UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                    FORM 10-K


     [X]  Annual  Report  Pursuant  to  Section  13 or 15(d)  of the  Securities
          Exchange Act of 1934 For the fiscal year ended December 31, 2001.

     [ ]  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 0-28376
                             -----------------------



               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.)

             120 Montgomery Street
         Suite 1350, San Francisco, CA                           94104
   (Address of principal executive offices)                   (Zip code)


        Registrant's telephone number, including area code (415) 445-3201
                             -----------------------

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

Aggregate market value of voting stock:  N/A
                                         ---

An index of exhibits filed with this Form 10-K is located at page 23.

Total number of pages in this report:  63.



<PAGE>


                                     PART I


ITEM 1.       BUSINESS

(A) Background

In  August  1994,  PLM  Financial  Services,   Inc.  (FSI  or  the  Manager),  a
wholly-owned subsidiary of PLM International, Inc. (PLMI International or PLMI),
filed a  Registration  Statement  on Form S-1 with the  Securities  and Exchange
Commission  with respect to a proposed  offering of 5,000,000 Class A units (the
units) in  Professional  Lease  Management  Income  Fund I,  L.L.C.,  a Delaware
Limited  Liability  Company (the Fund).  The Fund's offering became effective on
January 23, 1995. The Fund engages in the business of investing in a diversified
equipment portfolio consisting primarily of used,  long-lived,  low-obsolescence
capital equipment that is easily transportable by and among prospective users.

The Fund's primary objectives are:

     (1) to invest in a  diversified  portfolio  of  low-obsolescence  equipment
having long lives and high residual values,  at prices that the Manager believes
to be below inherent values,  and to place the equipment on lease or under other
contractual  arrangements with creditworthy  lessees and operators of equipment.
All  transactions  over $1.0 million must be approved by the PLMI Credit  Review
Committee  (the  Committee),  which  is  made up of  Members  of  PLMI's  senior
management.  In  determining a lessee's  creditworthiness,  the  Committee  will
consider,  among other factors, the lessee's financial statements,  internal and
external credit ratings, and letters of credit.

     (2) to generate cash distributions, which may be substantially tax-deferred
(i.e.,  distributions that are not subject to current taxation) during the early
years of the Fund.

     (3) to create a significant  degree of safety  relative to other  equipment
leasing investments through the purchase of a diversified  equipment  portfolio.
This  diversification  reduces the  exposure to market  fluctuations  in any one
sector. The purchase of used, long-lived,  low-obsolescence equipment, typically
at prices that are substantially  below the cost of new equipment,  also reduces
the  impact  of  economic  depreciation  and  can  create  the  opportunity  for
appreciation  in certain  market  situations,  where supply and demand return to
balance from oversupply conditions.

     (4) to increase  the Fund's  revenue base by  reinvesting  a portion of its
operating  cash flow in additional  equipment  during the first six years of the
Fund's operation,  which ends on December 31, 2002, in order to grow the size of
its portfolio.  Since net income and  distributions are affected by a variety of
factors,  including purchase prices, lease rates, and costs and expenses, growth
in the size of the Fund's  portfolio does not  necessarily  mean that the Fund's
aggregate net income and  distributions  will increase upon the  reinvestment of
operating cash flow.

The  offering of units of the Fund closed on May 13,  1996.  As of December  31,
2001, there were 4,971,311 units outstanding.  The Manager  contributed $100 for
its  Class B  Member  interest  in the  Fund.  The  Manager  paid out of its own
corporate  funds (as a capital  contribution to the Fund) all  organization  and
syndication expenses incurred in connection with the offering;  therefore,  100%
of the net cash  proceeds  received  by the Fund  from the sale of Class A Units
were used to purchase equipment and establish any required cash reserves.

Beginning in the Fund's seventh year of operation,  which  commences  January 1,
2003, the Manager will stop  reinvesting  cash flow and surplus  funds,  if any,
less reasonable reserves, which will be distributed to the partners. Between the
eighth  and  tenth  years of  operations,  the  Manager  intends  to  begin  its
dissolution and liquidation of the Fund in an orderly  fashion,  unless the Fund
is  terminated  earlier upon sale of all of the  equipment  or by certain  other
events.  However,  under  certain  circumstances,  the  term of the  Fund may be
extended, although in no event will the Fund extend beyond December 31, 2010.


<PAGE>



Table 1, below,  lists the  equipment  and the original cost of equipment in the
Fund's  portfolio  and the  Fund's  proportional  share  of  equipment  owned by
unconsolidated  special-purpose  entities, as of December 31, 2001 (in thousands
of dollars):


                                     TABLE 1
<TABLE>
<CAPTION>

 Units                  Type                                         Manufacturer                         Cost
-----------------------------------------------------------------------------------------------------------------------

Owned equipment held for operating leases:

<S>                                                                                                 <C>
  14,691   Marine containers                           Various                                      $        30,061
      84   Refrigerated marine containers              Various                                                1,344
       3   737-200A stage II commercial
              aircraft                                 Boeing                                                15,358
     347   Pressurized tank railcars                   Various                                                9,262
      97   Covered hopper railcars                     Various                                                5,281
     245   Box railcars                                Various                                                4,952
       1   Oil tanker marine vessel                    Hyundai                                               17,000
     437   Piggyback trailers                          Various                                                6,575
                                                                                                    -------------------
               Total owned equipment held for operating leases                                      $       89,833 (1)
                                                                                                    ===================

Equipment owned by unconsolidated special-purpose entities:

    0.50   Trust owning an MD-82
             stage III commercial aircraft             McDonnell Douglas                            $        7,775 (2)
    0.50   Trust owning an MD-82
             stage III commercial aircraft             McDonnell Douglas                                     6,825 (2)
                                                                                                    -------------------
               Total investments in unconsolidated special-purpose entities                         $       14,600 (1)
                                                                                                    ===================

(1)  Includes equipment and investments purchased with the proceeds from capital
     contributions,   undistributed   cash  flow  from   operations,   and  Fund
     borrowings. Includes costs capitalized subsequent to the date of purchase.

(2)  Jointly owned by the Fund and an affiliated program.
</TABLE>

Equipment is generally  leased under  operating  leases for a term of one to six
years  except for the marine  vessel  which is usually  leased for less than one
year.  Some  of  the  Fund's  marine  containers  are  leased  to  operators  of
utilization-type  leasing pools,  which include  equipment owned by unaffiliated
parties. In such instances, revenues received by the Fund consist of a specified
percentage of revenues  generated by leasing the pooled equipment to sublessees,
after deducting certain direct operating  expenses of the pooled equipment.  The
remaining  Fund  marine  containers  are  leased  based on a fixed  rate.  Lease
revenues  for  intermodal  trailers  are based on a  per-diem  lease in the free
running interchange with the railroads.  Rents for all other equipment are based
on fixed rates.

The lessees of the equipment include but are not limited to: American  Airlines,
Capital Lease,  Ltd., Cronos  Containers,  Norfolk Southern Railway Corp., Terra
Nitrogen Company, and Varig South America.

(B) Management of Fund Equipment

The Fund has entered into an equipment  management agreement with PLM Investment
Management,  Inc. (IMI), a wholly-owned subsidiary of FSI, for the management of
the  Fund's  equipment.   The  Fund's  management   agreement  with  IMI  is  to
co-terminate with the dissolution of the Fund unless the Class A Members vote to
terminate the agreement prior to that date, or at the discretion of the Manager.
IMI has agreed to perform all  services  necessary  to manage the  equipment  on
behalf  of the  Fund and to  perform  or  contract  for the  performance  of all
obligations  of the lessor under the Fund's  leases.  In  consideration  for its
services and pursuant to the Operating  Agreement,  IMI is entitled to a monthly
management fee. (See Notes 1 and 2 to the audited financial statements).








<PAGE>


(C) Competition

(1) Operating Leases Versus Full Payout Leases

Generally,  the  equipment  owned by or invested in the Fund is leased out on an
operating   lease  basis   wherein  the  rents   received   during  the  initial
noncancelable  term of the lease are insufficient to recover the Fund's purchase
price of the  equipment.  The  short to  mid-term  nature  of  operating  leases
generally command a higher rental rate than longer-term,  full payout leases and
offers lessees relative flexibility in their equipment commitment.  In addition,
the rental  obligation  under an operating  lease need not be capitalized on the
lessee's balance sheet.

The Fund  encounters  considerable  competition  from  lessors that utilize full
payout  leases  on new  equipment,  i.e.  leases  that have  terms  equal to the
expected  economic  life  of  the  equipment.  While  some  lessees  prefer  the
flexibility offered by a shorter-term  operating lease, other lessees prefer the
rate  advantages  possible with a full payout lease.  Competitors may write full
payout  leases at  considerably  lower rates and for longer  terms than the Fund
offers,  or larger  competitors with a lower cost of capital may offer operating
leases at lower rates, which may put the Fund at a competitive disadvantage.

(2) Manufacturers and Equipment Lessors

The Fund competes with equipment  manufacturers  who offer operating  leases and
full payout leases.  Manufacturers may provide ancillary  services that the Fund
cannot offer,  such as  specialized  maintenance  services  (including  possible
substitution  of  equipment),   training,   warranty   services,   and  trade-in
privileges.

The Fund also competes with many equipment  lessors,  including ACF  Industries,
Inc.  (Shippers Car Line Division),  GATX Corporation,  General Electric Railcar
Services  Corporation,  General Electric Capital Aviation Services  Corporation,
Xtra  Corporation,  and other  investment  programs that lease the same types of
equipment.

(D) Demand

The  Fund  currently  operates  in  the  following  operating  segments:  marine
containers leasing,  commercial aircraft leasing, railcar leasing, marine vessel
leasing, and intermodal trailer leasing.  Each equipment leasing segment engages
in short-term to mid-term operating leases to a variety of customers. The Fund's
equipment  and  investments  are  primarily  used  to  transport  materials  and
commodities, except for those aircraft leased to passenger air carriers.

The following  section describes the international and national markets in which
the Fund's capital equipment operates:

(1) Marine Containers

The Fund has  acquired  new  standard  dry  cargo  containers  and  placed  this
equipment either on mid-term leases or into  revenue-sharing  agreements.  These
investments  were at the time  opportunistically  driven by the historically low
acquisition  prices then  available in the market.  The Fund was able to acquire
these containers in the $1,500 to $1,600 range for a standard 20-foot container;
historically,  similar equipment had been sold in the $2,000 range.  During 2001
new container prices and market lease rates have continued to decline.

During  2001 new  container  prices and market  lease  rates have  continued  to
decline.  The primary  reason for this decline is the  worldwide  recession  and
attendant  slowdown in exports to the United  States  (US),  mostly from the Far
East.  This trend was further  exacerbated  by the events of September 11, 2001.
Those  containers  placed on mid-term  leases are  protected  from these  market
trends, whereas those containers in revenue-sharing agreements have seen reduced
earnings.


<PAGE>


(2) Commercial Aircraft

Prior to September 11, 2001,  Boeing and Airbus  Industries  predicted  that the
rate of growth in the demand for air transportation services would be relatively
robust  for the next 20  years.  Boeing's  prediction  was that the  demand  for
passenger  services  would grow at an average  rate of about 5% per year and the
demand for cargo  traffic  would grow at about 6% per year during  such  period.
Airbus'  numbers  were  largely  the  same at 5% and 6%,  respectively.  Neither
manufacturer  has  released  new  long-term  predictions;   however,  both  have
confirmed lower production rates as well as substantial reductions in their work
forces. Both manufacturers  experienced significant reductions in the numbers of
new  orders  for the  year  2001  (through  the end of  November),  with  Boeing
reporting  294 (as compared to 611 the previous  year) and Airbus  reporting 352
(as compared to 520 for the previous year).

Current Market: It is to be noted that even prior to the events on September 11,
2001, the worldwide airline industry  experienced negative traffic growth, which
in itself is  unprecedented in peace time (it also happened during and after the
Gulf  War).  The  tragic  events  of  September  11,  2001 have  resulted  in an
unprecedented market situation for used commercial aircraft.  The major carriers
in the  Unites  States  have  grounded  (or  are in the  process  of  grounding)
approximately  20% of their  fleets,  causing the imbalance  between  supply and
demand  for  aircraft  seats to be  exacerbated.  In short the  market  for used
commercial  aircraft is more  negatively  impacted than ever and in un-chartered
territory. The Fund's portfolio of aircraft has been severely impacted.

The Fund owns  three  Boeing  737-200  aircraft.  The  lease for these  aircraft
expires on October  30,  2002.  The lessee of these  aircraft  is four months in
arrears  with its lease  payments  and has notified the Manager that it wants to
return the aircraft. The market for Boeing 737-200 aircraft is very soft and the
credit quality of the airlines interested in this type of aircraft is, generally
speaking,  poor.  The Fund  also owns 50% of two  MD-82  aircraft,  which are on
long-term lease to a major US carrier at market rates.

(3) Railcars

(a) Pressurized Tank Railcars

Pressurized  tank cars are used to transport  liquefied  petroleum  gas (natural
gas) and  anhydrous  ammonia  (fertilizer).  The US markets  for natural gas are
industrial  applications,  residential use,  electrical  generation,  commercial
applications,  and  transportation.  Natural gas consumption is expected to grow
over the next few years as most new electricity  generation capacity planned for
is expected to be natural gas fired. Within the fertilizer industry, demand is a
function of several  factors,  including  the level of grain  prices,  status of
government  farm subsidy  programs,  amount of farming  acreage and mix of crops
planted,  weather patterns,  farming practices,  and the value of the US dollar.
Population growth and dietary trends also play an indirect role.

On an  industry-wide  basis,  North American  carloadings of the commodity group
that includes  petroleum and chemicals  decreased over 5% compared to 2000. Even
with this decrease in  industry-wide  demand,  the  utilization  of this type of
railcar within the Fund continued to be in the 98% range through 2001.

(b) Covered Hopper (Grain) Railcars

Demand for covered hopper railcars,  which are specifically  designed to service
the grain industry,  continued to experience  weakness during 2001;  carloadings
were down 2% compared to 2000 volumes.  The US  agribusiness  industry  serves a
domestic  market  that is  relatively  mature,  the  future  growth  of which is
expected to be consistent but modest.  Most domestic grain rail traffic moves to
food  processors,  poultry  breeders,  and feedlots.  The more  volatile  export
business, which accounts for approximately 30% of total grain shipments,  serves
emerging and developing  nations.  In these  countries,  demand for protein-rich
foods is growing more rapidly than in the US, due to higher population growth, a
rapid pace of  industrialization,  and rising disposable  income.  Other factors
contributing to the softness in demand for covered hopper railcars are the large
number  of new  railcars  built  during  the last  few  years  and the  improved
utilization  of covered  hoppers by the  railroads.  As in 2000,  covered hopper
railcars  whose  leases  expired  in 2001 were  renewed at lower  rental  rates.
Utilization of the Fund's covered hopper railcars remained 100% during 2001.


<PAGE>


(c) Box Railcars

Box  railcars  are  primarily  used  to  transport  paper  and  paper  products.
Carloadings of forest products in North America  decreased over 2% in 2001, when
compared  to 2000  volumes.  Fifty of the  Fund's  box  railcars  were off lease
throughout  2001.  These  railcars  have a  smaller  load  capacity  than  those
currently  in demand  for paper  service.  Depending  upon the  market for these
railcars  over the  coming  months,  they  will  either be  offered  for sale or
re-lease.

(4) Marine Vessel

The Fund owns a product tanker that operates in international markets carrying a
variety of  commodity-type  cargoes.  Demand  for  commodity-based  shipping  is
closely tied to worldwide  economic growth patterns,  which can affect demand by
causing  changes in volume on trade  routes.  The  Manager  operates  the Fund's
product  tanker in the spot  chartering  markets,  carrying  mostly fuel oil and
similar  petroleum  distillates,  an approach that provides the  flexibility  to
adapt to changes in market conditions.

The market for product tankers  improved  throughout most of 2001, with dramatic
improvements  experienced  in the first and  second  quarters;  the  market  has
recently softened.  The Fund's product tanker has continued to operate with very
little idle time between charters but at lower rates than experienced earlier in
the year.

