<PAGE> 1
FUND 15
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996
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 0-23886
CRONOS GLOBAL INCOME FUND XV, L.P.
(Exact name of registrant as specified in its charter)
California 94-3186624
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
444 Market Street, 15th Floor, San Francisco, California 94111
(Address of principal executive offices) (Zip Code)
(415) 677-8990
(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> 2
CRONOS GLOBAL INCOME FUND XV, L.P.
REPORT ON FORM 10-Q FOR THE QUARTERLY
PERIOD ENDED JUNE 30, 1996
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - June 30, 1996 (unaudited) and December 31, 1995 4
Statements of Operations for the three and six months ended June 30, 1996 and 1995 (unaudited) 5
Statements of Cash Flows for the six months ended June 30, 1996 and 1995 (unaudited) 6
Notes to Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10
PART II - OTHER INFORMATION
Item 5. Other Materially Important Events 13
Item 6. Exhibits and Reports on Form 8-K 14
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Presented herein are the Registrant's balance sheets as of June 30,
1996 and December 31, 1995, statements of operations for the three and
six months ended June 30, 1996 and 1995, and statements of cash flows
for the six months ended June 30, 1996 and 1995.
3
<PAGE> 4
CRONOS GLOBAL INCOME FUND XV, L.P.
BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
------------ ------------
<S> <C> <C>
Assets
------
Current assets:
Cash, includes $640,661 at June 30, 1996 and $715,458
at December 31, 1995 in interest-bearing accounts $ 640,901 $ 717,359
Short-term investments 7,683,704 33,333,858
Net lease receivables due from Leasing Company
(notes 1 and 2) 2,562,497 2,130,519
------------ ------------
Total current assets 10,887,102 36,181,736
------------ ------------
Container rental equipment, at cost 122,976,730 100,639,251
Less accumulated depreciation 9,689,891 6,375,758
------------ ------------
Net container rental equipment 113,286,839 94,263,493
------------ ------------
Organizational costs, net 2,135,330 2,424,105
------------ ------------
$126,309,271 $132,869,334
============ ============
Liabilities and Partners' Capital
---------------------------------
Current liabilities:
Due to general partner (notes 1 and 3) $ 112,719 $ 118,059
Interest payable - 10,967
Due to manufacturers 1,982,388 4,250,500
------------ ------------
Total current liabilities 2,095,107 4,379,526
------------ ------------
Partners' capital (deficit):
General partner (49,290) (41,287)
Limited partners 124,263,454 128,531,095
------------ ------------
Total partners' capital 124,214,164 128,489,808
------------ ------------
$126,309,271 $132,869,334
============ ============
</TABLE>
The accompanying notes are an integral part of these statements
4
<PAGE> 5
CRONOS GLOBAL INCOME FUND XV, L.P.
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------- ------------------------
June 30, June 30, June 30, June 30,
1996 1995 1996 1995
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net lease revenue (notes 1 and 4) $3,577,164 $3,173,295 $6,701,290 $5,606,985
Other operating expenses:
Depreciation and amortization 1,906,629 1,284,707 3,631,084 2,341,491
Other general and administrative expenses 46,021 39,704 89,605 64,466
---------- ---------- ---------- ----------
1,952,650 1,324,411 3,720,689 2,405,957
---------- ---------- ---------- ----------
Earnings from operations 1,624,514 1,848,884 2,980,601 3,201,028
Other income (expense):
Interest income 165,176 19,245 522,092 39,911
Net gain on disposal of equipment 13,676 4,795 35,104 6,766
Interest expense - (290,565) - (497,036)
---------- ---------- ---------- ----------
178,852 (266,525) 557,196 (450,359)
---------- ---------- ---------- ----------
Net earnings $1,803,366 $1,582,359 $3,537,797 $2,750,669
========== ========== ========== ==========
Allocation of net earnings:
General partner $ 197,187 $ 74,943 $ 382,668 $ 131,449
Limited partners 1,606,179 1,507,416 3,155,129 2,619,220
---------- ---------- ---------- ----------
$1,803,366 $1,582,359 $3,537,797 $2,750,669
========== ========== ========== ==========
Limited partners' per unit
share of net earnings $ .22 $ .42 $ .44 $ .84
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these statements
5
<PAGE> 6
CRONOS GLOBAL INCOME FUND XV, L.P.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended Six Months Ended
June 30, June 30,
1996 1995
---------------- -----------------
<S> <C> <C>
Net cash provided by operating activities $ 6,682,512 $ 4,493,834
Cash flows provided by (used in) investing activities:
Proceeds from sale of container rental equipment 187,096 44,593
Purchase of container rental equipment (23,607,017) (25,926,001)
Acquisition fees to general partner (1,166,751) (1,380,541)
------------ ------------
Net cash used in investing activities (24,586,672) (27,261,949)
------------ ------------
Cash flows provided by (used in) financing activities:
Capital contributions - 33,096,840
