**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549








**FORM
      10-Q**





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





FOR
      THE QUARTERLY PERIOD ENDED JUNE 30, 2007





£
      TRANSITION
      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  T  NO  £





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  £
            Accelerated
                filer  £
            Non-accelerated
                filer T





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









**1**


**FORM
      10-Q**


**JUNE
      30, 2007**





**TABLE
      OF CONTENTS**





PART
                IItem
                1.
            Financial
                Statements
            3Item
                2.
            Management's
                Discussion and Analysis of Financial Condition
                and Results of Operations
            12Item
                3.
            Quantitative
                and Qualitative Disclosures About Market
                Risk
            16Item
                4.
            Controls
                and Procedures
            16PART
                IIItem
                1.
            Legal
                Proceedings
            17Item
                1 A.
            Risk
                Factors
            17Item
                2.
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds
            17Item
                3.
            Defaults
                Upon Senior Securities
            17Item
                4.
            Submission
                of Matters to a Vote of Securities
                Holders
            17Item
                5.
            Other
                Information
            17Item
                6.
            Exhibits
            17Signatures
            18Certifications


**2**
 ***Table
            of Contents***




**Part
      I.
      FINANCIAL INFORMATION**


**Item
      1. Financial Statements**


**Commonwealth
                Income & Growth Fund V****Condensed
                Balance Sheet****June
                30,**
            
            
            December
                31,**2007**
            
            
            2006**(unaudited)****Assets**Cash
                and cash equivalents
            
            $
            3,923,760
            
            
            $
            7,071,792Lease
                income receivable, net of reserves of $0 as of  June 30, 2007
                and December 31, 2006
            
            
            109,025
            
            
            
            202,493Other
                receivable – Affiliates
            
            
            136,816
            
            
            
            58,578Prepaid
                Fees
            
            
            10,868
            
            
            
            4,670****
            **4,180,469**
            
            
            
            7,337,533Computer
                equipment, at cost
            
            
            20,978,068
            
            
            
            15,195,877Accumulated
                depreciation
            
            
            (5,289,126
            )
            
            
            (2,949,031
            )****
            **15,688,942**
            
            
            
            12,246,846Equipment
                acquisition costs and deferred expenses, net
            
            
            594,844
            
            
            
            474,586Prepaid
                acquisition fees
            
            
            247,936
            
            
            
            376,996****
            **842,780**
            
            
            
            851,582**Total
                Assets**
            
            **$**
            **20,
                712,191**
            
            
            $
            20,435,961**Liabilities
                and Partners' Capital****Liabilities**Accounts
                payable
            
            $
            341,570
            
            
            $
            177,550Accounts
                payable - General Partner
            
            
            63,462
            
            
            
            56,762Other
                accrued expenses
            
            
            -
            
            
            
            38,446Unearned
                lease income
            
            
            237,960
            
            
            
            151,248Notes
                Payable
            
            
            3,744,165
            
            
            
            2,320,496**Total
                liabilities**
            
            ****
            **4,387,157**
            
            
            
            2,744,502**Partners'
                Capital**General
                partner
            
            
            1,000
            
            
            
            1,000Limited
                partners
            
            
            16,324,034
            
            
            
            17,690,459**Total
                Partners' Capital**
            
            
            **16,325,034**
            
            
            
            17,691,459**Total
                Liabilities and Partners' Capital**
            
            **$**
            **20,712,191**
            
            
            $
            20,435,961




*see
      accompanying notes to condensed financial statements*


**3**
 ***Table
          of Contents***




**Commonwealth
                Income & Growth Fund V****Condensed
                Statement of Operations****Three
                months Ended**
              ******June
                30,**
            
            
            **Six
                months Ended**
              ******June
                30,****2007**
            
            
            **2006**
            
            
            **2007**
            
            
            **2006****(unaudited)**
            
            
            **(unaudited)****Income**Lease
            
            $
            1,737,452
            
            
            $
            762,116
            
            
            $
            3,115,734
            
            
            $
            1,366,704Interest
                and other
            
            
            46,808
            
            
            
            118,198
            
            
            
            121,289
            
            
            
            167,623**Total
                income**
            
            ****
            **1,784,260**
            
            
            
            880,314
            
            
            ****
            **3,237,023**
            
            
            
            1,534,327**Expenses**Operating
            
            
            369,762
            
            
            
            257,596
            
            
            
            655,984
            
            
            
            612,086Organizational
                costs
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            36,751Equipment
                management fee - General Partner
            
            
            86,873
            
            
            
            41,848
            
            
            
            155,787
            
            
            
            72,077Interest
            
            
            40,676
            
            
            
            20.885
            
            
            
            68,739
            
            
            
            37,057Depreciation
            
            
            1,300,867
            
            
            
