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 September 30, 2005
                     ------------------

                                       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 an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

                 [ ] Yes             [X] 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


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 November 14, 2005: 20,000


<PAGE>



                         PUBLIC STORAGE PROPERTIES, LTD.

                                      INDEX

                                                                          Pages
                                                                          -----

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

Item 1.       Financial Statements

              Condensed Balance Sheets at September 30, 2005
              and December 31, 2004                                           1

              Condensed Statements of Income for the Three and
              Nine Months Ended September 30, 2005 and 2004                   2

              Condensed Statement of Partners' Equity for the
              Nine Months Ended September 30, 2005                            3

              Condensed Statements of Cash Flows for the
              Nine Months Ended September 30, 2005 and 2004                   4

              Notes to Condensed Financial Statements                       5-9

Item 2.       Management's Discussion and Analysis of
              Financial Condition and Results of Operations               10-12

Item 2A.      Risk Factors                                                12-14

Item 4.       Controls and Procedures                                     14-15

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

Item 1.       Legal Proceedings                                              16

Item 6.       Exhibits                                                       16


<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                                    September 30,         December 31,
                                                                                       2005                   2004
                                                                                  ------------------   -----------------
                                                                                     (Unaudited)

                                        ASSETS
                                        ------
<S>                                                                                 <C>                  <C>
Cash and cash equivalents                                                           $    1,792,000       $    1,407,000
Rent and other receivables                                                                  80,000               35,000

Real estate facilities, at cost:
     Building, land improvements and equipment                                           9,590,000            9,574,000
     Land                                                                                2,476,000            2,476,000
                                                                                  ------------------   -----------------
                                                                                        12,066,000           12,050,000

     Less accumulated depreciation                                                     (8,962,000)          (8,823,000)
                                                                                  ------------------   -----------------
                                                                                         3,104,000            3,227,000

Other assets                                                                                34,000               28,000
                                                                                  ------------------   -----------------

Total assets                                                                        $    5,010,000       $    4,697,000
                                                                                  ==================   =================


                        LIABILITIES AND PARTNERS' EQUITY
                        --------------------------------


Accounts payable and accrued liabilities                                            $      137,000       $       42,000
Deferred revenue                                                                           163,000              183,000

Commitments and contingencies (Note 5)                                                           -                    -

Partners' equity:
     Limited partners' equity, $500 per unit, 20,000 units
       authorized, issued and outstanding                                                3,497,000            3,321,000
     General partners' equity                                                            1,213,000            1,151,000
                                                                                   ------------------   ----------------

     Total partners' equity                                                              4,710,000            4,472,000
                                                                                   ------------------   ----------------

Total liabilities and partners' equity                                              $    5,010,000       $    4,697,000
                                                                                  ==================   =================
</TABLE>
                            See accompanying notes.
                                       1


<PAGE>


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

<TABLE>
<CAPTION>

                                                               Three Months Ended                     Nine Months Ended
                                                                  September 30,                         September 30,
                                                   ------------------------------------------ -------------------------------------
                                                           2005                  2004                  2005                2004
                                                   -------------------  --------------------- -------------------- ----------------

        REVENUES:
        <S>                                        <C>                   <C>                      <C>                <C>
        Rental income                              $    1,749,000        $    1,666,000        $    5,140,000        $    4,839,000
        Other income                                       28,000                14,000                71,000                39,000
                                                   -------------------  --------------------- -------------------- ----------------

                                                        1,777,000             1,680,000             5,211,000             4,878,000
                                                   -------------------  --------------------- -------------------- ----------------

        COSTS AND EXPENSES:

        Cost of operations                                347,000               327,000             1,049,000             1,035,000
        Management fees paid to affiliate                 105,000               100,000               308,000               290,000
        Depreciation                                       45,000                69,000               139,000               214,000
        Administrative                                     25,000                18,000                83,000                71,000
                                                   -------------------  --------------------- -------------------- ----------------

