SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

(Mark One)
[ X ] Annual Report Under Section 13 or 15(d) of the Securities  Exchange Act of
1934 For the quarterly period ended September 30, 2000

[   ]    Transition Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934   For the transition period from                to
                                             --------------   ---------------

Commission File Number:  333-22239


                              AeroCentury IV, Inc.
                                  (Name of small business issuer in its charter)

        California                                        94-3260392
(State or other jurisdiction                (I.R.S. Employer Identification No.)
of incorporation or organization)

1440 Chapin Avenue, Suite 310
Burlingame, California                                      94010
(Address of principal executive offices)                  (Zip Code)

Issuer's telephone number, including area code:                (650) 340-1880
Securities registered pursuant to Section 12(b) of the Act:              None

Securities registered pursuant to Section 12(g) of the Act:              None

Check whether the Issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 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
    ---    ---


On November 15, 2000 the  aggregate  market  value of the voting and  non-voting
Common  equity held by  non-affiliates  (computed  by  reference to the price at
which the common equity was sold) was $0.


As of  November  15,  2000  the  Issuer  has  243,420  Shares  of  Common  Stock
outstanding.


Transitional Small Business Disclosure Format (check one):  Yes     No  X
                                                               ----    ----


<PAGE>



Part I.           Financial Information

Item 1.           Financial Statements.

                               AEROCENTURY IV, INC.
                                  Balance Sheet
                               September 30, 2000

<TABLE>
<CAPTION>
                                     ASSETS
<S>                                                                        <C>
Current assets:
     Cash                                                                  $     150,630
     Deposits                                                                    121,350
     Rent receivable                                                              56,450
     Accounts receivable                                                         209,510
                                                                           -------------
Total current assets                                                             537,940

Aircraft and aircraft engines under operating leases,
     net of accumulated depreciation of $685,670                               2,994,220
Debt issue costs, net of accumulated
     amortization of $238,520                                                    351,000
Other assets                                                                      10,070
                                                                           -------------

Total assets                                                               $   3,893,230
                                                                           =============

                      LIABILITIES AND SHAREHOLDER'S EQUITY

Current liabilities:
     Accounts payable                                                      $     138,800
     Interest payable                                                             81,150
     Prepaid rent                                                                 12,500
     Security deposits                                                            30,000
     Maintenance deposits                                                        310,850
                                                                           -------------
Total current liabilities                                                        573,300
                                                                           -------------

Medium-term secured notes                                                      4,869,000
                                                                           -------------

Total liabilities                                                              5,442,300
                                                                           -------------

Preferred stock, no par value, 100,000 shares authorized,
     no shares issued and outstanding                                                  -
Common stock, no par value, 500,000 shares authorized,
     243,420 shares issued and outstanding                                       243,420
Accumulated deficit                                                          (1,792,490)
                                                                           -------------
Total shareholder's equity                                                   (1,549,070)
                                                                           -------------

Total liabilities and shareholder's equity                                 $   3,893,230
                                                                           =============


See accompanying notes.
</TABLE>


<PAGE>



                                               AEROCENTURY IV, INC.
                                            Statements of Operations

<TABLE>
<CAPTION>

                                       For the Nine Months Ended             For the Three Months Ended
                                             September 30,                          September 30,
<S>                                 <C>              <C>                   <C>               <C>

                                         2000              1999                2000              1999
                                         ----              ----                ----              ----
Revenues:

     Rent income                    $     414,890    $     513,740         $      84,450     $     183,110
     Interest income                       13,190           23,360                 4,240             5,290
                                    -------------    -------------         -------------     -------------

                                          428,080          537,100                88,690           188,400
                                    -------------    -------------         -------------     -------------

Expenses:

     Depreciation                         194,030          184,870                64,840            64,600
     Provision for impairment in
       value of aircraft                  623,940                -               623,940                 -
     Amortization                          57,440           57,440                19,150            19,140
     Maintenance                          204,620                -               154,280                 -
     Interest                             365,180          365,180               121,730           121,730
     Management fees                       73,030           73,030                24,340            24,340
     Professional fees and
        general and administrative         44,200           57,100                21,530            32,480
                                    -------------    -------------         -------------     -------------

                                        1,562,440          737,620             1,029,810           262,290
                                    -------------    -------------         -------------     -------------

Loss before taxes                     (1,134,360)        (200,520)             (941,120)          (73,890)

Tax provision                             225,520              800               196,710                 -
                                    -------------    -------------         -------------     -------------

Net loss                            $ (1,359,880)    $   (201,320)         $ (1,137,830)     $    (73,890)
                                    =============    =============         =============     =============

Weighted average common
     shares outstanding                   243,420          243,420               243,420           243,420
                                    =============    =============         =============     =============

Basic loss per common share         $      (5.59)    $      (0.83)         $      (4.67)     $      (0.30)
                                    =============    =============         =============     =============


See accompanying notes.
</TABLE>




<PAGE>



                                               AEROCENTURY IV, INC.
                                             Statements of Cash Flows
<TABLE>
<CAPTION>

                                                                       For the Nine Months Ended
                                                                              September 30,
<S>                                                               <C>                  <C>

                                                                       2000                  1999
                                                                       ----                  ----

Net cash used by operating activities                             $    (188,320)        $      40,120

Investing activity -
     Purchase of interest in aircraft                                   (30,380)            (659,950)
                                                                  --------------        -------------

Net decrease in cash                                                   (218,700)            (619,830)

Cash, beginning of period                                                369,330              988,260
                                                                  --------------        -------------