(5) Intermodal (Piggyback) Trailers

Intermodal  trailers  are used to  transport  a variety  of dry goods by rail on
flatcars,  usually for  distances  of over 400 miles.  Over the past five years,
intermodal   trailers  have  continued  to  be  rapidly  displaced  by  domestic
containers  as  the  preferred   method  of  transport  for  such  goods.   This
displacement  occurs because  railroads  offer  approximately  20% lower freight
rates on domestic  containers compared to trailer rates. During 2001, demand for
intermodal  trailers was much more volatile than historic  norms.  Unusually low
demand  occurred  over the  second  half of the year  due to a  rapidly  slowing
economy and low rail freight rates for competing  53-foot  domestic  containers.
Due to the  decline  in demand,  which  occurred  over the latter  half of 2001,
shipments  for  the  year,  within  the  intermodal  trailer  market,   declined
approximately 10%, compared to the prior year. Average utilization of the entire
US intermodal  fleet rose from 73% in 1998 to 77% in 1999,  and then declined to
75% in 2000 and further declined to a record low of 63% in 2001.

The Manager  continued its aggressive  marketing program in a bid to attract new
customers  for the  Fund's  intermodal  trailers  during  2001.  Even with these
efforts, average utilization of the Fund's intermodal trailers for the year 2001
dropped 8% to approximately 73%, still 10% above the national average.

The trend towards using domestic  containers  instead of intermodal  trailers is
expected to accelerate in the future. Overall,  intermodal trailer shipments are
forecast  to  decline  by 10%  to 15% in  2002,  compared  to  2001,  due to the
anticipated  continued weakness of the overall economy.  As such, the nationwide
supply of intermodal trailers is expected to have approximately  25,000 units in
surplus for 2002. For the Fund's  intermodal fleet, the Manager will continue to
seek to expand its customer  base while  minimizing  trailer  downtime at repair
shops and  terminals.  Significant  efforts will  continue to be  undertaken  to
reduce maintenance costs and cartage costs.

(E) Government Regulations

The use,  maintenance,  and  ownership  of equipment  are  regulated by federal,
state,  local and/or foreign  governmental  authorities.  Such  regulations  may
impose  restrictions and financial burdens on the Fund's ownership and operation
of  equipment.  Changes  in  government  regulations,   industry  standards,  or
deregulation  may also  affect  the  ownership,  operation,  and  resale  of the
equipment.  Substantial  portions of the Fund's  equipment  portfolio are either
registered or operated internationally. Such equipment may be subject to adverse
political,  governmental,  or legal actions, including the risk of expropriation
or loss arising from hostilities.  Certain of the Fund's equipment is subject to
extensive safety and operating  regulations,  which may require its removal from
service or extensive  modification of such equipment to meet these  regulations,
at considerable cost to the Fund. Such regulations include:

     (1) the US Oil  Pollution  Act of 1990,  which  established  liability  for
     operators and owners of vessels that create environmental  pollution.  This
     regulation has resulted in higher oil pollution  liability  insurance.  The
     lessee of the equipment typically  reimburses the Fund for these additional
     costs;

     (2) the US Department of  Transportation's  Aircraft  Capacity Act of 1990,
     which limits or  eliminates  the  operation of  commercial  aircraft in the
     United  States  that  do not  meet  certain  noise,  aging,  and  corrosion
     criteria.  In  addition,  under  US  Federal  Aviation  Regulations,  after
     December 31, 1999, no person may operate an aircraft to or from any airport
     in the  contiguous  United  States  unless that  aircraft has been shown to
     comply  with Stage III noise  levels.  The Fund has three Stage II aircraft
     that do not meet Stage III requirements.  The cost to install a hush kit to
     meet  quieter  Stage  III  requirements  is  approximately   $2.5  million,
     depending  on the type of  aircraft.  The Fund's  aircraft are in a country
     that does not have this regulation.  Upon lease expiration,  these aircraft
     will either be leased in a country that does not have these  regulations or
     sold;

     (3) the Montreal  Protocol on  Substances  that Deplete the Ozone Layer and
     the US Clean Air Act  Amendments  of 1990,  which call for the  control and
     eventual  replacement  of  substances  that  have  been  found  to cause or
     contribute  significantly  to harmful  effects on the  stratospheric  ozone
     layer and that are used extensively as refrigerants in refrigerated  marine
     containers; and

     (4) the US Department of Transportation's  Hazardous Materials  Regulations
     which regulates the classification and packaging  requirements of hazardous
     materials which apply particularly to the Fund's tank railcars. The Federal
     Railroad  Administration has mandated that effective July 1, 2000, all tank
     railcars  must be  re-qualified  every  ten  years  from the last test date
     stenciled  on each  railcar  to insure  tank  shell  integrity.  Tank shell
     thickness,  weld seams, and weld attachments must be inspected and repaired
     if necessary to re-qualify a tank railcar for service.  The average cost of
     this  inspection  is $1,800 for  non-jacketed  tank railcars and $3,600 for
     jacketed  tank  railcars,   not  including  any  necessary  repairs.   This
     inspection is to be performed at the next scheduled tank test and every ten
     years thereafter. The Fund currently owns 54 non-jacketed tank railcars and
     292 jacketed  tank railcars of which a total of 292 tank railcars have been
     inspected to date and no defects have been discovered.

As of December 31, 2001, the Fund was in compliance with the above  governmental
regulations.  Typically,  costs related to extensive equipment  modifications to
meet government regulations are passed on to the lessee of that equipment.

ITEM 2. PROPERTIES

The Fund neither owns nor leases any properties  other than the equipment it has
purchased or interests in entities which own equipment for leasing purposes.  As
of December 31, 2001, the Fund owned a portfolio of  transportation  and related
equipment and investments in equipment owned by  unconsolidated  special-purpose
entities (USPEs),  as described in Item I, Table 1. The Fund acquired  equipment
with the  proceeds  of the Fund  offering  of $100.0  million,  proceeds of debt
financing of $25.0  million,  and by reinvesting a portion of its operating cash
flow in additional equipment.

The Fund maintains its principal  office at 120 Montgomery  Street,  Suite 1350,
San  Francisco,  California  94104.  All office  facilities  are provided by FSI
without reimbursement by the Fund.

ITEM 3. LEGAL PROCEEDINGS

The Fund is involved as plaintiff or  defendant in various  other legal  actions
incidental  to its  business.  Management  does  not  believe  that any of these
actions will be material to the financial  condition or results of operations of
the Fund.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters  were  submitted  to a vote of the Fund's  Members  during the fourth
quarter of its fiscal year ended December 31, 2001.



<PAGE>



                                     PART II

ITEM 5. MARKET FOR THE FUND'S EQUITY AND RELATED UNITHOLDER MATTERS

Pursuant  to the terms of the  operating  agreement,  the  Manager is  generally
entitled  to  a  1%  interest  in  the  profits  and  losses  and  15%  of  cash
distributions.  The Manager will be specially  allocated  (i) 100% of the Fund's
organizational and offering cost amortization  expenses and (ii) income equal to
the excess of cash distribution over the Manager's 1% share of net profits.  The
effect on the Class A  Members  of this  special  income  allocation  will be to
increase  the net loss or  decrease  the net  profits  allocable  to the Class A
Members by an equal amount. After the investors receive cash distributions equal
to their  original  capital  contributions  the  Manager's  interest in the cash
distributions  of the Fund will  increase to 25%. The Manager is the sole holder
of such  interests.  The  remaining  interests  in the  profits  and  losses and
distributions  of the Fund are  owned as of  December  31,  2001,  by the  5,063
holders of Units in the Fund.

There are  several  secondary  markets in which Class A units  trade.  Secondary
markets are characterized as having few buyers for Class A units and, therefore,
are generally viewed as inefficient  vehicles for the sale of units.  Presently,
there is no public  market  for the units  and none is  likely  to  develop.  To
prevent  the units from being  considered  publicly  traded and thereby to avoid
taxation  of the Fund as an  association  treated  as a  corporation  under  the
Internal Revenue Code, the units will not be transferable without the consent of
the  Manager,  which may be withheld  in its  absolute  discretion.  The Manager
intends to monitor  transfers  of units in an effort to ensure  that they do not
exceed the percentage or number permitted by certain safe harbors promulgated by
the  Internal  Revenue  Service.  A transfer may be  prohibited  if the intended
transferee  is not an US citizen or if the  transfer  would cause any portion of
the units of a  "Qualified  Plan" as defined by the Employee  Retirement  Income
Security Act of 1974 and Individual  Retirement Accounts to exceed the allowable
limit.

The Fund may  redeem a certain  number of units each year under the terms of the
Fund's operating agreement.  The purchase price paid by the Fund for outstanding
Class A Units  upon  redemption  will be  equal  to 105% of the  amount  Class A
Members paid for the Class A Units, less the amount of cash distributions  Class
A Members have received  relating to such Class A Units.  The price may not bear
any  relationship to the fair market value of a Class A Unit. As of December 31,
2001,  the Fund has  purchased a cumulative  total of 28,270 Class A units for a
cost of $0.4 million.  No Class A units were purchased  during 2001. The Manager
has decided  that it will not  purchase any Class A units under the terms of the
Fund's operating  agreement in 2002. The Manager may purchase additional Class A
units on behalf of the Fund in the future.










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<PAGE>


ITEM 6. SELECTED FINANCIAL DATA

Table 2, below, lists selected financial data for the Fund:

                                     TABLE 2

                        For the Years Ended December 31,
         (In thousands of dollars, except weighted-average unit amounts)
<TABLE>
<CAPTION>

                                                  2001         2000          1999          1998           1997
                                             ------------------------------------------------------------------------

 Operating results:
<S>                                           <C>          <C>           <C>           <C>            <C>
   Total revenues                             $   27,818   $   27,988    $   26,483    $   28,301     $   22,920
   Net gain on disposition of
     equipment                                     7,812        3,956            23         2,759          1,682
   Equity in net income (loss) of
     unconsolidated special-purpose
     entities                                        601         (176)        1,761         2,390          1,453
   Net income (loss)                               8,585        4,821        (2,401)        4,316         (2,052)

 At year-end:
   Total assets                               $   69,243   $   71,683    $   80,533    $   99,635     $  108,524
   Total liabilities                              23,615       28,013        29,935        28,905         29,337
   Note payable                                   19,000       22,000        25,000        25,000         25,000

 Cash distribution                            $    6,627   $   11,701    $   11,690    $   11,765     $   11,763

 Cash distribution representing
    a return of capital to Class A
    members                                   $       --   $    6,880    $    9,930    $    7,405     $    9,998

 Per weighted-average Class A unit:

 Net income (loss)                            $     1.51(1)$     0.62 (1)$    (0.81)(1)$     0.52 (1) $    (0.75) (1)

 Cash distribution                            $     1.11   $     2.00    $     1.99    $     2.00     $     2.00

 Cash distribution representing a return
   of capital to Class A members              $       --   $     1.38    $     1.99    $     1.48     $     2.00


(1)  After reduction of income of $1.0 million ($0.20 per weighted-average Class
     A unit) in 2001, $1.7 million ($0.34 per weighted-average  Class A unit) in
     2000, $1.7 million ($0.33 per weighted-average  Class A unit) in 1999, $1.6
     million ($0.33 per weighted-average Class A unit) in 1998, and $1.8 million
     ($0.35 per  weighted-average  Class A unit) in 1997,  representing  special
     allocations   to  the  Manager  (see  Note  1  to  the  audited   financial
     statements).
</TABLE>




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<PAGE>


ITEM 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

(A) Introduction

Management's  discussion  and  analysis of  financial  condition  and results of
operations relates to the Financial  Statements of Professional Lease Management
Income Fund I, L.L.C.  (the Fund).  The  following  discussion  and  analysis of
operations  focuses  on the  performance  of the  Fund's  equipment  in  various
segments in which it  operates  and its effect on the Fund's  overall  financial
condition.

(B) Results of Operations -- Factors Affecting Performance

(1) Re-leasing Activity and Repricing Exposure to Current Economic Conditions

The exposure of the Fund's equipment portfolio to repricing risk occurs whenever
the  leases  for  the  equipment  expire  or are  otherwise  terminated  and the
equipment must be remarketed.  Major factors influencing the current market rate
for the Fund's equipment include,  but are not limited to, supply and demand for
similar or comparable types of transport capacity, desirability of the equipment
in the leasing market,  market conditions for the particular industry segment in
which the equipment is to be leased,  overall economic  conditions,  and various
regulations  concerning the use of the equipment.  Equipment that is idle or out
of  service  between  the  expiration  of one  lease  and  the  assumption  of a
subsequent lease can result in a reduction of contribution to the Fund. The Fund
experienced  re-leasing  or repricing  activity in 2001 for its trailer,  marine
container, marine vessel, and railcar portfolios.

(a)  Trailers:  The Fund's  trailer  portfolio  operate on per diem  leases with
short-line  railroad  systems.  The relatively short duration of these leases in
these operations  exposes the trailers to considerable  re-leasing and repricing
activity.

(b)  Marine  containers:  Some of the  Fund's  marine  containers  are leased to
operators of utilization-type  leasing pools and, as such, are highly exposed to
re-leasing and repricing activity.

(c) Marine  vessel:  The Fund's owned marine vessel  operated in the  short-term
leasing  market  throughout  2001. As a result of this,  the Fund's owned marine
vessel was  remarketed  several times during 2001 exposing it to re-leasing  and
repricing activity.

(d) Railcars: This equipment experienced significant re-leasing activity.  Lease
rates in this  market are showing  signs of  weakness  and this has led to lower
utilization  and lower  contribution  to the Fund as existing  leases expire and
renewal leases are negotiated.

(2) Equipment Liquidations

Liquidation  of  Fund  owned  equipment  and of  investments  in  unconsolidated
special-purpose entities (USPEs), unless accompanied by an immediate replacement
of additional  equipment earning similar rates (see Reinvestment  Risk,  below),
represents a reduction in the size of the equipment  portfolio and may result in
a reduction of contribution to the Fund.

During 2001, the Fund disposed of owned  equipment that included an aircraft,  a
marine vessel,  trailers,  railcars, and marine containers for total proceeds of
$10.2  million.  The Fund also  disposed of its  interest in a USPE that owned a
marine vessel for proceeds of $0.9 million.

(3) Nonperforming Lessees

Lessees not  performing  under the terms of their  leases,  either by not paying
rent,  not  maintaining  or  operating  the  equipment  in  accordance  with the
conditions of the leases,  or other  possible  departures  from the leases,  can
result not only in reductions in contribution,  but also may require the Fund to
assume  additional  costs to protect its  interests  under the  leases,  such as
repossession or legal fees.

During  2001,  a lessee of three  Stage II Boeing  737-200  commercial  aircraft
notified the Manager of its intention to return these  aircraft.  The lessee has
not remitted  four lease  payments due to the Fund as of December 31, 2001.  The
Fund has a security deposit from this lessee that could be used to pay a portion
of the amount due.  During  October  2001,  the Manager sent a  notification  of
default to the lessee.  The lease,  with an expiration date of October 2002, has
certain return condition  requirements for each of the remaining  aircraft.  The
Manager  has  recorded  an  allowance  for bad debts for the amount due less the
security deposit.

(4) Reinvestment Risk

Reinvestment risk occurs when the Fund cannot generate  sufficient  surplus cash
after  fulfillment of operating  obligations  and  distributions  to reinvest in
additional  equipment  during the reinvestment  phase of the Fund;  equipment is
disposed  of for less than  threshold  amounts;  proceeds  from  disposition  or
surplus cash  available for  reinvestment  cannot be reinvested at the threshold
lease rates;  or proceeds from the  dispositions  or surplus cash  available for
reinvestment cannot be deployed in a timely manner.

During the first six years of operations, which ends December 31, 2002, the Fund
intends to  increase  its  equipment  portfolio  by  investing  surplus  cash in
additional equipment after fulfilling operating requirements.  Subsequent to the
end of the  reinvestment  period,  the Fund  will  continue  to  operate  for an
additional two years but will stop reinvesting cash flow and surplus funds, then
begin an orderly liquidation over an anticipated two-year period.

Other  nonoperating  funds  for  reinvestment  are  generated  from  the sale of
equipment prior to the Fund's planned  liquidation  phase,  the receipt of funds
realized  from the  payment  of  stipulated  loss  values on  equipment  lost or
disposed  of during  the time it is  subject  to lease  agreements,  or from the
exercise  of  purchase  options in certain  lease  agreements.  Equipment  sales
generally  result from  evaluations by the Manager that  continued  ownership of
certain equipment is either  inadequate to meet Fund performance  goals, or that
market conditions,  market values, and other  considerations  indicate it is the
appropriate time to sell certain equipment.