                                                          522,000               514,000             1,579,000             1,610,000
                                                   -------------------  --------------------- -------------------- ----------------

        NET INCOME:                                $    1,255,000        $    1,166,000        $    3,632,000        $    3,268,000
                                                   ===================  ===================== ==================== ================

        Limited partners' share of net income ($137.75
          unit in 2005 and $123.45 per unit in 2004)                                                2,755,000             2,469,000


        General partners' share of net income                                                         877,000               799,000
                                                                                              -------------------- ----------------

                                                                                               $    3,632,000        $    3,268,000
                                                                                              ==================== ================
</TABLE>


                            See accompanying notes.
                                       2


<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.
                     CONDENSED STATEMENT OF PARTNERS' EQUITY
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                                       Total
                                                           Limited              General              Partners'
                                                          Partners'            Partners'              Equity
                                                      --------------------  -------------------- -------------------
<S>                                                    <C>                  <C>                   <C>
Balance at December 31, 2004                            $      3,321,000     $      1,151,000      $      4,472,000

Net income                                                     2,755,000              877,000             3,632,000

Distributions                                                 (2,520,000)            (874,000)           (3,394,000)

Equity transfer                                                  (59,000)              59,000                     -
                                                      --------------------  -------------------- -------------------

Balance at September 30, 2005                           $      3,497,000     $      1,213,000      $      4,710,000
                                                      ====================  ==================== ===================
</TABLE>



                            See accompanying notes.
                                       3


<PAGE>


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

                                                                                                 Nine Months Ended
                                                                                                   September 30,
                                                                                   ------------------------------------------------
                                                                                             2005                    2004
                                                                                   ------------------------  ----------------------
  Cash flows from operating activities:
    <S>                                                                                <C>                     <C>
    Net income                                                                         $     3,632,000         $     3,268,000

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

         Depreciation                                                                          139,000                 214,000
         (Increase) decrease in rent and other receivables                                     (45,000)                  5,000
         Increase in other assets                                                               (6,000)                (22,000)
         Increase in accounts payable and accrued liabilities                                   95,000                  61,000
         Decrease in deferred revenue                                                          (20,000)                 (2,000)
                                                                                   ------------------------  ----------------------

             Total adjustments                                                                 163,000                 256,000
                                                                                   ------------------------  ----------------------

             Net cash provided by operating activities                                       3,795,000               3,524,000
                                                                                   ------------------------  ----------------------

  Cash flows from investing activities:

    Additions to real estate facilities                                                        (16,000)                (67,000)
                                                                                   ------------------------  ----------------------

             Net cash used in investing activities                                             (16,000)                (67,000)
                                                                                   ------------------------  ----------------------

  Cash flows from financing activities:

    Distributions paid to partners                                                          (3,394,000)             (3,098,000)
                                                                                   ------------------------  ----------------------

             Net cash used in financing activities                                          (3,394,000)             (3,098,000)
                                                                                   ------------------------  ----------------------

  Net increase in cash and cash equivalents                                                    385,000                 359,000

  Cash and cash equivalents at the beginning of the period                                   1,407,000               1,070,000
                                                                                   ------------------------  ----------------------

  Cash and cash equivalents at the end of the period                                   $     1,792,000         $     1,429,000
                                                                                   ========================  ======================
</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,
     Inc. ("PSI") 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.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Basis of Presentation:
     ----------------------

     The  accompanying   unaudited  condensed  financial  statements  have  been
     prepared in accordance with accounting principles generally accepted in the
     United  States  of  America  for  interim  financial  information  and with
     instructions  to Form 10-Q and Article 10 of Regulation  S-X.  Accordingly,
     they do not  include  all of the  information  and  footnotes  required  by
     generally accepted accounting principles for complete financial statements.
     In the  opinion  of  management,  all  adjustments  (consisting  of normal,
     recurring  accruals)  necessary for a fair presentation have been included.
     The results of operations for the three and nine months ended September 30,
     2005 are not  necessarily  indicative of the results  expected for the full
     year.  These unaudited  condensed  financial  statements  should be read in
     conjunction  with the financial  statements and related notes  appearing in
     the Partnership's Form 10-K for the year ended December 31, 2004.

