UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             ----------------------

                                   FORM 10-QSB

__X__   QUARTERLY REPORT  UNDER SECTION  13 OR 15(d) OF THE  SECURITIES EXCHANGE
        ACT OF 1934

                  For the quarterly period ended March 31, 1998

                                       OR

_____   TRANSITION REPORT  PURSUANT TO  SECTION  13  OR 15(d) OF  THE SECURITIES
        EXCHANGE ACT OF 1934

        For the transition period from ______________ to ______________.

                         Commission file number 0-19063
                                                -------

                           PHOENIX INCOME FUND, L.P.
--------------------------------------------------------------------------------
                                   Registrant


           California                                     68-0204588
----------------------------------            ----------------------------------
      State of Jurisdiction                   I.R.S. Employer Identification No.


2401 Kerner Boulevard, San Rafael, California                     94901-5527
--------------------------------------------------------------------------------
    Address of Principal Executive Offices                         Zip Code

       Registrant's telephone number, including area code: (415) 485-4500
                                                           --------------

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 _____

169,804 Units of Limited  Partnership  Interest were outstanding as of March 31,
1998.

Transitional small business disclosure format:

                               Yes _____ No __X__


                                  Page 1 of 11



<PAGE>



                          Part I. Financial Information
                          -----------------------------
                          Item 1. Financial Statements
                            PHOENIX INCOME FUND, L.P.
                                 BALANCE SHEETS
                 (Amounts in Thousands Except for Unit Amounts)
                                   (Unaudited)
                                                         March 31,  December 31,
                                                           1998         1997
                                                           ----         ----
ASSETS

Cash and cash equivalents                                 $1,892       $2,693

Accounts receivable (net of allowance for losses
   on accounts receivable of $139 and $157 at 
   March 31, 1998 and December 31, 1997, respectively)       163          206

Notes receivable (net of allowance for losses on 
   notes receivable of $162 at March 31, 1998 and
   December 31, 1997)                                        660          812

Equipment on operating leases and held for lease
   (net of accumulated depreciation of $5,760 and
   $6,141 at March 31, 1998 and December 31, 1997,
   respectively)                                             136          204

Net investment in financing leases (net of allowance
   for early  terminations of $85 and $80 at March 31,
   1998 and December 31, 1997, respectively)               1,407        1,758

Investment in joint ventures                                 207          296

Capitalized acquisition fees (net of accumulated
   amortization of $3,531 and $3,508 at March 31,
   1998 and December 31, 1997, respectively)                  91          114

Other assets                                                  43           55
                                                          ------       ------

     Total Assets                                         $4,599       $6,138
                                                          ======       ======

LIABILITIES AND PARTNERS' CAPITAL

Liabilities
   Accounts payable and accrued expenses                  $  363       $  508
                                                          ------       ------

     Total Liabilities                                       363          508
                                                          ------       ------

Partners' Capital
   General Partner                                           -            -

   Limited Partners, 300,000 units authorized,
     175,285 units issued and 169,804 and 169,972
     units outstanding at March 31, 1998 and 
     December 31, 1997, respectively                       4,218        5,604

   Unrealized gains on available-for-sale
     securities                                               18           26
                                                          ------       ------

     Total Partners' Capital                               4,236        5,630
                                                          ------       ------

     Total Liabilities and Partners' Capital              $4,599       $6,138
                                                          ======       ======

        The accompanying notes are an integral part of these statements.


                                        2

<PAGE>



                            PHOENIX INCOME FUND, L.P.
                            STATEMENTS OF OPERATIONS
               (Amounts in Thousands Except for Per Unit Amounts)
                                   (Unaudited)

 
                                                           Three Months Ended
                                                                March 31,
                                                            1998         1997
                                                            ----         ----
INCOME

   Rental income                                         $    343     $    481
   Earned income, financing leases                             68          166
   Equity in earnings from joint ventures, net                 41           66
   Interest income, notes receivable                           32           84
   Other income                                                27           39
                                                         --------     --------

     Total Income                                             511          836
                                                         --------     --------

EXPENSES

   Depreciation                                                68          164
   Amortization of acquisition fees                            23           52
   Lease related operating expenses                            17           70
   Management fees to General Partner                          32           65
   Reimbursed administrative costs to General Partner          28           67
   Provision for losses on receivables                          6          -
   General and administrative expenses                         30           35
                                                         --------     --------

     Total Expenses                                           204          453
                                                         --------     --------

NET INCOME                                               $    307     $    383
                                                         ========     ========



NET INCOME PER LIMITED PARTNERSHIP UNIT                  $   1.31     $   1.75
                                                         ========     ========

DISTRIBUTIONS PER LIMITED PARTNERSHIP UNIT               $   9.46     $   9.45
                                                         ========     ========

ALLOCATION OF NET INCOME:
     General Partner                                     $     84     $     85
     Limited Partners                                         223          298
                                                         --------     --------

                                                         $    307     $    383
                                                         ========     ========

        The accompanying notes are an integral part of these statements.


