UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

     For  the period ended June 30, 2008
                           -------------

                                       or

[ ]  Transition  Report  Pursuant  to Section  13 or 15(d) of the  Securities
     Exchange Act of 1934

     For the transition period from ----------------- to -----------------.

     Commission File Number 0-8667
                            ------

                         PUBLIC STORAGE PROPERTIES, LTD.
                         -------------------------------
             (Exact name of registrant as specified in its charter)

             California                                   95-3196921
    ----------------------------------------           ------------------------
    (State or other jurisdiction of                     (I.R.S. Employer
     incorporation or organization)                      Identification Number)

    701 Western Avenue, Glendale, California              91201-2349
    ----------------------------------------           ------------------------
    (Address of principal executive offices)             (Zip Code)

    Registrant's telephone number, including area code: (818) 244-8080.
                                                         --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

                            [X] Yes      [ ] No

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

                            [ ] Yes      [X] 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.


  Large Accelerated Filer [ ]         Accelerated Filer         [ ]
  Non-accelerated Filer   [X]         Smaller Reporting Company [ ]

The Registrant is a limited partnership and issues units representing  ownership
of limited partner  interests,  with a par value of $500.00 per unit.  Number of
units outstanding at August 13, 2008: 20,000.



<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.

                                      INDEX

                                                                          Pages

PART I.  FINANCIAL INFORMATION (Item 3 not applicable)
         ---------------------

Item 1.  Financial Statements (Unaudited)

         Condensed Balance Sheets at June 30, 2008
         and December 31, 2007                                               1

         Condensed Statements of Income for the Three and Six
         Months Ended June 30, 2008 and 2007                                 2

         Condensed Statement of Partners' Equity for the
         Six Months Ended June 30, 2008                                      3

         Condensed Statements of Cash Flows for the
         Six Months Ended June 30, 2008 and 2007                             4

         Notes to Condensed Financial Statements                         5 - 9

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations                 10 - 13

Item 4.  Controls and Procedures                                            14

PART II. OTHER INFORMATION (Items 2 - 5 not applicable)
         -----------------

Item 1.  Legal Proceedings                                                  15

Item 1A. Risk Factors                                                  15 - 18

Item 6.  Exhibits                                                           18



<PAGE>




                         PUBLIC STORAGE PROPERTIES, LTD.
                            CONDENSED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                               June 30,             December 31,
                                                                                2008                   2007
                                                                         ---------------------  --------------------
                                                                              (Unaudited)
                                ASSETS


<S>                                                                         <C>                    <C>
Cash and cash equivalents                                                   $       743,000        $       559,000
Rent and other receivables                                                           71,000                 53,000

Real estate facilities, at cost:
     Buildings, land improvements and equipment                                  10,083,000              9,878,000
     Land                                                                         2,476,000              2,476,000
                                                                           ---------------------  --------------------
                                                                                 12,559,000             12,354,000

     Less accumulated depreciation                                               (9,368,000)            (9,299,000)
                                                                           ---------------------  --------------------
                                                                                  3,191,000              3,055,000

Other assets                                                                         80,000                 78,000
                                                                           ---------------------  --------------------
Total assets                                                                $     4,085,000        $     3,745,000
                                                                           =====================  ====================

                   LIABILITIES AND PARTNERS' EQUITY

Accounts payable                                                            $       131,000        $        88,000
Deferred revenue                                                                    188,000                183,000
                                                                           ---------------------  --------------------
      Total liabilities                                                             319,000                271,000

Commitments and contingencies (Note 6)

Partners' equity:
    Limited partners' equity, $500 per unit, 20,000 units
       authorized, issued and outstanding                                         2,796,000              2,579,000
    General partners' equity                                                        970,000                895,000
                                                                           ---------------------  --------------------
     Total partners' equity                                                       3,766,000              3,474,000
                                                                           ---------------------  --------------------
Total liabilities and partners' equity                                      $     4,085,000        $     3,745,000
                                                                           =====================  ====================

</TABLE>

                             See accompanying notes.
                                       1

<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.
                         CONDENSED STATEMENTS OF INCOME
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                    Three Months Ended                     Six Months Ended
                                                                         June 30,                              June 30,
                                                           -----------------------------------    ----------------------------------
                                                                 2008                2007               2008               2007
                                                           ---------------     ---------------    ---------------     --------------
           REVENUES:

<S>                                                         <C>                 <C>                <C>                <C>
           Rental income                                    $    1,905,000      $    1,810,000     $    3,777,000     $    3,611,000
           Other income                                             37,000              42,000             89,000             80,000
                                                           ---------------     ---------------    ---------------     --------------
                                                                 1,942,000           1,852,000          3,866,000          3,691,000
                                                           ---------------     ---------------    ---------------     --------------
           COSTS AND EXPENSES:

           Cost of operations                                      413,000             397,000            799,000            789,000
           Management fees paid to affiliate                       114,000             109,000            226,000            217,000
           Depreciation                                             40,000              33,000             69,000             66,000
           Administrative                                           35,000              33,000             56,000             59,000
                                                           ---------------     ---------------    ---------------     --------------
                                                                   602,000             572,000          1,150,000          1,131,000
                                                           ---------------     ---------------    ---------------     --------------
           NET INCOME:                                      $    1,340,000      $    1,280,000     $    2,716,000     $    2,560,000
                                                           ===============     ===============    ===============     ==============

           Limited partners' share of net income            $    1,020,000       $     714,000     $    2,089,000     $    1,694,000
           General partners' share of net income                   320,000             566,000            627,000            866,000
                                                           ---------------     ---------------    ---------------     --------------
                                                            $    1,340,000      $    1,280,000     $    2,716,000     $    2,560,000
                                                           ===============     ===============    ===============     ==============
           Limited partners' share of net income per
            unit (20,000 units outstanding)                 $        51.00      $        35.70     $       104.45     $       84.70
                                                           ===============     ===============    ===============     ==============

</TABLE>

                            See accompanying notes.
                                       2


<PAGE>


                                             PUBLIC STORAGE PROPERTIES, LTD.
                                         CONDENSED STATEMENT OF PARTNERS' EQUITY
                                                      (UNAUDITED)
<TABLE>
<CAPTION>



                                                           Limited              General           Total Partners'
                                                          Partners'            Partners'              Equity
                                                     -------------------- --------------------- --------------------

<S>                                                    <C>                  <C>                   <C>
Balance at December 31, 2007                           $      2,579,000     $        895,000      $      3,474,000

Net income                                                    2,089,000              627,000             2,716,000

Cash distributions                                           (1,800,000)            (624,000)           (2,424,000)