Cash, end of period                                               $      150,630        $     368,430
                                                                  ==============        =============

Supplemental  disclosures of cash flow information:  Cash paid during the period
for:
                                                                            2000                 1999
                                                                            ----                 ----
     Interest                                                     $      365,180        $     365,180
     Income taxes                                                            800                  800


See accompanying notes.
</TABLE>



<PAGE>



                                AEROCENTURY IV, INC.
                          Notes to Financial Statements

1.       Summary of Significant Accounting Policies

         Basis of Presentation

         AeroCentury IV, Inc. (the  "Company") was  incorporated in the state of
California on February 7, 1997 ("Inception").  The Company was formed solely for
the purpose of acquiring  Income  Producing  Assets.  The Company  offered up to
$10,000,000 in $1,000 Secured  Promissory  Notes maturing on April 30, 2005 (the
"Notes") pursuant to a prospectus dated May 21, 1997 (the "Prospectus").

         All of the  Company's  outstanding  common  stock is owned by  JetFleet
Holding Corp.  ("JHC"), a California  corporation formed in January 1994. In May
1998, JetFleet Management Corp., the sole shareholder of the Company was renamed
JetFleet Holding Corp. The rights and obligations under the management agreement
between the Company and JHC were assigned by JHC to a newly-created wholly-owned
subsidiary  named  "JetFleet   Management  Corp."  ("JMC").   JMC  also  manages
AeroCentury  Corp.  ("ACY"),  a  Delaware  corporation,   and  JetFleet  III,  a
California  corporation,  which are affiliates of JHC and which have  objectives
similar to the Company's.  Neal D. Crispin, the President of the Company,  holds
the same position  with JHC and JMC and owns a significant  amount of the common
stock of JHC.

         Cash and Cash Equivalents/Deposits

         The Company  considers highly liquid  investments  readily  convertible
into known amounts of cash, with original maturities of 90 days or less, as cash
equivalents.  Deposits  represent  cash  balances  held  related to  maintenance
reserves and security deposits and are subject to withdrawal restrictions. As of
September 30, 2000,  the Company  maintained  $252,780 of its cash balances in a
money  market fund held by a regional  brokerage  firm,  which is not  federally
insured.

         Aircraft and Aircraft Engines Under Operating Leases

         The  Company's  interests in aircraft are recorded at the lower of cost
or market value, which include  acquisition costs (see Note 2).  Depreciation is
computed using the straight-line  method over each aircraft's estimated economic
life to its estimated residual value.

         Debt Issue Costs

         Pursuant  to  the  terms  of  the  Prospectus,   the  Company  paid  an
Organization and Offering  Expense  Reimbursement to JHC in cash in an amount up
to 2.0% of Aggregate Gross Offering  Proceeds for reimbursement of certain costs
incurred in  connection  with the  organization  of the Company and the Offering
(the "Reimbursement").

         To the extent  that JHC  incurred  expenses  in excess of the 2.0% cash
limit,  such  excess  expenses  were  repaid to JHC in the form of Common  Stock
issued by the Company at a price of $1.00 per share (the  "Excess  Stock").  The
amount of Excess  Stock that the Company can issue was limited  according to the
amount of Aggregate Gross Offering  Proceeds raised by the Company.  The Company
capitalized the Reimbursement paid and amortizes such costs over the life of the
Notes (approximately eight years).

         Assets Subject to Lien

         The  Company's  obligations  under the Notes are  secured by a security
interest  in all of the  Company's  right,  title  and  interest  in the  Income
Producing Assets acquired by the Company.



<PAGE>



                               AEROCENTURY IV, INC.
                          Notes to Financial Statements

1.       Summary of Significant Accounting Policies (continued)

         Income Taxes

         The Company follows the liability method of accounting for income taxes
as required by the provisions of Statement of Financial Accounting Standards No.
109 - Accounting for Income Taxes.

         Use of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions that affect certain  reported amounts and disclosures.  Accordingly,
actual results could differ from those estimates.

2.       Aircraft and Aircraft Engines Under Operating Leases

         Aircraft and Aircraft Engines

         The  Company  owns a Shorts  SD3-60-100,  serial  number S/N 3606 ("S/N
3606"), a Pratt & Whitney JT8D-9A  aircraft  engine,  serial number 674452B (the
"Engine"), a Fairchild Metro III aircraft,  serial number AC-647 ("S/N AC-647"),
a 50% undivided interest in a Shorts SD-360, serial number S/N 3676 ("S/N 3676")
and a 67% undivided interest in a deHavilland DHC-6, serial number S/N 668 ("S/N
668"). The Company did not purchase any aircraft during the first nine months of
2000, but did capitalize $30,370 of equipment added to S/N 668.

