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, 2003
   --------------------------------------------------------------------------

                                       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 _________

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act):Yes___ No X




<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             5-6

   Item 2.    Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                 7-9

   Item 3.    Quantitative and Qualitative Disclosures About
                  Market Risk                                         9

   Item 4.    Controls and Procedures                                 9

Part II

   Other Information                                                  10-11




<PAGE>


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

<TABLE>
<CAPTION>

                                                                             March 31,               December 31,
                                                                               2003                      2002
                                                                         ------------------       -------------------

 <c>
                               ASSETS

   Real estate properties with operating leases, net                         $   6,345,081             $   6,389,697
   Net investment in direct financing leases                                     1,188,125                 1,196,659
   Investment in joint ventures                                                  1,931,241                 1,933,290
   Cash and cash equivalents                                                       388,493                   456,266
   Receivables, less allowance for doubtful accounts
       of $8,040 in 2002                                                            24,883                    25,233
   Accrued rental income                                                           368,138                   362,640
   Other assets                                                                     10,457                     5,262
                                                                         ------------------       -------------------

                                                                             $  10,256,418             $  10,369,047
                                                                         ==================       ===================

                  LIABILITIES AND PARTNERS' CAPITAL

   Accounts payable                                                           $     21,846              $     10,324
   Real estate taxes payable                                                         3,590                     6,935
   Distributions payable                                                           351,233                   351,233
   Due to related parties                                                          209,376                   207,291
   Rents paid in advance and deposits                                               14,348                    16,126
                                                                         ------------------       -------------------
       Total liabilities                                                           600,393                   591,909

   Partners' capital                                                             9,656,025                 9,777,138
                                                                         ------------------       -------------------

                                                                             $  10,256,418             $  10,369,047
                                                                         ==================       ===================

</TABLE>
           See accompanying notes to condensed financial statements.

<PAGE>


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

<TABLE>
<CAPTION>

                                                                                        Quarter Ended
                                                                                          March 31,
                                                                                   2003               2002
                                                                               --------------    ---------------

 <c>
    Revenues:
        Rental income from operating leases                                       $  227,269         $  224,529
        Earned income from direct financing leases                                    32,593             33,423
        Contingent rental income                                                      23,513             10,036
        Interest and other income                                                      1,793              5,659
                                                                               --------------    ---------------
                                                                                     285,168            273,647
                                                                               --------------    ---------------

    Expenses:
        General operating and administrative                                          54,299             60,711
        Property expenses                                                              1,718              4,984
        State and other taxes                                                          3,748              4,992
        Depreciation                                                                  44,616             44,619
                                                                               --------------    ---------------
                                                                                     104,381            115,306
                                                                               --------------    ---------------

    Income Before Gain on Sale of Assets and Equity in
        Earnings of Joint Ventures                                                   180,787            158,341

    Gain on Sale of Assets                                                                --            571,757

    Equity in Earnings of Joint Ventures                                              49,333             50,700
                                                                               --------------    ---------------

    Income from Continuing Operations                                                230,120            780,798

    Discontinued Operations:
        Loss from discontinued operations                                                 --             (5,114 )
                                                                               --------------    ---------------

    Net Income                                                                    $  230,120         $  775,684
                                                                               ==============    ===============

    Net (Loss) Income Per Limited Partner Unit
        Continuing Operations                                                      $    4.60          $   15.61
        Discontinued Operations                                                           --              (0.10 )
                                                                               --------------    ---------------
                                                                                   $    4.60          $   15.51
                                                                               ==============    ===============


    Weighted Average Number of Limited Partner
        Units Outstanding                                                             50,000             50,000
                                                                               ==============    ===============
</TABLE>
           See accompanying notes to condensed financial statements.


<PAGE>


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

<TABLE>
<CAPTION>

                                                                        Quarter Ended           Year Ended
                                                                          March 31,            December 31,
                                                                            2003                   2002
                                                                      ------------------     -----------------

 <c>
  General partners:
      Beginning balance                                                    $    514,026          $    514,026
      Net income                                                                     --                    --
                                                                      ------------------     -----------------
                                                                                514,026               514,026
                                                                      ------------------     -----------------
  Limited partners:
      Beginning balance                                                       9,263,112            11,218,233
      Net income                                                                230,120             1,622,451
      Distributions ($7.02 and $71.55 per
         limited partner unit, respectively)                                   (351,233 )          (3,577,572 )
                                                                      ------------------     -----------------
                                                                              9,141,999             9,263,112
                                                                      ------------------     -----------------

  Total partners' capital                                                 $   9,656,025         $   9,777,138
                                                                      ==================     =================


</TABLE>
           See accompanying notes to condensed financial statements.