                                        3

<PAGE>



                            PHOENIX INCOME FUND, L.P.
                            STATEMENTS OF CASH FLOWS
                             (Amounts in Thousands)
                                   (Unaudited)

                                                             Three Months Ended
                                                                 March 31,
                                                             1998         1997
                                                             ----         ----
Operating Activities:
   Net income                                              $   307      $   383

   Adjustments to reconcile net income to net
     cash provided by operating activities:
       Depreciation                                             68          164
       Amortization of acquisition fees                         23           52
       Gain on sale of equipment                               (21)         (33)
       Equity in earnings from joint ventures, net             (41)         (66)
       Provision for early termination, financing leases         6          -
       Decrease in accounts receivable                          43           22
       Decrease in accounts payable and accrued expenses      (145)         (55)
       Decrease in other assets                                  4           42
                                                           -------      -------

Net cash provided by operating activities                      244          509
                                                           -------      -------

Investing Activities:
   Principal payments, financing leases                        345          935
   Principal payments, notes receivable                        152          115
   Proceeds from sale of equipment                              21          116
   Distributions from joint ventures                           130          323
                                                           -------      -------

Net cash provided by investing activities                      648        1,489
                                                           -------      -------

Financing Activities:
   Redemptions of capital                                       (2)          (2)
   Distributions to partners                                (1,691)      (1,695)
                                                           -------      -------

Net cash used by financing activities                       (1,693)      (1,697)
                                                           -------      -------

Increase (decrease) in cash and cash
  equivalents                                                 (801)         301

Cash and cash equivalents, beginning of
  period                                                     2,693        3,323
                                                           -------      -------

Cash and cash equivalents, end of period                   $ 1,892      $ 3,624
                                                           =======      =======

        The accompanying notes are an integral part of these statements.


                                        4

<PAGE>



                            PHOENIX INCOME FUND, L.P.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1.       General.

         The accompanying  unaudited  condensed  financial  statements have been
prepared by the  Partnership in accordance  with generally  accepted  accounting
principles, pursuant to the rules and regulations of the Securities and Exchange
Commission. In the opinion of Management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included. Although management believes that the disclosures are adequate to make
the information  presented not misleading,  it is suggested that these condensed
financial  statements be read in conjunction  with the financial  statements and
the notes included in the Partnership's  Financial Statement,  as filed with the
SEC in the latest annual report on Form 10-K.


Note 2.       Reclassification.

         Reclassification  - Certain  1997  amounts  have been  reclassified  to
conform to the 1998 presentation.

Note 3.       Income Taxes.

         Federal  and state  income tax  regulations  provide  that taxes on the
income  or loss of the  Partnership  are  reportable  by the  partners  in their
individual income tax returns. Accordingly, no provision for such taxes has been
made in the financial statements of the Partnership.

Note 4.       Notes Receivable.

         Impaired Notes Receivable.  At March 31, 1998, the recorded  investment
in notes that are  considered to be impaired was $113,000 for which there was no
related allowance for losses. The average recorded  investment in impaired loans
during the three months ended March 31, 1998 and 1997 was approximately $113,000
and $160,000, respectively.

         The activity in the allowance for losses on notes receivable during the
three months ended March 31, is as follows:

                                            1998                  1997
                                            ----                  ----
                                               (Amounts In Thousands)
         Beginning balance                  $162                  $216
             Provision for losses            -                     -
             Write downs                     -                     -
                                            ----                  ----
         Ending balance                     $162                  $216
                                            ====                  ====

Note 5.      Equipment on Operating Leases and Held for Lease.

         The  Partnership's  policy,  as disclosed on the  Partnership's  latest
annual report filed on Form 10-K, is to provide additional  depreciation expense
where reviews of equipment indicate that rentals plus anticipated sales proceeds
will not exceed expenses,  including depreciation expense, in any future period.
As a result,  the Partnership has provided  additional  depreciation  expense on
various  leases  that are near the end of their  initial  lease  term  where the
estimated fair market value is not expected to exceed the net book value of such
leases.


