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 September 30, 2000

                                       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
preceding requirements for the past 90 days.

                          Yes   X             No
                              -----              -----

169,587 Units of Limited  Partnership  Interest were outstanding as of September
30, 2000.

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)
                                                     September 30,  December 31,
                                                         2000           1999
                                                         ----           ----
ASSETS
Cash and cash equivalents                                $652           $388

Accounts receivable (net of allowance for losses
   on accounts receivable of $16 and $19 at
   September 30, 2000 and December 31, 1999,
   respectively)                                           11             26

Notes receivable (net of allowance for losses
   on notes receivable of $0 at September 30, 2000
   and December 31, 1999)                                 --              61

Equipment on operating leases and held for lease
   (net of accumulated depreciation of $19 and
   $636 at September 30, 2000 and December 31, 1999,
   respectively)                                          --             --

Investment in joint ventures                              --              32

Other assets                                               11              8
                                                         ----           ----

     Total Assets                                        $674           $515
                                                         ====           ====

LIABILITIES AND PARTNERS' CAPITAL
Liabilities
   Accounts payable and accrued expenses                 $ 31           $ 70
                                                         ----           ----

     Total Liabilities                                     31             70
                                                         ----           ----

Partners' Capital
   General Partner                                        --             --

   Limited Partners, 300,000 units authorized,
     175,285 units issued and 169,587 units
     outstanding at September 30, 2000 and
     December 31, 1999                                    631            436

   Accumulated other comprehensive income                  12              9
                                                         ----           ----

     Total Partners' Capital                              643            445
                                                         ----           ----

     Total Liabilities and Partners' Capital             $674           $515
                                                         ====           ====

        The accompanying notes are an integral part of these statements.

                                       2
<PAGE>

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

                                          Three Months Ended  Nine Months Ended
                                             September 30,      September 30,
                                            2000      1999     2000       1999
                                            ----      ----     ----       ----
   INCOME
   Rental income                           $    58  $    92   $    77   $   418
   Earned income, financing leases            --          2      --          25
   Equity in earnings from joint
     ventures, net                            --         17         3        40
   Interest income, notes receivable            49        7        46        47
   Gain on sale of securities                 --        473       172       473
   Other income                                 10       52        44       139
                                           -------  -------   -------   -------
     Total Income                              117      643       342     1,142
                                           -------  -------   -------   -------

EXPENSES
   Depreciation                               --          1      --           5
   Amortization of acquisition fees           --          4      --          24
   Lease related operating expenses           --          1        22        14
   Management fees to General Partner            4       21        12        51
   Reimbursed administrative costs to
     General Partner                            10       10        32        42
   Provision for losses on receivables          24        2        20      --
   General and administrative expenses          22       18        61        70
                                           -------  -------   -------   -------
     Total Expenses                             60       57       147       206
                                           -------  -------   -------   -------

NET INCOME                                      57      586       195       936

Other comprehensive income:
   Unrealized gains (losses) on securities:
     Unrealized holding gains arising
       during period                             1      475       175       467
     Less:  reclassification adjustment
            for gains included in net
            income                            --       (473)     (172)     (473)
                                           -------  -------   -------   -------
Other comprehensive income                       1        2         3        (6)
                                           -------  -------   -------   -------

COMPREHENSIVE INCOME                       $    58  $   588   $   198   $   930
                                           =======  =======   =======   =======


NET INCOME PER LIMITED
   PARTNERSHIP UNIT                        $   .34  $  3.46   $  1.15   $  5.52
                                           =======  =======   =======   =======

DISTRIBUTIONS PER LIMITED
   PARTNERSHIP UNIT                        $  --    $  --     $  --     $  --
                                           =======  =======   =======   =======

ALLOCATION OF NET INCOME:
     General Partner                       $  --       --        --        --
     Limited Partners                           57      586       195       936
                                           -------  -------   -------   -------

                                           $    57  $   586   $   195   $   936
                                           =======  =======   =======   =======

        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)

                                                              Nine Months Ended
                                                                September 30,
                                                               2000       1999
                                                               ----       ----
Operating Activities:
--------------------
   Net income                                                 $   195   $   936

