UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                              --------------------
                                    FORM 10-Q


         [X]      QUARTERLY REPORT PURSUANT TO SECTION  13 OR  15(d)  OF THE
                  SECURITIES EXCHANGE ACT OF 1934 
                  FOR THE FISCAL QUARTER ENDED MARCH 31, 1999

         [  ]     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 33-83216-01
                             -----------------------



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
             (Exact name of registrant as specified in its charter)


       DELAWARE                                             94-3209289
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

ONE MARKET, STEUART STREET TOWER
  SUITE 800, SAN FRANCISCO, CA                                94105-1301
(Address of principal executive offices)                      (Zip code)


       Registrant's telephone number, including area code: (415) 974-1399
                             -----------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days. Yes X No


<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                                 BALANCE SHEETS
                 (IN THOUSANDS OF DOLLARS, EXCEPT PER UNIT AMOUNTS)

<TABLE>
<CAPTION>


                                                                                March 31,         December 31,
                                                                                  1999                1998
                                                                             ------------------------------------
  <S>                                                                         <C>                 <C>       
  ASSETS

  Equipment held for operating lease, at cost                                 $   102,144         $  102,270
  Less accumulated depreciation                                                   (40,873 )          (37,983 )
                                                                             ------------------------------------
      Net equipment                                                                61,271             64,287

  Cash and cash equivalents                                                        10,622              3,720
  Accounts receivable, less allowance for doubtful accounts
        of $41 in 1999 and $43 in 1998                                              3,161              1,473
  Investment in unconsolidated special-purpose entities                            18,357             23,447
  Deferred charges, less accumulated amortization
        of $38 in 1999 and $344 in 1998                                               138                275
  Prepaid expenses and other assets                                                   314                264
  ---------------------------------------------------------------------------------------------------------------

        Total assets                                                          $    93,863         $   93,466
                                                                             ====================================

  LIABILITIES AND MEMBERS' EQUITY

  Liabilities:
  Accounts payable and accrued expenses                                       $       890         $      461
  Due to affiliates                                                                   571                381
  Lessee deposits and reserves for repairs                                          2,848              2,599
  Note payable                                                                     25,000             25,000
                                                                             ------------------------------------
      Total liabilities                                                            29,309             28,441
                                                                             ------------------------------------

  Members' equity:
  Class A members (4,985,383 units as of March 31, 1999
        and 4,999,581 units as of December 31, 1998)                               64,554             64,893
  Class B member                                                                       --                132
                                                                             ------------------------------------
      Total members' equity                                                        64,554             65,025
                                                                             ------------------------------------

         Total liabilities and members' equity                                $    93,863         $   93,466
                                                                             ====================================

</TABLE>













                       See accompanying notes to financial
                                  statements.


<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                              STATEMENTS OF INCOME
         (IN THOUSANDS OF DOLLARS, EXCEPT WEIGHTED-AVERAGE UNIT AMOUNTS)

<TABLE>
<CAPTION>



                                                                                       For the Three Months
                                                                                          Ended March 31,
                                                                                       1999           1998
                                                                                     --------------------------
<S>                                                                                   <C>          <C>        
REVENUES

Lease revenue                                                                         $ 5,473      $   4,294  
Interest and other income                                                                  84            197
Net gain (loss) on disposition of equipment                                               (16 )           28
                                                                                     --------------------------
    Total revenues                                                                      5,541          4,519
                                                                                     --------------------------

EXPENSES

Depreciation and amortization                                                           2,950          2,982
Repairs and maintenance                                                                   673            265
Equipment operating expenses                                                              916            238
Interest expense                                                                          453            458
Insurance expense to affiliate                                                             --             (3 )
Other insurance expense                                                                    98             50
Management fees to affiliate                                                              301            237
General and administrative expenses to affiliates                                         244            194
Other general and administrative expenses                                                 151            161
                                                                                     --------------------------
    Total expenses                                                                      5,786          4,582
                                                                                     --------------------------

Equity in net income of unconsolidated special-purpose entities                         3,047          2,457
                                                                                     --------------------------

Net income before cumulative effect of accounting change                                2,802          2,394

Cumulative effect of accounting change                                                    132             --
                                                                                     --------------------------

      Net income                                                                      $ 2,670      $   2,394   
                                                                                     ==========================

MEMBERS' SHARE OF NET INCOME

Class A members                                                                       $ 2,361      $   2,016
Class B member                                                                            309            378
                                                                                     --------------------------

       Total                                                                          $ 2,670      $   2,394
                                                                                     ==========================


Net income per weighted-average Class A unit                                          $  0.47      $    0.40
                                                                                     ==========================

Cash distributions                                                                    $ 2,940      $   2,941
                                                                                     ==========================

Cash distributions per weighted-average Class A units                                 $  0.50      $    0.50
                                                                                     ==========================

</TABLE>

                       See accompanying notes to financial
                                  statements.