         Aircraft and Aircraft Engines Leases

         At the time of purchase,  S/N 3606 and S/N 3676 were subject to similar
48-month  leases,  expiring in July 2001, with a British regional  airline.  The
original  lease,  entered  into in 1997,  did not  require  that the  lessee pay
maintenance  reserves  based on usage  because,  at the  time,  the  lessee  was
considered  creditworthy and had its own facility which was certified to perform
any  required   maintenance.   On  February  24,  2000,  the  lessee  filed  for
reorganization.   The  lessee  has   continued  to  operate,   and,   under  the
reorganization  plan,  the lessee is  continuing to lease S/N 3676, in which the
Company owns a 50% interest, on a month-to-month basis at the same rent as under
the original lease.  The lessee also began paying monthly  maintenance  reserves
based on the hours flown.  Under  British law,  the owners were  precluded  from
repossessing the aircraft so long as the lessee was operating it and paying rent
and  maintenance  reserves  under its  reorganization  plan.  The  owners of the
aircraft  now  believe  that S/N 3676 will be returned by the lessee by year-end
2000 and that  collection on any claim for the  maintenance  related to usage by
the lessee  prior to the  reorganization  date but not  required to be performed
until after the  reorganization  date is doubtful.  The owners believe that they
will  realize a greater  benefit if they sell the  aircraft  "as is" rather than
fund the maintenance  work necessary to return the aircraft to a condition which
would  allow  it  to  possibly  be  re-leased  to a  new  lessee.  Because  such
maintenance  will likely not be performed,  the Company  believes that there has
been an  impairment  of the asset.  The  Company  has,  therefore,  reduced  the
carrying  value of the  aircraft  from  $425,700 to $275,000  and  recognized  a
provision for  impairment  estimated to be $150,700 at September 30, 2000.  (See
also Note 6, Subsequent Events.) The same British regional airline was lessee of
S/N 3606 and operated it through  April 24, 2000 at the same rent.  The aircraft
was  subsequently  returned to the Company.  In order to bring the aircraft to a
condition  required to lease it to a new lessee,  the Company  would have had to
spend more on maintenance  than it could afford.  The Company decided to attempt
to sell the  aircraft  "as  is",  which  sale was  completed  in  October  2000.
Therefore,  the Company reduced the carrying value of the aircraft from $873,200
to $400,000,  the sales price,  and  recognized a provision  for  impairment  of
$473,200 at September 30, 2000.


<PAGE>




                                AEROCENTURY IV, INC.
                          Notes to Financial Statements

2.       Aircraft and Aircraft Engines Under Operating Leases (continued)

         Aircraft and Aircraft Engines (continued)

         When S/N  AC-647 was  acquired,  it was  subject  to a 36-month  lease,
expiring in April 2001,  with a regional  carrier in Uruguay.  During June 1999,
however,  management  repossessed  the aircraft due to  non-payment  of rent. In
connection  with  the   repossession,   the  Company  recorded  a  write-off  of
approximately  $4,300 which  represented rent receivable in excess of the letter
of credit held by the Company,  which the Company  collected during August 1999.
In June 2000,  S/N AC-647 was re-leased to a U.S.  carrier for a two-year  term,
expiring in June 2002.

         The Engine is used on a McDonnell  Douglas DC-9 aircraft and is subject
to a 60-month  lease with the seller,  expiring in November  2002. The Engine is
subleased by the seller to a Mexican-based regional carrier.

         S/N 668, in which the  Company  owns a 67%  interest,  was subject to a
60-month  lease,  expiring in July 2004,  with a regional  carrier in  Colombia.
During the third quarter of 2000, due to non-payment of rent and reserves by the
lessee, the Company notified the lessee of its intent to repossess the aircraft.
The Company  recorded a write-off of $93,120 of rent receivable which amount was
net of the  security  deposit  held by the  Company,  and reduced  its  reserves
receivable  and related  liability  by  $122,600.  During  November,  the owners
repossessed  S/N 668. At  September  30,  2000,  the  Company  has also  accrued
$134,000 of estimated maintenance to be performed on S/N 668 related to usage by
the lessee. The owners believe that there are limited re-lease opportunities for
this  type of  aircraft.  Therefore,  in  November  2000,  the  owners  signed a
non-binding  term  sheet  for the  sale of the  aircraft  to be  consummated  on
November  30, 2000 which,  if  successful,  would allow the Company to realize a
gain on the sale of approximately $71,000. (See also Note 6, Subsequent Events.)

3.       Medium-Term Secured Notes

         As mentioned  above, the Company raised funds through the Offering from
May 1997 to August 1997.  During 1997, the Company  accepted  subscriptions  for
4,869 Notes aggregating  $4,869,000 in Gross Offering Proceeds.  Pursuant to the
Prospectus,  the Company  subsequently  issued $4,869,000 in Notes due April 30,
2005.  The Notes  bear  interest  at an annual  rate of 10.00%  which is due and
payable on a quarterly basis, in arrears, on the first business day of February,
May, August and November.



<PAGE>



                               AEROCENTURY IV, INC.
                          Notes to Financial Statements

4.       Income Taxes

         The items comprising income tax expense are as follows:
<TABLE>
<CAPTION>

                                                                                      For the Nine Months Ended
                                                                                             September 30,
<S>                                                                                 <C>              <C>

                                                                                          2000             1999
                                                                                          ----             ----
         Current tax provision
              Federal                                                               $           -    $            -
              State                                                                           800               800
                                                                                    -------------    --------------
              Current tax provision                                                           800               800
                                                                                    -------------    --------------

         Deferred tax provision
              Federal                                                                      14,080          (68,720)
              State                                                                           810            17,020
                                                                                    -------------    --------------
              Deferred tax provision                                                       14,890          (51,700)
              Valuation allowance                                                         209,830            51,700
                                                                                    -------------    --------------
         Total provision for income taxes                                           $     225,520    $          800
                                                                                    =============    ==============
</TABLE>

         Total  income  tax  expense  differs  from the  amount  which  would be
provided by applying the statutory federal income tax rate to pretax earnings as
illustrated below:
<TABLE>
<S>                                                                                 <C>              <C>
                                                                                          2000             1999
                                                                                          ----             ----

