**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549








FORM
      10-Q





xQUARTERLY
      REPORT
      PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





FOR
      THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2007





oTRANSITION
      REPORT
      PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





Commission
      File Number: 333-108057





COMMONWEALTH
      INCOME & GROWTH FUND V


(Exact
      name of registrant as specified in its charter)





Pennsylvania
            65-1189593(State
                or other jurisdiction of incorporation
                or organization)
            (I.R.S.
                Employer Identification Number)





Brandywine
      Bldg. One, Suite 200


2
      Christy
      Drive


Chadds
      Ford, PA 19317


(Address,
      including zip code, of principal executive offices)





(610)
      594-9600


(Registrant’s
      telephone number including area code)





Indicate
      by check mark whether the registrant (i) 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, and (ii) has been subject to such filing requirements
      for
      the past 90 days: YES  x NO   o




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act (Check one):





Large
      accelerated filer  o  Accelerated
      filer  o    Non-accelerated
      filer
x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange
      Act).      YES  o  NO   x








-1-








**FORM
      10-Q**


**SEPTEMBER
      30, 2007**





**TABLE
      OF CONTENTS**





PART
                IItem
                1.
            Financial
                Statements
            3Item
                2.
            Management's
                Discussion and Analysis of Financial Condition
                and Results of Operations
            11Item
                3.
            Quantitative
                and Qualitative Disclosures About Market
                Risk
            14Item
                4.
            Controls
                and Procedures
            14PART
                IIItem
                1.
            Legal
                Proceedings
            15Item
                1 A.
            Risk
                Factors
            15Item
                2.
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds
            15Item
                3.
            Defaults
                Upon Senior Securities
            15Item
                4.
            Submission
                of Matters to a Vote of Securities
                Holders
            15Item
                5.
            Other
                Information
            15Item
                6.
            Exhibits
            15








-2-




**Part
      I. FINANCIAL INFORMATION**


**Item
      1. Financial Statements**





**Commonwealth
                Income & Growth Fund V****Condensed
                Balance Sheets****September
                30,**
            
            
            **December
                31,****2007**
            
            
            **2006****(unaudited)****Assets**Cash
                and cash equivalents
            
            $
            4,102,397
            
            
            $
            7,071,792Lease
                income receivable net of reserves of $28,400 and $0 as
                of  September 30, 2007 and December 31, 2006
            
            
            183,835
            
            
            
            202,493Other
                receivables - Affiliates
            
            
            112,509
            
            
            
            58,578Prepaid
                fees
            
            
            5,432
            
            
            
            4,670****
            **4,404,173**
            
            
            
            7,337,533Computer
                equipment, at cost
            
            
            20,922,873
            
            
            
            15,195,877Accumulated
                depreciation
            
            
            (6,593,126
            )
            
            
            (2,949,031
            )****
            **14,329,747**
            
            
            
            12,246,846Equipment
                acquisition costs and deferred expenses, net
            
            
            519,996
            
            
            
            474,586Prepaid
                Acquisition Fees
            
            
            247,936
            
            
            
            376,996****
            **767,932**
            
            
            
            851,582**Total
                Assets**
            
            **$**
            **19,501,852**
            
            
            $
            20,435,961**Liabilities
                and Partners' Capital****Liabilities**Accounts
                payable
            
            $
            312,351
            
            
            $
            177,550Accounts
                payable - General Partner
            
            
            -
            
            
            
            56,762Other
                accrued expenses
            
            
            -
            
            
            
            38,446Unearned
                lease income
            
            
            314,922
            
            
            
            151,248Notes
                payable
            
            
            3,274,473
            
            
            
            2,320,496**Total
                Liabilities**
            
            ****
            **3,901,746**
            
            
            
            2,744,502**Partners'
                Capital**General
                partner
            
            
            1,000
            
            
            
            1,000Limited
                partners
            
            
            15,599,106
            
            
            
            17,690,459**Total
                Partners' Capital**
            
            ****
            **15,600,106**
            
            
            
            17,691,459**Total
                Liabilities and Partners' Capital**
            
            **$**
            **19,501,852**
            
            
            $
            20,435,961





*see
      accompanying notes to condensed financial statements*





*Table
          of
          Contents*







**Commonwealth
                  Income & Growth Fund V****Condensed
                  Statements of Operations****Three
                  Months Ended**
              
              
              **Nine
                  Months Ended****September
                  30,**
              
              
              **September
                  30,****2007**
              
              
              **2006**
              
              
              **2007**
              
              
              **2006****(unaudited)**
              
              
              **(unaudited)****Revenue**Lease
              
              $
              1,716,760
              
              
              $
              1,022,145
              
              
              $
              4,832,494
              
              
              $
              2,388,849Interest
                  and other
              
              
              56,993
              
              
              