Equity transfer                                                 (72,000)              72,000                     -
                                                     -------------------- --------------------- --------------------
Balance at June 30, 2008                               $      2,796,000     $        970,000      $      3,766,000
                                                     ==================== ===================== ====================

</TABLE>

                            See accompanying notes.
                                       3

<PAGE>


                                                 PUBLIC STORAGE PROPERTIES, LTD.
                                              CONDENSED STATEMENTS OF CASH FLOWS
                                                         (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                       Six Months Ended
                                                                                           June 30,
                                                                           ----------------------------------------
                                                                                   2008                 2007
                                                                           -------------------    -----------------
  Cash flows from operating activities:

<S>                                                                           <C>                  <C>
    Net income                                                                $     2,716,000      $     2,560,000

    Adjustments to reconcile net income to net cash provided by operating
       activities:

         Depreciation                                                                  69,000               66,000
         Increase in rent and other receivables                                       (18,000)             (15,000)
         (Increase) decrease in other assets                                           (2,000)              11,000
         Increase in accounts payable                                                  43,000               25,000
         Increase in deferred revenue                                                   5,000               55,000
                                                                           -------------------    -----------------
             Total adjustments                                                         97,000              142,000
                                                                           -------------------    -----------------
             Net cash provided by operating activities                              2,813,000            2,702,000
                                                                           -------------------    -----------------
  Cash flows from investing activities:

    Additions to real estate facilities                                              (205,000)             (42,000)
                                                                           -------------------    -----------------
             Net cash used in investing activities                                   (205,000)             (42,000)
                                                                           -------------------    -----------------
  Cash flows from financing activities:

    Distributions paid to partners                                                 (2,424,000)          (3,394,000)
                                                                           -------------------    -----------------
             Net cash used in financing activities                                 (2,424,000)          (3,394,000)
                                                                           -------------------    -----------------
  Net increase (decrease) in cash and cash equivalents                                184,000             (734,000)

  Cash and cash equivalents at the beginning of the period                            559,000            1,483,000
                                                                           -------------------    -----------------
  Cash and cash equivalents at the end of the period                          $       743,000      $       749,000
                                                                           ===================    =================
</TABLE>

                            See accompanying notes.
                                       4
<PAGE>



                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)



1.   DESCRIPTION OF THE BUSINESS

     Public  Storage  Properties,  Ltd. (the  "Partnership")  is a publicly held
limited  partnership formed under the California Uniform Limited Partnership Act
in November  1976.  The  Partnership  raised  $10,000,000  in gross  proceeds by
selling 20,000 units of limited partnership  interest ("Units") in an interstate
offering,  which  commenced in October 1977 and completed in January  1978.  The
general partners in the Partnership are Public Storage, formerly Public Storage,
Inc., ("PS") and B. Wayne Hughes ("Hughes").

     The  Partnership  was formed to engage in the  business of  developing  and
operating self-storage facilities for personal and business use. The Partnership
owns nine self-storage facilities located in California.

     The  accompanying   unaudited  condensed  financial  statements  have  been
prepared by us  pursuant  to the rules and  regulations  of the  Securities  and
Exchange  Commission  ("SEC") on the same basis as our audited annual  financial
statements  and, in our  opinion  reflect all  adjustments  (consisting  only of
normal  recurring   adjustments)  necessary  to  present  fairly  the  financial
information  set forth therein.  Certain  information  and footnote  disclosures
normally  included in  financial  statements  prepared in  accordance  with U.S.
generally accepted accounting principles have been condensed or omitted pursuant
to  such  rules  and  regulations,   although  we  believe  that  the  following
disclosures,  when read in conjunction with the audited financial statements and
notes  thereto as of December  31, 2007,  are  adequate to make the  information
presented not misleading.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PARTNERSHIP MATTERS

     Use of Estimates:
     -----------------

     The  preparation  of the  financial  statements  in  conformity  with  U.S.
generally accepted  accounting  principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

     Revenue and Expense Recognition:
     --------------------------------

     Rental income, which is generally earned pursuant to month-to-month  leases
for storage space, is recognized as earned. Promotional discounts are recognized
as a reduction to rental income over the promotional period,  which is generally
during the first month of occupancy.  Late charges and  administrative  fees are
recognized as income when collected. Interest income is recognized as earned.

     We accrue for  property tax expense  based upon  estimates  and  historical
trends.  If these  estimates are  incorrect,  the timing of expense  recognition
could be affected.

     Cost  of  operations,  general  and  administrative  expense,  as  well  as
television,  yellow page,  and other  advertising  expenditures  are expensed as
incurred.

     Allocation of Net Income:
     -------------------------

     The general partners' share of net income consists of amounts  attributable
to their 1% capital  contribution and an additional  percentage of cash flow (as
defined) which relates to the general  partners' share of cash  distributions as
set forth in the  Partnership  Agreement  (Note 4). All  remaining net income is
allocated to the limited partners.


                                       5

<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


     Per unit  data is based  on the  weighted  average  number  of the  limited
partnership units (20,000) outstanding during the period.

     Cash and Cash Equivalents:
     --------------------------

     For financial  statement  purposes,  the  Partnership  considers all highly
liquid  financial   instruments  such  as  short-term   treasury  securities  or
investment grade short-term  commercial paper with remaining maturities of three
months or less at the date of acquisition to be cash equivalents.

     Real Estate Facilities and Evaluation of Asset Impairment:
     ----------------------------------------------------------

     Real estate  facilities  are recorded at cost.  Costs  associated  with the
development,   construction,   renovation  and  improvement  of  properties  are
capitalized.  Interest,  property  taxes,  and other costs  associated  with the
development  incurred during the construction period are capitalized as building
cost.  Expenditures  for  repairs  and  maintenance  are  charged  to expense as
incurred.  Depreciation  is  computed  using the  straight-line  method over the
estimated  useful lives of the buildings and  improvements,  which are generally
between 5 and 25 years. At June 30, 2008, all of the real estate facilities have
been in service longer than 25 years,  and accordingly the original  development
cost of such buildings is fully depreciated at June 30, 2008.

     We evaluate our real estate for impairment on a quarterly  basis.  We first
evaluate  these assets for  indicators  of  impairment  such as a) a significant
decrease in the market price of real estate, b) a significant  adverse change in
the  extent or  manner in which  real  estate is being  used or in its  physical
condition,  c) a  significant  adverse  change in legal  factors or the business
climate that could affect the value of the real estate,  d) an  accumulation  of
costs  significantly  in  excess  of the  amount  originally  projected  for the
acquisition  of or  construction  of the  real  estate,  or e) a  current-period
operating  or cash flow loss  combined  with a history of operating or cash flow
losses  or  a  projection  or  forecast  that  demonstrates   continuing  losses
associated  with  the use of the  real  estate.  When  any  such  indicators  of
impairment  are noted,  we compare the carrying  value of the real estate to the
future estimated undiscounted cash flows attributable to the real estate. If the
real estate's  recoverable  amount is less than the related carrying value, then
an  impairment  charge is booked for the excess of carrying  value over the real
estate's fair value. Our evaluations have identified no such impairments at June
30, 2008.

