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                  September 30, 2000
                                          ----------------------------

                                       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                                             32801-3336
------------------------------------------------------   -----------------------
      (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 _________




<TABLE>
<CAPTION>


                                    CONTENTS
<S><C>




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                               5-8

   Item 2.    Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                                   9-14

   Item 3.    Quantitative and Qualitative Disclosures About
                  Market Risk                                                           14

Part II

   Other Information                                                                    15-16

</TABLE>




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


                                                                         September 30,             December 31,
                                                                             2000                      1999
                                                                       ------------------       -------------------
<S><C>
                             ASSETS

Land and buildings on operating leases, less accumulated
    depreciation and allowance for loss on land and buildings                $ 8,914,266               $ 9,208,302
Net investment in direct financing leases                                      1,639,648                 1,670,966
Investment in joint ventures                                                   2,145,388                 2,534,850
Mortgage  notes  receivable,  less deferred gain of $136,510 and
    $137,303, respectively                                                       880,202                   868,309
Cash and cash equivalents                                                      1,631,179                 1,984,879
Receivables, less allowance for doubtful accounts
    of $189,277 and $153,750, respectively                                        37,562                    54,580
Prepaid expenses                                                                   6,304                     4,458
Accrued rental income                                                            339,200                   300,090
Other assets                                                                      41,908                    54,346
                                                                       ------------------       -------------------

                                                                            $ 15,635,657              $ 16,680,780
                                                                       ==================       ===================

               LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                                                              $   45,690                $   81,476
Accrued real estate taxes payable                                                 11,945                     4,201
Distributions payable                                                            937,500                   500,000
Due to related parties                                                           202,141                   348,888
Rents paid in advance                                                              5,787                     6,094
                                                                       ------------------       -------------------
    Total liabilities                                                          1,203,063                   940,659

Minority interest                                                                 31,894                    77,373

Partners' capital                                                             14,400,700                15,662,748
                                                                       ------------------       -------------------

                                                                            $ 15,635,657              $ 16,680,780
                                                                       ==================       ===================

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


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

<TABLE>
<CAPTION>

                                                               Quarter Ended                    Nine Months Ended
                                                               September 30,                      September 30,
                                                           2000             1999              2000             1999
                                                       -------------    -------------     -------------     ------------
<S><C>
Revenues:
    Rental income from operating leases                 $ 265,980          $ 265,985         $ 803,649        $ 816,925
    Earned income from direct financing leases             30,498             45,547           109,919          137,147
    Contingent rental income                               15,251             14,177            32,299           38,922
    Interest and other income                              43,087             45,154           124,695          147,128
                                                       -------------    -------------     -------------     ------------
                                                          354,816            370,863         1,070,562        1,140,122
                                                       -------------    -------------     -------------     ------------

Expenses:
    General operating and administrative                  105,066             32,761           190,841          103,763
    Bad debt expense                                           --                 --            18,673               --
    Professional services                                  46,097             12,772            62,189           31,354
    Real estate taxes                                       6,887              8,816            27,370           25,303
    State and other taxes                                     268                 --             7,012            6,404
    Depreciation                                           57,059             60,067           172,521          184,246
    Transaction costs                                          --             44,344            46,166          135,532
                                                       -------------    -------------     -------------     ------------

                                                          215,377            158,760           524,772          486,602
                                                       -------------    -------------     -------------     ------------

Income Before Minority Interest in Loss of
    Consolidated Joint Venture, Equity in
    Earnings of Unconsolidated Joint Ventures,
    Gain on Sale of Land and Buildings and
    Provision for Loss on Assets                          139,439            212,103           545,790          653,520

Minority Interest in Loss of Consolidated Joint
    Venture                                                37,236             65,186            45,479           74,358

Equity in Earnings of Unconsolidated Joint
    Ventures                                               35,168             54,476           115,844          283,741

Gain on Sale of Land and Buildings                            116                318               793          395,740

Provision for Loss on Assets                              (32,454   )       (169,482 )         (32,454 )       (169,482 )
                                                       -------------    -------------     -------------     ------------

Net Income                                              $ 179,505          $ 162,601         $ 675,452       $1,237,877
                                                       =============    =============     =============     ============

Allocation of Net Income:
    General partners                                     $  1,141          $   1,625          $  6,101         $ 10,782
    Limited partners                                      178,364            160,976           669,351        1,227,095
                                                       -------------    -------------     -------------     ------------

