<PAGE>   1
                       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 QUARTERLY PERIOD ENDED JUNE 30, 1998

                                       OR

[ ]     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 0-13432

                      IEA MARINE CONTAINER INCOME FUND V(B)
             (Exact name of registrant as specified in its charter)


               California                                    94-2911066
    (State or other jurisdiction of                       (I.R.S. Employer
     incorporation or organization)                      Identification No.)

         444 Market Street, 15th Floor, San Francisco, California 94111
         (Address of principal executive offices)            (Zip Code)

                                 (415) 677-8990
              (Registrant's telephone number, including area code)


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>   2
                      IEA MARINE CONTAINER INCOME FUND V(B)

                  REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD
                               ENDED JUNE 30, 1998

                                TABLE OF CONTENTS


<TABLE>
<CAPTION>
                                                                                                                     PAGE
                                                                                                                     ----
<S>                                                                                                                  <C>
PART I - FINANCIAL INFORMATION

  Item 1.  Financial Statements
           Balance Sheets - June 30, 1998 (unaudited) and December 31, 1997                                             4
           Statements of Operations for the three and six months ended June 30, 1998 and 1997 (unaudited)               5
           Statements of Cash Flows for the six months ended June 30, 1998 and 1997 (unaudited)                         6
           Notes to Financial Statements (unaudited)                                                                    7
  Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations                       10
  Item 3.  Quantitative and Qualitative Disclosures About Market Risk                                                  12

PART II -  OTHER INFORMATION
  Item 1.  Legal Proceedings                                                                                           13
  Item 3.  Defaults Upon Senior Securities                                                                             14
  Item 5.  Other Information                                                                                           14
  Item 6.  Exhibits and Reports on Form 8-K                                                                            16
</TABLE>


                                       2


<PAGE>   3
                         PART I - FINANCIAL INFORMATION


  Item 1. Financial Statements

          Presented herein are the Registrant's balance sheets as of June 30,
          1998 and December 31, 1997, statements of operations for the three and
          six months ended June 30, 1998 and 1997, and statements of cash flows
          for the six months ended June 30, 1998 and 1997.


                                       3


<PAGE>   4
                      IEA MARINE CONTAINER INCOME FUND V(B)

                                 BALANCE SHEETS

                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                 June 30,          December 31,
                                                                                  1998                 1997
                                                                               -------------       -------------
<S>                                                                            <C>                 <C>
                    Assets

Current assets:
    Cash and cash equivalents, includes $237,539 at June 30, 1998 and
       $303,402 at December 31, 1997 in interest-bearing accounts              $     237,639       $     303,602
    Net lease receivables due from Leasing Company
       (notes 1 and 2)                                                                28,523              80,051
                                                                               -------------       -------------

           Total current assets                                                      266,162             383,653
                                                                               -------------       -------------

Container rental equipment, at cost                                                1,799,378           2,089,802
    Less accumulated depreciation                                                  1,259,564           1,462,861
                                                                               -------------       -------------
       Net container rental equipment                                                539,814             626,941
                                                                               -------------       -------------

                                                                               $     805,976       $   1,010,594
                                                                               =============       =============
               Partners' Capital

Partners' capital:
    General partners                                                           $         376       $       1,682
    Limited partners                                                                 805,600           1,008,912
                                                                               -------------       -------------

           Total partners' capital                                                   805,976           1,010,594
                                                                               -------------       -------------

                                                                               $     805,976       $   1,010,594
                                                                               =============       =============
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                       4


<PAGE>   5
                      IEA MARINE CONTAINER INCOME FUND V(B)

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                 Three Months Ended                  Six Months Ended
                                                          -------------------------------     -------------------------------
                                                             June 30,          June 30,         June 30,          June 30,
                                                               1998             1997              1998              1997
                                                          -------------     -------------     -------------     -------------
<S>                                                       <C>               <C>               <C>               <C>          
Net lease revenue (notes 1 and 3)                         $      56,924     $      72,094     $     108,189     $     164,770

