TEXTAINER EQUIPMENT INCOME FUND IV L P
10-Q, 1998-08-13
EQUIPMENT RENTAL & LEASING, NEC
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                    TEXTAINER FINANCIAL SERVICES CORPORATION
                        650 California Street, 16th Floor
                             San Francisco, CA 94108


August 13, 1998


Securities and Exchange Commission
Washington, DC  20549

Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting  herewith for filing on behalf of Textainer Equipment Income Fund IV,
L.P. (the "Company") the Company's  Quarterly  Report on Form 10Q for the Second
Quarter ended June 30, 1998.

This filing is being effected by direct  transmission to the Commission's  EDGAR
System.

Sincerely,

Nadine Forsman
Controller
<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549



                                    FORM 10Q



                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                  For the quarterly period ended June 30, 1998


                         Commission file number 0-21228


                    TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                        A California Limited Partnership
             (Exact name of Registrant as specified in its charter)


           California                                           94-3147432
    (State or other jurisdiction                               (IRS Employer
  of incorporation or organization)                          Identification No.)

   650 California Street, 16th Floor
          San Francisco, CA                                       94108
(Address of Principal Executive Offices)                        (ZIP Code)

                                 (415) 434-0551
              (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 [ ]

<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Quarterly Report on Form 10Q for the
Quarter Ended June 30, 1998

Table of Contents
- -------------------------------------------------------------------------------------------------------------------



                                                                                                               Page
<S><C>                                                                                                         <C>
Item 1.   Financial Statements

          Balance Sheets - June 30, 1998 (unaudited) and December 31, 1997..................................    3


          Statements of Earnings for the three and six months
          ended June 30, 1998 and 1997 (unaudited)..........................................................    4


          Statements of Partners' Capital for the six months
          ended June 30, 1998 and 1997 (unaudited)..........................................................    5


          Statements of Cash Flows for the six months
          ended June 30, 1998 and 1997 (unaudited)..........................................................    6


          Notes to Financial Statements (unaudited).........................................................    8


Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations.........................................................................   13




</TABLE>
<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Balance Sheets

June 30, 1998 and December 31, 1997
(Amounts in thousands)
- ----------------------------------------------------------------------------------------------------------------

                                                                                  1998                1997
                                                                              -------------       --------------
                                                                               (unaudited)
<S><C>                                                                       <C>                 <C>
Assets
Container rental equipment, net of accumulated
   depreciation of $39,356 (1997:  $36,080)                                 $       85,678      $        90,205
Cash                                                                                 1,598                  664
Accounts receivable, net of allowance for doubtful
   accounts of $656 (1997:  $1,433) (note 8)                                         4,677                5,020
Due from affiliates, net (note 6)                                                      383                    -
Prepaid expenses                                                                       137                  195
                                                                              -------------       --------------

                                                                            $       92,473      $        96,084
                                                                              =============       ==============

Liabilities and Partners' Capital
Liabilities:
   Accounts payable                                                         $          531      $           478
   Accrued liabilities                                                                  96                   88
   Accrued recovery costs (note 2)                                                      82                  139
   Accrued damage protection plan costs (note 3)                                       396                  405
   Warranty claims (note 4)                                                            507                  537
   Due to affiliates, net (note 6)                                                       -                  791
   Deferred quarterly distribution                                                     195                  202
                                                                              -------------       --------------

      Total liabilities                                                              1,807                2,640
                                                                              -------------       --------------

Partners' capital:
   General partners                                                                      -                    -
   Limited partners                                                                 90,666               93,444
                                                                              -------------       --------------

      Total partners' capital                                                       90,666               93,444
                                                                              -------------       --------------

Commitments (note 10)
                                                                            $       92,473      $        96,084
                                                                              =============       ==============

See accompanying notes to financial statements

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Earnings

For the three and six months ended June 30, 1998 and 1997
(Amounts in thousands except for unit and per unit amounts) 
(unaudited)
- ------------------------------------------------------------------------------------------------------------------------------------

                                                            Three months       Three months          Six months           Six months
                                                                   Ended              Ended               Ended                Ended
                                                           June 30, 1998      June 30, 1997       June 30, 1998        June 30, 1997
                                                        -----------------   ----------------   -----------------    ----------------
<S> <C>                                               <C>                 <C>                <C>                   <C>              
Rental income                                         $            5,369  $           5,166  $           11,112    $          10,339
                                                        -----------------   ----------------   -----------------    ----------------

Costs and expenses:
   Direct container expenses                                       1,136              1,219               2,516                2,211
   Bad debt (benefit) expense                                       (145)               162                (131)                 167
   Depreciation and amortization                                   1,870              1,864               3,744                3,738
   Professional fees                                                  12                  9                  19                   17
   Management fees to affiliates (note 6)                            505                494                 992                  989
   General and administrative costs to affiliates (note 6)           307                348                 658                  707
   Other general and administrative costs                             38                 54                  95                  110
                                                        -----------------   ----------------   -----------------     ---------------
                                                                   3,723              4,150               7,893                7,939
                                                        -----------------   ----------------   -----------------     ---------------
   Income from operations                                          1,646              1,016               3,219                2,400
                                                        -----------------   ----------------   -----------------     ---------------

Other income:
   Interest income, net                                               22                 15                  27                   39
   Gain on sale of containers                                          9                 95                 242                  156
                                                        -----------------   ----------------   -----------------     ---------------
                                                                      31                110                 269                  195
                                                        -----------------   ----------------   -----------------     ---------------