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

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

     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 (See  "Ownership
     Interests by the General  Partners" under Note 4). All remaining net income
     is allocated to the limited partners.

     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 to be cash equivalents.

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

     Public  Storage  Properties,  Ltd. is treated as a partnership  for Federal
     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.


                                       5

<PAGE>


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


     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.  Certain real estate facilities
     have been in service  longer than 25 years,  and  accordingly  the original
     development  cost of such buildings are fully  depreciated at September 30,
     2005.

     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
     carrying  value of the asset,  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 September 30, 2005.

     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.

     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 rental income when collected.

     Property taxes are accrued 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. Accordingly, the amounts incurred in an interim period may not be
     indicative of amounts to be incurred during a full year. Total  advertising
     expenses  were  $54,000 and  $164,000  for the three and nine months  ended
     September  30,  2005,  respectively,  and $44,000 and $160,000 for the same
     periods in 2004, respectively.

     Environmental Costs:
     --------------------

     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.

                                       6


<PAGE>


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


3.   CASH DISTRIBUTIONS

     The Partnership Agreement requires that any cash available for distribution
     (cash flow from all sources  less cash  necessary  for any  obligations  or
     capital   improvement  needs)  be  distributed  at  least  quarterly.   The
     Partnership paid distributions to the limited and general partners totaling
     $2,520,000  ($126.00  per unit) and  $874,000,  respectively,  for the nine
     months ended  September  30, 2005.  Future  distributions  will be based on
     amounts supported by operating cash flow after capital improvements and any
     other necessary obligations.

4.   RELATED PARTY TRANSACTIONS

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

     The Partnership has a management agreement with PSI. Under the terms of the
     agreement,  PSI operates the self-storage  facilities for a fee equal to 6%
     of the facilities'  gross revenue (as defined).  For the three months ended
     September  30,  2005  and  2004,  the  Partnership  paid PSI  $105,000  and
     $100,000,  respectively.  For the nine months ended  September 30, 2005 and
     2004,  the  Partnership  paid  PSI  $308,000  and  $290,000,  respectively,
     pursuant to this management agreement. The management agreement between the
     Partnership  and PSI may be  terminated  without cause upon 60 days written
     notice by the Partnership or six months notice by PSI.

     The  Partnership's  facilities,  along with facilities owned by PSI and its
     affiliates,  are managed jointly by PSI in order to take advantage of scale
     and other efficiencies. Joint costs are allocated on a methodology meant to
     fairly allocate such costs.  Such joint costs are principally  comprised of
     i) payroll  costs  relating  to  supervisory,  relief,  and  administrative
     personnel,  ii)  centralized  corporate  services  such  as  the  telephone
     reservation  center and  customer  service  iii)  advertising  expenditures
     including  media  advertising  and yellow  page  costs,  and iv)  insurance
     including workers compensation, property, casualty, liability, and employee
     health coverage.  The total of such expenses,  which are primarily included
     in cost of operations,  amounted to $172,000 and $534,000 for the three and
     nine months  ended  September  30,  2005,  respectively,  and  $165,000 and
     $553,000 for the same periods in 2004, respectively.

     Ownership Interests by the General Partners:
     --------------------------------------------

     PSI 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. Hughes
     continues to act as a general partner of the Partnership.

     The general  partners have a 1% interest in the  Partnership.  In addition,
     the general partners had an 8% interest in cash distributions  attributable
     to  operations  (exclusive  of  distributions   attributable  to  sale  and
     financing  proceeds)  until the  limited  partners  recovered  all of their
     initial investment. Thereafter, the general partners have a 25% interest in
     all cash  distributions  (including  sale and financing  proceeds).  During
     1987, the limited partners recovered all of their initial  investment.  All
     subsequent  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 results of operations or distributions to partners.