         Income tax expense at statutory federal income tax rate                    $   (352,490)    $     (68,180)
         State taxes net of federal benefit                                                 (240)             (320)
         Tax rate differences                                                                   -            17,340
         Basis differences                                                                 21,370                 -
         California franchise tax                                                               -               260
         Inter-company tax expense                                                        347,050                 -
         Valuation allowance                                                              209,830            51,700
                                                                                    -------------    --------------
         Total provision for income taxes                                           $     225,520    $          800
                                                                                    =============    ==============
</TABLE>

         Temporary   differences  and   carryforwards   which  gave  rise  to  a
significant  portion of deferred tax assets and  liabilities as of September 30,
2000 are as follows:
<TABLE>
<S>                                                                                 <C>
              Depreciation on aircraft                                              $     130,010
              Maintenance deposits                                                         64,930
              Prepaid rent                                                                  4,260
              Net operating losses                                                         10,530
              State franchise taxes                                                           270
                                                                                    -------------
                  Subtotal                                                                210,000
                  Valuation allowance                                                   (209,830)
                                                                                    -------------
                  Net deferred tax assets                                                     170
         Deferred tax liabilities:
              Amortization of organizational costs                                          (170)
                                                                                    -------------

         Net deferred tax asset                                                     $           -
                                                                                    =============
</TABLE>


<PAGE>



                               AEROCENTURY IV, INC.
                          Notes to Financial Statements

4.       Income Taxes (continued)

         The Company does not  anticipate  generating  adequate  future  taxable
income to realize  the  benefits  of the  remaining  deferred  tax assets on the
balance sheet. Therefore, the Company has recognized a valuation allowance equal
to the net deferred tax asset.

         As discussed in Note 1 the Company is a subsidiary  of JHC. JHC files a
consolidated   tax  return  that  includes  the  Company  as  a  member  of  the
consolidated group. The current and deferred taxes of the consolidated group are
allocated  to  members  of  the  group  in  their  separately  issued  financial
statements.  Current and deferred  income taxes are  allocated to members of the
group by applying FAS 109 as if each were a separate taxpayer. In addition,  the
members of the group record  inter-company  receivables  and payables to reflect
the tax benefits of net operating  losses used in the  consolidated  tax return.
However,  under the terms of the tax sharing agreement with other members of the
consolidated group, the Company does not expect its inter-company  receivable to
be  collected  because it does not expect to generate  adequate  future  taxable
income.  The Company's  current net operating  losses may be carried forward for
twenty years and begin to expire in 2020.

5.       Related Party Transactions

         The  Company's   Income   Producing  Asset  portfolio  is  managed  and
administered  under the terms of a  management  agreement  with JMC.  Under this
agreement,  on the last day of each calendar  quarter,  JMC receives a quarterly
management fee equal to 0.5% of the Company's  Aggregate Gross Proceeds received
through the last day of such quarter. In the first nine months of 2000 and 1999,
the Company paid a total of $73,030 and  $73,030,  respectively,  in  management
fees to JMC.

         JMC may receive an acquisition  fee for locating assets for the Company
and a  remarketing  fee in  connection  with the sale of the  Company's  assets,
provided  that  such fees are not more than the  customary  and usual  fees that
would be paid to an unaffiliated party for such a transaction.  The total of the
Aggregate  Purchase Price plus the acquisition fee cannot exceed the fair market
value of the asset based on  appraisal.  JMC may also receive  reimbursement  of
Chargeable  Acquisition Expenses incurred in connection with a transaction which
are payable to third  parties.  Because the  Company did not  purchase  aircraft
during the first nine  months of 2000,  it did not pay any  acquisition  fees or
Chargeable  Acquisitions  Expenses to JMC. During the first nine months of 1999,
the Company paid JMC a total of $36,280 in acquisition fees.

         As discussed in Note 1, the Company  reimbursed  JHC for certain  costs
incurred in connection  with the  organization  of the Company and the Offering.
The Company made no such payments during the first nine months of 2000 or 1999.

6.       Subsequent Events

         At the time of  purchase in July 1997,  S/N 3676,  in which the Company
owns a 50%  interest,  was under a lease,  expiring  July  2001,  with a British
regional airline. The original lease, entered into in 1997, did not require that
the lessee pay  maintenance  reserves based on usage  because,  at the time, the
lessee was considered  creditworthy and had its own facility which was certified
to perform any  required  maintenance.  In February  2000,  the lessee filed for
reorganization.   The  lessee  has   continued  to  operate,   and,   under  the
reorganization   plan,  the  lessee  has  continued  to  lease  S/N  3676  on  a
month-to-month  basis at the same rent as under the original  lease.  The lessee
also began paying monthly  maintenance  reserves based on the hours flown. Under
British law, the owners were precluded from repossessing the aircraft so long as
the lessee was operating it and paying rent and  maintenance  reserves under its
reorganization  plan.  The owners of the aircraft now believe that S/N 3676 will
be returned by the lessee by year-end


<PAGE>



                               AEROCENTURY IV, INC.
                          Notes to Financial Statements

6.       Subsequent Events (continued)

2000 and that  collection on any claim for the  maintenance  related to usage by
the lessee  prior to the  reorganization  date but not  required to be performed
until after the  reorganization  date is doubtful.  The owners believe that they
will  realize a greater  benefit if they sell the  aircraft  "as is" rather than
fund the maintenance  work necessary to return the aircraft to a condition which
would  allow  it  to  possibly  be  re-leased  to a  new  lessee.  Because  such
maintenance  will likely not be performed,  the Company  believes that there has
been an  impairment  of the asset.  The  Company  has,  therefore,  reduced  the
carrying  value of the  aircraft  from  $425,700 to $275,000  and  recognized  a
provision for impairment  estimated to be $150,700 at September 30, 2000. If, as
the Company  anticipates,  it is unable to collect a substantial  portion of its
claim in bankruptcy for unfunded  maintenance  requirements,  this  possibility,
along with the asset impairment for S/N 3676 recognized during the third quarter
of 2000, will have a material adverse affect upon the Company's  ability to meet
its scheduled  interest  payments,  as well as repayment in full of the Notes at
maturity.