Other operating expenses:
    Depreciation                                                     --            33,287                --            70,098
    Other general and administrative expenses                    16,813             9,899            28,059            18,496
                                                          -------------     -------------     -------------     -------------
                                                                 16,813            43,186            28,059            88,594
                                                          -------------     -------------     -------------     -------------

       Earnings from operations                                  40,111            28,908            80,130            76,176

Other income:
    Interest income                                               2,679             4,259             5,975             9,588
    Net gain on disposal of equipment                            18,142            50,945            38,381           101,105
                                                          -------------     -------------     -------------     -------------
                                                                 20,821            55,204            44,356           110,693
                                                          -------------     -------------     -------------     -------------

       Net earnings                                       $      60,932     $      84,112     $     124,486     $     186,869
                                                          =============     =============     =============     =============

Allocation of net earnings:
    General partners                                      $      12,940     $      23,994     $      27,949     $      53,102
    Limited partners                                             47,992            60,118            96,537           133,767
                                                          -------------     -------------     -------------     -------------

                                                          $      60,932     $      84,112     $     124,486     $     186,869
                                                          =============     =============     =============     =============

Limited partners' per unit share of net earnings          $        2.80     $        3.51     $        5.63     $        7.81
                                                          =============     =============     =============     =============
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                       5


<PAGE>   6
                      IEA MARINE CONTAINER INCOME FUND V(B)

                            STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                              Six Months Ended
                                                      ---------------------------------
                                                        June 30,           June 30,
                                                          1998                1997
                                                      -------------       -------------
<S>                                                   <C>                 <C>          
Net cash provided by operating activities             $      78,644       $     195,489

Cash flows provided by investing activities:
    Proceeds from disposal of equipment                     184,496             295,828

Cash flows used in financing activities:
    Distribution to partners                               (329,103)           (611,190)
                                                      -------------       -------------


Net decrease in cash and cash equivalents                   (65,963)           (119,873)


Cash and cash equivalents at January 1                      303,602             493,149
                                                      -------------       -------------


Cash and cash equivalents at June 30                  $     237,639       $     373,276
                                                      =============       =============
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                       6


<PAGE>   7
                      IEA MARINE CONTAINER INCOME FUND V(B)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


(1)   Summary of Significant Accounting Policies

      (a) Nature of Operations

          IEA Marine Container Income Fund V(B) (the "Partnership") is a limited
          partnership organized under the laws of the State of California on
          August 8, 1983 for the purpose of owning and leasing marine cargo
          containers. The managing general partner is Cronos Capital Corp.
          ("CCC"); the associate general partners include four individuals. CCC,
          with its affiliate Cronos Containers Limited (the "Leasing Company"),
          manages the business of the Partnership. The Partnership shall
          continue until December 31, 2005, unless sooner terminated upon the
          occurrence of certain events.

          The Partnership commenced operations on May 22, 1984, when the minimum
          subscription proceeds of $1,000,000 were obtained. The Partnership
          offered 20,000 units of limited partnership interest at $500 per unit,
          or $10,000,000. The offering terminated on October 5, 1984, at which
          time 17,134 limited partnership units had been purchased.

          As of June 30, 1998, 18% of the original equipment remained in the
          Partnership's fleet and was comprised of 434 twenty-foot, 103
          forty-foot and 119 forty-foot high-cube marine dry cargo containers.
          Commencing in 1994, the Partnership's 11th year of operations, the
          Partnership began focusing its attention on the disposition of its
          fleet in accordance with another of its original investment
          objectives, realizing the residual value of its containers after the
          expiration of their economic useful lives, estimated to be between 10
          to 15 years after placement in leased service. During this phase, the
          Partnership has actively disposed of containers within its fleet,
          while cash proceeds from equipment disposals, in addition to cash from
          operations, provided the cash flow for distributions to the limited
          partners. The Partnership, in its 15th year of operations, will
          continue to focus its attention during the remainder of 1998 on
          disposing of its remaining fleet.