              106,215
              
              
              
              178,282
              
              
              
              273,838**Total
                  Revenue**
              
              ****
              **1,773,753**
              
              
              
              1,128,360
              
              
              ****
              **5,010,776**
              
              
              
              2,662,687**Expenses**Operating,
                  excluding depreciation
              
              
              277,359
              
              
              
              248,219
              
              
              
              933,343
              
              
              
              860,535Organizational
                  costs
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              36,751Equipment
                  management fee - General Partner
              
              
              85,838
              
              
              
              48,013
              
              
              
              241,625
              
              
              
              120,091Interest
              
              
              41,977
              
              
              
              28,506
              
              
              
              110,715
              
              
              
              65,564Depreciation
              
              
              1,350,370
              
              
              
              745,646
              
              
              
              3,690,465
              
              
              
              1,773,063Amortization
                  of equipment acquisition costs and deferred expenses
              
              
              74,848
              
              
              
              41,739
              
              
              
              208,108
              
              
              
              99,175Bad
                  debt expense
              
              
              38,461
              
              
              
              -
              
              
              
              38,461
              
              
              
              -Loss
                  on sale of computer equipment
              
              
              4,854
              
              
              
              -
              
              
              
              4,892
              
              
              
              -**Total
                  expenses**
              
              ****
              **1,873,707**
              
              
              
              1,112,123
              
              
              ****
              **5,227,609**
              
              
              
              2,955,179**Net
                  (loss) income**
              
              **$**
              **(99,954**
              **)**
              
              $
              16,237
              
              
              **$**
              **(216,833**
              **)**
              
              $
              (292,492
              )**Net
                  (loss) income allocated to limited partners**
              
              **$**
              **(106,204**
              **)**
              
              $
              9,339
              
              
              **$**
              **(235,579**
              **)**
              
              $
              (310,635
              )**Net
                  (loss) income per equivalent limited  partnership
                  unit**
              
              **$**
              **(0.08**
              **)**
              
              $
              0.01
              
              
              **$**
              **(0.19**
              **)**
              
              $
              (0.25
              )**Weighted
                  average number of equivalent limited partnership units outstanding
                  during
                  the period**
              
              ****
              **1,249,951**
              
              
              
              1,249,950
              
              
              ****
              **1,249,951**
              
              
              
              1,212,899




see
      accompanying notes to condensed financial
      statements





*Table
            of
            Contents*








**Commonwealth
                Income & Growth Fund V****Condensed
                Statements of Partners’ Capital****For
                the Nine Months ended September 30, 2007****(unaudited)****General
                Partner Units**
            
            
            **Limited**
              **Partner
                Units**
            
            
            **General
                Partner**
            
            
            **Limited
                Partner**
            
            
            **Total****Partners'
                capital - January 1, 2007**
            
            ****
            **50**
            
            
            ****
            **1,249,951**
            
            
            **$**
            **1,000**
            
            
            **$**
            **17,690,459**
            
            
            **$**
            **17,691,459**Net
                Income (loss)
            
            
            -
            
            
            
            -
            
            
            
            18,746
            
            
            
            (235,579
            )
            
            
            (216,833
            )Distributions
            
            
            -
            
            
            
            -
            
            
            
            (18,746
            )
            
            
            (1,855,774
            )
            
            
            (1,874,520
            )**Partners'
                capital - September 30, 2007**
            
            ****
            **50**
            
            
            ****
            **1,249,951**
            
            
            **$**
            **1,000**
            
            
            **$**
            **15,599,106**
            
            
            **$**
            **15,600,106**





*see
      accompanying notes to condensed financial statements*








*Table
            of
            Contents*





**Commonwealth
                  Income & Growth Fund V****Condensed
                  Statements of Cash Flow****Nine
                  Months Ended****September
                  30,****2007**
              
              
              **2006****(unaudited)****Net
                  cash provided by operating activities**
              
              **$**
              **2,587,890**
              
              
              $
              1,086,121**Investing
                  activities:**Capital
                  expenditures
              
              
              (3,563,021
              )
              
              
              (5,820,712
              )Prepaid
                  acquisition fees
              
              
              129,060
              
              
              
              39,273Net
                  proceeds from the sale of computer equipment
              
              
              4,715
              
              
              
              -Equipment
                  acquisition fees paid to General Partner
              
              
              (231,319
              )
              
              
              (294,919
              )**Net
                  cash (used in) investing activities**
              
              ****
              **(3,660,565**
              **)**
              
              
              (6,076,358
              )**Financing
                  activities:**Contributions
              
              
              -
              
              
              
              5,254,658Offering
                  costs
              
              
              -
              
              
              
