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 Event: February 4, 1997
                        Date of Report: February 5, 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, California                                     94105-1301
(Address of principal executive offices)                      (Zip Code)




Registrant's telephone number, including area code:  (415) 974-1399







ITEM 5.  Other Events.

PLM International, Inc. (the "Company") announced that it has received a copy of
a class action complaint filed in the Circuit Court of Mobile,  Alabama.  A copy
of the press release announcing this complaint is attached as an exhibit to this
form.

Attachments:

Exhibit 1:  Press release, dated February 4, 1997





                                    EXHIBIT 1

                                                           Contact: Janet Turner
                                              Vice President, Investor Relations
                                                                    415-905-7214


                      PLM INTERNATIONAL NAMED IN COMPLAINT

FOR IMMEDIATE RELEASE

San  Francisco,  California,  February  4,  1997  ---  San  Francisco-based  PLM
International,  Inc.  (ASE:PLM) today announced that it has received a copy of a
class  action  complaint  filed in the  Circuit  Court of Mobile,  Alabama.  The
complaint names PLM International, Inc. ("PLMI" or the "Company"), PLM Financial
Services,   Inc.  ("FSI"),   PLM  Investment   Management,   Inc.  ("IMI"),  PLM
Transportation  Equipment  Corporation  ("TEC"),  and PLM Securities Corp. ("PLM
Securities," and,  collectively with all other defendants,  the "PLM Entities"),
as  defendants.  The PLM  Entities  have not yet been  formally  served with the
complaint,  however,  while the Company is currently  reviewing the substance of
the allegations,  it believes the allegations to be completely without merit and
intends to defends this matter vigorously.

The plaintiffs, who filed the complaint on their own behalf and on behalf of all
class members similarly situated,  are six individuals who allegedly invested in
certain California limited  partnerships (the  "Partnerships")  sponsored by PLM
Securities,  for which FSI acts as the general partner,  including PLM Equipment
Growth Fund IV, PLM Equipment  Growth Fund V, PLM Equipment  Growth Fund VI, and
PLM Equipment Growth & Income Fund VII.

The complaint purports eight causes of action against all defendants as follows:
fraud and deceit,  suppression,  negligent  misrepresentation  and  suppression,
intentional breach of fiduciary duty, negligent breach of fiduciary duty, unjust
enrichment, conversion, and conspiracy. Additionally,  plaintiffs allege a cause
of action  for  breach  of third  party  beneficiary  contracts  against  and in
violation of the NASD rules of fair practice by PLM Securities alone.

Plaintiffs  allege that each  defendant  owed  plaintiffs  and the class certain
duties due to their status as fiduciaries,  financial advisors,  agents, general
partner, and control persons. Based on these duties, plaintiffs assert liability
against  the  PLM  Entities  for  improper   sales  and   marketing   practices,
mismanagement  of the  Partnerships,  and  concealing  such  mismanagement  from
investors in the  Partnerships.  Plaintiffs seek  unspecified  compensatory  and
rescissory  damages,  as well as punitive  damages,  and have  offered to tender
their limited partnership units back to the defendants.

PLM International is a diversified  equipment leasing company providing services
to transportation,  industrial,  and commercial companies. With a combined owned
and managed portfolio of $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  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)


DATE:  February 5, 1997                     By:/s/ J. Michael Allgood
                                               ------------------------------
                                               J. Michael Allgood
                                               Vice President and
                                               Chief Financial Officer