FOR THE QUARTERLY PERIOD ENDED MARCH 31, 20072008

Commonwealth Income & Growth Fund V (the “Partnership”) is a limited partnership organized in the Commonwealth of Pennsylvania on May 19, 2003.  The Partnership offered for sale up to 1,250,000 units of the limited partnership at the purchase price of $20 per unit (the “Offering”).  The Partnership reached the minimum amount in escrow and commenced operations on March 14, 2005.  As of February 24, 2006, the Partnership was fully subscribed.

The Partnership usesused the proceeds of the Offering to acquire, own and lease various types of computer peripheralinformation technology (I.T.) equipment and other similar capital equipment, which will beis leased primarily to U.S. corporations and institutions.  Commonwealth Capital Corp,Corp. (“CCC”), on behalf of the Partnership and other affiliated partnerships, will acquireacquires computer equipment subject to associated debt obligations and lease agreements and allocateallocates a participation in the cost, debt and lease revenue to the various partnerships based on certain risk factors.

The Partnership’s General Partner is Commonwealth Income & Growth Fund, Inc. (the “General Partner”), a Pennsylvania corporation which is an indirect wholly owned subsidiary of Commonwealth Capital Corp.  Commonwealth Capital Corp.CCC.  CCC is a member of the Investment Program Association (IPA), Financial Planning Association (FPA), and the Equipment Leasing and Finance Association (ELFA).  Approximately ten years after the commencement of operations, the Partnership intends to sell or otherwise dispose of all of its computer equipment, make final distributions to partners and to dissolve.  Unless sooner terminated, the Partnership will continue until December 31, 2015.

The financial information presented as of any date other than December 31, 2007 has been prepared from the books and records without audit.  Financial information as of December 31, 2007 has been derived from the audited financial statements of the Partnership, but does not include all disclosures required by generally accepted accounting principles generally acceptedto be included in the United States of America.audited financial statements.  In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial information for the periods indicated, have been included.  For further information regarding the Partnership’s accounting policies, refer to the financial statements and related notes included in the Partnership’s annual report on Form 10-K for the year ended December 31, 2007.  Operating results for the three month periodmonths ended March 31, 20072008 are not necessarily indicative of financial results that may be expected for the full year ended December 31, 2007.2008.

The Partnership evaluates its long-lived assets when events or circumstances indicate that the value of the asset may not be recoverable.  The Partnership determines whether an impairment exists by estimating the undiscounted cash flows to be generated by each asset.  If the estimated undiscounted cash flows are less than the carrying value of the asset, then an impairment exists.  The amount of the impairment is determined based on the difference between the carrying value and the fair value.  Fair value is determined based on estimated discounted cash flows to be generated by the asset.  The partnershipPartnership determined that no impairment existed as of March 31, 2008 and March 31, 2007.

The General Partner and its affiliates are entitled to reimbursement by the Partnership for the cost of supplies and services obtained and used by the General Partner in connection with the administration and operation of the Partnership from third parties unaffiliated with the General Partner.  In addition, the General Partner and its affiliates are entitled to reimbursement for certain expenses incurred by the General Partner and its affiliates in connection with the administration and operation of the Partnership.  During the three months ended March 31, 2008 and 2007, the Partnership recorded approximately $376,000 and $163,000, for reimbursement of expenses to the General Partner.  During the three months ended March 31, 2006, the Partnership recorded $75,000respectively, for reimbursement of expenses to the General Partner.

Offering costs are payments for selling commissions, dealer manager fees, professional fees and other offering expenses relating to the syndication of the Partnership’s units.  Selling commissions are 8% of the partners’ contributed capital and dealer manager fees are 2% of the partners’ contributed capital.  These costs have been deducted from partnership capital in the accompanying financial statements.

As compensation for arranging term debt to finance the acquisition of equipment by the Partnership, the General Partner is paid a fee equal to 1% of such indebtedness; provided, however, that such fee shall be reduced to the extent the Partnership incurs such fees to third parties, unaffiliated with the General Partner or the lender, with respect to such indebtedness and no such fee will be paid with respect to borrowings from the General Partner or its affiliates.  There were no debt placement fees earned by the General Partner for the three months ended March 31, 2008.  For the periodthree months ended March 31, 2007 debt placement fees of approximately $6,000, were earned by the General Partner. For the period ended March 31, 2006, debt placement fees of approximately $3,000 were earned by the General Partner.

The General Partner is entitled to be paid a monthly fee equal to the lesser of (i) the fees which would be charged by an independent third party for similar services for similar equipment or (ii) the sum of (a) two percent of (1) the gross lease revenues attributable to equipment which is subject to full payout net leases which contain net lease provisions plus (2) the purchase price paid on conditional sales contracts as received by the Partnership and (b) 5% of the gross lease revenues attributable to equipment which is subject to operating and capital leases.  For the three months ended March 31, 2008, and 2007, equipment management fees of approximately $86,000, and $69,000, respectively, were earned by the General Partner.