     Any real  estate  facility,  which we expect to sell or dispose of prior to
its previously estimated useful life is stated at the lower of its estimated net
realizable value, less cost to sell, or its carrying value.

     Accounting for Casualty Losses:
     -------------------------------

     Our policy is to record casualty losses or gains in the period the casualty
occurs equal to the differential  between (a) the book value of assets destroyed
and (b) insurance proceeds, if any, that we expect to receive in accordance with
our  insurance  contracts.  Potential  insurance  proceeds  that are  subject to
uncertainties,  such as interpretation of deductible provisions of the governing
agreements  or  the  estimation  of  costs  of  restoration,  are  treated  as a
contingent  proceeds  in  accordance  with  Statement  of  Financial  Accounting
Standards  No. 5 ("SFAS  5"),  and not  recorded  until  the  uncertainties  are
satisfied.

     Deferred Revenue:
     -----------------

     Deferred revenue  totaling  $188,000 at June 30, 2008 ($183,000 at December
31, 2007), consists of prepaid rents, which are recognized when earned.


                                       6
<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


     Environmental Cost:
     -------------------

     The  Partnership's  policy is to accrue  environmental  assessments  and/or
remediation costs when it is probable that such efforts will be required and the
related costs can be reasonably  estimated.  Although there can be no assurance,
we are not aware of any  environmental  contamination  at any of our facilities,
which,  individually  or in the  aggregate,  would be  material  to our  overall
business, financial condition or results of operations.

     Income Taxes:
     -------------

     Public Storage Properties, Ltd. is treated as a partnership for federal and
state income tax  purposes  with the taxable  income of the entity  allocated to
each  partner in  accordance  with the  partnership  agreement.  Accordingly  no
federal income tax expense is recorded by the Partnership.

     Recent Accounting Pronouncements and Guidance:
     ----------------------------------------------

     As of August 13, 2008, there have been no recent accounting  pronouncements
and  guidance,  which were not effective  for  implementation  prior to June 30,
2008,  that  would have a material  impact  upon  reporting  the  operations  or
financial position of the Partnership.

     Segment Reporting:
     ------------------

     The Partnership only has one reportable segment as defined within Statement
of Financial Accounting Standards No. 131.

3.   CASH DISTRIBUTIONS

     The  Partnership  Agreement  requires that cash available for  distribution
(cash flow from all sources less cash  necessary for any  obligations or capital
improvements)  needs to be  distributed  at least  quarterly.  During  the three
months ended June 30,  2008,  we paid  distributions  to the limited and general
partners totaling $920,000 ($46.00 per unit) and $319,000, respectively.  During
the six months ended June 30,  2008,  we paid  distributions  to the limited and
general   partners   totaling   $1,800,000   ($90.00  per  unit)  and  $624,000,
respectively.  Future  distribution  rates may be adjusted  to levels  which are
supported  by  operating  cash flow  after  capital  improvements  and any other
obligations.

4.   PARTNERS' EQUITY

     PS and Hughes are general  partners  of the  Partnership.  In 1995,  Hughes
contributed  his ownership and rights to  distributions  from the Partnership to
BWH Marina  Corporation II, a corporation  wholly-owned by Hughes.  In 2002, BWH
Marina Corporation II sold its interests to H-G Family Corporation. As such, Mr.
Hughes continues to act as a general partner but receives no direct compensation
or other consideration from the Partnership.

     The general  partners have a 1% interest in the  Partnership.  In addition,
the general partners have an 8% interest in cash  distributions  attributable to
operations  (exclusive  of  distributions  attributable  to sale  and  financing
proceeds until the limited  partners  recover all of their initial  investment).
Thereafter,  the general partners have a 25% interest in all cash  distributions
(including sale and financing proceeds). In 1985, the limited partners recovered
all of their initial  investment.  All subsequent cash  distributions  are being
made 25.75%  (including  the 1% interest) to the general  partners and 74.25% to
the limited partners. Transfers of equity are made periodically to reconcile the
partners' equity accounts to the provisions of the Partnership Agreement.  These
transfers  have no effect on the  results  of  operations  or  distributions  to
partners.


                                       7
<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


5.   RELATED PARTY TRANSACTIONS

     Management Agreement and Shared Expenses with PS:
     -------------------------------------------------

     The  Partnership  has a Management  Agreement  with PS pursuant to which PS
operates the  self-storage  facilities for a fee equal to 6% of the  facilities'
gross  revenue (as  defined).  For the three and six months ended June 30, 2008,
the Partnership  paid PS $114,000 and $226,000,  respectively,  and $109,000 and
$217,000  for the same  periods in 2007,  respectively,  under  this  Management
Agreement.

     The Management  Agreement  between the Partnership and PS provides that the
Management Agreement may be terminated without cause upon 60 days written notice
by the Partnership or six months notice by PS.

     The  Partnership's  facilities,  along with facilities  owned by PS and its
affiliates, are managed and marketed jointly by PS in order to take advantage of
scale and other  efficiencies.  As a result,  significant  components of cost of
operations,  such as payroll costs,  advertising and promotion,  data processing
and  insurance  expenses are shared and  allocated  among the  properties  using
methodologies  meant to  fairly  allocate  such  costs  based  upon the  related
activities. The total of such expenses,  substantially all of which are included
in cost of  operations  in our  accompanying  condensed  statements  of  income,
amounted to $230,000  and  $217,000 for the three months ended June 30, 2008 and
2007,  respectively.  For the six months ended June 30, 2008 and 2007, the total
of such expenses were $413,000 and $422,000, respectively.

     Ownership Interest by the General Partners
     ------------------------------------------

     PS owns 6,169 Limited Partnership Units ("Units"),  as to which PS has sole
voting and dispositive power.

     Hughes and members of his family (the  "Hughes  Family")  own 6,105  Units.
Hughes owns 6,025  Units,  as to which  Hughes has sole  voting and  dispositive
power, through a wholly-owned  corporation and Tamara Hughes Gustavson, an adult
daughter of Hughes,  owns 80 Units as to which Tamara Hughes  Gustavson has sole
voting and  dispositive  power. PS has an option to acquire 25 of the Units held
by Hughes and the 80 Units held by Tamara Hughes Gustavson.