      (b) Leasing Company and Leasing Agent Agreement

          Pursuant to the Limited Partnership Agreement of the Partnership, all
          authority to administer the business of the Partnership is vested in
          CCC. CCC has entered into a Leasing Agent Agreement whereby the
          Leasing Company has the responsibility to manage the leasing
          operations of all equipment owned by the Partnership. Pursuant to the
          Agreement, the Leasing Company is responsible for leasing, managing
          and re-leasing the Partnership's containers to ocean carriers and has
          full discretion over which ocean carriers and suppliers of goods and
          services it may deal with. The Leasing Agent Agreement permits the
          Leasing Company to use the containers owned by the Partnership,
          together with other containers owned or managed by the Leasing Company
          and its affiliates, as part of a single fleet operated without regard
          to ownership. Since the Leasing Agent Agreement meets the definition
          of an operating lease in Statement of Financial Accounting Standards
          (SFAS) No. 13, it is accounted for as a lease under which the
          Partnership is lessor and the Leasing Company is lessee.

          The Leasing Agent Agreement generally provides that the Leasing
          Company will make payments to the Partnership based upon rentals
          collected from ocean carriers after deducting direct operating
          expenses and management fees to CCC. The Leasing Company leases
          containers to ocean carriers, generally under operating leases which
          are either master leases or term leases (mostly two to five years).
          Master leases do not specify the exact number of containers to be
          leased or the term that each container will remain on hire but allow
          the ocean carrier to pick up and drop off containers at various
          locations; rentals are based upon the number of containers used and
          the applicable per-diem rate. Accordingly, rentals under master leases
          are all variable and contingent upon the number of containers used.
          Most containers are leased to ocean carriers under master leases;
          leasing agreements with fixed payment terms are not material to the
          financial statements. Since there are no material minimum lease
          rentals, no disclosure of minimum lease rentals is provided in these
          financial statements.


                                                                     (Continued)


                                       7


<PAGE>   8
                      IEA MARINE CONTAINER INCOME FUND V(B)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


      (c) Basis of Accounting

          The Partnership utilizes the accrual method of accounting. Net lease
          revenue is recorded by the Partnership in each period based upon its
          leasing agent agreement with the Leasing Company. Net lease revenue is
          generally dependent upon operating lease rentals from operating lease
          agreements between the Leasing Company and its various lessees, less
          direct operating expenses and management fees due in respect of the
          containers specified in each operating lease agreement.

      (d) Financial Statement Presentation

          These financial statements have been prepared without audit. Certain
          information and footnote disclosures normally included in financial
          statements prepared in accordance with generally accepted accounting
          procedures have been omitted. It is suggested that these financial
          statements be read in conjunction with the financial statements and
          accompanying notes in the Partnership's latest annual report on Form
          10-K.

          The preparation of financial statements in conformity with generally
          accepted accounting principles (GAAP) requires the Partnership to make
          estimates and assumptions that affect the reported amounts of assets
          and liabilities and disclosure of contingent assets and liabilities at
          the date of the financial statements and the reported amounts of
          revenues and expenses during the reported period. Actual results could
          differ from those estimates.

          The interim financial statements presented herewith reflect all
          adjustments of a normal recurring nature which are, in the opinion of
          management, necessary to a fair statement of the financial condition
          and results of operations for the interim periods presented.


(2)   Net Lease Receivables Due from Leasing Company

      Net lease receivables due from the Leasing Company are determined by
      deducting direct operating payables and accrued expenses, base management
      fees payable, reimbursed administrative expenses and incentive fees
      payable to CCC and its affiliates from the rental billings payable by the
      Leasing Company to the Partnership under operating leases to ocean
      carriers for the containers owned by the Partnership. Net lease
      receivables at June 30, 1998 and December 31, 1997 were as follows:


<TABLE>
<CAPTION>
                                                                  June 30,       December 31,
                                                                   1998              1997
                                                               -------------     -------------
<S>                                                            <C>               <C>
Lease receivables, net of doubtful accounts of $9,418
  at June 30, 1998 and $14,451 at December 31, 1997            $     132,449     $     166,824
Less:
Direct operating payables and accrued expenses                        67,567            40,242
Damage protection reserve                                             12,890            16,977
Base management fees                                                   6,862             7,309
Reimbursed administrative expenses                                     1,588             2,003
Incentive fees                                                        15,019            20,242
                                                               -------------     -------------
                                                               $      28,523     $      80,051
                                                               =============     =============
</TABLE>