(5) Equipment Valuation

In accordance  with Financial  Accounting  Standards  Board (FASB)  Statement of
Financial Accounting Standards (SFAS) No. 121, "Accounting for the Impairment of
Long-Lived  Assets and for Long-Lived  Assets to Be Disposed Of" (SFAS No. 121),
the Manager  reviews the carrying  values of the Fund's  equipment  portfolio at
least quarterly and whenever  circumstances  indicate that the carrying value of
an asset may not be recoverable due to expected future market conditions. If the
projected undiscounted cash flows and the fair market value of the equipment are
less  than  the  carrying  value  of the  equipment,  a loss on  revaluation  is
recorded.  Reductions of $3.9 million to the carrying  value of two owned marine
vessels were required  during 1999. No reductions  were required to the carrying
value of owned equipment  during 2001 and 2000 or partially owned USPE equipment
during 2001, 2000, and 1999.

In October 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets" (SFAS No. 144), which replaces SFAS No. 121. SFAS
No. 144 provides updated guidance  concerning the recognition and measurement of
an impairment loss for certain types of long-lived assets,  expands the scope of
a discontinued  operation to include a component of an entity and eliminates the
current  exemption to consolidation  when control over a subsidiary is likely to
be  temporary.  SFAS No. 144 is  effective  for  fiscal  years  beginning  after
December 15, 2001.

The Fund will apply the new rules on accounting  for the  impairment or disposal
of long-lived  assets  beginning in the first quarter of 2002,  and they are not
anticipated to have an impact on the Fund's earnings or financial position.

(C) Financial  Condition -- Capital  Resources,  Liquidity,  and Unit Redemption
    Plan

The Manager  purchased the Fund's  equipment  portfolio with capital raised from
its initial  equity  offering of $100.0  million and permanent debt financing of
$25.0  million.  No  further  capital  contributions  from  Class A Members  are
permitted under the terms of the Fund's operating agreement.  The Fund relies on
operating cash flow to meet its operating  obligations,  make cash distributions
to Members, and increase the Fund's equipment  portfolio.  The total outstanding
debt, currently $19.0 million,  can be increased with short-term  borrowings not
to exceed the lesser of $10.0 million or 50% of the aggregate  principal  amount
of the Notes outstanding at the time and the total aggregate debt can not exceed
$25.0 million.

For the year ended  December  31,  2001,  the Fund  generated  $11.3  million in
operating cash (net cash provided by operating  activities  and  non-liquidating
cash  distributions  from  USPEs)  to meet its  operating  obligations  and make
distributions of $6.6 million to the Members.

During the year ended December 31, 2001, the Fund  purchased  marine  containers
for $2.3 million.

Restricted  cash decrease of $0.3 million during 2001 reflects a decrease in the
balance  of bank  accounts  and  short-term  investments  that  are  subject  to
withdrawal restrictions per the loan and other legally binding agreements.

Accounts  receivable  increased  $0.2  million  during 2001 due to the timing of
customer payments.

Allowance  for doubtful  accounts  increased  $1.0 million due to the  Manager's
determination that amounts due from certain lessees may not be collectable.

Investments in USPEs  decreased $2.4 million due to cash  distributions  of $2.1
million to the Fund from the USPEs and  liquidation  proceeds of $0.9 million to
the Fund offset,  in part,  by income of $0.6 million that was recorded from the
Fund's equity interests in USPEs for the year 2001.

Due to  affiliates  decreased  $0.7  million  during  2001 due to the payment of
amounts due to an affiliated USPE.

Lessee  deposits and reserve for repairs  decreased $0.8 million during the year
2001 due to the following:

     (i) Lessees'  deposits  decreased  $0.3  million due to deposits  that were
reclassified to lease revenues during 2001.

     (ii)Reserves for engine repairs  decreased $0.3 million due to the transfer
of unused engine  reserves of $0.8 million to sale  proceeds,  offset in part by
the increase of $0.5 million resulting from additional deposits.

     (iii) Marine vessel dry-docking  reserves decreased $0.2 million due to the
dry-docking  cost of $0.4  million  being  partially  offset by $0.2  million in
additional accrual for dry-docking during 2001.

Cash  distributions  of $0.9  million,  related to the  results  from the fourth
quarter of 2001, will be paid during the first quarter of 2002.

The Fund made the required  annual debt payment of $3.0 million to the lender of
the note payable during 2001.

The Fund has a  remaining  outstanding  balance  of  $19.0  million  on the note
payable.  The note bears  interest  at a fixed rate of 7.33% per annum and has a
final  maturity  in 2006.  Interest  on the note is payable  semi-annually.  The
remainder of the note payable will be repaid in three principal payments of $3.0
million on December 31, 2002, 2003, and 2004 and two principal  payments of $5.0
million on December  31,  2005,  and 2006.  The  agreement  requires the Fund to
maintain certain financial covenants.

In April 2001,  PLM  International,  Inc.  (PLMI)  entered into a $15.0  million
warehouse facility, which is shared with the Fund, PLM Equipment Growth Fund VI,
and PLM Equipment  Growth & Income Fund VII. During December 2001, this facility
was amended to lower the amount  available to be borrowed to $10.0 million.  The
facility  provides  for  financing  up to  100% of the  cost  of the  equipment.
Outstanding  borrowings by one borrower  reduce the amount  available to each of
the other borrowers under the facility. Individual borrowings may be outstanding
for no more than 270 days,  with all  advances due no later than April 12, 2002.
Interest  accrues  either at the prime rate or LIBOR plus 2.0% at the borrower's
option and is set at the time of an advance of funds. Borrowings by the Fund are
guaranteed by PLMI. This facility expires in April 2002. The Manager believes it
will be able to renew the  warehouse  facility  upon its  expiration  with terms
similar to those in the current facility.

As of March 27, 2002, the Fund had no borrowings outstanding under this facility
and there were no other borrowings  outstanding under this facility by any other
eligible borrower.

Pursuant  to the  terms of the  operating  agreement,  beginning  in the  fourth
quarter of 1998, the Fund may, at the sole discretion of the Manager,  redeem up
to 2% of the outstanding Class A units each year. The purchase price paid by the
Fund for outstanding  Class A Units upon redemption will be equal to 105% of the
amount  Class A  Members  paid for the  Class A Units,  less the  amount of cash
distributions  Class A Members have received relating to such Class A Units. The
price may not bear any  relationship to the fair market value of a Class A Unit.
The Manager has decided  that it will not  purchase  any Class A units under the
terms of the Fund's  operating  agreement  in 2002.  The  Manager  may  purchase
additional Class A units on behalf of the Fund in the future.

The  Manager  has  not  planned  any  expenditures,  nor  is  it  aware  of  any
contingencies  that would  cause it to require  any  additional  capital to that
mentioned above.

(D) Results of Operations -- Year to Year Detail Comparison

(1) Comparison of the Fund's Operating  Results for the Years Ended December 31,
    2001 and 2000

(a) Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as repairs  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
decreased  during the year ended December 31, 2001,  compared to 2000.  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 5 to the audited 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 Years
                                                      Ended December 31,
                                                    2001             2000
                                                  ---------------------------

<S>                                              <C>              <C>
        Marine containers                        $ 5,124          $ 4,095
        Aircraft                                   3,946            4,022
        Railcars                                   2,686            3,043
        Marine vessels                             1,835            3,914
        Trailers                                     614            2,587
</TABLE>

Marine  containers:  Marine  container lease revenues were $5.2 million and $0.1
million,  respectively,  for the year ended December 31, 2001,  compared to $4.1
million and $18,000,  respectively,  during 2000. Marine container  contribution
increased  in 2001,  compared to 2000 due to the purchase of  additional  marine
containers in 2000 and 2001.

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $4.0 million and
$25,000,   respectively,  for  2001,  compared  to  $4.1  million  and  $35,000,
respectively, during 2000. Aircraft lease revenues decreased $0.1 million during
2001 due to the disposition of one of the Fund's aircraft during 2001.

Railcars:  Railcar lease revenues and direct expenses were $3.4 million and $0.7
million,  respectively,  for 2001,  compared to $3.7  million and $0.6  million,
respectively,  during 2000.  Lease  revenues  decreased $0.3 million during 2001
compared to 2000  primarily due to lower lease  revenues on railcars whose lease
expired during 2001 that were re-leased at a lower lease rate.

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $5.5
million and $3.7 million,  respectively,  for 2001, compared to $7.6 million and
$3.7 million, respectively, during 2000.

Lease revenues  decreased $2.1 million in 2001 compared to 2000.  Lease revenues
decreased  $3.7  million  during 2001  compared to 2000 due to the sale of three
marine  vessels  during  2001 and  2000.  The  decrease  caused by the sales was
offset,  in part,  by an  increase  of $1.6  million  in lease  revenues  on the
remaining  marine vessel due to a higher lease rate earned on this marine vessel
in 2001 compared to 2000.  During 2001, the remaining marine vessel changed from
time  charter to voyage  charter.  While on voyage  charter,  the owner  earns a
higher lease rate;  however,  certain operating costs are now the responsibility
of the owner.

Direct expenses  decreased  $18,000 in 2001 compared to 2000. A decrease of $1.2
million in direct expenses was caused by the sale of three marine vessels during
2001 and 2000.  This  decrease in direct  expenses  was offset by an increase of
$47,000 in direct expenses due to higher repairs and maintenance and an increase
of $1.2 million due to higher  operating  expenses  caused by the voyage charter
for the remaining marine vessel when compared to 2000.

Trailers:  Trailer lease revenues and direct expenses were $1.1 million and $0.5
million,  respectively,  for 2001,  compared to $3.5  million and $0.9  million,
respectively, during 2000. Lease revenue decreased $2.2 million in 2001 compared
to 2000 due to the sale of 39% of the Fund's  trailers during 2000. The trailers
that were sold were newer and earned a higher lease rate than the trailers  that
were retained.  In addition,  lease revenue  decreased $0.2 million due to lower
utilization on the remaining trailer fleet.  Expenses decreased in 2001 compared
to 2000 due to the sale of the Fund's trailers during 2000.

(b) Interest and Other Income

Interest and other income decreased $0.3 million during 2001 compared to 2000. A
decrease  of $0.7  million was due to an  insurance  claim for one of the Fund's
owned marine  vessels that was recorded as other income during 2000.  There were
no similar claims in 2001. This decrease was partially  offset by an increase in
interest  income of $0.3 million  caused by higher average cash balances in 2001
compared to 2000.

(c) Indirect Expenses Related to Owned Equipment Operations

Total  indirect  expenses of $14.7 million for 2001 decreased from $17.7 million
for 2000. Significant variances are explained as follows:

     (i) A $3.3 million decrease in depreciation and amortization  expenses from
2000  levels  resulted  from  a $3.5  million  decrease  due  to the  use of the
double-declining   balance   depreciation   method  which   results  in  greater
depreciation  the first years an asset is owned and a decrease  of $3.0  million
resulting from the sale of equipment.  These decreases were partially  offset by
an  increase  of $3.2  million in  depreciation  expense  from the  purchase  of
equipment during 2000 and 2001;

     (ii) A $0.5 million decrease in general and administrative  expenses during
2001 compared to 2000 was due to lower costs of $0.5 million  resulting from the
sale of certain of the Fund's  trailers  and a $0.1 million  decrease  resulting
from the sale of owned marine vessels during 2001 and 2000. These decreases were
partially  offset by an increase of $0.1 million  resulting  from an increase in
professional services during 2001 compared to 2000;

     (iii) A $0.2 million  decrease in interest expense was due to lower average
borrowings outstanding during 2001 compared to 2000; and

     (iv) A $1.0 million  increase in the provision for bad debts was due to the
Manager's  evaluation  of the  collectability  of  receivables  due from certain
lessees.

(d) Net Gain on Disposition of Owned Equipment

The net gain on  disposition  of equipment  for 2001 totaled $7.8 million  which
resulted from the sale or  disposition of an aircraft,  a marine vessel,  marine
containers,  trailers,  and railcars  with an  aggregate  net book value of $3.2
million,  for  proceeds  of  $10.2  million.  Included  in the  2001 net gain on
disposition of assets is the unused portion of aircraft  engine reserves of $0.8
million.  The net gain on  disposition  of equipment for the year ended December
31, 2000 totaled $4.0 million which  resulted  from the sale of marine  vessels,
trailers,  and railcars with an aggregate net book value of $13.3  million,  for
proceeds  of $16.7  million.  Included  in the 2000 net gain on  disposition  of
assets is the  unused  portion of marine  vessel  dry-docking  reserves  of $0.5
million.

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

Equity in net income  (loss) of USPEs  represents  the  Fund's  share of the net
income (loss) generated from the operation of jointly-owned assets accounted for
under the equity method of  accounting.  These  entities are single  purpose and
have no debt or financial  encumbrances.  The following table presents equity in
net income (loss) by equipment type (in thousands of dollars):
<TABLE>
<CAPTION>

                                                                  For the Years
                                                                Ended December 31,
                                                              2001             2000
                                                            ---------------------------

<S>                                                        <C>              <C>
        Aircraft                                           $   370          $   (95)
        Marine vessel                                          231             (255)
        Mobile offshore drilling unit                           --              174
                                                            ---------------------------
            Equity in Net Income (Loss) of USPEs           $   601          $  (176)
                                                            ===========================
</TABLE>

Aircraft:  As of December  31, 2001 and 2000,  the Fund owned  interests  in two
trusts that each own a commercial aircraft. During 2001, aircraft lease revenues
of $1.5 million and other  income of $0.8  million  were offset by  depreciation
expense,  direct expenses, and administrative  expenses of $1.9 million.  During
2000, aircraft lease revenues were $2.1 million offset by depreciation  expense,
direct expenses, and administrative expenses of $2.2 million.

Lease revenues  decreased $0.6 million due to the reduction in the lease rate of
both MD-82's in the trusts as part of a new lease agreement for these commercial
aircraft. Other income increased $0.8 million during 2001 due to the recognition
of an engine reserve  liability as income upon termination of the previous lease
agreement. A similar event did not occur during 2000.

The  decrease in  depreciation  expense,  direct  expenses,  and  administrative
expenses of $0.3 million was due to lower depreciation  expense as the 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 December 31, 2001, the Fund had no interest in any entities
that owned marine vessels.  As of December 31, 2000, the Fund had an interest in
an entity  that owned a marine  vessel.  During  2001,  lease  revenues  of $0.4
million and the gain of $0.3 million from the sale this entity in which the Fund
owned an interest were offset by  depreciation  expense,  direct  expenses,  and
administrative  expenses of $0.4 million.  During 2000,  lease  revenues of $0.6
million were offset by depreciation expense, direct expenses, and administrative
expenses of $0.9 million.

Lease  revenues,  depreciation  expense,  direct  expenses,  and  administrative
expenses  deceased  during  2001  compared to 2000 due to the sale of the Fund's
interest in an entity owning a marine vessel.

Mobile offshore  drilling unit: The Fund's interest in an entity owning a mobile
offshore  drilling unit was sold during the fourth quarter of 1999. During 2000,
additional sale proceeds of $0.2 million were offset by administrative  expenses
of $8,000.

(f) Net Income

As a result of the  foregoing,  the Fund had net income of $8.6  million for the
year ended  December  31, 2001,  compared to net income of $4.8  million  during
2000.  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 year ended December 31, 2001
is not necessarily  indicative of future periods. In the year ended December 31,
2001,  the Fund  distributed  $5.5  million  to Class A  members,  or $1.11  per
weighted-average Class A unit.

(2) Comparison of the Fund's Operating  Results for the Years Ended December 31,
    2000 and 1999

In September 1999, PLM Financial  Services,  Inc. (FSI or the Manager),  amended
the  corporate-by-laws  of USPEs in which the Fund, or any  affiliated  program,
owned an interest  greater  than 50%.  The  amendment  to the  corporate-by-laws
provided that all decisions  regarding the  acquisition  and  disposition of the
investment as well as other  significant  business  decisions of that investment
would  be  permitted  only  upon  unanimous  consent  of the  Fund  and  all the
affiliated programs that have an ownership in the investment (the Amendment). As
such, although the Fund may own a majority interest in a USPE, the Fund does not
control its  management  and thus the equity method of  accounting  will be used
after adoption of the Amendment.  As a result of the Amendment,  as of September
30,  1999,  all  jointly  owned  equipment  in which the Fund  owned a  majority
interest,  which had been  consolidated,  were  reclassified  to  investments in
USPEs.  Lease revenues and direct  expenses for jointly owned equipment in which
the Fund held a majority interest were reported under the  consolidation  method
of accounting during the year ended December 31, 1999 and were included with the
owned  equipment  operations.  For the three months ended  December 31, 1999 and
twelve months ended December 31, 2001,  lease  revenues and direct  expenses for
these  entities  are  reported  under the equity  method of  accounting  and are
included with the operations of the USPEs.

