel,
marine  containers,  and a railcar  with a net book value of $1.4  million,  for
proceeds of $2.6 million.  The net gain on the  disposition of equipment for the
six months ended June 30, 2000 totaled $0.1  million,  which  resulted  from the
sale of marine containers, trailers, and a railcar with a net book value of $0.2
million, for proceeds of $0.3 million.

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

Net income  generated from the operation of  jointly-owned  assets accounted for
under  the  equity  method  of  accounting  is shown in the  following  table by
equipment type (in thousands of dollars):
<TABLE>
<CAPTION>
                                                       For the Six Months
                                                         Ended June 30,
                                                     2001             2000
                                                   ---------------------------
<S>                                                <C>              <C>
Marine vessels                                     $   697          $   161
Aircraft                                               148              222
                                                   ---------------------------
    Equity in net income of USPEs                  $   845          $   383
                                                   ===========================
</TABLE>

Marine vessels: As of June 30, 2001 and 2000, the Partnership owned interests in
two entities owning a total of two marine vessels.  During the six months ending
June 30,  2001,  lease  revenues of $3.8  million  were  offset by  depreciation
expense,  direct expenses, and administrative  expenses of $3.1 million.  During
the same  period  of  2000,  lease  revenues  of $3.2  million  were  offset  by
depreciation  expense,  direct  expenses,  and  administrative  expenses of $3.0
million.

Lease revenues  increased $0.6 million during the six months ended June 30, 2001
compared to the same period of 2000.  The increase in lease  revenues was due to
the following:

     (i) One  marine  vessel  that was on voyage  charter  during the six months
ending June 30, 2001, was on voyage charter and fixed rate lease during the same
period of 2000.  During 2001,  this marine  vessel earned $1.5 million in higher
lease revenues due to higher lease rates earned while on voyage charter compared
to the same period of 2000.

     (ii) This increase was partially  offset by the other marine vessel earning
lower lease revenues of $0.8 million compared to the same period of 2000. During
the six months  ended June 30,  2001,  lower lease  revenues of $0.5 million was
caused by this marine vessel being off lease for  approximately two months while
completing its dry docking. Lease revenues for this marine vessel also decreased
$0.2  million  due to being on a fixed  rate  lease  for over one  month  before
returning to voyage charter.  During the same period of 2000, this marine vessel
was on voyage charter.

Depreciation  expense,  direct expenses,  and administrative  expenses increased
$0.1  million  during the six months  ended June 30,  2001  compared to the same
period of 2000. A decrease in direct expenses of $0.4 million was due to the one
marine vessel  incurring  lower  operating costs while in dry dock. The decrease
caused by the dry-docking of a marine vessel was partially offset by an increase
of $0.4 million caused by the remaining marine vessel incurring higher operating
cost resulting from being on voyage charter.

Aircraft:  As of June 30, 2001 and 2000,  the  Partnership  had an interest in a
trust owning two commercial  aircraft on a direct finance lease.  During the six
months ended June 30, 2001,  the  contribution  from this trust  decreased  $0.1
million  due to higher  expenses  of $47,000  due to the  recovery  of  accounts
receivable  in 2000 that had  previously  been reserved as a bad debt. A similar
recovery did not occur in 2001.

(E) Net Income

As a result of the foregoing,  the  Partnership's  net income for the six months
ended June 30, 2001 was $2.7  million,  compared  to net income of $2.2  million
during the same period in 2000.  The  Partnership's  ability to operate  assets,
liquidate assets,  secure leases,  and re-lease those assets whose leases expire
is subject to many factors, and the Partnership's  performance in the six months
ended June 30, 2001 is not necessarily indicative of future periods.

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

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

For the six months ended June 30, 2001, the  Partnership  generated $6.1 million
in  operating  cash  (net  cash  provided  by  operations  plus  non-liquidating
distributions  from  USPEs)  to meet  its  operating  obligations  and pay  cash
distributions  (total for the six months ended June 30, 2001 of $1.7 million) to
the partners.

During the six months ended June 30, 2001, the Partnership  sold owned equipment
and received aggregate proceeds of $2.6 million.

Accounts receivable  decreased $0.7 million during the six months ended June 30,
2001. A decrease of $0.6 million was due to the collection of lease  receivables
from the lessee of a sold marine  vessel that was  outstanding  on December  31,
2000.  An  additional  decrease  of $0.1  million  was due to the timing of cash
receipts.

Investments in USPEs  decreased $0.5 million due to cash  distributions  of $1.4
million to the  Partnership  from the USPEs offset,  in part, by $0.8 million of
income that was  recorded  by the  Partnership's  from the USPEs  during the six
months ended June 30, 2001.

