SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               Amendment No. 6 to
                        Rule 13e-3 Transaction Statement
      (Pursuant to Section 13e-3 of the Securities Exchange Act of 1934 and
                             Rule 13e-3 thereunder)


                           Famous Host Lodging V, L.P.
                              (Name of the Issuer)

                           Famous Host Lodging V, L.P.
                       Grotewohl Management Services, Inc.
                                 Mark Grotewohl
                       (Name of Persons Filing Statement)

                      Units of Limited Partnership Interest
                         (Title of Class of Securities)

                                       N/A
                      (CUSIP Number of Class of Securities)

                               Philip B. Grotewohl
                       Grotewohl Management Services, Inc.
                                  2030 J Street
                              Sacramento, CA 95814
                                 (916) 442-9183
 (Name, Address and Telephone Number of Person Authorized to Receive Notices and
              Communications on Behalf of Persons Filing Statement)

This statement is filed in connection with:

[X] (a) The filing of solicitation materials or an information statement subject
        to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities
        Exchange Act of 1934.
[ ] (b) The filing of a registration statement under the Securities Act of 1933.
[ ] (c) A tender offer.
[ ] (d) None of the above.

Check the following box if the soliciting materials or information statement
referred to above are preliminary copies: [ ]

Calculation of Filing Fee

    Transaction valuation                       Amount of filing fee
    $4,100,000                                  $820
    (Based on purchase price of property)

[X] Check box if any part of the fee is offset as  provided  by Rule  0-11(a)(2)
and  identify  the filing with which the  offsetting  fee was  previously  paid.
Identify the previous filing by registration  statement  number,  or the Form or
Schedule and the date of its filing.
         Amount previously paid:    $820
         Form or Registration No.:  Schedule 14A
         Filing party:              Registrant
         Date Filed:                May 15, 1998






    This statement is intended to be the final amendment to the Rule 13e-3
Transaction Statement filed by Famous Host Lodging V, L.P. (the "Issuer"),
Grotewohl Management Services, Inc., and Mark Grotewohl on August 5, 1998, as
amended by Amendment No. 1 thereto filed on September 22, 1998, Amendment No. 2
thereto filed on November 3, 1998, Amendment No. 3 thereto filed on November
13, 1998, Amendment No. 4 thereto filed on November 16, 1998, and Amendment
No. 5 thereto filed on December 15, 1998 (collectively, the "Transaction
Statements"). The subject of the Transaction Statements was the sale of the
property of the Issuer on the terms described in the Transaction Statements.

     The sale of the property of the Issuer (consisting of the motel located in
Barstow, California and the related assets, as described in the Transaction
Statements) was approved by a majority-in-interest of the limited partners of
the Issuer, and effective on August 20, 1999, the motel and the related assets
were sold by the Issuer to the purchaser described in the Transaction
Statements, and the Issuer was dissolved. Upon completion of its winding-up
activities, the Issuer will be terminated.



                                       2







                                   SIGNATURES

         After due  inquiry  and to the best of our  knowledge  and  belief,  we
certify that the information  set forth in this statement is true,  complete and
correct.


Dated the 1st day of September, 1999  FAMOUS HOST LODGING V, L.P.



                                      By:   Grotewohl Management Services, Inc.,
                                            Managing General Partner

                                            By:      /S/ PHILIP B GROTEWOHL
                                                     Philip B. Grotewohl

                                            GROTEWOHL MANAGEMENT SERVICES, INC.

                                            By:      /S/ PHILIP B GROTEWOHL
                                                     Philip B. Grotewohl

                                            /s/ MARK GROTEWOHL


                                       3