UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549-1004

                                    Form 10-Q


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


                  For the Quarterly Period Ended June 30, 2001


                          Commission file number 1-9259


                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)


     CALIFORNIA                                             94-3008908
_______________________                     ____________________________________
(State of Organization)                     (I.R.S. Employer Identification No.)


555 CALIFORNIA STREET, 4TH FLOOR, SAN FRANCISCO, CA.                  94104
____________________________________________________                __________
    (Address of principal executive offices)                        (Zip Code)

                                 (415) 765-1814
              ____________________________________________________
              (Registrant's telephone number, including area code)


         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
                                             ___





                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================







                                    I N D E X


                                                                        Page No.

Part I - Financial Information:

             Item 1.     Financial Statements

                         Balance Sheets --
                           June 30, 2001 and December 31, 2000.................3

                         Statements of Income --
                           Three and six months ended June 30,
                           2001 and 2000.......................................4

                         Statements of Cash Flows
                           Six months ended June 30, 2001 and 2000.............5

                         Notes to Financial Statements.........................6

             Item 2.     Management's Discussion and Analysis of
                           Financial Condition and Results of Operations.......7

             Item 3.     Quantitative and Qualitative Disclosures
                           about Market Risk...................................8

Part II - Other Information:

             Item 6.     Exhibits and Reports on Form 8-K......................9
                         Signatures...........................................10








                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================

                                 BALANCE SHEETS


                                                      JUNE 30,
                                                         2001       DECEMBER 31,
(IN THOUSANDS EXCEPT UNIT DATA)                      (UNAUDITED)        2000
________________________________________________________________________________

ASSETS

Cash                                                  $     85         $     17
Finance leases - net                                    48,696           61,657
Operating leases - net                                   8,383               0
Prepaid expenses and other assets                          105              162
                                                      --------         --------

          Total assets                                $ 57,269         $ 61,836
                                                      ========         ========


LIABILITIES AND PARTNERS' EQUITY

LIABILITIES

Distribution payable to partners                      $  1,757         $  2,102
Accounts payable and accrued liabilities                   802              468
Taxes Payable                                                3              139
Long-term notes payable                                  5,436            7,992
                                                      --------         --------

          Total liabilities                              7,998           10,701
                                                      --------         --------


COMMITMENTS AND CONTINGENCIES

PARTNERS' EQUITY

Limited partners (4,625,000 units outstanding)          48,778           50,624
General partner                                            493              511
                                                      --------         --------

          Total partners' equity                        49,271           51,135
                                                      --------         --------

          Total liabilities and partners' equity      $ 57,269         $ 61,836
                                                      ========         ========


_____________________________________________________
See NOTES TO CONDENSED FINANCIAL STATEMENTS


                                       3








                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================

                              STATEMENTS OF INCOME


                                            THREE MONTHS ENDED        SIX MONTHS ENDED
(UNAUDITED; IN THOUSANDS                         JUNE 30,                 JUNE 30,
_______________________________________________________________________________________
EXCEPT PER UNIT AMOUNTS)                      2001        2000       2001         2000
                                                                    

REVENUES

Finance lease income                        $ 1,235     $ 1,712     $ 2,771     $ 3,483
Operating lease rentals                         246           0         246           0
Other income                                      9           0          23           0
                                            -------     -------     -------     -------

          Total revenues                      1,490       1,712       3,040       3,483
                                            -------     -------     -------     -------


EXPENSES

Interest                                        149         238         323         501
Depreciation - operating leases                 145           0         145           0
Management fee - general partner                142         152         288         305
Investor reporting                               87          79         193         158
General and administrative                       37          41          53          83
Tax on gross income                             184         137         369         274
                                            -------     -------     -------     -------

          Total expenses                        744         647       1,371       1,321
                                            -------     -------     -------     -------


Net Income                                  $   746     $ 1,066     $ 1,669     $ 2,162
                                            =======     =======     =======     =======

Net Income Allocated To:

General Partner                             $     7     $    11     $   17      $    22
                                            =======     =======     =======     =======

Limited Partners                            $   739     $ 1,055     $ 1,652     $ 2,140
                                            =======     =======     =======     =======

Net Income Per Limited Partnership Unit     $  0.16     $  0.23     $  0.36     $  0.46
                                            =======     =======     =======     =======




_____________________________________________________
See NOTES TO CONDENSED FINANCIAL STATEMENTS


                                       4









                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================

                            STATEMENTS OF CASH FLOWS



                                                                         SIX MONTHS ENDED
                                                                             JUNE 30,
(UNAUDITED; IN THOUSANDS)                                             2001         2000
__________________________________________________________________________________________
                                                                             