Underwriting commissions (9,011) (3,309,684)
Offering and organizational expenses - (659,167)
Distributions to partners (7,813,441) (2,598,741)
Borrowings from revolving credit facility - 24,968,637
Repayments to revolving credit facility - (26,591,502)
Loan origination costs - (875)
------------ ------------
Net cash provided by (used in) financing activities (7,822,452) 24,905,508
------------ ------------
Net increase (decrease) in cash and cash equivalents (25,726,612) 2,137,393
Cash and cash equivalents at January 1 34,051,217 1,732,203
------------ ------------
Cash and cash equivalents at June 30 $ 8,324,605 $ 3,869,596
============ ============
Supplemental disclosure for cash flow information:
Cash paid during the period for:
Interest $ 8,003 $ 376,915
============ ============
</TABLE>
The accompanying notes are an integral part of these statements
6
<PAGE> 7
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(1) Summary of Significant Accounting Policies
(a) Nature of Operations
Cronos Global Income Fund XV, L.P. (the "Partnership") is a limited
partnership organized under the laws of the State of California on
August 26, 1993, for the purpose of owning and leasing marine cargo
containers, special purpose containers and container-related
equipment. Cronos Capital Corp. ("CCC") is the general partner and,
with its affiliate Cronos Containers Limited (the "Leasing Company"),
manages and controls the business of the Partnership.
(b) Leasing Company and Leasing Agent Agreement
The Partnership has entered into a Leasing Agent Agreement whereby the
Leasing Company has the responsibility to manage the leasing
operations of all equipment owned by the Partnership. Pursuant to the
Agreement, the Leasing Company is responsible for leasing, managing
and re-leasing the Partnership's containers to ocean carriers and has
full discretion over which ocean carriers and suppliers of goods and
services it may deal with. The Leasing Agent Agreement permits the
Leasing Company to use the containers owned by the Partnership,
together with other containers owned or managed by the Leasing Company
and its affiliates, as part of a single fleet operated without regard
to ownership. Since the Leasing Agent Agreement meets the definition
of an operating lease in Statement of Financial Accounting Standards
(SFAS) No. 13, it is accounted for as a lease under which the
Partnership is lessor and the Leasing Company is lessee.
The Leasing Agent Agreement generally provides that the Leasing
Company will make payments to the Partnership based upon rentals
collected from ocean carriers after deducting direct operating
expenses and management fees to CCC and the Leasing Company. The
Leasing Company leases containers to ocean carriers, generally under
operating leases which are either master leases or term leases (mostly
two to five years). Master leases do not specify the exact number of
containers to be leased or the term that each container will remain on
hire but allow the ocean carrier to pick up and drop off containers at
various locations; rentals are based upon the number of containers
used and the applicable per-diem rate. Accordingly, rentals under
master leases are all variable and contingent upon the number of
containers used. Most containers are leased to ocean carriers under
master leases; leasing agreements with fixed payment terms are not
material to the financial statements. Since there are no material
minimum lease rentals, no disclosure of minimum lease rentals is
provided in these financial statements.
(c) Basis of Accounting
The Partnership utilizes the accrual method of accounting. Revenue is
recognized when earned.
The Partnership has determined that for accounting purposes the
Leasing Agent Agreement is a lease, and the receivables, payables,
gross revenues and operating expenses attributable to the containers
managed by the Leasing Company are, for accounting purposes, those of
the Leasing Company and not of the Partnership. Consequently, the
Partnership's balance sheets and statements of operations display the
payments to be received by the Partnership from the Leasing Company as
the Partnership's receivables and revenues.
(Continued)
7
<PAGE> 8
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(d) Financial Statement Presentation
These financial statements have been prepared without audit. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
procedures have been omitted. It is suggested that these financial
statements be read in conjunction with the financial statements and
accompanying notes in the Partnership's latest annual report on Form
10-K.
The preparation of financial statements in conformity with generally
accepted accounting principles (GAAP) requires the Partnership to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reported period.
The interim financial statements presented herewith reflect all
adjustments of a normal recurring nature which are, in the opinion of
management, necessary to a fair statement of the financial condition
and results of operations for the interim periods presented.
