SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 20, 1995
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PS Partners V, Ltd., a California Limited Partnership
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(Exact name of registrant as specified in its charter)
California 0-14476 95-3950440
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(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification No.)
600 North Brand Boulevard, Glendale, California 91203-1241
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (818) 244-8080
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N/A
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(Former name or former address, if changed since last report)
Item 1. Changes in Control of Registrant.
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As a result of various purchases of limited partnership units
("Units") in PS Partners V, Ltd., a California Limited Partnership (the
"Partnership") by Public Storage, Inc. ("PSI"), a California
corporation (formerly known as Storage Equities, Inc.) which is a
general partner of the Partnership, as of November 20, 1995 PSI owned
an aggregate of 75,016 Units, representing approximately 50.7% of the
outstanding Units, which included 35,106 Units purchased in cash tender
offers in June and July of 1994 and 10,638 Units purchased from a
Unitholder on November 20, 1995. The 75,016 Units were acquired by PSI
for an aggregate purchase price (including fees) of 779,186 shares of
common stock of PSI and approximately $13,533,723 in cash, with funds
obtained from PSI's working capital or borrowed under PSI's
$125,000,000 credit facility with a bank group led by Wells Fargo Bank,
National Association, as agent and manager.
PSI, which currently beneficially owns approximately 50.7% of the
outstanding Units, is in a position to control all voting decisions
with respect to the Partnership, such as the timing of the liquidation
of the Partnership, a sale of all of the Partnership's properties, a
merger or other extraordinary transaction. This voting power could (i)
prevent other Unitholders from taking action they desired but that PSI
opposed and (ii) enable PSI to take action desired by PSI but opposed
by other Unitholders.
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 hereunto duly authorized.
December 4, 19953 PS Partners V, Ltd.,
a California Limited Partnership
By: Public Storage, Inc.
General Partner
By: /S/ DAVID GOLDBERG
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David Goldberg
Senior Vice President