                                                                     (Continued)


                                       8


<PAGE>   9
                      IEA MARINE CONTAINER INCOME FUND V(B)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


(3)   Net Lease Revenue

      Net lease revenue is determined by deducting direct operating expenses,
      base management and incentive fees and reimbursed administrative expenses
      to CCC from the rental revenue billed by the Leasing Company under
      operating leases to ocean carriers for the containers owned by the
      Partnership. Net lease revenue for the three and six-month periods ended
      June 30, 1998 and 1997, was as follows:


<TABLE>
<CAPTION>
                                                   Three Months Ended                   Six Months Ended
                                             -------------------------------     -------------------------------
                                                June 30,         June 30,           June 30,         June 30,
                                                  1998             1997               1998             1997
                                             -------------     -------------     -------------     -------------
<S>                                          <C>               <C>               <C>               <C>          
Rental revenue                               $      91,977     $     140,277     $     191,131     $     299,279
Less:
Rental equipment operating expenses                  9,561            24,771            27,622            42,923
Base management fees                                 6,362             9,594            13,292            20,811
Incentive fees                                      15,018            27,425            31,344            56,808
Reimbursed administrative expenses                   4,112             6,393            10,684            13,967
                                             -------------     -------------     -------------     -------------

                                             $      56,924     $      72,094     $     108,189     $     164,770
                                             =============     =============     =============     =============
</TABLE>


                                       9


<PAGE>   10
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

It is suggested that the following discussion be read in conjunction with the
Registrant's most recent annual report on Form 10-K.


1)    Material changes in financial condition between June 30, 1998 and December
      31, 1997.

      December 31, 1997 marked the completion of the Registrant's 14th year of
      operations. As discussed in the Registrant's report for the year ended
      December 31, 1997, the Registrant entered 1998 with a view towards
      accelerating the disposal of its fleet. During the first six months of
      1998, the Registrant disposed of 123 containers as part of its ongoing
      container operations, contributing to a decline in the Registrant's
      operating results. At June 30, 1998, 18% of the original equipment
      remained in the Registrant's fleet, as compared to 21% at December 31,
      1997. Due to the declining cash flows from operations and sales proceeds
      from a rapidly diminishing fleet, the managing general partner has
      determined that it is in the best interest of the limited partners to
      dispose of the remaining equipment in the fleet and dissolve the
      Partnership before such time that fixed operating costs exceed operating
      revenues. It is, therefore, the intent of the managing general partner to
      liquidate the remaining containers and wind up the Registrant's operations
      as soon as it is feasible. The managing general partner is currently in
      the final stages of negotiations with an unaffiliated qualified buyer for
      the purchase of the remaining containers in the Registrant's fleet. When
      all of the equipment has been disposed and the Registrant's debt,
      receivables and liabilities have been collected and discharged, the
      Partnership will then be dissolved. The managing general partner will then
      undertake a final distribution of the Registrant's assets to the limited
      partners and proceed to cancel the Certificate of Limited Partnership,
      thus terminating the Partnership.

      At June 30, 1998, the Registrant's fleet was comprised of the following:


<TABLE>
<CAPTION>
                                                                40-Foot
                                      20-Foot      40-Foot     High-Cube
                                     ---------    ---------    ---------
<S>                                  <C>          <C>          <C>
Containers on lease:
      Term leases                           45            6           12
      Master leases                        333           86           87
                                     ---------    ---------    ---------
          Subtotal                         378           92           99

Containers off lease                        56           11           20
                                     ---------    ---------    ---------

      Total container fleet                434          103          119
                                     =========    =========    =========
</TABLE>


<TABLE>
<CAPTION>
                                                                                                                 40-Foot
                                                     20-Foot                       40-Foot                      High-Cube
                                          ---------------------------    ---------------------------    ---------------------------
                                              Units           %              Units           %              Units            %
                                          ------------   ------------    ------------   ------------    ------------   ------------
<S>                                       <C>            <C>             <C>            <C>             <C>            <C> 
Total purchases                                  2,761            100%            719            100%            150            100%
     Less disposals                              2,327             84%            616             86%             31             21%
                                          ------------   ------------    ------------   ------------    ------------   ------------