   Net earnings                                       $            1,677  $           1,126  $            3,488    $           2,595
                                                        =================   ================   =================     ===============

Allocation of net earnings (note 6):
   General partners                                   $               32  $              34  $               65    $              68
   Limited partners                                                1,645              1,092               3,423                2,527
                                                        -----------------   ----------------   -----------------     ---------------
                                                      $            1,677  $           1,126  $            3,488    $           2,595
                                                        =================   ================   =================     ===============
Limited partners' per unit share
   of net earnings                                    $             0.24  $            0.16  $             0.50    $            0.37
                                                        =================   ================   =================     ===============

Limited partners' per unit share
   of distributions                                   $             0.45  $            0.47  $             0.91    $            0.95
                                                        =================   ================   =================     ===============

Weighted average number of limited
   partnership units outstanding                               6,827,168          6,827,168           6,827,168            6,827,168
                                                        =================   ================   =================     ===============



See accompanying notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Partners' Capital

For the six months ended June 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
- ----------------------------------------------------------------------------------------------------------------------------------

                                                                                             Partners' Capital
                                                                          --------------------------------------------------------
                                                                            General               Limited               Total
                                                                          -------------        --------------        -------------
<S><C>                                                                   <C>                 <C>                    <C>
Balances at January 1, 1997                                             $            -       $       100,906       $      100,906

Distributions                                                                      (68)               (6,486)              (6,554)

Redemptions (note 9)                                                                 -                  (104)                (104)

Net earnings                                                                        68                 2,527                2,595
                                                                          -------------        --------------        -------------

Balances at June 30, 1997                                               $            -       $        96,843       $       96,843
                                                                          =============        ==============        =============

Balances at January 1, 1998                                             $            -       $        93,444       $       93,444

Distributions                                                                      (65)               (6,201)              (6,266)

Net earnings                                                                        65                 3,423                3,488
                                                                          -------------        --------------        -------------

Balances at June 30, 1998                                               $            -       $        90,666       $       90,666
                                                                          =============        ==============        =============


See accompanying notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Cash Flows

For the six months ended June 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
- ----------------------------------------------------------------------------------------------------------------------------

                                                                                              1998                 1997
                                                                                          -------------        -------------
<S><C>                                                                                 <C>                  <C>
Cash flows from operating activities:
   Net earnings                                                                         $        3,488       $        2,595
   Adjustments to reconcile net earnings to
      net cash provided by operating activities:
        Depreciation                                                                             3,744                3,722
        (Decrease) increase  in allowance for doubtful accounts, excluding
            write-off (note 8)                                                                    (216)                  63
         Amortization of organization costs                                                          -                   16
         Gain on sale of containers                                                               (242)                (156)
         Changes in assets and liabilities:
            Decrease in accounts receivable, excluding write-off (note 8)                          563                  169
            Increase in due from affiliates, net                                                  (333)                (878)
            Decrease in prepaid expenses                                                            58                   25
            Increase in accounts payable and accrued liabilities                                    61                  282
            (Decrease) increase in accrued recovery costs                                          (57)                  25
            Decrease in accrued damage protection plan costs                                        (9)                (128)
            Decrease in warranty claims                                                            (30)                 (31)
                                                                                          -------------        -------------


               Net cash provided by operating activities                                         7,027                5,704
                                                                                          -------------        -------------

Cash flows from investing activities:
   Proceeds from sale of containers                                                              1,188                  764
   Container purchases                                                                            (181)              (2,134)
                                                                                          -------------        -------------

              Net cash provided by (used in) investing activities                                1,007               (1,370)
                                                                                          -------------        -------------

Cash flows from financing activities:
    Repayment of  borrowings from affiliates                                                      (826)                (104)
    Distributions to partners                                                                   (6,274)              (6,562)
                                                                                          -------------        -------------

               Net cash used in financing activities                                            (7,100)              (6,666)
                                                                                          -------------        -------------

Net increase (decrease) in cash                                                                    934               (2,332)

Cash at beginning of period                                                                        664                2,694
                                                                                          -------------        -------------

Cash at end of period                                                                   $        1,598       $          362
                                                                                          =============        =============

Interest paid during the period                                                         $           16       $            -
                                                                                          =============        =============


See accompanying notes to financial statements

</TABLE>
<PAGE>




TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)


Statements Of Cash Flows--Continued

For the six months ended June 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
- --------------------------------------------------------------------------------

Supplemental Disclosures:

Supplemental schedule of non-cash investing and financing activities:

The following table summarizes the amounts of container purchases, distributions
to partners,  and proceeds  from sale of  containers  which had not been paid or
received as of June 30, 1998 and 1997, and December 31, 1997 and 1996, resulting
in differences in amounts  recorded and amounts of cash disbursed or received by
the  Partnership,  as shown in the  Statements  of Cash Flows for the  six-month
periods ended June 30, 1998 and 1997.
<TABLE>
<CAPTION>

                                                                Jun. 30       Dec. 31          Jun. 30       Dec. 31
                                                                  1998           1997            1997           1996
                                                            -----------    -----------    ------------     ----------
<S><C>                                                      <C>             <C>            <C>             <C>
Container purchases included in:
     Due to affiliates..............................         $       8      $       2      $       17      $       5
     Container purchases payable....................                 -              -             274            361

Distributions to partners included in:
     Due to affiliates..............................                10             11              11             18
     Deferred quarterly distributions...............               195            202             198            199

Proceeds from sale of containers included in:
     Due from affiliates............................               306            286             325            361

The following table summarizes the amounts of container purchases, distributions
to partners and proceeds from sale of containers recorded by the Partnership and
the amounts  paid or received as shown in the  Statements  of Cash Flows for the
six-month periods ended June 30, 1998 and 1997.