                                                        $ 179,505          $ 162,601         $ 675,452       $1,237,877
                                                       =============    =============     =============     ============

Net Income Per Limited Partner Unit                      $   3.57           $   3.22          $  13.39         $  24.54
                                                       =============    =============     =============     ============

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

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



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

<TABLE>
<CAPTION>

                                                                   Nine Months Ended               Year Ended
                                                                     September 30,                December 31,
                                                                         2000                         1999
                                                               --------------------------     ----------------------
<S><C>
General partners:
    Beginning balance                                                      $     514,026               $    503,730
    Net income                                                                     6,101                     10,296
                                                               --------------------------     ----------------------
                                                                                 520,127                    514,026
                                                               --------------------------     ----------------------
Limited partners:
    Beginning balance                                                         15,148,722                 15,723,372
    Net income                                                                   669,351                  1,425,350
    Distributions ($38.75 and $40.00 per
       limited partner unit, respectively)                                    (1,937,500 )               (2,000,000 )
                                                               --------------------------     ----------------------
                                                                              13,880,573                 15,148,722
                                                               --------------------------     ----------------------

Total partners' capital                                                   $   14,400,700              $  15,662,748
                                                               ==========================     ======================


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



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


                                                                                   Nine Months Ended
                                                                                     September 30,
                                                                                2000                 1999
                                                                          -----------------     ---------------
<S><C>
Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                                   $  664,751          $1,268,379
                                                                          -----------------     ---------------

    Cash Flows from Investing Activities:
       Proceeds from sale of land and buildings                                    126,947           1,113,759
       Additions to land and building on operating lease                                --                  --
       Return of capital from joint venture                                        440,689                  --
       Investment in joint venture                                                 (91,851 )                --
       Collections on mortgage notes receivable                                      5,764           1,050,519
                                                                          -----------------     ---------------
          Net cash provided by investing activities                                481,549           2,164,278
                                                                          -----------------     ---------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                                        (1,500,000 )        (1,500,000 )
                                                                          -----------------     ---------------
          Net cash used in financing activities                                 (1,500,000 )        (1,500,000 )
                                                                          -----------------     ---------------

Net Increase (Decrease) in Cash and Cash Equivalents                              (353,700 )         1,932,657

Cash and Cash Equivalents at Beginning of Period                                 1,984,879             352,648
                                                                          -----------------     ---------------

Cash and Cash Equivalents at End of Period                                     $ 1,631,179          $2,285,305
                                                                          =================     ===============

Supplemental Schedule of Non-Cash Investing and
    Financing Activities:

       Deferred real estate disposition fees incurred
          and unpaid at end of period                                            $   4,050              $   --
                                                                          =================     ===============

       Distributions declared and unpaid at end
          of  period                                                            $  937,500           $ 500,000
                                                                          =================     ===============

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



                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


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  and  nine  months  ended  September  30,  2000 may not be
         indicative  of the  results  that may be  expected  for the year ending
         December  31, 2000.  Amounts as of December  31, 1999,  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,
         1999.

         The Partnership  accounts for its 66.5% interest in CNL/Longacre  Joint
         Venture using the consolidation  method.  Minority interest  represents
         the minority joint venture partner's  proportionate share of the equity
         in  the  Partnership's  consolidated  joint  venture.  All  significant
         intercompany accounts and transactions have been eliminated.

         Certain  items in the  prior  year's  financial  statements  have  been
         reclassified to conform to 2000 presentation.  These  reclassifications
         had no effect on partners' capital or net income.

2.       Land and Buildings on Operating Leases:

         Land and buildings on operating leases consisted of the following at:
<TABLE>
<CAPTION>

                                                                   September 30,             December 31,
                                                                        2000                     1999
                                                                ---------------------   -----------------------
<S><C>
            Land                                                       $   4,649,824             $   4,763,707
            Buildings                                                      6,840,336                 7,405,142
                                                                ---------------------   -----------------------
                                                                          11,490,160                12,168,849
            Less accumulated depreciation                                 (2,059,845 )              (1,998,386 )
                                                                ---------------------   -----------------------
                                                                           9,430,315                10,170,463
            Less allowance for loss on land and
                 buildings                                                  (516,049 )                (962,161 )
                                                                ---------------------   -----------------------
                                                                       $   8,914,266             $   9,208,302
                                                                =====================   =======================
</TABLE>

