FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

              (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT of 1934

                 For the quarterly period ended March 31, 1999
   --------------------------------------------------------------------------

                                       OR

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

 For the transition period from ____________________ to ______________________


                             Commission file number
                                     0-17549
                     ---------------------------------------


                            CNL Income Fund IV, Ltd.
 -----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>

<S> <C>
                       Florida                                                        59-2854435
------------------------------------------------------              ------------------------------------------------
(State or other jurisdiction of                                                    (I.R.S. Employer
incorporation or organization)                                                    Identification No.)


                400 East South Street
                  Orlando, Florida                                                       32801
------------------------------------------------------              ------------------------------------------------
      (Address of principal executive offices)                                        (Zip Code)


Registrant's telephone number
(including area code)                                                               (407) 650-1000
                                                                    ------------------------------------------------

</TABLE>

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




<PAGE>


                                    CONTENTS




                                                                      Page
Part I.

     Item 1.      Financial Statements:

                      Condensed Balance Sheets                      

                      Condensed Statements of Income                

                      Condensed Statements of Partners' Capital     

                      Condensed Statements of Cash Flows            

                      Notes to Condensed Financial Statements       

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

     Item 3.      Quantitative and Qualitative Disclosures About
                      Market Risk                                   

Part II.

     Other Information                                              





<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>


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

   Land and buildings on operating leases, less
       accumulated depreciation of $3,845,981 and
       $3,744,609                                                               $ 15,385,087             $ 15,486,459
   Net investment in direct financing leases                                       1,221,384                1,231,482
   Investment in joint ventures                                                    3,388,240                2,862,906
   Cash and cash equivalents                                                         689,011                  739,382
   Restricted cash                                                                        --                  537,274
   Receivables, less allowance for doubtful accounts
       of $254,396 and $258,641                                                       36,107                   24,676
   Prepaid expenses                                                                    9,150                    9,836
   Lease costs, less accumulated amortization of
       $22,609 and $21,450                                                            32,535                   18,094
   Accrued rental income                                                             285,013                  279,724
                                                                          -------------------      -------------------

                                                                                $ 21,046,527             $ 21,189,833
                                                                          ===================      ===================

                  LIABILITIES AND PARTNERS' CAPITAL

   Accounts payable                                                               $   35,965               $    4,503
   Accrued and escrowed real estate taxes payable                                     31,312                   36,732
   Distributions payable                                                             600,000                  600,000
   Due to related parties                                                            145,312                  148,978
   Rents paid in advance and deposits                                                 81,105                   59,620
                                                                          -------------------      -------------------
       Total liabilities                                                             893,694                  849,833

   Partners' capital                                                              20,152,833               20,340,000
                                                                          -------------------      -------------------

                                                                                $ 21,046,527             $ 21,189,833
                                                                          ===================      ===================


</TABLE>
           See accompanying notes to condensed financial statements.



<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME
<TABLE>
<CAPTION>


                                                                                        Quarter Ended
                                                                                          March 31,
                                                                                  1999                 1998
                                                                              --------------      ---------------
<S> <C>
Revenues:
    Rental income from operating leases                                           $ 496,533            $ 539,776
    Earned income from direct financing leases                                       31,126               32,109
    Contingent rental income                                                          8,243               21,661
    Interest and other income                                                         9,918               12,845
                                                                              --------------      ---------------
                                                                                    545,820              606,391
                                                                              --------------      ---------------

Expenses:
    General operating and administrative                                             40,438               34,625
    Professional services                                                            10,000                6,248
    Real estate taxes                                                                 5,279               20,755
    State and other taxes                                                            15,395               15,641
    Depreciation and amortization                                                   102,531              115,151
    Transaction costs                                                                33,018                   --
                                                                              --------------      ---------------
                                                                                    206,661              192,420
                                                                              --------------      ---------------

Income Before Equity in Earnings of Joint Ventures
    and Gain on Sale of Land and Buildings                                          339,159              413,971

Equity in Earnings of Joint Ventures                                                 73,674               42,174

Gain on Sale of Land and Buildings                                                       --              120,915
                                                                              --------------      ---------------

Net Income                                                                        $ 412,833            $ 577,060
                                                                              ==============      ===============

Allocation of Net Income:
    General partners                                                              $   4,128            $   2,483
    Limited partners                                                                408,705              574,577
                                                                              --------------      ---------------

                                                                                  $ 412,833            $ 577,060
                                                                              ==============      ===============

Net Income Per Limited Partner Unit                                                $   6.81             $   9.58
                                                                              ==============      ===============

Weighted Average Number of Limited Partner
    Units Outstanding                                                                60,000               60,000
                                                                              ==============      ===============



</TABLE>
           See accompanying notes to condensed financial statements.

