FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                 For the quarterly period ended March 31, 2001
   --------------------------------------------------------------------------

                                       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
                                     0-19141
                     ---------------------------------------


                             CNL Income Fund V, Ltd.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                       Florida                                   59-2922869
---------------------------------------------- ---------------------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)


450 South Orange Avenue
Orlando, Florida                                                    32801
---------------------------------------------- ---------------------------------
      (Address of principal executive offices)                   (Zip Code)


Registrant's telephone number
(including area code)                                          (407) 540-2000
                                               ---------------------------------


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No _________





<PAGE>


                                    CONTENTS





Part I                                                                 Page
                                                                       ----

   Item 1.    Financial Statements:

                  Condensed Balance Sheets                              1

                  Condensed Statements of Income                        2

                  Condensed Statements of Partners' Capital             3

                  Condensed Statements of Cash Flows                    4

                  Notes to Condensed Financial Statements             5-7

   Item 2.    Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                8-12

   Item 3.    Quantitative and Qualitative Disclosures About
                  Market Risk                                          12

Part II

   Other Information                                                13-14




<PAGE>



                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
<S><C>
                                                                             March 31,               December 31,
                                                                               2001                      2000
                                                                         ------------------       -------------------
                               ASSETS

   Land and buildings on operating leases, less accumulated depreciation of
       $2,134,273 and $2,116,569, respectively, and allowance for loss on assets
       of $391,379 and $625,968,
       respectively                                                            $ 8,825,429               $ 8,767,623
   Net investment in direct financing leases                                     1,250,516                 1,627,873
   Investment in joint ventures                                                  1,941,559                 1,939,860
   Mortgage  note  receivable,  less  deferred gain of $136,034 in
       2000                                                                             --                   868,713
   Cash and cash equivalents                                                     2,478,415                 1,137,958
   Receivables, less allowance for doubtful accounts
       of $134,799 in 2000 and 2001                                                 33,947                   139,772
   Due from related party                                                               --                    11,409
   Prepaid expenses                                                                  4,616                     2,810
   Accrued rental income, less allowance for doubtful
       accounts of $1,304 in 2001                                                  363,972                   352,238
                                                                         ------------------       -------------------

                                                                              $ 14,898,454              $ 14,848,256
                                                                         ==================       ===================

                  LIABILITIES AND PARTNERS' CAPITAL

   Accounts payable                                                             $   30,620                $   34,182
   Accrued real estate taxes payable                                                 7,500                     7,012
   Distributions payable                                                         2,180,258                   437,500
   Due to related parties                                                          162,227                   107,135
   Rents paid in advance                                                            10,580                     5,109
                                                                         ------------------       -------------------
       Total liabilities                                                         2,391,185                   590,938

   Partners' capital                                                            12,507,269                14,257,318
                                                                         ------------------       -------------------

                                                                              $ 14,898,454              $ 14,848,256
                                                                         ==================       ===================

See accompanying notes to condensed financial statements.

<PAGE>


                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME


                                                                                    Quarter Ended
                                                                                      March 31,
                                                                                2001              2000
                                                                           ---------------    --------------
Revenues:
    Rental income from operating leases                                         $ 270,471         $ 252,736
    Earned income from direct financing leases                                     40,689            34,729
    Interest and other income                                                      75,069            50,550
                                                                           ---------------    --------------
                                                                                  386,229           338,015
                                                                           ---------------    --------------

Expenses:
    General operating and administrative                                           79,798            42,205
    Professional services                                                          18,281            10,361
    Bad debt expense                                                                   --            18,673
    Real estate taxes                                                               3,465            14,197
    State and other taxes                                                           2,840             6,365
    Depreciation and amortization                                                  58,072            58,402
    Transaction costs                                                                  --            23,692
                                                                           ---------------    --------------
                                                                                  162,456           173,895
                                                                           ---------------    --------------