     In addition, there are 196 Units owned by PS Orangeco Partnerships, Inc., a
corporation in which Hughes Family owns  approximately  48% of the voting stock,
PS  owns  46% and  members  of  PS's  management  and  related  individuals  own
approximately 6%.

     Captive Insurance Activities with PS
     ------------------------------------

     The Partnership has a 0.9% ownership  interest in STOR-Re Mutual  Insurance
Corporation  ("STOR-Re"),  which was  formed in 1994 as an  association  captive
insurance  company,  and is controlled by PS. The  Partnership  accounts for its
investment in STOR-Re,  which is included in other assets,  on the  accompanying
condensed balance sheets, on the cost method,  and has received no distributions
during the six months ended June 30, 2008.

     STOR-Re provides limited property and liability  insurance  coverage to the
Partnership,  PS, and  affiliates  for losses  occurring  before  April 1, 2004.
STOR-Re was  succeeded  with respect to these  activities  for losses  occurring
after March 31, 2004 by a wholly  owned  subsidiary  of PS  (collectively,  this
entity and STOR-Re are referred to as the "Captive  Entities").  Liabilities for
losses  and loss  adjustment  expenses  include an amount  determined  from loss
reports and individual  cases and an amount,  based on  recommendations  from an
outside actuary that is a member of the American  Academy of Actuaries,  using a


                                       8
<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


frequency and severity method, for losses incurred but not reported. Determining
the  liability  for  unpaid  losses  and loss  adjustment  expense is based upon
estimates  and while we believe that the amount is adequate,  the ultimate  loss
may be in excess of or less than the  amounts  provided.  The methods for making
such  estimates  and for  establishing  the  resulting  liability  are  reviewed
quarterly.

     Other Activities with PS
     ------------------------

     PS owns a  corporation  that  reinsures  policies  against  losses to goods
stored  by  tenants  in the  Partnership's  and  PS'  storage  facilities.  This
corporation  receives  the  premiums  and bears the  risks  associated  with the
re-insurance.  The Partnership  receives an access fee from this  corporation in
return for providing tenant listings.  This fee is based on number of spaces the
Partnership has to rent. Included in other income on our accompanying  condensed
statements of income for these fees are $31,000 and $15,000 for the three months
ended June 30, 2008 and 2007, respectively. For the six month periods ended June
30, 2008 and 2007, these fees were $61,000 and $29,000, respectively.

     A  subsidiary  of PS sells locks and boxes and rents  trucks to the general
public and tenants to be used in securing  their  spaces and moving their goods.
The subsidiary of PS receives the revenues and bears the cost of the activities.

6.   COMMITMENTS AND CONTINGENCIES

     Legal Proceedings:
     ------------------

     Brinkley v. Public  Storage,  Inc.  (filed April 2005)  (Superior  Court of
     ---------------------------------------------------------------------------
     California - Los Angeles County)
     --------------------------------

     The  plaintiff  sued  PS on  behalf  of a  purported  class  of  California
non-exempt  employees based on various California wage and hour laws and seeking
monetary  damages  and  injunctive  relief.  In May  2006,  a motion  for  class
certification  was filed seeking to certify five  subclasses.  Plaintiff  sought
certification  for alleged  meal  period  violations,  rest  period  violations,
failure to pay for travel time,  failure to pay for mileage  reimbursement,  and
for wage  statement  violations.  In October 2006, the Court declined to certify
three out of the five subclasses.  The Court did,  however,  certify  subclasses
based on alleged meal period and wage  statement  violations.  Subsequently,  PS
filed a motion  for  summary  judgment  seeking  to  dismiss  the  matter in its
entirety.  On June 22, 2007, the Court granted PS' summary judgment motion as to
the causes of action  relating to the subclasses  certified and dismissed  those
claims.  The only  surviving  claims are those  relating to the named  plaintiff
only.  The  plaintiff  has filed an appeal to the Court's  June 22, 2007 summary
judgment  ruling.  An appeal to the  Court's  June 22, 2007 order  granting  PS'
summary judgment motion is currently pending.

     Other Items
     -----------

     PS and the Partnership are a party to various claims, complaints, and other
legal  actions  that have arisen in the normal  course of business  from time to
time,  that are not  described  above.  We believe that it is unlikely  that the
outcome of these other pending legal proceedings including employment and tenant
claims,  in the  aggregate,  will  have  a  material  adverse  effect  upon  the
operations or financial position of the Partnership.


                                       9
<PAGE>



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

     The  following  should  be  read  in  conjunction  with  the  Partnership's
condensed financial statements and notes thereto.

     FORWARD  LOOKING  STATEMENTS:  This Quarterly  Report on Form 10-Q contains
forward-looking  statements  within the meaning of the federal  securities laws.
All statements in this document,  other than statements of historical  fact, are
forward-looking  statements  which  may be  identified  by the use of the  words
"expects,"  "believes,"   "anticipates,"   "plans,"  "would,"  "should,"  "may,"
"estimates" and similar expressions.  These  forward-looking  statements involve
known and  unknown  risks and  uncertainties,  which  may cause  Public  Storage
Properties,  Ltd.'s (the  "Partnership")  actual  results and  performance to be
materially  different  from those  expressed  or implied in the  forward-looking
statements.  As a result, you should not rely on any forward-looking  statements
in this report,  or which  management may make orally or in writing from time to
time, as predictions of future events nor guarantees of future  performance.  We
caution you not to place undue  reliance on  forward-looking  statements,  which
speak  only as the  date of this  report  or as of the  dates  indicated  in the
statements.  All of our  forward-looking  statements,  including  those  in this
report, are qualified in their entirely by this statement. We expressly disclaim
any  obligation  to update  publicly  or  otherwise  revise any  forward-looking
statements,  whether as a result of new  information,  new  estimates,  or other
factors,  events or circumstances after the date of this document,  except where
expressly  required  by law.  Accordingly,  you should use caution in relying on
past forward-looking statements to anticipate future results.

     Factors  and risks  that may  impact our  future  results  and  performance
include,  but are not limited to, those described in Item 1A, "Risk Factors" and
in our other filings with the Securities and Exchange Commission. ("SEC"). These
risks include, among others, the following:

o    general  risks  associated  with the ownership and operation of real estate
     including  changes  in  demand,   potential   liability  for  environmental
     contamination,  adverse  changes in tax,  real  estate and zoning  laws and
     regulations, and the impact of natural disasters;

o    risks  associated  with downturns in the local  economies in the markets in
     which we operate;

o    the impact of competition from new and existing self-storage and commercial
     facilities and other storage alternatives;

o    the impact of the regulatory  environment as well as national,  state,  and
     local laws and regulations;

o    disruptions or shutdowns of our automated processes and systems; and

o    economic uncertainty due to the impact of war or terrorism.