<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                    STATEMENTS OF CHANGES IN MEMBERS' EQUITY
            FOR THE PERIOD FROM DECEMBER 31, 1997 TO MARCH 31, 1999
                            (IN THOUSANDS OF DOLLARS)

<TABLE>
<CAPTION>


                                                           Class A              Class B              Total
                                                       ---------------------------------------------------------

  <S>                                                  <C>                  <C>                 <C>           
  Members' equity as of December 31, 1997              $       72,298       $         176       $       72,474

  Net income                                                    2,595               1,721                4,316

  Cash distribution                                           (10,000 )            (1,765 )            (11,765 )
                                                       ---------------------------------------------------------

    Members' equity as of December 31, 1998                    64,893                 132               65,025

  Net income                                                    2,361                 309                2,670

  Repurchase of Class A units                                    (201 )                --                 (201 )

  Cash distribution                                            (2,499 )              (441 )             (2,940 )
                                                       ---------------------------------------------------------

    Members' equity as of March 31, 1999               $       64,554       $          --       $       64,554
                                                       =========================================================


</TABLE>













                       See accompanying notes to financial
                                  statements.


<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                            STATEMENTS OF CASH FLOWS
                            (IN THOUSANDS OF DOLLARS)

<TABLE>
<CAPTION>


                                                                             For the Three Months
                                                                               Ended March 31,
                                                                          1999                 1998
                                                                    ---------------------------------------
     <S>                                                            <C>                  <C>            
     OPERATING ACTIVITIES

     Net income                                                     $         2,670      $         2,394
     Adjustments to reconcile net income to net cash
           provided by (used in) operating activities:
       Depreciation and amortization                                          2,950                2,982
       Cumulative effect of accounting change                                   132                   --
       Net (gain) loss on disposition of equipment                               16                  (28 )
       Equity in net income of unconsolidated
             special-purpose entities                                        (3,047 )             (2,457 )
       Changes in operating assets and liabilities:
         Accounts receivable, net                                            (1,688 )                421
         Prepaid expenses and other assets                                      (50 )                 45
         Accounts payable and accrued expenses                                  429                  331
         Due to affiliates                                                      190                  (28 )
         Lessee deposits and reserves for repairs                               249                  282
                                                                    ---------------------------------------
             Net cash provided by operating activities                        1,851                3,942
                                                                    ---------------------------------------

     INVESTING ACTIVITIES

     Payments for purchase of equipment and capitalized
           improvements                                                          (5 )            (10,442 )
     Investment in and equipment purchased and placed
           in unconsolidated special-purpose entities                            --               (6,143 )
     Liquidation distributions from unconsolidated
           special-purpose entities                                           7,092                4,707
     Proceeds from disposition of equipment                                      60                   --
     Distributions from unconsolidated special-purpose
           entities                                                           1,045                4,316
                                                                    ---------------------------------------
                                                                    ---------------------------------------
           Net cash used in investing activities                              8,192               (7,562 )
                                                                    ---------------------------------------

     FINANCING ACTIVITIES

     Payment due to affiliates                                                   --               (1,793 )
     Cash distributions to Class A members                                   (2,499 )             (2,500 )
     Cash distributions to Class B Member                                      (441 )               (441 )
     Repurchase of Class A units                                               (201 )                 --
                                                                    ---------------------------------------
           Net cash used in financing activities                             (3,141 )             (4,734 )
                                                                    ---------------------------------------

     Net increase (decrease) in cash and cash equivalents                     6,902               (8,354 )
     Cash and cash equivalents at beginning of period                         3,720               19,179
                                                                    ---------------------------------------
     Cash and cash equivalents at end of period                     $        10,622      $        10,825
                                                                    =======================================

     SUPPLEMENTAL INFORMATION
     Interest paid                                                  $            --      $            --
                                                                    =======================================

</TABLE>

                See accompanying notes to financial statements.

<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999


1.   Opinion of Management

     In the opinion of the  management of PLM Financial  Services,  Inc. (FSI or
     the Manager),  the accompanying  unaudited financial statements contain all
     adjustments  necessary,  consisting primarily of normal recurring accruals,
     to present fairly the financial  position of Professional  Lease Management
     Income Fund I,  L.L.C.  (the Fund) as of March 31,  1999 and  December  31,
     1998,  the  statements  of income for the three months ended March 31, 1999
     and 1998, the statements of changes in members'  equity for the period from
     December 31, 1997 to March 31, 1999,  and the  statements of cash flows for
     the three months  ended March 31, 1999 and 1998.  Certain  information  and
     note  disclosures  normally  included in financial  statements  prepared in
     accordance  with  generally  accepted   accounting   principles  have  been
     condensed  or  omitted  from the  accompanying  financial  statements.  For
     further  information,  reference should be made to the financial statements
     and notes thereto included in the Fund's Annual Report on Form 10-K for the
     year ended  December  31,  1998,  on file at the  Securities  and  Exchange
     Commission.