(a) Owned Equipment Operations

Lease  revenues  less  direct  expenses  (defined  as  repair  and  maintenance,
equipment operating,  and asset-specific  insurance expenses) on owned equipment
decreased  during the year ended  December 31, 2000,  when compared to 1999. The
following  table  presents  lease  revenues less direct  expenses by segment (in
thousands of dollars):
<TABLE>
<CAPTION>

                                                            For the Years
                                                          Ended December 31,
                                                        2000             1999
                                                      --------------------------

<S>                                                   <C>              <C>
        Marine containers                             $ 4,095          $ 1,326
        Aircraft                                        4,022            4,028
        Marine vessels                                  3,914            4,990
        Railcars                                        3,043            3,179
        Trailers                                        2,587            2,976
        Mobile offshore drilling unit                      --            3,494
</TABLE>

Marine containers: Marine container lease revenues and direct expenses were $4.1
million and $18,000,  respectively, for 2000, compared to lease revenues of $1.3
million during 1999. Marine container  contribution  increased in the year ended
December 31, 2000,  compared to 1999 due to the purchase and lease of additional
marine containers in 1999 and 2000.

Aircraft:  Aircraft  lease  revenues and direct  expenses  were $4.1 million and
$35,000,   respectively,  for  2000,  compared  to  $4.1  million  and  $29,000,
respectively, during 1999. Aircraft contribution remained approximately the same
due to the stability of the aircraft fleet.

Marine  vessels:  Marine  vessel lease  revenues and direct  expenses  were $7.6
million and $3.7 million,  respectively,  for 2000, compared to $9.5 million and
$4.5 million, respectively, during 1999. Lease revenue decreased $0.8 million in
2000 compared to 1999 due to lower  re-lease  rates for one of the Fund's anchor
handling  supply  marine  vessels.  In addition,  lease revenue  decreased  $1.9
million due to another anchor handling supply marine vessel being off-lease nine
months of 2000  compared  to 1999 when the  marine  vessel  was on lease for the
entire  year.  The  decreases in lease  revenue  from these marine  vessels were
offset,  in part,  by an increase in lease  revenue of $0.7 million  during 2000
compared to 1999 due to higher re-lease rates for the Fund's bulk carrier, which
was sold during 2000, and oil tanker marine vessels.  Direct expenses  decreased
$0.8 million  primarily  due to lower  operating  expenses for one of the Fund's
marine vessels in 2000 compared to 1999.

Railcars:  Railcar lease revenues and direct expenses were $3.7 million and $0.6
million,  respectively,  for 2000,  compared to $3.8  million and $0.6  million,
respectively,  during  1999.  The  decrease  in railcar  lease  revenues of $0.2
million was  primarily  due to lower  re-lease  rates  earned on railcars  whose
leases expired during 2000.

Trailers:  Trailer lease revenues and direct expenses were $3.5 million and $0.9
million,  respectively,  for 2000,  compared to $3.9  million and $0.9  million,
respectively,  during 1999. The decrease in trailer  contribution was due to the
sale of 39% of the Fund's trailers during 2000.

Mobile  offshore  drilling  unit:  Mobile  offshore  drilling  unit revenues and
expenses  were $3.6  million  and $0.1  million,  respectively,  for  1999.  The
September 30, 1999 Amendment that changed the accounting method of majority held
equipment  from the  consolidation  method of accounting to the equity method of
accounting  impacted the reporting of lease revenues and direct  expenses of the
mobile offshore drilling unit.


<PAGE>



(b) Interest and Other Income

Interest and other income increased $0.7 million during 2000 due to an insurance
claim of $0.7  million for one of the Fund's  owned  marine  vessels.  A similar
insurance claim was not required during 1999.

(c) Indirect Expenses Related to Owned Equipment Operations

Total  indirect  expenses of $17.7 million for 2000 decreased from $23.7 million
for 1999. Significant variances are explained as follows:

     (i) A loss on  revaluation  of $3.9  million  was  required  during 1999 to
reduce the carrying value of two marine  vessels to their  estimated fair market
value. No revaluation of equipment was required during 2000.

     (ii)A $2.0 million decrease in depreciation and amortization  expenses from
1999  levels  resulted  from  a $1.2  million  decrease  due  to the  use of the
double-declining   balance   depreciation   method  which   results  in  greater
depreciation  the first  years an asset is owned,  a  decrease  of $1.2  million
resulting from the sale of equipment, and a $1.7 million decrease as a result of
the  Amendment  which  changed  the  accounting  method used for  majority  held
equipment  from the  consolidation  method of accounting to the equity method of
accounting. These decreases were partially offset by an increase of $2.1 million
in depreciation expense from the purchase of equipment during 1999 and 2000.

     (iii) A $0.2 million  decrease in  management  fees to affiliate was due to
lower lease revenues on owned equipment in 2000 compared to 1999.

     (iv) A $0.1 million increase in general and administrative expenses was due
to a $0.1 million  increase in costs  associated with the transition of trailers
into and the operation of three new PLM  short-term  trailer  rental  facilities
during 2000 compared to 1999.

(d) Minority Interest

Minority  interest expense  decreased $0.6 million due to the September 30, 1999
Amendment that changed the accounting method of majority held equipment from the
consolidation method of accounting to the equity method of accounting.

(e) Net Gain on Disposition of Owned Equipment

The net gain on  disposition  of equipment for the year ended  December 31, 2000
totaled $4.0 million which resulted from the sale of marine  vessels,  trailers,
and railcars with an aggregate net book value of $13.3 million,  for proceeds of
$16.7  million.  Included in the 2000 net gain on  disposition  of assets is the
unused portion of marine vessel dry-docking  reserves of $0.5 million.  Net gain
on disposition of equipment for the year ended December 31, 1999 totaled $23,000
which resulted from the sale of railcars and trailers with an aggregate net book
value of $0.1 million, for proceeds of $0.2 million.

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

Equity in net  income  (loss) of USPEs  represent  the  Fund's  share of the net
income (loss) generated from the operation of jointly-owned assets accounted for
under the equity method of  accounting.  These  entities are single  purpose and
have no debt or financial  encumbrances.  The following table presents equity in
net income (loss) by equipment type (in thousands of dollars):
<TABLE>
<CAPTION>

                                                                 For the Years
                                                               Ended December 31,
                                                             2000             1999
                                                           ---------------------------

<S>                                                        <C>              <C>
        Mobile offshore drilling unit                      $   174          $   206
        Aircraft                                               (95)           1,836
        Marine vessel                                         (255)            (281)
                                                           ---------------------------
           Equity in Net Income (Loss) of USPEs            $  (176)         $ 1,761
                                                           ===========================
</TABLE>

Mobile offshore  drilling unit: The Fund's interest in an entity owning a mobile
offshore  drilling unit was sold during the fourth quarter of 1999. During 2000,
additional sale proceeds of $0.2 million were offset by administrative  expenses
of  $8,000.  During  1999,  lease  revenues  of  $0.2  million  were  offset  by
depreciation expense,  direct expenses,  and administrative  expenses of $32,000
and the loss from the sale of the Fund's  interest  in an entity  that owned the
mobile offshore drilling unit of $15,000.

Aircraft:  As of December  31, 2000 and 1999,  the Fund owned  interests  in two
trusts that each own a commercial aircraft. During 2000, aircraft lease revenues
were  $2.1  million  offset  by  depreciation  expense,   direct  expenses,  and
administrative  expenses of $2.2 million.  During 1999,  aircraft lease revenues
were $2.1  million  and the gain  from the sale of the  Fund's  interest  in two
trusts that owned a total of three commercial  aircraft,  two aircraft  engines,
and a portfolio of aircraft  rotables of $3.3 million was offset by depreciation
expense,  direct  expenses,  and  administrative  expenses of $3.6 million.  The
decrease in expenses of $1.4  million was  primarily  due to lower  depreciation
expense  resulting  from a $1.2  million  decrease  due  to  the  use of  double
declining-balance  method of depreciation which results in greater  depreciation
in the first years an asset is owned and a $0.1 million decrease due to the sale
of the Fund's interest in the two trusts.

Marine vessel:  As of December 31, 2000 and 1999, the Fund had an interest in an
entity that owns a marine  vessel.  During 2000,  lease revenues of $0.6 million
were  offset  by  depreciation  expense,  direct  expenses,  and  administrative
expenses of $0.9  million.  During  1999,  lease  revenues of $0.8  million were
offset by depreciation expense,  direct expenses, and administrative expenses of
$1.1  million.  Lease revenue  decreased  $0.1 million as a result of the marine
vessel being off lease for 30 days in the year ended  December 31, 2000 compared
to 1999 where the marine  vessel was on lease for the entire year.  Depreciation
expense,  direct expenses,  and  administrative  expenses decreased $0.1 million
primarily due to lower  depreciation  expense  resulting from a $39,000 decrease
due to the use of double  declining-balance method of depreciation which results
in greater  depreciation in the first years an asset is owned and a $0.1 million
decrease in repairs and maintenance.

(g) Cumulative Effect of Accounting Change

In April 1999, the American  Institute of Certified  Public  Accountants  issued
Statement of Position  98-5,  "Reporting  on the Costs of Start-Up  Activities,"
which required costs related to start-up  activities to be expensed as incurred.
The  statement  required  that initial  application  be reported as a cumulative
effect of a change in  accounting  principle.  The Fund adopted  this  statement
during the year ended  December 31,  1999,  at which time it took a $0.1 million
charge,  related to  start-up  costs of the Fund.  This charge had the effect of
reducing  net  income  per  weighted-average  Class A unit by $0.03 for the year
ended December 31, 1999.

(h) Net Income (Loss)

As a result of the  foregoing,  the Fund had net income of $4.8  million for the
year ended December 31, 2000,  compared to net loss of $2.4 million during 1999.
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 year ended  December 31, 2000 is not  necessarily
indicative  of future  periods.  In the year ended  December 31, 2000,  the Fund
distributed $9.9 million to Class A members, or $2.00 per weighted-average Class
A unit.

(E) Geographic Information

Certain of the Fund's  equipment  operates in  international  markets.  Although
these  operations  expose the Fund to certain  currency,  political,  credit and
economic risks,  the Manager believes these risks are minimal or has implemented
strategies  to control the risks.  Currency  risks are at a minimum  because all
invoicing, with the exception of a small number of railcars operating in Canada,
is conducted in US dollars.  Political risks are minimized by avoiding countries
that do not have a stable judicial system and  established  commercial  business
laws.  Credit  support  strategies  for  lessees  range  from  letters of credit
supported by US banks to cash deposits. Although these credit support mechanisms
generally allow the Fund to maintain its lease yield, there are risks associated
with slow-to-respond judicial systems when legal remedies are required to secure
payment or repossess equipment. Economic risks are inherent in all international
markets and the Manager strives to minimize this risk with market analysis prior
to committing equipment to a particular  geographic area. Refer to Note 6 to the
audited financial  statements for information on the lease revenues,  net income
(loss), and net book value of equipment in various geographic regions.

Revenues and net operating income by geographic  region are impacted by the time
period  the  assets are owned and the  useful  life  ascribed  to the assets for
depreciation  purposes.  Net  income  (loss)  from  equipment  is  significantly
impacted by depreciation  charges,  which are greatest in the early years due to
the  use  of  the   double-declining   balance  method  of   depreciation.   The
relationships of geographic  revenues,  net income (loss), and net book value of
equipment are expected to change significantly in the future, as assets come off
lease  and  decisions  are  made to  either  redeploy  the  assets  in the  most
advantageous geographic location or sell the assets.

The  Fund's  owned  equipment  on  lease to  US-domiciled  lessees  consists  of
trailers, railcars, and interests in entities that own aircraft. During 2001, US
lease  revenues  accounted  for 22% of the total lease  revenues from wholly and
jointly owned equipment. This region reported a net income of $1.1 million.

The Fund's owned equipment on lease to South American-domiciled lessees consists
of three aircraft.  During 2001, South American lease revenues accounted for 19%
of the total lease revenues from wholly and jointly owned equipment,  while this
region  reported a net income of $7.9  million.  Net income of $6.8 million from
this region resulted from the disposition of an aircraft.

The  Fund's  equipment  on  lease  to  Canadian-domiciled  lessees  consists  of
railcars. Lease revenues in Canada accounted for 6% of total lease revenues from
wholly and  jointly-owned  equipment  while this region reported a net income of
$0.4 million.

The Fund's owned  equipment and investments in equipment owned by USPEs on lease
to  lessees  in the rest of the world  consists  of marine  vessels  and  marine
containers.  During 2001, lease revenues for these operations  accounted for 53%
of the total lease revenues of wholly and jointly owned  equipment.  This region
reported a net income of $1.2  million.  Net  income of $1.3  million  from this
region  resulted  from the sale of an owned  marine  vessel  and the sale of the
Fund's interest in an entity that owned another marine vessel.

(F) Inflation

Inflation had no significant  impact on the Fund's operations during 2001, 2000,
or 1999.

(G) Forward-Looking Information

Except for historical  information contained herein, the discussion in this Form
10-K 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-K should be read as
being applicable to all related forward-looking  statements wherever they appear
in this Form 10-K. The Fund's actual results could differ  materially from those
discussed here.

(H) Outlook for the Future

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 these factors 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 make an  evaluation  to reduce the Fund's  exposure to
those equipment  markets in which it determines that it cannot operate equipment
and achieve  acceptable rates of return.  Alternatively,  the Manager may make a
determination   to  enter  those   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 expenses and
loan principal and interest on debt to acquire  additional  equipment during the
first six years of the Fund's operations which concludes  December 31, 2002. The
Manager  believes  that  these  acquisitions  may  cause  the  Fund to  generate
additional earnings and cash flow for the Fund.

Factors that may affect the Fund's contribution in 2002 and beyond include:

(i) Marine vessel freight rates are dependent upon the overall  condition of the
international economy. Freight rates earned by the Fund's marine vessel began to
decrease  during the later  half of 2001.  This trend is  expected  to  continue
during the first half of 2002.

(ii) The cost of new marine  containers  has been at historic  lows for the past
several years which has caused downward pressure on per diem lease rates.

(iii) Railcar loadings in North America have weakened over the past year. During
2001,  utilization and lease rates decreased.  Railcar contribution may decrease
in 2002 as existing leases expire and renewal leases are negotiated.

(iv) The airline  industry began to see lower passenger  travel during 2001. The
tragic  events on September 11, 2001  worsened the  situation.  No direct damage
occurred  to any of the  Fund's  aircraft  as a result of these  events  and the
Manager is currently  unable to determine the long-term  effects,  if any, these
events may have on the Fund's  aircraft.  Three of the Fund's  owned  commercial
aircraft  leases expire during 2002;  however,  the lessee has stopped paying on
the aircraft  leases in September  2001 and notified the Manager that they would
like to return these aircraft before the lease expiration date.

Several other factors may affect the Fund's  operating  performance  in 2002 and
beyond, including changes in the markets for the Fund's equipment and changes in
the regulatory environment in which that equipment operates.

(1) Repricing and Reinvestment Risk

Certain of the Fund's aircraft, marine vessels, railcars, marine containers, and
trailers will be remarketed in 2002 as existing leases expire, exposing the Fund
to  repricing  risk/opportunity.  Additionally,  the  Manager  may elect to sell
certain  under-performing  equipment or equipment whose continued  operation may
become prohibitively  expensive. In either case, the Manager intends to re-lease
or sell  equipment at  prevailing  market  rates;  however,  the Manager  cannot
predict  these  future  rates  with  any  certainty  at this  time,  and  cannot
accurately  assess the effect of such activity on future Fund  performance.  The
proceeds  from the sold or liquidated  equipment  will be redeployed to purchase
additional equipment, as the Fund is in its reinvestment phase.