         The same British  regional  airline was lessee of S/N 3606 and operated
it  through  April 24,  2000 at the same rent.  The  aircraft  was  subsequently
returned to the Company.  In order to bring the aircraft to a condition required
to  lease it to a new  lessee,  the  Company  would  have  had to spend  more on
maintenance  than it could  afford.  The Company  decided to attempt to sell the
aircraft "as is",  which sale was  completed  in October  2000.  Therefore,  the
Company  reduced the carrying  value of the aircraft  from $873,200 to $400,000,
the sales  price,  and  recognized  a provision  for  impairment  of $473,200 at
September 30, 2000.

         The  Company  owns a 67%  interest  in S/N 668.  Over the last  several
months,  the owners of the aircraft  have tried to work out a payment plan under
which the lessee of S/N 668, a Colombian regional carrier, could continue to use
the aircraft  while paying  reduced rent and deferring  the shortfall  until the
lessee became more profitable.  The owners attempted to perfect a first priority
secured  interest in real estate owned by the lessee,  the estimated fair market
value  of  which  approximated  the  monies  owed  the  owners.  However,  after
protracted negotiations,  the lessee failed to sign the necessary documents, and
the owners began repossession efforts which were completed in November 2000. The
owners believe that there are limited  re-lease  opportunities  for this type of
aircraft.  Therefore,  in November  2000,  the owners signed a non-binding  term
sheet for the sale of the aircraft to be consummated on November 30, 2000 which,
if  successful,  would  allow  the  Company  to  realize  a gain on the  sale of
approximately $71,000.

         The total  proceeds  from the sale of S/N 3606 and the sale of S/N 668,
if it  occurs,  will  probably  not be  adequate  to  invest in  another  income
producing asset. Under the Trust Indenture Agreement, the proceeds would then be
turned over to the Trustee to distribute to the Noteholders.



<PAGE>




                               AEROCENTURY IV, INC
                          Notes to Financial Statements


7.       Going Concern

         As shown in the accompanying financial statements, the Company incurred
a net loss of ($1,359,880)  for the nine months ended September 30, 2000, and as
of that date,  the  Company's  total  liabilities  exceeded  its total assets by
$1,549,070. In addition, the Company does not anticipate having sufficient total
potential  proceeds to invest in another income producing asset and,  therefore,
under the Trust  Indenture,  it  anticipates  turning over those proceeds to the
Trustee.  Further,  the Company  estimates that it may not have  sufficient cash
balances to fund the  required  interest  payment of  approximately  $122,000 on
February 1, 2001.

         These  factors  create a  substantial  uncertainty  about the Company's
ability to continue as a going concern. Therefore, the Company intends to notify
the Trustee that a default  under the Trust  Indenture  Agreement is likely and,
upon such default, the Trustee would then have the right to manage the Company's
assets, all of which are collateral for the notes obligation.  Management of the
Company's  assets and  extinguishment  of its liabilities  would then become the
responsibility  of the  Trustee.  The  financial  statements  do not include any
adjustments  that might be  necessary  if the Company is unable to continue as a
going concern.

Item 2.           Management's Discussion and Analysis or Plan of Operation.

Forward-Looking Statements

Certain statements  contained in this report and, in particular,  the discussion
regarding the Company's beliefs, plans, objectives,  expectations and intentions
regarding  the return of S/N 3676 and the  collection  of  unfunded  maintenance
requirements, realization of a greater benefit from sale rather than re-lease of
S/N 3676, the limited re-lease  opportunities  for S/N 668, the possible sale of
S/N 668,  the  generation  of  future  taxable  income,  the  Company's  lack of
significant  operating  expenses in connection with assets that remain on lease,
the  collection  of its  inter-company  receivable  related  to its tax  sharing
agreement,  and the  inadequacy  of cash reserves to meet  short-term  immediate
requirements  are forward looking  statements.  While the Company  believes that
such statements are accurate,  actual results may differ due to further defaults
by existing  lessees,  recovery of  maintenance  claims from certain  defaulting
lessees,  time  required to re-lease any  returned  aircraft,  general  economic
conditions, particularly those that affect the demand for turboprop aircraft and
engines,  including  competition  for turboprop and other  aircraft,  and future
trends and results that cannot be predicted with certainty. The Company's actual
results could differ  materially  from those  discussed in such forward  looking
statements.  Factors that could cause or contribute to such differences  include
those  discussed below in the section  entitled  "Factors that May Affect Future
Results." The cautionary  statements made in this Report should be read as being
applicable  to all related  forward-looking  statements  wherever they appear in
this Report.

Capital Resources and Liquidity

At September 30, 2000, the Company had cash balances of $150,630 and deposits of
$121,350. The Company's cash balances were held for the interest payment made to
the Noteholders in November 2000 and for normally recurring expenses.