                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


2.       Land and Buildings on Operating Leases - Continued:

         During the nine months ended September 30, 2000, the  Partnership  sold
         its  property in Belding,  Michigan,  to a third party for $135,000 and
         received net sales proceeds of  approximately  $126,900  resulting in a
         loss of approximately $446,100 for financial reporting purposes. Due to
         the fact that as of December 31, 1999, the  Partnership had recorded an
         allowance for loss on building of  approximately  $446,100,  no gain or
         loss was  recorded for  financial  reporting  purposes  during the nine
         months ended  September  30, 2000.  In  connection  with the sale,  the
         Partnership incurred a deferred,  subordinated, real estate disposition
         fee of $4,050 (see Note 5).

3.       Investment in Joint Ventures:

         In June 1999,  Halls Joint Venture,  in which the  Partnership  owned a
         48.9% interest,  sold its property to the tenant in accordance with the
         purchase  option under the lease  agreement.  As of September 30, 2000,
         the  Partnership and the joint venture partner had liquidated the joint
         venture  and  the  Partnership  had  received   approximately  $440,700
         representing  its pro rata  share of the  liquidation  proceeds  of the
         joint venture.

         In October 2000, the Partnership  acquired the remaining 33.5% interest
         in  CNL/Longacre  Joint  Venture  from its  joint  venture  partner  in
         accordance with the terms of the joint venture agreement. In connection
         therewith,  the Partnership liquidated the joint venture and recorded a
         loss on liquidation of approximately  $32,500,  for financial reporting
         purposes. The Partnership recorded the expected loss as a provision for
         loss on asset as of September 30, 2000.

4.       Allocations and Distributions:

         Generally, all net income and net losses of the Partnership,  excluding
         gains and losses from the sale of properties,  are allocated 99 percent
         to the  limited  partners  and one  percent  to the  general  partners.
         Distributions  of net  cash  flow are made 99  percent  to the  limited
         partners and one percent to the general  partners;  provided,  however,
         that the one percent of net cash flow to be  distributed to the general
         partners  is  subordinated  to receipt by the  limited  partners  of an
         aggregate,  ten percent,  cumulative,  noncompounded  annual  return on
         their adjusted capital contributions (the "10% Preferred Return").




                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


4.       Allocations and Distributions - Continued:

         Generally,  net  sales  proceeds  from  the sale of  properties  not in
         liquidation  of the  Partnership,  to the extent  distributed,  will be
         distributed  first to the limited  partners in an amount  sufficient to
         provide them with their 10% Preferred Return,  plus the return of their
         adjusted capital contributions. The general partners will then receive,
         to  the  extent  previously  subordinated  and  unpaid,  a one  percent
         interest  in all prior  distributions  of net cash flow and a return of
         their  capital  contributions.  Any  remaining  sales  proceeds will be
         distributed 95 percent to the limited  partners and five percent to the
         general  partners.  Any  gain  from  the  sale  of a  property  not  in
         liquidation of the  Partnership  is, in general,  allocated in the same
         manner as net sales proceeds are distributable.  Any loss from the sale
         of a property is, in general,  allocated first, on a pro rata basis, to
         partners  with  positive  balances  in  their  capital  accounts;   and
         thereafter,  95 percent to the limited partners and five percent to the
         general partners.

         Generally,  net sales  proceeds from a liquidating  sale of properties,
         will be used in the following order: (i) first to pay and discharge all
         of  the  Partnership's   liabilities  to  creditors,  (ii)  second,  to
         establish  reserves that may be deemed necessary for any anticipated or
         unforeseen liabilities or obligations of the Partnership,  (iii) third,
         to pay all of the Partnership's liabilities, if any, to the general and
         limited partners,  (iv) fourth,  after allocations of net income, gains
         and/or  losses,  to distribute  to the partners  with positive  capital
         accounts  balances,  in  proportion  to  such  balances,  up to  amount
         sufficient  to  reduce  such  positive   balances  to  zero,   and  (v)
         thereafter, any funds remaining shall then be distributed 95 percent to
         the limited partners and five percent to the general partners.