2.   Schedule of Fund Phases

     The Fund will  terminate on December 31, 2010,  unless  terminated  earlier
     upon sale of all  equipment or by certain  other  events.  Beginning in the
     Fund's seventh year of operations,  which commences on January 1, 2003, the
     Manager will stop  reinvesting  excess cash, if any, which less  reasonable
     reserves, will be distributed to the members.  Between the eighth and tenth
     years of operations, the Manager intends to begin an orderly liquidation of
     the Fund's assets.

3.   Repurchase of Class A Units

     In 1998,  the Fund agreed to  repurchase up to 28,000 Class A units in 1999
     for an aggregate purchase price of $0.4 million.  As of March 31, 1999, the
     Fund had repurchased 14,198 Class A units for $0.2 million. The Manager may
     repurchase additional units in the future.

4.       Cash Distributions

     Cash distributions are recorded when paid and may include amounts in excess
     of net income that are considered to represent a return of capital. For the
     three months ended March 31, 1999 and 1998, cash distributions totaled $2.9
     million.  Cash distributions to the Class A unitholders of $0.1 million and
     $0.5  million  for  the  three  months  ended  March  31,  1999  and  1998,
     respectively, were deemed to be a return of capital.

     Cash  distributions  related to the results from the first quarter of 1999,
     of $1.7 million, were paid during the second quarter of 1999.

5.   Transactions with Manager and Affiliates

     The balance due to  affiliates  as of March 31, 1999  included $0.3 million
     due to FSI and its affiliates  for management  fees and $0.3 million due to
     affiliated unconsolidated special-purpose entities (USPEs). The balance due
     to  affiliates as of December 31, 1998 included $0.2 million due to FSI and
     its affiliates for management fees.


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999

5.   Transactions with Manager and Affiliates (continued)

     The Fund's proportional share of USPE-affiliated management fees of $37,000
     and  $40,000  were  payable as of March 31,  1999 and  December  31,  1998,
     respectively.

     The Fund's  proportional  share of the affiliated  expenses incurred by the
     USPEs during 1999 and 1998 is listed in the  following  table (in thousands
     of dollars):

                                                       For the Three Months
                                                          Ended March 31,
                                                        1999           1998
                                                     --------------------------

    Management fees                                  $      70      $     87
    Data processing and administrative
       expenses                                             21            31
    Insurance expense                                       --             1

     Transportation  Equipment  Indemnity  Company,  Ltd.,  an  affiliate of the
     Manager,  provided certain marine insurance coverage for Fund equipment and
     other  insurance  brokerage  services during 1998. TEI will not provide the
     same insurance coverage during 1999 as had been provided during 1998. These
     services were provided by an unaffiliated third party.

6.   Equipment

     The  components  of  owned  equipment  were as  follows  (in  thousands  of
dollars):

<TABLE>
<CAPTION>

                                                 March 31,            December 31,
                                                   1999                   1998
                                              ---------------------------------------

  <S>                                          <C>                    <C>        
  Marine vessels                               $   46,957             $    46,957
  Aircraft                                         20,605                  20,605
  Railcars                                         19,794                  19,920
  Trailers                                         14,788                  14,788
                                              ---------------------------------------
                                                  102,144                 102,270
  Less accumulated depreciation                   (40,873 )               (37,983 )
                                              ---------------------------------------
        Net equipment                          $   61,271             $    64,287
                                              =======================================

</TABLE>

     As of March 31,  1999,  all owned  equipment  in the Fund's  portfolio  was
     either on lease or operating in  PLM-affiliated  short-term  trailer rental
     facilities,  except for ten railcars with a carrying value of $0.2 million.
     As of December 31, 1998,  all owned  equipment in the Fund's  portfolio was
     either on lease or operating in  PLM-affiliated  short-term  trailer rental
     facilities, except for three railcars with a carrying value of $37,000.

     During the three months ended March 31, 1999, the Fund did not purchase any
     owned equipment. It spent $5,000 on capitalized improvements.

     During the three months ended March 31, 1999, the Fund sold railcars with a
     net book value of $0.1 million, for proceeds of $0.1 million.

     During the three months ended March 31, 1998, the Fund sold a trailer and a
     railcar with a net book value of $24,000, for proceeds of $0.1 million.