Income Before Minority Interest in Loss of
    Consolidated Joint Venture, Equity in Earnings
    of Unconsolidated Joint Ventures and Gain on
    Sale of Assets                                                                223,773           164,120

Minority Interest in Loss of Consolidated Joint Venture                                --             4,703

Equity in Earnings of Unconsolidated Joint Ventures                                35,306            49,648

Gain on Sale of Assets                                                            171,130               334
                                                                           ---------------    --------------


Net Income                                                                      $ 430,209         $ 218,805
                                                                           ===============    ==============

Allocation of Net Income:
    General partners                                                               $   --            $   --
    Limited partners                                                              430,209           218,805
                                                                           ---------------    --------------

                                                                                $ 430,209         $ 218,805
                                                                           ===============    ==============

Net Income Per Limited Partner Unit                                              $   8.60          $   4.38
                                                                           ===============    ==============

Weighted Average Number of Limited Partner
    Units Outstanding                                                              50,000            50,000
                                                                           ===============    ==============


See accompanying notes to condensed financial statements.
<PAGE>


                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL


                                                                       Quarter Ended           Year Ended
                                                                         March 31,            December 31,
                                                                           2001                   2000
                                                                     ------------------     -----------------

General partners:
    Beginning balance                                                      $   514,026            $  514,026
    Net income                                                                      --                    --
                                                                     ------------------     -----------------
                                                                               514,026               514,026
                                                                     ------------------     -----------------
Limited partners:
    Beginning balance                                                       13,743,292            15,148,722
    Net income                                                                 430,209               969,570
    Distributions ($43.61 and $47.50 per
       limited partner unit, respectively)                                  (2,180,258 )          (2,375,000 )
                                                                     ------------------     -----------------
                                                                            11,993,243            13,743,292
                                                                     ------------------     -----------------

Total partners' capital                                                   $ 12,507,269          $ 14,257,318
                                                                     ==================     =================


See accompanying notes to condensed financial statements.

<PAGE>


                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS


                                                                                        Quarter Ended
                                                                                          March 31,
                                                                                   2001               2000
                                                                              ----------------    ---------------

Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                                      $  489,690          $ 261,172
                                                                              ----------------    ---------------

    Cash Flows from Investing Activities:
       Proceeds from sale of land and buildings                                       300,386            126,947
       Collections on mortgage note receivable                                        987,881              2,428
                                                                              ----------------    ---------------
          Net cash provided by investing activities                                 1,288,267            129,375
                                                                              ----------------    ---------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                                             (437,500 )         (500,000 )
                                                                              ----------------    ---------------
          Net cash used in financing activities                                      (437,500 )         (500,000 )
                                                                              ----------------    ---------------

Net Increase (Decrease) in Cash and Cash Equivalents                                1,340,457           (109,453 )

Cash and Cash Equivalents at Beginning of Quarter                                   1,137,958          1,984,879
                                                                              ----------------    ---------------

Cash and Cash Equivalents at End of Quarter                                       $ 2,478,415         $1,875,426
                                                                              ================    ===============

Supplemental Schedule of Non-Cash Investing and
    Financing Activities:

       Deferred real estate disposition fees incurred
          and unpaid at end of quarter                                              $   9,750           $  4,050
                                                                              ================    ===============

       Distributions declared and unpaid at end of
          quarter                                                                 $ 2,180,258          $ 500,000
                                                                              ================    ===============


See accompanying notes to condensed to financial statements.

</TABLE>


<PAGE>



                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 2001 and 2000


1.       Basis of Presentation:

         The accompanying unaudited condensed financial statements have been
         prepared in accordance with the instructions to Form 10-Q and do not
         include all of the information and note disclosures required by
         generally accepted accounting principles. The financial statements
         reflect all adjustments, consisting of normal recurring adjustments,
         which are, in the opinion of management, necessary to a fair statement
         of the results for the interim periods presented. Operating results for
         the quarter ended March 31, 2001, may not be indicative of the results
         that may be expected for the year ending December 31, 2001. Amounts as
         of December 31, 2000, included in the financial statements, have been
         derived from audited financial statements as of that date.