            587,678
            
            
            
            2,340,095
            
            
            
            1,027,417Amortization
                of equipment acquisition costs and deferred expenses
            
            
            74,345
            
            
            
            33,041
            
            
            
            133,260
            
            
            
            57,436Loss
                on sale of equipment
            
            
            38
            
            
            
            -
            
            
            
            38
            
            
            
            -Miscellaneous
            
            
            -
            
            
            
            230
            
            
            
            -
            
            
            
            230**Total
                expenses**
            
            ****
            **1,872,561**
            
            
            
            941,278
            
            
            ****
            **3,353,903**
            
            
            
            1,843,054**Net
                (loss)**
            
            **$**
            **(88,301**
            **)**
            
            $
            (60,963
            )
            
            **$**
            **(116,880**
            **)**
            
            $
            (308,729
            )**Net
                (loss) allocated to limited partners**
            
            **$**
            **(94,547**
            **)**
            
            $
            (65,730
            )
            
            **$**
            **(129,376**
            **)**
            
            $
            (319,974
            )**Net
                (loss) per equivalent limited  partnership
                unit**
            
            **$**
            **(0.08**
            **)**
            
            $
            (0.05
            )
            
            **$**
            **(0.10**
            **)**
            
            $
            (0.26
            )**Weighted
                average number of equivalent limited partnership units outstanding
                during
                the period**
            
            ****
            **1,249,951**
            
            
            
            1,249,951
            
            
            ****
            **1,249,951**
            
            
            
            1,249,951




*see
      accompanying notes to condensed financial statements*


**4**
 ***Table
          of Contents***




**Commonwealth
                income & Growth Fund V****Condensed
                Statements of Partners’ Capital****For
                the Six Months ended June 30, 2007****(unaudited)***General*
            
            
            *Limited**Partner*
            
            
            *Partner*
            
            
            *General*
            
            
            *Limited**Units*
            
            
            *Units*
            
            
            *Partner*
            
            
            *Partners*
            
            
            *Total***Balance,
                January 1, 2007**
            
            ****
            **50**
            
            
            ****
            **1,249,951**
            
            
            **$**
            **1,000**
            
            
            **$**
            **17,690,459**
            
            
            **$**
            **17,691,459**Net
                income (loss)
            
            
            -
            
            
            
            -
            
            
            
            12,496
            
            
            
            (129,376
            )
            
            
            (116,880
            )Distributions
            
            
            -
            
            
            
            -
            
            
            
            (12,496
            )
            
            
            (1,237,049
            )
            
            
            (1,249,545
            )**Balance,
                June 30, 2007**
            
            ****
            **50**
            
            
            ****
            **1,249,951**
            
            
            **$**
            **1,000**
            
            
            **$**
            **16,324,034**
            
            
            **$**
            **16,325,034**




*see
      accompanying notes to condensed financial statements*


**5**
 ***Table
            of Contents***




**Commonwealth
                Income & Growth Fund V****Condensed
                Statements of Cash Flow****Six
                months Ended****June
                30,****2007**
            
            
            **2006****(unaudited)****Net
                cash provided by operating activities**
            
            **$**
            **1,788,248**
            
            
            $
            727,396Capital
                expenditures
            
            
            (3,563,021
            )
            
            
            (3,589,483
            )Prepaid
                acquisition fees
            
            
            129,060
            
            
            
            (47,459
            )Net
                proceeds from sale of computer equipment
            
            
            744
            
            
            
            -Equipment
                acquisition fees paid to General Partner
            
            
            (231,319
            )
            
            
            (194,550
            )**Net
                cash (used in) investing activities**
            
            ****
            **(3,664,536**
            **)**
            
            
            (3,831,492
            )Contributions
            
            
            -
            
            
            
            5,254,658Distributions
            
            
            (1,249,545
            )
            
            
            (1,130,556
            )Offering
                costs
            
            
            -
            
            
            
            (593,264
            )Debt
                Placement fees paid to General Partner
            
            
            (22,200
            )
            
            
            (12,743
            )**Net
                cash (used in) provided by financing activities**
            
            ****
            **(1,271,745**
            **)**
            
            
            3,518,095Net
                (decrease) increase in cash and cash equivalents
            
            
            (3,148,032
            )
            
            
            413,999Cash
                and cash equivalents, beginning of period
            
            
            7,071,792
            
            
            
            10,722,300**Cash
                and cash equivalents, end of period**
            
            **$**
            **3,923,760**
            
            
            $
            11,136,299





*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 six months ended
      June 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 determined that
      no impairment existed as of June 30, 2007.


**7**
 ***Table
          of Contents***




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.





**3.
      Computer Equipment**





The
      Partnership is the lessor of equipment under operating leases with periods
      ranging from 10 to 36 months.  In general, associated costs such as
      repairs and maintenance, insurance and property taxes are paid by the
      lessee.