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999

7.   Investments in Unconsolidated Special-Purpose Entities

     The net investments in USPEs included the following jointly-owned equipment
     (and related assets and liabilities) (in thousands of dollars):

<TABLE>
<CAPTION>

                                                                              March 31,              December 31,
                                                                                 1999                    1998
                                                                          ---------------------------------------------

     <S>                                                                   <C>                    <C>              
     61% interest in an entity owning a mobile offshore drilling unit      $         7,889        $           8,223
     50% interest in a trust owning an MD-82 stage III commercial
               aircraft                                                              6,027                    6,441
     50% interest in a trust owning an MD-82 stage III commercial
               aircraft                                                              3,024                    3,342
     50% interest in a trust owning a cargo marine vessel                            1,200                    1,265
     25% interest in a trust that owned four 737-200A stage II
               commercial aircraft                                                     121                      137
     25% interest in a trust that owned four 737-200A stage II
               commercial aircraft                                                      96                      110
     33% interest in two trusts that owned a total of three 737-200A
               stage II commercial aircraft, two stage II aircraft
     engines,
               and a portfolio of aircraft rotables                                     --                    3,929
                                                                          =============================================
         Net investments                                                   $        18,357        $          23,447
                                                                          =============================================
</TABLE>

     During the three months  ended March 31, 1999,  the Manager sold the Fund's
     33%  interest in two trusts that owned a total of three  737-200A  stage II
     commercial  aircraft,  two stage II aircraft  engines,  and a portfolio  of
     aircraft  rotables.  The trusts were sold for  proceeds of $7.1 million for
     its net investment of $3.8 million.









                         (This space intentionally left
                                    blank.)



<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999

8.   Operating Segments

     The Fund  operates  in five  different  segments:  marine  vessel  leasing,
     aircraft leasing,  railcar leasing,  trailer leasing and rig leasing.  Each
     equipment  leasing  segment  engages in  short-term  to mid-term  operating
     leases to a variety of customers. The following tables present a summary of
     the operating segments (in thousands of dollars):

<TABLE>
<CAPTION>

                                           Marine
                                           Vessel   Aircraft    Railcar   Trailer      Rig       All
    For the quarter ended March 31, 1999  Leasing    Leasing    Leasing   Leasing    Leasing    Other<F1>   Total
    ------------------------------------  -------    -------    -------   -------    -------    ------      -----

    <S>                                    <C>       <C>        <C>       <C>        <C>       <C>        <C>     
    REVENUES
      Lease revenue                        $ 2,630   $  1,014   $    982  $    847   $     --  $     --   $  5,473
      Interest income and other                 --          3         --        --         --        81         84
      Net loss on disposition
        of equipment                            --         --        (16 )      --         --        --        (16 )
                                          -------------------------------------------------------------------------
        Total revenues                       2,630      1,017        966       847         --        81      5,541

    COSTS AND EXPENSES
      Operations support                     1,329          6        146       193         --        13      1,687
      Depreciation and amortization          1,503        643        437       362         --         5      2,950
      Interest expense                          --         --         --        --         --       453        453
      Management fees to affiliate             132         51         65        53         --        --        301
      General and administrative expenses       15          8          6       175         --       191        395
                                          -------------------------------------------------------------------------
        Total costs and expenses             2,979        708        654       783         --       662      5,786
                                          -------------------------------------------------------------------------
    Equity in net income (loss) of USPEs       (56 )    2,801         --        --        302        --      3,047
                                          -------------------------------------------------------------------------
    Net income (loss) before cumulative
    effect
        of accounting change                  (405 )    3,110        312        64        302      (581 )    2,802
                                          -------------------------------------------------------------------------
    Cumulative effect of accounting             --         --         --        --         --       132        132
    change
                                          =========================================================================
        Net income                         $  (405 ) $  3,110   $    312  $     64   $    302  $   (713 ) $  2,670
                                          =========================================================================

    Total assets as of March 31, 1999      $ 36,821  $ 16,309   $ 12,706  $  8,695   $  7,889  $ 11,443   $ 93,863
                                          =========================================================================

<FN>

<F1> Includes  interest  income  and  costs  not  identifiable  to a  particular
     segment,  such as  amortization  expense and  interest  expense and certain
     operations support, and general and administrative expenses.

</FN>

</TABLE>

<TABLE>
<CAPTION>


                                           Marine
                                           Vessel   Aircraft    Railcar   Trailer      Rig       All
    For the quarter ended March 31, 1998  Leasing    Leasing    Leasing   Leasing    Leasing    Other<F1>   Total
    ------------------------------------  -------    -------    -------   -------    -------    ------      -----

    <S>                                    <C>       <C>        <C>       <C>        <C>       <C>        <C>     
    REVENUES
      Lease revenue                        $ 1,269   $  1,265   $    954  $    806   $     --  $     --   $  4,294
      Interest income and other                 --          4         --        --         --       193        197
      Net gain on disposition
        of equipment                            --         --         22         6         --        --         28
                                          -------------------------------------------------------------------------
        Total revenues                       1,269      1,269        976       812         --       193      4,519

