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 June 30, 1999

                                       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 0-18278
                                                -------


                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP
--------------------------------------------------------------------------------
                                   Registrant

            California                                    68-0191380
---------------------------------             ----------------------------------
      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
                                  -----       -----

6,192,840 Units of Limited Partnership  Interest were outstanding as of June 30,
1999.

Transitional small business disclosure format:

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

                                  Page 1 of 13
<PAGE>


                          Part I. Financial Information
                          -----------------------------
                          Item 1. Financial Statements
                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP
                           CONSOLIDATED BALANCE SHEETS
                 (Amounts in Thousands Except for Unit Amounts)
                                   (Unaudited)
                                                          June 30,  December 31,
                                                            1999        1998
                                                            ----        ----
ASSETS
Cash and cash equivalents                                 $ 7,176     $ 6,877

Accounts receivable (net of allowance for losses on
   accounts receivable of $211 and $308 at June 30, 1999
   and December 31, 1998, respectively)                        97         106

Notes receivable (net of allowance for losses on notes
   receivable of $2,412 and $2,375 at June 30, 1999 and
   December 31, 1998, respectively)                         2,922       4,018

Equipment on operating leases and held for lease (net
   of accumulated depreciation of $4,982 and $5,378 at
   June 30, 1999 and December 31, 1998, respectively)          28          36

Net investment in financing leases (net of allowance
   for early terminations of $627 and $661 at June 30,
   1999 and December 31, 1998, respectively)                1,566       3,352

Investment in joint ventures                                  252         327

Capitalized acquisition fees (net of accumulated
   amortization of $10,732 and $10,615 at June 30,
   1999 and December 31, 1998, respectively)                  199         316

Other assets                                                   47         450
                                                          -------     -------

     Total Assets                                         $12,287     $15,482
                                                          =======     =======

LIABILITIES AND PARTNERS' CAPITAL
Liabilities

   Accounts payable and accrued expenses                  $   943     $ 1,073
                                                          -------     -------
     Total Liabilities                                        943       1,073
                                                          -------     -------

Partners' Capital
   General Partner                                           --          --

   Limited Partners, 6,500,000 units authorized,
     6,492,727 units issued, 6,192,840 units
     outstanding at June 30, 1999 and December 31,
     1998                                                  11,344      14,027

   Accumulated other comprehensive income                    --           382
                                                          -------     -------

     Total Partners' Capital                               11,344      14,409
                                                          -------     -------

Total Liabilities and Partners' Capital                   $12,287     $15,482
                                                          =======     =======

        The accompanying notes are an integral part of these statements.

                                       2
<PAGE>

                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                 A CALIFORNIA LIMITED PARTNERSHIP AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                            AND COMPREHENSIVE INCOME
               (Amounts in Thousands Except for Per Unit Amounts)
                                   (Unaudited)

                                          Three Months Ended   Six Months Ended
                                               June 30,            June 30,
                                            1999      1998      1999      1998
                                            ----      ----      ----      ----
INCOME
   Rental income                          $   202   $   604   $   330   $ 1,178
   Earned income, financing leases             87       280       219       644
   Gain on sale of securities                 235        37       235        37
   Equity in earnings from joint
     ventures, net                             51       132        73       205
   Interest income, notes receivable          154       173       300       462
   Other income                                92       130       180       267
                                          -------   -------   -------   -------
     Total Income                             821     1,356     1,337     2,793
                                          -------   -------   -------   -------

EXPENSES
   Depreciation                                46       146       126       235
   Amortization of acquisition fees            50        96       117       202
   Lease related operating expenses            12        19        16        54
   Management fees to General Partner          64       111       133       244
   Reimbursed administrative costs to
     General Partner                           57        73       114       164
   Provision for losses on receivables         16        27        37        89
   Legal expense                               61       118       136       185
   General and administrative expenses         41        50        77       109
                                          -------   -------   -------   -------
     Total Expenses                           347       640       756     1,282
                                          -------   -------   -------   -------

NET INCOME                                    474       716       581     1,511

Other comprehensive income:
   Unrealized gains (losses) on securities:
     Unrealized holding gains(losses)
       arising during period                  (47)       30      (147)      126
     Less:  reclassification adjustment
            for gains included in net
            income                           (235)      (37)     (235)      (37)
                                          -------   -------   -------   -------
   Other comprehensive income                (282)       (7)     (382)       89
                                          -------   -------   -------   -------
COMPREHENSIVE INCOME                      $   192   $   709   $   199   $ 1,600
                                          =======   =======   =======   =======