<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL
<TABLE>
<CAPTION>


                                                                             Quarter Ended           Year Ended
                                                                               March 31,            December 31,
                                                                                  1999                  1998
                                                                           -------------------    ------------------
<S> <C>
General partners:
    Beginning balance                                                             $   769,078            $  756,354
    Net income                                                                          4,128                12,724
                                                                           -------------------    ------------------
                                                                                      773,206               769,078
                                                                           -------------------    ------------------

Limited partners:
    Beginning balance                                                              19,570,922            21,395,945
    Net income                                                                        408,705             1,808,725
    Distributions ($10.00 and $60.56 per
       limited partner unit, respectively)                                           (600,000 )          (3,633,748 )
                                                                           -------------------    ------------------
                                                                                   19,379,627            19,570,922
                                                                           -------------------    ------------------

Total partners' capital                                                          $ 20,152,833          $ 20,340,000
                                                                           ===================    ==================

</TABLE>
           See accompanying notes to condensed financial statements.


<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                                        Quarter Ended
                                                                                          March 31,
                                                                                   1999               1998
                                                                               --------------    ---------------
<S> <C>

Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                                      $ 564,831           $586,084
                                                                               --------------    ---------------

    Cash Flows from Investing Activities:
       Proceeds from sale of land and buildings                                            --          1,468,825
       Additions to land and buildings on operating
          leases                                                                          --           (275,000 )
       Investment in joint ventures                                                 (533,200 )               --
       Decrease in restricted cash                                                   533,598                 --
       Payment of lease costs                                                        (15,600 )               --
                                                                               --------------    ---------------
                                                                               --------------    ---------------
              Net cash provided by (used in)
                  investing activities                                               (15,202 )        1,193,825
                                                                               --------------    ---------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                                            (600,000 )         (690,000 )
                                                                               --------------    ---------------
              Net cash used in financing activities                                 (600,000 )         (690,000 )
                                                                               --------------    ---------------

Net Increase (Decrease) in Cash and Cash Equivalents                                 (50,371 )        1,089,909

Cash and Cash Equivalents at Beginning of Quarter                                    739,382            876,452
                                                                               --------------    ---------------

Cash and Cash Equivalents at End of Quarter                                        $ 689,011         $1,966,361
                                                                               ==============    ===============

Supplemental Schedule of Non-Cash Investing and
    Financing Activities:

       Deferred real estate disposition fees incurred
          and unpaid at end of quarter                                                $   --           $ 45,663
                                                                               ==============    ===============

       Distributions declared and unpaid at end
          of quarter                                                               $ 600,000         $1,833,748
                                                                               ==============    ===============
</TABLE>
           See accompanying notes to condensed financial statements.


<PAGE>

                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 1999 and 1998


1.     Basis of Presentation:

        The  accompanying  unaudited  condensed  financial  statements have been
        prepared in  accordance  with the  instructions  to Form 10-Q and do not
        include  all  of  the  information  and  note  disclosures  required  by
        generally  accepted  accounting  principles.  The  financial  statements
        reflect all  adjustments,  consisting of normal  recurring  adjustments,
        which are, in the opinion of  management,  necessary to a fair statement
        of the results for the interim periods presented.  Operating results for
        the quarter  ended March 31, 1999,  may not be indicative of the results
        that may be expected for the year ending  December 31, 1999.  Amounts as
        of December 31, 1998,  included in the financial  statements,  have been
        derived from audited financial statements as of that date.

        These unaudited financial  statements should be read in conjunction with
        the financial  statements and notes thereto included in Form 10-K of CNL
        Income Fund IV, Ltd. (the "Partnership") for the year ended December 31,
        1998.

2.   Investment in Joint Ventures:

        In January  1999,  the  Partnership  invested  $533,200 in a property in
        Zephyrhills,  Florida as  tenants-in-common  with CNL Income  Fund XVII,
        Ltd., an affiliate of the general  partners.  As of March 31, 1999,  the
        Partnership had a 76 percent  interest in the property.  The Partnership
        accounts for its  investment  in this  property  using the equity method
        since the  Partnership  shares  control with an  affiliate,  and amounts
        relating to its investment are included in investment in joint ventures.