              (593,264
              )Distributions
                  to partners
              
              
              (1,874,520
              )
              
              
              (1,818,412
              )Debt
                  placement fee paid to the General Partner
              
              
              (22,200
              )
              
              
              (15,523
              )**Net
                  cash (used in) provided by financing activities**
              
              ****
              **(1,896,720**
              **)**
              
              
              2,827,459Net
                  (decrease) in cash and cash equivalents
              
              
              (2,969,395
              )
              
              
              (2,162,778
              )Cash
                  and cash equivalents, beginning of period
              
              
              7,071,792
              
              
              
              10,722,300**Cash
                  and cash equivalents, end of period**
              
              **$**
              **4,102,397**
              
              
              $
              8,559,522





*see
      accompanying notes to condensed financial statements*





-6-
 *Table
            of
            Contents*





**NOTES
      TO CONDENSED FINANCIAL STATEMENTS**





**1.
      Business**





Commonwealth
      Income & Growth Fund V (the “Partnership”) is a limited partnership
      organized in the Commonwealth of Pennsylvania on May 19, 2003.  The
      Partnership offered for sale up to 1,250,000 units of the limited partnership
      at
      the purchase price of $20 per unit (the “Offering”).  The Partnership
      reached the minimum amount in escrow and commenced operations on March 14,
      2005.  As of February 24, 2006, the Partnership was fully
      subscribed.





The
      Partnership used the proceeds of the Offering to acquire, own and lease various
      types of computer information technology (I.T.) equipment and other similar
      capital equipment, which is leased primarily to U.S. corporations and
      institutions.  Commonwealth Capital Corp. (“CCC”), on behalf of the
      Partnership and other affiliated partnerships, will acquire computer equipment
      subject to associated debt obligations and lease agreements and allocate a
      participation in the cost, debt and lease revenue to the various partnerships
      based on certain risk factors.





The
      Partnership’s General Partner is Commonwealth Income & Growth Fund, Inc.
      (the “General Partner”), a Pennsylvania corporation which is an indirect wholly
      owned subsidiary of CCC.  CCC is a member of the Investment Program
      Association (IPA), Financial Planning Association (FPA), and the Equipment
      Leasing and Finance Association (ELFA).  Approximately ten years after
      the commencement of operations, the Partnership intends to sell or otherwise
      dispose of all of its computer equipment, make final distributions to partners,
      and to dissolve.  Unless sooner terminated, the Partnership will
      continue until December 31, 2015.





**2.
      Summary of Significant Accounting Policies**





**Basis
      of Presentation**





The
      financial information presented as of any date other than December 31, 2006
      has
      been prepared from the books and records without audit.  Financial
      information as of December 31, 2006 has been derived from the audited financial
      statements of the Partnership, but does not include all disclosures required
      by
      generally accepted accounting principles.  In the opinion of
      management, all adjustments, consisting only of normal recurring adjustments,
      necessary for a fair presentation of the financial information for the periods
      indicated, have been included.  For further information regarding the
      Partnership’s accounting policies, refer to the financial statements and related
      notes included in the Partnership’s annual report on Form 10-K for the year
      ended December 31, 2006.  Operating results for the nine months ended
      September 30, 2007 are not necessarily indicative of financial results that
      may
      be expected for the full year ended December 31, 2007.





**Long-Lived
      Assets**





The
      Partnership evaluates its long-lived assets when events or circumstances
      indicate that the value of the asset may not be recoverable.  The
      Partnership determines whether an impairment exists by estimating the
      undiscounted cash flows to be generated by each asset.  If the
      estimated undiscounted cash flows are less than the carrying value of the asset,
      then an impairment exists.  The amount of the impairment is determined
      based on the difference between the carrying value and the fair
      value.  Fair value is determined based on estimated discounted cash
      flows to be generated by the asset.  The Partnership recorded
      impairment charges of approximately $41,000 (included in depreciation expense)
      to reflect the assets at their current estimated net realizable value for the
      period ended September 30, 2007.





Depreciation
      on computer equipment for financial statement purposes is based on the
      straight-line method over estimated useful lives of four years.





**Net
      Income (Loss) Per Equivalent Limited Partnership Unit**





The
      net
      income (loss) per equivalent limited partnership unit is computed based upon
      net
      income (loss) allocated to the limited partners and the weighted average number
      of equivalent units outstanding during the period.




-7-
 *Table
          of
          Contents*




**3.
      Computer Equipment**





The
      Partnership is the lessor of equipment under operating leases with periods
      ranging from 16 to 36 months.  In general, associated costs such as
      repairs and maintenance, insurance and property taxes are paid by the
      lessee.