<PAGE>


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

<TABLE>
<CAPTION>

                                                                                         Quarter Ended
                                                                                           March 31,
                                                                                    2003               2002
                                                                               ----------------    ---------------

 <c>
  Increase (Decrease) in Cash and Cash Equivalents

      Net Cash Provided by Operating Activities                                    $   283,460         $  293,125
                                                                               ----------------    ---------------

      Cash Flows from Investing Activities:
         Proceeds from sale of real estate properties                                       --          1,902,808
                                                                               ----------------    ---------------
            Net cash provided by investing activities                                       --          1,902,808
                                                                               ----------------    ---------------

      Cash Flows from Financing Activities:
         Distributions to limited partners                                            (351,233 )         (430,258 )
                                                                               ----------------    ---------------
            Net cash used in financing activities                                     (351,233 )         (430,258 )
                                                                               ----------------    ---------------

  Net Increase (Decrease) in Cash and Cash Equivalents                                 (67,773 )        1,765,675

  Cash and Cash Equivalents at Beginning of Quarter                                    456,266            313,783
                                                                               ----------------    ---------------

  Cash and Cash Equivalents at End of Quarter                                      $   388,493        $ 2,079,458
                                                                               ================    ===============

  Supplemental Schedule of Non-Cash Investing and
      Financing Activities:

         Deferred real estate disposition fees incurred
            and unpaid at end of quarter                                              $     --          $  57,930
                                                                               ================    ===============

         Distributions declared and unpaid at end of
            quarter                                                                $   351,233        $ 1,512,607
                                                                               ================    ===============

</TABLE>
           See accompanying notes to condensed financial statements.




<PAGE>

                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 2003 and 2002


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 the general partners,  necessary to a fair
         statement of the results for the interim periods  presented.  Operating
         results for the quarter ended March 31, 2003,  may not be indicative of
         the results that may be expected for the year ending December 31, 2003.
         Amounts as of December 31, 2002, 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,
         2002.

         In January  2003,  FASB issued FASB  Interpretation  No. 46 ("FIN 46"),
         "Consolidation  of  Variable  Interest  Entities"  to  expand  upon and
         strengthen  existing  accounting guidance that addresses when a company
         should include the assets, liabilities and activities of another entity
         in  its  financial  statements.   To  improve  financial  reporting  by
         companies  involved  with variable  interest  entities  (more  commonly
         referred  to  as   special-purpose   entities  or   off-balance   sheet
         structures),  FIN  46  requires  that a  variable  interest  entity  be
         consolidated by a company if that company is subject to a majority risk
         of loss from the variable interest  entity's  activities or entitled to
         receive a majority of the entity's  residual  returns or both. Prior to
         FIN 46, a company generally included another entity in its consolidated
         financial  statements  only if it controlled  the entity through voting
         interests.  Consolidation  of variable  interest  entities will provide
         more complete information about the resources,  obligations,  risks and
         opportunities   of  the   consolidated   company.   The   consolidation
         requirements of FIN 46 apply  immediately to variable interest entities
         created after  January 31, 2003,  and to older  entities,  in the first
         fiscal  year or  interim  period  beginning  after June 15,  2003.  The
         general partners believe adoption of this standard may result in either
         consolidation or additional disclosure requirements with respect to the
         Partnership's  unconsolidated  joint  ventures or properties  held with
         affiliates  of the  general  partners as  tenants-in-common,  which are
         currently  accounted  for  under  the  equity  method.   However,  such
         consolidation is not expected to significantly impact the Partnership's
         results of operations.

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

         Certain  items in the  prior  year's  financial  statements  have  been
         reclassified to conform to 2003 presentation.  These  reclassifications
         had no effect on total partners' capital or net income.