    COSTS AND EXPENSES
      Operations support                       312         13         83       131         --        11        550
      Depreciation and amortization            761      1,255        505       435         --        26      2,982
      Interest expense                          --         --         --        --         --       458        458
      Management fees to affiliate              63         56         65        53         --        --        237
      General and administrative expenses       27          9        (18 )     196         --       141        355
                                          -------------------------------------------------------------------------
        Total costs and expenses             1,163      1,333        635       815         --       636      4,582
                                          -------------------------------------------------------------------------
    Equity in net income (loss) of USPEs      (126 )    2,440         --        --        143        --      2,457
                                          -------------------------------------------------------------------------
                                          =========================================================================
    Net income (loss)                      $   (20 ) $  2,376   $    341  $     (3 ) $    143  $   (443 ) $  2,394
                                          =========================================================================

    Total assets as of March 31, 1998      $ 26,672  $ 26,585   $ 14,605  $ 10,453   $  9,528  $ 11,884   $ 99,727
                                          =========================================================================

<FN>

<F1> Includes  interest  income  and  costs  not  identifiable  to a  particular
     segment,  such as  amortization  expense and  interest  expense and certain
     operations support, and general and administrative expenses.
</FN>

</TABLE>


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A DELAWARE LIMITED LIABILITY COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999

9.   Debt

     The Manager has  entered  into a  short-term,  joint $24.5  million  credit
     facility (the Committed  Bridge Facility) on behalf of the Fund that is due
     to expire on December 14, 1999. Among the eligible borrowers, PLM Equipment
     Growth  VI had  borrowings  of $3.7  million  and TEC  Acquisub,  Inc.,  an
     indirect wholly-owned subsidiary of PLM International, Inc., had borrowings
     of $11.3 million under the short-term joint,  $24.5 million credit facility
     as of March  31,  1999.  No other  eligible  borrower  had any  outstanding
     borrowings.  The Manager  believes  it will be able to renew the  Committed
     Bridge  Facility  upon its  expiration  with similar  terms as those in the
     current Committed Bridge Facility.

10.  Net Income Per Weighted-Average Class A Unit

     Net income per  weighted-average  Class A unit was computed by dividing net
     income  attributable to Class A members by the  weighted-average  number of
     Class A units deemed outstanding  during the period.  The  weighted-average
     number of Class A units  deemed  outstanding  during the three months ended
     March  31,  1999  and  1998  were  4,996,077  units  and  4,999,581  units,
     respectively.

11.  Cumulative Effect of Accounting Change

     In April 1998,  the  American  Institute of  Certified  Public  Accountants
     issued  Statement  of Position  98-5,  "Reporting  on the Costs of Start-Up
     Activities,"  which  requires  costs  related to start-up  activities to be
     expensed as incurred.  The statement  requires that initial  application be
     reported as a cumulative  effect of a change in accounting  principle.  The
     Fund adopted this statement during the first quarter of 1999, at which time
     it took a $0.1 million charge, related to start-up costs of Fund.

12.  Subsequent Event

     On April 1, 1999, the Fund purchased a group of marine  containers for $8.6
     million.











                         (This space intentionally left
                                    blank.)







<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
          RESULTS OF OPERATIONS

(I)  RESULTS OF OPERATIONS

Comparison of the  Professional  Lease  Management  Income Fund I, L.L.C.'s (the
Fund's) Operating Results for the Three Months Ended March 31, 1999 and 1998

(A)   Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as repairs  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
increased  during the first  quarter of 1999,  compared  to the same  quarter of
1998. Gains or losses from the sale of equipment,  interest and other income and
certain   expenses  such  as  depreciation  and  amortization  and  general  and
administrative  expenses  relating to the operating  segments (see Note 8 to the
financial  statements),  are  not  included  in the  owned  equipment  operation
discussion  because they are  indirect in nature and not a result of  operations
but the result of owning a portfolio of equipment.  The following table presents
lease revenues less direct expenses by segment (in thousands of dollars):

<TABLE>
<CAPTION>

                                                                            For the Three Months
                                                                               Ended March 31,
                                                                            1999             1998
                                                                         ----------------------------

  <S>                                                                    <C>            <C>         
  Marine vessels                                                         $  1,301       $      973  
  Aircraft                                                                  1,008            1,252
  Railcars                                                                    836              871
  Trailers                                                                    654              676

</TABLE>

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $2.6
million and $1.3 million,  respectively, for the first quarter of 1999, compared
to $1.3 million and $0.3 million, respectively, during the same quarter of 1998.
Marine vessel  contribution  increased due to the purchase of a marine vessel in
the first quarter of 1998 and another vessel in the second quarter of 1998. This
increase in contribution caused by these purchases was offset, in part, by lower
re-lease rates for another marine vessel.

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $1.0 million and
$6,000,  respectively,  for the first quarter of 1999,  compared to $1.3 million
and  $13,000,   respectively,   during  the  same  quarter  of  1998.   Aircraft
contribution  decreased due to the sale of an aircraft in the second  quarter of
1998.