Remaining fleet at June 30, 1998                   434             16%            103             14%            119             79%
                                          ============   ============    ============   ============    ============   ============
</TABLE>


                                       10


<PAGE>   11
      The Registrant's diminishing fleet size and its related operating
      performance contributed to a 64% decline in net lease receivables at June
      30, 1998, when compared to December 31, 1997. During the second quarter of
      1998, distributions from operations and sales proceeds amounted to
      $146,920, reflecting distributions to the general and limited partners for
      the first quarter of 1998. This represents a decline from the $182,183
      distributed during the first quarter of 1998, reflecting distributions for
      the fourth quarter of 1997. The Registrant's efforts to accelerate the
      disposal of the remaining fleet should produce lower operating results
      and, consequently, lower distributions to its partners in subsequent
      quarters.

      Imbalances and reductions in trade volumes, fueled by the economic crisis
      in Asia, continue to affect the container leasing market and Partnership
      operations. Containerships leaving Asia are operating at full capacity.
      Yet, on the return eastbound trip they are going back to Asia with only a
      fraction of their holds utilized. This results in a shortage of containers
      available for exporting cargo from Asia and a surplus of containers in
      locations of low demand. As a consequence of this imbalance, container
      leasing companies are repositioning empty containers from low-demand
      locations back to Asian ports in order to keep equipment at the source of
      cargo and, at the same time, reduce the effects of additional depot
      charges for idle equipment and lost revenue. While there is a cost
      incurred when repositioning an empty container, revenue is lost while it
      is in transit. In spite of these market pressures, strong trade with other
      parts of the world is compensating for the imbalances with Asia. There is
      renewed demand for leased containers in locations such as Mexico, Canada,
      China, and areas of Europe where trade volumes of containerized goods are
      prospering. In light of the current market conditions, the Registrant's
      focus remains centered on strategic planning in order to reduce equipment
      imbalances and on improving collections to maximize returns.


2)    Material changes in the results of operations between the three and
      six-month periods ended June 30, 1998 and the three and six-month periods
      ended June 30, 1997.

      Net lease revenue for the three and six-month periods ended June 30, 1998
      was $56,924 and $108,189, respectively, a decline of 21% and 34%,
      respectively, from the same three and six-month periods in the prior year.
      Approximately 30% and 31%, respectively, of the Registrant's net earnings
      for the three and six-month periods ended June 30, 1998 were from gain on
      disposal of equipment, as compared to 61% and 54%, respectively, for the
      same three and six-month periods in the prior year. As the Registrant
      continues to dispose of its containers in subsequent periods, net gain on
      disposal may fluctuate and should contribute significantly to the
      Registrant's net earnings.

      Gross rental revenue (a component of net lease revenue) for the three and
      six-month periods ended June 30, 1998 was $91,977 and $191,131,
      respectively, reflecting a decline of 34% and 36%, respectively, from the
      same three and six-month periods in 1997. During 1998, gross rental
      revenue was primarily impacted by the Registrant's diminishing fleet size
      and a decline in per-diem rental rates. Average per-diem rental rates
      decreased approximately 7% and 9%, respectively, when compared to the same
      three and six-month periods in the prior year. Utilization rates increased
      when compared to the same three and six-month periods in the prior year,
      as the Registrant continued to dispose of containers, thereby reducing the
      number of off-hire containers within its fleet. The Registrant's average
      fleet size and utilization rates for the three and six-month periods ended
      June 30, 1998 and June 30, 1997 were as follows:


<TABLE>
<CAPTION>
                                                           Three Months Ended             Six Months Ended
                                                     -----------------------------   -----------------------------
                                                        June 30,        June 30,        June 30,        June 30,
                                                         1998            1997            1998            1997
                                                     -------------   -------------   -------------   -------------
<S>                                                  <C>             <C>             <C>             <C>
Average fleet size (measured in twenty-foot
    equivalent units (TEU))                                    904           1,296             953           1,410
Average Utilization                                             88%             90%             89%             89%
</TABLE>