<PAGE>


                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 2003 and 2002


3.       Concentration of Credit Risk:
         ----------------------------

         The following  schedule  presents total rental revenues from individual
         lessees,  or affiliated groups of lessees,  each representing more than
         10%  of  the  Partnership's   total  rental  revenues   (including  the
         Partnership  share of total rental revenues from  unconsolidated  joint
         ventures and the properties held as  tenants-in-common  with affiliates
         of the general partners) for each of the quarters ended March 31:
<TABLE>
<CAPTION>

                                                                       2003               2002
                                                                  ---------------    ---------------

 <c>
                  Slaymaker Group, Inc.                                $  44,676         $   45,107
                  IHOP Properties, Inc.                                   34,864             34,864
                  Captain D's Realty, LLC                                 34,069                N/A
                  Golden Corral Corporation                                  N/A             33,038
</TABLE>

         In addition, the following schedule presents total rental revenues from
         individual  restaurant  chains,  each representing more than 10% of the
         Partnership's  total rental revenues (including the Partnership's share
         of total rental revenues from joint ventures and the properties held as
         tenants-in-common  with affiliates of the general partners) for each of
         the quarters ended March 31:
<TABLE>
<CAPTION>

                                                                       2003               2002
                                                                  ---------------    ---------------

 <c>
                  Golden Corral Family Steakhouse                      $  55,251         $   47,474
                  Tony Roma's                                             44,675             45,107
                  IHOP                                                    34,864             34,864
                  Captain D's                                             34,069                N/A
</TABLE>

         The  information   denoted  by  N/A  indicates  that  for  each  period
         presented,  the tenant or the chain did not represent  more than 10% of
         the Partnership's total rental revenues.

         Although the Partnership's properties have some geographic diversity in
         the United States and the  Partnership's  lessees  operate a variety of
         restaurant concepts,  default by any one of these lessees or restaurant
         chains,  will  significantly  impact the results of  operations  of the
         Partnership  if the  Partnership is not able to re-lease the properties
         in a timely manner.




<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, 2002, the Partnership  owned 13 Properties  directly
and four  Properties  indirectly  through  joint  venture  or  tenancy in common
arrangements. As of March 31, 2003, the Partnership owned 12 Properties directly
and four  Properties  indirectly  through  joint  venture  or  tenancy in common
arrangements.

Capital Resources

         Cash from  operating  activities  was  $283,460  and  $293,125  for the
quarters ended March 31, 2003 and 2002, respectively.  The decrease in cash from
operating  activities  for the quarter  ended March 31, 2003, as compared to the
same  period  of 2002,  was a result of  changes  in the  Partnership's  working
capital.

         At March  31,  2003,  the  Partnership  had  $388,493  in cash and cash
equivalents as compared to $456,266 at December 31, 2002. The funds remaining at
March 31, 2003 will be used to meet the Partnership's working capital needs.

Short-Term Liquidity

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

         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 funds are available for distribution.  Based
on current  and  anticipated  future cash from  operations,  and for the quarter
ended March 31, 2002,  net sales  proceeds from the sale of several  Properties,
the Partnership  declared  distributions to the limited partners of $351,233 and
$1,512,607  for the quarters ended March 31, 2003 and 2002,  respectively.  This
represents  distributions  of $7.02 and $30.25 per unit for the  quarters  ended
March 31, 2003 and 2002,  respectively.  The  distribution for the quarter ended
March 31, 2002 included $1,150,000 in a special distribution, as a result of the
distribution  of net sales  proceeds  from the 2002 sale of several  Properties.
This  special   distribution  during  the  quarter  ended  March  31,  2002  was
effectively a return of a portion of the limited partners' investment,  although
in accordance  with the partnership  agreement,  $737,585 was applied toward the
limited  partners' 10% Preferred  Return and the balance of $412,415 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,  the  amount of the
limited partners' invested capital contributions (which generally is the limited
partners' capital contributions,  less distributions from the sale of Properties
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 in previous  years,  the  Partnership's  total  revenues have
declined and are expected to remain  reduced in  subsequent  periods,  while the
majority of the  Partnership's  operating  expenses have remained  fixed and are
expected to remain fixed. Due to the above mentioned sales of Properties, and to
current and anticipated  cash from  operations,  distributions  of net cash flow
were adjusted  during the quarters ended March 31, 2002. No  distributions  were
made to the general partners for the quarters ended March 31, 2003 and 2002. 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  were $600,393 at March 31, 2003,
as compared  to  $591,909 at December  31,  2002.  The  increase  was  partially
attributable to an increase in accounts payable.  Total liabilities at March 31,
2003,  to the extent they exceed cash and cash  equivalents  at March 31,  2003,
will be paid from  future  cash  from  operations  and in the event the  general
partners  elect  to  make  additional  contributions,   from  general  partners'
contributions.