         These unaudited financial statements should be read in conjunction with
         the financial statements and notes thereto included in Form 10-K of CNL
         Income Fund V, Ltd. (the "Partnership") for the year ended December 31,
         2000.

2.       Reclassification:
         ----------------

         Certain items in the prior years' financial statements have been
         reclassified to conform to 2001 presentation. These reclassifications
         had no effect on total partners' capital or net income.

3.       Land and Buildings on Operating Leases:
         --------------------------------------

         During the quarter ended March 31, 2001, the Partnership sold its
         property in Daleville, Indiana, to a third party for $325,000 and
         received net sales proceeds of $300,386 resulting in a gain of $35,096
         for financial reporting purposes. In connection with the sale, the
         Partnership incurred a deferred, subordinated, real estate disposition
         fee of $9,750 (see Note 7).

4.       Net Investment in Direct Financing Leases:
         -----------------------------------------

         During the quarter ended March 31, 2001, the tenant of the Denny's
         property in Huron, Ohio terminated its lease due to financial
         difficulties. As a result, the Partnership reclassified the asset from
         net investment in direct financing leases to land and buildings on
         operating leases. In accordance with Statement of Financial Accounting
         Standards No. 13, "Accounting for Leases," the Partnership recorded the
         reclassified asset at the lower of original cost, present fair value,
         or present carrying amount. No loss on reclassification of direct
         financing lease was recorded for financial reporting purposes.


<PAGE>


                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 2001 and 2000


5.       Mortgage Note Receivable:
         ------------------------

         During 1995, the Partnership accepted a promissory note in connection
         with the 1995 sale of one of its properties. During the quarter ended
         March 31, 2001, the Partnership collected the outstanding principal and
         interest balance of $1,004,747 relating to the promissory note accepted
         in connection with the sale of the property in Myrtle Beach, South
         Carolina, and in connection therewith, the Partnership recognized the
         remaining gain of $136,034 relating to this property, in accordance
         with Statement of Financial Accounting Standards No. 66, "Accounting
         for Sales of Real Estate."

6.       Allocations and Distributions:
         -----------------------------

         During the quarters ended March 31, 2001 and 2000, the Partnership
         declared distributions to the limited partners of $2,180,258 and
         $500,000, respectively. Distributions for the quarter ended March 31,
         2001, included a special distribution of $1,750,000 as a result of the
         distribution of net sales proceeds from the sale of its property in
         Daleville, Indiana and the 1999 payoff of the promissory note accepted
         in connection with the sale of the property in St. Cloud, Florida and
         the 2001 payoff of the promissory note accepted in connection with the
         sale of the property in Myrtle Beach, South Carolina. This special
         distribution was effectively a return of a portion of the limited
         partners' investment, although in accordance with the partnership
         agreement, $1,336,152 was applied toward the limited partners' 10%
         Preferred Return and the balance of $413,848 was treated as a return of
         capital for purposes of calculating the limited partners' 10% Preferred
         Return. As a result of the return of capital in 2001, the amount of the
         limited partners' invested capital contributions (which generally is
         the limited partners' capital contributions, less distributions from
         the sale of a property that are considered to be a return of capital)
         was decreased; therefore, the amount of the limited partners' invested
         capital contributions on which the 10% Preferred Return is calculated
         was lowered accordingly. As a result of the sales of the properties,
         the Partnership's total revenue was reduced, while the majority of the
         Partnership's operating expenses remained fixed. Therefore,
         distributions of net cash flow were adjusted during the quarter ended
         March 31, 2001. No distributions have been made to the general partners
         to date.