<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 1999 and 1998


2.     Investment in Joint Ventures - Continued:

        The following presents the combined, condensed financial information for
        all of the  Partnership's  investment in joint  ventures and  properties
        held as tenants-in-common at:
<TABLE>
<CAPTION>

                                                                           March 31,              December 31,
                                                                             1999                     1998
                                                                      --------------------     --------------------
<S> <C>
                  Land and buildings on operating
                      leases, less accumulated
                      depreciation and allowance for
                      loss on land and building                                $5,320,508               $4,406,943
                  Net investment in direct financing
                      leases, less allowance for
                      impairment in carrying value                                380,548                  626,594
                  Cash                                                             50,229                   14,025
                  Receivables                                                       7,930                   10,943
                  Accrued rental income                                           165,038                  163,773
                  Other assets                                                      2,514                    2,513
                  Liabilities                                                      50,816                   27,211
                  Partners' capital                                             5,875,951                5,197,580
                  Revenues                                                        152,150                  368,058
                  Provision for loss on land and
                      buildings and net investment in
                      direct financing lease                                           --                 (441,364 )
                  Net income                                                      111,787                 (212,388 )
</TABLE>

        The Partnership  recognized income totalling $73,674 and $42,174 for the
        quarters ended March 31, 1999 and 1998,  respectively,  from these joint
        ventures.


<PAGE>


                            CNL INCOME FUND IV, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 1999 and 1998


3.   Merger Transaction:

        On March 11, 1999, the Partnership entered into an Agreement and Plan of
        Merger with CNL American  Properties  Fund,  Inc.  ("APF"),  pursuant to
        which the Partnership  would be merged with and into a subsidiary of APF
        (the "Merger"). As consideration for the Merger, APF has agreed to issue
        2,668,016  shares of its common  stock,  par value  $0.01 per share (the
        "APF   Shares")   which,   for  the   purposes  of  valuing  the  merger
        consideration,  have been  valued by APF at $10.00  per APF  Share,  the
        price paid by APF investors in three previous public offerings, the most
        recent of which was  completed in December  1998. In order to assist the
        general  partners in evaluating the proposed merger  consideration,  the
        general partners retained Valuation Associates,  a nationally recognized
        real estate  appraisal  firm, to appraise the  Partnership's  restaurant
        property  portfolio.  Based  on  Valuation  Associates'  appraisal,  the
        Partnership's property portfolio and other assets were valued on a going
        concern  basis  (meaning  the   Partnership   continues   unchanged)  at
        $26,259,630   as  of  December  31,   1998.   Legg  Mason  Wood  Walker,
        Incorporated  has  rendered  a  fairness  opinion  that  the  APF  Share
        consideration,  payable  by  APF,  is  fair  to the  Partnership  from a
        financial  point of view.  The APF Shares are  expected to be listed for
        trading  on  the  New  York  Stock   Exchange   concurrently   with  the
        consummation of the Merger, and, therefore,  would be freely tradable at
        the option of the former limited  partners.  At a special meeting of the
        partners  that is  expected  to be held in the  third  quarter  of 1999,
        limited  partners  holding  in  excess  of  50%  of  the   Partnership's
        outstanding limited partnership  interests must approve the Merger prior
        to  consummation  of the  transaction.  If the  limited  partners at the
        special  meeting  approve the Merger,  APF will own the  properties  and
        other  assets  of  the  Partnership.  The  general  partners  intend  to
        recommend  that the  limited  partners  of the  Partnership  approve the
        Merger.  In connection with their  recommendation,  the general partners
        will solicit the consent of the limited partners at the special meeting.
        If the limited partners reject the Merger, the Partnership will bear the
        portion of the  transaction  costs  based upon the  percentage  of "For"
        votes and the general partners will bear the portion of such transaction
        costs based upon the percentage of "Against" votes and abstentions.

        On May 5, 1999, four limited partners in several of the CNL Income Funds
        filed a lawsuit against the general  partners and APF in connection with
        the  proposed  Merger  (see Part II - Item 1.  Legal  Proceedings).  The
        general  partners and APF believe that the lawsuit is without  merit and
        intend to defend vigorously against the claims.  Because the lawsuit was
        so recently  filed, it is premature to further comment on the lawsuit at
        this time.


<PAGE>



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

         CNL Income  Fund IV,  Ltd.  (the  "Partnership")  is a Florida  limited
partnership that was organized on November 18, 1987, to acquire for cash, either
directly or through  joint  venture  arrangements,  both newly  constructed  and
existing restaurant  properties,  as well as land upon which restaurants were to
be constructed, which are leased primarily to operators of national and regional
fast-food and family-style  restaurant chains (collectively,  the "Properties").
The leases generally are triple-net leases, with the lessees responsible for all
repairs and maintenance,  property taxes,  insurance and utilities.  As of March
31, 1999, the Partnership owned 38 Properties,  which included  interests in six
Properties owned by joint ventures in which the Partnership is a co-venturer and
two Properties owned with affiliates as tenants-in-common.

Liquidity and Capital Resources

         During the  quarters  ended  March 31, 1999 and 1998,  the  Partnership
generated  cash from  operations  (which  includes  cash  received from tenants,
distributions from joint ventures, and interest and other income received,  less
cash paid for expenses) of $564,831 and $586,084,  respectively. The decrease in
cash from  operations for the quarter ended March 31, 1999 is primarily a result
of  changes  in the  Partnership's  working  capital  and  changes in income and
expenses as described in "Results of Operations" below.