     As  of  September   30,  2005,   Hughes  and  members  of  his  family  own
     approximately 31% of the limited  partnership units. PSI owns approximately
     31% of the  limited  partnership  units.  Approximately  1% of the  limited
     partnership  units  are  owned  by  PS  Orangeco   Partnerships,   Inc.,  a
     corporation in which Hughes and members of his family own approximately 48%
     of the  voting  stock,  PSI owns 46% and  members of PSI's  management  and
     related individuals own approximately 6%.


                                       7

<PAGE>

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


     Ownership in STOR-Re:
     ---------------------

     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 PSI. The Partnership  accounts for
     its  investment in STOR-Re,  which is included in other  assets,  using the
     cost method, and has not received any distributions  during 2004 or for the
     nine months ended September 30, 2005.

     STOR-Re provides limited property and liability  insurance  coverage to the
     Partnership, PSI, 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 PSI.  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.  The methods for making such estimates and for  establishing  the
     resulting liability are continually reviewed.

     Other Business Activities:
     --------------------------

     A corporation  that  reinsures  policies  against losses to goods stored by
     tenants in the Partnership's storage facilities is owned by PSI. We believe
     that the  availability  of  insurance  reduces our  potential  liability to
     tenants  for  losses  to  their  goods  from  theft  or  destruction.  This
     corporation  receives the premiums and bears the risks  associated with the
     re-insurance of tenant goods.

     A  subsidiary  of PSI 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  receives  the  revenues  and bears the cost of the
     activities.  We believe that the  availability  of locks and boxes for sale
     and the rental of trucks promote the rental of spaces.

5.   COMMITMENTS AND CONTINGENCIES

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

     Serrao v. Public Storage,  Inc. (filed April 2003) (Superior Court - Orange
     ---------------------------------------------------------------------------
     County)
     -------

     The  plaintiff in this case filed a suit against  Public  Storage,  Inc. on
     behalf of a putative  class of renters who rented  self-storage  units from
     Public  Storage,   Inc.   Plaintiff  alleges  that  Public  Storage,   Inc.
     misrepresented  the size of its storage  units,  has brought  claims  under
     California statutory and common law relating to consumer protection, fraud,
     unfair  competition,  and  negligent  misrepresentation,   and  is  seeking
     monetary damages, restitution, and declaratory and injunctive relief.

     The claim in this case is  substantially  similar to those in  Henriquez v.
     Public  Storage,  Inc.,  which was disclosed in prior  reports.  In January
     2003, the plaintiff caused the Henriquez action to be dismissed.

     Based upon the  uncertainty  inherent in any putative class action,  Public
     Storage,  Inc. cannot presently determine the potential damages, if any, or
     the ultimate  outcome of this  litigation.  On November 3, 2003,  the court
     granted Public Storage,  Inc.'s motion to strike the plaintiff's nationwide
     class  allegations and to limit any putative class to California  residents
     only. In August 2005,  Public  Storage,  Inc.  filed a motion to remove the


                                       8

<PAGE>


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


     case to federal  court.  There can be no assurance that this motion will be
     granted.  Public  Storage,  Inc. is vigorously  contesting  the claims upon
     which this lawsuit is based including class certification efforts.

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

     The  Brinkley  plaintiffs  are suing  Public  Storage,  Inc. on behalf of a
     purported  class of California  property  managers who claim that they were
     not compensated  for all the hours they worked.  The Brinkley suit is based
     upon California wage and hour laws. The maximum potential  liability cannot
     be  estimated,  but would be increased if a class or classes are  certified
     or, if claims are  permitted  to be  brought on behalf of others  under the
     California  Unfair  Business   Practices  Act.  Public  Storage,   Inc.  is
     vigorously contesting the claims and intends to resist any expansion beyond
     the named  plaintiffs  on the  grounds  of lack of  commonality  of claims.
     Public  Storage,  Inc.  does not  believe  that this  matter  will have any
     material adverse effect on the results of operations of the Partnership.