Through
      September 30, 2007, the Partnership has only entered into operating
      leases.  Lease revenue is recognized on the monthly straight-line
      basis which is generally in accordance with the terms of the operating lease
      agreements.  The company’s leases do not contain any step-rent
      provisions or escalation clauses nor are lease revenues adjusted based on any
      index.





Remarketing
      fees are paid to the leasing companies from which the Partnership purchases
      leases.  These are fees that are earned by the leasing companies when
      the initial terms of the lease have been met and the equipment is re-leased
      or
      sold.  The General Partner believes that this strategy adds value
      since it entices the leasing company to "stay with the lease" for potential
      extensions, remarketing or sale of equipment.  This strategy
      potentially minimizes any conflicts the leasing company may have with a
      potential new lease and will potentially assist in maximizing overall portfolio
      performance.  The remarketing fee is tied into lease performance
      thresholds and is factored in the negotiation of the fee.  Remarketing
      fees incurred in connection with lease extensions are accounted for as operating
      costs.  Remarketing fees incurred in connection with the sale of
      computer equipment are included in our gain or loss calculations.  For
      the nine months ended September 30, 2007 and 2006, remarketing fees were
      incurred in the amounts of $1,000 and $0, respectively.





The
      Partnership’s share of the computer equipment in which it participates with
      other partnerships at September 30, 2007 and December 31, 2006 was approximately
      $7,977,000 and $3,923,000, respectively, which is included in the Partnership’s
      fixed assets on its balance sheet.  The total cost of the equipment
      shared by the Partnership with other partnerships at September 30, 2007 and
      December 31, 2006 was approximately $15,750,000 and $8,188,000,
      respectively.  The Partnership’s share of the outstanding debt
      associated with this equipment at September 30, 2007 and December 31, 2006
      was
      $1,907,000 and $526,000, respectively.  The total outstanding debt at
      September 30, 2007 and December 31, 2006 was $3,623,000 and $1,148,000,
      respectively.




The
      following is a schedule of future minimum rentals on noncancellable operating
      leases at September 30, 2007:




*Amount*Three months ending December 31, 2007
              
              $
              1,713,580Year
                  ended December 31, 2008
              
              
              6,263,077Year
                  ended December 31, 2009
              
              
              3,183,342Year
                  ended December 31, 2010
              
              
              236,371**$**
              **11,396,370**




**4.
      Related Party Transactions**





**Receivables/Payables**





As
      of
      September 30, 2007, the Partnership’s related party receivables and payables are
      short term, unsecured, and non-interest bearing.




-8-
 *Table
          of
          Contents*




**Reimbursable
      Expenses**





The
      General Partner and its affiliates are entitled to reimbursement by the
      Partnership for the cost of supplies and services obtained and used by the
      General Partner in connection with the administration and operation of the
      Partnership from third parties unaffiliated with the General
      Partner.  In addition, the General Partner and its affiliates are
      entitled to reimbursement for certain expenses incurred by the General Partner
      and its affiliates in connection with the administration and operation of the
      Partnership.  During the nine months ended September 30, 2007 and
      2006, the Partnership recorded approximately $925,000 and $678,000,
      respectively, for reimbursement of expenses to the General
      Partner.




**Offering
      Costs**





Offering
      costs are payments for selling commissions, dealer manager fees, professional
      fees and other offering expenses relating to the syndication of the
      Partnership’s units.  Selling commissions are 8% of the partners’
contributed capital and dealer manager fees are 2% of the partners’ contributed
      capital.  These costs have been deducted from partnership capital in
      the accompanying financial statements.





**Equipment
      Acquisition Fee**





The
      General Partner is entitled to be paid an equipment acquisition fee of 4% of
      the
      purchase price of each item of equipment purchased as compensation for the
      negotiation of the acquisition of the equipment and lease thereof or sale under
      a conditional sales contract.  For the nine months ended September 30,
      2007 and 2006, equipment acquisition fees of approximately $231,000 and
      $295,000, respectively, were earned by******the
      General Partner.





**Debt
      Placement Fee**





As
      compensation for arranging term debt to finance the acquisition of equipment
      by
      the Partnership, the General Partner is paid a fee equal to 1% of such
      indebtedness; provided, however, that such fee shall be reduced to the extent
      the Partnership incurs such fees to third parties, unaffiliated with the General
      Partner or the lender, with respect to such indebtedness and no such fee will
      be
      paid with respect to borrowings from the General Partner or its
      affiliates.  For the nine months ended September 30, 2007 and 2006,
      debt placement fees of approximately $22,000 and $16,000, respectively, were
      earned by the General Partner.





