UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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                                   FORM 10-Q/A
                                 Amendment No. 1
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           _X_ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1998

                                       OR

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

                      For the transition period from __to__



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                           Commission File No. 2-91762

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                         POLARIS AIRCRAFT INCOME FUND I

                        State of Organization: California
                   IRS Employer Identification No. 94-2938977
                201 High Ridge Road, Stamford, Connecticut 06927
                           Telephone - (203) 357-3776



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,  and (2) has been  subject to such filing
requirements for the past 90 days.



                           Yes _X_               No___






                       This document consists of 4 pages.


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The  undersigned registrant hereby amends Item 2 of its Quarterly Report on Form
10-Q for the period ended June 30, 1998 in its entirety as follows:

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

At June 30, 1998,  Polaris Aircraft Income Fund I (the Partnership)  owned three
engines and certain inventoried  aircraft parts out of its original portfolio of
eleven  aircraft.  The three engines are leased to Royal Aviation Inc. and Royal
Cargo,  Inc. (Royal  Aviation).  In addition,  the Partnership  transferred four
aircraft to aircraft  inventory  during 1992 and 1993.  These aircraft have been
disassembled for sale of their component parts.


Partnership Operations

The  Partnership  recorded  net  income  of  $119,225,   or  $0.70  per  limited
partnership unit for the three months ended June 30, 1998 compared to net income
of $1,213,510 or $7.12 per limited  partnership unit, for the three months ended
June 30, 1997.  The  Partnership  recorded net income of $512,638,  or $3.01 per
limited partnership unit for the six months ended June 30, 1998, compared to net
income of $2,221,854, or $12.24 per limited partnership unit, for the six months
ended June 30, 1997. The decrease in operating  results during the three and six
months  ended  June 30,  1998,  as  compared  to the same  periods  in 1997,  is
primarily  the  result  of gains on the sale of  aircraft  in 1997 as  discussed
below.

During the first quarter of 1997, the  Partnership  sold two Boeing 737-200s and
two spare engines formerly leased to Viscount to Solair,  Inc. for cash proceeds
of  $1,620,000.  In  addition,  the  Partnership  retained  certain  maintenance
reserves  and  deposits  received  from the  former  lessee  of  these  aircraft
aggregating  approximately  $968,000  that had been held by the  Partnership  to
offset potential future  maintenance  expenses for these aircraft.  As a result,
the Partnership  recognized a net gain of $781,504 on the sale of these aircraft
during the first quarter of 1997.

During  the second  quarter of 1997,  the  Partnership  sold one Boeing  737-200
formerly  leased to Viscount  and  subleased  to Nations Air  Express,  Inc. for
$1,000,000.  In addition,  the Partnership retained certain maintenance reserves
and  deposits  received  from the  former  lessee of this  aircraft  aggregating
approximately  $1,081,000  that  had  been  held by the  Partnership  to  offset
potential  future  maintenance  expenses  for this  aircraft.  As a result,  the
Partnership  recognized a net gain of  $1,051,169  on the sale of this  aircraft
during the second quarter of 1997.

Interest income  decreased  during the three and six months ended June 30, 1998,
as compared to the same periods in 1997, primarily due to a decrease in the cash
reserves as discussed in the liquidity section.

Operating  expenses  decreased  during the three and six  months  ended June 30,
1998,  as  compared  to the same  periods in 1997,  due to a  decrease  in legal
expenses during the three months and six months ended June 30, 1998.  During the
six months ended June 30, 1997,  the  Partnership  recognized  legal expenses of
approximately  $130,000 related to the Nations Air Express, Inc. default and the
Viscount default and Chapter 11 bankruptcy  filing.  During the six months ended
June 30, 1998, the Partnership  recognized legal expenses of only $3,514 related
to the Braniff bankruptcy.


Claims Related to Lessee Defaults

Braniff,  Inc.  (Braniff)  Bankruptcy  - As  more  fully  discussed  in  Note 3,
Braniff's  bankrupt  estate  has made a payment  in the  amount of  $200,000  in
respect of the  unsecured  claims of the  Partnership  and other  affiliates  of
Polaris  Investment  Management  Corporation.   Of  this  amount,  $138,462  was


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allocated to the  Partnership,  based on its pro rata share of the total claims,
and recognized as revenue during the six months ended June 30, 1998.

Jet  Fleet  Bankruptcy  - As more  fully  discussed  in Note 3,  the  bankruptcy
proceeding  of Jet Fleet  Corporation  was  closed on  August 6,  1997,  and the
bankruptcy  proceeding of Jet Fleet International  Airlines,  Inc. was closed on
February 10, 1998.  Distributions from the bankrupt estate have not been made to
the  unsecured  creditors,  and the  Partnership  is not likely to  receive  any
distributions on its Proof of Claim.

The Partnership had been holding  deposits and maintenance  reserves pending the
outcome of the Jet Fleet bankruptcy proceedings.  Consequently,  the Partnership
recognized,  during the six months ended June 30, 1998,  revenue of $92,610 that
had been held as deposits and maintenance reserves.


Liquidity and Cash Distributions

Liquidity - The Partnership  receives  maintenance  reserve  payments from Royal
Aviation that may be reimbursed to the lessee or applied  against  certain costs
incurred by the Partnership for maintenance work performed on the  Partnership's
aircraft or engines,  as specified in the leases.  Maintenance  reserve balances
remaining  at  the  termination  of the  lease,  if  any,  may  be  used  by the
Partnership to offset future maintenance  expenses or recognized as revenue. The
net maintenance reserves balances aggregate $1,651,567 as of June 30, 1998.

The Partnership  received  payments of approximately  $15,000 and $64,000 during
the three months and six months ended June 30, 1998,  respectively,  compared to
payments of  approximately  $50,000 and $136,000 during the three and six months
ended  June  30,  1997,  respectively,  from  the  sale of  parts  from the four
disassembled aircraft.

Polaris Investment Management  Corporation,  the general partner, has determined
that the Partnership  maintain cash reserves as a prudent measure to insure that
the Partnership  has available funds in the event that the engines  presently on
lease  to  Royal  Aviation  require  remarketing  and for  other  contingencies,
including  expenses of the Partnership.  The Partnership's cash reserves will be
monitored  and may be revised from time to time as further  information  becomes
available in the future.

Cash Distributions - Cash distributions to limited partners were $1,349,832,  or
$8.00 per limited  partnership  unit for the six months  ended June 30, 1998 and
1997. The timing and amount of future cash distributions to partners are not yet
known and will depend upon the Partnership's future cash requirements, including
the receipt of rental payments from Royal Aviation.








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                                    SIGNATURE



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.

                                  POLARIS AIRCRAFT INCOME FUND I
                                  (Registrant)
                                  By: Polaris Investment
                                      Management Corporation,
                                      General Partner




     August 24, 1998                  By: /S/Marc A. Meiches
-------------------------                 ------------------------
                                          Marc A. Meiches
                                          Chief Financial Officer
                                          (principal financial officer and
                                          principal accounting officer of
                                          Polaris Investment Management
                                          Corporation, General Partner of
                                          the Registrant)










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