     Inhan et al v.  Public  Storage,  Inc  (filed  May,  2005)  (United  States
     ---------------------------------------------------------------------------
     District Court - Southern District of Florida)
     ----------------------------------------------

     Inhan and a co-plaintiff are suing Public Storage, Inc. in Florida claiming
     they were not compensated for all hours worked under the Federal Fair Labor
     Standards Act. The suit is brought as a putative class action.  The time to
     add additional parties in this action has expired and no additional parties
     have been added.  Public Storage,  Inc.  vigorously contests the claims and
     although the maximum potential liability cannot be estimated, the fact that
     the time to add  additional  parties in this action has expired  limits the
     maximum  potential  liability.  As a result,  we believe  this matter is no
     longer potentially material and therefore will no longer report on it.

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

     PSI and the  Partnership  are parties 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   impact  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:  When used within this  document,  the
words "expects,"  "believes,"  "anticipates," "may," "should,"  "estimates," and
similar expressions are intended to identify "forward-looking statements" within
the meaning of that term in Section 27A of the Securities  Exchange Act of 1933,
as  amended,  and in Section  21E of the  Securities  Exchange  Act of 1934,  as
amended.  Such  forward-looking  statements  involve  known and  unknown  risks,
uncertainties,  and  other  factors,  which may cause  the  actual  results  and
performance of the  Partnership to be materially  different from those expressed
or implied in the forward  looking  statements.  Such  factors are  described in
"Risk  Factors" (as  discussed  below) and include  changes in general  economic
conditions and in the markets in which the  Partnership  operates and the impact
of competition from new and existing storage and commercial facilities and other
storage  alternatives,  which could  impact  rents and  occupancy  levels at the
Partnership's  facilities;  the impact of the regulatory  environment as well as
national,  state,  and local laws and  regulations,  which  could  increase  the
Partnership's   expense  and  reduce  the   Partnership's   cash  available  for
distribution;  and  economic  uncertainty  due to the impact of war or terrorism
could adversely affect our business plan. We disclaim any obligation to publicly
release  the  results  of any  revisions  to  these  forward-looking  statements
reflecting new estimates, events or circumstances after the date of this report.

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

         Management's  Discussion  and  Analysis of Financial  Condition  and
Results of Operations  discusses our consolidated  financial  statements,  which
have been  prepared  in  accordance  with  U.S.  generally  accepted  accounting
principles.  The preparation of financial  statements and related disclosures in
conformity with United States generally accepted  accounting  principles and our
discussion  and analysis of our  financial  condition  and results of operations
requires management to make judgments, assumptions and estimates that affect the
amounts  reported in our  consolidated  financial  statements  and  accompanying
notes. Note 2 to our consolidated financial statements summarize the significant
accounting  policies and methods  used in the  preparation  of our  consolidated
financial statements and related disclosures.

         Management  believes the following are critical  accounting policies
whose application has a material impact on our financial presentation.  That is,
they are both important to the portrayal of our financial condition and results,
and they require  management to make judgments and estimates  about matters that
are inherently uncertain.

         IMPAIRMENT OF  LONG-LIVED  ASSETS:  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 have
identified no such impairments at September 30, 2005. 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 accounting  principles generally accepted in the United States, 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 of


                                       10


<PAGE>


which  we are  aware  are  described  in Note 5 to the  Partnership's  unaudited
condensed financial statements at September 30, 2005.

         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.
Accordingly,  the amounts incurred in an interim period may not be indicative of
the amounts to be incurred in a full year.

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

THREE MONTHS ENDED SEPTEMBER 30, 2005 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 2004:

      Our net  income  for  the  three  months  ended  September  30,  2005  was
$1,255,000 compared to $1,166,000 for the three months ended September 30, 2004,
representing an increase of $89,000 or 8%.