**Equipment
      Management Fee**





The
      General Partner is entitled to be paid a monthly fee equal to the lesser of
      (i)
      the fees which would be charged by an independent third party for similar
      services for similar equipment or (ii) the sum of (a) two percent of (1) the
      gross lease revenues attributable to equipment which is subject to full payout
      net leases which contain net lease provisions plus (2) the purchase price paid
      on conditional sales contracts as received by the Partnership and (b) 5% of
      the
      gross lease revenues attributable to equipment which is subject to operating
      and
      capital leases.  For the nine months ended September 30, 2007, and
      2006, equipment management fees of approximately $242,000, and $120,000,
      respectively, were earned by the General Partner.





**Equipment
      Liquidation Fee**





With
      respect to each item of equipment sold by the General Partner (other than in
      connection with a conditional sales contract), a fee equal to the lesser of
      (i)
      50% of the competitive equipment sale commission or (ii) three percent of the
      sales price for such equipment is payable to the General Partner.  The
      payment of such fee is subordinated to the receipt by the limited partners
      of
      the net disposition proceeds from such sale in accordance with the Partnership
      Agreement.  Such fee will be reduced to the extent any liquidation or
      resale fees are paid to unaffiliated parties.  For the nine months
      ended September 30, 2007, equipment liquidation fees of approximately $200
      were
      earned by the General Partner.  For the nine months ended September
      30, 2006 there were no equipment liquidation fees earned by the General
      Partner.




-9-
 *Table
          of
          Contents*





**5.
      Notes Payable**





Notes
      payable consisted of the following:


**September
                  30, 2007**
              
              
              **December
                  31, 2007**Installment
                  note payable to bank; interest at 4.61%, due in monthly installments
                  of
                  $160, including interest, with final payment in December
                  2007.
              
              $
              158
              
              
              $
              622Installment
                  notes payable to banks; interest ranging from 4.65% to 6.3%, due
                  in
                  monthly installments ranging from $1,095 to $14,239, including
                  interest,
                  with final payments from February through October 2008.
              
              
              387,533
              
              
              
              714,889Installment
                  notes payable to banks; interest ranging from 5.20% to 5.85% due
                  in
                  monthly installments ranging from $8,945 to $134,671, including
                  interest,
                  with final payments from January through October 2009.
              
              
              2,668,307
              
              
              
              1,604,985Installment
                  note payable to bank; interest ranging from 5.40% to 5.85%, due
                  in monthly
                  installments ranging from $23,643 to $31,661, including interest,
                  with
                  final payment in January 2010.
              
              
              218,475
              
              
              
              -$
              3,274,473
              
              
              $
              2,320,496




These
      notes are secured by specific computer equipment and are nonrecourse liabilities
      of the Partnership.  Aggregate maturities of notes payable for each of
      the periods subsequent to September 30, 2007 are as follows:




***Amount***Three
                  months ending December 31, 2007
              
              $
              463,842Year
                  ended December 31, 2008
              
              
              1,733,581Year
                  ended December 31, 2009
              
              
              1,053,748Year
                  ended December 31, 2010
              
              
              23,302**$**
              **3,274,473**




**6.
      Supplemental Cash Flow Information**





Other
      noncash activities included in the determination of net loss are as
      follows:




*Nine
                months Ended September 30,*
            
            **2007**
            
            
            2006Lease
                income, net of interest expense on notes payable realized as a result
                of
                direct payment of principal by lessee to bank
            
            **$**
            **1,265,975**
            
            
            $
            410,423****


No
      interest or principal on notes payable was paid by the Partnership because
      direct payment was made by lessee to the bank in lieu of collection of lease
      income and payment of interest and principal by the Partnership.




-10-
 *Table
          of
          Contents*




Noncash
      investing and financing activities include the
      following:  *Nine
                    months Ended September 30,*
                
                **2007**
                
                
                **2006**Debt
                    assumed in connection with purchase of computer equipment
                
                **$**
                **2,219,952**
                
                
                $
                1,552,263Equipment
                    acquisition fees earned by General Partner upon purchase of equipment
                    from
                    prepaid acquisition fees
                
                **$**
                **129,060**
                
                
                $
                39,273


**Item
      2: Management’s Discussion and Analysis of Financial
      Condition and Results of Operations**




**FORWARD
      LOOKING STATEMENTS**





Certain
      statements within this Quarterly Report on Form 10-Q may constitute
      forward-looking statements within the meaning of the Private Securities
      Litigation Reform Act of 1995 (“PSLRA”). These statements are being made
      pursuant to the PSLRA, with the intention of obtaining the benefits of the
“safe
      harbor” provisions of the PSLRA, and, other than as required by law, we assume
      no obligation to update or supplement such statements. Forward-looking
      statements are those that do not relate solely to historical fact. They include,
      but are not limited to, any statement that may predict, forecast, indicate
      or
      imply future results, performance, achievements or events. You can identify
      these statements by the use of words such as “may,” “will,” “could,”
“anticipate,” “believe,” “estimate,” “expects,” “intend,” “predict” or “project”
and variations of these words or comparable words or phrases of similar meaning.
      These forward-looking statements reflect our current beliefs and expectations
      with respect to future events and are based on assumptions and are subject
      to
      risks and uncertainties and other factors outside our control that may cause
      actual results to differ materially from those projected.





