SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 10-Q


                  QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF

                       THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended:                                       Commission File Number:
September 30, 1996                                             2-95034LA
------------------                                       -----------------------


              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
              ----------------------------------------------------
             (Exact name of Registrant as specified in its charter)

            Arizona                                        85-0503193
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


                        3839 North 3rd Street, Suite 108
                             Phoenix, Arizona 85012
            --------------------------------------------------------
            (Address of and zip code of principal executive offices)

                                 (602) 230-1656
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                           Yes  X                      No
                              -----                      -----
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership


                                     PART I

                              FINANCIAL INFORMATION
                              ---------------------

ITEM 1  FINANCIAL STATEMENTS                                                PAGE
----------------------------                                                ----


Balance Sheets                                                               3

Statements of Operations                                                     4

Statements of Cash Flows                                                     5

Notes to Unaudited Financial Statements                                      6
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                                 BALANCE SHEETS
                                   (Unaudited)


                                               September 30,       September 30,
                                                   1996                1995
                                               -------------       -------------

ASSETS

Property
  Land                                         $ 1,139,828         $ 1,139,828
  Buildings                                      5,856,761           5,835,812
  Furniture and fixtures                            74,576              74,576
                                               -----------         -----------
                                                 7,071,165           7,050,216
         Less accumulated depreciation           2,000,523           1,805,747
                                               -----------         -----------
                                                 5,070,642           5,244,469

Cash and cash equivalents                          264,154             969,714
Other assets                                        21,849              29,218
                                               -----------         -----------
                                               $ 5,356,645         $ 6,243,401
                                               ===========         ===========

LIABILITIES AND PARTNERS' CAPITAL

Note payable to bank                           $       -0-         $   904,267
Accounts payable                                    83,732             106,159
                                               -----------         -----------
                                                    83,732           1,010,426

Commitments (Note 3)

Partners' capital
  General partner                              $    47,056         $    20,099
  Limited partners                               5,225,857           5,212,876
                                               -----------         -----------

                                               $ 5,356,645         $ 6,243,401
                                               ===========         ===========

                       See notes to financial statements.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                            STATEMENTS OF OPERATIONS
                                   (unaudited)


                            For the Nine Months             For the Years
                                  Ended                         Ended
                            -------------------             -------------

                          Sept. 30,   Sept. 30,         Dec. 31,        Dec. 31,
                             1996        1995             1995            1994
                          ---------    ---------      ----------      ----------
Income
  Rental                  $ 856,452    $ 801,595      $1,070,463      $ 964,399
  Interest                    5,199       18,983          24,664         11,888
                          ---------    ---------      ----------      ---------
                            861,651      820,578       1,095,127        976,287
                          ---------    ---------      ----------      ---------


Expenses
  Property Operations       297,964      292,772         406,069        378,120
  Administration             69,474       68,181          87,566         83,985
  Amortization &
   Depreciation             147,441      147,977         197,365        206,530
  Interest                      -0-       66,464          86,987         86,640
                          ---------    ---------      ----------      ---------

                            514,879      575,394         777,987        755,275
                          ---------    ---------      ----------      ---------

Net Income (loss)         $ 346,772    $ 245,184      $  317,140      $ 221,012
                          =========    =========      ===========     =========


                       See notes to financial statements.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                            STATEMENTS OF CASH FLOWS
                                   (unaudited)


                                                 For the nine months ended
                                             ---------------------------------

                                             Sept. 30, 1996     Sept. 30, 1995
                                             --------------     --------------


CASH FLOWS FROM OPERATING ACTIVITIES
  Cash received from customers                 $ 856,452           $ 801,595
  Cash paid to suppliers                        (374,814)           (336,328)
  Interest received                                5,199              18,983
  Interest paid                                      -0-             (66,464)
                                               ---------           ---------