                                        5

<PAGE>



Note 6.      Net Income (Loss) and Distributions Per Limited Partnership Unit.

         Net income and distributions per limited partnership unit were based on
the limited  partners' share of net income and  distributions,  and the weighted
average number of units  outstanding of 169,853 and 170,298 for the three months
ended March 31, 1998 and 1997,  respectively.  For  purposes of  allocating  net
income (loss) to each individual limited partner, the Partnership  allocates net
income  (loss)  based  upon  each  respective   limited  partner's  net  capital
contributions.


Note 7.      Investment in Joint Ventures:

Equipment Joint Venture

         The aggregate  financial  information of the equipment joint venture is
presented below:

                                                 March 31,         December 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Assets                            $    361           $     730
              Liabilities                            111                 156
              Partners' Capital                      250                 574

                                                      Three Months Ended
                                                          March 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Revenue                           $    181           $     346
              Expenses                                20                  84
              Net Income                             161                 262


                                        6

<PAGE>



Financing Joint Ventures

         The aggregate  financial  information of the financing joint venture is
presented below:

                                                 March 31,         December 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Assets                            $    722           $     803
              Liabilities                            118                 136
              Partners' Capital                      604                 667


                                                      Three Months Ended
                                                          March 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Revenue                            $    25            $     35
              Expenses                                 4                  14
              Net Income                              21                  21

Foreclosed Cable Systems Joint Venture

         The aggregate  financial  information of the financing joint venture is
presented below:

                                                 March 31,         December 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Assets                            $    -             $     -
              Liabilities                            -                   -
              Partners' Capital                      -                   -

                                                      Three Months Ended
                                                          March 31,
                                                   1998                1997
                                                   ----                ----
                                                     (Amounts in Thousands)

              Revenue                            $   -              $    (38)
              Net Loss                               -                   (38)


                                        7

<PAGE>




                            PHOENIX INCOME FUND, L.P.

Item 2.       Management's  Discussion and  Analysis  of Financial Condition and
              Results of Operations.

Results of Operations

         The Partnership reported net income of $307,000 during the three months
ended March 31,  1998,  as  compared to net income of $383,000  during the three
months ended March 31, 1997.  The  Partnership  reported an overall  decrease in
total  revenues and  expenses.  However,  the decrease in revenues  exceeded the
decrease in expense, generating a decrease in net income for the period.

         Total  revenues  decreased  by $325,000  during the three  months ended
March 31,  1998,  as compared to the same period in 1997.  The decrease in total
revenues is due primarily to a decrease in rental income from  operating  leases
of $138,000 for the three  months ended March 31, 1998,  as compared to the same
period in 1997. The decrease in rental income is  attributable  to a decrease in
the amount of equipment owned that is classified as operating  leases.  At March
31, 1998, the Partnership owned equipment with an aggregate original cost of $14
million, as compared to the $27 million of equipment owned at March 31, 1997.

         Earned income from  financing  leases  decreased by $98,000  during the
three months ended March 31, 1998, as compared to the same period in 1997.  This
is attributable to the decrease in the net investment in financing  leases since
March 31, 1997. The Partnership  owned financing leases with a net investment of
$1.4 million at March 31,  1998,  as compared to $4.1 million at March 31, 1997.
The net  investment in financing  leases will continue to decline over the lease
term as payments are received.

         Total  expenses of the  Partnership  decreased  by $249,000  during the
three  months  ended  March  31,  1998,  compared  to the same  period  in 1997.
Depreciation  expense  experienced the largest  decrease during the three months
ended March 31,  1998,  as  compared  to the same  period in 1997.  Depreciation
expense  decreased  due to the decrease in the amount of equipment  owned by the
Partnership, as well as, an increasing portion of the equipment portfolio having
been fully depreciated.


Liquidity and Capital Resources

         The   Partnership's   primary  source  of  liquidity   comes  from  its
contractual  obligations  with  lessees and  borrowers  for fixed lease terms at
fixed payment  amounts.  As the initial lease terms of the  Partnership's  short
term  operating  leases  expire,  the  Partnership  will  re-lease  or sell  the
equipment.  The future liquidity of the Partnership will depend upon the General
Partner's success in collecting its contractually  owed amounts from lessees and
borrowers as well as re-leasing and selling the Partnership's equipment when the
lease terms expire.

         The  Partnership  reported net cash generated by equipment  leasing and
financing  activities  during the three months ended March 31, 1998 of $741,000,
as compared  to  $1,559,000  during the same period in 1997.  The decline in net
cash generated from leasing and financing  activities for the three months ended
March 31,  1998,  as  compared  to the same  period  in the  previous  year,  is
attributable  to decreases in rental income from operating  leases and principal
payments  from  financing  leases,  as  previously  discussed  in the Results of
Operations.