(2) Impact of Government Regulations on Future Operations

The Manager operates the Fund's equipment in accordance with current  applicable
regulations  (see Item 1,  Section  E,  Government  Regulations).  However,  the
continuing  implementation  of  new  or  modified  regulations  by  some  of the
authorities  mentioned  previously,  or others,  may adversely affect the Fund's
ability to continue to own or operate equipment in its portfolio.  Additionally,
regulatory  systems vary from country to country,  which may increase the burden
to the Fund of meeting  regulatory  compliance for the same  equipment  operated
between countries.

Under US Federal  Aviation  Regulations,  after December 31, 1999, no person may
operate an  aircraft  to or from any  airport in the  contiguous  United  States
unless that aircraft has been shown to comply with Stage III noise  levels.  The
Fund has three Stage II aircraft that do not meet Stage III requirements.  These
Stage II aircraft are in a country that does not have these noise restrictions.

Furthermore,  the Federal  Railroad  Administration  has mandated that effective
July 1, 2000,  all tank railcars must be  re-qualified  every ten years from the
last test date  stenciled on each railcar to insure tank shell  integrity.  Tank
shell thickness, weld seams, and weld attachments must be inspected and repaired
if necessary to re-qualify a tank railcar for service.  The average cost of this
inspection is $1,800 for non-jacketed tank railcars and $3,600 for jacketed tank
railcars,  not  including  any  necessary  repairs.  This  inspection  is  to be
performed at the next  scheduled tank test and every ten years  thereafter.  The
Fund currently owns 54 non-jacketed tank railcars and 292 jacketed tank railcars
of which a total of 292 tank railcars have been inspected to date and no defects
have been discovered.

Ongoing   changes   in  the   regulatory   environment,   both  in  the  US  and
internationally,  cannot be predicted  with  accuracy,  and preclude the Manager
from  determining the impact of such changes on Fund operations,  purchases,  or
sale of equipment.

(3) Distribution Levels and Additional Capital Resources

The Fund's  initial  contributed  capital was composed of the proceeds  from its
initial offering of $100.0 million, supplemented by permanent debt in the amount
of $25.0 million. The Manager has not planned any expenditures,  nor is it aware
of any  contingencies  that would cause it to require any additional  capital to
that  mentioned  above.  The Fund intends to rely on operating cash flow to meet
its operating  obligations,  make cash  distributions to limited partners,  make
debt payments,  and increase the Fund's  equipment  portfolio with any remaining
surplus cash available.

Pursuant to the Fifth Amended and Restated  Operating  Agreement of Professional
Lease Management Income Fund I, L.L.C. (the operating agreement),  the Fund will
cease to reinvest surplus cash in additional  equipment beginning in its seventh
year of operations  which commences on January 1, 2003.  Prior to that date, the
Manager intends to continue its strategy of selectively redeploying equipment to
achieve competitive  returns. By the end of the reinvestment period, the Manager
intends to have assembled an equipment portfolio capable of achieving a level of
operating  cash flow for the remaining  life of the Fund  sufficient to meet its
obligations.

The Manager will evaluate the level of  distributions  the Fund can sustain over
extended periods of time and, together with other considerations, may adjust the
level  of  distributions  accordingly.  In the  long  term,  the  difficulty  in
predicting market conditions  precludes the Manager from accurately  determining
the impact of changing market conditions on liquidity or distribution levels.

The Fund's  permanent  debt  obligation  began to mature in December  2000.  The
Manager  believes that  sufficient cash flow will be available in the future for
repayment of debt.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Fund's primary  market risk exposure is that of currency risk.  During 2001,
78% of the Fund's total lease revenues from wholly-and  jointly-owned  equipment
came from  non-United  States  domiciled  lessees.  Most of the  leases  require
payment in US  currency.  If these  lessees'  currency  devalues  against the US
dollar,  the lessees  could  potentially  encounter  difficulty in making the US
dollar denominated lease payment.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The  financial  statements  for the Fund are  listed on the  Index to  Financial
Statements included in Item 14(a) of this Annual Report on Form 10-K.

ITEM  9.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
          FINANCIAL DISCLOSURE

(A)       Disagreements with Accountants on Accounting and Financial Disclosures

          None

(B)       Changes in Accountants

          In September  2001,  the Manager  announced  that the Fund had engaged
          Deloitte & Touche LLP as the Fund's  auditors and had  dismissed  KPMG
          LLP.  KPMG  LLP  issued  unqualified  opinions  on the  1999  and 2000
          financial  statements.  During 1999,  2000 and the subsequent  interim
          period preceding such dismissal, there were no disagreements with KPMG
          LLP on any matter of accounting  principles  or  practices,  financial
          statement disclosure, or auditing scope or procedure.


<PAGE>



                                    PART III

ITEM 10.   DIRECTORS AND EXECUTIVE OFFICERS OF PLM FINANCIAL SERVICES, INC.

As of the date of this annual  report,  the directors and executive  officers of
PLM Financial  Services,  Inc. (and key executive  officers of its subsidiaries)
are as follows:
<TABLE>
<CAPTION>

Name                                     Age     Position
---------------------------------------- ------- ------------------------------------------------------------------


<S>                                      <C>
Gary D. Engle                            52      Director, PLM Financial Services, Inc., PLM Investment
                                                 Management Inc., and PLM Transportation Equipment Corp.

James A. Coyne                           41      Director and Secretary, PLM Financial Services Inc., PLM
                                                 Investment Management, Inc., and PLM Transportation Equipment
                                                 Corp.

Stephen M. Bess                          55      President and Director, PLM Financial Services, Inc., PLM
                                                 Investment Management Inc., and PLM Transportation Equipment
                                                 Corp.
</TABLE>

Gary D. Engle was  appointed  a Director  of PLM  Financial  Services,  Inc.  in
January 2002. He was appointed a director of PLM International, Inc. in February
2001. He is a director and President of MILPI.  Since  November  1997, Mr. Engle
has been Chairman and Chief Executive Officer of Semele Group Inc. ("Semele"), a
publicly traded company.  Mr. Engle is President and Chief Executive  Officer of
Equis  Financial  Group  ("EFG"),  which he  joined  in 1990 as  Executive  Vice
President.  Mr. Engle purchased a controlling  interest in EFG in December 1994.
He is also President of AFG Realty, Inc.

James A. Coyne was appointed a Director and Secretary of PLM Financial  Services
Inc. in April 2001.  He was  appointed a director of PLM  International,  Inc in
February  2001. He is a director,  Vice  President  and Secretary of MILPI.  Mr.
Coyne has been a director, President and Chief Operating Officer of Semele since
1997. Mr. Coyne is Executive Vice  President of Equis  Corporation,  the general
partner of EFG. Mr. Coyne joined EFG in 1989,  remained until 1993, and rejoined
in November 1994.

Stephen M. Bess was appointed a Director of PLM Financial Services, Inc. in July
1997.  Mr. Bess was  appointed  President  of PLM  Financial  Services,  Inc. in
October  2000. He was appointed  President  and Chief  Executive  Officer of PLM
International,  Inc. in October 2000.  Mr. Bess was  appointed  President of PLM
Investment  Management,  Inc.  in August  1989,  having  served  as Senior  Vice
President of PLM Investment  Management,  Inc. beginning in February 1984 and as
Corporate Controller of PLM Financial Services,  Inc. beginning in October 1983.
He served as Corporate  Controller of PLM, Inc.  beginning in December 1982. Mr.
Bess was  Vice  President-Controller  of  Trans  Ocean  Leasing  Corporation,  a
container  leasing  company,  from  November  1978 to November  1982,  and Group
Finance  Manager  with the Field  Operations  Group of  Memorex  Corporation,  a
manufacturer  of computer  peripheral  equipment,  from October 1975 to November
1978.

The directors of PLM Financial Services, Inc. are elected for a one-year term or
until their successors are elected and qualified.  No family relationships exist
between any director or executive officer of PLM Financial  Services,  Inc., PLM
Transportation Equipment Corp., or PLM Investment Management, Inc.

ITEM 11. EXECUTIVE COMPENSATION

The Fund has no  directors,  officers,  or  employees.  The Fund has no pension,
profit sharing, retirement, or similar benefit plan in effect as of December 31,
2001.


<PAGE>



ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      (A) Security Ownership of Certain Beneficial Owners

          The  Manager is  generally  entitled  to a 1%  interest in profits and
          losses and a 15% interest in the Fund's cash distributions, subject to
          certain allocation of income  provisions.  After the investors receive
          cash  equal to their  original  capital  contribution,  the  Manager's
          interest in the  distributions of the Fund will increase to 25%. As of
          December  31,   2001,   no  investor  was  known  by  the  Manager  to
          beneficially own more than 5% of the units of the Fund.

      (B) Security Ownership of Management

          Neither the Manager and its  affiliates  nor any executive  officer or
          director of the Manager and its affiliates owned any units of the Fund
          as of December 31, 2001.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


          Transactions with Management and Others

          During 2001, the Fund paid or accrued the following fees to FSI or its
          affiliates: management fees, $1.3 million; and administrative and data
          processing services performed on behalf of the Fund, $0.5 million.

          During 2001,  the USPEs paid or accrued the  following  fees to FSI or
          its affiliates (based on the Fund's  proportional share of ownership):
          management fees - $0.1 million; and administrative and data processing
          services - $0.1 million.










                      (This space intentionally left blank)


<PAGE>


                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

   (A) 1. Financial Statements

          The financial statements listed in the accompanying Index to Financial
          Statements are filed as part of this Annual Report on Form 10-K.

     2.   Financial Statements required under Regulation S-X Rule 3-09

          The  following  financial  statements  are filed as an Exhibit of this
          Annual Report on Form 10K:

                a. TAP Trust

     (B)  Financial Statement Schedule

          Schedule II Valuation and Qualifying Accounts

          All other  financial  statement  schedules  have been omitted,  as the
          required  information  is not  pertinent to the  Registrant  or is not
          material,  or because  the  information  required  is  included in the
          financial statements and notes thereto.

     (C)  Reports on Form 8-K

          None.

     (D)  Exhibits

     4.   Operating  Agreement of Fund,  incorporated by reference to the Fund's
          Registration  Statement on Form S-1 (Reg. No.  33-55796)  which became
          effective with the Securities and Exchange Commission on May 25, 1993.

     10.1 Management Agreement between Fund and PLM Investment Management, Inc.,
          incorporated by reference to the Fund's Registration Statement on Form
          S-1 (Reg. No. 33-55796) which became effective with the Securities and
          Exchange Commission on May 25, 1993.

     10.2 $25.0  Million  Note  Agreement,   dated  as  of  December  30,  1996,
          incorporated  by  reference  to the Fund's 1996 Annual  Report on Form
          10-K filed with the  Securities  and Exchange  Commission on March 14,
          1997.

     10.3 Warehousing Credit Agreement, dated as of April 13, 2001, incorporated
          by reference to the Partnership's Form 10-Q dated March 31, 2001 filed
          with the Securities and Exchange Commission on May 9, 2001.

     10.4 First Amendment to Warehousing Credit Agreement,  dated as of December
          21, 2001.

          Financial Statements required under Regulation S-X Rule 3-09:

     99.1 TAP Trust.



<PAGE>


                                   SIGNATURES

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

The Fund has no directors  or officers.  The Manager has signed on behalf of the
Fund by duly authorized officers.


                                  PROFESSIONAL LEASE MANAGEMENT INCOME
Date:  March 27, 2002             FUND I

                                  By:   PLM Financial Services, Inc.
                                        Manager


                                  By:   /s/ Stephen M. Bess
                                        -----------------------------------
                                        Stephen M. Bess
                                        President and Current Chief Accounting
                                        Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed below by the  following  directors of the Fund's  Manager on the
dates indicated.


Name                                       Capacity              Date




/s/ Gary D. Engle
------------------------------------
Gary D. Engle                              Director - FSI         March 27, 2002




/s/ James A. Coyne
------------------------------------
James A. Coyne                             Director - FSI         March 27, 2002




/s/ Stephen M. Bess
------------------------------------
Stephen M. Bess                            Director - FSI         March 27, 2002



<PAGE>



                   PROFESSIONAL LEASE MANAGEMENT INCOME FUND I
                          (A Limited Liability Company)
                          INDEX TO FINANCIAL STATEMENTS

                                  (Item 14(a))


                                                                      Page

Independent auditors' reports                                           26-27

Balance sheets as of December 31, 2001 and 2000                         28

Statements of operations for the years ended
     December 31, 2001, 2000, and 1999                                  29

Statement of changes in members' equity for the years ended
     December 31, 2001, 2000, and 1999                                  30

Statements of cash flows for the years ended
     December 31, 2001, 2000, and 1999                                  31

Notes to financial statements                                           32-43

Independent auditors' report on financial statement schedule            44

Schedule II Valuation and Qualifying Accounts                           45



<PAGE>










INDEPENDENT AUDITORS' REPORT



The Members
Professional Lease Management Income Fund I, L.L.C.:


We have audited the accompanying  balance sheet of Professional Lease Management
Income Fund I, L.L.C.  (the  "Fund"),  as of December 31, 2001,  and the related
statements of  operations,  changes in members'  equity,  and cash flows for the
year then ended. These financial statements are the responsibility of the Fund's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our  opinion,  such  financial  statements  present  fairly,  in all material
respects,  the financial  position of the Fund as of December 31, 2001,  and the
results  of its  operations  and its  cash  flows  for the  year  then  ended in
conformity with accounting principles generally accepted in the United States of
America.


/s/ Deloitte & Touche LLP


Certified Public Accountants

Tampa, Florida
March 8, 2002





<PAGE>










INDEPENDENT AUDITORS' REPORT


The Members
Professional Lease Management Income Fund I, L.L.C.:


We have audited the accompanying  balance sheet of Professional Lease Management
Income  Fund I,  L.L.C.  ("the  Fund") as of  December  31, 2000 and the related
statements of operations,  changes in members' equity and cash flows for each of
the years in the two-year  period  ended  December  31,  2000.  These  financial
statements are the responsibility of the Fund's  management.  Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Professional Lease Management
Income Fund I, L.L.C.  as of December 31, 2000 and the results of its operations
and its cash flows for each of the years in the two-year  period ended  December
31, 2000 in conformity  with  accounting  principles  generally  accepted in the
United States of America.


/s/ KPMG LLP

SAN FRANCISCO, CALIFORNIA
March 12, 2001



<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                                 BALANCE SHEETS
                                  December 31,
                 (in thousands of dollars, except unit amounts)
<TABLE>
<CAPTION>


                                                                                     2001                   2000
                                                                                 -------------------------------------
ASSETS

<S>                                                                              <C>                   <C>
Equipment held for operating leases                                              $     89,833          $     92,921
Less accumulated depreciation                                                         (48,425)              (44,197)
                                                                                 -------------------------------------
                                                                                       41,408                48,724
Equipment held for sale                                                                    --                 3,200
                                                                                 -------------------------------------
  Net equipment                                                                        41,408                51,924

Cash and cash equivalents                                                              21,837                11,291
Restricted cash                                                                           553                   813
Accounts receivable, less of allowance for doubtful accounts
  of $1,048 in 2001 and $48 in 2000                                                     2,513                 2,283
Investments in unconsolidated special-purpose entities                                  2,741                 5,155
Debt placement fees, less accumulated amortization
    of $87 in 2001 and $70 in 2000                                                         89                   107
Prepaid expenses and other assets                                                         102                   110
                                                                                 -------------------------------------
         Total assets                                                            $     69,243          $     71,683
                                                                                 =====================================

LIABILITIES AND MEMBER'S EQUITY

Liabilities
Accounts payable and accrued expenses                                            $        625          $        555
Due to affiliates                                                                         251                   917
Lessee deposits and reserves for repairs                                                3,739                 4,541
Note payable                                                                           19,000                22,000
                                                                                 -------------------------------------
  Total liabilities                                                                    23,615                28,013
                                                                                 -------------------------------------

Commitments and contingencies

Members' equity
Class A members (4,971,311 units at December 31, 2001 and 2000)                        45,628                43,670
Class B member                                                                             --                    --
                                                                                 -------------------------------------
    Total members' equity                                                              45,628                43,670
                                                                                 -------------------------------------
     Total liabilities and members' equity                                       $     69,243          $     71,683
                                                                                 =====================================

</TABLE>















                 See accompanying notes to financial statements.