   Adjustments to reconcile net income to net cash
     provided by (used in) operating activities:
       Depreciation                                              --           5
       Amortization of acquisition fees                          --          24
       Gain on sale of equipment                                  (22)      (50)
       Gain on sale of securities                                (172)     (473)
       Equity in earnings from joint ventures, net                 (3)      (40)
       Provision for (recovery of) losses in accounts
         receivable                                                14       (34)
       Provision for early termination, financing leases         --          34
       Provision for losses on notes receivable                     6      --
       Decrease in accounts receivable                              1        32
       Decrease in accounts payable and accrued expenses          (39)     (106)
       Decrease in other assets                                  --          22
                                                              -------   -------

Net cash provided by (used in) operating activities               (20)      350
                                                              -------   -------

Investing Activities:
--------------------
   Principal payments, financing leases                             3       299
   Principal payments, notes receivable                            55       203
   Proceeds from sale of equipment                                 19        67
   Proceeds from sale of securities                               172       473
   Distributions from joint ventures                               35       155
                                                              -------   -------

Net cash provided by investing activities                         284     1,197
                                                              -------   -------

Increase in cash and cash equivalents                             264     1,547

Cash and cash equivalents, beginning of period                    388     3,050
                                                              -------   -------

Cash and cash equivalents, end of period                      $   652   $ 4,597
                                                              =======   =======

        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.

         The Partnership  Agreement  stipulates the methods by which income will
be allocated to the General Partner and the limited  partners.  Such allocations
will be made using income or loss calculated under Generally Accepted Accounting
Principles  for book purposes,  which varies from income or loss  calculated for
tax purposes.

         The  calculation  of items of income and loss for book and tax purposes
may result in book basis  capital  accounts that vary from the tax basis capital
accounts. The requirement to restore any deficit capital balances by the General
Partner  will  be  determined  based  on the  tax  basis  capital  accounts.  At
liquidation  of the  Partnership,  the General  Partner's  remaining  book basis
capital  account  will be reduced to zero  through the  allocation  of income or
loss.

Note 2.  Reclassification.
         ----------------

         Reclassification  - Certain  1999  amounts  have been  reclassified  to
conform to the 2000 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 September 30, 2000, the Partnership has
investments  in notes  receivable,  before  allowance  for  losses,  of $0.  The
impaired  loans  of  $0  are  net  of  specific  write-downs  of  $132,000.  The
Partnership  has an  allowance  for losses of $0 as of September  30, 2000.  The
average  recorded  investment  in impaired  loans  during the nine months  ended
September 30, 2000 and 1999 was approximately $20,000 and $74,000 respectively.


                                       5
<PAGE>
         The activity in the allowance for losses on notes receivable during the
nine months ended September 30, is as follows:

                                                       2000        1999
                                                       ----        ----
                                                    (Amounts In Thousands)
         Beginning balance                             $--         $162
              Provision for losses                        6         --
              Write downs                                (6)        --
                                                       ----        ----
         Ending balance                                $--         $162
                                                       ====        ====

Note 5.  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  169,587  for the nine  months  ended
September  30, 2000 and 1999.  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 6.  Investment in Joint Ventures.
         ----------------------------

Equipment Joint Venture
-----------------------

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

                                         September 30,   December 31,
                                            2000           1999
                                            ----           ----
                                          (Amounts in Thousands)

         Assets                            $  --           $177
         Liabilities                          --             35
         Partners' Capital                    --            142


                                  Three Months Ended    Nine Months Ended
                                     September 30,        September 30,
                                    2000       1999      2000      1999
                                    ----       ----      ----      ----
                                           (Amounts in Thousands)

         Revenue                   $ --        $ 71      $ 16      $404
         Expenses                    --           4         3        53
         Net Income                  --          67        13       351

         The  equipment  joint  venture was closed  during the nine months ended
September 30, 2000.

                                       6
<PAGE>

Financing Joint Ventures
------------------------

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

                                  Three Months Ended    Nine Months Ended
                                     September 30,        September 30,
                                    2000       1999      2000      1999
                                    ----       ----      ----      ----
                                           (Amounts in Thousands)

         Revenue                    $ --      $   7      $ --      $  2
         Expenses                     --       --          --       155
         Net Income (Loss)            --          7        --      (153)

         The  financing  joint  venture was closed  during the third  quarter of
1999.