7.       Related Party Transactions:
         --------------------------

         An  affiliate  of the  Partnership  is  entitled to receive a deferred,
         subordinated real estate  disposition fee, payable upon the sale of one
         or more  properties  based on the lesser of one-half  of a  competitive
         real  estate  commission  or three  percent  of the sales  price if the
         affiliate  provides a substantial amount of services in connection with
         the sale. However,

<PAGE>



                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 2001 and 2000


7.       Related Party Transactions - Continued:
         --------------------------------------

         if the net sales proceeds are reinvested in a replacement property, no
         such real estate disposition fees will be incurred until such
         replacement property is sold and the net sales proceeds are
         distributed. The payment of the real estate disposition fee is
         subordinated to receipt by the limited partners of their aggregate 10%
         preferred return, plus their adjusted capital contributions. During the
         quarter ended March 31, 2001, the Partnership incurred a deferred,
         subordinated , real estate disposition fee of $9,750 as a result of the
         sale of a property (see Note 2).


<PAGE>


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

         CNL Income Fund V, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on August 17, 1988, to acquire for cash, either
directly or through joint venture and tenancy in common arrangements, both newly
constructed and existing restaurants, as well as land upon which restaurants
were to be constructed, which are leased primarily to operators of national and
regional fast-food and family-style restaurant chains (collectively, the
"Properties"). The leases generally are triple-net leases, with the lessees
responsible for all repairs and maintenance, property taxes, insurance and
utilities. As of March 31, 2001, the Partnership owned 20 Properties, which
included interests in two Properties owned by joint ventures in which the
Partnership is a co-venturer and two Properties owned with affiliates of the
general partners as tenants-in-common.

Capital Resources

         During the quarters ended March 31, 2001 and 2000, the Partnership
generated cash from operations (which includes cash received from tenants,
distributions from joint ventures, and interest and other income received, less
cash paid for expenses). Cash from operations was $489,690 and $261,172 for the
quarters ended March 31, 2001 and 2000, respectively. The increase in cash from
operations for the quarter ended March 31, 2001 was a result of changes in
income and expenses, as described in "Results of Operations" below, and changes
in the Partnership's working capital.

         Other sources and uses of capital included the following during the
quarter ended March 31, 2001.

         During the quarter ended March 31, 2001, the Partnership sold its
Property in Daleville, Indiana to a third party for $325,000 and received net
sales proceeds of $300,386 resulting in a gain of $35,096 for financial
reporting purposes. The Partnership intends to distribute the net sales proceeds
as a special distribution to the limited partners, as described below. The
Partnership will distribute amounts sufficient to enable the limited partners to
pay federal and state income taxes, if any (at a level reasonably assumed by the
general partners), resulting from the sale.

         During 1995, the Partnership accepted a promissory note in connection
with the 1995 sale of one of its Properties. During the quarter ended March 31,
2001, the Partnership collected the outstanding principal balance of $987,881
relating to the promissory note accepted in connection with the sale of the
Property in Myrtle Beach, South Carolina. The Partnership intends to distribute
the amounts collected as a special distribution to the limited partners, as
described below.

         Currently, rental income from the Partnership's Properties, net sales
proceeds held by the Partnership and any amounts collected from the promissory
note are invested in money market accounts or other short-term, highly liquid
investments, such as demand deposit accounts at commercial banks, money market
accounts and certificates of deposit with less than a 30-day maturity date,
pending the Partnership's use of such funds to pay Partnership expenses and to
make distributions to the partners. At March 31, 2001, the Partnership had
$2,478,415 invested in such short-term investments, as compared to $1,137,958 at
December 31, 2000. The increase in cash and cash equivalents at March 31, 2001,
was primarily a result of the Partnership holding the net sales proceeds it
received from the sale of its Property in Daleville, Indiana pending
reinvestment in an additional Property, and the Partnership receiving the payoff
of the promissory note, as described above. The funds remaining at March 31,
2001, will be used towards the payment of distributions to the limited partners
or used to meet the Partnership's working capital needs.

Short-Term Liquidity

         The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.

         The Partnership's investment strategy of acquiring Properties for cash
and leasing them under triple-net leases to operators who meet specified
financial standards minimizes the Partnership's operating expenses. The general
partners believe that the leases will continue to generate cash flow in excess
of operating expenses.

