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:
  MARCH 31, 1999                                                 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)


                        4425 North 24th Street, Suite 225
                             PHOENIX, ARIZONA 85016
            --------------------------------------------------------
            (Address of and zip code of principal executive offices)

                                 (602) 230-1655
              ----------------------------------------------------
              (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)


                                            March 31,           December 31,
                                              1999                   1998
                                         -----------            -----------

ASSETS

Property
  Land                                   $ 1,139,828            $ 1,139,828
  Buildings                                5,856,762              5,856,762
  Furniture and fixtures                     108,020                108,020
                                         -----------            -----------
                                           7,104,610              7,104,610
         Less accumulated depreciation    (2,492,300)            (2,442,800)
                                         -----------            -----------
                                           4,612,310              4,661,810

Cash and cash equivalents                    502,745                417,035
Other assets                                  15,165                 15,165
                                         -----------            -----------
                                         $ 5,130,220            $ 5,094,010
                                         ===========            ===========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                         $    73,400            $    91,165

Commitments (Note 3)

Partners' capital
  General partner                             81,706                 79,007
  Limited partners                         4,975,114              4,923,838
                                         -----------            -----------

                                         $ 5,130,220            $ 5,094,010
                                         ===========            ===========

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

                            STATEMENTS OF OPERATIONS
                                   (unaudited)


                         For the Three Months          For the Years
                                ENDED                      ENDED
                         ----------------------   -----------------------
                          March 31,   March 31,     Dec. 31,     Dec. 31,
                            1999        1998         1998         1997
                         ----------  ----------   ----------   ----------

Income
  Rental                 $  261,214  $  283,693   $1,089,040   $1,105,613
  Interest                    3,450       5,170       21,353       18,426
                         ----------  ----------   ----------   ----------
                            264,664     288,863    1,110,393    1,124,039
                         ----------  ----------   ----------   ----------


Expenses
  Property Operations       117,382     110,697      454,890      436,207
  Administration             43,807      40,041       91,685       97,005
  Amortization &
   Depreciation              49,500      49,000      197,909      195,224
                         ----------  ----------   ----------   ----------

                            210,689     199,738      744,484      727,436
                         ----------  ----------   ----------   ----------

Net Income               $   53,975  $   89,125   $  365,909   $  396,603
                         ==========  ==========   ==========   ==========

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

                            STATEMENTS OF CASH FLOWS
                                   (unaudited)


                                            FOR THE THREE MONTHS  ENDED
                                          ----------------------------------

                                          MARCH 31, 1999      MARCH 31, 1998
                                          --------------      --------------

CASH FLOWS FROM OPERATING ACTIVITIES
  Cash received from customers                $ 261,214       $ 283,693
  Cash paid to suppliers                       (178,954)       (171,408)
  Interest received                               3,450           5,170
                                              ---------       ---------

  Net cash provided by (used in)
   operating activities                       $  85,710       $ 117,455
                                              ---------       ---------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of furniture and fixtures                 --          (2,938)
  Net cash provided by (used in)
    Investing activities                      $      --       $  (2,938)
                                              ---------       ---------

CASH FLOWS FROM FINANCING ACTIVITIES
  Distributions to partners                          --              --
                                              ---------       ---------
  Net cash used in financing activities              --              --
                                              ---------       ---------

 Increase (decrease) in cash                  $  85,710       $ 114,517

Cash and cash equivalents:
  Beginning                                     417,035         490,961
                                              ---------       ---------

  Ending                                      $ 502,745       $ 605,477
                                              =========       ---------


RECONCILIATION OF NET LOSS TO NET CASH
 PROVIDED BY OPERATING ACTIVITIES:
  Net income (loss)                           $  53,975       $  89,125
  Adjustments to reconcile net loss to net
   cash provided by operating activities:
   Depreciation and amortization                 49,500          49,000
   Increase (decrease) in accounts payable      (17,765)        (20,670)
                                              ---------       ---------

   Net cash provided by (used in)
    operating activities                      $  85,710       $ 117,455
                                              =========       =========

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

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                 March 31, 1999



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

      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
                                 March 31, 1999




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.

      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 three months ended March 31, 1999
               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 Armored Management,
               LLC, on January 1, 1999, 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
                                 March 31, 1999



NOTE 3         Commitments, continued
               The  Partnership  also  entered  into an  agreement  with Armored
               Management,   LLC  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 $5,000 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.