Long-Term Liquidity

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

Results of Operations

         Total rental  revenues were $259,862 during the quarter ended March 31,
2003, as compared to $257,952 during the same period of 2002. During the quarter
ended March 31, 2003, the Partnership  also earned $23,513 in contingent  rental
income,  as compared to $10,036  for the same  period of 2002.  The  increase in
contingent  rental  income was due to an increase in sales  reported by a tenant
and due to an  increase  in gross sales of certain  restaurant  Properties,  the
leases of which require the payment of contingent rent.

         The Partnership  also earned $49,333  attributable to net income earned
by joint  ventures  during the  quarter  ended  March 31,  2003,  as compared to
$50,700 during the same period of 2002.

         During  the  quarter  ended  March  31,  2003,  three  lessees  of  the
Partnership,  Slaymaker  Group,  Inc.,  IHOP  Properties,  Inc., and Captain D's
Realty,  LLC, each contributed more than 10% of the  Partnership's  total rental
revenues  (including  the  Partnership's  share  of  the  rental  revenues  from
Properties  owned by  unconsolidated  joint ventures and  Properties  owned with
affiliates  of the general  partners as  tenants-in-common).  It is  anticipated
that, based on the minimum rental payments  required by the leases,  these three
lessees will continue to  contribute  more than 10% of the  Partnership's  total
rental  revenues.  In addition,  during the quarter  ended March 31, 2003,  four
Restaurant Chains, Golden Corral Family Steakhouse,  Tony Roma's Famous for Ribs
Restaurants,  IHOP and  Captain  D's,  each  accounted  for more than 10% of the
Partnership's  total rental revenues  during 2003  (including the  Partnership's
share of the rental  revenues  from  Properties  owned by  unconsolidated  joint
ventures  and  Properties  owned with  affiliates  of the  general  partners  as
tenants-in-common).  It is anticipated  that these four  Restaurant  Chains each
will continue to account for more than 10% of the total rental revenues to which
the Partnership is entitled under the terms of the leases.  Any failure of these
lessees or restaurant chains will materially affect the Partnership's  income if
the Partnership is not able to re-lease the Properties in a timely manner.

         Operating expenses,  including  depreciation and amortization  expense,
were  $104,381  during the quarter ended March 31, 2003, as compared to $115,306
during  the same  period of 2002.  Operating  expenses  were  higher  during the
quarter ended March 31, 2002 because the Partnership  incurred  certain expenses
such as real  estate  taxes,  as a  result  of the  tenant  of the  Property  in
Lawrenceville, Georgia terminating its lease. In June 2002, the Partnership sold
the Property and did not incur any additional expenses relating to this Property
after the sale had occurred.

         During the year ended December 31, 2002, the Partnership identified and
sold  one  Property  that  was  classified  as  Discontinued  Operations  in the
accompanying financial statements.  The Partnership recognized a net rental loss
(rental  revenues less  Property  related  expenses) of $5,114  relating to this
Property  during the quarter  ended March 31,  2002.  The  Partnership  sold the
Property in Lawrenceville, Georgia subsequent to March 31, 2002.

         As a  result  of the  sale  of the  Properties  in  West  Lebanon,  New
Hampshire and  Bountiful,  Utah,  during the quarter  ended March 31, 2002,  the
Partnership recognized gains of $571,757.

         In January  2003,  FASB issued FASB  Interpretation  No. 46 ("FIN 46"),
"Consolidation  of Variable  Interest  Entities"  to expand upon and  strengthen
existing  accounting  guidance that  addresses when a company should include the
assets,   liabilities   and  activities  of  another  entity  in  its  financial
statements.  To improve financial  reporting by companies involved with variable
interest  entities (more  commonly  referred to as  special-purpose  entities or
off-balance sheet  structures),  FIN 46 requires that a variable interest entity
be  consolidated  by a company if that company is subject to a majority  risk of
loss from the variable  interest  entity's  activities  or entitled to receive a
majority of the entity's  residual  returns or both.  Prior to FIN 46, a company
generally included another entity in its consolidated  financial statements only
if it controlled the entity through voting interests.  Consolidation of variable
interest  entities will provide more complete  information  about the resources,
obligations,   risks  and  opportunities  of  the  consolidated   company.   The
consolidation  requirements  of FIN 46 apply  immediately  to variable  interest
entities  created after January 31, 2003,  and to older  entities,  in the first
fiscal  year or interim  period  beginning  after  June 15,  2003.  The  general
partners believe adoption of this standard may result in either consolidation or
additional   disclosure   requirements   with   respect  to  the   Partnership's
unconsolidated  joint ventures or properties held with affiliates of the general
partners  as  tenants-in-common,  which are  currently  accounted  for under the
equity method.  However,  such  consolidation  is not expected to  significantly
impact the Partnership's results of operations.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.