     The  risks  included  here are not  exhaustive  as it is not  possible  for
management  to predict all  possible  risk factors that may exist or emerge from
time to time. Investors should refer to our future reports and other information
filed from time to time with the SEC for additional information.

OVERVIEW
--------

     The   self-storage   industry   is  highly   fragmented   and  is  composed
predominantly  of numerous  local and  regional  operators.  Competition  in the
markets in which we  operate  is  significant  and has  increased  over the past
several years due to  additional  development  of  self-storage  facilities.  We
believe  that the  increase  in  competition  has had a  negative  impact to the
Partnership's  occupancy  levels and rental rates in many markets.  However,  we
believe that the  Partnership's  affiliation with Public Storage ("PS") provides
several  distinguishing  characteristics  that enable the Partnership to compete
effectively with other owners and operators.


                                       10
<PAGE>

     PS is the largest  owner and  operator of  self-storage  facilities  in the
United States ("U.S.").  All of the PS facilities in the U.S. are operated under
the "Public  Storage"  brand name,  which we believe is the most  recognized and
established name in the self-storage industry.  Market concentration establishes
PS as one of the  dominant  providers of  self-storage  space in most markets in
which PS  operates  and enables PS to use a variety of  promotional  activities,
such as television  advertising as well as targeted  discounting  and referrals,
which are generally not  economically  viable to most competitors of PS, as well
as more substantial, well-placed yellow page advertisements than can many of its
competitors.

     We will continue to focus our growth  strategies on improving the operating
performance of our existing self-storage  properties primarily through increases
in revenues  achieved  through the telephone  reservation  center and associated
marketing efforts. We expect potential future increases in rental income to come
primarily  from  increases in realized rent rather than  increases in occupancy,
although there can be no assurance.

CRITICAL ACCOUNTING POLICIES
----------------------------

     IMPAIRMENT OF REAL ESTATE

     Substantially  all of our assets  consist of real  estate.  On a  quarterly
basis, we evaluate our real estate for impairment. The evaluation of real estate
for impairment  requires  determining  whether  indicators of impairment  exist,
which is a subjective process.  When any indicators of impairment are found, the
evaluation then entails  projections of future operating cash flows,  which also
involves  significant  judgment.  We identified no such  impairments at June 30,
2008.  However,  future events, or facts and circumstances that currently exist,
that we have not yet  identified,  could cause us to conclude in the future that
our real estate is impaired. Any resulting impairment loss could have a material
adverse impact on our financial condition and results of operations.

     ESTIMATED USEFUL LIVES OF LONG-LIVED ASSETS

     Substantially all of our assets consist of depreciable,  long-lived assets.
We record  depreciation  expense  with  respect to these assets based upon their
estimated  useful  lives.  Any  change in the  estimated  useful  lives of those
assets,  caused by functional or economic  obsolescence or other factors,  could
have a  material  adverse  impact  on our  financial  condition  or  results  of
operations.

     ACCRUALS FOR CONTINGENCIES

     We are exposed to business and legal liability risks with respect to events
that have occurred,  but in accordance with U.S. generally  accepted  accounting
principles,  we have not accrued for such potential liabilities because the loss
is either  not  probable  or not  estimable  or  because we are not aware of the
event.  Future events and the result of pending  litigation could result in such
potential losses becoming  probable and estimable,  which could have a material,
adverse  impact on our  financial  condition or results of  operations.  Some of
these potential losses, which we are aware of, are described in Notes 5 and 6 to
the Partnership's June 30, 2008 condensed financial statements.

     ACCRUALS FOR OPERATING EXPENSES

     We accrue for property tax expense and other operating  expenses based upon
estimates  and  historical  trends and current and  anticipated  local and state
government  rules  and  regulations.  If these  estimates  and  assumptions  are
incorrect,  our expenses  could be misstated.  Cost of  operations,  general and
administrative   expense,  as  well  as  television,   yellow  page,  and  other
advertising expenditures are expensed as incurred.


                                       11

<PAGE>


RESULTS OF OPERATIONS
---------------------

THREE MONTHS ENDED JUNE 30, 2008 COMPARED TO THREE MONTHS ENDED JUNE 30, 2007:

     The  Partnership's  net income for the three months ended June 30, 2008 was
$1,340,000  compared to  $1,280,000  for the three  months  ended June 30, 2007,
representing an increase of $60,000 or 4.7%.

     Rental  income  for the three  months  ended June 30,  2008 was  $1,905,000
compared to $1,810,000 for the three months ended June 30, 2007, representing an
increase  of  $95,000 or 5.2%.  The  increase  in rental  income was a result of
improvements  in  realized  rent per square  foot and in  occupancies.  Weighted
average occupancy levels at the self-storage facilities were 91.6% and 90.6% for
the three months  ended June 30, 2008 and 2007,  respectively.  Annual  realized
rent for the three months  ended June 30, 2008  increased to $16.17 per occupied
square foot, as compared to $15.54 per occupied square foot for the three months
ended June 30, 2007.

     Cost of operations,  including  management fees paid to an affiliate,  (see
Note 5 to the Partnership's  June 30, 2008 condensed  financial  statements) for
the three months  ended June 30, 2008 was $527,000  compared to $506,000 for the
three months ended June 30, 2007,  representing  an increase of $21,000 or 4.2%.
For the three months ended June 30, 2008,  advertising  and  promotion  expenses
increased by $14,000 or 17.2% compared to the same period in 2007. This increase
is due primarily to higher television advertising expense. Also during the three
months ended June 20, 2008,  repairs and maintenance  expenses increased $13,000
or 38.0% compared to the same period in 2007.  The increases in advertising  and
promotion  and  repairs  and  maintenance  expenses  were  partially  offset  by
decreases in data processing and office expenses.

     Depreciation  expense was $40,000  and $33,000 for the three  months  ended
June 30, 2008 and 2007, respectively.

SIX MONTHS ENDED JUNE 30, 2008 COMPARED TO SIX MONTHS ENDED JUNE 30, 2007:

     The  Partnership's  net income for the six months  ended June 30,  2008 was
$2,716,000  compared  to  $2,560,000  for the six months  ended  June 30,  2007,
representing an increase of $156,000 or 6.1%.