                                       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 $57,000 and  $195,000 for the
three and nine months ended September 30, 2000, respectively, as compared to net
income of $586,000 and $936,000 during the three and nine months ended September
30, 1999,  respectively.  The Partnership  reported an overall decrease in total
revenues and expenses. However, the decreases in revenues exceeded the decreases
in expenses, generating a decrease in net income for the period.

         Total  revenues  decreased  by $526,000  and $800,000 for the three and
nine months  ended  September  30, 2000,  respectively,  as compared to the same
period in 1999.  The  decrease in total  revenues  for the three and nine months
ended  September  30,  2000 is  primarily  due to  decreases  in gain on sale of
securities, rental income, earned income from financing leases and a decrease in
earnings from joint ventures. The $34,000 and $341,000 decrease in rental income
for the three and nine months  ended  September  30, 2000 is  attributable  to a
decrease  in the amount of  equipment  owned  that is  classified  as  operating
leases. At September 30, 2000, the Partnership owned equipment with an aggregate
original cost of $23,000,  as compared to the $3.2 million of equipment owned at
September 30, 1999.

         Earned  income from  financing  leases  decreased by $2,000 and $25,000
during the three and nine months ended  September  30, 2000,  as compared to the
same period in 1999. The Partnership had investments in financing  leases with a
net  investment of $0 at September 30, 2000, as compared to $32,000 at September
30, 1999.

         Earnings  from joint  ventures  decreased  $17,000  and $37,000 for the
three and nine months ended  September 30, 2000,  compared to the same period in
1999. The decrease was due to one joint venture closing during the third quarter
of 1999 and another joint venture closing during the first quarter of 2000.

         Interest  income  from notes  receivable  increased  by $42,000 for the
three months ended September 30, 2000, compared to 1999. This increase is due to
settlements  received from lessees during the quarter ended  September 30, 2000.
Interest  income from notes  receivable  decreased by $1,000 for the nine months
ended  September  30, 2000,  compared to 1999.  This  decrease was offset by the
aforementioned  settlements received. The decrease in interest income from notes
receivable is attributable to the decline in net investment in notes receivable.
The net investment in notes receivable was $0 at September 30, 2000, compared to
$68,000 at September 30, 1999.

         The  Partnership  reported  a gain  on  sale  of  securities  of $0 and
$172,000 for the three and nine months  ended  September  30, 2000,  compared to
$473,000  for both the three and nine  months  ended  September  30,  1999.  The
securities  sold for 2000 consisted of common stock received though the exercise
of stock warrants  granted to the  Partnership  as part of financing  agreements
with  emerging  growth  companies  that are  publicly  traded.  The  Partnership
received  proceeds of $172,000 from the sale of these securities during the nine
months ended  September  30,  2000.  In addition,  at  September  30, 2000,  the
Partnership owns shares of stock and stock warrants in emerging growth companies
that are publicly traded with an unrealized gain of approximately $12,000. These

                                       8
<PAGE>

stock  warrants  contain  certain  restrictions,  but are generally  exercisable
within one year.

         Total expenses of the Partnership  decreased by $59,000 during the nine
months  ended  September  30, 2000,  compared to the same period in 1999.  Total
expenses  increased by $3,000 during the three months ended  September 30, 2000,
compared to the same period in 1999.  Most expense items  decreased.  Management
fees  decreased  $17,000 and  $39,000,  acquisition  fees  decreased  $4,000 and
$24,000,  reimbursed  costs to the general partner  decreased $0 and $10,000 and
depreciation  expense  decreased  by $1,000  and  $5,000  for the three and nine
months ended September 30, 2000, respectively, as compared to the same period in
1999. These decreases are attributable to the decline in the amount of equipment
owned as previously  discussed,  as well as, the equipment portfolio having been
fully depreciated during the year ended December 31, 1999.

Liquidity and Capital Resources

         The Partnership's  asset portfolio  continues to decline as a result of
the ongoing  liquidation of assets, and therefore,  it is expected that the cash
generated  from  operations  will  also  decline.  The  remaining  assets of the
Partnership consist of one lease and one loan. The General Partner is continuing
its efforts in marketing these assets for sale.

         The  Partnership  reported net cash generated by equipment  leasing and
financing activities during the nine months ended September 30, 2000 of $38,000,
as compared to net cash  generated  of $852,000  during the same period in 1999.
The decline in net cash generated from leasing and financing  activities for the
nine months  ended  September  30,  2000,  as compared to the same period in the
previous  year, is  attributable  to decreases in rental  income from  operating
leases,  principal  payments from financing  leases and principal  payments from
notes receivable, as previously discussed in the Results of Operations.