(2) Net Lease Receivables Due from Leasing Company
Net lease receivables due from the Leasing Company are determined by
deducting direct operating payables and accrued expenses, base management
fees payable, and reimbursed administrative expenses payable to CCC, the
Leasing Company, and its affiliates from the rental billings payable by
the Leasing Company to the Partnership under operating leases to ocean
carriers for the containers owned by the Partnership. Net lease
receivables at June 30, 1996 and December 31, 1995 were as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---------- ------------
<S> <C> <C>
Lease receivables, net of doubtful accounts
of $217,932 at June 30, 1996 and $201,958 at
December 31, 1995 $4,715,194 $3,857,584
Less:
Direct operating payables and accrued expenses 1,101,369 740,754
Damage protection reserve 607,283 537,205
Base management fees 342,011 361,199
Reimbursed administrative expenses 102,034 87,907
---------- ----------
$2,562,497 $2,130,519
========== ==========
</TABLE>
(3) Due to General Partner
The amounts due to CCC at June 30, 1996 and December 31, 1995 consist of
acquisition fees.
(Continued)
8
<PAGE> 9
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(4) Net Lease Revenue
Net lease revenue is determined by deducting direct operating expenses,
management fees and reimbursed administrative expenses to CCC, the Leasing
Company, and its affiliates from the rental revenue billed by the Leasing
Company under operating leases to ocean carriers for the containers owned
by the Partnership. Net lease revenue for the three and six-month periods
ended June 30, 1996 and 1995 were as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------- --------------------------
June 30, June 30, June 30, June 30,
1996 1995 1996 1995
---------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Rental revenue $5,471,690 $4,595,970 $10,382,937 $8,027,950
Rental equipment operating expenses 1,196,360 861,598 2,342,059 1,420,185
Base management fees 382,796 313,305 720,916 561,305
Reimbursed administrative expenses 315,370 247,772 618,672 439,475
---------- ---------- ----------- ----------
$3,577,164 $3,173,295 $ 6,701,290 $5,606,985
========== ========== =========== ==========
</TABLE>
(5) Equipment Purchases
As of June 30, 1996, the Partnership had purchased the following types of
equipment:
<TABLE>
<CAPTION>
Purchased from
Purchased Container Total
Equipment Type from CCC Manufacturers Purchased
-------------- --------- -------------- ---------
<S> <C> <C> <C>
Dry Cargo Containers:
Twenty-foot 8,357 17,292 25,649
Forty-foot 2,884 5,750 8,634
Forty-foot high-cube 397 1,300 1,697
Refrigerated Cargo Containers:
Twenty-foot 163 300 463
Forty-foot high-cube 100 - 100
Tank Containers:
Twenty-foot 133 96 229
</TABLE>
The aggregate purchase price (excluding acquisition fees) of the equipment
acquired by the Partnership through June 30, 1996, was $117,197,643, of
which $115,215,255 was paid from the Net Proceeds of this offering, and
$1,982,388 remained payable to equipment manufacturers. Of the aggregate
equipment, $39,848,185 thereof had been acquired from CCC or its
affiliates and $77,349,458 thereof had been acquired from third-party
container manufacturers located in Taiwan, South Korea, India, Indonesia,
the People's Republic of China, Italy, Germany, Turkey, Hong Kong and the
United Kingdom. Equipment acquired from CCC or its affiliates had been
purchased by CCC and its affiliates as new equipment, and was resold to
the Partnership at cost, minus the net revenues earned by CCC in operating
the equipment prior to its resale to the Partnership. At June 30, 1996,
the Partnership has committed to purchase from container manufacturers an
additional 117 forty-foot and 100 forty-foot high-cube marine dry cargo
containers at an aggregate manufacturers' invoice cost of approximately
$1,202,716. These containers are expected to be delivered during July
1996. The remaining unused proceeds will be fully invested in container
equipment through these purchase commitments.
9
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
It is suggested that the following discussion be read in conjunction with the
Registrant's most recent annual report on Form 10-K.
1) Material changes in financial condition between June 30, 1996 and December
31, 1995.
The Registrant initiated its offering of limited partnership interests to
the public subsequent to December 17, 1993. The Registrant commenced
operations on February 22, 1994 when the minimum subscription proceeds of
$2,000,000 was obtained from at least 100 investors (excluding from such
count, Pennsylvania residents, the general partner, and affiliates of the
general partner). At December 15, 1995, the termination date of the
offering, the Registrant had raised $143,031,380 through the offering of
limited partnership interests, from which it had paid brokerage
commissions, reimbursed CCC for public offering expenses, and purchased
equipment. The following table sets forth the use of said subscription
proceeds as of June 30, 1996.