                                       11


<PAGE>   12
      Rental equipment operating expenses were 10% and 14%, respectively, of the
      Registrant's gross lease revenue during the three and six-month periods
      ended June 30, 1998, as compared to 18% and 14%, respectively, of the
      Registrant's gross lease revenue during the same three and six-month
      periods in the prior year. The Registrant's decision to dispose of its
      off-hire containers also contributed to lower rental equipment operating
      expenses, as well as lower base management and incentive fees. The
      Registrant's fleet became fully depreciated during the second quarter of
      1997, contributing to the decline in depreciation expense.

      Year 2000

      The Registrant relies upon the financial and operational systems provided
      by the Leasing company and its affiliates, as well as the systems provided
      by other independent third parties to service the three primary areas of
      its business: investor processing/maintenance; container leasing/asset
      tracking; and accounting finance. The Registrant has received confirmation
      from its third-party investor processing/maintenance vendor that their
      system is Year 2000 compliant. The Registrant does not expect a material
      increase in its vendor servicing fee to reimburse Year 2000 costs.
      Container leasing/asset tracking and accounting/finance services are
      provided to the Registrant by CCC and its affiliate, Cronos Containers
      Limited (the "Leasing Company"), pursuant to the respective Limited
      Partnership Agreement and Leasing Agent Agreement. CCC and the Leasing
      Company have initiated a program to prepare their systems and applications
      for the Year 2000. Preliminary studies indicate that testing, conversion
      and upgrading of system applications is expected to cost CCC and the
      Leasing Company less than $500,000. Pursuant to the Limited Partnership
      Agreement, CCC or the Leasing Company, may not seek reimbursement of data
      processing costs associated with the Year 2000 program. The financial
      impact of making these required system changes is not expected to be
      material to the Registrant's financial position, results of operations or
      cash flows.

      Cautionary Statement

      This Quarterly Report on Form 10-Q contains statements relating to future
      results of the Registrant, including certain projections and business
      trends, that are "forward-looking statements" as defined in the Private
      Securities Litigation Reform Act of 1995. Actual results may differ
      materially from those projected as a result of certain risks and
      uncertainties, including but not limited to changes in: economic
      conditions; trade policies; demand for and market acceptance of leased
      marine cargo containers; competitive utilization and per-diem rental rate
      pressures; as well as other risks and uncertainties, including but not
      limited to those described in the above discussion of the marine container
      leasing business under Item 2., Management's Discussion and Analysis of
      Financial Condition and Results of Operations; and those detailed from
      time to time in the filings of Registrant with the Securities and Exchange
      Commission.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Not applicable.


                                       12


<PAGE>   13
                           PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

         As reported in the Registrant's Current Report on Form 8-K and
         Amendment No. 1 to Current Report on Form 8-K, filed with the
         Commission on February 7, 1997 and February 26, 1997, respectively,
         Arthur Andersen, London, England, resigned as auditors of the Cronos
         Group, a Luxembourg corporation headquartered in Orchard Lea, England
         (the "Parent Company"), on February 3, 1997.

         The Registrant retained a new auditor, Moore Stephens, P.C. on April
         10, 1997, as reported in its Current Report on Form 8-K, filed April
         14, 1997.

         In connection with its resignation, Arthur Andersen also prepared a
         report pursuant to Section 10A(b)(2) of the Securities Exchange Act of
         1934 as amended, for filing by the Parent Company with the Securities
         and Exchange Commission ("SEC") citing its inability to obtain what it
         considered to be adequate responses to its inquiries primarily
         regarding the payment of $1.5 million purportedly in respect of
         professional fees relating to a proposed strategic alliance. This sum
         was returned to the Parent Company in January 1997.

         Following the report of Arthur Andersen, the SEC, on February 10, 1997,
         commenced a private investigation of the Parent Company for the purpose
         of investigating the matters discussed in such report and related
         matters. The SEC's investigation can result in several types of civil
         or administrative sanctions against the Parent Company and individuals
         associated with the Parent Company, including the assessment of
         monetary penalties. Actions taken by the SEC do not preclude additional
         actions by any other federal, civil or criminal authorities or by other
         regulatory organizations or by third parties.