         The Partnership  received  distributions from joint ventures of $35,000
and  $155,000  for  the  nine  months  ended   September   30,  2000  and  1999,
respectively.  The decrease in distributions from joint ventures is attributable
to one joint venture  closing during the third quarter of 1999 and another joint
venture closing during the first quarter of 2000.

         As of September 30, 2000, the  Partnership  owned  equipment being held
for  lease  with an  original  cost of  $23,000  and a net book  value of $0, as
compared to equipment  with an original cost of $2,004,000  and a net book value
of $0 at September 30, 1999. The General Partner is actively engaged,  on behalf
of the Partnership, in selling the Partnership's off lease equipment.

         The cash  distributed  to partners  was $0 during the nine months ended
September 30, 2000 and 1999. 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 $0 in cash  distributions  for the nine months ended September 30, 2000
and 1999. The cumulative cash distributions to limited partners at September 30,
2000 is  $43,274,000,  as compared to  $38,891,000  at September  30, 1999.  The
General  Partner  received  cash  distributions  of $0 for its share of the cash
distribution for the nine months ended September 30, 2000 and 1999.

         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.


                                       9
<PAGE>

                            PHOENIX INCOME FUND, L.P.

                               September 30, 2000

                           Part II. Other Information.
                                    -----------------

Item 1.  Legal Proceedings.
         -----------------

         On October 28, 1997, a Class Action  Complaint  (the  "Complaint")  was
filed against Phoenix Leasing Inc., Phoenix Leasing Associates, II and III L.P.,
Phoenix   Securities  Inc.  and  Phoenix  American  Inc.  (the  "Companies")  in
California  Superior Court for the County of Sacramento by eleven individuals on
behalf of investors in Phoenix Leasing Cash Distribution  Funds I through V (the
"Partnerships").  The  Companies  were served with the  Complaint on December 9,
1997. The Complaint sought  declaratory and other relief  including  accounting,
receivership,  imposition of  constructive  trust and judicial  dissolution  and
winding up of the Partnerships,  and damages based on fraud, breach of fiduciary
duty and  breach  of  contract  by the  Companies  as  general  partners  of the
Partnerships.

         Plaintiffs  severed  one cause of action  from the  Complaint,  a claim
related to the marketing and sale of CDF V, and  transferred  it to Marin County
Superior Court (the "Berger  Action").  Plaintiffs  then dismissed the remaining
claims in  Sacramento  Superior  Court and re-filed  them in a separate  lawsuit
making similar allegations (the "Ash Action").

         The Ash  complaint  includes six causes of action:  breach of fiduciary
duty,  constructive  fraud,  judicial  dissolution of Cash Distribution Fund IV,
judicial  dissolution  of Cash  Distribution  Fund V,  accounting and alter ego.
Defendants  recently  answered the complaint and  discovery has  commenced.  The
plaintiffs'   depositions  have  been  taken,   and  plaintiffs   recently  took
depositions of defendants.

         The Berger  complaint  relates to  alleged  misrepresentations  made in
connection  with the offering of Cash  Distribution  V. Defendants have answered
the  complaint  and discovery has  commenced.  A class has been  certified.  The
plaintiffs'   depositions  have  been  taken,   and  plaintiffs   recently  took
depositions of defendants.

         On August 28, 2000, the Ash and Berger actions were  consolidated  (the
"Consolidated  Action")  pursuant to  stipulation  by both  parties.  Plaintiffs
recently  served a first  request for  production  in the  Consolidated  Action;
defendants  will  respond to the first  request for  production  on November 22,
2000.

         The Companies intend to vigorously defend the Consolidated Action.

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


November 13, 2000  Senior Vice President                  /S/ GARY W. MARTINEZ
-----------------  and a Director of                      ----------------------
                   Phoenix Leasing Associates, Inc.       (Gary W. Martinez)



November 13, 2000  Vice President, Finance,               /S/ ANDREW N. GREGSON
-----------------  Treasurer and a Director of            ----------------------
                   Phoenix Leasing Associates, Inc.       (Andrew N. Gregson)


                                       11