<PAGE> 1
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 SEPTEMBER 30, 2000
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.)
One Front 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 SEPTEMBER 30, 2000
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets (unaudited) - September 30, 2000 and December 31, 1999 4
Condensed Statements of Operations (unaudited) for the three and nine months ended
September 30, 2000 and 1999 5
Condensed Statements of Cash Flows (unaudited) for the nine months ended September 30,
2000 and 1999 6
Notes to Condensed Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10
Item 3. Quantitative and Qualitative Disclosures About Market Risk 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8-K 13
</TABLE>
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Presented herein are the Registrant's condensed balance sheets as of
September 30, 2000 and December 31, 1999, condensed statements of
operations for the three and nine months ended September 30, 2000 and
1999, and condensed statements of cash flows for the nine months ended
September 30, 2000 and 1999.
3
<PAGE> 4
CRONOS GLOBAL INCOME FUND XV, L.P.
CONDENSED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- -------------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents, includes $4,512,864 at September 30,
2000 and $3,214,051 at December 31, 1999 in interest-bearing accounts $ 4,751,601 $ 3,214,151
Net lease receivables due from Leasing Company
(Notes 1 and 2) 569,233 2,276,319
------------- -------------
Total current assets 5,320,834 5,490,470
------------- -------------
Container rental equipment, at cost
123,919,764 123,839,462
Less accumulated depreciation 39,839,500 34,630,513
------------- -------------
Net container rental equipment 84,080,264 89,208,949
------------- -------------
Total assets $ 89,401,098 $ 94,699,419
============= =============
Partners' Capital
Partners' capital (deficit):
General partner $ (48,701) $ (45,373)
Limited partners 89,449,799 94,744,792
------------- -------------
Total partners' capital $ 89,401,098 $ 94,699,419
============= =============
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
4
<PAGE> 5
CRONOS GLOBAL INCOME FUND XV, L.P.
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------- -------------------------------
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net lease revenue (Notes 1 and 3) $2,363,101 $2,399,013 $7,555,399 $7,478,814
Other operating expenses:
Depreciation 1,810,019 1,811,002 5,426,645 5,456,859
Other general and administrative expenses 45,098 46,685 148,320 136,075
---------- ---------- ---------- ----------
1,855,117 1,857,687 5,574,965 5,592,934
---------- ---------- ---------- ----------
Income from operations 507,984 541,326 1,980,434 1,885,880
Other income:
Interest income 46,459 55,649 136,363 177,187
Net gain on disposal of equipment 14,683 14,288 50,157 38,386
---------- ---------- ---------- ----------
61,142 69,937 186,520 215,573
---------- ---------- ---------- ----------
Net income $ 569,126 $ 611,263 $2,166,954 $2,101,453
========== ========== ========== ==========
Allocation of net income:
General partner $ 118,090 $ 144,469 $ 369,932 $ 431,650
Limited partners 451,036 466,794 1,797,022 1,669,803
---------- ---------- ---------- ----------
$ 569,126 $ 611,263 $2,166,954 $2,101,453
========== ========== ========== ==========
Limited partners' per unit share of net income $ 0.06 $ 0.06 $ 0.25 $ 0.23
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
5
<PAGE> 6
CRONOS GLOBAL INCOME FUND XV, L.P.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
--------------------------------
September 30, September 30,
2000 1999
<S> <C> <C>
Net cash provided by operating activities $ 8,849,825 $ 8,196,199
----------- -----------
Cash from investing activities:
Proceeds from disposal of equipment 322,634 374,167
Purchase of container rental equipment (161,650) (768,036)
Acquisition fees paid to general partner (8,083) (38,402)
----------- -----------
Net cash provided by (used in) investing activities 152,901 (432,271)
----------- -----------
Cash used in financing activities:
Distribution to Partners (7,465,276) (9,315,861)
----------- -----------
Net increase (decrease) in cash and cash equivalents 1,537,450 (1,551,933)
Cash and cash equivalents, beginning of period 3,214,151 6,212,541
----------- -----------
Cash and cash equivalents, end of period $ 4,751,601 $ 4,660,608
=========== ===========
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
6
<PAGE> 7
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
(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
worldwide to ocean carriers. To this extent, the Partnership's
operations are subject to the fluctuations of world economic and
political conditions. Such factors may affect the pattern and levels of
world trade. The Partnership believes that the profitability of, and
risks associated with, leases to foreign customers is generally the same
as those of leases to domestic customers. The Partnership's leases
generally require all payments to be made in United States currency.
Cronos Capital Corp. ("CCC") is the general partner and, with its
affiliate Cronos Containers Limited (the "Leasing Company"), manages the
business of the Partnership. CCC and the Leasing Company also manage the
container leasing business for other partnerships affiliated with the
general partner. The Partnership shall continue until December 31, 2012,
unless sooner terminated upon the occurrence of certain events.
The Partnership commenced operations on February 22, 1994, when the
minimum subscription proceeds of $2,000,000 were received from over 100
subscribers (excluding from such count Pennsylvania residents, the
general partner, and all affiliates of the general partner). The
Partnership offered 7,500,000 units of limited partnership interest at
$20 per unit or $150,000,000. The offering terminated on December 15,
1995, at which time 7,151,569 limited partnership units had been
purchased.
(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 one 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 condensed financial statements.
(Continued)
7
<PAGE> 8
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
(c) Basis of Accounting
The Partnership utilizes the accrual method of accounting. Net lease
revenue is recorded by the Partnership in each period based upon its
leasing agent agreement with the Leasing Company. Net lease revenue is
generally dependent upon operating lease rentals from operating lease
agreements between the Leasing Company and its various lessees, less
direct operating expenses and management fees due in respect of the
containers specified in each operating lease agreement.