         Other  sources and uses of capital  included the  following  during the
quarter ended March 31, 1999.

         In  January  1999,  the  Partnership  used  $533,200  of the net  sales
proceeds  from the 1998 sale of the  Property  in  Naples,  Florida to acquire a
Property in  Zephyrhills,  Florida,  as  tenants-in-common  with CNL Income Fund
XVII, Ltd., an affiliate of the general partners. In connection  therewith,  the
Partnership and the affiliate entered into an agreement whereby each co-venturer
will  share in the  profits  and losses of the  Property  in  proportion  to its
applicable percentage interest. As of March 31, 1999, the Partnership owned a 76
percent  interest  in the  Property  in  Zephyrhills,  Florida.  The sale of the
Property in Naples,  Florida and the  reinvestment  of the net sales proceeds in
the Property in Zephyrhills,  Florida,  was structured to qualify as a like-kind
exchange transaction for federal income tax purposes.

         Currently, rental income from the Partnership's Properties are invested
in money market accounts or other short-term,  highly liquid investments pending
the  Partnership's  use of such  funds to pay  Partnership  expenses  or to make
distributions  to the partners.  At March 31, 1999, the Partnership had $689,011
invested in such short-term investments, as compared to $739,382 at December 31,
1998.  The funds  remaining at March 31, 1999 will be used to pay  distributions
and other liabilities.

         Total liabilities of the Partnership,  including distributions payable,
increased  to  $893,694 at March 31, 1999 from  $849,833 at December  31,  1998,
partially as a result of an increase in rents paid in advance at March 31, 1999.
In addition the increase in  liabilities at March 31, 1999 is partially a result
of the Partnership accruing transaction costs relating to the proposed Merger

<PAGE>


Liquidity and Capital Resources - Continued

with CNL American  Properties  Fund, Inc.  ("APF"),  as described  below.  Total
liabilities  at  March  31,  1999,  to the  extent  they  exceed  cash  and cash
equivalents  at March 31, 1999,  will be paid from future cash from  operations,
and in the event the general  partners elect to make  additional  contributions,
from general partners' contributions.

         Based on current and  anticipated  future cash from operations and, for
the  quarter  ended  March 31,  1998,  net sales  proceeds  from the sale of the
Properties in Fort Myers,  Florida and Union  Township,  Ohio,  the  Partnership
declared  distributions  to limited  partners of $600,000 and $1,833,748 for the
quarters  ended  March  31,  1999  and  1998,   respectively.   This  represents
distributions  of $10.00 and $30.56 per unit for the  quarters  ended  March 31,
1999 and 1998, respectively.  Distributions for the quarter ended March 31, 1998
included  $1,233,748 as a result of the  distribution of net sales proceeds from
the 1998 sale of the Properties in Ft. Myers, Florida and Union Township,  Ohio.
The reduced  number of  Properties  for which the  Partnership  receives  rental
payments, as well as ongoing operations, reduced the Partnership revenues during
1998 and is expected to reduce the  Partnership's  revenues in subsequent years.
The decrease in Partnership revenues,  combined with the fact that a significant
portion  of the  Partnership's  expenses  are  fixed in  nature,  resulted  in a
decrease in cash  distributions to the limited partners.  No distributions  were
made to the general  partners for the quarters ended March 31, 1999 and 1998. No
amounts  distributed  to the limited  partners for the quarters  ended March 31,
1999 and 1998 are  required to be or have been treated by the  Partnership  as a
return of capital for purposes of calculating  the limited  partners'  return on
their adjusted  capital  contributions.  The Partnership  intends to continue to
make distributions of cash available for distribution to the limited partners on
a quarterly basis.

         The Partnership's  investment strategy of acquiring Properties for cash
and  leasing  them under  triple-net  leases to  operators  who  generally  meet
specified financial  standards  minimizes the Partnership's  operating expenses.
The general partners believe that the leases will continue to generate cash flow
in excess of operating expenses.

         The general  partners have the right,  but not the obligation,  to make
additional capital  contributions if they deem it appropriate in connection with
the operations of the Partnership.