     Rental  income  for the six  months  ended  June 30,  2008  was  $3,777,000
compared to $3,611,000 for the six months ended June 30, 2007,  representing  an
increase  of  $166,000 or 4.6%.  The  increase in rental  income was a result of
improvements  in  realized  rent per square  foot and in  occupancies.  Weighted
average occupancy levels at the self-storage facilities were 91.8% and 90.5% for
the six months ended June 30, 2008 and 2007, respectively.  Annual realized rent
for the six months ended June 30, 2008  increased to $15.96 per occupied  square
foot,  as compared to $15.51 per  occupied  square foot for the six months ended
June 30, 2007.

     Cost of operations,  including  management fees paid to an affiliate,  (see
Note 5 to the Partnership's  June 30, 2008 condensed  financial  statements) for
the six months ended June 30, 2008 was $1,025,000 compared to $1,006,000 for the
six months ended June 30, 2007, representing an increase of $19,000 or 1.9%. For
the six months ended June 30, 2008, increases in utilities,  payroll and repairs
and maintenance expenses were partially offset by reductions in insurance,  data
processing, advertising and promotion and offices expenses.

     Depreciation  expense was $69,000 and $66,000 for the six months ended June
30, 2008 and 2007, respectively.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

     Cash generated from  operations  ($2,813,000  for the six months ended June
30,  2008)  has  been  sufficient  to  meet  all  current   obligations  of  the
Partnership.  Capital  improvements  totaled  $205,000  and  $42,000 for the six
months ended June 30, 2008 and 2007, respectively.


                                       12
<PAGE>

     The Partnership does not anticipate issuing senior securities, making loans
to other  persons,  investing in the securities of other issuers for the purpose
of exercising control, underwriting the securities of other issuers, engaging in
the  purchase  and sale of  investments,  offering  securities  in exchange  for
property, or repurchasing or otherwise  reacquiring its outstanding  securities.
The  Partnership  may  consider  borrowing  money  with the  intent of using the
proceeds for distribution to partners.

DISTRIBUTIONS

     The  Partnership  Agreement  requires that cash available for  distribution
(cash flow from all sources less cash  necessary for any  obligations or capital
improvement  needs) be distributed at least quarterly.  We paid distributions to
the  limited  and  general  partners  totaling  $920,000  ($46.00  per unit) and
$319,000, respectively, for the three months ended June 30, 2008. During the six
months ended June 30,  2008,  we paid  distributions  to the limited and general
partners  totaling  $1,800,000  ($90.00  per unit) and  $624,000,  respectively.
Future  distribution  rates may be adjusted  to levels  which are  supported  by
operating  cash  flow  after  capital   improvements  and  any  other  necessary
obligations.


                                       13

<PAGE>


ITEM 4. CONTROLS AND PROCEDURES
        -----------------------

     Public  Storage  maintains  disclosure  controls  and  procedures  that are
designed to ensure that  information  required  to be  disclosed  in reports the
Partnership  files and submits  under the  Securities  Exchange Act of 1934,  as
amended, ("Exchange Act") is recorded, processed, summarized and reported within
the time  periods  specified in  accordance  with SEC  guidelines  and that such
information is communicated to the  Partnership's  management,  including Public
Storage's Chief Executive Officer and Chief Financial  Officer,  to allow timely
decisions  regarding required  disclosure based on the definition of "disclosure
controls and  procedures" in Rules  13a-15(e) and 15d-15(e) of the Exchange Act.
In designing and evaluating the disclosure  controls and procedures,  management
recognized  that any controls and  procedures,  no matter how well  designed and
operated, can provide only reasonable assurance of achieving the desired control
objectives  and  management  necessarily  was  required to apply its judgment in
evaluating the cost-benefit  relationship of possible controls and procedures in
reaching that level of reasonable assurance.

     As of the end of the fiscal quarter covered by this report,  Public Storage
carried out an evaluation,  under the supervision and with the  participation of
the Partnership's management, including Public Storage's Chief Executive Officer
and Chief Financial Officer, of the effectiveness of the design and operation of
the Partnership's disclosure controls and procedures (as such term is defined in
Rules  13a-15(e) and 15d-15(e) of the Exchange  Act.  Based on that  evaluation,
Public Storage's Chief Executive  Officer and Chief Financial  Officer concluded
that the Partnership's disclosure controls and procedures were effective.

     There have not been any  changes in our  internal  control  over  financial
reporting (as such term is defined in Rules  13a-15(f)  and 15d-15(f)  under the
Exchange  Act)  during  the  quarter  to which  this  report  relates  that have
materially affected, or are reasonable likely to materially affect, our internal
control over financial reporting.


                                       14

<PAGE>


PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
         -----------------

     The information  set forth under the heading "Legal  Proceedings" in Note 6
to our June  30,  2008  condensed  financial  statements  in this  Form  10-Q is
incorporated by reference in this Item 1.

ITEM 1A. RISK FACTORS
         ------------

     In addition to the other information in this Quarterly Report on Form 10-Q,
you should consider the risks described below that we believe may be material to
investors in evaluating the Partnership.  This section contains  forward-looking
statements,  and in  considering  these  statements,  you  should  refer  to the
qualifications  and  limitations  on our  forward-looking  statements  that  are
described in Forward Looking Statements at the beginning of Item 2. Management's
Discussion and Analysis of Financial Condition and Results of Operations.

     THE GENERAL PARTNERS CONTROL THE PARTNERSHIP AS A GROUP.

     Public Storage is a general  partner and  beneficially  owns  approximately
31.4% of our  outstanding  limited  partnership  units.  In  addition,  B. Wayne
Hughes,  General Partner of the  Partnership,  and Chairman of PS and members of
his family beneficially own 31.5% of the limited partnership units. As a result,
the General  Partners,  as a group,  control matters  submitted to a vote of our
unitholders,  including  amending our organizational  documents,  dissolving the
Partnership and approving other such transactions.

     SINCE OUR BUSINESS  CONSISTS  PRIMARILY OF  OPERATING  REAL ESTATE,  WE ARE
     SUBJECT TO REAL ESTATE OPERATING RISKS.

     The value of our investments may be reduced by general risks of real estate
ownership.  Since we derive  substantially  all of our income  from real  estate
operations,  we are subject to the general  risks of owning real  estate-related
assets, including:

     o    lack of demand for rental spaces or units in a locale;

     o    changes in general economic or local conditions;

     o    natural disasters, such as earthquakes;

     o    potential terrorist attacks;

     o    changes in supply of or demand for similar or  competing facilities in
          an area;

     o    the impact of environmental protection laws;

     o    changes in interest rates and availability of permanent mortgage funds
          which  may  render the sale or financing of a  property  difficult  or
          unattractive;

     o    increases  in insurance premiums, property tax  assessments and  other
          operating and maintenance expenses;

     o    adverse changes in tax, real estate and zoning laws and regulations;
          and

     o    tenant and employment-related claims.