Since  its  formation,  the  Company's  capital  has come in the form of  equity
contributions  from JHC,  proceeds from the Offering and rental revenue from the
Income Producing Assets purchased using those proceeds.  The Company's liquidity
varies, increasing to the extent cash flows from operations exceed expenses, and
decreasing as interest  payments are made to the  Noteholders  and to the extent
expenses exceed cash flows from leases.

The Company's primary use of its operating cash flow is interest payments to its
Noteholders.  Excess cash flow, after payment of interest and operating expenses
is held for investment in additional Income Producing Assets.  Since the Company
has acquired Income Producing Assets which are subject to triple net leases (the
lessee pays  operating  and  maintenance  expenses,  insurance  and taxes),  the
Company does not anticipate that it will incur significant operating expenses in
connection with ownership of its Income  Producing Assets as long as they remain
on lease.

The Company currently estimates that it may not have available adequate reserves
to meet its short term immediate cash  requirements  for normal  operating costs
and interest on the secured  notes due February 1, 2001.  See "Factors  that May
Affect  Future  Results",  below,  for a  discussion  of factors  affecting  the
Company's cash flow.

The decrease in cash flow used by investing activities from 1999 to 2000 was due
to the  Company's  purchase  of an  aircraft  during  August 1999 versus no such
purchases,  other  than  capitalizing  the  cost of  equipment  added to a plane
already owned, in 2000. There was no cash flow from financing  activities in the
first nine months of 2000 or 1999  because  the  Offering  terminated  in August
1997.

The Company had negative cash flow from  operations for the first nine months of
2000 because the total paid for interest,  maintenance  and  operating  expenses
exceeded revenues  collected.  However,  even when the Company had positive cash
flow from  operations,  it typically  operated at a net loss due to depreciation
and interest expense.

Results of Operations

The Company  recorded a net loss of  ($1,359,880)  and ($201,320) or ($5.59) and
($0.83)  per  share  for the nine  months  ended  September  30,  2000 and 1999,
respectively,  and  ($1,137,830)  and ($73,890) or ($4.67) and ($0.30) per share
for the three months ended September 30, 2000 and 1999, respectively.

Rental  income  decreased by  approximately  $99,000 in the nine month and three
month periods of 2000 versus 1999,  due to the  repossession  of S/N 668 and the
associated  write-off  of rent  receivable  during  the third  quarter  of 2000.
Depreciation  increased  by  approximately  $9,000  during the nine months ended
September  30,  2000  versus  1999  as a  result  of  the  depreciation  expense
associated  with the purchase of S/N 668 during July 1999.  Maintenance  expense
increased  by  approximately  $205,000  and $154,000 in the nine month and three
periods of 2000 as a result of  maintenance  work  performed on S/N 647 prior to
its  re-lease and the accrual of  estimated  maintenance  to be performed on S/N
668,  as a result of reserves  which the Company was unable to collect  from the
lessee. The company wrote off the receivable for uncollected  maintenance during
September  2000.  During  the third  quarter  of 2000,  the  Company  recorded a
provision for  impairment in value of S/N 3676 based on its estimated fair value
and a  provision  for  impairment  in value of S/N 3606 based on its sale during
October  2000.  If,  as the  Company  anticipates,  it is  unable  to  collect a
substantial  portion  of  its  claim  in  bankruptcy  for  unfunded  maintenance
requirements, this possibility, along with the asset impairment for S/N 3676 and
S/N 3606  recognized  during  the third  quarter  of 2000,  will have a material
adverse  affect  upon  the  Company's  ability  to meet its  scheduled  interest
payments, as well as repayment in full of the Notes at maturity.

Under  the  terms  of a  tax  sharing  agreement  between  the  members  of  the
consolidated  group with which the Company files a consolidated  tax return,  in
the event that the Company has taxable income,  the Company will be credited for
the tax benefits  provided by the use of the Company's  prior year net operating
losses. However, under the terms of the tax sharing agreement with other members
of the  consolidated  group,  the  Company  does not  expect  its  inter-company
receivable  to be  collected  because  it does not expect to  generate  adequate
future taxable income.

Factors that May Affect Future Results

Lessee  Defaults;  Need for Debt  Restructuring.  As  described  below in "Risks
Related to Regional Air Carriers",  the Company's primary customers are regional
air carriers who generally pay a higher lease rate,  but entail a higher risk of
default or lessee  bankruptcy  compared to major carriers.  To date,  though the
Company  carefully  analyzed the financial risk of its lessees prior to entering
into lease transactions, the Company has unfortunately experienced defaults with
respect to lessees of four of five  aircraft  that it owns or co-owns.  The most
recent  bankruptcy  of a lessee that leases two aircraft  from the Company,  one
entirely  owned by the  Company  and the other  half-owned,  described  below in
"Bankruptcy of Certain Lessee" was a substantial  setback to the Company,  given
the Company's modest  portfolio size. This,  combined with the prior defaults by
other lessees,  has eroded the Company's  financial  status.  Though the Company
has,  to  date,  been  able  to  make  its  required  interest  payments  to the
Noteholders,  other  lessee  defaults  and the failure to recover on claims made
against defaulting lessees and/or promptly re-lease repossessed  aircraft,  have
adversely  affected  the  Company's  ability to  continue  to meet its  interest
obligations,  and may also result in the Company's  inability to fully repay the
principal due under the Notes at maturity,  absent substantial  restructuring of
the debt obligations.