         On March 11, 1999, the  Partnership  entered into an Agreement and Plan
of Merger with CNL American Properties Fund, Inc. ("APF"), pursuant to which the
Partnership  would be merged with and into a subsidiary  of APF (the  "Merger").
APF is a real estate investment trust whose primary business is the ownership of
restaurant properties leased on a long-term,  "triple-net" basis to operators of
national and regional  restaurant  chains. APF has agreed to issue shares of its
common stock, par value $0.01 per share (the "APF Shares"), as consideration for
the Merger. As consideration  for the Merger,  APF has agreed to issue 2,668,016
APF Shares  which,  for the purposes of valuing the merger  consideration,  have
been valued by APF at $10.00 per APF Share,  the price paid by APF  investors in
three previous public offerings, the most recent of


<PAGE>


Liquidity and Capital Resources - Continued

which was completed in December 1998. In order to assist the general partners in
evaluating the proposed  merger  consideration,  the general  partners  retained
Valuation  Associates,  a nationally  recognized real estate  appraisal firm, to
appraise the Partnership's  restaurant  property  portfolio.  Based on Valuation
Associates'  appraisal,  the Partnership's  property  portfolio and other assets
were  valued  on a  going  concern  basis  (meaning  the  Partnership  continues
unchanged)  at  $26,259,630  as of December  31,  1998.  Legg Mason Wood Walker,
Incorporated has rendered a fairness  opinion that the APF Share  consideration,
payable by APF, is fair to the  Partnership  from a financial point of view. The
APF Shares are expected to be listed for trading on the New York Stock  Exchange
concurrently  with the  consummation  of the Merger,  and,  therefore,  would be
freely  tradable  at the option of the  former  limited  partners.  At a special
meeting of the  partners  that is  expected  to be held in the third  quarter of
1999, limited partners holding in excess of 50% of the Partnership's outstanding
limited  partnership  interests must approve the Merger prior to consummation of
the  transaction.  If the limited  partners at the special  meeting  approve the
Merger,  APF will own the  Properties and other assets of the  Partnership.  The
general   partners  intend  to  recommend  that  the  limited  partners  of  the
Partnership  approve the Merger.  In connection with their  recommendation,  the
general partners will solicit the consent of the limited partners at the special
meeting.  If the limited  partners reject the Merger,  the Partnership will bear
the portion of the  transaction  costs based upon the  percentage of "For" votes
and the general partners will bear the portion of such  transaction  costs based
upon the percentage of "Against" votes and abstentions.

         On May 5,  1999,  four  limited  partners  in several of the CNL Income
Funds filed a lawsuit  against the general  partners and APF in connection  with
the  proposed  Merger  (see Part II - Item 1. Legal  Proceedings).  The  general
partners and APF believe that the lawsuit is without  merit and intend to defend
vigorously against the claims.  Because the lawsuit was so recently filed, it is
premature to further comment on the lawsuit at this time.

Results of Operations

         During the quarter  ended March 31,  1998,  the  Partnership  owned and
leased 34 wholly owned Properties (which included two Properties, one in each of
Union Township, Ohio and Fort Myers, Florida, which were sold in March 1998) and
during the quarter  ended March 31, 1999,  the  Partnership  owned and leased 30
wholly owned  Properties,  generally to operators of fast-food and  family-style
restaurant chains. In connection therewith,  during the quarters ended March 31,
1999 and 1998, the Partnership  earned $527,659 and $571,885,  respectively,  in
rental income from operating  leases and earned income from the direct financing
leases from these  Properties.  The decrease in rental and earned income for the
quarter ended March 31, 1999 was primarily due to the sale of the  Properties in
Fort Myers, Florida and Union Township, Ohio in March 1998, and the 1998 sale of
the Property in Naples,  Florida in  September  1998.  During the quarter  ended
March 31, 1999, the Partnership used the net sales proceeds from the sale of the
Property in Naples,  Florida to acquire a Property in Zephyrhills,  Florida,  as
tenants-in-common  with CNL Income Fund XVII,  Ltd., an affiliate of the general
partners.  Rental and earned income are expected to remain at reduced amounts as
a result of  distributing  the net  sales  proceeds  from the 1998  sales of the
Properties  in Fort  Myers,  Florida  and Union  Township,  Ohio to the  limited
partners.


<PAGE>


Results of Operations - Continued

         The decrease in rental and earned income during the quarter ended March
31, 1999,  was partially  offset by the fact that during the quarter ended March
31, 1999,  the  Partnership  collected and recognized as income a portion of the
past due rental  amounts owed from the former tenant of the Property  located in
Palm Bay,  Florida,  for which the  Partnership  had  previously  established an
allowance  for doubtful  accounts.  The former  tenant  vacated this Property in
October 1997 and the  Partnership  had been pursuing  collection of the past due
rental amounts.  The  Partnership  received the past due rental amounts from the
former tenant's guarantor in accordance with a settlement  agreement between the
Partnership and the former tenant's guarantor to collect some of the amounts due
to the  Partnership  from the former tenant of this Property.  In addition,  the
decrease in rental and earned  income  during the quarter  ended March 31, 1999,
was partially offset by an increase in rental and earned income, due to the fact
that,  in February  1998,  the  Partnership  entered into a new lease with a new
tenant for this Property.

