I have a 1988 240dl 5speed that is false neutral in fifth, and there is a slight whine in any gear as long as clutch is out. when the clutch is in, its gone. obviously its the clutch or trans, but what is the deal?

 

a whine when you're stepping on the clutch is usually the 'throwout bearing' in the clutch assembly, especially if it happens while you are at a stop with the engine running.

the 5th gear problem is going to be transmission itself.