     There is significant  competition  among  self-storage  facilities and from
other storage alternatives.  All of our properties are self-storage  facilities,
which generated  substantially all of our revenue for the six month period ended


                                       15
<PAGE>

June 30,  2008.  Local market  conditions  will play a  significant  part in how
competition will affect us. Competition in the market areas in which many of our
properties  are located from other  self-storage  facilities  and other  storage
alternatives is significant and has affected the occupancy levels,  rental rates
and operating expenses of our properties.  Any increase in availability of funds
for investment in real estate may accelerate competition. Further development of
self-storage   facilities   may  intensify   competition   among   operators  of
self-storage facilities in the market areas in which we operate.

     We may incur significant  environmental costs and liabilities.  As an owner
and  operator  of real  properties,  under  various  federal,  state  and  local
environmental  laws,  we are  required  to clean up spills or other  releases of
hazardous or toxic substances on or from our properties.  Certain  environmental
laws impose liability  whether or not the owner knew of, or was responsible for,
the presence of the hazardous or toxic substances.  In some cases, liability may
not be limited to the value of the property.  The presence of these  substances,
or the failure to properly remediate any resulting  contamination,  whether from
environmental  or microbial  issues,  also may  adversely  affect the owner's or
operator's ability to sell, lease or operate its property or to borrow using its
property as collateral.

     We   have   conducted   preliminary   environmental   assessments   on  the
Partnership's  properties  to  evaluate  the  environmental  condition  of,  and
potential  environmental  liabilities  associated  with, our  properties.  These
assessments generally consist of an investigation of environmental conditions at
the property (not including soil or groundwater  sampling or analysis),  as well
as a review of available  information  regarding the site and publicly available
data  regarding  conditions at other sites in the vicinity.  In connection  with
these  property  assessments,  we have  become  aware that prior  operations  or
activities at some facilities or from nearby locations have or may have resulted
in contamination to the soil or groundwater at these facilities. In this regard,
some of our facilities are or may be the subject of federal or state environment
investigations  or remedial  actions.  Although we cannot provide any assurance,
based on the  preliminary  environmental  assessments,  we believe we have funds
available to cover any liability from  environmental  contamination or potential
contamination  and we are not aware of any  environmental  contamination  of our
facilities  material to our overall business,  financial condition or results of
operation.

     There has been an increasing number of claims and litigation against owners
and managers of rental properties relating to moisture  infiltration,  which can
result in mold or other property damage. When we receive a complaint  concerning
moisture infiltration, condensation or mold problems and/or become aware that an
air quality concern exists, we implement  corrective measures in accordance with
guidelines  and  protocols  we have  developed  with the  assistance  of outside
experts.  We seek to work  proactively  with our  tenants  to  resolve  moisture
infiltration and mold-related issues, subject to our contractual  limitations on
liability for such claims.  However,  we can provide no assurance  that material
legal claims relating to moisture  infiltration and the presence of, or exposure
to, mold will not arise in the future.

     Property  taxes  can  increase  and  cause  a  decline  in cash  flows  and
profitability.  Each of our properties is subject to real property taxes.  These
taxes may  increase  in the future as property  tax rates or  assessed  property
values  change,  and any such rate or  assessment  changes  could  increase  tax
expense  and  adversely  impact  our  cash  flow and  profitability.  All of the
Partnership's  properties,  which are  located in  California,  are  assessed at
amounts  significantly  lower than their  current fair value,  due  primarily to
long-standing  statutory limits on annual increases to assessed values. There is
a risk that  these  assessments  could be  increased  to fair  value in  certain
circumstances,   such  as  i)  changes  in  laws,  regulations,  or  changes  in
interpretations  thereof,  or ii)  changes  in  ownership  of the  Partnership's
limited partner units or general partner units that could constitute a change in
control  (as that  termed is defined by the  applicable  law) of the  underlying
properties.

     We must comply with the Americans with Disabilities Act and fire and safety
regulations, which can require significant expenditures. All our properties must
comply with the Americans  with  Disabilities  Act and with related  regulations
(the  "ADA").  The  ADA  has  separate   compliance   requirements  for  "public
accommodations"  and  "commercial   facilities,"  but  generally  requires  that
buildings be made  accessible to persons with  disabilities.  Various state laws
impose similar  requirements.  A failure to comply with the ADA or similar state
laws could result in government  imposed fines on us and the award of damages to
individuals affected by the failure. In addition, we must operate our properties
in compliance with numerous local fire and safety  regulations,  building codes,
and other land use regulations.  Compliance with these  requirements can require
us to spend  substantial  amounts of money,  which would  reduce cash  otherwise


                                       16
<PAGE>

available  for  distribution  to  shareholders.  Failure  to comply  with  these
requirements could also affect the marketability of our real estate facilities.

     We incur liability from tenant and employment-related  claims. From time to
time we must resolve  tenant claims and  employment-related  claims by corporate
level and field personnel.

     PUBLIC STORAGE'S ACQUISITION OF SHURGARD OR OTHER POTENTIAL ACQUISITIONS OR
     DEVELOPMENT OF PROPERTIES MAY SUBJECT THE PARTNERSHIP TO ADDITIONAL RISKS.

     In August  2006,  Public  Storage  completed  the  acquisition  of Shurgard
Storage Centers, Inc.  ("Shurgard"),  a publicly held REIT that had interests in
approximately 646 self-storage  facilities located in the United States ("U.S.")
and Europe and acquires and develops other real estate facilities as part of its
ongoing  operations.  Such  acquisitions,  including the Shurgard merger, do not
change  the  financial  interests  of  the  Partnership.  However,  because  the
self-storage  facilities of the  Partnership  and Public  Storage are managed by
Public  Storage,  together  with the  newly  acquired  self-storage  facilities,
individual  Partnership  properties  may  experience  a  decrease  in  move-ins,
reductions  to  rental  rates,  increases  to  promotional  discounts,  or other
negative  impacts  to  revenues  in  the  short  and/or  long  term  due  to the
competitive   impact  of  Public  Storage   management  of  the  newly  acquired
facilities,  particularly with respect to those facilities that are close to the
Partnership's facilities.

     SOME OF OUR REVENUES  INVOLVE  BUSINESSES  THAT ARE SUBJECT TO GOVERNMENTAL
     REGULATION WHICH COULD REDUCE OUR PROFITABILITY OR LIMIT OUR GROWTH.