<TABLE>
<CAPTION>
Percentage of
Amount Gross Proceeds
------ --------------
<S> <C> <C>
Gross Subscription Proceeds $143,031,380 100%
Public Offering Expenses:
Underwriting Commissions 14,303,138 10.0%
Offering and Organization Expenses 2,977,551 2.1%
------------ ----
Total Public Offering Expenses 17,280,689 12.1%
------------ ----
Net Proceeds 125,750,691 87.9%
Acquisition Fees 5,760,763 4.0%
Working Capital Reserve 1,430,314 1.0%
Unexpended Proceeds 3,344,359 2.3%
------------ ----
Gross Proceeds Invested in Equipment $115,215,255 80.6%
============ ====
</TABLE>
During the second quarter of 1996, the Registrant expended $7,201,566 of
unused proceeds to purchase an additional 1,525 twenty-foot, 500
forty-foot, and 300 forty-foot high-cube dry cargo containers, as well as
4 tank containers.
The Registrant's cash and short-term investment balances as of June 30,
1996 included $3,344,359 in unused proceeds from the offering of limited
partnership interests, together with interest earned thereon, and amounts
reserved as working capital. Of the $3,344,359 in unused proceeds
remaining at June 30, 1996, approximately $1,982,388 was reserved for
equipment delivered and payable to equipment manufacturers, and
approximately $1,202,716 was reserved for container equipment expected to
be delivered during July 1996. The acquisition fees related to these
equipment payables and commitments was approximately $159,255.
10
<PAGE> 11
The statements contained in the following discussion are based on current
expectations. These statements are forward looking and actual results may
differ materially. The container leasing market generally softened during
the fourth quarter of 1995 and has remained so during the first six months
of 1996. At June 30, 1996, container inventories remained at
larger-than-usual levels, resulting in market conditions that subjected
the Registrant's fleet to fluctuating utilization levels. Additionally,
utilization levels of the Registrant's fleet have been further influenced
by the Registrant's efforts to invest the remaining proceeds from its
offering. Base per-diem rates have become subject to downward pressures
arising from a soft container leasing market. During the first six months
of 1996, the Leasing Company implemented various marketing strategies,
including but not limited to, offering incentives to shipping companies
and repositioning containers to high demand locations in order to counter
these market conditions. Accordingly, ancillary per-diems have fluctuated
favoring a downward trend, while free-day incentives offered to shipping
companies have risen. Currently, there are no visible signs of
improvements in the leasing market and hence downward pressure on rental
rates can be expected in the ensuing quarters. As a result, these leasing
markets conditions will continue to impact the Registrant's results from
operations during the remainder of 1996.
2) Material changes in the results of operations between the three and
six-month periods ended June 30, 1996 and the three and six-month periods
ended June 30, 1995.
Net lease revenue for the three and six-month periods ended June 30, 1996
was $3,577,164 and $6,701,290, respectively, an increase of approximately
13% and 20% from the same periods in the prior year, respectively. Gross
rental revenue (a component of net lease revenue) for the three and
six-month periods ended June 30, 1996 was $5,471,690 and $10,382,937,
respectively, an increase of 19% and 29% from the same periods in the
prior year, respectively. During 1996, gross rental revenue was primarily
impacted by the Registrant's increase in fleet size resulting from the
investment of the remaining unused offering proceeds. Average dry cargo
container per-diem rental rates for the three and six-month periods ended
June 30, 1996 declined approximately 7% and 6%, respectively, when
compared to the same periods in the prior year, respectively. Average
refrigerated container per-diem rental rates for the three and six-month
periods ended June 30, 1996 increased approximately 19% and 9%,
respectively, when compared to the same periods in the prior year,
respectively. Average tank container per-diem rental rates for the three
and six-month periods ended June 30, 1996 increased approximately 1% and
4%, when compared to the same periods in the prior year, respectively.
The Registrant's average fleet size and utilization rates for the three
and six-month periods ended June 30, 1996 and 1995 were as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
---------------------- -----------------------
June 30, June 30, June 30, June 30,
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Average Fleet Size (measured in
twenty-foot equivalent units (TEU))
Dry cargo containers 45,254 33,183 43,821 34,915
Refrigerated cargo containers 663 363 630 363
Tank containers 221 165 207 165
Average Utilization
Dry cargo containers 82% 88% 81% 88%
Refrigerated cargo containers 88% 100% 76% 100%
Tank containers 89% 89% 89% 92%
</TABLE>
11
<PAGE> 12
Rental equipment operating expenses were 22% and 23% of the Registrant's
gross lease revenue during the three and six-month periods ended June 30,
1996, respectively, as compared to 19% and 18% during the three and
six-month periods ended June 30, 1995, respectively. Costs associated with
lower utilization levels, including handling, storage and repositioning
contributed to the increase in the rental equipment operating expenses, as
a percentage of gross lease revenue.