      Rental income for the three months ended September 30, 2005 was $1,749,000
compared  to  $1,666,000  for  the  three  months  ended   September  30,  2004,
representing  an increase of $83,000 or 5%. The increase in rental  income was a
result of an  increase  in  realized  rent per  square  foot.  Weighted  average
occupancy levels at the  self-storage  facilities were 91% and 93% for the three
months ended September 30, 2005 and 2004, respectively. Annual realized rent for
the three months ended  September 30, 2005 increased to $14.92  occupied  square
foot  compared to $13.93 per  occupied  square foot for the three  months  ended
September 30, 2004.

      Cost of operations,  including management fees paid to an affiliate,  (see
Note 4 to the unaudited  condensed  financial  statements)  for the three months
ended September 30, 2005 was $452,000  compared to $427,000 for the three months
ended  September  30,  2004,  representing  an  increase  of  $25,000 or 6%. The
increase was primarily due to increases in advertising,  utilities,  repairs and
maintenance  and  management  fee  expenses,  partially  offset by a decrease in
payroll expense.

      Depreciation  expense was $45,000 for the three months ended September 30,
2005  compared to $69,000 for the same period in 2004,  a decrease of $24,000 or
35%. The decrease in  depreciation  expense is primarily  related to the initial
development  costs of buildings for the  Partnership's  self-storage  facilities
becoming fully depreciated.

NINE MONTHS ENDED SEPTEMBER 30, 2005 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30,
2004:

      Our net income for the nine months ended September 30, 2005 was $3,632,000
compared  to  $3,268,000   for  the  nine  months  ended   September  30,  2004,
representing an increase of $364,000 or 11%.

      Rental income for the nine months ended  September 30, 2005 was $5,140,000
compared  to  $4,839,000   for  the  nine  months  ended   September  30,  2004,
representing  an increase of $301,000 or 6%. The increase in rental income was a
result of an  increase  in  realized  rent per  square  foot.  Weighted  average
occupancy  levels at the  self-storage  facilities were 91% and 92% for the nine
months ended September 30, 2005 and 2004, respectively. Annual realized rent for
the nine months ended September 30, 2005 increased to $14.59 per occupied square
foot  compared to $13.73 per  occupied  square  foot for the nine  months  ended
September 30, 2004.

      Cost of operations,  including management fees paid to an affiliate,  (see
Note 4 to the  unaudited  condensed  financial  statements)  for the nine months
ended  September 30, 2005 was  $1,357,000  compared to  $1,325,000  for the nine
months ended September 30, 2004,  representing an increase of $32,000 or 2%. The
increase was  primarily  due to increases in  advertising,  management  fees and
property  tax  expense,   partially   offset  by  a  reduction  in  repairs  and
maintenance.

      Depreciation  expense was $139,000 for the nine months ended September 30,
2005  compared to $214,000 for the same period in 2004, a decrease of $75,000 or
35%. The decrease in  depreciation  expense is primarily  related to the initial
development  costs of buildings for the  Partnership's  self-storage  facilities
becoming fully depreciated.


                                       11


<PAGE>


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

      Cash  generated  from  operations  ($3,795,000  for the nine months  ended
September 30, 2005) has been  sufficient to meet all current  obligations of the
Partnership.

      We  paid  distributions  to the  limited  and  general  partners  totaling
$2,520,000  ($126.00 per unit) and $874,000,  respectively,  for the nine months
ended September 30, 2005. Future  distribution  rates will be adjusted to levels
which,  are supported by operating cash flow after capital  improvements and any
other necessary obligations.

      The  Partnership  may  borrow in the  future  with the intent of using the
proceeds to finance distributions to the limited and general partners.

ITEM 2A.  RISK FACTORS
          ------------

      In addition to the other information in our Form 10-Q and Annual Report on
Form  10-K for the year  ended  December  31,  2004,  you  should  consider  the
following factors in evaluating the Partnership:

      THE  GENERAL  PARTNERS  HAVE A  SIGNIFICANT  DEGREE  OF  CONTROL  OVER THE
PARTNERSHIP AND COULD TAKE ACTIONS ADVERSE TO OTHER UNITHOLDERS.

