SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 of 15(d) of
                     the Securities and Exchange Act of 1934

                          Date of Event: July 28, 1997
                          Date of Report: July 29, 1997


                             PLM INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)


                                    Delaware
                         (State or other jurisdiction of
                         incorporation or organization)


                  1-9670                               94-3041257
         (Commission File Number)           (I.R.S. Employer Identification No.)


One Market
Steuart Street Tower, Suite 800
San Francisco, CA                                    94105-1301
(Address of principal executive offices)             (Zip Code)





ITEM 5.  Other Events

PLM  International,  Inc. (the  "Company")  has announced the  retirement of two
members of its board of directors,  J. Alec Merriam and Robert L. Pagel.  A copy
of the press release  announcing these resignations is attached as an exhibit to
this form.

Attachments:

Exhibit 1:        Press release, dated July 28, 1997








                                    EXHIBIT 1


                                            Contact: Janet M. Turner
                                            Vice President, Investor Relations
                                            (415) 905-7214


             PLM INTERNATIONAL ANNOUNCES RETIREMENT OF TWO DIRECTORS


FOR IMMEDIATE RELEASE
San Francisco,  California,  July 28, 1997 -- PLM International,  Inc. (ASE:PLM)
today announced that the Company has regretfully accepted the resignation of two
of its  directors,  J. Alec Merriam,  Chairman of the Board and Robert L. Pagel,
Chairman of the  Executive  Committee,  effective  today.  Having  served on PLM
International's  board since the  Company's  inception  in February  1988,  both
individuals decided to retire from the board for personal reasons,  citing their
desire for more time to devote to personal interests. With the implementation of
the Company's strategic growth plan well underway, the increase in the Company's
stock price,  and the recent  completion of the 1997 annual meeting,  both board
members  felt this was an  appropriate  time to tender their  resignations.  The
Company stated that it intends to appoint successors to both positions.

PLM International  President and Chief Executive Officer Robert N. Tidball said,
"Messrs.  Merriam and Pagel have been integral members of the board of directors
for the past  nearly  ten years.  They have  served  PLM  International  and its
shareholders  in an  outstanding  manner over a very key period in the Company's
history  and  will  be  missed.  Both  were  instrumental  in  assisting  in the
development of our new strategic  direction.  They have our deepest appreciation
for  helping to put PLM  International  on a path which has  resulted  in eleven
consecutive   quarters  of  positive  results  since  the  Company's   financial
restructuring  in 1994 and a material  increase in our stock price. All of us at
PLM International give Messrs. Merriam and Pagel our best wishes in their future
endeavors."

                                     - more-





Mr.  Merriam and Mr. Pagel both joined the  Company's  board of directors  after
distinguished  careers.  Prior to joining PLM International's board, Mr. Merriam
served as  executive  vice  president  and chief  financial  officer  of Crowley
Maritime   Corporation,   a  San  Francisco  area-based  maritime  shipping  and
transportation  services  company,  from  1972 to 1988.  Prior  to that,  he was
chairman of the board and treasurer of LOA Corporation of Omaha,  Nebraska,  and
served in various  financial  capacities  with  Northern  Natural Gas Company of
Omaha.   Prior  to  joining  PLM   International's   board,  Mr.  Pagel  served,
successively, as president and chief executive officer of The Diana Corporation,
FanFair  Corporation,  and  Super  Sky  International,  Inc.  He was  previously
chairman and chief executive officer of Blunt, Ellis and Loewi, Inc. and retired
from that company after a 20-year career in 1985.

PLM International is a diversified  equipment leasing company providing services
to transportation,  industrial,  and commercial companies. With a combined owned
and  managed  portfolio  of  approximately   $1.3  billion  in  equipment,   PLM
International operates one of the twenty-five largest asset leasing pools in the
United States  today.  The Company  specializes  in creating  equipment  leasing
solutions for domestic and international customers.

                                       ###







                                    SIGNATURE

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  in its  behalf by the
undersigned hereunto duly authorized.

                                  PLM INTERNATIONAL, INC.
                                  (Registrant)

DATED:  July 29, 1997             By: /s/ Stephen Peary
                                      -------------------------
                                      Stephen Peary
                                      Senior Vice President and
                                      General Counsel