  Net cash provided by
   operating activities                        $ 486,837           $ 417,786
                                               ---------           ---------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of equipment                               -                   -
                                               ---------           ---------
  Net cash provided by (used in)
    Investing activities                       $      -            $      -
                                               ---------           ---------
CASH FLOWS FROM FINANCING ACTIVITIES
  Distributions to partners                     (378,787)                 -
                                               ---------           ---------
  Net cash used in financing activities         (378,787)                 -
                                               ---------           ---------

 Increase (decrease) in cash                   $ 108,050           $ 417,786

Cash and cash equivalents:
  Beginning                                      156,104             551,928
                                               ---------           ---------

  Ending                                       $ 264,154           $ 969,714
                                               =========           =========


RECONCILIATION OF NET LOSS TO NET CASH
 PROVIDED BY OPERATING ACTIVITIES:
  Net income                                   $ 346,772           $ 245,184
  Adjustments to reconcile net loss to net
   cash provided by operating activities:
   Depreciation and amortization                 147,441             147,977
   Increase (decrease) in accounts payable        (7,376)             24,625
                                               ---------           ---------

   Net cash provided by
    operating activities                       $ 486,837           $ 417,786
                                               =========           =========


                       See notes to financial statements.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                               September 30, 1996



NOTE 1. Partnership Organization

      Armored Storage Income Investors Limited  Partnership ("the  Partnership")
      was  organized  under  the laws of the  State of  Arizona  pursuant  to an
      agreement of limited  partnership  filed December 4, 1984, for the purpose
      of  acquiring,  developing,  owning  and  operating  self-service  storage
      facilities.  The initial General Partners were Armored  Storage,  Inc., an
      Arizona  corporation (the "Managing  General Partner") and Armored Storage
      One Limited Partnership,  an Arizona Limited Partnership.  The Partnership
      commenced full activity on January 9, 1985.  During 1986, the  Partnership
      completed an offering of limited  partnership units wherein 15,000 limited
      partnership units were purchased by investors for $7,500,000.  In December
      1987  Armored  Storage,  Inc.,  withdrew  and Armored  Storage One Limited
      Partnership, became the "Managing General Partner."

NOTE 2.        Summary of Significant Accounting Policies

      Property and equipment:
               Property  and  equipment  is  stated  at  cost.  Depreciation  is
               computed   principally  by  the  straight-line  method  over  the
               following estimated useful lives:

                                                             Years
                                                             -----
               Buildings                                      30
               Furniture and fixtures                          5

               Interest,  real estate taxes and other costs related  directly to
               properties   under   long-term    development    contracts   were
               capitalized.  Costs were not  capitalized  beyond net  realizable
               value.  Costs  related to  operating  properties  are expensed as
               incurred.

               Acquisition  fees are  allocated  to the  Partnership's  property
               based on the expected  total  capitalized  cost of the respective
               property.

               Development  fees are  allocated  to the  Partnership's  property
               based on the expected  total  capitalized  cost of the respective
               property.

      Loan acquisition costs:
               Loan  acquisition  costs which are  included in other  assets are
               amortized over the life of the note payable of 9 years.

      Rental income:
               The  Partnership  receives  rental  income from its  self-storage
               facilities. All rental agreements are for month-to-month tenancy.
               Rental  income is  recognized  on the accrual basis in accordance
               with generally accepted accounting principles.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                               September 30, 1996




NOTE 2.        Summary of Significant Accounting Policies, continued

      Income taxes:
               The  Partnership  does not record a provision  for income  taxes,
               since Federal and state income tax  regulations  provide that any
               taxes on income of a  Partnership  are payable by the partners as
               individuals.  The  Partnership's  tax returns are prepared on the
               accrual basis.

      Syndication fees:
               Syndication  fees are those expenses  incurred in the issuing and
               marketing of partnership interests. These expenses include broker
               and  registration  fees, legal fees, tax and accounting fees, and
               printing costs.  These fees are not amortizable and are presented
               as a reduction in partners' capital in the financial statements.

