FORM 15.-CERTIFICATE AND NOTICE OF TERMINATION OF
REGISTRATION UNDER SECTION 12(g) OR SUSPENSION OF DUTY TO
FILE REPORTS UNDER SECTIONS 13 AND 13(d) OF THE SECURITIES
EXCHANGE ACT
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Commission File number: 2-95118
Griffin Real Estate Fund-V, A Limited Partnership
510 Marquette Avenue, Suite 300
Minneapolis, MN 55402
Registrant's telephone number: (612) 338-2828
Title of securities covered by this form: Limited Partnership units
Titles of all other classes of securities for which a duty to file reports under
section 13(a) or 15(d) remains: None
Please place an X in the box(es) to designate the appropriate rule provision(s)
relied upon to terminate or suspend the duty to file reports:
Rule 12g-4(a)(1)(i) [X] Rule 12h-3(b)(1)(i) [ ]
Rule 12g-4(a)(1)(ii) [ ] Rule 12h-3(b)(1)(ii) [ ]
Rule 12g-4(a)(2)(i) [ ] Rule 12h-3(b)(2)(i) [ ]
Rule 12g-4(a)(2)(ii) [ ] Rule 12h-3(b)(2)(ii) [ ]
Rule 15d-6 [ ]
Approximate number of holders of record as of the certification or notice date:
None-Partnership dissolved December 31, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934 Griffin Real
Estate Fund-V, A Limited Partnership has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
Date: March 30, 1999
By: Larry D. Fransen /s/
----------------------------
Managing General Partner
of the General Partner
Griffin Equity Partners