     We receive  revenues  related to the offering of insurance  products to our
tenants.  These  products  are offered  through an  affiliate of PS, which holds
Limited Lines Self Storage  Insurance Agent licenses from a number of individual
state Departments of Insurance and are subject to state governmental  regulation
and  supervision.   This  state   governmental   supervision  could  reduce  our
profitability  or limit  our  growth  by  increasing  the  costs  of  regulatory
compliance,  limiting or restricting  the products or services we provide or the
methods by which we provide products and services,  or subjecting our businesses
to the possibility of regulatory  actions or proceedings.  The continued ability
of this affiliate to maintain these Limited Lines Self Storage  Insurance  Agent
licenses in the  jurisdictions in which it is licensed depends on its compliance
with the rules and regulations  promulgated  from time to time by the regulatory
authorities  in  each  of  these  jurisdictions.  Furthermore,  state  insurance
departments  conduct periodic  examinations,  audits and  investigations  of the
affairs of insurance agents.

     In all  jurisdictions,  the applicable  laws and regulations are subject to
amendment  or  interpretation  by  regulatory   authorities.   Generally,   such
authorities  are vested with  relatively  broad  discretion to grant,  renew and
revoke licenses and approvals and to implement  regulations.  Accordingly,  this
affiliate may be precluded or temporarily suspended from carrying on some or all
of these activities or otherwise fined or penalized in a given jurisdiction.  No
assurances  can be given that our businesses can continue to be conducted in any
given  jurisdiction  as it has been  conducted  in the past.  For the year ended
December 31, 2007,  revenues from our tenant  reinsurance  business  represented
approximately  1.4% of our 2007  revenues and 1.6% of revenues for the three and
six month periods ended June 30, 2008.

     TERRORIST  ATTACKS AND THE  POSSIBILITY OF WIDER ARMED CONFLICT MAY HAVE AN
     ADVERSE  IMPACT ON OUR BUSINESS  AND  OPERATING  RESULTS AND COULD DECREASE
     THE VALUE OF OUR ASSETS.

     Terrorist  attacks and other acts of  violence  or war,  such as those that
took place on September 11, 2001,  could have a material  adverse  impact on our
business and operating results. There can be no assurance that there will not be
further  terrorist  attacks  against the U.S. or its  businesses  or  interests.
Attacks or armed  conflicts  that directly  impact one or more of our properties
could  significantly  affect our ability to operate those properties and thereby
impair our operating  results.  Further,  we may not have insurance coverage for
losses caused by a terrorist attack. Such insurance may not be available,  or if
it is available and we decide to obtain such  terrorist  coverage,  the cost for
the  insurance  may be  significant  in  relationship  to the risk  overall.  In
addition,  the  adverse  effects  that such  violent  acts and threats of future
attacks could have on the U.S.  economy could similarly have a material  adverse
effect on our business and results of  operations.  Finally,  further  terrorist
acts could  cause the U.S.  to enter into a wider  armed  conflict,  which could
further impact our business and operating results.


                                       17

<PAGE>

     DEVELOPMENTS  IN CALIFORNIA  MAY HAVE AN ADVERSE IMPACT ON OUR BUSINESS AND
     OPERATING RESULTS AND COULD DECREASE THE VALUE OF OUR ASSETS.

     All of the Partnership's  properties are located in California.  California
is facing  budgetary  problems.  Action  that may be taken in  response to these
problems, such as an increase in property taxes on commercial properties,  could
adversely  impact our  business  and results of  operations.  In  addition,  the
Partnership  could be  adversely  impacted  by efforts  to  reenact  legislation
mandating medical  insurance for employees of California  businesses and members
of their families.

     INCREASES  IN  INTEREST  RATES  MAY  ADVERSELY  AFFECT  THE  PRICE  OF  OUR
     PARTNERSHIP UNITS.

     One of the factors that influence the market price of our partnership units
is the annual rate of distributions  that we pay on the securities,  as compared
with  interest  rates.  An  increase in interest  rates may lead  purchasers  of
partnership  units to demand  higher  annual  distribution  rates,  which  could
adversely affect the market price of our partnership units.

     WE HAVE BECOME  INCREASINGLY  DEPENDENT  UPON  AUTOMATED  PROCESSES AND THE
     INTERNET AND ARE FACED WITH SYSTEM SECURITY RISKS.

     We have  become  increasingly  centralized  and  dependent  upon  automated
information technology processes.  As a result, we could be severely impacted by
a catastrophic occurrence,  such as a natural disaster or a terrorist attack. In
addition,  a portion of our business operations are conducted over the Internet,
increasing the risk of viruses that could cause system  failures and disruptions
of operations.  Experienced  computer  programmers  may be able to penetrate our
network security and misappropriate our confidential information,  create system
disruptions or cause shutdowns.

     OUR OWNERSHIP INTEREST IN STOR-RE MAY LOSE VALUE OR BECOME A LIABILITY.

     The Partnership has a 0.9% ownership  interest in STOR-Re Mutual  Insurance
Corporation  ("STOR-Re"),  which was  formed in 1994 as an  association  captive
insurance  company,  and is controlled by PS. STOR-Re  provided limited property
and liability  insurance  coverage to the Partnership,  PS, and affiliates of PS
for losses  occurring  prior to April 1, 2004.  Liabilities  for losses and loss
adjustment   expenses  include  an  amount  determined  from  loss  reports  and
individual cases and an amount, based on recommendations from an outside actuary
that is a member of the American  Academy of  Actuaries,  using a frequency  and
severity method, for losses incurred but not reported. Determining the liability
for unpaid losses and loss adjustment  expense is based upon estimates and while
we believe that the amount is adequate, the ultimate loss may be in excess of or
less than the amounts provided,  which may result in a reduction in the value of
the  Partnership's  investment or could result in future  payments to STOR-Re if
its reserves were determined to be inadequate.

ITEM 6. EXHIBITS
        --------

     Exhibits  required by Item 601 of Regulation S-K are listed in the attached
Exhibit Index, and are filed herewith or incorporated herein by reference.


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<PAGE>




                                      SIGNATURES

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







                                      DATED: August 13, 2008

                                      PUBLIC STORAGE PROPERTIES, LTD.

                                      BY:  Public Storage
                                           General Partner

                                           BY:    /s/ John Reyes
                                                  --------------
                                                  John Reyes
                                                  Senior Vice President and
                                                  Chief Financial Officer

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<PAGE>


Exhibit No.                     Exhibit Index
-----------                     -------------



31.1     Rule 13a-14(a) Certification. Filed herewith.

31.2     Rule 13a-14(a) Certification. Filed herewith.

32       Section 1350 Certifications.  Filed herewith.





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