         The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection with
the operations of the Partnership.

         The Partnership generally distributes cash from operations remaining
after the payment of operating expenses of the Partnership, to the extent that
the general partners determine that such funds are available for distribution.
Based on current and anticipated future cash from operations, and for the
quarter ended March 31, 2001, sales proceeds from the 2001 sale of the Property
in Daleville, Indiana and the 1999 payoff of the promissory note accepted in
connection with the sale of the Property in St. Cloud, Florida and the 2001
payoff of the promissory note accepted in connection with the sale of the
Property in Myrtle Beach, South Carolina, the Partnership declared distributions
to the limited partners of $2,180,258 and $500,000 for the quarters ended March
31, 2001 and 2000, respectively. This represents distributions of $43.61 and
$10.00 per unit for the quarters ended March 31, 2001 and 2000, respectively.
Distributions for the quarter ended March 31, 2001, included $1,750,000 in a
special distribution, as a result of the distribution of net sales proceeds from
the sale of the Property in Daleville, Indiana and the payoff of the promissory
notes accepted in connection with the sale of the Properties in Myrtle Beach,
South Carolina and St. Cloud, Florida. This special distribution was effectively
a return of a portion of the limited partners' investment, although in
accordance with the partnership agreement, $1,336,152 was applied toward the
limited partners' 10% Preferred Return and the balance of $413,848 was treated
as a return of capital for purposes of calculating the limited partners' 10%
Preferred Return. As a result of the return of capital in 2001, the amount of
the limited partners' invested capital contributions (which generally is the
limited partners' capital contributions, less distributions from the sale of a
Property that are considered to be a return of capital) was decreased;
therefore, the amount of the limited partners' invested capital contributions on
which the 10% Preferred Return is calculated was lowered accordingly. As a
result of the sales of the Properties, the Partnership's total revenue was
reduced, while the majority of the Partnership's operating expenses remained
fixed. Therefore, distributions of net cash flow were adjusted during the
quarter ended March 31, 2001. No distributions were made to the general partners
for the quarters ended March 31, 2001 and 2000. No amounts distributed to the
limited partners for the quarter ended March 31, 2000 are required to be or have
been treated by the Partnership as a return of capital for purposes of
calculating the limited partners' return on their adjusted capital
contributions. The Partnership intends to continue to make distributions of cash
available for distribution to the limited partners on a quarterly basis.

         Total liabilities of the Partnership increased to $2,391,185 at March
31, 2001, from $590,938 at December 31, 2000, primarily as a result of the
Partnership accruing a special distribution of $1,750,000 from the 1999 payoff
of the promissory note accepted in connection with the sale of the Property in
St. Cloud, Florida and the 2001 payoff of the promissory note accepted in
connection with the sale of the Property in Myrtle Beach, South Carolina and the
net sales proceeds from the sale of the Partnership's Property in Daleville,
Indiana. The general partners believe that the Partnership has sufficient cash
on hand to meet current working capital needs.

Long-Term Liquidity

         The Partnership has no long-term debt or other long-term liquidity
requirements.

Results of Operations

         During the quarter ended March 31, 2000, the Partnership and its
consolidated joint venture, CNL/Longacre Joint Venture, owned and leased 18
wholly owned Properties (including one Property which was sold in March 2000)
and during the quarter ended March 31, 2001, the Partnership owned and leased 17
wholly owned Properties (including one Property which was sold in March 2001),
to operators of fast-food and family-style restaurant chains. In connection
therewith, during the quarter ended March 31, 2001, the Partnership earned, and
during the quarter ended March 31, 2000, the Partnership and CNL/Longacre Joint
Venture, which was dissolved subsequent to March 31, 2000, earned $311,160 and
$287,465, respectively, in rental income from operating leases and earned income
from direct financing leases.