         The SEC's investigation is continuing, and some of the Parent Company's
         present and former officers and directors and others associated with
         the Parent Company have given testimony. However, no conclusion of any
         alleged wrongdoing by the Parent Company or any individual has been
         communicated to the Parent Company by the SEC.

         The Registrant does not believe that the focus of the SEC's
         investigation is upon the Registrant or CCC. CCC is unable to predict
         the outcome of the SEC's ongoing private investigation of the Parent
         Company.

         As reported in the Registrant's Current Report on Form 8-K, filed with
         the SEC on May 21, 1998, the Parent Company reported that its Chairman
         and CEO, Stefan M. Palatin, was suspended from his duties pending the
         investigation of fraud charges against him by Austrian government
         authorities. On June 8, 1998, the Parent Company's Board of Directors
         removed Mr. Palatin as Managing Director and Chief Executive Officer.
         Mr. Palatin resigned from the Board of Directors of the Parent Company
         on July 6, 1998. Mr. Rudolf J. Weissenberger has been appointed to
         replace Mr. Palatin as an executive director and Chief Executive
         Officer. Also, on June 8, 1998, the Board approved a proposal to add
         two independent directors to the Board. The Board engaged legal counsel
         to provide legal advice and commence legal action, if appropriate,
         against former officers or directors of the Parent Company (including
         Mr. Palatin) if it is determined that they engaged in any misfeasance
         or improper self-dealing.

         Mr. Palatin had been a director of CCC; he resigned from his position
         as director on April 23, 1998.

         CCC further understands that Austrian authorities have initiated
         investigations of persons in addition to Mr. Palatin, including Mr.
         Weissenberger and Dr. Axel Friedberg. Dr. Friedberg has been a
         non-executive director of the Parent Company since 1997. Such
         investigations, which are still pending, have not resulted in any
         action being taken against Messrs. Weissenberger or Friedberg, and each
         has informed the Parent Company that they do not believe that there is
         any basis for any action to be taken against them.


                                       13


<PAGE>   14
Item 3.  Defaults Upon Senior Securities


Item 5.  Other Information

         In 1993, the Parent Company negotiated a credit facility (hereinafter,
         the "Credit Facility") with several banks for the use of the Parent
         Company and its affiliates, including CCC. At December 31, 1996,
         approximately $73,500,000 in principal indebtedness was outstanding
         under the Credit Facility. As a party to the Credit Facility, CCC is
         jointly and severally liable for the repayment of all principal and
         interest owed under the Credit Facility. The obligations of CCC, and
         the five other subsidiaries of the Parent Company that are borrowers
         under the Credit Facility, are guaranteed by the Parent Company.

         Following negotiations in 1997 with the banks providing the Credit
         Facility, an Amended and Restated Credit Agreement was executed in June
         1997, subject to various actions being taken by the Parent Company and
         its subsidiaries, primarily relating to the provision of additional
         collateral. This Agreement was further amended in July 1997 and the
         provisions of the Agreement and its Amendment converted the facility to
         a term loan, payable in installments, with a final maturity date of May
         31, 1998. The terms of the Agreement and its Amendment also provided
         for additional security over shares in the subsidiary of the Parent
         Company that owns the head office of the Parent Company's container
         leasing operations. They also provided for the loans to the former
         Chairman of $5,900,000 and $3,700,000 to be restructured as obligations
         of the former Chairman to another subsidiary of the Parent Company (not
         CCC), together with the pledge to this subsidiary company of 2,030,303
         Common Shares beneficially owned by him in the Parent Company as
         security for these loans. They further provided for the assignment of
         these loans to the lending banks, together with the pledge of 1,000,000
         shares and the assignment of the rights of the Parent Company in
         respect of the other 1,030,303 shares. Additionally, CCC granted the
         lending banks a security interest in the fees to which it is entitled
         for the services it renders to the container leasing partnerships of
         which it acts as general partner, including its fee income payable by
         the Registrant. The Parent Company did not repay the Credit Facility at
         the amended maturity date of May 31, 1998.