         During the  quarters  ended  March 31, 1999 and 1998,  the  Partnership
earned $8,243 and $21,661,  respectively,  in contingent  rental income from the
Partnership's wholly owned Properties.  The decrease in contingent rental income
during the quarter  ended March 31, 1999, as compared to the quarter ended March
31, 1998,  is primarily  due to a decrease in gross sales of certain  restaurant
Properties, the leases of which require the payment of contingent rental income.

         In October  1998,  the tenant of one Boston Market  Property  filed for
bankruptcy. As of April 30, 1999, the Partnership had continued receiving rental
payments  relating to this lease.  While the tenant has not rejected or affirmed
the lease,  there can be no assurance that the lease will not be rejected in the
future.  The lost revenues resulting from the rejection of this lease could have
an  adverse  effect on the  results  of  operations  of the  Partnership  if the
Partnership is not able to re-lease this Property in a timely manner.

         During the quarter ended March 31, 1998, the Partnership also owned and
leased five Properties  indirectly  through joint venture  arrangements  and one
Property as  tenants-in-common  with affiliates of the general partners.  During
the  quarter  ended  March  31,  1999,  the  Partnership  owned and  leased  six
Properties   through  joint   venture   arrangements   and  two   Properties  as
tenants-in-common  with  affiliates  of  the  general  partners.  In  connection
therewith,  during the quarters ended March 31, 1999 and 1998,  the  Partnership
earned $73,674 and $42,174, respectively,  attributable to the net income earned
by these joint ventures.  The increase in net income earned by joint ventures is
partially due to the fact that in September 1998 the Partnership  reinvested net
sales proceeds from the 1998 sale of its Property in Leesburg, Florida in Warren
Joint Venture and the fact that in January 1999, the Partnership  reinvested net
sales  proceeds  from the 1998 sale of its  Property  in  Naples,  Florida  in a
Property in Zephyrhills,  Florida, as tenants-in-common with an affiliate of the
general  partners.  In addition,  net income earned by joint ventures during the
quarter ended March 31, 1998, was less than that earned during the quarter ended
March 31, 1999,  due to the fact that Auburn Joint  Venture  adjusted  estimated
contingent rental amounts accrued at December 31, 1997, to actual amounts during
the quarter ended March 31, 1998.


<PAGE>


Results of Operations - Continued

         Operating  expenses,  including  depreciation  and  amortization,  were
$206,661  and  $192,420  for  the  quarters  ended  March  31,  1999  and  1998,
respectively. The increase in operating expenses for the quarter ended March 31,
1999,  as  compared  to March 31,  1998,  was  partially  due to an  increase in
operating expenses for the quarter ended March 31, 1999 due to the fact that the
Partnership  incurred  $33,018  in  transaction  costs  related  to the  general
partners retaining financial and legal advisors to assist them in evaluating and
negotiating  the proposed  Merger with APF, as described above in "Liquidity and
Capital  Resources." If the limited partners reject the Merger,  the Partnership
will bear the  portion of the  transaction  costs based upon the  percentage  of
"For" votes and the general  partners will bear the portion of such  transaction
costs based upon the percentage of "Against" votes and abstentions. The increase
in operating  expenses for the quarter  ended March 31, 1999, as compared to the
quarter ended March 31, 1998, is partially  offset by a decrease in depreciation
expense which resulted from the sale of four Properties in 1998.

         As a result of the sales of the  Properties in Fort Myers,  Florida and
Union Township,  Ohio, the  Partnership  recognized a total gain of $120,915 for
financial  reporting  purposes  during the  quarter  ended  March 31,  1998.  No
Properties were sold during the quarter ended March 31, 1999.

Year 2000 Readiness Disclosure

         The Year  2000  problem  concerns  the  inability  of  information  and
non-information  technology  systems to  properly  recognize  and  process  date
sensitive  information beyond January 1, 2000. The Partnership does not have any
information or  non-information  technology  systems.  The general  partners and
affiliates  of the general  partners  provide all services  requiring the use of
information  and  non-information  technology  systems  pursuant to a management
agreement  with  the  Partnership.  The  information  technology  system  of the
affiliates of the general partners  consists of a network of personal  computers
and servers built using  hardware and software from  mainstream  suppliers.  The
non-information technology systems of the affiliates of the general partners are
primarily  facility related and include building  security  systems,  elevators,
fire suppressions,  HVAC, electrical systems and other utilities. The affiliates
of the general partners have no internally  generated programmed software coding
to correct,  because  substantially  all of the software utilized by the general
partners and  affiliates is purchased or licensed from external  providers.  The
maintenance  of   non-information   technology   systems  at  the  Partnership's
Properties is the  responsibility of the tenants of the Properties in accordance
with the terms of the Partnership's leases.