<PAGE>




               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                            STATEMENTS OF OPERATIONS
                        For the Years Ended December 31,
         (in thousands of dollars, except weighted-average unit amounts)
<TABLE>
<CAPTION>

                                                                 2001                2000                1999
                                                           --------------------------------------------------------
REVENUES

<S>                                                        <C>                    <C>               <C>
Lease revenue                                              $       19,198         $     22,949      $     26,113
Interest and other income                                             808                1,083               347
Net gain on disposition of equipment                                7,812                3,956                23
                                                           --------------------------------------------------------
  Total revenues                                                   27,818               27,988            26,483
                                                           --------------------------------------------------------

EXPENSES

Depreciation and amortization                                       9,554               12,833            14,849
Repairs and maintenance                                             1,779                2,517             2,633
Equipment operating expenses                                        2,855                2,515             3,142
Insurance expense                                                     468                  294               428
Management fees to affiliate                                        1,277                1,232             1,396
Interest expense                                                    1,613                1,833             1,833
General and administrative expenses to affiliates                     546                  853               952
Other general and administrative expenses                             741                  919               721
Provision for (recovery of) bad debt expense                        1,001                   (5)               38
Loss on revaluation of equipment                                       --                   --             3,931
                                                           --------------------------------------------------------
  Total expenses                                                   19,834               22,991            29,923
                                                           --------------------------------------------------------

Minority interest                                                      --                   --              (590)
                                                           --------------------------------------------------------

Equity in net income (loss) of unconsolidated
  special-purpose entities                                            601                 (176 )           1,761
                                                           --------------------------------------------------------

Income (loss) before cumulative effect of
  accounting change                                                 8,585                4,821            (2,269)

Cumulative effect of accounting change                                 --                   --              (132)
                                                           --------------------------------------------------------

Net income (loss)                                          $        8,585         $      4,821      $     (2,401)
                                                           ========================================================

MEMBERS' SHARE OF NET INCOME (LOSS)

Class A members                                            $        7,488         $      3,066      $     (4,029)
Class B member                                                      1,097                1,755             1,628
                                                           --------------------------------------------------------

Total                                                      $        8,585         $      4,821      $     (2,401)
                                                           ========================================================

Net income (loss) per weighted-average
  Class A unit                                             $         1.51         $       0.62      $      (0.81)
                                                           ========================================================

Cash distribution                                          $        6,627         $     11,701      $     11,690
                                                           ========================================================

Cash distribution per weighted-average
  Class A unit                                             $         1.11         $       2.00      $       1.99
                                                           ========================================================

</TABLE>


                 See accompanying notes to financial statements.


<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                     STATEMENT OF CHANGES IN MEMBERS' EQUITY
              For the Years Ended December 31, 2001, 2000, and 1999
                            (in thousands of dollars)



<TABLE>
<CAPTION>

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

<S>                                                   <C>                  <C>                 <C>
  Members' equity as of December 31, 1998             $       64,893       $         132       $      65,025

Net income (loss)                                             (4,029)              1,628              (2,401)

Purchase of Class A units                                       (336)                 --                (336)

Cash distributions                                            (9,930)             (1,760)            (11,690)
                                                      ---------------------------------------------------------

  Members' equity as of December 31, 1999                     50,598                  --              50,598

Net income                                                     3,066               1,755               4,821

Purchase of Class A units                                        (48)                 --                 (48)

Cash distributions                                            (9,946)             (1,755)            (11,701)
                                                      ---------------------------------------------------------

Members' equity as of December 31, 2000                       43,670                  --              43,670

Net income                                                     7,488               1,097               8,585

Cash distributions                                            (5,530)             (1,097)             (6,627)
                                                      ---------------------------------------------------------

Members' equity as of December 31, 2001               $       45,628       $          --       $      45,628
                                                      =========================================================


</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
                        For the Years Ended December 31,
                            (in thousands of dollars)
<TABLE>
<CAPTION>

OPERATING ACTIVITIES                                                        2001           2000           1999
                                                                        -------------------------------------------
<S>                                                                     <C>            <C>            <C>
Net income (loss)                                                       $    8,585     $    4,821     $   (2,401)
Adjustments to reconcile net income (loss) to net cash
      provided by (used in) operating activities:
  Depreciation and amortization                                              9,554         12,833         14,849
  Provision for (recovery of) bad debt expense                               1,001             (5)            38
  Loss on revaluation of equipment                                              --             --          3,931
  Net gain on disposition of equipment                                      (7,812)        (3,956)           (23)
  Cumulative effect of accounting change                                        --             --            132
  Equity in net (income) loss of unconsolidated special
      purpose entities                                                        (601)           176         (1,761)
  Changes in operating assets and liabilities:
    Restricted cash                                                            260           (360)          (491)
    Accounts receivable, net                                                (1,230)          (273)          (131)
    Prepaid expenses and other assets                                            8             (2)           156
    Accounts payable and accrued expenses                                       45            (25)            (3)
    Due to affiliates                                                         (666)           261            276
    Lessee deposits and reserves for repairs                                    25          1,207            781
    Minority interest                                                           --             --           (676)
                                                                        -------------------------------------------
          Net cash provided by operating activities                          9,169         14,677         14,677
                                                                        -------------------------------------------

INVESTING ACTIVITIES
Payments for purchase of equipment                                          (2,263)       (19,484)       (11,397)
Liquidation distributions from unconsolidated special-
      purpose entities                                                         931            182         14,282
Distributions from unconsolidated special-purpose entities                   2,084          2,204          2,173
Proceeds from disposition of equipment                                      10,106         16,864            168
                                                                        -------------------------------------------
         Net cash provided by (used in) investing activities                10,858           (234)         5,226
                                                                        -------------------------------------------

FINANCING ACTIVITIES
Payments on note payable                                                    (3,000)        (3,000)            --
Cash distributions to Class A members                                       (5,384)        (9,946)        (9,930)
Cash distributions to Class B member                                        (1,097)        (1,755)        (1,760)
Purchase of Class A units                                                       --            (48)          (336)
                                                                        -------------------------------------------
      Net cash used in financing activities                                 (9,481)       (14,749)       (12,026)
                                                                        -------------------------------------------

Net increase (decrease) in cash and cash equivalents                        10,546           (306)         7,877
Cash and cash equivalents at beginning of year                              11,291         11,597          3,720
                                                                        -------------------------------------------
Cash and cash equivalents at end of year                                $   21,837     $   11,291     $   11,597
                                                                        ===========================================

Supplemental information
Interest paid                                                           $    1,617     $    1,833     $    1,833
                                                                        ===========================================

</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

1. BASIS OF PRESENTATION

ORGANIZATION

Professional  Lease  Management  Income  Fund  I,  L.L.C.,  a  Delaware  Limited
Liability  Company (the "Fund") was formed on August 22, 1994,  to engage in the
business of owning,  leasing,  or  otherwise  investing  in  predominately  used
transportation and related equipment.  PLM Financial Services, Inc. (FSI) is the
Manager of the Fund. FSI is a wholly-owned subsidiary of PLM International, Inc.
(PLM International or PLMI).

On May 13, 1996, the Fund ceased its offering for Class A Units. As of December
31, 2001, there were 4,971,311 Units otstanding.

The Fund will terminate on December 31, 2010, unless terminated earlier upon
sale of all equipment or by certain oter events. Beginning in the Fund's
seventh year of operations, which commences on January 1, 2003, the Manager will
stop purchasing additional equipment. Excess cash, if any, less reasonable
reserves, will be distributed the Members.

The Manager  (Class B Member)  controls and manages the affairs of the Fund. The
Manager paid out of its own corporate  funds (as a capital  contribution  to the
Fund) all organization and syndication  expenses incurred in connection with the
offering; therefore, 100% of the net cash proceeds received by the Fund from the
sale of Class A Units  were  used to  purchase  equipment  and  established  any
required cash reserves. For its contribution,  the Manager is generally entitled
to a 1%  interest  in profits  and losses and 15%  interest  in the Fund's  cash
distributions  subject to certain special allocation  provisions (see Net Income
(Loss) and  Distributions  Per Unit,  below).  After the investors  receive cash
distributions  equal to their  original  capital  contributions,  the  Manager's
interest in the cash distributions of the Fund will increase to 25%.

The operating agreement includes a redemption provision.  Upon the conclusion of
the 30-month period immediately following the termination of the offering, which
was in November 1998, the Fund may, at the Manager's sole discretion,  redeem up
to 2% of the  outstanding  units each year.  The purchase price paid by the Fund
for  outstanding  Class A Units  upon  redemption  will be  equal to 105% of the
amount  Class A  Members  paid for the  Class A Units,  less the  amount of cash
distributions  Class A Members have received relating to such Class A Units. The
price may not bear any  relationship to the fair market value of a Class A Unit.
During 2000, the Fund purchased 4,010 units for $48,000. No units were purchased
during 2001.

The Manager has decided that it will not purchase any units under the redemption
plan in 2002. The Manager may purchase additional units on behalf of the Fund in
the future.

ESTIMATES

These financial statements have been prepared on the accrual basis of accounting
in accordance with accounting principles generally accepted in the United States
of America.  This requires  management to make  estimates and  assumptions  that
affect the reported amounts of assets and liabilities, disclosures of contingent
assets and liabilities at the date of the financial statements, and the reported
amounts of revenues and expenses  during the reporting  period.  Actual  results
could differ from those estimates.

OPERATIONS

The equipment of the Fund is managed,  under a continuing  management agreement,
by PLM Investment Management,  Inc. (IMI), a wholly-owned subsidiary of FSI. IMI
receives a monthly  management fee from the Fund for managing the equipment (see
Note 2). FSI, in conjunction with its subsidiaries,  sells equipment to investor
programs and third parties,  manages pools of equipment  under  agreements  with
investor programs, and is a general partner of other programs.


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION (continued)

ACCOUNTING FOR LEASES

The Fund's leasing operations  generally consist of operating leases.  Under the
operating  lease method of accounting,  the leased asset is recorded at cost and
depreciated  over its  estimated  useful life.  Rental  payments are recorded as
revenue over the lease term as earned in accordance  with Statement of Financial
Accounting Standards (SFAS) No. 13, "Accounting for Leases" (SFAS No. 13). Lease
origination costs are capitalized and amortized over the term of the lease.

DEPRECIATION AND AMORTIZATION

Depreciation of  transportation  equipment held for operating leases is computed
on the double-declining balance method taking a full month's depreciation in the
month of  acquisition,  based  upon  estimated  useful  lives  of 15  years  for
railcars,  and 12 years for most other types of equipment.  Certain aircraft are
depreciated under the double-declining  balance method over the lease term which
approximate  their economic life.  The  depreciation  method changes to straight
line when the annual depreciation expense using the straight-line method exceeds
that calculated by the double-declining  balance method. Major expenditures that
are expected to extend the useful lives or reduce future  operating  expenses of
equipment are capitalized and amortized over the estimated remaining life of the
equipment.  Debt  placement fees are amortized over the term of the related loan
using the straight-line  method that approximates the effective  interest method
(see Note 7).

TRANSPORTATION EQUIPMENT

Equipment held for operating leases is stated at cost less any reductions to the
carrying  value as required by SFAS No. 121  "Accounting  for the  Impairment of
Long-Lived  Assets and for Long-Lived  Assets to Be Disposed Of" (SFAS No. 121).
Equipment  held for sale is stated at the lower of the  equipment's  depreciated
cost or fair value,  less cost to sell, and is subject to a pending contract for
sale.

In accordance  with SFAS No. 121, the Manager  reviews the carrying value of the
Fund's  equipment  portfolio  at  least  quarterly  and  whenever  circumstances
indicate  that the  carrying  values of an asset may not be  recoverable  due to
expected future market conditions.  If the projected undiscounted cash flows and
the fair market value of the equipment  are less than the carrying  value of the
equipment, a loss on revaluation is recorded.  Reductions of $3.9 million to the
carrying  value  of  owned  marine   vessels  were  required   during  1999.  No
revaluations  to owned  equipment were required in 2001 and 2000 or to partially
owned equipment in 2001, 2000, and 1999.

In October  2001,  Financial  Accounting  Standards  Board  issued SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets" (SFAS No. 144),
which replaces SFAS No. 121. SFAS No. 144 provides updated  guidance  concerning
the  recognition  and  measurement  of an  impairment  loss for certain types of
long-lived  assets,  expands the scope of a discontinued  operation to include a
component of an entity,  and eliminates the current  exemption to  consolidation
when  control  over a  subsidiary  is likely to be  temporary.  SFAS No.  144 is
effective for fiscal years beginning after December 15, 2001.

The Fund will apply the new rules on accounting  for the  impairment or disposal
of long-lived  assets  beginning in the first quarter of 2002,  and they are not
anticipated to have an impact on the Fund's earnings or financial position.

INVESTMENTS IN UNCONSOLIDATED SPECIAL-PURPOSE ENTITIES

The Fund has interests in unconsolidated  special-purpose  entities (USPEs) that
own transportation equipment. These are single purpose entities that do not have
any debt or other financial  encumbrances and are accounted for using the equity
method.  The Fund owned a  majority  interest  in an entity  that owned a mobile
offshore   drilling   unit.  In  September   1999,   the  Manager   amended  the
corporate-by-laws of USPEs in which the Fund, or any affiliated program, owns an
interest greater than 50%. The amendment to the corporate-by-laws  provided that
all decisions regarding the acquisition and disposition


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION (continued)

INVESTMENTS IN UNCONSOLIDATED SPECIAL-PURPOSE ENTITIEs (continued)

of the  investment  as well as  other  significant  business  decisions  of that
investment  would be permitted only upon  unanimous  consent of the Fund and all
the  affiliated  programs  that have an  ownership in the  investment.  As such,
although  the Fund may own a  majority  interest  in an USPE,  the Fund does not
control its  management  and thus the equity  method of accounting is used after
adoption of the  amendment.  As a result of the  amendment,  as of September 30,
1999, all jointly owned  equipment in which the Fund owned a majority  interest,
which  had  been  consolidated,  were  reclassified  to  investments  in  USPEs.
Accordingly,  as of December 31, 2001 and 2000,  the balance sheet  reflects all
investments in USPEs on an equity basis.

The Fund's  interests in USPEs are managed by IMI. The Fund's equity interest in
the net  income  (loss) of USPEs is  reflected  net of  management  fees paid or
payable to IMI.

REPAIRS AND MAINTENANCE

Repairs and maintenance costs related to marine vessels,  railcars, and trailers
are usually the  obligation  of the Fund and are charged  against  operations as
incurred.  Costs  associated  with marine vessel  dry-docking  are estimated and
accrued ratably over the period prior to such dry-docking. If a marine vessel is
sold and there is a balance in the  dry-docking  reserve account for that marine
vessel,  the balance in the reserve  account is included as  additional  gain on
disposition.  Maintenance  costs  of  aircraft  and  marine  containers  are the
obligation  of the  lessee.  To meet the  maintenance  requirements  of  certain
aircraft  airframes  and engines,  reserve  accounts are prefunded by the lessee
over the  period of the lease  based on the number of hours  this  equipment  is
used,  times the estimated rate to repair this equipment.  If repairs exceed the
amount  prefunded by the lessee,  the Fund has the obligation to fund and accrue
the  difference.  If the  aircraft is sold and there is a balance in the reserve
account for  repairs to that  aircraft,  the  balance in the reserve  account is
reclassified as additional gain on disposition.  The aircraft  reserve  accounts
and marine vessel dry-docking  reserve accounts are included in the accompanying
balance sheets as lessee deposits and reserves for repairs.

NET INCOME (LOSS) AND DISTRIBUTIONS PER UNIT

The net profits and losses of the Fund are generally allocated 1% to the Class B
Member  and 99% to the Class A Members.  The Class B Member or  Manager  will be
specially  allocated  (i) 100% of the Fund's  organizational  and offering  cost
amortization  expenses and (ii) income equal to the excess of cash  distribution
over the Manager`s 1% share of net profits. The effect on the Class A Members of
this special income  allocation will be to increase the net loss or decrease the
net profits  allocable to the Class A Members by an equal  amount.  During 2001,
the  Manager  received  a special  allocation  of income of $1.0  million  ($1.7
million  in 2000 and  1999) in  excess  of its  prorata  ownership  share.  Cash
distributions of the Fund are generally allocated 85% to the Class A Members and
15% to the Manager and may  include  amounts in excess of net income.  After the
investors   receive  cash   distributions   equal  to  their  original   capital
contributions the Manager's  interest in the cash distributions of the Fund will
increase to 25%. The Class A Members' net income  (loss) is allocated  among the
Class A Members based on the number of Class A units owned by each member and on
the number of days of the year each member is in the Fund.