         On June 30, 1998, the Parent Company entered into a third amendment
         (the "Third Amendment") to the Credit Facility. The Third Amendment
         became effective as of that date, subject to the satisfaction
         thereafter of various conditions, including: the Parent Company must
         deliver its audited financial statements for 1997 by a specified date
         and; on or prior to July 30, 1998, the Parent Company must furnish
         proof that any defaults under any other indebtedness have been waived
         and must also furnish various legal opinions, officers' certificates
         and other loan documentation. Under the Third Amendment, the remaining
         principal amount of $36,800,000 will be amortized in varying monthly
         amounts commencing on July 31, 1998 with $26,950,000 due on September
         30 and a final maturity date of January 8, 1999. All of these
         conditions will be fulfilled by August 14, 1998.

         The directors of the Parent Company are pursuing alternative sources of
         financing to meet the amended repayment obligations under the Third
         Amendment. Failure to meet revised lending terms would constitute an
         event of default with the lenders. The declaration of an event of
         default would result in further defaults with other lenders under loan
         agreement cross-default provisions. Should a default of the term loans
         be enforced, the Parent Company and CCC may be unable to continue as
         going concerns.

         CCC is currently in discussions with the management of the Parent
         Company to provide assurance that the management of the container
         leasing partnerships managed by CCC, including the Registrant, is not
         disrupted pending a refinancing or reorganization of the indebtedness
         of the Parent Company and its affiliates.


                                       14


<PAGE>   15
         The Registrant is not a borrower under the Credit Facility, and neither
         the containers nor the other assets of the Registrant have been pledged
         as collateral under the Credit Facility.

         CCC is unable to determine the impact, if any, these concerns may have
         on the future operating results and financial condition of the
         Registrant or CCC and the Leasing Company's ability to manage the
         Registrant's fleet in subsequent periods.


                                       15


<PAGE>   16
Item 6.   Exhibits and Reports on Form 8-K

(a)   Exhibits


<TABLE>
<CAPTION>
Exhibit
  No.                           Description                              Method of Filing
-------                         -----------                              ----------------
<S>       <C>                                                            <C>
 3(a)     Limited Partnership Agreement of the Registrant, amended       *
          and restated as of October 27, 1983

 3(b)     Certificate of Limited Partnership of the Registrant           **

 27       Financial Data Schedule                                        Filed with this document
</TABLE>


(b)   Reports on Form 8-K

      On May 21, 1998, the Registrant filed a Report on Form 8-K reporting
      changes on the board of directors of the Parent Company.





----------------

*        Incorporated by reference to Exhibit "A" to the Prospectus of the
         Registrant dated October 28, 1983, included as part of Registration
         Statement on Form S-1 (No. 2-86324)

**       Incorporated by reference to Exhibit 3.4 to the Registration Statement
         on Form S-1 (No. 2-86324)


                                       16


<PAGE>   17
                                   SIGNATURES



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




                       IEA MARINE CONTAINER INCOME FUND V(B)


                       By     Cronos Capital Corp.
                              The Managing General Partner




                       By     /s/ Dennis J. Tietz
                              -----------------------------------------------
                              Dennis J. Tietz
                              President and Director of Cronos Capital Corp. 
                              ("CCC") Principal Executive Officer of CCC




Date: August 14, 1998


                                       17


<PAGE>   18
                                  EXHIBIT INDEX



<TABLE>
<CAPTION>
Exhibit
  No.                           Description                              Method of Filing
-------                         -----------                              ----------------
<S>       <C>                                                            <C>
 3(a)     Limited Partnership Agreement of the Registrant, amended       *
          and restated as of October 27, 1983

 3(b)     Certificate of Limited Partnership of the Registrant           **

 27       Financial Data Schedule                                        Filed with this document
</TABLE>






----------------

*        Incorporated by reference to Exhibit "A" to the Prospectus of the
         Registrant dated October 28, 1983, included as part of Registration
         Statement on Form S-1 (No. 2-86324)

**       Incorporated by reference to Exhibit 3.4 to the Registration Statement
         on Form S-1 (No. 2-86324)