**CRITICAL
      ACCOUNTING POLICIES**





The
      Partnership's discussion and analysis of its financial condition and results
      of
      operations are based upon its financial statements which have been prepared
      in
      accordance with accounting principles generally accepted in the United States.
      The preparation of these financial statements requires the Partnership to make
      estimates and judgments that affect the reported amounts of assets, liabilities,
      revenues and expenses. The Partnership bases its estimates on historical
      experience and on various other assumptions that are believed to be reasonable
      under the circumstances, the results of which form the basis for making
      judgments about the carrying values of assets and liabilities that are not
      readily apparent from other sources. Actual results may differ from these
      estimates under different assumptions or conditions.





The
      Partnership believes that its critical accounting policies affect its more
      significant judgments and estimates used in the preparation of its financial
      statements.




**COMPUTER
      EQUIPMENT**




Commonwealth
      Capital Corp., on behalf of the Partnership and other affiliated partnerships,
      acquires computer equipment subject to associated debt obligations and lease
      revenue and allocates a participation in the cost, debt and lease revenue to
      the
      various partnerships based on certain risk factors. Depreciation on computer
      equipment for financial statement purposes is based on the straight-line method
      over estimated useful lives of four years.




-11-
 *Table
          of
          Contents*




**REVENUE
        RECOGNITION**
 
 Through
        September 30, 2007, the Partnership has only entered into operating
        leases.  Lease revenue is recognized on a monthly straight-line basis
        which is generally in accordance with the terms of the operating lease
        agreement. The Partnership’s leases do not contain any step-rent provisions or
        escalation clauses nor are lease revenues adjusted based on any
        index.
 
 The
        Partnership reviews a customer’s credit history before extending credit and
        establishes a provision for uncollectible accounts receivable based upon
        the
        credit risk of specific customers, historical trends and other
        information.
 
 **LONG-LIVED
        ASSETS**
 
 The
        Partnership evaluates its long-lived assets when events or circumstances
        indicate that the value of the asset may not be recoverable.  The
        Partnership determines whether an impairment exists by estimating the
        undiscounted cash flows to be generated by each asset.  If the
        estimated undiscounted cash flows are less than the carrying value of the
        asset,
        an impairment exists.  The amount of the impairment is determined
        based on the difference between the carrying value and the fair
        value.  Fair value is determined based on estimated discounted cash
        flows to be generated by the asset.




**LIQUIDITY
      AND CAPITAL RESOURCES**





The
      Partnership’s primary source of capital for the nine months ended September 30,
      2007 was cash provided by operating activities of approximately
      $2,588,000.  For the nine months ended September 30, 2006, the
      Partnership’s primary source of capital was from contributions of approximately
      $5,255,000.  Equipment was purchased in the amount of approximately
      $3,563,000 during the nine months ended September 30, 2007 and distributions
      were paid in the amount of approximately $1,875,000.  Equipment in the
      amount of approximately $5,821,000 was purchased during the nine months ended
      September 30, 2006 and distributions were paid in the amount of approximately
      $1,818,000.





The
      Partnership intends to invest approximately $6,200,000 in additional
      equipment for the remainder of 2007.  The acquisition of this equipment
      will be funded by debt financing from cash flows from lease rental
      payments.





For
      the
      nine months ended September 30, 2007, the Partnership generated cash flows
      from
      operating activities in the amount of approximately $2,588,000, which includes
      a
      net loss of approximately $217,000, and depreciation and amortization expenses
      of approximately $3,899,000.  Other non-cash activities included in
      the determination of net income include direct payments of lease income by
      lessees to banks of approximately $1,266,000.





For
      the
      nine months ended September 30, 2006, the Partnership generated cash flows
      from
      operating activities in the amount of $1,086,000, which includes a net loss
      of
      approximately $292,000, and depreciation and amortization expenses of
      approximately $1,872,000.  Other non-cash activities included in the
      determination of net income include direct payments of lease income by lessees
      to banks of approximately $410,000.





The
      Partnership's investment strategy of acquiring computer equipment and generally
      leasing it under “triple-net leases” to operators who generally meet specified
      financial standards minimizes the Partnership's operating
      expenses.  As of September 30, 2007, the Partnership had future
      minimum rentals on non-cancelable operating leases of approximately $1,714,000
      for the balance of the year ending December 31, 2007 and approximately
      $9,683,000 thereafter.  As of September 30, 2007, the outstanding debt
      was approximately $3,274,000 with interest rates ranging from 4.61% to 6.3%,
      and
      will be payable through January 2010.