Through
      June 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.  No
      remarketing fees were paid for the six months ended June 30, 2007.





The
      Partnership’s share of the computer equipment in which it participates with
      other partnerships at June 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 June 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 June 30, 2007 and December 31, 2006 was
      $2,138,000 and $526,000, respectively.  The total outstanding debt at
      June 30, 2007 and December 31, 2006 was $4,074,500 and $1,148,000,
      respectively.


**8**
 ***Table
          of Contents***




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





*Amount*Six
                months ending December 31, 2007
            
            $
            3,421,911Year
                ended December 31, 2008
            
            
            6,263,077Year
                ended December 31, 2009
            
            
            3,097,411Year
                ended December 31, 2010
            
            
            204,649**$**
            **12,987,048**





**4.
      Related Party Transactions**





**Receivables/Payables**





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





**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 six months ended June 30, 2007, the
      Partnership recorded $663,569 for reimbursement of expenses to the General
      Partner.  During the six months ended June 30, 2006, the Partnership
      recorded $379,613 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 six months ended June 30, 2007
      and 2006, equipment acquisition fees of approximately $231,300 and $195,000,
      respectively, were earned by******the General
      Partner.


**9**
 ***Table
            of Contents***




**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 six months ended June 30, 2007 and 2006, debt
      placement fees of approximately $22,200 and $13,000, 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 six months ended June 30, 2007, and 2006
      equipment management fees of approximately $156,000, and $72,000, 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 six months
      ended June 30, 2007, equipment liquidation fees of approximately $23 were earned
      by the General Partner.  For the six months ended June 30, 2006 there
      were no equipment liquidation fees earned by the General Partner.





**5.
      Notes Payable**





Notes
      payable consisted of the following:





**June
                    30,**
                  **2007**
                
                
                **December
                    31, 2006**Installment
                    note payable to bank; interest at 4.61%, due in monthly installments
                    of
                    $160, including interest, with final payment in December
                    2007.
                
                $
                314
                
                
                $
                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.
                
                
                498,272
                
                
                
                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 February through October 2009.
                
                
                3,005,233
                
                
                
                1,604,985Installment
                    note payable to bank; interest at 5.85%, due in monthly installments
                    of
                    $23,643, including interest, with final payment in January
                    2010.
                
                
                240,346
                
                
                
                -$
                3,744,165
                
                
                $
                2,320,496
 **10**
 ***Table
              of Contents***


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 June 30, 2007 are as follows:





***Amount***Six
                months ending December 31, 2007
            
            $
            933,596Year
                ended December 31, 2008
            
            
            1,733,518Year
                ended December 31, 2009
            
            
            1,053,748Year
                ended December 31, 2010
            
            
            23,303**$**
            **3,744,165**





**5.
      Supplemental Cash Flow Information**





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





*Six
                months Ended June 30,*
            
            **2007**
            
            
            2006Lease
                income, net of interest expense on notes payable realized as a result
                of
                direct payment of principal by lessee to bank
            
            **$**
            **796,283**
            
            
            $
            221,744








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.


**11**
 ***Table
            of Contents***




Noncash
      investing and financing
      activities include the following:





*Six
                  months Ended June 30,*
              **2007**
              **2006**Debt
                  assumed in connection with purchase of computer equipment
              **$2,219,952**
              $1,274,257Equipment
                  acquisition fees earned by General Partner upon purchase of equipment
                  from
                  prepaid acquisition fees
              **$129,060**
              $47,459








**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.


**12**
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**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.





**REVENUE
      RECOGNITION**





Through
      June 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 company’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 six months ended June 30, 2007
      was cash provided by operating activities of approximately
      $1,790,000.  For the six months ended June 30, 2006, the Partnership’s
      primary source of capital was from contributions of approximately
      $5,200,000.  Equipment was purchased in the amount of approximately
      $3,560,000 during the six months ended June 30, 2007 and distributions were
      paid
      in the amount of approximately $1,250,000.  Equipment in the amount of
      approximately $3,600,000 was purchased during the six months ended June 30,
      2006
      and distributions were paid in the amount of $1,100,000.





The
      Partnership intends to invest approximately $6,192,000 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
      six months ended June 30, 2007, the Partnership generated cash flows from
      operating activities in the amount of $1,790,000, which includes a net loss
      of
      approximately $117,000, and depreciation and amortization expenses of
      approximately $2,470,000.  Other non-cash activities included in the
      determination of net income include direct payments of lease income by lessees
      to banks of approximately $796,000.