NET INCOME PER LIMITED
   PARTNERSHIP UNIT                       $   .07   $   .08   $   .07   $   .18
                                          =======   =======   =======   =======

DISTRIBUTIONS PER LIMITED
   PARTNERSHIP UNIT                       $   .25   $   .60   $   .50   $  1.20
                                          =======   =======   =======   =======

ALLOCATION OF NET INCOME:
     General Partner                      $    81   $   196   $   163   $   392
     Limited Partners                         393       520       418     1,119
                                          -------   -------   -------   -------
                                          $   474   $   716   $   581   $ 1,511
                                          =======   =======   =======   =======

        The accompanying notes are an integral part of these statements.

                                       3
<PAGE>

                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Amounts in Thousands)
                                   (Unaudited)
                                                              Six Months Ended
                                                                  June 30,
                                                              1999        1998
                                                              ----        ----
Operating Activities:
--------------------
   Net income                                               $   581     $ 1,511

   Adjustments to reconcile net income to net
     cash provided by operating activities:
       Depreciation                                             126         235
       Amortization of acquisition fees                         117         202
       Equity in earnings from joint ventures, net              (73)       (205)
       Gain on sale of equipment                                (62)       (155)
       Provision for early termination, financing leases       --            31
       Provision for losses on notes receivable                  37          58
       Gain on sale of securities                              (235)        (37)
       Decrease in accounts receivable                            9         424
       Decrease in accounts payable and accrued expenses       (133)         (8)
       Decrease in deferred income tax asset                   --             2
       Decrease (increase) in other assets                       21          (2)
                                                            -------     -------

Net cash provided by operating activities                       388       2,056
                                                            -------     -------

Investing Activities:
--------------------
   Principal payments, financing leases                       1,665       3,146
   Principal payments, notes receivable                       1,059       1,486
   Proceeds from sale of equipment                               65         188
   Proceeds from sale of securities                             235          37
   Distributions from joint ventures                            148         422
   Payment of acquisition fees                                    3          (5)
                                                            -------     -------

Net cash provided by investing activities                     3,175       5,274
                                                            -------     -------

Financing Activities:
--------------------
   Redemptions of capital                                      --           (60)
   Distributions to partners                                 (3,264)     (7,841)
                                                            -------     -------

Net cash used in financing activities                        (3,264)     (7,901)
                                                            -------     -------

Increase (decrease) in cash and cash equivalents                299        (571)

Cash and cash equivalents, beginning of period                6,877       9,218
                                                            -------     -------

Cash and cash equivalents, end of period                    $ 7,176     $ 8,647
                                                            =======     =======

        The accompanying notes are an integral part of these statements.

                                       4
<PAGE>

                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1.  General.
         -------

         The accompanying  unaudited condensed consolidated 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  accounts  will be reduced to zero through the  allocation  of income or
loss.

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

         Reclassification  - Certain  1998  amounts  have been  reclassified  to
conform to the 1999 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 accompanying financial statements.

Note 4.  Notes Receivable.
         ----------------

         Impaired  Notes  Receivable.  At June 30,  1999,  the  Partnership  has
investments in notes  receivable,  before allowance for losses, of $5,334,000 of
which $2,194,000 is considered to be impaired.  The Partnership has an allowance
for losses of $2,412,000 as of June 30, 1999. The average recorded investment in
impaired  loans  during  the six  months  ended  June  30,  1999  and  1998  was
approximately $2,193,000 and $2,031,000, respectively.

                                       5
<PAGE>

         The activity in the allowance for losses on notes receivable during the
six months ended June 30, is as follows:

                                                  1999           1998
                                                  ----           ----
                                                (Amounts in Thousands)

         Beginning balance                       $2,375         $2,268
              Provision for losses                   37             58
              Write downs                           -              -
                                                 ------         ------
         Ending balance                          $2,412         $2,326
                                                 ======         ======

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 6,192,840  and  6,198,399  for the six
months ended June 30, 1999 and 1998,  respectively.  For purposes of  allocating
net income (loss) and  distributions  to each individual  limited  partner,  the
Partnership  allocates  net  income  (loss)  and  distributions  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 as follows:

                                                June 30,  December 31,
                                                  1999        1998
                                                  ----        ----
                                               (Amounts in Thousands)

         Assets                                   $235        $184
         Liabilities                               106         117
         Partners' Capital                         129          67


                                      Three Months Ended     Six Months Ended
                                           June 30,              June 30,
                                        1999      1998        1999      1998
                                        ----      ----        ----      ----
                                               (Amounts in Thousands)

         Revenue                        $232      $374        $332      $556
         Expenses                         39        27          48        47
         Net Income                      193       347         284       509


                                       6
<PAGE>

Financing Joint Venture
-----------------------

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

                                                June 30,   December 31,
                                                  1999        1998
                                                  ----        ----
                                               (Amounts in Thousands)

         Assets                                   $ 72        $550
         Liabilities                                 4         151
         Partners' Capital                          68         399

                                      Three Months Ended     Six Months Ended
                                           June 30,              June 30,
                                        1999      1998        1999      1998
                                        ----      ----        ----      ----
                                               (Amounts in Thousands)

         Revenue                        $  1      $ 22        $  2      $ 48
         Expenses                        111         4         162         8
         Net Income (Loss)              (110)       18        (160)       40

Foreclosed Cable Systems Joint Ventures
---------------------------------------

         The aggregate  combined  financial  information of the foreclosed cable
systems joint ventures is presented as follows:

                                               June 30,     December 31,
                                                 1999           1998
                                                 ----           ----
                                                (Amounts in Thousands)

         Assets                                  $595           $626
         Liabilities                              103             97
         Partners' Capital                        492            529

                                         Three Months Ended     Six Months Ended
                                              June 30,             June 30,
                                           1999      1998       1999      1998
                                           ----      ----       ----      ----
                                                (Amounts in Thousands)

         Revenue                           $ 63      $ 23       $123      $123
         Expenses                            82        88        160       198
         Net Loss                           (19)      (65)       (37)      (75)



                                       7
<PAGE>

Note 7.  Legal Proceedings.
         -----------------

         On October 28, 1997, a Class Action Complaint was filed against Phoenix
Leasing  Incorporated,  Phoenix  Leasing  Associates,  II and III  LP.,  Phoenix
Securities  Inc.  and  Phoenix  American   Incorporated   (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 a 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  refiled  them in a separate  lawsuit
making similar  allegations (the "Ash Action").  That complaint was subsequently
transferred to Marin County as well.

         Plaintiffs  have amended the Berger Action twice.  Defendants  recently
answered the complaint.  Discovery has recently commenced.  The Companies intend
to vigorously defend the Complaint.

         Defendants  have  not  yet  responded  to  the  Ash  Complaint,   which
plaintiffs amended twice.  Discovery has not commenced.  The Companies intend to
vigorously defend the Complaint.

         During  the six  months  ended  June 30,  1999 and June 30,  1998,  the
Partnership  recorded  legal  expenses of  approximately  $59,000  and  $75,000,
respectively,  in connection with the above litigation as indemnification to the
General Partner.

Note 8.  Subsequent Event.
         ----------------

         In July  1999,  Phoenix  Pacific  North  West  Cable  Joint  Venture (a
foreclosed  cable  television  joint  venture)  sold all of its assets  owned or
leased used in its  business  and  operations,  with the  exception  of cash and
similar investments,  marketable  securities and other assets as mutually agreed
upon for $602,000.  The net carrying value of the assets as of June 30, 1999 was
$511,000.


                                       8
<PAGE>

                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP

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

Results of Operations

         Phoenix  Leasing  Cash  Distribution  Fund  IV,  a  California  limited
partnership  (the  "Partnership"),  reported net income of $474,000 and $581,000
during the three and six months ended June 30, 1999,  respectively,  as compared
to net income of $716,000 and  $1,511,000  during the three and six months ended
June 30,  1998,  respectively.  The decrease in net income for the three and six
months ended June 30, 1999, compared to the same periods in 1998, is primarily a
result of a decrease in earned income from financing leases and rental income.