The
      Partnership’s cash from operations is expected to continue to be adequate to
      cover all operating expenses, liabilities, and preferred distributions to
      Partners during the next 12-month period.  If available Cash Flow or
      Net Disposition Proceeds are insufficient to cover the Partnership expenses
      and
      liabilities on a short and long term basis, the Partnership will attempt to
      obtain additional funds by disposing of or refinancing Equipment, or by
      borrowing within its permissible limits.  The Partnership may, from
      time to time, reduce the distributions to its Partners if it deems
      necessary.  Since the Partnership’s leases are on a “triple-net”
basis, no reserve for maintenance and repairs is deemed necessary.




-12-
 *Table
          of
          Contents*




**RESULTS
      OF OPERATIONS**





Three
      months ended September 30, 2007 compared to Three
      months ended September 30, 2006





For
      the
      three months ended September 30, 2007, the Partnership recognized revenue of
      approximately $1,774,000 and expenses of approximately $1,874,000, resulting
      in
      a net loss of approximately $100,000.  For the three months ended
      September 30, 2006, the Partnership recognized revenue of approximately
      $1,128,000 and expenses of approximately $1,112,000, resulting in
      net income of approximately $16,000.





Lease
      income increased by 68% to approximately $1,717,000 for the three months ended
      September 30, 2007, from approximately $1,022,000 for the three months ended
      September 30, 2006.  This increase was primarily due to more lease
      agreements commencing versus new lease agreements ending, during the three
      months ended September 30, 2007.





Operating
      expenses, excluding depreciation, primarily consist of accounting, legal,
      outside service fees and reimbursement of expenses to CCC for administration
      and
      operation of the Partnership.  The expenses increased 12% to
      approximately $277,000 for the three months ended September 30, 2007, from
      $248,000 for the three months ended September 30, 2006.  This increase
      is primarily attributable to an increase in other LP expenses, which was
      partially offset by a decrease in accounting fees and office and printing
      services.





The
      equipment management fee is approximately 5% of the gross lease revenue
      attributable to equipment that is subject to operating leases. The equipment
      management fee increased 79% to approximately $86,000 for the three months
      ended
      September 30, 2007, from $48,000 for the three months ended September 30, 2006,
      which is consistent with the increase in lease income.





Depreciation
      and amortization expenses consist of depreciation on computer equipment and
      amortization of equipment acquisition fees. These expenses increased 81% to
      approximately $1,425,000 for the three months ended September 30, 2007, from
      $787,000 for the three months ended September 30, 2006. This increase was due
      to
      the acquisition of new equipment associated with the purchase of new
      leases.  The Partnership recorded impairment charges of approximately
      $41,000 to reflect the assets at their current estimated net realizable value
      for the period ending September 30, 2007.








Nine
      months endedSeptember30, 2007 compared to Nine
      months ended September 30, 2006





For
      the
      nine months ended September 30, 2007, the Partnership recognized revenue of
      approximately $5,011,000, and expenses of approximately $5,228,000, resulting
      in
      a net loss of approximately $217,000.  For the nine months ended
      September 30, 2006, the Partnership recognized revenue of approximately
      $2,663,000, and expenses of approximately $2,955,000, resulting in a net loss
      of
      approximately $292,000.





Lease
      income increased by 102% to approximately $4,832,000 for the nine months ended
      September 30, 2007, from $2,389,000, for the nine months ended September 30,
      2006, primarily due to more lease agreements commencing versus lease agreements
      ending, during the nine months ended September 30, 2006.





Operating
      expenses, excluding depreciation, primarily consist of accounting, legal,
      outside service fees and reimbursement of expenses to CCC, a related party,
      for
      administration and operation of the Partnership.  The expenses
      increased to approximately $933,000 for the nine months ended September 30,
      2007, from $861,000 for the nine months ended September 30, 2006, primarily
      due
      to an increase in other LP expenses and Partnership taxes, and was partially
      offset by a decrease in blue sky expenses, due diligence expenses, and office
      and printing expenses.




-13-
 *Table
          of
          Contents*





The
      equipment management fee is approximately 5% of the gross lease revenue
      attributable to equipment that is subject to operating leases. The equipment
      management fee increased to approximately $242,000 for the nine months ended
      September 30, 2007, from $120,000 for the nine months ended September 30, 2006,
      and is consistent with the increase in lease income.