                                                                                                 1998           1997
                                                                                                 ----           ----

Container purchases recorded......................................................          $     187        $ 2,059
Container purchases paid..........................................................                181          2,134

Distributions to partners declared................................................              6,266          6,554
Distributions to partners paid....................................................              6,274          6,562

Proceeds from sale of containers recorded.........................................              1,208            728
Proceeds from sale of containers received.........................................              1,188            764


See accompanying notes to financial statements
</TABLE>
<PAGE>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Notes To Financial Statements

For the six months ended June 30, 1998 and 1997
(Amounts in thousands except for per unit amounts) 
(unaudited)
- --------------------------------------------------------------------------------


Note 1.   General

      Textainer  Equipment Income Fund IV, L.P. (the Partnership),  a California
      limited  partnership  with a maximum life of 20 years, was formed in 1991.
      The  Partnership  owns  and  leases  a fleet of  intermodal  marine  cargo
      containers which are leased to international shipping lines.

      The accompanying  interim comparative  financial  statements have not been
      audited by an independent  public  accountant.  However,  all  adjustments
      (which  were only  normal and  recurring  adjustments)  which are,  in the
      opinion of management,  necessary to fairly present the financial position
      of the  Partnership  as of June 30, 1998 and December  31,  1997,  and the
      results of its operations, changes in partners' capital and cash flows for
      the three- and six-month  periods ended June 30, 1998 and 1997,  have been
      made.

      The financial  information  presented herein should be read in conjunction
      with  the  audited  financial  statements  and  other  accompanying  notes
      included in the Partnership's  annual audited  financial  statements as of
      December 31, 1997, in the Annual Report filed on Form 10K.

      Certain   estimates  and  assumptions  were  made  by  the   Partnership's
      management that affect the reported  amounts of assets and liabilities and
      disclosures  of  contingent  assets  and  liabilities  at the  date of the
      financial  statements  and the  reported  amounts of revenue and  expenses
      during the  reporting  period.  Actual  results  could  differ  from those
      estimates.

      Certain reclassifications of prior year amounts have been made in order to
      conform with the 1998 financial statement presentation.

Note 2.   Recovery Costs

      The  Partnership  accrues an estimate  for  recovery  costs as a result of
      defaults under its leases that it expects to incur, which are in excess of
      estimated insurance proceeds.  At June 30, 1998 and December 31, 1997, the
      amounts accrued were $82 and $139, respectively.

Note 3.   Damage Protection Plan

      The  Partnership  offers a Damage  Protection Plan (DPP) to lessees of its
      containers.  Under  the terms of DPP,  the  Partnership  earns  additional
      revenues  on a daily  basis  and,  in return,  has agreed to bear  certain
      repair costs.  It is the  Partnership's  policy to recognize  revenue when
      earned  and to  provide a reserve  sufficient  to cover the  Partnership's
      obligation for estimated future repair costs. DPP expenses are included in
      direct container  expenses in the Statements of Earnings,  and at June 30,
      1998 and  December  31,  1997,  the  related  reserve  was $396 and  $405,
      respectively.

Note 4.   Warranty Claims

      During 1996 and 1995, the Partnership  settled  warranty claims against an
      equipment manufacturer relating to certain containers.  The Partnership is
      amortizing the settlement amounts over the remaining estimated useful life
      of these  containers  (ten years),  reducing  maintenance and repair costs
      over that time.  At June 30, 1998 and December 31, 1997,  the  unamortized
      portion of the settlement amount was equal to $507 and $537, respectively.

Note 5.   Acquisition of Containers

      During the six-month periods ended June 30, 1998 and 1997, the Partnership
      purchased containers with a cost of $187 and $2,059, respectively.

Note 6.   Transactions with Affiliates

      Textainer  Financial  Services  Corporation  (TFS) is the managing general
      partner of the Partnership.  TFS is a wholly-owned subsidiary of Textainer
      Capital Corporation (TCC).  Textainer  Equipment  Management Limited (TEM)
      and  Textainer   Limited  (TL)  are  associate  general  partners  of  the
      Partnership.  The  managing  general  partner  and the  associate  general
      partners are collectively referred to as the General Partners. The General
      Partners  also  act in  this  capacity  for  other  limited  partnerships.
      Textainer  Acquisition  Services  Limited  (TAS)  is an  affiliate  of the
      General  Partners which performs  services  relative to the acquisition of
      containers  outside the United States on behalf of the  Partnership.  TCC,
      TEM, TL and TAS are  subsidiaries  of  Textainer  Group  Holdings  Limited
      (TGH).  The  General  Partners  manage  and  control  the  affairs  of the
      Partnership.

      In accordance with the Partnership Agreement,  net earnings  or losses and
      partnership distributions are allocated 1% to the General Partners and 99%
      to the limited partners, with the exception of gross income, as defined in
      the  Partnership  Agreement.  Gross  income  is  allocated  to the General
      Partners to the extent that their  capital  accounts'  deficits exceed the
      portion  of  syndication  and  offering  costs  allocated  to  them.    On
      termination of the Partnership,  the General Partners shall  be  allocated
      gross income equal to their allocations of syndication and offering costs.