         In early 1998, the general  partners and affiliates  formed a Year 2000
committee  (the "Y2K Team") for the purpose of  identifying,  understanding  and
addressing the various  issues  associated  with the Year 2000 problem.  The Y2K
Team  consists of the general  partners and members from the  affiliates  of the
general partners, including representatives from senior management,  information
systems,  telecommunications,  legal, office management, accounting and property
management. The Y2K Team's initial step in assessing the Partnership's Year 2000
readiness  consists of  identifying  any systems  that are  date-sensitive  and,
accordingly, could have

<PAGE>


Year 2000 Readiness Disclosure - Continued

potential  Year 2000  problems.  The Y2K Team is in the  process  of  conducting
inspections, interviews and tests to identify which of the Partnership's systems
could have a potential Year 2000 problem.

         The  information  system of the  affiliates of the general  partners is
comprised of hardware  and  software  applications  from  mainstream  suppliers.
Accordingly, the Y2K Team is in the process of contacting the respective vendors
and  manufacturers  to verify the Year 2000  compliance  of their  products.  In
addition,  the Y2K Team has also requested and is evaluating  documentation from
other   companies  with  which  the  Partnership  has  a  material  third  party
relationship,   including  the   Partnership's   tenants,   vendors,   financial
institutions and the  Partnership's  transfer agent. The Partnership  depends on
its  tenants  for  rents  and  cash  flows,   its  financial   institutions  for
availability  of cash and its  transfer  agent to  maintain  and track  investor
information.  The Y2K Team has also  requested and is  evaluating  documentation
from the  non-information  technology systems providers of the affiliates of the
general  partners.  Although the general  partners  continue to receive positive
responses  from the  Companies  with  which  the  Partnership  has  third  party
relationships regarding their Year 2000 compliance,  the general partners cannot
be assured that the  tenants,  financial  institutions,  transfer  agent,  other
vendors and system  providers have adequately  considered the impact of the Year
2000. The general  partners are not able to measure the effect on the operations
of the Partnership of any third party's failure to adequately address the impact
of the Year 2000.

         The general  partners and their  affiliates  have  identified  and have
implemented  upgrades for certain hardware equipment.  In addition,  the general
partners and their  affiliates have  identified  certain  software  applications
which will require upgrades to become Year 2000 compliant.  The general partners
expect all of these upgrades,  as well as any other necessary  remedial measures
on the  information  technology  systems  used in the  business  activities  and
operations of the Partnership,  to be completed by September 30, 1999, although,
the general  partners cannot be assured that the upgrade  solutions  provided by
the vendors have addressed all possible Year 2000 issues.  The general  partners
do not  expect  the  aggregate  cost of the Year 2000  remedial  measures  to be
material to the results of operations of the Partnership.

         The general  partners and affiliates have received  certification  from
the  Partnership's  transfer  agent  of its  Year  2000  compliance.  Due to the
material  relationship of the Partnership  with its transfer agent, the Y2K Team
is evaluating the Year 2000  compliance of the systems of the transfer agent and
expects to have the  evaluation  completed  by September  30, 1999.  Despite the
positive  response  from the transfer  agent and the  evaluation of the transfer
agent's system by the Y2K Team, the general  partners cannot be assured that the
transfer  agent has addressed  all possible Year 2000 issues.  In the event that
the  systems of the  transfer  agent are not Year 2000  compliant,  the  general
partners and their  affiliates  would have to allocate  resources to  internally
perform  the  functions  of the  transfer  agent.  The  general  partners do not
anticipate  that the additional  cost of these  resources  would have a material
impact on the Partnership.



<PAGE>


Year 2000 Readiness Disclosure - Continued

         Based upon the progress the general  partners and affiliates  have made
in  addressing  the Year 2000 issues and their plan and timeline to complete the
compliance  program,  the  general  partners do not  foresee  significant  risks
associated  with Year 2000  compliance  at this time.  The general  partners and
their affiliates plan to address their significant Year 2000 issues prior to the
Partnership  being  affected  by them;  therefore,  they  have not  developed  a
comprehensive  contingency  plan.  However,  if the general  partners  and their
affiliates identify significant risks related to their Year 2000 compliance,  or
if their progress deviates from the anticipated  timeline,  the general partners
and their affiliates will develop  contingency plans as deemed necessary at that
time.

ITEM 3.           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.



<PAGE>


                           PART II. OTHER INFORMATION



Item 1.       Legal Proceedings.