      Organization costs:
               Organization  costs which are included in other assets consist of
               legal  fees   incident  to  the  creation  of  the   Partnership,
               accounting fees for establishing an accounting  system and filing
               fees.  These costs are being  amortized  using the  straight-line
               method over 60 months.

      Cash and cash equivalents:
               For purposes of reporting cash flows,  the Partnership  considers
               all money market funds to be cash equivalents.

      Unaudited financial statements:
               The financial  statement for the nine months ended  September 30,
               1996 are unaudited, however, in management's opinion they include
               all  adjustments  necessarily for a fair statement of the results
               of operations for such interim period. The interim period results
               of  operations  are not  necessarily  indicative of results for a
               full year.


NOTE 3. Commitments

               The Partnership has the following commitments:

               The Partnership  entered into agreements with QuestCor,  Inc., on
               November  1,  1989,  to  manage  the  Partnership's  self-storage
               facilities. The term of the agreements are for one year and shall
               be renewed  from year to year  unless,  and until,  either  party
               terminates  the  agreements.  The  agreements  provide  that  the
               manager shall receive,  as compensation  for services,  6% of the
               actual gross cash receipts.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                               September 30, 1996



NOTE 3         Commitments, continued
               The  Partnership  also entered into an agreement  with  QuestCor,
               Inc.  for  the  management  of  the   Partnership's   accounting,
               securities reporting, database and investor relations activities.
               The term of the  agreement  is for one year and shall be  renewed
               from year to year unless either party  terminates  the agreement.
               The  agreement  provides  for a flat fee of  $4,500  per month as
               compensation for administration services.

               The  Partnership  reimburses the General Partner for the costs of
               goods  and  materials  used  by  and  for  the   Partnership  and
               administrative   services  necessary  to  the  operation  of  the
               Partnership.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                               September 30, 1996


ITEM 2 MANAGEMENT'S DISCUSSIONS AND ANALYSIS
--------------------------------------------


Results of Operations

      The Partnership has three  operating  facilities,  two located in Phoenix,
Arizona, and one in Albuquerque,  New Mexico. The Partnership's three facilities
generated an aggregate gross operating revenue of $856,452 during the first nine
months of 1996  compared to $801,595  during the first nine months of 1995.  All
three facilities posted increases in rental income over the prior year.

      Occupancies  (based on number of available  units) at the three facilities
are summarized as follows:

                                              Sept. 30, 1996    Sept. 30, 1995
                                              --------------    --------------
     Bell Road                                      91%               91%
     63rd Avenue                                    74%               81%
     Tramway                                        85%               92%

      Operational  expenses through September 30, 1996 were $297,964 compared to
$292,772 for 1995.  Administrative  expenses  for 1996 were $69,474  compared to
$68,181 for the corresponding period in 1995.



Liquidity and Capital Resources

      As of September 30, 1996, the Partnership  held cash and cash  equivalents
totaling $264,154 as compared to $969,714 for the corresponding quarter of 1995.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership


                                     PART II

                                OTHER INFORMATION
                                -----------------


Item 1:        Legal Proceedings:
-------        ------------------

               Not applicable.

Item 2:        Changes in securities:
-------        ----------------------

               Not applicable.

Item 3:        Defaults Upon Senior Securities:
-------        --------------------------------

               Not applicable.

Item 4:        Submission of Matters to a Vote of Security Holders:
-------        ----------------------------------------------------

               Not applicable.

Item 5:        Other information:
-------        ------------------

               Not applicable.
<PAGE>
                                   SIGNATURES


      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                          ARMORED STORAGE INCOME INVESTORS
                                                    (Registrant)

                                          By: Armored Management L.L.C.
                                              Its General Partner


                                          By: /s/ Dale D. Ulrich
                                          ----------------------
                                               Dale D. Ulrich

                                          Its:  Member

                                          Dated:   11/8/96
                                               ----------------