ITEM 4.  CONTROLS AND PROCEDURES

         The  general  partners  maintain  a  set  of  disclosure  controls  and
procedures  designed to ensure that information  required to be disclosed in the
Partnership's  filings  under the  Securities  Exchange Act of 1934 is recorded,
processed,  summarized  and reported  within the time  periods  specified in the
Securities and Exchange  Commission's  rules and forms. The principal  executive
and  financial  officers of the  corporate  general  partner have  evaluated the
Partnership's  disclosure  controls and  procedures  within 90 days prior to the
filing  of this  Quarterly  Report on Form  10-Q and have  determined  that such
disclosure controls and procedures are effective.

         Subsequent to the above evaluation,  there were no significant  changes
in internal  controls or other  factors  that could  significantly  affect these
controls,   including  any   corrective   actions  with  regard  to  significant
deficiencies and material weaknesses.



<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.)

                  10.4     Assignment  of  Management  Agreement  from  CNL Fund
                           Advisors,  Inc. to CNL APF Partners, LP. (Included as
                           Exhibit  10.4 to Form 10-Q filed with the  Securities
                           and  Exchange  Commission  on  August  9,  2001,  and
                           incorporated herein by reference.)

                  10.5     Assignment  of  Management  Agreement  from  CNL  APF
                           Partners, LP to CNL Restaurants XVIII, Inc. (Included
                           as   Exhibit   10.5  to  Form  10-Q  filed  with  the
                           Securities  and  Exchange  Commission  on August  13,
                           2002, and incorporated herein by reference.)

                  99.1     Certification of Chief Executive Officer of Corporate
                           General Partner Pursuant to 18 U.S.C. Section 1350 as
                           Adopted Pursuant to Section 906 of the Sarbanes-Oxley
                           Act of 2002. (Filed herewith.)

                  99.2     Certification of Chief Financial Officer of Corporate
                           General Partner Pursuant to 18 U.S.C. Section 1350 as
                           Adopted Pursuant to Section 906 of the Sarbanes-Oxley
                           Act of 2002. (Filed herewith.)


<PAGE>



                  (b)      Reports on Form 8-K

                           No reports on Form 8-K were filed  during the quarter
                           ended March 31, 2003.



<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 12th day of May, 2003.

                                            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)




<PAGE>



                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                          OF CORPORATE GENERAL PARTNER

                 PURSUANT TO RULE 13a-14 AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


         I, James M.  Seneff,  Jr.,  the Chief  Executive  Officer of CNL Realty
Corporation,  the  corporate  general  partner of CNL Income  Fund V, Ltd.  (the
"registrant"), certify that:

         1. I  have  reviewed  this  quarterly   report  on  Form  10-Q  of  the
            registrant;

         2. Based on my knowledge,  this  quarterly  report does not contain any
            untrue statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such  statements  were made, not misleading with respect
            to the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
            information included in this quarterly report, fairly present in all
            material respects the financial condition, results of operations and
            cash flows of the  registrant as of, and for, the periods  presented
            in this quarterly report;

         4. The registrant's  other certifying officer and I are responsible for
            establishing and maintaining  disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-14 and 15d-14) for the  registrant
            and we have:

                a.  designed such  disclosure  controls and procedures to ensure
                    that  material   information  relating  to  the  registrant,
                    including its consolidated subsidiaries, is made known to us
                    by others  within those  entities,  particularly  during the
                    period in which this quarterly report is being prepared;

                b.  evaluated the  effectiveness of the registrant's  disclosure
                    controls and procedures as of a date within 90 days prior to
                    the filing date of this  quarterly  report (the  "Evaluation
                    Date"); and

                c.  presented in this quarterly report our conclusions about the
                    effectiveness  of the  disclosure  controls  and  procedures
                    based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officer and I have  disclosed,
            based on our most recent  evaluation,  to the registrant's  auditors
            and the audit  committee  of  registrant's  board of  directors  (or
            persons performing the equivalent function):

                a.  all  significant  deficiencies in the design or operation of
                    internal   controls   which  could   adversely   affect  the
                    registrant's  ability  to  record,  process,  summarize  and
                    report   financial   data  and  have   identified   for  the
                    registrant's  auditors any material  weaknesses  in internal
                    controls; and

                b.  any fraud, whether or not material, that involves management
                    or  other  employees  who  have a  significant  role  in the
                    registrant's internal controls; and

         6. The registrant's  other  certifying  officer and I have indicated in
            this quarterly report whether or not there were significant  changes
            in internal  controls or in other  factors that could  significantly
            affect internal  controls  subsequent to the date of our most recent
            evaluation,   including  any  corrective   actions  with  regard  to
            significant deficiencies and material weaknesses.