Bankruptcy of Certain Lessee.  The lessee for two of the Company's  aircraft,  a
British regional carrier, filed for reorganization in February 2000. The Company
owns a 50% interest of one aircraft (S/N 3676) and 100% of the other (S/N 3606).
The lessee is continuing to operate, and, under a reorganization plan adopted by
the trustee managing the  reorganization,  the lessee agreed to continue leasing
S/N 3676,  on a  month-to-month  basis at the same  rent as under  the  original
lease. The lessee also agreed to begin paying monthly maintenance reserves based
on the hours flown. In April 2000, the lessee  suspended  payments on the second
aircraft,  S/N 3606,  and returned the aircraft to the Company.  The Company has
claims for unfunded  maintenance related to periods prior to the reorganization,
and any unpaid lease  rentals for both  aircraft,  which will be  considered  an
unsecured claim against the lessee.  It is unlikely,  however,  that the Company
will  recover the full  amount of such  claims  from the  lessee.  If there is a
substantial  deficiency in the recovery of its claims against such lessee, or if
the  Company is unable to maintain  S/N 3676 on lease with the British  regional
air carrier,  the Company's ability to meet its scheduled  interest payments may
be impaired.

Risks  Related to Regional Air Carriers.  Because the  Company's  leases are all
with regional air carriers,  it will be subject to certain risks. First, lessees
in the  regional  air  carrier  market  include a number of  companies  that are
start-up,  low capital,  and low margin  operations.  Often, the success of such
carriers is dependent upon arrangements with major trunk carriers,  which may be
subject to  termination  or  cancellation  by such major  carrier.  This  market
segment is also  characterized  by low entry  costs,  and thus,  there is strong
competition in this industry  segment from start-ups as well as major  airlines.
Thus,  leasing  transactions  with these types of lessees results in a generally
higher lease rate on aircraft,  but may entail  higher risk of default or lessee
bankruptcy.

Ability  to Repay  Notes.  The  Company's  ability  to repay  the Notes at their
maturity  date is  dependent in part upon  reinvestment  of excess cash flows in
additional  Income  Producing  Assets.   The  Company  has  realized  less  than
anticipated  lease  rentals  due to an  unanticipated  number of  lessee  rental
defaults, early termination of leases and significant unexpected expenses due to
lessee  defaults in rent or other  obligations.  This has resulted in lower than
expected excess cash flow available for reinvestment in additional  Assets and a
smaller than anticipated  portfolio value. As a result, the Company's ability to
repay the Notes in full at maturity has been negatively  affected by such events
and, absent a restructuring  of such debt,  repayment in full at maturity is not
likely, even if the Company is able to meet its scheduled interest payments.

Ownership Risks. The Company's portfolio is leased under operating leases, where
the terms of the leases do not take up the entire  useful life of an asset.  The
Company's  ability to recover its purchase  investment in an asset subject to an
operating lease is dependent upon the Company's  ability to profitably  re-lease
or sell the asset after the  expiration of the initial  lease term.  Some of the
factors that have an impact on the Company's ability to re-lease or sell include
worldwide economic  conditions,  general aircraft market conditions,  regulatory
changes  that may make an asset's use more  expensive or preclude use unless the
asset is  modified,  changes in the  supply or cost of  aircraft  equipment  and
technological  developments  which  cause  the  asset  to  become  obsolete.  In
addition,  a successful  investment  in an asset  subject to an operating  lease
depends in part upon  having  the asset  returned  by the lessee in  serviceable
condition as required under the lease.  If the Company is unable to remarket its
aircraft  equipment  on  favorable  terms  when  the  operating  lease  for such
equipment  expires,  the Company's  business,  financial  condition,  cash flow,
ability to service debt and results of operation could be adversely affected.

Lessee Credit Risk. If a lessee defaults upon its obligations under a lease, the
Company may be limited in its ability to enforce remedies. Most of the Company's
lessees are small domestic and foreign regional passenger airlines, which may be
even  more  sensitive  to  airline  industry  market  conditions  than the major
airlines.  As a  result,  the  Company's  inability  to  collect  rent  under  a
significant  lease or to  repossess  equipment  in the event of a  default  by a
lessee  could have a material  adverse  effect on the  Company's  revenue.  If a
lessee that is a certified U.S.  airline is in default under the lease and seeks
protection under Chapter 11 of the United States  Bankruptcy Code, under Section
1110 of the Bankruptcy Code, the Company would be  automatically  prevented from
exercising  any  remedies  for a  period  of 60  days.  By the end of the 60 day
period,  the lessee must agree to perform the obligations and cure any defaults,
or the Company would have the right to repossess the  equipment.  This procedure
under the  Bankruptcy  Code has been subject to significant  recent  litigation,
however,  and it is possible that the Company's  enforcement rights may still be
further  adversely  affected by a  declaration  of  bankruptcy  by a  defaulting
lessee.  Even if an aircraft  can be  repossessed,  the Company may be unable to
recover  damages  from  the  lessee  if  the  condition  of  the  aircraft  when
repossessed was worse than that required by the lease.

General Economic Conditions. The market for used aircraft has been cyclical, and
usually  reflects  economic  conditions  and  the  strength  of the  travel  and
transportation  industry.  At any time,  the  market  for used  aircraft  may be
adversely  affected by such factors as airline  financial  difficulties,  higher
fuel costs, and improved availability and economics of new replacement aircraft.

An adverse change in the global air travel  industry,  however,  could result in
reduced  carrier revenue and excess capacity and increase the risk of failure of
some weaker regional air carriers.  While the Company  believes that with proper
asset and lessee  selection  the impact of such  changes on the  Company  can be
reduced,  there is no  assurance  that the  Company's  business  will escape the
effects of such a global downturn,  or a regional  downturn in an area where the
Company has placed a significant amount of its assets.