         The decrease in total revenues of $535,000 and $1,456,000 for the three
and six months ended June 30, 1999,  as compared to the same period in 1998,  is
primarily  the result of declines in earned  income  from  financing  leases and
rental income.  The decrease in earned income from financing  leases of $193,000
and $425,000  for the three and six months  ended June 30,  1999,  respectively,
compared to the same  period in the prior year,  is due to a decrease in the net
investment in financing leases.  The net investment in financing leases was $1.6
million at June 30,  1999,  as compared to $6.1  million at June 30,  1998.  The
investment in financing  leases, as well as earned income from financing leases,
will decrease over the lease term as the Partnership  amortizes  income over the
lease term using the interest method of accounting.

         Rental income  decreased by $402,000 and $848,000 for the three and six
months  ended June 30,  1999,  respectively,  as  compared to the same period in
1998.  The decrease in rental income for the three and six months ended June 30,
1999 is  reflective of a decrease in the size of the  equipment  portfolio.  The
Partnership  owned  equipment with an aggregate  original cost of $17 million at
June 30, 1999, as compared to $36 million at June 30, 1998.

         An additional  factor  contributing to the decline in total revenues is
the  decrease in interest  income from notes  receivable.  Interest  income from
notes receivable  decreased by $19,000 and $162,000 for the three and six months
ended June 31,  1999,  respectively,  compared to the same  period in 1998.  The
decrease in interest income from notes receivable is attributable to the decline
in net investment in notes  receivable.  At June 30, 1999, the net investment in
notes  receivable  was  $2,922,000  compared to $4,964,000 at June 30, 1998. The
decline in total  revenues  resulting  from a  decrease  in earned  income  from
financing  leases,  rental income and interest income from notes  receivable for
the three and six months  ended June 30,  1999,  compared  to the same period in
1998 was in part offset by an increase in gain on sale of securities of $198,000
and for the three and six months ended June 30, 1999 compared to the same period
in 1998.  The securities  sold  consisted of common stock  received  through 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 $235,000  and $37,000  from the sale of these
securities during the six months ended June 30, 1999 and 1998, respectively.

         Total expenses  decreased by $293,000 and $526,000 during the three and
six months ended June 30, 1999, respectively,  as compared to the same period in
1998. The decrease in total expenses for the three and six months ended June 30,
1999,  compared  to the same  period  in the  previous  year,  is a result  of a

                                       9
<PAGE>

decrease in nearly all of the items comprising  total expenses.  These decreases
are the result of the continued decrease in the size of the equipment portfolio.

Liquidity and Capital Resources

         The  Partnership's  primary  source of  liquidity  is derived  from its
contractual  obligations  with a  diversified  group of lessees  for fixed lease
terms at fixed rental  amounts,  and from  payments of principal and interest on
its  outstanding  notes  receivable.  As the  initial  lease terms  expire,  the
Partnership  will re-lease or sell the  equipment.  The future  liquidity of the
Partnership  will depend upon the General  Partner's  success in collecting  the
contractual  amounts owed, as well as re-leasing  and selling the  Partnership's
equipment as it comes off lease.

         The  Partnership  reported net cash generated by equipment  leasing and
financing  activities of $3,112,000 and  $6,688,000  during the six months ended
June 30, 1999 and 1998, respectively.  The net decrease in cash generated is due
to a decrease in payments on financing leases and notes  receivable,  as well as
rental income.

         The  Partnership  received cash  distributions  from joint  ventures of
$148,000  during  the six  months  ended  June 30,  1999,  as  compared  to cash
distributions  of  $422,000  during the same  period in 1998.  The  decrease  in
distributions  from joint ventures is attributable to a decline in the amount of
cash available for distribution  from one equipment joint venture as a result of
a decrease in proceeds from sale of equipment.

         Proceeds from the sale of equipment  decreased as a result of a decline
in sales activity of the Partnership's equipment portfolio. The Partnership sold
equipment  with an  aggregate  original  cost of $5.4 million for the six months
ended June 30, 1999, compared to $9.5 million for the same period in 1998.

         As of June 30, 1999,  the  Partnership  owned  equipment held for lease
with an original purchase price of $7.5 million and a net book value of $14,000,
compared  to $13 million  and  $166,000,  respectively,  at June 30,  1998.  The
General  Partner  is  actively  engaged,  on  behalf  of  the  Partnership,   in
remarketing  and selling the  Partnership's  equipment as it becomes  available.
Until new  lessees  or buyers of  equipment  can be found,  the  equipment  will
continue to generate  depreciation  expense  without  any  corresponding  rental
income.  The  effect of this will be a  reduction  of the  Partnership  earnings
during this remarketing period.