**13**
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            of Contents***




For
      the
      six months ended June 30, 2006, the Partnership generated cash flows from
      operating activities in the amount of $727,000, which includes a net loss of
      approximately $309,000, and depreciation and amortization expenses of
      approximately $1,085,000.  Other non-cash activities included in the
      determination of net income include direct payments of lease income by lessees
      to banks of approximately $222,000.





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 June 30, 2007, the Partnership had future minimum
      rentals on non-cancelable operating leases of approximately $3,422,000 for
      the
      balance of the year ending December 31, 2007 and approximately $9,565,000
      thereafter.  As of June 30, 2007, the outstanding debt was
      approximately $3,744,000 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.





The
      Partnership’s share of the computer equipment in which it participates with
      other partnerships at June 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 June 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 June 30, 2007 and December 31, 2006 was
      $2,138,000 and $526,000, respectively.  The total outstanding debt at
      June 30, 2007 and December 31, 2006 was $4,074,500 and $1,148,000,
      respectively.





**Results
      of Operations**





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





For
      the
      three months ended June 30, 2007, the Partnership recognized income of
      approximately $1,784,000 and expenses of approximately $1,873,000, resulting
      in
      a net loss of approximately $89,000.  For the three months ended June
      30, 2006, the Partnership recognized income of approximately $880,000 and
      expenses of approximately $941,000, resulting in a net loss of approximately
      $61,000.





Lease
      income increased by 128% to approximately $1,737,000 for the three months ended
      June 30, 2007, from approximately $762,000 for the three months ended June
      30,
      2006.  This increase was primarily due to more lease agreements
      started than new lease agreements were ending during the three months ended
      June
      30, 2007.


**14**
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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.  With the exception of legal and
      accounting fees, CCC has determined that in the best interest of the
      Partnership, the majority of shared expenses will not be allocated to the
      Partnership.  In accordance with the American Institute of Certified
      Public Accountants, Statement of Position (SOP) 98-05, costs relating to
      start-up activities and organization costs (accounting, legal, printing, etc.)
      are expensed as incurred. The expenses increased 44% to approximately $370,000
      for the three months ended June 30, 2007, from $257,000 for the three months
      ended June 30, 2006.  This increase is primarily attributable to an
      increase in Partnership taxes, LP expenses and employee bonuses.





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 108% to approximately $87,000 for the three months
      ended June 30, 2007, from $40,000 for the three months ended June 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 122% to
      approximately $1,374,000 for the three months ended June 30, 2007, from $620,000
      for the three months ended June 30, 2006. This increase was due to the
      acquisition of new equipment attributable to the purchase of new
      leases.





Six
      months endedJune 30, 2007 compared to Six months ended June 30,
      2006





For
      the
      six months ended June 30, 2007, the Partnership recognized income of
      approximately $3,237,000, and expenses of approximately $3,354,000, resulting
      in
      a net loss of approximately $117,000.  For the six months ended June
      30, 2006, the Partnership recognized income of approximately $1,534,000, and
      expenses of approximately $1,843,000, resulting in a net loss of approximately
      $309,000.





Lease
      income increased to $3,116,000 for the six months ended June 30, 2007, from
      $1,367,000, for the six months ended June 30, 2006, primarily due to the fact
      that more lease agreements were entered into since the six months ended June
      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 $656,000 for the six months ended June 30, 2007,
      from
      $612,000 for the six months ended June 30, 2006, primarily due to an increase
      in
      other LP expenses and Partnership taxes, which was set off by a decrease in
      legal fees, blue sky expenses and office and printing expenses.





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 $156,000 for the six months ended
      June
      30, 2007, from $72,000 for the six months ended June 30, 2006, which is
      consistent with the increase in lease income.


**15**
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Depreciation
      and amortization expenses consist of depreciation on computer equipment and
      amortization of equipment acquisition fees. These expenses increased to
      approximately $2,473,000 for the six months ended June 30, 2007; from $1,085,000
      for the six months ended June 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 six months ended June 30, 2006.





**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
      June 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 our disclosure controls and procedures
      in
      the six months ended June 30, 2007, that have materially affected or are
      reasonably likely to materially affect the General Partner’s internal controls
      over financial reporting.





**16**
 ***Table
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**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**





On
      June
      20th, 2007, Ms. Katrina Mason tendered her resignation, due to the impending
      birth of her first child. In her resignation, she stated that "she has decided
      to embark on the new adventure of motherhood and devote her full attention
      to
      her family." Her resignation was effective June 14, 2007. Ms. Mason tendered
      her
      resignation to Commonwealth organization and the positions she held with
      affiliates of the registrant and her position on the Board, as previously
      disclosed by the registrant in a Current Report filed with the SEC on Form
      8-K.





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**


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


**17**
 ***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





August
                14, 2007
            By:
                /s/ Kimberly A. SpringsteenDate
            Kimberly
                A. SpringsteenChief
                Executive Officer






**18**