Cash  distributions  are  recorded  when  paid.  Monthly  unitholders  receive a
distribution  check 15 days after the close of the previous month's business and
quarterly  unitholders  receive a distribution  check 45 days after the close of
the quarter.

Cash distributions to Class A Unitholders in excess of net income are considered
a return of capital.  Cash  distributions to Class A Unitholders of $6.9 million
and $9.9 million in 2000 and 1999,  respectively,  were deemed to be a return of
capital.  None of the cash  distributions  paid  during 2001 were deemed to be a
return of capital.



<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION (continued)

NET INCOME (LOSS) AND DISTRIBUTIONS PER UNIT (continued)

Cash distributions  related to the fourth quarter of 2001 of $0.9 million,  2000
of $1.2 million, and 1999 of $1.7 million, were paid during the first quarter of
2002, 2001, and 2000, respectively.

NET INCOME (LOSS) PER WEIGHTED-AVERAGE CLASS A UNIT

Net income (loss) per weighted-average Class A unit was computed by dividing net
income (loss) 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 years ended  December 31, 2001,
2000, and 1999 were 4,971,311, 4,971,968, and 4,982,336 respectively.

CASH AND CASH EQUIVALENTS

The Fund considers  highly liquid  investments  that are readily  convertible to
known amounts of cash with  original  maturities of three months or less as cash
equivalents.  The carrying amount of cash equivalents  approximates  fair market
value due to the short-term nature of the investments.

RESTRICTED CASH

As of  December  31,  2001,  restricted  cash  consists  of  bank  accounts  and
short-term investments that are primarily subject to withdrawal restrictions per
loan and other legally binding agreements.  As of December 31, 2000,  restricted
cash represented lessee security deposits held by the Fund.

COMPREHENSIVE INCOME (LOSS)

The Fund's  comprehensive  income  (loss) is equal to net income  (loss) for the
years ended December 31, 2001, 2000, and 1999.

NEW ACCOUNTING STANDARDS

On June 29, 2001, SFAS No. 142, "Goodwill and Other Intangible Assets" (SFAS No.
142), was approved by the FASB. SFAS No. 142 changes the accounting for goodwill
and other intangible assets determined to have an indefinite useful life from an
amortization method to an impairment-only  approach.  Amortization of applicable
intangible  assets  will  cease upon  adoption  of this  statement.  The Fund is
required  to  implement  SFAS  No.  142 on  January  1,  2002 and it has not yet
determined  the  impact,  if any,  this  statement  will  have on its  financial
position or results of operations.

2. MANAGER AND TRANSACTIONS WITH AFFILIATES

An officer of FSI contributed the $100 of the Fund's initial capital.  Under the
equipment management agreement,  IMI, subject to certain reductions,  receives a
monthly  management fee  attributable  to either owned equipment or interests in
equipment  owned by the USPEs  equal to the lesser of (i) the fees that would be
charged by an independent third party for similar services for similar equipment
or (ii) the sum of (A) for that  equipment  for which IMI  provides  only  basic
equipment management services,  (a) 2% of the gross lease revenues  attributable
to  equipment  which is subject to full payout net  leases,  (b) 5% of the gross
lease revenues  attributable  to equipment that is subject to operating  leases,
and (B) for  that  equipment  for  which  IMI  provides  supplemental  equipment
management  services,  7% of the gross lease revenues  attributable to equipment
for which  IMI  provides  both  management  and  additional  services.  The Fund
reimbursed FSI $0.5 million,  $0.9 million, and $1.0 million for data processing
expenses  and  other  administrative  services  performed  on behalf of the Fund
during 2001, 2000, and 1999.

The Fund's  proportional  share of USPE  management  fees to affiliate were $0.1
million,   $0.1  million,   and  $0.2  million  during  2001,  2000,  and  1999,
respectively,  and the Partnership's  proportional  share of administrative  and
data processing  expenses to affiliate were $0.1 million,  $34,000,  and $46,000
during


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

2. MANAGER AND TRANSACTIONS WITH AFFILIATES (continued)

2001, 2000, and 1999, respectively. Both of these affiliate expenses reduced the
Fund's proportional share of the equity interest in income in USPEs.

During the liquidation phase of the Fund,  Transportation  Equipment Corporation
(TEC) will be  entitled  to receive an  equipment  liquidation  fee equal to the
lesser of (i) 3% of the sales price of equipment  sold on behalf of the Fund, or
(ii) 50% of the  "Competitive  Equipment  Sale  Commission,"  as  defined in the
agreement,  if certain  conditions are met. TEC is a wholly-owned  subsidiary of
the Manager. In certain circumstances, the Manager will be entitled to a monthly
re-lease fee for  re-leasing  services  following the  expiration of the initial
lease,  charter or other contract for certain  equipment  equal to the lesser of
(a) the fees which would be charged by an independent third party for comparable
services for comparable equipment or (b) 2% of gross lease revenues derived from
such re-lease,  provided, however; that no re-lease fee shall be payable if such
fee would cause the combination of the equipment  management fee paid to IMI and
the re-lease fees with respect to such  transactions to exceed 7% of gross lease
revenues.

The Fund had an interest in certain  equipment in  conjunction  with  affiliated
programs during 2001, 2000, and 1999 (see Note 4).

The balance due to affiliates as of December 31, 2001, included $0.3 million due
to FSI and its affiliates for management  fees. The balance due to affiliates as
of December 31, 2000,  included $0.2 million due to FSI and its  affiliates  for
management fees and $0.7 million due to affiliated USPEs.

3. EQUIPMENT

The components of owned equipment as of December 31, are as follows (in
thousands of dollars):
<TABLE>
<CAPTION>

   Equipment Held for Operating Leases                2001               2000
   -----------------------------------          -------------------------------------

<S>                                             <C>                <C>
   Marine containers                            $       31,405     $        29,160
   Railcars                                             19,495              19,520
   Marine vessel                                        17,000              17,000
   Aircraft                                             15,358              20,605
   Trailers                                              6,575               6,636
                                                -------------------------------------
                                                        89,833              92,921
   Less accumulated depreciation                       (48,425)            (44,197)
                                                -------------------------------------
                                                        41,408              48,724
   Equipment held for sale                                  --               3,200
                                                -------------------------------------
     Net equipment                              $       41,408     $        51,924
                                                =====================================
</TABLE>

Revenues  are earned  under  operating  leases.  A portion of the Fund's  marine
containers  are  leased to  operators  of  utilization-type  leasing  pools that
include  equipment owned by unaffiliated  parties.  In such instances,  revenues
earned by the Fund  consist  of a  specified  percentage  of the total  revenues
generated by leasing the pooled equipment to sublessees after deducting  certain
direct operating  expenses of the pooled equipment.  The Fund's marine vessel is
operating on  short-term  leases which  usually have a duration of less than one
year. Lease revenues for trailers operating with short-line railroad systems are
based on a per-diem lease in the free running  railroad  interchange.  Rents for
the remaining equipment are based on fixed rates.

Equipment held for operating leases is stated at cost less any reductions to the
carrying  value as required  by SFAS No. 121.  During  1999,  reductions  to the
carrying value of marine  vessels of $3.9 million were  required.  No reductions
were  required to the carrying  value of wholly owned  equipment  during 2001 or
2000.

As of December 31,  2000, a marine  vessel was held for sale at the lower of the
equipment's  depreciated cost or fair value,  less cost to sell, and was subject
to a pending  contract for sale.  No equipment  was held for sale as of December
31, 2001.


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

3. EQUIPMENT (continued)

As of December 31, 2001,  all owned  equipment  in the Fund's  portfolio  was on
lease  except  for 62  railcars  with a net book  value of $0.5  million.  As of
December 31, 2000,  all owned  equipment  in the Fund's  portfolio  was on lease
except for 66 railcars with a net book value of $0.7 million.

During the year ended December 31, 2001, the Fund  purchased  marine  containers
for $2.3 million.  During the year ended  December 31, 2000,  the Fund purchased
marine containers and trailers for a total cost of $19.5 million.

During the year ended  December 31, 2001,  the Fund sold or disposed of a marine
vessel  that was held  for  sale at  December  31,  2000,  an  aircraft,  marine
containers,  trailers,  and railcars  with an  aggregate  net book value of $3.2
million,  for  proceeds  of  $10.2  million.  Included  in the  2001 net gain on
disposition of assets is the unused portion of aircraft  engine reserves of $0.8
million.  During the year ended December 31, 2000, the Fund sold marine vessels,
trailers,  and railcars with an aggregate net book value of $13.3  million,  for
proceeds  of $16.7  million.  Included  in the 2000 net gain on  disposition  of
assets is the unused portion of marine vessel dry-docking of $0.5 million.

All owned equipment on lease is being accounted for as operating leases.  Future
minimum rent under  noncancelable  operating  leases as of December 31, 2001 for
the owned equipment  during each of the next five years are  approximately  $9.5
million in 2002;  $4.5 million in 2003;  $2.9  million in 2004;  $0.7 million in
2005;  and  $37,000  in 2006 and  thereafter.  Per diem and  short-term  rentals
consisting of utilization rate lease payments  included in revenues  amounted to
approximately  $10.2 million,  $6.2 million and $3.3 million in 2001,  2000, and
1999, respectively.

4. INVESTMENTS IN UNCONSOLIDATED SPECIAL PURPOSE ENTITIES

The Fund owns  equipment  jointly  with  affiliated  programs.  These are single
purpose entities that do not have any debt or financial encumbrances.

In September 1999, the Manager amended the  corporate-by-laws  of USPEs in which
the Fund, or any  affiliated  program,  owned an interest  greater than 50%. The
amendment to the  corporate-by-laws  provided that all  decisions  regarding the
acquisition  and  disposition  of the  investment  as well as other  significant
business  decisions of that  investment  would be permitted  only upon unanimous
consent of the Fund and all the  affiliated  programs  that have an ownership in
the  investment.  As such,  although  the Fund may own a majority  interest in a
USPE,  the Fund does not control its  management  and thus the equity  method of
accounting  is  used  after  adoption  of  the  amendment.  As a  result  of the
amendment,  as of September 30, 1999,  all jointly owned  equipment in which the
Fund owned a majority interest,  which had been consolidated,  were reclassified
to  investments  in USPEs.  Accordingly,  as of December 31, 2001 and 2000,  the
balance sheets reflect all investments in USPEs on an equity basis.

The net investments in USPEs include the following jointly-owned equipment as of
December 31, (and related assets and liabilities) (in thousands of dollars):
<TABLE>
<CAPTION>

                                                                            2001        2000
                                                                        --------------------------
<S>                                                                      <C>         <C>
   50% interest in a trust owning an MD-82 stage III commercial
             aircraft                                                    $   2,722   $    3,534
   50% interest in a trust owning an MD-82 stage III commercial
             aircraft                                                           32          921
   50% interest in a trust that owned a container marine vessel                (13)         700
                                                                        --------------------------
       Net investments                                                   $   2,741   $    5,155
                                                                        ==========================
</TABLE>

As of December 31, 2001 and 2000, all jointly-owned equipment in the Fund's USPE
portfolio was on lease.


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

4. INVESTMENTS IN UNCONSOLIDATED SPECIAL PURPOSE ENTITIES (continued)

During 2001,  the Manager sold the Fund's 50% interest in an entity that owned a
container  marine  vessel.  The  Fund's  interest  in this  entity  was sold for
proceeds of $0.9 million for its net investment of $0.8 million. Included in the
net  gain on sale  of this  entity  was the  unused  portion  of  marine  vessel
dry-docking liability of $0.2 million.

The following  summarizes  the  financial  information  for the  special-purpose
entities and the Fund's interests therein as of and for the years ended December
31, 2001, 2000, and 1999 (in thousands of dollars):
<TABLE>
<CAPTION>
                                   2001                         2000                         1999
                            Total        Net Interest     Total        Net Interest    Total       Net Interest
                            USPEs         of Fund         USPEs         of Fund        USPEs       of Fund
                          ---------------------------   --------------------------    --------------------------
<S>                       <C>            <C>            <C>            <C>            <C>          <C>
Net Investments           $     5,523    $     2,741    $    10,659    $     5,155    $   16,183   $     7,717
Lease revenues                 3,719           1,859         5,498          2,749          4,314         3,124
Net income (loss)                894             601          (499 )         (176 )        7,282         1,761
</TABLE>

All jointly owned equipment on lease is being accounted for as operating leases.
Future minimum rent under noncancelable operating leases as of December 31, 2001
for  the  jointly  owned  equipment  during  each of the  next  five  years  are
approximately  $1.3 million in 2002; $1.3 million in 2003; $1.3 million in 2004;
$1.3 million in 2005; $1.3 million in 2006; and $2.3 million thereafter.

5. Operating Segments

The  Fund  operates  or  operated  in six  primary  operating  segments:  marine
container  leasing,  aircraft leasing,  railcar leasing,  marine vessel leasing,
trailer  leasing,  and  mobile  offshore  drilling  unit  (MODU)  leasing.  Each
equipment leasing segment engages in short-term to mid-term  operating leases to
a variety of customers.

The Manager  evaluates the  performance  of each segment based on profit or loss
from operations  before interest expense and certain general and  administrative
and  operations  support  expenses.  The segments are managed  separately due to
different business strategies for each operation.










                      (This space intentionally left blank)


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

5. OPERATING SEGMENTS (continued)

The following  tables present a summary of the operating  segments (in thousands
of dollars):
<TABLE>
<CAPTION>

                                           Marine                         Marine
                                          Container Aircraft   Railcar   Vessel     Trailer
    For the year ended December 31, 2001  Leasing   Leasing    Leasing   Leasing    Leasing     Other (1)   Total
    ------------------------------------  -------   -------    -------   -------    -------     ------      -----

    REVENUES
<S>                                       <C>       <C>        <C>       <C>        <C>        <C>        <C>
      Lease revenue                       $  5,196  $  3,971   $  3,357  $  5,548   $   1,126  $     --   $ 19,198
      Interest and other income                 --        33          8        56          --       711        808
      Net gain on disposition of                 7     6,820          8       963          14        --      7,812
    equipment
                                          -------------------------------------------------------------------------
        Total revenues                       5,203    10,824      3,373     6,567       1,140       711     27,818
                                          -------------------------------------------------------------------------

    COSTS AND EXPENSES
      Operations support                        72        25        671     3,713         512       109      5,102
      Depreciation and amortization          4,529     1,543      1,288     1,776         400        18      9,554
      Interest expense                          --        --         --        --          --     1,613      1,613
      Management fees to affiliate             260       466        224       270          57        --      1,277
      General and administrative expenses        1        24         87        58         190       927      1,287
      Provision for (recovery of) bad           --       894        (27)      154         (20)       --      1,001
    debts
                                          -------------------------------------------------------------------------
        Total costs and expenses             4,862     2,952      2,243     5,971       1,139     2,667     19,834
                                          -------------------------------------------------------------------------
      Equity in net income of USPEs             --       370         --       231          --        --        601
                                          -------------------------------------------------------------------------
        Net income (loss)                 $    341  $  8,242   $  1,130  $    827   $       1  $ (1,956)  $  8,585
                                          =========================================================================

    Total assets as of December 31, 2001  $ 23,829  $  3,280   $  8,494  $  9,258   $   2,354  $ 22,028   $ 69,243
                                          =========================================================================


                                           Marine                         Marine
                                          Container Aircraft   Railcar   Vessel     Trailer
    For the year ended December 31, 2000  Leasing   Leasing    Leasing   Leasing    Leasing     Other(1)    Total
    ------------------------------------  -------   -------    -------   -------    -------     ------      -----

    REVENUES
      Lease revenue                       $  4,113  $  4,057   $  3,652  $  7,645   $   3,482  $     --   $ 22,949
      Interest and other income                 --         2          6       657          --       418      1,083
      Net gain on disposition of                --        --         84     1,798       2,074        --      3,956
    equipment
                                          -------------------------------------------------------------------------
        Total revenues                       4,113     4,059      3,742    10,100       5,556       418     27,988
                                          -------------------------------------------------------------------------