Railcars:  Railcar lease revenues and direct expenses were $1.0 million and $0.1
million,  respectively,  for  the  first  quarter  of  1999  and  1998.  Railcar
contribution  decreased  slightly due to a decrease in lease  revenue  resulting
from the sale or  disposition of railcars in 1998 and the first quarter of 1999,
offset,  in part,  by the  increase  in lease  revenue  due to the  purchase  of
railcars in the first quarter of 1998.

Trailers:  Trailer lease revenues and direct expenses were $0.8 million and $0.2
million,  respectively,  for the first quarter of 1999, compared to $0.8 million
and $0.1  million,  respectively,  during  the same  quarter  of 1998.  Expenses
increased due to repairs  required on certain  trailers during the first quarter
of 1999, which were not needed in the same period in 1998.

(B)   Interest and Other Income

Interest  and other  income  decreased  $0.1  million due to lower  average cash
balances in the first quarter of 1999, compared to the same period in 1998.


<PAGE>


(C)   Indirect Expenses Related to Owned Equipment Operations

Total  indirect  expenses of $4.1  million for the quarter  ended March 31, 1999
increased  from $4.0 million for the same period in 1998. The primary reason for
the increase was due to a $0.1 million  increase in management fees to affiliate
that  reflects the higher levels of lease  revenues on owned  equipment in 1999,
when compared to 1998.

(D)  Net Gain (Loss) on Disposition of Owned Equipment

The net loss on  disposition  of equipment for the first quarter of 1999 totaled
$16,000  which  resulted from the sale of railcars with a net book value of $0.1
million,  for proceeds of $0.1 million. Net gain on disposition of equipment for
the first  quarter of 1998 totaled  $28,000  which  resulted  from the sale of a
railcar  and a trailer  with a net book value of $24,000,  for  proceeds of $0.1
million.

(E)   Equity in Net Income (Loss) of Unconsolidated Special-Purpose Entities

Net income (loss) generated from the operation of jointly-owned assets accounted
for under the equity  method is shown in the following  table by equipment  type
(in thousands of dollars).

<TABLE>
<CAPTION>

                                                                            For the Three Months
                                                                               Ended March 31,
                                                                            1999             1998
                                                                         ----------------------------

  <S>                                                                    <C>             <C>       
  Aircraft                                                               $  2,801        $   2,440 
  Mobile offshore drilling unit                                               302              143
  Marine vessel                                                               (56 )           (126 )
  ===================================================================================================
         Equity in Net Income of USPEs                                   $  3,047        $   2,457 
  ===================================================================================================

</TABLE>

Aircraft: As of March 31, 1999, the Fund owned interests in two trusts that each
own a commercial aircraft. As of March 31, 1998, the Fund owned an interest in a
trust that owns two  commercial  aircraft,  an  interest  in a trust that owns a
commercial  aircraft,  and an interest in two trusts that owned a total of three
commercial aircraft, two aircraft engines, and a portfolio of aircraft rotables.
During the first quarter of 1999,  aircraft lease revenues were $0.5 million and
the gain from the sale of the Fund's  interest  in two trusts  that owned  three
commercial aircraft,  two aircraft engines, and a portfolio of aircraft rotables
of $3.3 million was offset by expenses of $1.0  million.  During the same period
in 1998,  aircraft  revenues were $1.3 million and the gain from the sale of the
Fund's interest in a trust that owned four  commercial  aircraft of $2.7 million
was offset by expenses of $1.6 million.  Lease  revenues  decreased $0.8 million
due to the sale of the Fund's investment in two trusts containing ten commercial
aircraft,  the sale of the Fund's investment in two trusts that owned a total of
three 737-200A Stage II commercial aircraft,  two stage II aircraft engines, and
a  portfolio  of  aircraft  rotables,  and a lower  lease rate earned on certain
equipment.  The decrease in lease revenues caused by these sales was offset,  in
part,  by  the  purchase  of two  additional  trusts  each  containing  a  MD-82
commercial  aircraft  during 1998.  The decrease in expenses of $0.6 million was
primarily due to lower  depreciation  expense relating to the sale of the Fund's
interest in four trusts and the result of the double declining-balance method of
depreciation  which results in greater  depreciation in the first years an asset
is owned offset,  in part, by the Fund's  investment  in two  additional  trusts
during 1998.

Mobile  offshore  drilling  unit: As of March 31, 1999 and 1998, the Fund had an
interest in an entity that owns a mobile offshore drilling unit. Mobile offshore
drilling  unit  revenues  and  expenses  were  $0.7  million  and $0.4  million,
respectively,  for the first quarter of 1999,  compared to $0.6 million and $0.4
million,  respectively,  during the same quarter of 1998. The increase in mobile
offshore  drilling  unit  contribution  is due to an  increase in the lease rate
during  1999  and  lower  depreciation   expense  as  a  result  of  the  double
declining-balance  method of depreciation which results in greater  depreciation
in the first years an asset is owned.