              On May 5, 1999, four limited partners in several of the CNL Income
              Funds  filed a  lawsuit,  Jon Hale,  Mary J.  Hewitt,  Charles  A.
              Hewitt, and Gretchen M. Hewitt v. James M. Seneff,  Jr., Robert A.
              Bourne, CNL Realty Corporation,  and CNL American Properties Fund,
              Inc., Case No.  CIO-99-0003561,  in the Circuit Court of the Ninth
              Judicial  Circuit of Orange  County,  Florida,  alleging  that the
              Messrs.  Seneff and Bourne and CNL Realty Corporation,  as general
              partners of the CNL Income Funds,  breached their fiduciary duties
              and  violated  the  provisions  of certain of the CNL Income  Fund
              partnership agreements in connection with the proposed acquisition
              of the  CNL  Income  Funds  by APF.  The  plaintiffs  are  seeking
              unspecified damages and equitable relief. The general partners and
              APF believe that the lawsuit is without merit and intend to defend
              vigorously  against  such  claims.  Because  the  lawsuit  was  so
              recently  filed, it is premature to further comment on the lawsuit
              at this time.

Item 2.       Changes in Securities.  Inapplicable.

Item 3.       Defaults upon Senior Securities.  Inapplicable.

Item 4.       Submission of Matters to a Vote of Security Holders. Inapplicable.

Item 5.       Other Information.  Inapplicable.

Item 6.       Exhibits and Reports on Form 8-K.

               (a)  Exhibits

                     2.1        Agreement  and Plan of Merger by and between the
                                Registrant  and CNL  American  Properties  Fund,
                                Inc.  ("APF")  dated  March 11,  1999  (filed as
                                Appendix B to the Prospectus  Supplement for the
                                Registrant,   constituting   a   part   of   the
                                Registration  Statement of APF on Form S-4, File
                                No. 74329.)

                     3.1        Certificate of Limited Partnership of CNL Income
                                Fund  IV,  Ltd.  (Included  as  Exhibit  3.1  in
                                Amendment  No. 1 to  Registration  Statement No.
                                33-20249 on Form S-11 and incorporated herein by
                                reference.)

                     3.2        Amended and Restated  Agreement and  Certificate
                                of Limited  Partnership  of CNL Income  Fund IV,
                                Ltd. (Included as Exhibit 3.2 to Form 10-K filed
                                with the Securities  and Exchange  Commission on
                                March  31,  1994,  and  incorporated  herein  by
                                reference.)


<PAGE>



                     4.1        Certificate of Limited Partnership of CNL Income
                                Fund  IV,  Ltd.  (Included  as  Exhibit  3.1  in
                                Amendment  No. 1 to  Registration  Statement No.
                                33-20249 on Form S-11 and incorporated herein by
                                reference.)

                     4.2        Amended and Restated  Agreement and  Certificate
                                of Limited  Partnership  of CNL Income  Fund IV,
                                Ltd. (Included as Exhibit 3.2 to Form 10-K filed
                                with the Securities  and Exchange  Commission on
                                March  31,  1994,  and  incorporated  herein  by
                                reference.)

                     10.1       Property   Management   Agreement  (Included  as
                                Exhibit   10.1  to  Form  10-K  filed  with  the
                                Securities and Exchange  Commission on March 31,
                                1994, and incorporated herein by reference.)

                     10.2       Assignment of Property Management Agreement from
                                CNL  Investment   Company  to  CNL  Income  Fund
                                Advisors, Inc. (Included as Exhibit 10.2 to Form
                                10-K  filed  with the  Securities  and  Exchange
                                Commission on March 30, 1995,  and  incorporated
                                herein by reference.)

                     10.3       Assignment of Property Management Agreement from
                                CNL  Income  Fund  Advisors,  Inc.  to CNL  Fund
                                Advisors, Inc. (Included as Exhibit 10.3 to Form
                                10-K  filed  with the  Securities  and  Exchange
                                Commission  on April 1, 1996,  and  incorporated
                                herein by reference.)

                     27         Financial Data Schedule (Filed herewith.)

               (b)  Reports on Form 10-K

                      Current  Report on Form 8-K dated March 11, 1999 and filed
                      March 12,  1999,  describing  the  proposed  Merger of the
                      Partnership  with and into a  subsidiary  of CNL  American
                      Properties Fund, Inc.





<PAGE>




                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

         DATED this 14th day of May, 1999.


                 CNL INCOME FUND IV, LTD.

                         By: CNL REALTY CORPORATION
                             General Partner


                             By:   /s/ James M. Seneff, Jr.
                                   ------------------------------------------
                                   JAMES M. SENEFF, JR.
                                   Chief Executive Officer
                                   (Principal Executive Officer)


                             By:   /s/ Robert A. Bourne
                                   ------------------------------------------
                                   ROBERT A. BOURNE
                                   President and Treasurer
                                   (Principal Financial and
                                   Accounting Officer)