      As part of the operation of the Partnership,  the Partnership is to pay to
      the General Partners,  or TAS, an incentive management fee, an acquisition
      fee, an equipment  management fee and an equipment  liquidation fee. These
      fees  are  for  various   services   provided  in   connection   with  the
      administration and management of the Partnership. The Partnership incurred
      $129 and $259 of incentive management fees during the three- and six-month
      periods ended June 30, 1998 and $136 and $273 of incentive management fees
      for the  comparable  periods in 1997. The  Partnership  capitalized $9 and
      $102 of  container  acquisition  fees as a component  of  container  costs
      during the six-month  periods ended June 30, 1998 and 1997,  respectively.
      No equipment liquidation fees were incurred during either period.

      The  Partnership's  container  fleet  is  managed  by TEM.  In its role as
      manager,  TEM has  authority to acquire,  hold,  manage,  lease,  sell and
      dispose of the  Partnership's  containers.  TEM holds,  for the payment of
      direct operating expenses,  a reserve of cash that has been collected from
      leasing operations;  such cash is included in due from affiliates,  net at
      June 30, 1998 and due to affiliates, net at December 31, 1997.

      Subject to certain reductions, TEM receives a monthly equipment management
      fee equal to 7% of gross revenues  attributable to operating leases and 2%
      of gross revenues  attributable to full payout net leases.  For the three-
      and  six-month  periods  ended June 30, 1998,  these fees totaled $376 and
      $733,  and  $358  and  $716  for  the  comparable  periods  in  1997.  The
      Partnership's  container  fleet is leased by TEM to third party lessees on
      operating  master  leases,  spot  leases,  term leases and direct  finance
      leases.  The majority of the  container  fleet is leased  under  operating
      master leases with limited terms and no purchase option.

      Certain  indirect  general  and  administrative  costs  such as  salaries,
      employee  benefits,   taxes  and  insurance  are  incurred  in  performing
      administrative  services  necessary to the  operation of the  Partnership.
      These  costs are  incurred  and paid by TFS and TEM.  For the  three-  and
      six-month  periods ended June 30, 1998,  total general and  administrative
      costs allocated to the  Partnership  were $307 and $658, of which $132 and
      $275 were for salaries.  Total general and administrative  costs allocated
      to the  Partnership  for the three- and  six-month  periods ended June 30,
      1997 were $348 and $707 of which $191 and $376 were for salaries.

      TEM allocates these general and administrative costs based on the ratio of
      the  Partnership's  interest  in  the  managed  containers  to  the  total
      container  fleet  managed by TEM during the period.  TFS  allocates  these
      costs  based on the  ratio of the  Partnership's  containers  to the total
      container fleet of all limited  partnerships  managed by TFS.  General and
      administrative  costs  allocated to the  Partnership  by TEM were $277 and
      $596 for the three- and  six-month  periods  ended June 30,  1998 and were
      $298 and $614 for the  comparable  periods in 1997.  TFS allocated $30 and
      $62 of general and administrative  costs to the Partnership for the three-
      and  six-month  periods  ended  June  30,  1998  and  $50  and $93 for the
      comparable periods in 1997.

      The General  Partners or TAS may acquire  containers in their own name and
      hold  title on a  temporary  basis for the  purpose  of  facilitating  the
      acquisition  of such  containers for the  Partnership.  The containers may
      then be resold to the Partnership on an all-cash basis at a price equal to
      the actual cost, as defined in the Partnership Agreement. In addition, the
      General  Partners  or TAS  are  entitled  to an  acquisition  fee  for any
      containers resold to the Partnership.

      At June 30, 1998 and December 31, 1997, due from (to)  affiliates,  net is
      comprised of:

                                                            1998           1997
                                                            ----           ----
      Due from affiliates:
          Due from TEM...................................$   467         $  120
                                                           -----           -----

      Due to affiliates:
          Due to TFS.....................................     54             55
          Due to TAS.....................................      8              2
          Due to TCC.....................................     21             20
          Due to TL......................................      1            834
                                                           -----          ------
                                                              84            911
                                                           -----          ------

      Due from (to) affiliates, net                       $  383         $ (791)
                                                           =====          ======

      Included in the  amounts  due to TL at December  31, 1997 is $826 in loans
      used to facilitate container purchases.  This loan was repaid on March 31,
      1998.  All other amounts  receivable  from and payable to affiliates  were
      incurred in the ordinary  course of business  between the  Partnership and
      its  affiliates  and  represent  timing  differences  in the  accrual  and
      remittance  of  expenses  and fees  described  above or in the accrual and
      remittance of net rental revenues from TEM.

      It is the policy of the  Partnership  and the  General  Partners to charge
      interest on amounts due to the General  Partners which are outstanding for
      more than one  month,  to the  extent  such  balances  relate to loans for
      container  purchases.  Interest is charged at a rate not greater  than the
      General  Partners'  or  affiliates'  own cost of  funds.  The  Partnership
      incurred  $13 of interest  expense on amounts due to the General  Partners
      for the three- and  six-month  periods  ended June 30, 1998.  There was no
      interest  expense  incurred on amounts due to the General  Partners during
      the three- and six-month periods ended June 30, 1997.

Note 7.   Rentals Under Operating Leases

      The following are the future  minimum rent  receivables  under  cancelable
      long-term  operating  leases at June 30,  1998.  Although  the  leases are
      generally  cancelable  at  the  end of  each  twelve-month  period  with a
      penalty,  the  following  schedule  assumes  that the  leases  will not be
      terminated.