CASH FLOWS FROM OPERATING ACTIVITIES
Net Income                                                          $ 1,669        $ 2,162
Adjustments to reconcile net income to net cash provided
by operating activities:
Operating lease depreciation                                            145              0
Increase/(Decrease) in accounts payable and accrued liabilities         334           (105)
Decrease in taxes payable                                              (136)            (3)
Increase in accounts receivable                                         (90)             0
Decrease in prepaid expenses and other assets                            57             57
                                                                    -------        -------
  Net cash provided by operating activities                           1,979          2,111
                                                                    -------        -------

CASH FLOWS FROM INVESTING ACTIVITIES

Rental receipts in excess of earned finance lease income              4,522          4,291
                                                                    -------        -------

  Net cash provided by investing activities                           4,522          4,291
                                                                    -------        -------


CASH FLOWS FROM FINANCING ACTIVITIES

Borrowings/(repayments) under lines of credit, net                   (1,765)        (1,353)
Repayment of long-term notes payable                                   (791)        (1,018)
Distributions paid to partners                                       (3,877)        (4,017)
                                                                    -------        -------

  Net cash used by financing activities                              (6,433)        (6,388)
                                                                    -------        -------

Increase (decrease) in cash                                              68             14
Cash at beginning of period                                              17              2
                                                                    -------        -------

  Cash at end of period                                             $    85        $    16
                                                                    =======        =======


ADDITIONAL INFORMATION

Interest paid                                                       $   310        $   477
                                                                    =======        =======




_____________________________________________________
See NOTES TO CONDENSED FINANCIAL STATEMENTS


                                       5







                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================


                          NOTES TO FINANCIAL STATEMENTS





1.   SIGNIFICANT ACCOUNTING POLICIES

     BASIS OF PRESENTATION - The accompanying unaudited financial statements
     reflect all adjustments (consisting only of normal recurring adjustments)
     which are, in the opinion of the Partnership's management, necessary for a
     fair presentation of the financial position and results of operations for
     the presented periods. The results of operations for such interim periods
     are not necessarily indicative of results of operations for a full year.
     The December 31, 2000 balance sheet included herein is taken from the
     audited financial statements included in the Partnership's Annual Report
     and incorporated by reference in the Form 10-K for the year ended December
     31, 2000. The statements should be read in conjunction with the
     Organization and Significant Accounting Policies and other notes to
     financial statements included in the Partnership's Annual Report for the
     year ended December 31, 2000.

2.   NET INCOME PER LIMITED PARTNERSHIP UNIT
     ---------------------------------------

     Net Income Per Limited Partnership Unit is computed by dividing the net
     income allocated to the Limited Partners by the weighted average of the
     units outstanding (4,625,000).

3.   INCOME TAXES
     ------------

    In January 1998, the Partnership made an election to pay an annual combined
     federal and state tax at the Partnership level of 4.5% tax on its
     applicable gross income beginning January 1, 1998. The election was made in
     order to avoid a limitation on the public trading of the Partnership's
     units.


                                       6





                 AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
                 ===============================================


                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


LIQUIDITY AND CAPITAL RESOURCES

The Partnership presently has three long-term debt facilities. At June 30, 2001,
the following amounts were outstanding: $3.7 million on a 7.4% non-recourse note
collateralized by one aircraft leased to FedEx; $1.3 million on a 9.35%
non-recourse note collateralized by one aircraft on lease to American Airlines;
and $0.5 million on a variable rate revolving loan facility expiring September
30, 2001 and guaranteed by the Partnership and collateralized by two aircraft on
lease to USAirways. At June 30, 2001 approximately $3.2 million remains
available under the revolving loan facility.

At June 30, 2001, long-term borrowings of $5.4 million represented 4.5% of the
original cost of the aircraft presently owned by the partnership, including
capital expenditures for upgrades. The terms of the Limited Partnership
Agreement permit debt to be at a level not exceeding 50% of such cost.

Cash distributions paid in the first six months of 2001 were $0.83 per limited
partnership unit, representing the regular 2000 fourth-quarter cash distribution
of $0.45 per unit and the regular 2001 first-quarter cash distribution of $0.38
per unit.

In June 2001, the Partnership declared a second-quarter 2001 cash distribution
of $0.38 per unit totaling $1,775,252 payable on August 15, 2001 to unitholders
of record on June 29, 2001. Since this distribution and the first-quarter 2001
distribution were in excess of earnings, Partnership equity declined to $49.3
million at June 30, 2001 from $51.1 million at December 31, 2000, and limited
partner equity per unit declined to $10.55. The portion of the distribution in
excess of net income constitutes a return of capital. The 2000 second-quarter
cash distribution was $0.45 per unit.

RESULTS OF OPERATIONS

The Partnership earned $746,000 in the second quarter ended June 30, 2001, a
decrease of $320,000 from last year's second quarter earnings of $1,066,000.
Revenues for the 2001 second-quarter were $1,490,000, compared with last year's
second quarter revenues of $1,712,000.