Date:  May 12, 2003


/s/ James M. Seneff, Jr.
---------------------------
James M. Seneff, Jr.
Chief Executive Officer


<PAGE>


                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
                          OF CORPORATE GENERAL PARTNER

                 PURSUANT TO RULE 13a-14 AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I, Robert A. Bourne, President and Treasurer of CNL Realty Corporation,
the  corporate  general  partner of CNL Income Fund V, Ltd.  (the  "registrant")
certify that:

         1. I  have  reviewed  this  quarterly   report  on  Form  10-Q  of  the
            registrant;

         2. Based on my knowledge,  this  quarterly  report does not contain any
            untrue statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such  statements  were made, not misleading with respect
            to the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
            information included in this quarterly report, fairly present in all
            material respects the financial condition, results of operations and
            cash flows of the  registrant as of, and for, the periods  presented
            in this quarterly report;

         4. The registrant's  other certifying officer and I are responsible for
            establishing and maintaining  disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-14 and 15d-14) for the  registrant
            and we have:

                a.  designed such  disclosure  controls and procedures to ensure
                    that  material   information  relating  to  the  registrant,
                    including its consolidated subsidiaries, is made known to us
                    by others  within those  entities,  particularly  during the
                    period in which this quarterly report is being prepared;

                b.  evaluated the  effectiveness of the registrant's  disclosure
                    controls and procedures as of a date within 90 days prior to
                    the filing date of this  quarterly  report (the  "Evaluation
                    Date"); and

                c.  presented in this quarterly report our conclusions about the
                    effectiveness  of the  disclosure  controls  and  procedures
                    based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officer and I have  disclosed,
            based on our most recent  evaluation,  to the registrant's  auditors
            and the audit  committee  of  registrant's  board of  directors  (or
            persons performing the equivalent function):

                a.  all  significant  deficiencies in the design or operation of
                    internal   controls   which  could   adversely   affect  the
                    registrant's  ability  to  record,  process,  summarize  and
                    report   financial   data  and  have   identified   for  the
                    registrant's  auditors any material  weaknesses  in internal
                    controls; and

                b.  any fraud, whether or not material, that involves management
                    or  other  employees  who  have a  significant  role  in the
                    registrant's internal controls; and

         6. The registrant's  other  certifying  officer and I have indicated in
            this quarterly report whether or not there were significant  changes
            in internal  controls or in other  factors that could  significantly
            affect internal  controls  subsequent to the date of our most recent
            evaluation,   including  any  corrective   actions  with  regard  to
            significant deficiencies and material weaknesses.

Date:  May 12, 2003


/s/ Robert A. Bourne
---------------------------
Robert A. Bourne
President and Treasurer


<PAGE>


                                  EXHIBIT INDEX

Exhibit Number

        (b)  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.)

                10.4    Assignment  of  Management   Agreement   from  CNL  Fund
                        Advisors,  Inc. to CNL APF  Partners,  LP.  (Included as
                        Exhibit 10.4 to Form 10-Q filed with the  Securities and
                        Exchange  Commission on August 9, 2001, and incorporated
                        herein by reference.)

                10.5    Assignment   of  Management   Agreement   from  CNL  APF
                        Partners, LP to CNL Restaurants XVIII, Inc. (Included as
                        Exhibit 10.5 to Form 10-Q filed with the  Securities and
                        Exchange Commission on August 13, 2002, and incorporated
                        herein by reference.)

                99.1    Certification  of Chief  Executive  Officer of Corporate
                        General  Partner  Pursuant to 18 U.S.C.  Section 1350 as
                        Adopted  Pursuant to Section  906 of the  Sarbanes-Oxley
                        Act of 2002. (Filed herewith.)

                99.2    Certification  of Chief  Financial  Officer of Corporate
                        General  Partner  Pursuant to 18 U.S.C.  Section 1350 as
                        Adopted  Pursuant to Section  906 of the  Sarbanes-Oxley
                        Act of 2002. (Filed herewith.)



<PAGE>




                                  EXHIBIT 99.1

<PAGE>



                                  EXHIBIT 99.2