         The total cash  distributed  to partners  for the six months ended June
30, 1999 was $3,264,000,  as compared to $7,841,000 for the same period in 1998.
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  $3,101,000  and
$7,449,000 in distributions  during the six months ended June 30, 1999 and 1998,
respectively.   The  cumulative   distributions  to  the  Limited  Partners  are
$120,402,000  and $110,629,000 as of June 30, 1999 and 1998,  respectively.  The
General  Partner  received  $163,000  and  $392,000  for its  share  of the cash
available for  distribution  during the six months ended June 30, 1999 and 1998,
respectively. The Partnership plans to make distributions in 1999 at a decreased
rate of 5%, compared to the December 1998 distribution rate of 12%.

         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.

                                       10
<PAGE>



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

Impact of the Year 2000 Issue

         ReSource/Phoenix, Inc. ("ReSource/Phoenix"), an affiliate of the parent
to the  General  Partner  does all local  computer  processing  for the  General
Partner. And as such Resource/Phoenix manages the Year 2000 project on behalf of
the General Partner.

         Resource/Phoenix  has a Year 2000 project plan in place.  The Year 2000
project team has identified  risks, and has implemented  remediation  procedures
for its Year  2000  issues.  ReSource/Phoenix  has  budgeted  for the  necessary
changes,  built  contingency  plans,  and has  progressed  along  the  scheduled
timeline.  Installation  of all  remediation  changes to critical  software  and
hardware is planned to be completed by October 31, 1999.

         Costs incurred by the Partnership  will be expensed as incurred and are
not currently anticipated to be material to the Partnership's financial position
or results of operations.

         The  Partnership's  customers  consist of lessees  and  borrowers.  The
Partnership  does  not have  exposure  to any  individual  customer  that  would
materially impact the Partnership  should the customer  experience a significant
Year 2000 problem.

         Costs incurred by the Partnership  will be expensed as incurred and are
not currently anticipated to be material to the Partnership's financial position
or results of operations.

         The  Partnership's  customers  consist of lessees  and  borrowers.  The
Partnership  does  not have  exposure  to any  individual  customer  that  would
materially impact the Partnership  should the customer  experience a significant
Year 2000 problem, however, cumulative exposure to multiple individual customers
could materially impact the Partnership should multiple  customers  experience a
significant Year 2000 problem.


                                       11
<PAGE>

                   PHOENIX LEASING CASH DISTRIBUTION FUND IV,
                        A CALIFORNIA LIMITED PARTNERSHIP

                                  June 30, 1999

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

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

         On October 28, 1997, a Class Action Complaint was filed against Phoenix
Leasing  Incorporated,  Phoenix  Leasing  Associates,  II and III  LP.,  Phoenix
Securities  Inc.  and  Phoenix  American   Incorporated   (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 a 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  refiled  them in a separate  lawsuit
making similar  allegations (the "Ash Action").  That complaint was subsequently
transferred to Marin County as well.

         Plaintiffs  have amended the Berger Action twice.  Defendants  recently
answered the complaint.  Discovery has recently commenced.  The Companies intend
to vigorously defend the Complaint.

         Defendants  have  not  yet  responded  to  the  Ash  Complaint,   which
plaintiffs amended twice.  Discovery has not commenced.  The Companies intend to
vigorously defend the Complaint.

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


                                       12
<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 LEASING CASH DISTRIBUTION FUND IV,
                                          A CALIFORNIA LIMITED PARTNERSHIP
                                      ------------------------------------------
                                                    (Registrant)


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


August 13, 1999          Executive Vice President,          /S/ GARY W. MARTINEZ
---------------          Chief Operating Officer            --------------------
                         and a Director of                  (Gary W. Martinez)
                         Phoenix Leasing Incorporated
                         General Partner


August 13, 1999          Chief Financial Officer,           /S/ HOWARD SOLOVEI
---------------          Treasurer and a Director of        --------------------
                         Phoenix Leasing Incorporated       (Howard Solovei)
                         General Partner


August 13, 1999          Senior Vice President,             /S/ BRYANT J. TONG
---------------          Financial Operations               --------------------
                         (Principal Accounting Officer)     (Bryant J. Tong)
                         and a Director of
                         Phoenix Leasing Incorporated
                         General Partner


                                       13