         During  the  nine  months  ended  September  30,  2000  and  1999,  the
         Partnership   declared   distributions   to  the  limited  partners  of
         $1,937,500 and $1,500,000,  respectively ($937,500 and $500,000 for the
         quarters  ended  September  30,  2000  and  1999,  respectively.)  This
         represents  distributions  of $38.75  and  $30.00 per unit for the nine
         months  ended  September  30, 2000 and 1999,  respectively  ($18.75 and
         $10.00 per unit for the  quarters  ended  September  30, 2000 and 1999,
         respectively).  Distributions  for the nine months ended  September 30,
         2000, included $500,000 in a special  distribution,  as a result of the
         distribution  of net sales  proceeds from the sale of the properties in
         Belding,  Michigan;  Hall,  Tennessee;  Ithaca, New York and St. Cloud,
         Florida.  This amount was  applied  toward the  limited  partners'  10%
         Preferred  Return.  No  distributions  have  been  made to the  general
         partners to date.



                             CNL INCOME FUND V, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


5.       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,  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 nine months ended  September  30, 2000,  the
         Partnership incurred a deferred,  subordinated, real estate disposition
         fee of $4,050 as a result  of the sale of a  property  (see Note 2). No
         deferred,  subordinated,  real estate  disposition  fees were  incurred
         during the nine months ended September 30, 1999.

6.       Termination of Merger:

         On March 1, 2000,  the general  partners  and CNL  American  Properties
         Fund, Inc.  ("APF") mutually agreed to terminate the Agreement and Plan
         of  Merger  entered  into in  March  1999.  The  general  partners  are
         continuing  to evaluate  strategic  alternatives  for the  Partnership,
         including alternatives to provide liquidity to the limited partners.

7.       Subsequent Event:

         In October 2000, the Partnership sold its 12 percent interest in Duluth
         Joint  Venture  to  CNL  Income  Fund  VII,  Ltd.,  a  Florida  general
         partnership  and an  affiliate  of the  Partnership.  The net  proceeds
         received exceeded the basis of the interest in the joint venture.

<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  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
September  30,  2000,  the  Partnership  owned  22  Properties,  which  included
interests in four Properties owned by joint ventures in which the Partnership is
a co-venturer and two Properties owned with affiliates as tenants-in-common.

Capital Resources

         During  the  nine  months  ended  September  30,  2000  and  1999,  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 $664,751 and
$1,268,379 for the nine months ended September 30, 2000 and 1999,  respectively.
The decrease in cash from  operations  for the nine months ended  September  30,
2000 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
nine months ended September 30, 2000.

         During the nine months ended September 30, 2000, the  Partnership  sold
its Property in Belding, Michigan to a third party for $135,000 and received net
sales proceeds of  approximately  $126,900  resulting in a loss of approximately
$446,100 for financial reporting  purposes.  Due to the fact that as of December
31, 1999,  the  Partnership  had  recorded an allowance  for loss on building of
approximately  $446,100,  no gain or loss was recorded for  financial  reporting
purposes during the nine months ended September 30, 2000. In connection with the
sale, the Partnership incurred a deferred, subordinated, real estate disposition
fee of  $4,050.  The  Partnership  distributed  the  majority  of the net  sales
proceeds to the limited partners, as described below.

         In June 1999,  Halls Joint Venture,  in which the  Partnership  owned a
48.9% interest,  sold its Property to the tenant in accordance with the purchase
option under the lease agreement.  As of September 30, 2000, the Partnership and
the joint venture  partner had liquidated the joint venture and the  Partnership
had  received  approximately  $440,700  representing  its pro rata  share of the
liquidation  proceeds  of the  joint  venture.  The  Partnership  will use these
liquidation proceeds to pay liabilities of the Partnership and for other needs.

         In October 2000, the Partnership  acquired the remaining 33.5% interest
in CNL/Longacre  Joint Venture from its joint venture partner in accordance with
the  terms  of  the  joint  venture  agreement.  In  connection  therewith,  the
Partnership  liquidated  the joint venture and recorded a loss on liquidation of
approximately   $32,500,  for  financial  reporting  purposes.  The  Partnership
recorded the expected  loss as a provision for loss on asset as of September 30,
2000.

         In October 2000, the Partnership sold its 12 percent interest in Duluth
Joint Venture to CNL Income Fund VII, Ltd., a Florida general partnership and an
affiliate of the Partnership.  The net proceeds  received  exceeded the basis of
the interest in the joint venture.