         An additional factor  contributing to the decline in net cash generated
is the  reduction in the amount of proceeds  received from the sale of equipment
for the three months ended March 31, 1998, as compared to the previous year. The
Partnership  received  proceeds from the sale of equipment of $21,000 during the
three  months  ended March 31,  1998,  as compared to $116,000  during the three
months ended March 31, 1997.


                                        8

<PAGE>





         The Partnership received  distributions from joint ventures of $130,000
and $323,000  for the three months ended March 31, 1998 and 1997,  respectively.
The decrease in  distributions  from joint ventures is attributable to one joint
venture  experiencing a decline in cash available for  distributions as a result
of a reduction in rental income and sales proceeds received.

         As of March 31, 1998, the  Partnership  owned  equipment being held for
lease with an original  cost of $5,558,000  and a net book value of $28,000,  as
compared to equipment  with an original cost of $3,847,000  and a net book value
of  $131,000 at March 31,  1997.  The General  Partner is actively  engaged,  on
behalf of the  Partnership,  in remarketing  and selling the  Partnership's  off
lease  equipment.  Until new lessees or buyers of  equipment  can be found,  the
equipment   will  continue  to  generate   depreciation   expense   without  any
corresponding  rental  income.  The  effect of this will be a  reduction  of the
Partnership earnings during this remarketing period.

         The cash  distributed to partners was $1,691,000 and $1,695,000  during
the three months ended March 31, 1998 and 1997, respectively. In accordance with
the Partnership Agreement,  the limited partners are entitled to 95% of the cash
available  for  distribution  and the  General  Partner is  entitled to 5%. As a
result,  the  limited  partners  received  $1,606,000  and  $1,610,000  in  cash
distributions for the three months ended March 31, 1998 and 1997,  respectively.
The  cumulative  cash  distributions  to limited  partners  at March 31, 1998 is
$37,304,000,  as compared to $30,926,000 at March 31, 1997. The General  Partner
received cash  distributions  of $85,000 for its share of the cash  distribution
for the three months ended March 31, 1998 and 1997. The Partnership  anticipates
making  distributions  at a  lower  rate  beginning  with  the  April  15,  1998
distribution.

         As provided for by the partnership  agreement,  the General Partner has
determined  to  exercise  its  discretion  that no  further  redemptions  in the
Partnership  will be  permitted  after March 31,  1998.  During the three months
ended  March 31,  1998,  the  number of units that have been  redeemed  has been
immaterial.

         The cash to be  generated  from  leasing and  financing  operations  is
anticipated to be sufficient to meet the  Partnership's  continuing  operational
expenses.


                                        9

<PAGE>



                            PHOENIX INCOME FUND, L.P.

                                 March 31, 1998

                           Part II. Other Information.


Item 1.     Legal Proceedings.  Inapplicable.

Item 2.     Changes in Securities.  Inapplicable

Item 3.     Defaults Upon Senior Securities.  Inapplicable

Item 4.     Submission of Matters to a Vote of Securities Holders.  Inapplicable

Item 5.     Other Information.  Inapplicable

Item 6.     Exhibits and Reports on 8-K:

            a)      Exhibits:

                    (27)   Financial Data Schedule

            b)      Reports on 8-K:  None


                                       10

<PAGE>







                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) 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.

                                          PHOENIX INCOME FUND, L.P.
                                          -------------------------
                                                 (Registrant)

                                     BY:  PHOENIX LEASING ASSOCIATES LP,
                                          a California limited partnership,
                                          General Partner

                                          BY:  PHOENIX LEASING ASSOCIATES, INC.
                                               a Nevada corporation,
                                               General Partner


    Date                       Title                             Signature
    ----                       -----                             ---------


May 13, 1998         Senior Vice President                 /S/ GARY W. MARTINEZ
---------------      and a Director of                     --------------------
                     Phoenix Leasing Associates, Inc.      (Gary W. Martinez)

                     

May 13, 1998         Chief Financial Officer,              /S/ HOWARD SOLOVEI
---------------      Treasurer and a Director of           --------------------
                     Phoenix Leasing Associates, Inc.      (Howard Solovei)
                     


May 13, 1998         Senior Vice President,                /S/ BRYANT J. TONG
---------------      Financial Operations of               --------------------
                     Phoenix Leasing Associates, Inc.      (Bryant J. Tong)


                                       11