Marine  vessel:  As of March 31,  1999 and 1998,  the Fund had an interest in an
entity that owns a marine vessel.  Marine vessel revenues and expenses were $0.2
million and $0.3 million,  respectively, for the first quarter of 1999, compared
to $0.3 million and $0.4 million, respectively,  during the same period in 1998.
Lease revenue decreased in the quarter ended March 31, 1999 compared to the same
period in 1998, due to lower  re-lease rates as a result of a weak  bulk-carrier
vessel market. Expenses decreased due primarily to lower depreciation expense as
a result of the double-declining balance method of depreciation which results in
greater depreciation in the first years an asset is owned.

(F) Cumulative effect of accounting change

In April 1998, the American  Institute of Certified  Public  Accountants  issued
Statement of Position  98-5,  "Reporting  on the Costs of Start-Up  Activities,"
which requires costs related to start-up  activities to be expensed as incurred.
The  statement  requires  that initial  application  be reported as a cumulative
effect of a change in  accounting  principle.  The Fund adopted  this  statement
during the first quarter of 1999,  at which time it took a $0.1 million  charge,
related to start-up costs of the Fund.

(G)   Net Income

As a result of the  foregoing,  the Fund had net income of $2.7  million for the
first  quarter of 1999,  compared to net income of $2.4 million  during the same
period of 1998.  The Fund's  ability to acquire,  operate and liquidate  assets,
secure leases,  and re-lease those assets whose leases expire is subject to many
factors.  Therefore,  the Fund's performance in the first quarter of 1999 is not
necessarily indicative of future periods. In the first quarter of 1999, the Fund
distributed $2.5 million to Class A members, or $0.50 per weighted-average Class
A unit.

(II)  FINANCIAL CONDITION -- CAPITAL RESOURCES AND LIQUIDITY

For the three months ended March 31, 1999, the Fund generated  operating cash of
$2.9 million (net cash provided by operating  activities,  plus  non-liquidating
distributions  from USPEs) to meet its  operating  obligations  and maintain the
current level of  distributions  (total for three months ended March 31, 1999 of
approximately $2.9 million) to the partners.

During the three months ended March 31, 1999, PLM Financial Services,  Inc. (FSI
or the Manager), a wholly-owned  subsidiary of PLM International,  Inc., sold or
disposed of Fund owned equipment and investments in USPEs and received aggregate
proceeds of $7.2 million.

On April 1,  1999,  the Fund  purchased  a group of marine  containers  for $8.6
million.

The Manager has entered into a short-term  joint $24.5 million credit  facility.
As of April 30, 1999, TEC Acquisub, Inc., an indirect wholly-owned subsidiary of
PLM  International,  Inc.,  had  borrowings  of $14.8  million and PLM Equipment
Growth Fund VI had borrowings of $3.7 million under the  short-term  joint $24.5
million  credit  facility.  No  other  eligible  borrower  had  any  outstanding
borrowings.

(III)     EFFECTS OF YEAR 2000

It is possible that the Manager's currently installed computer systems, software
products,  and other business systems, or the Fund's vendors,  service providers
and customers,  working  either alone or in  conjunction  with other software or
systems,  may not accept  input of,  store,  manipulate,  and output dates on or
after January 1, 2000 without error or interruption (a problem commonly known as
the "Year 2000"  problem).  As the Fund relies  substantially  on the  Manager's
software  systems,  applications and control devices in operating and monitoring
significant  aspects of its  business,  any Year 2000  problem  suffered  by the
Manager could have a material adverse effect on the Fund's  business,  financial
condition and results of operations.

The Manager has  established a special Year 2000  oversight  committee to review
the  impact of Year 2000  issues on its  software  products  and other  business
systems in order to determine  whether  such  systems will retain  functionality
after  December 31, 1999.  The Manager (a) is  currently  integrating  Year 2000
compliant   programming  code  into  its  existing  internally   customized  and
internally  developed  transaction  processing  software  systems  and  (b)  the
Manager's  accounting and asset management  software systems have either already
been made Year 2000  compliant or Year 2000  compliant  upgrades of such systems
are  planned to be  implemented  by the Manager  before the end of fiscal  1999.
Although  the  Manager  believes  that its Year 2000  compliance  program can be
completed  by the  beginning  of  1999,  there  can  be no  assurance  that  the
compliance  program will be completed by that date. To date,  the costs incurred
and allocated to the Fund to become Year 2000  compliant have not been material.
To date, the cost incurred,  the Manager  believes the future costs allocable to
the Fund to become Year 2000 compliant will not be material.

It is possible that certain of the Fund's  equipment  lease portfolio may not be
Year 2000 compliant. The Manager is currently contacting equipment manufacturers
of the Fund's leased  equipment  portfolio to assure Year 2000  compliance or to
develop remediation  strategies.  The Manager does not expect that non-Year 2000
compliance  of the  Fund's  leased  equipment  portfolio  will  have an  adverse
material impact on its financial statements.