         Currently,  rental  income from the  Partnership's  Properties  and net
sales  proceeds from the sale of  Properties  pending  distributions  to limited
partners  are  invested in money  market  accounts or other  short-term,  highly
liquid  investments,  such as demand  deposit  accounts at commercial  banks 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 September  30, 2000,  the  Partnership  had
$1,631,179 invested in such short-term investments, as compared to $1,984,879 at
December 31, 1999.  The funds  remaining at September  30, 2000 after payment of
distributions  for the quarter ended  September 30, 2000, and other  liabilities
will be used to meet the Partnership's working capital and other 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.

         Total  liabilities  of  the  Partnership  increased  to  $1,203,063  at
September  30,  2000,  from  $940,659  at December  31,  1999.  The  increase in
liabilities was primarily  attributable  to the  Partnership  accruing a special
distribution  of net sales  proceeds of $500,000 from the sale of the Properties
in Belding, Michigan; Halls, Tennessee; Ithaca, New York and St. Cloud, Florida,
as described  below,  payable to the limited partners at September 30, 2000. The
increase in liabilities was partially  offset by a decrease in accounts  payable
and amounts due from  related  parties at  September  30,  2000,  as compared to
December  31,  1999.  The general  partners  believe  that the  Partnership  has
sufficient cash on hand to meet its working capital needs.

         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 nine
months ended  September  30, 2000, a portion of the proceeds  received  from the
sale of the Property  described above and the sale of Properties during 1999, as
described below, the Partnership  declared  distributions to limited partners of
$1,937,500 and $1,500,000 for the nine months ended September 30, 2000 and 1999,
respectively  ($937,500 and $500,000 for the quarters  ended  September 30, 2000
and 1999,  respectively.) This represents distributions of $38.75 and $30.00 per
unit for the nine months ended September 30, 2000 and 1999, respectively ($18.75
and $10.00 for the quarters  ended  September 30, 2000 and 1999,  respectively.)
The distribution for the quarter ended September 30, 2000,  included $500,000 of
net sales proceeds from the sale of the Properties in Belding,  Michigan; Halls,
Tennessee;  Ithaca, New York 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,  it was applied to the
limited partners' unpaid cumulative preferred return. As a result of the sale of
the Properties,  the Partnership's  total revenue was reduced and is expected to
remain reduced in subsequent  periods,  while the majority of the  Partnership's
operating  expenses  remained  and are  expected  to  remain  fixed.  Therefore,
distributions of net cash flow were adjusted commencing during the quarter ended
September 30, 2000. No  distributions  were made to the general partners for the
quarters  and nine  months  ended  September  30,  2000  and  1999.  No  amounts
distributed to the limited partners for the nine months ended September 30, 2000
and 1999, 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.

Long-Term Liquidity

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

Results of Operations

         During the nine months ended  September 30, 1999, the  Partnership  and
its consolidated joint venture,  CNL/Longacre Joint Venture, owned and leased 20
wholly owned Properties  (which included two Properties which were sold in March
1999),  and during the nine months ended September 30, 2000, the Partnership and
CNL/Longacre   Joint  Venture  owned  and  leased  18  wholly  owned  Properties
(including one Property which was sold in during 2000) to operators of fast-food
and family-style  restaurant  chains. In connection  therewith,  during the nine
months ended September 30, 2000 and 1999, the Partnership and CNL/Longacre Joint
Venture  earned  $913,568  and  $954,072,  respectively,  in rental  income from
operating  leases and earned income from direct financing  leases,  $296,478 and
$311,532 of which was earned  during the quarters  ended  September 30, 2000 and
1999, respectively.  The decrease in rental and earned income during the quarter
and nine months ended  September  30, 2000,  as compared to the quarter and nine
months ended  September 30, 1999,  was partially  attributable  to a decrease in
rental and earned income of approximately $14,000 and $24,200 during the quarter
and nine months ended  September  30, 2000,  respectively,  due to the fact that
during the quarter and nine months ended  September  30, 2000,  the  Partnership
established  an  allowance  for doubtful  accounts  for past due rental  amounts
relating to the Property in Huron, Ohio, in accordance with Partnership  policy.
The  general  partners  will  continue to pursue  collection  of past due rental
amounts  and will  recognize  such  amounts as income if  collected.  Rental and
earned income also decreased during the nine months ended September 30, 2000, as
compared to the nine months ended September 30, 1999, by  approximately  $19,500
as a result of the sales of Properties during 1999 and 2000.