With respect to each item of equipment sold by the General Partner (other than in connection with a conditional sales contract), a fee equal to the lesser of (i) 50% of the competitive equipment sale commission or (ii) three percent of the sales price for such equipment is payable to the General Partner.  The payment of such fee is subordinated to the receipt by the limited partners of the net disposition proceeds from such sale in accordance with the Partnership Agreement.  Such fee will be reduced to the extent any liquidation or resale fees are paid to unaffiliated parties.  For the three months ended March 31, 2008, equipment liquidation fees of approximately $200 were earned by the General Partner.  For the three months ended March 31, 2006,2007 there were no equipment managementliquidation fees of approximately $30,000 were earned by the General Partner.

Notes payable consisted of the following:

Other noncash activities included in the determination of net loss are as follows:

No interest or principal on notes payable was paid by the Partnership because direct payment was made by lessee to the bank in lieu of collection of lease income and payment of interest and principal by the Partnership.

Certain statements within this Quarterly Report on Form 10-Q may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). These statements are being made pursuant to the PSLRA, with the intention of obtaining the benefits of the “safe harbor” provisions of the PSLRA, and, other than as required by law, we assume no obligation to update or supplement such statements. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. You can identify these statements by the use of words such as “may,” “will,” “could,” “anticipate,” “believe,” “estimate,” “expects,” “intend,” “predict” or “project” and variations of these words or comparable words or phrases of similar meaning. These forward-looking statements reflect our current beliefs and expectations with respect to future events and are based on assumptions and are subject to risks and uncertainties and other factors outside our control that may cause actual results to differ materially from those projected.

The Partnership's discussion and analysis of its financial condition and results of operations are based upon its financial statements which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires the Partnership to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. The Partnership bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

The Partnership believes that its critical accounting policies affect its more significant judgments and estimates used in the preparation of its financial statements.

CCC,Commonwealth Capital Corp., on behalf of the Partnership and other affiliated partnerships, acquires computer equipment subject to associated debt obligations and lease revenue and allocates a participation in the cost, debt and lease revenue to the various partnerships based on certain risk factors. Depreciation on computer equipment for financial statement purposes is based on the straight-line method over estimated useful lives of four years.

For the quarterthree months ended March 31, 2008, the Partnership recognized revenue of approximately $1,856,000 and expenses of approximately $1,949,000, resulting in a net loss of approximately $93,000.  For the three months ended March 31, 2007, the Partnership recognized incomerevenue of approximately $1,453,000 and expenses of approximately $1,481,000, resulting in a net loss of approximately $28,000.

ForLease income increased by 33% to approximately $1,828,000 for the quarterthree months ended March 31, 2006,2008, from approximately $1,378,000 for the Partnership recognized income of approximately $654,000 and expenses of approximately $902,000, resulting in a net loss of approximately $248,000.

Operating expenses, of $286,000, excluding depreciation, primarily consist of travel expenses of $5,000, accounting, fess of $63,000 and other LP expenses of $159,000.

Organizational costs wereThe equipment management fee is approximately $0 and $37,0005% of the gross lease revenue attributable to equipment that is subject to operating leases. The equipment management fee increased 25% to approximately $86,000 for the quarterthree months ended March 31, 2008, from $69,000 for the three months ended March 31, 2007, and  March 31, 2006, respectively. In accordancewhich is consistent with the American Institute of Certified Public Accountants, Statement of Position (SOP) 98-05, costs relating to start-up activities and organization costs (accounting, legal, printing, etc.) are expensed as incurred.increase in lease income.

Depreciation and amortization expenses consist of depreciation on computer equipment and amortization of equipment acquisition fees. TheThese expenses totaledincreased 31% to approximately $1,098,000 and $464,000$1,441,000 for the quartersthree months ended March 31, 2007 and2008, from $1,098,000 for the three months ended March 31, 2006, respectively.2007. This increase was due to the acquisition of new equipment associated with the purchase of new leases.

The Chief Executive OfficerOur management, under the supervision and Principal Financial Officerwith the participation of the Partnershipprincipal executive officer and principal financial offer, have conducted a reviewevaluated the effectiveness of our controls and procedures related to our reporting and disclosure obligations as of March 31, 2008 which is the end of the Partnership'speriod covered by this Quarterly Report on Form 10-Q.  Based on that evaluation, the principal executive officer and principal financial officer have concluded that our disclosure controls and procedures as of March 31, 2007.

In April 2007, that have materially affected or are reasonably likelyour lessee Quick Loan Funding, Inc. began defaulting on its lease payments.  From April 2007 through the first quarter of 2008 we attempted several times to materially affectcollect payment of outstanding lease payments and to recover the General Partner’s internal controls over financial reporting.equipment from this lessee. On April 2, 2008, we filed suit in the Superior Court of Orange County, California (Docket No. 30-2008-00104785) against Quick Loan Funding, Inc. and its owner, Daniel Sadek, to recover the unpaid lease payments, late fees and the equipment. The suit is in its initial stages and we cannot predict the outcome with any reasonable certainty at this time.  To date, the Partnership has recorded a reserve against all outstanding rentals in the amount of approximately $43,000.  The Partnership has not experienced any significant changes related to this matter during the first quarter of 2008.  Prior to the first quarter of 2008, the Partnership had impaired these assets by approximately 15%.