Some risks  associated  with the Year 2000 problem are beyond the ability of the
Fund or Manager to  control,  including  the extent to which  third  parties can
address  the Year 2000  problem.  The  Manager is  communicating  with  vendors,
services  providers  and  customers in order to assess the Year 2000  compliance
readiness of such parties and the extent to which the Fund is  vulnerable to any
third-party  Year 2000  issues.  There  can be no  assurance  that the  software
systems of such  parties  will be  converted  or made Year 2000  compliant  in a
timely  manner.  Failure  by the  Manager  or such  other  parties to make their
respective  systems Year 2000 compliant could have a material  adverse effect on
the business,  financial  position and results of  operations  of the Fund.  The
Manager will make an ongoing effort to recognize and evaluate potential exposure
relating to third-party Year 2000  non-compliance and will develop a contingency
plan if the  Manager  determines  that  third-party  non-compliance  will have a
material adverse effect on the Fund's business, financial position or results of
operation.

The Manager is currently  developing a contingency  plan to address the possible
failure of any systems due to the Year 2000  problems.  The Manager  anticipates
these plans will be completed by September 30, 1999.

(IV)  ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial  Accounting  Standards Board issued  "Accounting for
Derivative   Instruments   and  Hedging   Activities,"   (SFAS  No.  133)  which
standardizes  the  accounting  for  derivative  instruments,  including  certain
derivative instruments embedded in other contracts,  by requiring that an entity
recognize  those items as assets or  liabilities  in the  statement of financial
position and measure  them at fair value.  This  statement is effective  for all
quarters of fiscal years  beginning  after June 15, 1999.  As of March 31, 1999,
the  Manager is  reviewing  the  effect  this  standard  will have on the Fund's
consolidated financial statements.

(V)   OUTLOOK FOR THE FUTURE

Several factors may affect the Fund's operating  performance in 1999 and beyond,
including  changes in the  markets for the Fund's  equipment  and changes in the
regulatory environment in which the equipment operates.

The Fund's  operation of a  diversified  equipment  portfolio in a broad base of
markets is intended to reduce its exposure to volatility in individual equipment
sectors.

The ability of the Fund to realize  acceptable  lease rates on its  equipment in
the different equipment markets is contingent on many factors,  such as specific
market  conditions  and  economic  activity,   technological  obsolescence,  and
government or other regulations.  The unpredictability of some of these factors,
or of their  occurrence,  makes it difficult  for the Manager to clearly  define
trends or influences  that may impact the  performance of the Fund's  equipment.
The Manager continually  monitors both the equipment markets and the performance
of the Fund's  equipment in these markets.  The Manager may decide to reduce the
Fund's  exposure to equipment  markets if it determines  that it cannot  operate
equipment to achieve acceptable rates of return. Alternatively,  the Manager may
make  a  determination  to  enter  equipment   markets  in  which  it  perceives
opportunities  to  profit  from  supply/demand  instabilities  or  other  market
imperfections.

The Fund  intends to use excess cash flow,  if any,  after  payment of operating
expenses, the maintenance of working capital reserves, and cash distributions to
the members,  to acquire additional  equipment during the first six years of the
Fund's operations. The Manager believes these acquisitions may cause the Fund to
generate additional earning and cash flow for the Fund.

(VI)  FORWARD-LOOKING INFORMATION

Except for the historical  information  contained herein, the discussion in this
Form  10-Q   contains   forward-looking   statements   that  involve  risks  and
uncertainties, such as statements of the Fund's plans, objectives, expectations,
and intentions.  The cautionary statements made in this Form 10-Q should be read
as being  applicable  to all related  forward-looking  statements  wherever they
appear in this Form 10-Q. The Fund's actual results could differ materially from
those discussed here.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Fund's  primary market risk exposure is that of currency  devaluation  risk.
During the three  months  ended March 31,  1999,  79% of the Fund's  total lease
revenues from wholly-and  partially-owned  equipment came from non-United States
domiciled  lessees.  Most of the leases require  payment in United States (U.S.)
currency.  If these lessee's  currency  devalues  against the U.S.  dollar,  the
lessees could encounter  difficulty in making the U.S. dollar  denominated lease
payment.










                         (This space intentionally left
                                    blank.)


<PAGE>



                          PART II -- OTHER INFORMATION



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)  Exhibits

              None.

         (b)  Reports on Form 8-K

              None.








<PAGE>

Pursuant  to the  requirements  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.


                                          PROFESSIONAL LEASE MANAGEMENT
                                          INCOME FUND I, L.L.C.
                                     By:  PLM Financial Services, Inc.
                                          Manager




Date: April 30, 1999
                                     By:  /s/ Richard K Brock
                                          ----------------------------
                                          Richard K Brock
                                          Vice President and
                                          Corporate Controller