    COSTS AND EXPENSES
      Operations support                        18        35        609     3,731         895        38      5,326
      Depreciation and amortization          3,428     2,314      1,499     4,347       1,227        18     12,833
      Interest expense                          --        --         --        --          --     1,833      1,833
      Management fees to affiliate             206       203        241       384         198        --      1,232
      General and administrative expenses       --        12         97        81         718       864      1,772
      Provision for (recovery of) bad           --        --          1        --          (6)       --         (5)
    debts
                                          -------------------------------------------------------------------------
        Total costs and expenses             3,652     2,564      2,447     8,543       3,032     2,753     22,991
                                          -------------------------------------------------------------------------
      Equity in net income (loss) of            --       (95)        --      (255)         --       174       (176)
    USPEs
                                          -------------------------------------------------------------------------
        Net income (loss)                 $    461  $  1,400   $  1,295  $  1,302   $   2,524  $ (2,161)  $  4,821
                                          =========================================================================

    Total assets as of December 31, 2000  $ 25,866  $  6,388   $  9,767  $ 15,362   $   2,793  $ 11,507   $ 71,683
                                          =========================================================================


(1)  Includes  certain  assets not  identifiable  to a specific  segment such as
     cash, debt placement  fees, and prepaid  expenses.  Also includes  interest
     income  and  costs  not  identifiable  to a  particular  segment,  such as,
     interest expense, and certain amortization, general and administrative, and
     operations  support  expenses.  Also  includes  gain  from the sale from an
     investment in an entity that owned a mobile offshore drilling unit.
</TABLE>


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

5.   OPERATING SEGMENTS (continued)
<TABLE>
<CAPTION>
                                                                 Marine
                                          Aircraft   Railcar     Vessel   Trailer      MODU
    For the Year Ended December 31, 1999  Leasing    Leasing    Leasing   Leasing    Leasing    Other(2)    Total
    ------------------------------------  -------    -------    -------   -------    -------    ------      -----

    REVENUES
<S>                                        <C>       <C>        <C>       <C>        <C>       <C>        <C>
      Lease revenue                        $ 4,057   $  3,804   $  9,501  $  3,864   $  3,560  $  1,327   $ 26,113
      Interest and other income                 38          9          5        --         --       295        347
      Net gain on disposition
        of equipment                            --         15         --         8         --        --         23
                                          -------------------------------------------------------------------------
        Total revenues                       4,095      3,828      9,506     3,872      3,560     1,622     26,483
                                          -------------------------------------------------------------------------

    COSTS AND EXPENSES
      Operations support                        29        625      4,511       888         66        84      6,203
      Depreciation and amortization          2,571      1,739      6,012     1,481      1,748     1,298     14,849
      Interest expense                          --         --         --        --         --     1,833      1,833
      Management fees to affiliate             203        250        475       224        178        66      1,396
      General and administrative expenses       34         71         59       758         75       676      1,673
      Provision for bad debt expense            --         13         --        25         --        --         38
      Loss on revaluation of equipment          --         --      3,931        --         --        --      3,931
                                          -------------------------------------------------------------------------
        Total costs and expenses             2,837      2,698     14,988     3,376      2,067     3,957     29,923
                                          -------------------------------------------------------------------------
    Minority interest                           --         --         --        --       (590)       --       (590)
                                          -------------------------------------------------------------------------
    Equity in net income (loss) of USPEs     1,836         --       (281)       --        206        --      1,761
                                          -------------------------------------------------------------------------
    Income (loss) before cumulative effect
        of accounting change                 3,094      1,130     (5,763)      496      1,109    (2,335)    (2,269)
    Cumulative effect of accounting change      --         --         --        --         --      (132)      (132)
                                          -------------------------------------------------------------------------
        Net income (loss)                  $ 3,094   $  1,130   $ (5,763) $    496   $  1,109  $ (2,467)  $ (2,401)
                                          =========================================================================


(2)  Includes  interest  income  and  costs  not  identifiable  to a  particular
     segment,  such as interest expense, and certain  amortization,  general and
     administrative expenses, and operations support expenses. Also includes the
     lease revenue of $1.3 million,  depreciation  expense of $1.3 million,  and
     management  fee of  $0.1  million  for  marine  containers.
</TABLE>

6. GEOGRAPHIC INFORMATION

The Fund owns certain equipment that is leased and operated  internationally.  A
limited number of the Fund's transactions are denominated in a foreign currency.
Gains or losses resulting from foreign currency transactions are included in the
results of operations and are not material.

The Fund leases  aircraft,  railcars and  trailers to lessees  domiciled in four
geographic regions: United States, South America, Canada, and Europe. The marine
vessels,  mobile  offshore  drilling unit and marine  containers  were leased to
multiple lessees in different regions who operated the equipment worldwide.

The following table sets forth lease revenue information by region for the owned
equipment  and  investments  in USPEs for the years  ended  December  31, are as
follows (in thousands of dollars):
<TABLE>
<CAPTION>

                                              Owned Equipment                       Investments in USPEs
                                    -------------------------------------   -------------------------------------

             Region                  2001        2000        1999            2001        2000        1999
   ----------------------------  -------------------------------------   -------------------------------------
<S>                               <C>         <C>          <C>            <C>         <C>          <C>
   United States                  $    3,168  $    5,081   $   6,187      $   1,505   $    2,124   $   2,123
   South America                       3,972       4,057       4,057             --           --          --
   Canada                              1,314       2,053       1,480             --           --          --
   Rest of the world                  10,744      11,758      14,389            354          625       1,001
                                  -------------------------------------   -------------------------------------
       Lease revenues             $   19,198  $   22,949   $  26,113      $   1,859   $    2,749   $   3,124
                                  =====================================   =====================================
</TABLE>








<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

6. GEOGRAPHIC INFORMATION (continued)

The  following  table sets forth income (loss)  information  by region for owned
equipment  and  investments  in USPEs for the years  ended  December  31, are as
follows (in thousands of dollars):
<TABLE>
<CAPTION>

                                              Owned Equipment                       Investments in USPEs
                                    -------------------------------------   -------------------------------------

             Region                  2001        2000        1999            2001        2000        1999
   ----------------------------  -------------------------------------   -------------------------------------
<S>                               <C>         <C>          <C>            <C>         <C>           <C>
   United States                  $      714  $    2,949   $   1,150      $     370   $     (101)   $ (1,317)
   South America                       7,873       1,496       1,258             --           --          --
   Canada                                415         867         476             --            6          22
   Europe                                 --          --          --             --           --       3,131
   Rest of the world                     937       2,018      (4,598)           231          (81)        (75)
                                  -------------------------------------   -------------------------------------
     Regional income (loss)            9,939       7,330      (1,714)           601         (176)      1,761
   Administrative and other           (1,955)     (2,333)     (2,448)            --           --          --
                                  -------------------------------------   -------------------------------------
     Net income (loss)            $    7,984  $    4,997   $  (4,162)     $     601   $     (176)   $  1,761
                                  =====================================   =====================================
</TABLE>

The net book value of owned assets and the net investment in the  unconsolidated
special-purpose  entities  at  December  31, are as  follows  (in  thousands  of
dollars):
<TABLE>
<CAPTION>

                                     Owned Equipment                      Investments in USPEs
                                 --------------------------             --------------------------
             Region                  2001        2000                      2001         2000
   ----------------------------  -----------------------                -------------------------
<S>                              <C>           <C>                      <C>         <C>
   United States                 $    6,264    $  7,290                 $   2,754   $    4,455
   South America                         --       1,543                        --           --
   Canada                             4,092       4,782                        --           --
   Rest of the world                 31,052      38,309                       (13)         700
                                 -----------------------                -------------------------
       Net book value            $   41,408    $ 51,924                 $   2,741   $    5,155
                                 =======================                =========================
</TABLE>

7. DEBT

In December  1996,  the Fund entered into an agreement to issue a $25.0  million
long-term note to an institutional  investor. The loan was funded in March 1997.
The note bears interest at a fixed rate of 7.33% per annum and has a maturity in
2006. Interest on the note is payable semi-annually.  The note will be repaid in
five principal  payments of $3.0 million on December 31, 2000, 2001, 2002, 2003,
and 2004 and two  principal  payments of $5.0 million on December 31, 2005,  and
2006. The agreement  requires the Fund to maintain certain financial  covenants.
The Fund made the regularly  scheduled principal payment and semiannual interest
payments to the lender of the note during 2001 and 2000.

The Manager estimates, based on recent transactions,  that the fair value of the
$19.0 million fixed-rate note is $20.3 million.

In  April  2001,  PLM  International  entered  into a  $15.0  million  warehouse
facility,  which is shared with the Fund, PLM Equipment  Growth Fund VI, and PLM
Equipment  Growth & Income Fund VII.  During  December  2001,  this facility was
amended to lower the amount  available  to be  borrowed  to $10.0  million.  The
facility  provides  for  financing  up to  100% of the  cost  of the  equipment.
Outstanding  borrowings by one borrower  reduce the amount  available to each of
the other borrowers under the facility. Individual borrowings may be outstanding
for no more than 270 days,  with all  advances due no later than April 12, 2002.
Interest  accrues  either at the prime rate or LIBOR plus 2.0% at the borrower's
option and is set at the time of an advance of funds. Borrowings by the Fund are
guaranteed by PLMI. This facility expires in April 2002. The Manager believes it
will be able to renew the  warehouse  facility  upon its  expiration  with terms
similar to those in the current facility.

As of December  31,  2001,  the Fund had no  borrowings  outstanding  under this
facility and there were no other borrowings  outstanding  under this facility by
any other eligible borrower.



<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

8. CONCENTRATIONS OF CREDIT RISK

The  Fund's  only  customer  that  accounted  for  10%  or  more  of  the  total
consolidated revenues for the owned equipment and jointly owned equipment during
2001 and 2000 was Varig South America ("Varig") (12% and 13%, respectively).  In
addition,  during 2001,  AON Limited IBA  purchased a Boeing  737-200A  stage II
commercial  aircraft and the gain from the disposal  accounted  for 20% of total
consolidated revenues from wholly and jointly owned equipment.

During 2001,  Varig notified the Manager of its intention to return the aircraft
under lease. As of December 31, 2001, Varig has not remitted four lease payments
due to the Fund.  The Fund has a security  deposit from Varig that could be used
to pay a portion of the amount due.  During  October  2001,  the Manager  sent a
notification of default to Varig. The lease,  with an expiration date of October
2002,  has  certain  return  condition  requirements  for each of the  remaining
aircraft.  The Manager has recorded an allowance for bad debts for the amount of
receivables due less the security deposit.

No single lessee  accounted for more than 10% of the  consolidated  revenues for
the year ended December 31, 1999. In 1999, however, Casino Express Air purchased
the  Fund's  33%  interest  in two  trusts  that  owned a total of three  Boeing
737-200A  stage II commercial  aircraft,  two stage II aircraft  engines,  and a
portfolio of aircraft  rotables and the gain from the sale  accounted for 10% of
total consolidated revenues from wholly and jointly owned equipment.

As of December  31, 2001 and 2000,  the Manager  believed  the Fund had no other
significant  concentrations  of credit  risk that could have a material  adverse
effect on the Fund.

9. INCOME TAXES

The Fund is not  subject to income  taxes,  as any income or loss is included in
the tax returns of the individual partners. Accordingly, no provision for income
taxes has been made in the financial statements of the Fund.

As of  December  31,  2001,  the  federal  income tax basis were higher than the
financial  statement  carrying  values of  certain  assets  and  liabilities  by
approximately  $18.2  million,  primarily  due to  differences  in  depreciation
methods,  equipment  reserves,   provisions  for  bad  debts,  lessee's  prepaid
deposits, and the tax treatment of syndication costs.

10. 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.  This charge had the effect of reducing  net
income per  weighted-average  Class A unit by $0.03 for the year ended  December
31, 1999.

11. QUARTERLY RESULTS OF OPERATIONS (unaudited)

The following is a summary of the quarterly  results of operations  for the year
ended December 31, 2001 (in thousands of dollars,  except  weighted-average unit
amounts):
<TABLE>
<CAPTION>

                                March            June            September         December
                                 31,              30,               30,               31,               Total
                          ------------------------------------------------------------------------------------------
Operating results:
<S>                       <C>                   <C>          <C>               <C>                <C>
  Total revenues          $         5,708       $    4,718   $         5,352   $        12,040    $        27,818
  Net income                          553            1,246               604             6,182              8,585

Per weighted-average Class A unit:

    Net income            $          0.02       $     0.21   $          0.08   $          1.20    $          1.51
</TABLE>


<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                         NOTES TO FINANCIAL STATEMENTS

11. QUARTERLY RESULTS OF OPERATIONS (unaudited) (continued)

The following is a list of the major events that affected the Fund's performance
during 2001:

     (i) In the  second  quarter  of 2001,  the Fund  recognized  a USPE  engine
reserve liability of $0.8 million as income; and

     (ii)In the  fourth  quarter of 2001,  the Fund sold an  aircraft,  a marine
container, and trailers for a total gain of $6.8 million.

The following is a summary of the quarterly  results of operations  for the year
ended December 31, 2000 (in thousands of dollars,  except  weighted-average unit
amounts):
<TABLE>
<CAPTION>

                                March            June            September         December
                                 31,              30,               30,               31,               Total
                          ------------------------------------------------------------------------------------------
Operating results:
<S>                       <C>                  <C>           <C>               <C>                <C>
  Total revenues          $         5,936      $     5,906   $         7,976   $         8,170    $        27,988
  Net income                          223              304             1,716             2,578              4,821

Per weighted-average Class A unit:

    Net income (loss)     $         (0.04)     $     (0.03)  $          0.31   $          0.38    $          0.62
</TABLE>

The following is a list of the major events that affected the Fund's performance
during 2000:

     (i) In the third quarter of 2000, the Fund sold trailers and railcars for a
total gain of $2.1 million; and

     (ii)In the fourth quarter of 2000, the Fund sold a marine vessel, trailers,
and railcars for a total gain of $1.8 million.
















                      (This space intentionally left blank)



<PAGE>












INDEPENDENT AUDITORS' REPORT



The Members
Professional Lease Management Income Fund I, L.L.C.:

We have audited the financial statements of Professional Lease Management Income
Fund I, L.L.C.  (the  "Fund") as of  December  31,  2001,  and for the year then
ended,  and have issued our report  thereon dated March 8, 2002;  such report is
included  elsewhere in this Form 10-K.  Our audit also  included  the  financial
statement  schedule of  Professional  Lease  Management  Income Fund I,  L.L.C.,
listed in Item 14. This financial  statement  schedule is the  responsibility of
the Fund's management.  Our responsibility is to express an opinion based on our
audit. In our opinion,  such financial  statement  schedule,  when considered in
relation to the basic financial statements taken as a whole,  presents fairly in
all material respects the information set forth therein.






/s/ Deloitte & Touche LLP


Certified Public Accountants

Tampa, Florida
March 8, 2002










<PAGE>



               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.
                     (A Delaware Limited Liability Company)
                        Valuation and Qualifying Accounts

                  Years Ended December 31, 2001, 2000, and 1999
                            (in thousands of dollars)
<TABLE>
<CAPTION>


                                                                  Additions
                                             Balance at          Charged to                          Balance at
                                            Beginning of          Cost and                            Close of
                                                Year               Expense           Deductions         Year
                                           ----------------    ----------------     --------------  -------------

<S>                                        <C>                <C>                   <C>             <C>
  Year Ended December 31, 2001
       Allowance for Doubtful Accounts     $         48       $        1,001        $         1     $    1,048
                                           ======================================================================

  Year Ended December 31, 2000
       Allowance for Doubtful Accounts     $         65       $           (5 )      $        12     $       48
                                           ======================================================================

  Year Ended December 31, 1999
       Allowance for Doubtful Accounts     $         43       $           38        $        16     $       65
                                           ======================================================================
</TABLE>





<PAGE>


               PROFESSIONAL LEASE MANAGEMENT INCOME FUND I, L.L.C.

                                INDEX OF EXHIBITS


  Exhibit                                                                  Page

    4.     Operating Agreement of Fund.                                     *

   10.1    Management Agreement between Fund and PLM Investment             *
           Management, Inc.

   10.2    $25.0 Million Note Agreement, dated as of December 30, 1996.     *

   10.3    Warehouse Credit Agreement, dated as of April 13, 2001.          *

   10.4    First Amendment to Warehousing Credit Agreement, dated
           as of December 21, 2001.                                        47-55


           Financial Statements required under Regulation S-X Rule 3-09:

   99.2    TAP Trust.                                                      56-63












----------------------------------------
* Incorporated by reference. See page 23 of this report.