      As  of  September  30,  2005,   Hughes  and  members  of  his  family  own
approximately 31% of the limited  partnership  units. PSI owns approximately 31%
of the limited  partnership units.  Approximately 1% of the limited  partnership
units are owned by PS Orangeco Partnerships, Inc., a corporation in which Hughes
and members of his family own  approximately  48% of the voting stock,  PSI owns
46% and members of PSI's  management and related  individuals own  approximately
6%. As a result,  the General Partners have a significant degree of control over
matters  submitted  to  a  vote  of  our  unitholders,  including  amending  our
organizational  documents,   dissolving  the  Partnership  and  approving  other
extraordinary transactions,  and could take actions that may not be favorable to
the other unitholders.

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

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

      DEVELOPMENTS IN CALIFORNIA MAY HAVE AN ADVERSE IMPACT ON OUR BUSINESS.

      All of our  properties  are located in  California.  California  is facing
serious  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,  we could
be  adversely  impacted  by  efforts to reenact  legislation  mandating  medical
insurance for employees of California businesses and members of their families.

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


                                       12


<PAGE>


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

       o      natural disasters, such as earthquakes;

       o      potential terrorists attacks;

       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; and

       o      changes in tax, real estate and zoning laws.

      THERE IS SIGNIFICANT  COMPETITION AMONG  SELF-STORAGE  FACILITIES AND FROM
OTHER STORAGE ALTERNATIVES.  All of our properties are self-storage  facilities.
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 some of our  properties.  Any increase in  availability of funds for
investment in real estate may  accelerate  competition.  Fusther  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
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,  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 properties
the Partnership has an interest in 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 with our tenants to resolve moisture
infiltration and mold-related issues, subject to our contractual limitations on
liability for such claims. However, we can make no assurance that material legal


                                       13


<PAGE>


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 YIELDS ON  INVESTMENTS.
Each of our  properties is subject to real property  taxes.  These real property
taxes may  increase  in the  future as  property  tax  rates  change  and as our
properties are assessed or reassessed by tax  authorities.  Such increases could
adversely impact the Partnership's profitability.

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

      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  United  States 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 United States to enter into a wider armed
conflict, which could further impact our business and operating results.

      OUR OWNERSHIP 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 PSI. STOR-Re provides limited property
and liability coverage to the Partnership,  PSI and affiliates of PSI for losses
occurring  before  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
amount  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 4.  CONTROLS AND PROCEDURES
         -----------------------

      Public Storage, Inc. 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 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,  Inc.'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 Rule 13a-15(e) of
the Exchange  Act. In  designing  and  evaluating  the  disclosure  controls and


                                       14


<PAGE>


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.

      At the end of the period  covered by this  report,  Public  Storage,  Inc.
carried out an evaluation,  under the supervision and with the  participation of
the Partnership's  management,  including Public Storage, Inc.'s Chief Executive
Officer and Chief  Financial  Officer,  of the  effectiveness  of the design and
operation of the Partnership's  disclosure  controls and procedures.  Based upon
that  evaluation,  the  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 fiscal  quarter to which this report  relates that has
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.


                                       15


<PAGE>


PART II.  OTHER INFORMATION

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

The information set forth under the heading "Legal Proceedings" in Note 5 to the
unaudited condensed financial statements in this Form 10-Q is incorporated by
reference in this Item 1.

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

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


                                       16


<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: November 14, 2005

                                                PUBLIC STORAGE PROPERTIES, LTD.

                                                BY:  Public Storage, Inc.,
                                                     General Partner





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


                                       17


<PAGE>


EXHIBIT NO.                      EXHIBIT INDEX
------------ -------------------------------------------------------------------

31.1         Rule 13a-14(a)/15d-14(a) Certification of Chief Executive
             Officer.Filed herewith.

31.2         Rule 13a-14(a)/15d-14(a)Certification  of  Chief  Financial
             Officer. Filed herewith.

32           Section 1350  Certification  of Chief  Executive  Officer and Chief
             Financial Officer. Filed herewith.


                                       18