Note 4         Impact of Year 2000

               The Company's assessment of its Year 2000 issues is complete. The
               Company  has  determined  that there is likely to be no  material
               adverse   consequence  of  Year  2000  issues  on  the  Company's
               business,  results of  operations,  or financial  condition.  The
               Company  has  few  information   technology  or   non-information
               technology aspects which may be affected by Year 2000; those that
               may be  affected  are the  computing  system  used to  administer
               operations.   Investigation  and  queries  of  the  software  and
               hardware suppliers have determined by written statements or other
               assurances that they are Year 2000 compliant.  The Company has no
               major  supplier,   vendor,   or  customers  which  is  likely  to
               materially  affect the Company if it is affected by the Year 2000
               problem.  The Company has determined that it is at little risk of
               material disruption of its business due to Year 2000 issues.

               In the  event  the  computing  system  fails,  the  Company  will
               purchase  and replace the  necessary  hardware  and  software for
               critical systems and contact the software and hardware  suppliers
               to replace,  at their cost,  the failed  components for remaining
               computers.  Costs  for the Year  2000  compliance  have  been for
               investigation only and no remedial actions have or will be taken.
               The costs have been minimal and are not material to the financial
               condition of the Company.
<PAGE>
              ARMORED STORAGE INCOME INVESTORS LIMITED PARTNERSHIP
                         an Arizona Limited Partnership

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                 March 31, 1999


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 $261,214  during the first
three months of 1999 compared to $283,693 during the first three months of 1998.
Rental income  decreased at all three  facilities  compared to the prior period.
Management  continues to work on ways to increase rental revenue,  be it through
increased marketing, rental rate adjustments, or employee incentive programs.

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

                                 MARCH 31, 1999          MARCH 31, 1998
                                ------------------      -----------------
             Bell Road                 68%                      86%
             63rd Avenue               82%                      75%
             Tramway                   78%                      76%

      Operational  expenses  through  March 31, 1999 were  $117,382  compared to
$110,097 for 1998.  Administrative  expenses  for 1999 were $43,807  compared to
$43,807 for the corresponding  period in 1998. Expenses for 1999 should continue
to be similar or slightly higher than 1998.

Pursuant to the authority granted under the limited partnership agreement of the
Registrant,  the General Partner, on behalf of the Registrant,  opened an escrow
on April 6, 1999 with Everest Storage II, a California limited liability company
to  sell  substantially  all  its  assets,   consisting  of  three  mini-storage
facilities,  to Everest  Storage II for a total sales price of  $7,113,402.  The
General  Partner has evaluated the offer and, after reviewing  comparable  sales
and capitalization  rates in the real estate market today,  believes it to be in
the best interest of the Registrant to proceed with the  transaction.  The terms
of the contract, which became effective April 6, 1999, provide for no assumption
of liabilities by the buyer,  except for customary  prorations of property taxes
and prepaid rents.

The contract is contingent on the buyer's evaluation of the properties.  Everest
Storage  II has sixty  days from the date the  Registrant  provides  it with the
required  documentation to complete its due diligence.  The buyer may extend the
due diligence  period by an  additional  thirty days.  Everest  Storage II is an
affiliate of Everest Investors 8, LLC, which owns 1.26% of the Registrant.
<PAGE>
The terms of the  contract  provide  that  Everest  Storage II will enter into a
management contract with the current property manager, Armored Management,  LLC,
the general partner of the general  partner of the  Registrant,  for a period of
one year after the closing.  It is anticipated  that the terms of the management
agreement will be substantially the same as the existing agreement in place with
the  Registrant.  A six  percent  commission  will be paid  should  the  sale be
consummated,  split between the buyers  broker,  Everest  Financial Inc. and the
seller's broker, Dale D. Ulrich, a member of Armored Management, LLC. Should the
sale occur, the Registrant has agreed to a limited non-competition covenant with
Everest Storage II.

Should the transaction be  consummated,  the General Partner would begin to wind
up the affairs of the  Registrant in order to make a  liquidation  distribution.
The General Partner  estimates the final  distribution  would be in the range of
$425 to $445 per unit. It is anticipated the final distribution would be made 60
to 120 days after the transaction closes.



Liquidity and Capital Resources

      As of March 31,  1999,  the  Partnership  held  cash and cash  equivalents
totaling $502,745 as compared to $605,477 for the corresponding quarter of 1998.
Should the potential sale referred to above close, the  Partnership's  liquidity
would increase substantially.
<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:    5/11/99
                                          --------------------------