12
<PAGE> 13
PART II - OTHER INFORMATION
Item 5. Other Materially Important Events
Equipment Acquisitions
Pursuant to its undertakings made in its Registration Statement No.
33-69356, Section 7.2 (h) of the Partnership Agreement, the Registrant
had purchased the following types of equipment as of June 30, 1996:
<TABLE>
<CAPTION>
Purchased Registrant's
Purchased from from Container Total Average Cost
Equipment Type the General Partner Manufacturers Purchased Per Container
-------------- ------------------- ------------- --------- -------------
<S> <C> <C> <C> <C>
Dry Cargo Containers:
Twenty-foot 8,357 17,292 25,649 $ 2,363
Forty-foot 2,884 5,750 8,634 $ 3,779
Forty-foot high-cube 397 1,300 1,697 $ 4,082
Refrigerated Cargo Containers:
Twenty-foot 163 300 463 $19,889
Forty-foot high-cube 100 - 100 $23,094
Tank Containers:
Twenty-foot 133 96 229 $24,114
</TABLE>
The aggregate purchase price (excluding acquisition fees) of the
equipment acquired by the Registrant through June 30, 1996, was
$117,197,643, of which $115,215,255 was paid from the Net Proceeds of
this offering, and $1,982,388 remained payable to equipment
manufacturers. Of the aggregate equipment, $39,848,185 thereof had been
acquired from CCC or its affiliates and $77,349,458 thereof had been
acquired from third-party container manufacturers located in Taiwan,
South Korea, India, Indonesia, the People's Republic of China, Italy,
Germany, Turkey, Hong Kong and the United Kingdom. Equipment acquired
from CCC or its affiliates had been purchased by CCC or its affiliates
as new equipment, and was resold to the Registrant at cost, minus the
net revenues earned by CCC in operating the equipment prior to its
resale to the Registrant. At June 30, 1996, the Registrant has
committed to purchase from container manufacturers an additional 117
forty-foot and 100 forty-foot high-cube marine dry cargo containers at
an aggregate manufacturers' invoice cost of approximately $1,202,716.
These containers are expected to be delivered during July 1996. The
remaining unused proceeds will be fully invested in container equipment
through these purchase commitments.
13
<PAGE> 14
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
<TABLE>
<CAPTION>
Exhibit
No. Description Method of Filing
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, amended and *
restated as of December 15, 1993
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers Limited ***
27 Financial Data Schedule Filed with this document
</TABLE>
(b) Reports on Form 8-K
In lieu of filing a current report on Form 8-K, the Registrant has
provided in Part II, Item 5 hereof, a description of its purchase of
marine cargo containers during the three-month period ended June 30, 1996.
................
* Incorporated by reference to Exhibit "A" to the Prospectus of the
Registrant dated December 17, 1993, included as part of Registration
Statement on Form S-1 (No. 33-69356)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-69356)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-69356)
14
<PAGE> 15
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.
CRONOS GLOBAL INCOME FUND XV, L.P.
By Cronos Capital Corp.
The General Partner
By /s/ JOHN KALLAS
----------------------
John Kallas
Vice President, Chief Financial Officer
Principal Accounting Officer
Date: August 13, 1996
15
<PAGE> 16
EXHIBIT INDEX
<TABLE>
Exhibit
No. Description Method of Filing
- ------- ----------- ----------------
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, amended and *
restated as of December 15, 1993
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers Limited ***
27 Financial Data Schedule Filed with this document
</TABLE>
................
* Incorporated by reference to Exhibit "A" to the Prospectus of the
Registrant dated December 17, 1993, included as part of Registration
Statement on Form S-1 (No. 33-69356)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-69356)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-69356)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AT JUNE 30, 1996 (UNAUDITED) AND THE STATEMENT OF OPERATIONS FOR THE
QUARTERLY PERIOD ENDED JUNE 30, 1996 (UNAUDITED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS INCLUDED AS PART OF ITS
QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD JUNE 30, 1996.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 8,324,605
<SECURITIES> 0
<RECEIVABLES> 2,562,497
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10,887,102
<PP&E> 122,976,730
<DEPRECIATION> 9,689,891
<TOTAL-ASSETS> 126,309,271
<CURRENT-LIABILITIES> 2,095,107
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 124,214,164
<TOTAL-LIABILITY-AND-EQUITY> 126,309,271
<SALES> 0
<TOTAL-REVENUES> 6,701,290
<CGS> 0
<TOTAL-COSTS> 3,720,689
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,537,797
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