              Year ending June 30:

              1999.............................................           $  622
              2000.............................................               30
              2001.............................................               14
              2002.............................................                8
              2003.............................................                2
                                                                           -----

              Total minimum future rentals receivable..........           $  676
                                                                            ====

Note 8.   Accounts Receivable Write-Off

      During  the  six-month  period  ending  June  30,  1998,  the  Partnership
      wrote-off $561 of delinquent  receivables  from two lessees  against which
      reserves were recorded in 1994 and 1995.

Note 9.   Redemptions

      The following  redemption  offerings were  consummated by the  Partnership
      during the six-month period ended June 30, 1997:

<TABLE>
<CAPTION>
                                                              Units            Average
                                                             Redeemed      Redemption Price           Amount Paid
<S>         <C>                                          <C>               <C>                      <C>   
            Balance at December 31, 1996........              10,715            $15.49                   $  166

            Quarter ended:
                  March 31, 1997................               8,020            $13.03                      104
                                                             -------                                       ----
           


            Partnership to date.................              18,735            $14.43                   $  270
                                                              ======                                       ====
</TABLE>

      There were no redemptions during the six-month period ended June 30, 1998.
      The redemption price is fixed by formula.

Note 10.   Commitments

      At June 30,  1998,  the  Partnership  has  committed  to  purchase  50 new
      containers at an  approximate  total purchase price of $160 which includes
      acquisition  fees of $7. These  commitments were made to TAS which, as the
      contracting  party,  has in turn committed to purchase these containers on
      behalf of the Partnership.



<PAGE>

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

(Amounts in thousands except for unit and per unit amounts)
- --------------------------------------------------------------------------------

The Financial Statements contain information which will assist in evaluating the
financial  condition of the  Partnership  for the three- and  six-month  periods
ended June 30, 1998 and 1997. Please refer to the Financial Statements and Notes
thereto in connection with the following discussion.

Liquidity and Capital Resources

From April 30,  1992 until  April 30,  1994,  the  Partnership  offered  limited
partnership  interests  to the  public.  The  Partnership  received  its minimum
subscription  amount  of  $5,000  on June 11,  1992 and on  April  30,  1994 the
Partnership had received a total subscription amount of $136,918.

From time to time,  the  Partnership  redeems units from limited  partners for a
specified   redemption  value  which  is  set  by  formula.  Up  to  2%  of  the
Partnership's outstanding units may be redeemed each year, although the 2% limit
may be exceeded at the managing general  partner's  discretion.  All redemptions
are subject to the managing  general  partner's  good faith  determination  that
payment for the redeemed units will not (i) cause the Partnership to be taxed as
a  corporation,  (ii) impair the capital or  operations of the  Partnership,  or
(iii) impair the ability of the Partnership to pay  distributions  in accordance
with its distribution  policy.  During the six-month period ended June 30, 1998,
the Partnership did not redeem any units.

The Partnership  invests working capital and cash flow from operations  prior to
its  distribution  to  the  partners  in  short-term,  liquid  investments.  The
Partnership's  cash is  affected  by  cash  provided  by or  used in  operating,
investing and financing  activities.  These  activities  are discussed in detail
below.

During the six-month  period ended June 30, 1998, the Partnership  declared cash
distributions  to limited  partners  pertaining to the period from December 1997
through  May 1998,  in the amount of $6,201.  These  distributions  represent  a
return of 9.5% on original  capital  (measured on an  annualized  basis) on each
unit for the month of December 1997 and 9% on original  capital  (measured on an
annualized  basis) on each unit from January  1998  through May 1998.  On a cash
basis, all of these distributions were from operations.  On a GAAP basis, $2,778
of these  distributions  was a return of capital  and the  balance  was from net
earnings.

At June 30, 1998, the Partnership has committed to purchase 50 new containers at
an approximate  total purchase price of $160 which includes  acquisition fees of
$7. At June 30, 1998, the  Partnership had sufficient cash on hand to meet these
commitments.   In  the  event  the  Partnership  decides  not  to  purchase  the
containers,  one of the General Partners or an affiliate of the General Partners
will acquire the containers for its own account.

Net cash provided by operating  activities for the six-month periods ending June
30,  1998 and 1997,  was  $7,027  and  $5,704,  respectively.  The  increase  is
primarily  attributable to increases in net earnings and due to affiliates,  net
and a decrease in accounts receivable, excluding write-off, during the six-month
period  ended June 30,  1998  compared  to the  equivalent  period in 1997.  The
increase in net earnings of $893, or 34%, resulted primarily from an increase in
other rental revenue which is discussed  more fully in "Results of  Operations".
Due from  affiliates,  net increased $333 in the six-month period ended June 30,
1998 as compared to $878 in the equivalent  period in 1997.  Fluctuations in due
from affiliates,  net result from timing  differences in payment of expenses and
fees and or in the remittance of net rental  revenues.  The decrease in accounts
receivable,  excluding write-off, of $563 in the six-month period ended June 30,
1998 compared to $169 in the equivalent  period in 1997 was due to a decrease in
the average  collection  period of accounts  receivable and to the resolution of
payment issues with one lessee.