Lessee  deposits and reserve for repairs  increased  $0.4 million during the six
months ended June 30, 2001 due to  increases in engine  reserves of $0.2 million
and lessee's prepaid deposits of $0.1 million.

During the six months ended June 30, 2001,  the  Partnership  made the regularly
scheduled  installment  payment  of  $1.4  million  and an  additional  required
principal  payment of $0.2 million from the  proceeds of  equipment  sales.  The
Partnership  also prepaid the remaining  balance of $3.9 million to the lenders.
Interest  was paid at a rate of LIBOR  plus  1.2% per  annum on the  outstanding
amount.


<PAGE>


(III) OUTLOOK FOR THE FUTURE

The Partnership  entered its  liquidation  phase on January 1, 2001. The General
Partner is seeking to selectively re-lease or sell assets as the existing leases
expire.  Sale decisions will cause the operating  performance of the Partnership
to decline over the remainder of its life.

Several factors may affect the Partnership's  operating  performance  during the
remainder  of  2001  and  beyond,  including  changes  in the  markets  for  the
Partnership's  equipment and changes in the regulatory environment in which that
equipment operates.

The Partnership's operation of a diversified equipment portfolio in a broad base
of markets is  intended  to reduce its  exposure  to  volatility  in  individual
equipment sectors.

Factors  affecting the Partnership's  contribution  during the remainder of 2001
and beyond include:

1. The cost of new marine  containers  have been at  historic  lows for the past
several  years  which has caused  downward  pressure on per diem lease rates for
this type of  equipment.  In addition,  some of the  Partnership's  refrigerated
marine containers have become delaminated.  This condition lowers the demand for
these  marine  containers  which  has led to  declining  lease  rates  and lower
utilization on containers with this problem.

2. Railcar loadings in North America for the first half of 2001 were below those
of 2000. This decrease has led to lower  utilization  and lower  contribution to
the Partnership as existing leases expire and renewal leases are negotiated.

3. Recent changes in economic  condition of the airline  industry have adversely
affected the demand for and market  values for  aircraft.  These  changes  could
adversely lower the contribution of aircraft to the Partnership and the residual
value of the  aircraft.  Currently,  all of the owned  aircraft  are  subject to
contracted lease agreements.

Until  resolution  of the Koch and Romei  matters  related  to the  purchase  of
Partnership  units  (see note 10 to the  unaudited  financial  statements),  the
Partnership will not make cash distributions to the partners.

The  ability  of the  Partnership  to  realize  acceptable  lease  rates  on its
equipment in the different equipment markets is contingent on many factors, such
as specific market conditions and economic activity, technological obsolescence,
and  government  or other  regulations.  The  unpredictability  of some of these
factors,  or of their occurrence,  makes it difficult for the General Partner to
clearly  define  trends or  influences  that may impact the  performance  of the
Partnership's  equipment.  The General  Partner  continually  monitors  both the
equipment  markets and the performance of the  Partnership's  equipment in these
markets. The General Partner may decide to reduce the Partnership's  exposure to
equipment  markets in which it determines it cannot operate equipment to achieve
acceptable rates of return.

The unpredictability of some of these factors, or of their occurrence,  makes it
difficult for the General  Partner to clearly  define trends or influences  that
may impact the performance of the Partnership's equipment.

The  Partnership  intends  to use cash  flow  from  operations  to  satisfy  its
operating requirements and pay cash distributions to the partners.

(IV) FORWARD-LOOKING INFORMATION

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

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  Partnership's  primary  market risk  exposures  are that of currency  risk.
During the six months ended June 30, 2001, 86% of the Partnership's  total lease
revenues from wholly- and partially-owned  equipment came from non-United States
domiciled  lessees.  Most of the Partnership's  leases require payment in United
States (U.S.)  currency.  If these lessees  currency  devalues  against the U.S.
dollar,  the lessees could potentially  encounter  difficulty in making the U.S.
dollar denominated lease payments.

















                      (This space intentionally left blank)


<PAGE>



                           PART II - OTHER INFORMATION


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

           (a)    Exhibits

                  None.

           (b)    Reports on Form 8-K

                  None.




<PAGE>



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



                                           PLM EQUIPMENT GROWTH FUND V

                                           By:      PLM Financial Services, Inc.
                                                    General Partner



Date:   August 10, 2001                    By:      /s/ Stephen M. Bess
                                                    ----------------------------
                                                    Stephen M. Bess
                                                    President and
                                                    Chief Accounting Officer