         Rental and earned  income  during the  quarters  and nine months  ended
September 30, 2000 and 1999 remained at reduced amounts due to the fact that the
Partnership  did not receive any rental  income  relating to the  Properties  in
Daleville,  Indiana and Lebanon,  New  Hampshire.  Rental and earned  income are
expected  to remain  at  reduced  amounts  until  such  time as the  Partnership
executes new leases or until the  Properties are sold and the proceeds from such
sales are  reinvested in additional  Properties.  The  Partnership  is currently
seeking either new tenants or purchasers for these Properties.

         During the nine months ended September 30, 1999, the Partnership  owned
and leased  three  Properties  indirectly  through  joint  venture  arrangements
(including one Property in Halls Joint Venture, which was sold in June 1999) and
two Properties as  tenants-in-common  with  affiliates of the general  partners.
During the nine months ended  September  30,  2000,  the  Partnership  owned and
leased three Properties  indirectly  through joint venture  arrangements and two
Properties as  tenants-in-common,  with affiliates of the general  partners.  In
connection   therewith,   the   Partnership   earned   $115,844  and   $283,741,
respectively,  $35,168 and $54,476 of which was earned during the quarters ended
September 30, 2000 and 1999, respectively.  The decrease in net income earned by
these joint  ventures  during the nine  months  ended  September  30,  2000,  as
compared to the nine months ended September 30, 1999, was primarily attributable
to the fact that in June 1999,  Halls Joint  Venture,  in which the  Partnership
owned  a  48.9%  interest,  recognized  a gain  of  approximately  $239,300  for
financial  reporting  purposes  as a result of the sale of its  Property in June
1999.  During the nine months ended September 30, 2000,  Halls Joint Venture was
dissolved as discussed above in "Capital Resources."

         In addition, the decrease in net income earned by joint ventures during
the quarter and nine months ended September 30, 2000 was partially  attributable
to the fact that in 1998, a tenant of a Property in which the Partnership owns a
42.09% interest with an affiliate of the general partners, as tenants-in-common,
filed for  bankruptcy  and,  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.  As a result of the tenant  rejecting the lease,
rental  and earned  income of this  joint  venture  decreased  by  approximately
$31,500  during the  quarter  and nine  months  ended  September  30,  2000.  In
addition,  the joint venture  reversed  approximately  $31,500 of accrued rental
income.  The  accrued  rental  income  was the  accumulated  amount of  non-cash
accounting   adjustments  previously  recorded  in  order  to  recognize  future
scheduled  rent  increases  as income  evenly  over the term of the  lease.  The
tenants-in-common  will not  recognize  any rental and earned  income  from this
vacant  Property  until a new  tenant for this  Property  is  located.  The lost
revenues  resulting from the rejected and vacant  Property could have an adverse
effect  on  the  results  of   operation   of  the   tenants-in-common   if  the
tenants-in-common  is not able to re-lease the Property in a timely manner.  The
tenants-in-common  are  currently  seeking  a new  tenant or  purchaser  for the
rejected and vacant Property.

         During  the  nine  months  ended  September  30,  2000  and  1999,  the
Partnership  earned $124,695 and $147,128,  respectively,  in interest and other
income,  $43,087  and  $45,154 of which was earned  during  the  quarters  ended
September  30, 2000 and 1999,  respectively.  The decrease in interest and other
income during the nine months ended  September 30, 2000, as compared to the nine
months ended  September 30, 1999,  was primarily  attributable  to the fact that
during the nine months ended September 30, 1999, the  Partnership  collected the
outstanding balance relating to the promissory note the Partnership  accepted in
connection with the sale of its Property in St.
Cloud, Florida in 1996.

         Operating expenses,  including  depreciation expense, were $524,772 and
$486,602 for the nine months ended September 30, 2000 and 1999, respectively, of
which $215,377 and $158,760 were incurred for the quarters  ended  September 30,
2000 and 1999, respectively. Operating expenses increased during the quarter and
nine months ended September 30, 2000, as compared to the quarter and nine months
ended September 30, 1999, due to the fact that CNL/Longacre  Joint Venture,  the
Partnership's  consolidated  joint  venture,  paid $60,000 as  settlement  for a
lawsuit against the consolidated joint venture.  Even though the Partnership and
CNL/Longacre  Joint  Venture  believed  there was no merit to the lawsuit,  they
elected to pay a settlement to avoid  incurring  large legal fees to defend this
lawsuit. Operating expenses also increased due to an increase in fees related to
settling the lawsuit.  The  Partnership  and  CNL/Longacre  Joint Venture do not
anticipate incurring additional costs relating to this lawsuit.