For the six-month  period  ending June 30, 1998,  net cash provided by investing
activities (the purchase and sale of containers) was $1,007 compared to net cash
used in investing  activities of $1,370 for the  comparable  period in 1997. The
difference of $2,377 is primarily due to the Partnership  having  purchased more
containers  during  the  six-month  period  ended  June  30,  1997  than  in the
comparable  period in 1998. The General Partners believe that these  differences
reflect normal  fluctuations in container sales and purchases.  However,  recent
container  purchases  (reinvestment) are currently lower than anticipated due to
the adverse  effect of market  conditions on cash  available  for  reinvestment.
Market  conditions  are  discussed  more fully under  "Results  of  Operations".
Consistent with its investment  objectives,  the Partnership intends to reinvest
all  or a  significant  amount  of  proceeds  from  future  container  sales  in
additional containers. However, due to the difference between sales proceeds and
new  container  prices,  the number of additional  containers  purchased may not
equal the number of containers sold.

During 1997 the  Partnership  borrowed  $826 from a General  Partner to purchase
containers.  It is the policy of the  Partnership  and the  General  Partners to
charge  interest on borrowings from  affiliates  arising from the  Partnership's
acquisition  of  containers  which  are  outstanding  for more  than one  month.
Interest is charged to the  Partnership  at a rate not greater  than the General
Partners' own cost of funds.  The  Partnership  paid $16 of interest  during the
six-month  period ended June 30, 1998.  The interest rate in effect at March 31,
1998 was 8.5%.  The  Partnership  repaid  the loan on March  31,  1998 with cash
provided by operations and proceeds from the sale of containers.

Results of Operations

The  Partnership's  income from operations,  which consists  primarily of rental
income, container depreciation,  direct container expenses, management fees, and
reimbursement of administrative expenses was directly related to the size of the
container  fleet during the  six-month  periods ended June 30, 1998 and 1997, as
well as certain other factors as discussed  below. The following is a summary of
the container fleet (in units) available for lease during those periods:

                                                               1998        1997

                   Opening container fleet.................   36,409      35,931
                   Closing container fleet.................   35,803      36,345
                   Average container fleet.................   36,106      36,138


Rental income and direct container expenses are also affected by the utilization
of the container  fleet,  which was 81% and 77% on average  during the six-month
periods ended June 30, 1998 and 1997, respectively.  In addition,  rental income
is affected by daily rental rates and leasing incentives.

The  following is a comparative  analysis of the results of  operations  for the
six-month periods ended June 30, 1998 and 1997.

The  Partnership's  income from operations for the six-month periods ending June
30,  1998 and 1997 was  $3,219 and  $2,400,  respectively,  on rental  income of
$11,112 and $10,339, respectively. The increase in rental income of $773, or 7%,
from the six-month  period ended June 30, 1997 to the comparable  period in 1998
was  primarily  attributable  to an increase  in other  rental  income  which is
discussed  below.  Income from container  rentals,  the major component of total
revenue,  increased $146, or 2%. This increase was primarily due to the increase
in average  on-hire  (utilization)  percentage  of 5% and a decrease  in leasing
incentives of 38%, and was offset by the decrease in average rental rates of 5%.

Container  utilization  and rental rates declined during 1996 and 1997 primarily
due to decreased  demand for leased  containers and increased  competition.  The
decrease in demand for leased  containers  resulted from changes in the business
of shipping line customers consisting  primarily of (i) over-capacity  resulting
from the 1995 and 1996 additions of new, larger ships to the existing  container
ship fleet at a rate in excess of the growth rate in containerized  cargo trade;
(ii) shipping  line  alliances and other  operational  consolidations  that have
allowed  shipping  lines to operate with fewer  containers;  and (iii)  shipping
lines  reducing  their ratio of leased  versus owned  containers  by  purchasing
containers.  This decreased demand,  along with the entry of new leasing company
competitors  offering low container rental rates to shipping lines,  resulted in
downward  pressure on rental rates, and caused leasing companies to offer higher
leasing incentives and other discounts to shipping lines. Rental rates were also
adversely  affected  by a drop in the  purchase  price of new  containers  which
resulted in additional  downward pressure on rental rates.  

Average utilization for the three- and six month-periods ended June 30, 1998 was
greater than the average utilization for the comparable periods in 1997. Despite
the improvement in average utilization from the prior year, utilization has been
slowly declining over the last six months. Rental rates have also been declining
and average rental rates for the six-month  period ended June 30, 1998 are lower
than average  rental  rates for the same period in 1997.  These  decreases  were
offset by decreased  leasing  incentives  during the six-month period ended June
30, 1998 as compared to the same period in 1997. The  improvement in utilization
over the  prior  year and the  overall  improvement  in  leasing  incentives  is
primarily  due to  increased  demand  in  Asia.  The  weakening  of  many  Asian
currencies  resulted in a  significant  increase in exports  from Asia which has
created a strong  demand for  containers  in  certain  locations.  However,  the
weakening of these  currencies  has also lowered demand in Asia for imports from
North  America and Europe  resulting in a lower demand for  containers  in these
areas.  For the near term, the General  Partners do not foresee material changes
in existing market conditions and caution that both utilization and rental rates
could  continue  declining,  adversely  affecting  the  Partnership's  operating
results.

Substantially  all of the  Partnership's  rental income was  generated  from the
leasing of the Partnership's containers under short-term operating leases.

The  balance of other  rental  income  consists  of other  lease-related  items,
primarily  income from charges to lessees for dropping off containers in surplus
locations less credits  granted to lessees for leasing  containers  from surplus
locations  (location  income),  income from  charges to lessees for handling and
returning  containers and income from charges to lessees for a Damage Protection
Plan (DPP).  For the  six-month  period ended June 30, 1998,  the total of these
other rental  income items was $1,520,  an increase of $627 from the  equivalent
period in 1997.  The  primary  component  of this  increase  was an  increase in
location income of $590.  Location income increased due to a decrease in credits
given to lessees for picking up containers from certain locations and due to the
inclusion  of  certain  credits  received  during  1997 and 1998  which had been
previously applied against repositioning expense.