         Rental and earned income increased during the quarter ended March 31,
2001 as compared to the quarter ended March 31, 2000, partially due to the fact
that in 2000 the Partnership established an allowance for doubtful accounts for
past due rental amounts in accordance with the Partnership's policy, relating to
the Properties in Huron, Ohio and New Castle, Indiana. No such allowance was
established during the quarter ended March 31, 2001.

         In February 2001 the tenant of the Property in Huron, Ohio terminated
its lease and ceased restaurant operations. In connection therewith, during the
quarter ended March 31, 2001, the Partnership received $150,000 as satisfaction
for outstanding receivable amounts and in consideration for the Partnership
releasing the tenant from its obligations under the lease. The Partnership is
currently seeking a new tenant or purchaser for this Property. The Partnership
will not recognize any rental income relating to this Property until such time
as the Partnership executes a new lease or until the Property is sold and the
proceeds from such sale are reinvested in an additional Property. The lost
revenues resulting from the vacant Property could have an adverse effect on the
results of operations of the Partnership if the Partnership is not able to
re-lease the Property in a timely manner.

         Rental and earned income during the quarters ended March 31, 20001 and
2000 continued to remain at reduced amounts due to the fact that the Partnership
is not receiving any rental income relating to the Property in Lebanon, New
Hampshire. Rental and earned income are expected to remain at reduced amounts
until such time as the Partnership executes a new lease or until the Property is
sold and the proceeds from such sale are reinvested in an additional Property.
The Partnership is currently seeking either a new tenant or purchaser for this
Property.

         For the quarters ended March 31, 2001 and 2000, the Partnership owned
and leased two Properties indirectly through joint venture arrangements and two
Properties as tenants-in-common with affiliates of the general partners. In
addition, during the quarter ended March 31, 2000, the Partnership owned and
leased an additional Property indirectly through a joint venture arrangement. In
connection therewith, the Partnership earned $35,306 and $49,648, respectively,
attributable to net income earned by unconsolidated joint ventures in which the
Partnership is a co-venturer. The decrease in net income earned by these joint
ventures during the quarter ended March 31, 2001, as compared to March 31, 2000,
was primarily attributable to the fact that in 1998, the tenant of the Property
in Mesa, Arizona, in which the Partnership owns an approximate 42 percent
interest with an affiliate of the general partners as tenants-in-common, filed
for bankruptcy and in June 2000, rejected the lease relating to the only
Property leased by this tenant. As a result, this tenant discontinued making
rental payments on the rejected lease. The Partnership will not recognize any
rental income until a replacement tenant is located. Accordingly, the
Partnership expects that net income earned by joint ventures will remain at
reduced levels until a replacement tenant is located for this Property. The lost
revenues resulting from the rejected and vacant Property could have an adverse
effect on the results of operations of the Partnership if the Partnership is not
able to re-lease the Property in a timely manner. The Partnership is currently
seeking a new tenant for the rejected and vacant Property.

         Operating expenses, including depreciation expense, were $162,456 and
$173,895 for the quarters ended March 31, 2001 and 2000, respectively. Operating
expenses were higher during the quarter ended March 31, 2000, as compared to the
quarter ended March 31, 2001, as a result of the fact that during the quarter
ended March 31, 2000, the Partnership incurred $23,692 in transaction costs
related to the general partners retaining financial and legal advisors to assist
them in evaluating and negotiating the proposed merger with CNL American
Properties Fund, Inc. ("APF"). On March 1, 2000, the general partners and APF
mutually agreed to terminate the merger. No such expenses were incurred during
the quarter ended March 31, 2001. In addition, operating expenses were higher
during the quarter ended March 31, 2000, as compared to the quarter ended March
31, 2001, due to the Partnership recording approximately $18,600 in bad debt
expense relating to the Property in Huron, Ohio for which the tenant terminated
its lease, as described above. The decrease in operating expenses during the
quarter ended March 31, 2001 was partially offset by an increase in the costs
incurred for administrative expenses for servicing the Partnership and its
Properties, as permitted by the Partnership agreement.