         The  increase  in  operating  expenses  during  the nine  months  ended
September 30, 2000 was partially due to the fact that the  Partnership  recorded
approximately  $18,100 in bad debt expense and accrued  approximately  $5,400 in
real estate tax expense  relating to the  Property in Huron,  Ohio.  The general
partners will continue to pursue collection of such amounts and will record such
amounts as income  when  collected.  In  addition,  the  increase  in  operating
expenses  during the quarter and nine  months  ended  September  30,  2000,  was
partially  due to an increase  in  administrative  expenses  for  servicing  the
Partnership and its Properties.

         The increase in operating  expenses  during the quarter and nine months
ended  September 30, 2000 was partially  offset by the fact that the Partnership
incurred  less  transaction  costs  during the  quarter  and nine  months  ended
September  30, 2000,  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") due to the termination of the
proposed merger, as described below in "Termination of Merger." In addition, the
increase  during the  quarter  and nine  months  ended  September  30,  2000 was
partially  offset by a decrease in depreciation  expense as a result of the sale
of two properties in 1999, and one Property in January 2000.

         Due to tenant  defaults  under the terms of their lease  agreements for
the  Properties  in  Daleville,   Indiana,  and  Lebanon,  New  Hampshire,   the
Partnership and its consolidated joint venture, CNL/Longacre Joint Venture, have
incurred and expect to continue to incur operating  expenses such as repairs and
maintenance,  insurance,  and  real  estate  tax  expenses,  relating  to  these
Properties  until the  Properties  are sold or  re-leased  to new  tenants.  The
Partnership is currently seeking new tenants or purchasers for these Properties.

         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 $793 and $182,237 during
the nine months ended September 30, 2000 and 1999,  respectively,  $116 and $318
of which were recognized  during the quarters ended September 30, 2000 and 1999,
respectively.  The gain  recognized  during the nine months ended  September 30,
1999 was higher than that recognized  during the nine months ended September 30,
2000, due to the fact that during the nine months ended  September 30, 1999, the
Partnership  collected an advance payment of principal  relating to the Property
in St.  Cloud,  Florida,  which  accelerated  the  recognition  of the  gain for
financial  reporting  purposes.  In  addition,  as a result  of the sales of the
Properties in Endicott and Ithaca,  New York, the Partnership  recognized a gain
of $213,503  for  financial  reporting  purposes  during the nine  months  ended
September 30, 1999.

         During the  quarter and nine  months  ended  September  30,  2000,  the
Partnership  recorded a provision for loss of approximately  $32,500 relating to
the anticipated loss in liquidation of a joint venture  interest  resulting from
the  acquisition of the other joint venture  partner's  interest in CNL/Longacre
Joint  Venture in October  2000,  and the  subsequent  liquidation  of the joint
venture.

         As of December 31, 1998, the  Partnership  had established an allowance
for loss on land and  building  of $221,897  for  financial  reporting  purposes
relating to the Property in Lebanon,  New Hampshire,  owned by the Partnership's
consolidated joint venture,  CNL/Longacre Joint Venture.  During the quarter and
nine months ended September 30, 1999, the Partnership increased the allowance by
$169,482 for this Property. The allowance represented the difference between the
net  carrying  value of the  Property  at  September  30,  1999 and the  current
estimate of net realizable value of this Property.

Termination of Merger

         On March 1, 2000,  the  general  partners  and APF  mutually  agreed to
terminate  the  Agreement  and Plan of Merger  entered  into in March 1999.  The
general  partners are  continuing  to evaluate  strategic  alternatives  for the
Partnership,   including  alternatives  to  provide  liquidity  to  the  limited
partners.


ITEM 3.           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         No material  changes in the  Partnership's  market risk  occurred  from
December  31,  1999  through  September  30,  2000.  Information  regarding  the
Partnership's  market risk at December 31, 1999 is included in its Annual Report
on Form 10-K for the year ended December 31, 1999.


<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.)

                  27       Financial Data Schedule (Filed herewith.)

                  (b)      Reports on Form 8-K

                           No reports on Form 8-K were filed  during the quarter
ended September 30, 2000.


<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 10th day of November, 2000

                             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)