May 1, 1997

DEAR FELLOW SHAREHOLDER:

It is  important  for  you to know  that a small  group  of  disgruntled  former
employees  and  associates  of PLM  International  are  attempting to personally
benefit -- at your expense -- from the substantial  progress your management has
achieved in improving the Company's financial  performance.  Specifically,  this
group,  led by Gary Engle,  is attempting  to gain a disruptive  presence on the
board of  directors by running an opposing  slate  against our nominees who have
been instrumental in spearheading the turnaround of our Company.  IF YOU RECEIVE
PROXY MATERIALS FROM THESE DISSIDENTS, WE URGE YOU NOT TO TAKE ANY ACTION.

As  part  of  their  scheme  to  gain  control  of the  Company,  Equis  Limited
Partnership,  also led by Gary Engle,  recently  sent your board of  directors a
letter stating that it is "prepared to offer" to acquire all of the  outstanding
shares of the Company's  common stock for a cash purchase price of $5 per share.
While this letter is subject to many significant contingencies,  it clearly does
not constitute a formal offer.  Nevertheless,  the board of directors intends to
consider the letter  carefully in accordance  with its fiduciary  obligations to
maximize shareholder value. We will be providing you with additional information
as it becomes available.

                    DON'T TRUST YOUR INVESTMENT TO GARY ENGLE
              SUPPORT YOUR BOARD'S PLAN TO BUILD SHAREHOLDER VALUE

Last May, we  implemented  a strategic  plan  specifically  intended to move the
Company forward in creating  sustained,  predictable growth in profitability and
shareholder value. This strategic plan,  described in the 1996 PLM International
annual report recently mailed to you, consists of three components:

         Building the operations of American Finance Group, Inc., our commercial
        and industrial equipment leasing and management subsidiary;

         Expanding  the business of PLM Rental,  Inc.,  our trailer  leasing and
        management subsidiary which is already the largest short-term, on-demand
        refrigerated trailer fleet in the United States;

         Continuing to manage our existing  equipment  leasing investor programs
        as well as actively seeking opportunities to manage additional equipment
        portfolios.

We are  pleased to report  solid,  measurable  progress  towards  achieving  the
Company's growth goals. During 1996, the following was accomplished:

          Grew AFG's equipment portfolio to $96.9 million in its first full year
         of operation, generating over $8 million in lease revenue;







          Retired the full $11.5 million balance  remaining on subordinated debt
         and entire $10 million floating rate portion of senior loan;

          Reduced operations support and general and administrative  expenses by
         16% and 26% respectively over 1995 levels;

          Continued to  repurchase  shares by  acquiring  $6.5 million of common
         stock at an average price substantially below book value,  reducing the
         total number of shares  outstanding  by 22% since the first  repurchase
         program began in early 1995.

These   improvements   continued  into  the  first  quarter  of  1997  when  PLM
International achieved its ninth consecutive quarter of positive results. We are
pleased to enclose a copy of the first quarter  earnings  press  release,  which
shows quarterly earnings of $0.14 per share versus $0.07 per share one year ago.

We believe  these  results  are  evidence  that our  strategic  plan is working.
Further,  the positive results achieved to date are really a culmination of, and
would not have been possible  without,  the numerous  steps taken over the prior
five years to strengthen the Company's financial position.  Since year-end 1991,
we have:  reduced senior debt by 72% and  subordinated  debt by 100%;  decreased
total company staffing by 37%; and reduced overhead costs substantially.

We are convinced we have chosen the right future  course for PLM  International,
one which will successfully  create continued,  long-term growth in earnings and
value.  Once  again,  we urge you not to be misled by a few  disgruntled  former
employees and associates  trying to hinder the forward  momentum of your Company
by electing two designees to your board.  Please  disregard  any proxy  material
they may send you.

We strongly  recommend  that you sign,  date,  and mail the WHITE proxy which we
will be mailing to you shortly.

Should  you  have any  questions,  please  contact  PLM  International  at (800)
626-7549 or MacKenzie  Partners at (800) 322-2885.  Thank you for your continued
support.

Sincerely,



/S/ ROBERT N. TIDBALL
- ---------------------------
ROBERT N. TIDBALL
President and Chief Executive Officer


Enclosure






ADDITIONAL INFORMATION

Mr. J Alec  Merriam  owns  beneficially  83,696  shares of  Common  Stock of the
Company and options to purchase 50,000  additional shares of Common Stock of the
Company.   Mr.   Merriam's   principal   office  is  located  in  the  Company's
headquarters, One Market, 800 Steuart Tower, San Francisco, California 94105.

Mr. Douglas P. Goodrich owns  beneficially  42,823 shares of Common Stock of the
Company and options to purchase 75,000  additional shares of Common Stock of the
Company.   Mr.   Goodrich's   principal  office  is  located  in  the  Company's
headquarters, One Market, 800 Steuart Tower, San Francisco, California 94105.

Mr.  Walter E.  Hoadley  owns  beneficially  1,000 shares of Common Stock of the
Company and options to purchase 50,000  additional shares of Common Stock of the
Company.  Mr. Hoadley's  principal  office is located at 555 California  Street,
11th Floor, San Francisco, California 94104.

Mr.  Robert L.  Pagel owns  beneficially  20,000  shares of Common  Stock of the
Company and options to purchase 50,000  additional shares of Common Stock of the
Company. Mr. Pagel's principal office is located in the Company's  headquarters,
One Market, 800 Steuart Tower, San Francisco, California 94105.

Mr.  Harold R. Somerset  owns  beneficially  6,000 shares of Common Stock of the
Company and options to purchase 30,000  additional shares of Common Stock of the
Company.  Mr. Somerset's principal office is located at 19 Donald Drive, Orinda,
California 94563.

Mr. Robert N. Tidball owns  beneficially  105,439  shares of Common Stock of the
Company and options to purchase 170,000 additional shares of Common Stock of the
Company.   Mr.   Tidball's   principal   office  is  located  in  the  Company's
headquarters, One Market, 800 Steuart Tower, San Francisco, California 94105.

Mr.  Robert L.  Witt  owns  beneficially  5,000  shares  of Common  Stock of the
Company.  Mr.  Witt's  principal  office  is  located  at 684 Fox  Run,  Orinda,
California 94563.

Mr. J. Michael  Allgood owns  beneficially  15,421 shares of Common Stock of the
Company and options to purchase 60,000  additional shares of Common Stock of the
Company.   Mr.   Allgood's   principal   office  is  located  in  the  Company's
headquarters, One Market, 800 Steuart Tower, San Francisco, California 94105.