         As a result of the sale of the Properties in Myrtle Beach, South
Carolina and St. Cloud, Florida in 1995 and 1996, respectively, and recording
the gains from such sales using the installment method, the Partnership
recognized gains for financial reporting purposes of $136,034 and $334 during
the quarters ended March 31, 2001 and 2000, respectively. The gain recognized
during the quarter ended March 31, 2001 increased due to the fact that during
the quarter ended March 31, 2001, the Partnership collected the remaining
outstanding balance relating to the promissory note collateralized by a Property
in Myrtle Beach, South Carolina, which the Partnership sold in 1995, which
accelerated the recognition of the gain for financial reporting purposes. In
addition, as a result of the sale of the Property in Daleville, Indiana, the
Partnership recognized a gain of $35,096, for financial reporting purposes
during the quarter ended March 31, 2001.


ITEM 3.           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.



<PAGE>
                           PART II. OTHER INFORMATION


Item 1.      Legal Proceedings.   Inapplicable.
             ------------------

Item 2.      Changes in Securities.       Inapplicable.
             --------------------------

Item 3.      Default upon Senior Securities.   Inapplicable.
             -------------------------------

Item 4.      Submission of Matters to a Vote of Security Holders. Inapplicable.
             ----------------------------------------------------

Item 5.      Other Information.        Inapplicable.
             ------------------

Item 6.      Exhibits and Reports on Form 8-K.
             ---------------------------------

(a)      Exhibits

                     3.1      Amended and Restated  Affidavit and Certificate of
                              Limited  Partnership  of CNL  Income  Fund V, Ltd.
                              (Included  as Exhibit  3.1 to Form 10-K filed with
                              the  Securities  and Exchange  Commission on March
                              31, 1994, and incorporated herein by reference.)

                     4.1      Amended and Restated  Affidavit and Certificate of
                              Limited  Partnership  of CNL  Income  Fund V, Ltd.
                              (Included  as Exhibit  3.1 to Form 10-K filed with
                              the  Securities  and Exchange  Commission on March
                              31, 1994, and incorporated herein by reference.)

                     4.2      Amended and Restated  Certificate and Agreement of
                              Limited  Partnership  of CNL  Income  Fund V, Ltd.
                              (Included  as Exhibit  4.2 to Form 10-K filed with
                              the  Securities  and Exchange  Commission on March
                              31, 1994, and incorporated herein by reference.)

                     10.1     Management  Agreement (Included as Exhibit 10.1 to
                              Form 10-K filed with the  Securities  and Exchange
                              Commission  on March 31,  1994,  and  incorporated
                              herein by reference.)

                     10.2     Assignment  of  Management   Agreement   from  CNL
                              Investment  Company to CNL Income  Fund  Advisors,
                              Inc.  (Included as Exhibit 10.2 to Form 10-K filed
                              with the  Securities  and Exchange  Commission  on
                              March  30,  1995,  and   incorporated   herein  by
                              reference.)

                     10.3     Assignment of Management Agreement from CNL Income
                              Fund  Advisors,  Inc. to CNL Fund  Advisors,  Inc.
                              (Included  as Exhibit 10.3 to Form 10-K filed with
                              the Securities and Exchange Commission on April 1,
                              1996, and incorporated herein by reference.)

                     (b)      Reports on Form 8-K

                           No reports on Form 8-K were filed during the quarter
ended March 31, 2001.



<PAGE>



                                   SIGNATURES


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

         DATED this 11th day of May, 2001

                CNL INCOME FUND V, LTD.


                By:       CNL REALTY CORPORATION
                           General Partner


                         By:       /s/ James M. Seneff, Jr.
                                   --------------------------------------
                                   JAMES M. SENEFF, JR.
                                   Chief Executive Officer
                                   (Principal Executive Officer)


                         By:       /s/ Robert A. Bourne
                                   --------------------------------------
                                   ROBERT A. BOURNE
                                   President and Treasurer
                                   (Principal Financial and
                                   Accounting Officer)