Net income for the first six months of 2001 was $1,669,000, a decrease of
$493,000 compared with $2,162,000 for the first six months of 2000. Revenues for
the six-month period were $3,040,000, compared with $3,483,000 for the first six
months of 2000.

The decline in net income is primarily due to lower net lease income resulting
from the scheduled decline in finance lease income in 2001 as the balances due
from the lessees continued to decline, and from the lower rent received under
the lease recently assumed by American Airlines from TWA.

Expenses for the first-half of 2001 were $1,371,000, an increase of $50,000 from
$1,321,000 for the comparable 2000 period. The slight increase in expenses is
primarily due to the operating lease depreciation expense of $145,000 associated
with the recently assumed lease by American Airlines from TWA, and an increase
in tax payments, partially offset by lower interest expense. In 2000, no
operating lease depreciation was recorded, as the lease assumed by American
Airlines was previously classified as a finance lease.


                                       7





PORTFOLIO MATTERS

As of June 30, 2001 the Partnership's portfolio consisted of six MD 82s aircraft
(five on lease to US Airways and one on lease to American Airlines), and one
727-200 FH aircraft (on lease to FedEx).

On April 9, 2001 the Partnership entered into an agreement with American
Airlines completing the assumption by American Airlines of the aircraft
previously on lease to TWA, subject to a reduced monthly rent and an extension
of the lease expiration date from 2002 to 2009.

The leases of the Partnership's five MD-82 aircraft to US Airways expire on
September 30, 2001, at which time US Airways will be required to return the
aircraft. The Partnership has been marketing the aircraft to others for either
sale or a new lease since April 1, 2001, when US Airways declined to renew the
leases for the aircraft. In the Partnership's experience, under normal market
conditions, it often takes more than six months to remarket aircraft. While the
Partnership has identified a level of interest in these aircraft, it has not
received an attractive offer at this time and therefore continues its marketing
efforts. Since quarterly distributions are made in part from cash available from
operations, if the aircraft are not sold or leased when the aircraft are
returned, distributions could be adversely impacted.

As the leases for the aircraft in the Partnership's portfolio near their
maturity, distributions will depend more on the residual value of the aircraft
than on the rental payment obligation from existing lessees (the booked residual
value for the entire portfolio is $8.97 per unit). Although the Partnership has
consistently sold aircraft at prices in excess of book value, aircraft values
depend on the supply and demand for aircraft, economic conditions, and other
factors. The Partnership's initial feedback from marketing the aircraft leased
to US Airways indicates that market conditions have softened somewhat.
Consequently, the Partnership cannot determine precisely either the proceeds
available from or the timing of a sale or release of the aircraft.

FORWARD-LOOKING STATEMENTS

The information set forth in this quarterly report contains certain
forward-looking statements, which reflect the current view of the partnership
with respect to future events and financial performance. The words, "expect",
"intend", "believe", "anticipate", "likely" and "will" and similar expressions
generally identify forward-looking statements. These statements are subject to
certain risks and uncertainties, which could cause actual results, and events to
differ materially from those anticipated in the forward-looking statements.

Factors that could cause the partnership's actual results to differ from current
expectations include, among others, changes in the aircraft or aircraft leasing
market, economic downturn in the airline industry, default by lessees under
leases causing the partnership to incur uncontemplated expenses or not to
receive rental income as and when expected, changes in interest rates and
legislative or regulatory changes that adversely affect the value of aircraft.

           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


The General Partner believes there has been no material change in the
Partnership's exposure to market risk from that discussed in the Partnership's
Annual Report on Form 10-k for the year ended December 31, 2000.


                                       8





                           PART II. OTHER INFORMATION


Item 6.    EXHIBITS AND REPORTS ON FORM 8-K


           (a) Exhibits
               10.52 Assignment, Assumption and Amendment Agreement dated
               April 9, 2001 among Trans World Airlines, Inc., American
               Airlines, Inc., The registrant and First Security Bank, National
               Association, as Owner Trustee.

           (b) The Partnership did not file any reports on Form 8-k during the
               quarter ended June 30, 2001.


                                       9





                                   SIGNATURES


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



                                         AIRLEASE LTD., A CALIFORNIA LIMITED
                                         PARTNERSHIP

                                         By:  Airlease Management Services, Inc.
                                              General Partner


JULY 20, 2001                            By:  /s/ DAVID B. GEBLER
-------------------                         ------------------------------------
Date                                          David B. Gebler
                                              Chairman, Chief Executive Officer
                                              and President


JULY 20, 2001                            By:  /s/ ROBERT A. KEYES
-------------------                         ------------------------------------
Date                                          Robert A. Keyes
                                              Chief Financial Officer


                                       10