Reliance on JMC. All management of the Company is performed by JMC pursuant to a
management  agreement between JMC and the Company.  The Board of Directors does,
however,  have ultimate control and supervisory  responsibility over all aspects
of  the  Company  and  does  owe  fiduciary   duties  to  the  Company  and  its
stockholders.  In addition,  while JMC may not owe any  fiduciary  duties to the
Company by virtue of the management  agreement,  the officers of the Company are
also officers or employees of JMC, and in that capacity owe fiduciary  duties to
the Company and the stockholders by virtue of holding such offices. Although the
Company has taken steps to prevent such  conflicts,  such  conflicts of interest
arising from such dual roles may still occur.

International  Risks. The Company's  portfolio currently consists of leases with
primarily foreign air carriers. Leases with foreign lessees may present somewhat
different credit risks than those with domestic lessees.

Foreign laws, regulations and judicial procedures may be more or less protective
of lessor  rights as those which apply in the United  States.  The Company could
experience   collection  problems  related  to  the  enforcement  of  its  lease
agreements  under foreign local laws and the remedies in foreign  jurisdictions.
The protections potentially offered by Section 1110 of the Bankruptcy Code would
not apply to non-U.S.  carriers,  and applicable local law may not offer similar
protections.  Certain countries do not have a central  registration or recording
system with which to locally  establish the Company's  interest in equipment and
related leases. This could add difficulty in recovering an aircraft in the event
that a foreign lessee defaults.

Leases with foreign  lessees are subject to risks  related to the economy of the
country  or region in which  such  lessee is  located  even if the U.S.  economy
remains  strong.  On the other hand,  a foreign  economy may remain  strong even
though the domestic U.S. economy does not. A foreign economic downturn may occur
and impact a foreign  lessee's  ability to make lease payments,  even though the
U.S. and other economies remain stable. Furthermore, foreign lessees are subject
to risks  related  currency  conversion  fluctuations.  Although  the  Company's
current leases are all payable in U.S. dollars,  in the future,  the Company may
agree to leases that permit  payment in foreign  currency,  which would  subject
such lease  revenue to  monetary  risk due to currency  fluctuations.  Even with
dollar-denominated lease payment provisions, the Company could still be affected
by a  devaluation  of the  lessee's  local  currency  which  would  make it more
difficult for a lessee to meet its dollar-denominated lease payments, increasing
the risk of default of that lessee,  particularly  if that carrier's  revenue is
primarily derived in the local currency.

Competition.  The Company has many competitors in the aircraft leasing industry,
including leasing companies, banks and other financial institutions and aircraft
leasing  partnerships.  The market is highly competitive.  Most of the Company's
competitors have  substantially  greater  financial and other resources than the
Company.

Casualties,   Insurance  Coverage.  The  Company,  as  owner  of  transportation
equipment, could be held liable for injuries or damage to property caused by its
assets. Though some protection may be provided by the United States Aviation Act
with  respect  to its  aircraft  assets,  it is not  clear to what  extent  such
statutory  protection  would be  available  to the  Company and such act may not
apply to aircraft  operated in foreign  countries.  Though the Company may carry
insurance or require a lessee to insure  against a risk,  some risks of loss may
not be insurable.  An uninsured loss with respect to the Equipment or an insured
loss, for which insurance  proceeds are  inadequate,  would result in a possible
loss of invested capital in and any profits anticipated from such equipment.

Leasing  Risks.  The  Company's  successful  negotiation  of  lease  extensions,
re-leases  and sales may be critical  to its  ability to achieve  its  financial
objectives,  and will involve a number of substantial risks. Demand for lease or
purchase  of  the  assets  depends  on the  economic  condition  of the  airline
industry,  which is in turn highly  sensitive  to general  economic  conditions.
Ability to remarket  equipment at acceptable  rates may depend on the demand and
market  values at the time of  remarketing.  The  market  for used  aircraft  is
cyclical,  and generally,  but not always,  reflects economic conditions and the
strength of the travel and transportation  industry. The demand for and value of
many types of older  aircraft  in the  recent  past has been  depressed  by such
factors as airline financial  difficulties,  increased fuel costs, the number of
new  aircraft on order and the number of older  aircraft  coming off lease.  The
Company's  concentration  in a limited  number of airframe and  aircraft  engine
types (generally, turboprop equipment) subjects the Company to economic risks if
those airframe or engine types should decline in value. The recent  introduction
of "regional jets" to serve on short routes previously  thought to be economical
only for turboprop  aircraft  operation  could decrease the demand for turboprop
aircraft,  while at the same  increasing the supply of used turboprop  aircraft.
This could  result in lower lease rates and values for the  Company's  turboprop
aircraft.



<PAGE>



                                   SIGNATURES


Pursuant to the  requirements  of Section 13 or 15(d) of the  Securities  Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized on November 15, 2000.

                                          AEROCENTURY IV, INC.


                                      By: /s/ Neal D. Crispin
                                          --------------------
                                          Neal D. Crispin
                                          Title:  President

Pursuant to the requirements of the Securities Act of 1934, this report has been
signed below by the following  persons in the  capacities  indicated on November
15, 2000.

Signature                                 Title

/s/ Neal D. Crispin                       President and Chairman of the
-------------------                       Board of Directors of the Registrant
Neal D. Crispin                           Chief Financial Officer