Direct  container  expenses  increased  $305, or 14%, from the six-month  period
ending  June 30,  1997 to the  equivalent  period  in  1998.  The  increase  was
primarily  due to increases in  repositioning  and DPP expense of $392 and $156,
respectively,  offset by a decrease  in storage  expense of $277.  Repositioning
expense increased due to the removal of certain credits from repositioning costs
to other rental income as discussed  above and due to an increase in the average
repositioning  cost per container.  DPP expense increased due to a higher number
of containers requiring repair offset by a lower repair cost per container.  The
increase in average  on-hire  utilization  from 77% during the six-month  period
ended June 30,  1997 to 81% for the  comparable  period in 1998,  resulted  in a
decrease in storage expense.

Bad debt  expense  decreased  from an expense of $167 for the  six-month  period
ended June 30, 1997 to a benefit of $131 for the  comparable  period ending June
30, 1998.  The write-off of certain  receivables  that had reserves in excess of
the receivable, due to insurance proceeds received, as well as the resolution of
payment issues with one lessee, resulted in the benefit recorded in 1998.

Depreciation  expense  remained  comparable from the six-month period ended June
30, 1997 to the equivalent period in 1998.

Management fees to affiliates  were  comparable for the six-month  periods ended
June 30, 1998 and 1997, due to an increase in equipment  management  fees offset
by a decrease in incentive management fees. The increase in equipment management
fees  resulted  from the  increase  in gross  revenue  upon which the  equipment
management  fees are  primarily  based and was offset by an  adjustment  made to
reduce  fees  resulting  from the  write-off  of  receivables  for two  lessees.
Incentive  management  fees  which are based on the  Partnership's  limited  and
general  partner  distributions  decreased  due to the  decrease  in the limited
partner distribution percentage from 9.5% to 9% in January 1998.

General and  administrative  costs to affiliates  decreased $49, or 7%, from the
six-month period ended June 30, 1997 to the comparable period ending in 1998 due
to a decrease in overhead costs allocated by TFS and TEM.

Other income increased $74, or 38%, primarily due to an increase in gain on sale
of  containers  of $86 from the  six-month  period  ending  June 30, 1997 to the
comparable period in 1998.

Net earnings per limited partnership unit increased from $0.37 to $0.50 from the
six-month period ending June 30, 1997 to the same period in 1998,  respectively,
reflecting  the increase in net  earnings  allocated  to limited  partners  from
$2,527 to $3,423, for the same periods.


The  following is a comparative  analysis of the results of  operations  for the
three-month periods ended June 30, 1998 and 1997.

The Partnership's income from operations for the three-month periods ending June
30,  1998 and 1997 was  $1,646 and  $1,016,  respectively,  on rental  income of
$5,369 and $5,166,  respectively.  The increase in rental income of $203, or 4%,
from the three-month period ended June 30, 1997 to the comparable period in 1998
was primarily  attributable to an increase in income from container rentals, the
major component of total revenue.  Income from container rentals increased $108,
or 2%. This increase was  primarily  due to the increase in average  utilization
percentage  of 4% and the decrease in leasing  incentives of 54%, and was offset
by the decrease in average rental rates of 5%.

The balance of other  rental  income for the  three-month  period ended June 30,
1998 was $570,  an  increase  of $95 from the  comparable  period  in 1997.  The
primary  component of this increase was an increase in location  income of $131,
offset by a decrease in handling income of $49. Location income increased due to
a decrease in credits  given to lessees for picking up  containers  from certain
locations.  Handling income  decreased due to a decrease in the average handling
price  charged per  container  and a decrease in container  movement  during the
three-month period ending June 30, 1998 compared to the same period in 1997.

Direct  container  expenses  decreased $83, or 7%, from the  three-month  period
ending  June 30,  1997 to the  equivalent  period  in  1998.  The  decrease  was
primarily  due to a  decrease  in  storage  expense  offset  by an  increase  in
repositioning  expense.  Storage expense decreased primarily due to the increase
in average  utilization.  Repositioning  expense  increased  primarily due to an
increase in the average  repositioning cost per container,  offset by a decrease
in the number of containers repositioned.

Bad debt expense  decreased from an expense of $162 for the  three-month  period
ended June 30, 1997 to a benefit of $145 for the comparable  period in 1998. The
benefit  recorded in 1998 was primarily due to the  resolution of payment issues
with one lessee.

Depreciation  expense remained comparable from the three-month period ended June
30, 1997 to the equivalent period in 1998.

Management fees to affiliates  increased $11, or 2%, from the three-month period
ended June 30,  1997 to the  comparable  period in 1998,  due to an  increase in
equipment management fees offset by a decrease in incentive management fees. The
increase  in  equipment  management  fees  resulted  from the  increase in gross
revenue.  Incentive management fees decreased due to the decrease in the limited
partner distribution percentage.

General and administrative  costs to affiliates  decreased $41, or 12%, from the
three-month  period ended June 30, 1997 to the comparable  period ending in 1998
due to a decrease in overhead costs allocated by TFS and TEM.