Depreciation
      and amortization expenses consist of depreciation on computer equipment and
      amortization of equipment acquisition fees. These expenses increased to
      approximately $3,899,000 for the nine months ended September 30, 2007, from
      $1,872,000 for the nine months ended September 30, 2006. This increase was
      due
      to additional equipment being purchased and the associated acquisition and
      finance fees being recorded by the Partnership for the nine months ended
      September 30, 2006.  The Partnership recorded impairment charges of
      approximately $41,000 to reflect the assets at their current estimated net
      realizable value for the period ending September 30, 2007.




**Item
        3.Quantitative and
        Qualitative Disclosures About Market Risk**


The
      Partnership believes its exposure to market risk is not material due to the
      fixed interest rate of its long-term debt and its associated fixed revenue
      streams.





**Item
      4.  Controls and Procedures**





The
      Chief
      Executive Officer and Principal Financial Officer of the Partnership have
      conducted a review of the Partnership's disclosure controls and procedures
      as of
      September 30, 2007.





The
      Partnership’s disclosure controls and procedures include the Partnership's
      controls and other procedures designed to ensure that information required
      to be
      disclosed in this and other reports filed under the Securities Exchange Act
      of
      1934, as amended (the “Exchange Act”) is recorded, processed, summarized and
      reported within the time periods specified in the Securities and Exchange
      Commission’s rules and forms.  The Partnership’s disclosure controls and
      procedures also include the Partnership's controls and other procedures designed
      to ensure that information required to be disclosed in this and other reports
      filed under the Exchange Act is accumulated and communicated to the
      Partnership's management, including its Chief Executive Officer and Principal
      Financial Officer, to allow timely decisions regarding required disclosure
      and
      to ensure that such information is recorded, processed, summarized and reported
      within the required time periods.





Based
      upon this review, the Partnership’s Chief Executive Officer and Principal
      Financial Officer have concluded that the Partnership's disclosure controls
      (as
      defined in Rule 13a-15e promulgated under the Exchange Act) are effective to
      ensure that the information required to be disclosed by the Partnership in
      the
      reports it files under the Exchange Act (i) is recorded, processed, summarized
      and reported within the time periods specified in the Securities and Exchange
      Commission rules and forms and (ii) is accumulated and communicated to the
      Partnership's management, including its Chief Executive Officer and Principal
      Financial Officer, to allow timely decisions regarding required disclosure
      and
      to ensure that such information is recorded, processed, summarized and reported
      within the required time periods.





There
      have been no changes in the General Partner’s internal controls or in other
      factors that could materially affect the disclosure controls and procedures
      in
      the nine months ended September 30, 2007, that have materially affected or
      are
      reasonably likely to materially affect the General Partner’s internal controls
      over financial reporting.


-14-
 *Table
            of
            Contents*




**Part
      II:   OTHER
      INFORMATION**





**Commonwealth
      Income & Growth Fund V**





Item
      1.                                **Legal
      Proceedings**





N/A








Item
      1A.                        
**Risk Factors**





There
      have been no material changes to the risk factors set forth in our Annual Report
      on Form 10-K for the year ended December 31, 2006, as filed with the SEC.
      In addition to the other information set forth in this report, one should
      carefully consider the factors discussed in Part I, Item 1A, “Risk
      Factors” in our Annual Report on Form 10-K which could materially affect our
      business, financial condition or future results. The risks described in our
      Annual Report on Form 10-K are not the only risks facing our company. Additional
      risks and uncertainties not currently known to us or that we currently deem
      immaterial also may have a material adverse effect on our business, financial
      condition and/or operating results.








Item
      2.                               **Unregistered
      Sales of Equity Securities and Use of Proceeds**





N/A





Item
      3.                              **Defaults
      Upon Senior Securities**





N/A





Item
      4.                            **Submission
      of Matters to a Vote of Securities Holders**





N/A





Item
      5.                               **Other
      Information**





N/A





Item
      6.                            **Exhibits**




**31.1
        THE RULE 15d-14(a) CERTIFICATION OF PRINCIPAL
        EXECUTIVE OFFICER**


**31.2
      THE RULE 15d-14(a) CERTIFICATION OF PRINCIPAL
      FINANCIAL OFFICER**


**32.1
      SECTION 1350 CERTIFICATION OF PRINCIPAL EXECUTIVE
      OFFICER**


**32.2SECTION
      1350 CERTIFICATION OF PRINCIPAL FINANCIAL
      OFFICER**






-15-
 *Table
          of
          Contents*








**SIGNATURE**





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.





COMMONWEALTH
                INCOME & GROWTH FUND VBY:
                COMMONWEALTH INCOME & GROWTH FUND, INC., General
                Partner








November
                13, 2007
            By:
                /s/ Kimberly A. SpringsteenDate
            Kimberly
                A. SpringsteenChief
                Executive Officer





-16-