Other income decreased $79, or 72%,  primarily due to a decrease in gain on sale
of  containers  of $86 from the  three-month  period ending June 30, 1997 to the
equivalent period in 1998.

Net earnings per limited partnership unit increased from $0.16 to $0.24 from the
three-month  period ending June 30, 1997 to the same period in 1998,  reflecting
the increase in net earnings  allocated  limited partners from $1,092 to $1,645,
respectively.  

Many computer systems may experience difficulty processing dates beyond the year
1999 and, as such, some computer  hardware and software will need to be modified
prior to the year 2000 to remain functional. Certain of the General Partners and
Partnership's  core internal systems where Year 2000 issues have been identified
are currently being revised.  Based on its initial  evaluation,  the Partnership
and the  General  Partners  do not  believe  that the cost of  remedial  actions
relating  to  these  systems  will  have  a  material   adverse  effect  on  the
Partnership's results of operations and financial condition.  Additionally,  the
Partnership  and the General  Partners are also continuing  their  assessment of
Year 2000 issues not related to their core systems, including issues surrounding
systems that  interface  with external  third  parties.  If external third party
systems  are not Year 2000  compliant,  those  external  third  parties may have
difficulty conducting ordinary operations, which could have an adverse affect on
the General Partners and the Partnership.

Although  substantially  all of the  Partnership's  income  from  operations  is
derived from assets employed in foreign operations, virtually all of this income
is  denominated  in United  States  dollars.  The  Partnership's  customers  are
international  shipping  lines  which  transport  goods on  international  trade
routes.  The  domicile  of the lessee is not  indicative  of where the lessee is
transporting  the  containers.  The  Partnership's  business risk in its foreign
operations lies with the  creditworthiness of the lessees, and the Partnership's
ability to keep its containers under lease,  rather than the geographic location
of the  containers or the domicile of the lessees.  The containers are generally
operated on the international high seas rather than on domestic  waterways.  The
containers are subject to the risk of war or other political, economic or social
occurrence  where  the  containers  are used,  which  may  result in the loss of
containers,  which,  in turn,  may have a material  impact on the  Partnership's
results of operations  and  financial  condition.  The General  Partners are not
aware of any  conditions  as of June 30, 1998 which would  result in such a risk
materializing.

Other risks of the Partnership's  leasing  operations include  competition,  the
cost of  repositioning  containers  after  they come  off-lease,  the risk of an
uninsured  loss,  increases in maintenance  expenses or other costs of operating
the  containers,  and the effect of world trade,  industry trends and/or general
business and economic cycles on the Partnership's operations. See "Risk Factors"
in the Partnership's Prospectus, as supplemented,  for additional information on
risks of the Partnership's business.



<PAGE>


                                   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.


                                     TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                        The Managing General Partner



                                     By _______________________________
                                        John R. Rhodes
                                        Executive Vice President


Date:  August 13, 1998

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of Textainer  Financial
Services  Corporation,  the Managing  General Partner of the Registrant,  in the
capacities and on the dates indicated:


<TABLE>
<CAPTION>
Signature                                Title                                          Date


<S><C>                                  <C>                                            <C>    
________________________                 Executive Vice President,                      August 13, 1998
John R. Rhodes                           (Principal Financial and
                                         Accounting Officer) and
                                         Secretary




________________________                 President (Principal Executive                 August 13, 1998
Philip K. Brewer                          Officer)


</TABLE>
<PAGE>


                                   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.


                                     TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                        The Managing General Partner



                                     By /s/John R. Rhodes
                                        John R. Rhodes
                                        Executive Vice President


Date:  August 13, 1998


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of Textainer  Financial
Services  Corporation,  the Managing  General Partner of the Registrant,  in the
capacities and on the dates indicated:


<TABLE>
<CAPTION>
Signature                                   Title                                             Date




<S><C>                                   <C>                                           <C>    
/s/John R. Rhodes                        Executive Vice President,                      August 13, 1998
John R. Rhodes                           (Principal Financial and
                                         Accounting Officer) and
                                         Secretary



/s/Philip K. Brewer                      President (Principal Executive                 August 13, 1998
Philip K. Brewer                         Officer)


</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     Textainer Equipment Income Fund IV, LP
</LEGEND>
<CIK>                         0000882288
<NAME>                        Textainer Equipment Income Fund IV, LP
<MULTIPLIER>                                   1,000
<CURRENCY>                                     US Dollars
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                              DEC-31-1998
<PERIOD-START>                                 JAN-01-1998
<PERIOD-END>                                   JUN-30-1998
<EXCHANGE-RATE>                                1
<CASH>                                         1,598
<SECURITIES>                                   0
<RECEIVABLES>                                  5,716
<ALLOWANCES>                                   656
<INVENTORY>                                    0
<CURRENT-ASSETS>                               137
<PP&E>                                         125,034
<DEPRECIATION>                                 39,356
<TOTAL-ASSETS>                                 92,473
<CURRENT-LIABILITIES>                          1,807
<BONDS>                                        0
                          0
                                    0
<COMMON>                                       0
<OTHER-SE>                                     90,666
<TOTAL-LIABILITY-AND-EQUITY>                   92,473
<SALES>                                        0
<TOTAL-REVENUES>                               11,112
<CGS>                                          0
<TOTAL-COSTS>                                  7,893
<OTHER-EXPENSES>                               (269)
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             0
<INCOME-PRETAX>                                3,488
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   3,488
<EPS-PRIMARY>                                  0
<EPS-DILUTED>                                  0
        


</TABLE>


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