(d) Financial Statement Presentation
These condensed financial statements have been prepared without audit.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles
generally accepted in The United States of America ("GAAP") have been
omitted. It is suggested that these condensed 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 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.
Actual results could differ from those estimates.
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 period presented. The results of
operations for such interim periods are not necessarily indicative of
the results to be expected for the full year.
(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 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 September 30, 2000 and
December 31, 1999 were as follows:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
<S> <C> <C>
Gross lease receivables $4,242,482 $4,570,004
Less:
Direct operating payables and accrued expenses 1,299,989 802,646
Damage protection reserve 390,161 203,241
Base management fees 312,361 344,992
Reimbursed administrative expenses 205,714 77,649
Rental equipment payable 410,750 --
Acquisition fees payable 21,263 --
Allowance for doubtful accounts 1,033,011 865,157
---------- ----------
Net lease receivables $ 569,233 $2,276,319
========== ==========
</TABLE>
(Continued)
8
<PAGE> 9
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
(3) Net Lease Revenue
Net lease revenue is determined by deducting direct operating expenses, base
management fees and reimbursed administrative expenses to CCC 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 nine-month periods ended
September 30, 2000 and 1999 was as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------- --------------------------------
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
------------ ------------- ------------- -------------
<S> <C> <C> <C> <C>
Rental revenue $ 4,019,836 $ 4,033,850 $12,231,806 $12,509,579
Less:
Rental equipment operating 1,223,452 1,162,528 3,166,303 3,513,051
expenses
Base management fees 271,892 278,146 836,194 856,881
Reimbursed administrative expenses 161,391 194,163 673,910 660,833
----------- ----------- ----------- -----------
$ 2,363,101 $ 2,399,013 $ 7,555,399 $ 7,478,814
=========== =========== =========== ===========
</TABLE>
(4) Operating Segment
The Financial Accounting Standards Board has issued SFAS No. 131,
"Disclosures about Segments of an Enterprise and Related Information," which
changes the way public business enterprises report financial and descriptive
information about reportable operating segments. An operating segment is a
component of an enterprise that engages in business activities from which it
may earn revenues and incur expenses, whose operating results are regularly
reviewed by the enterprise's chief operating decision maker to make
decisions about resources to be allocated to the segment and assess its
performance, and about which separate financial information is available.
Management operates the Partnership's container fleet as a homogenous unit
and has determined, after considering the requirements of SFAS No. 131, that
as such it has a single reportable operating segment.
The Partnership derives its revenues from cargo marine containers. As of
September 30, 2000, the Partnership operated 25,765 twenty-foot, 8,615
forty-foot and 2,010 forty-foot high-cube dry cargo marine containers, as
well as 462 twenty-foot and 99 forty-foot high-cube refrigerated cargo
containers, and 226 twenty-four thousand-liter tanks. A summary of gross
lease revenue, by product, for the three and nine-month periods ended
September 30, 2000 and 1999 follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------- --------------------------------
September 30, September 30, September 30, September 30,
2000 1999 1999 1999
----------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Dry cargo containers $ 3,366,954 $ 3,448,028 $10,250,662 $10,513,642
Refrigerated containers 470,500 403,910 1,425,719 1,438,181
Tank containers 182,382 181,912 555,425 557,756
----------- ----------- ----------- -----------
Total $ 4,019,836 $ 4,033,850 $12,231,806 $12,509,579
=========== =========== =========== ===========
</TABLE>
Due to the Partnership's lack of information regarding the physical location
of its fleet of containers when on lease in the global shipping trade, it is
impracticable to provide the geographic area information required by SFAS
No. 131.
******
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 September 30, 2000 and
December 31, 1999.
At September 30, 2000, the Registrant had $4,751,601 in cash and cash
equivalents, an increase of $1,537,450 from the cash balances at December
31, 1999. At September 30, 2000, the Registrant had approximately $187,000
in cash generated from equipment sales reserved as part of its cash
balances. The Registrant committed to purchase an additional 155 forty-foot
high-cube dry cargo marine containers, replacing containers which have been
lost or damaged beyond repair at an aggregate cost of approximately
$431,288. Throughout the remainder of 2000, the Registrant expects to
continue using cash generated from equipment sales to purchase and replace
containers which have been lost or damaged beyond repair.
The Registrant's allowance for doubtful accounts increased from $865,157 at
December 31, 1999 to $1,033,011 at September 30, 2000. This increase was
attributable to the delinquent account receivable balances of approximately
19 lessees. The Leasing Company has either negotiated specific payment terms
with these lessees or is pursuing other alternatives to collect the
outstanding balances. In each instance, the Registrant believes it has
recorded appropriate allowance.
The Registrant's cash distribution from operations for the third quarter of
2000 was 6.50% (annualized) of the limited partners' original capital
contributions, unchanged from the second quarter of 2000. These
distributions are directly related to the Registrant's results from
operations and may fluctuate accordingly. Distributions for the general and
limited partners are calculated based upon the Partnership Agreement.
During the third quarter of 2000, growth in the volume of containerized
trade continued to improve. As a result, demand for leased equipment
strengthened in many locations, but most significantly throughout Asia. With
the growth in the volume of world trade, ocean carriers are committing their
capital to the purchase of additional containerships and turning to leasing
companies to supply them with the containers they need to meet their growing
freight requirements. The container leasing market has rebounded and
prospects have somewhat improved, but lease rates have remained at generally
the same low level as at the beginning of this year. At the same time,
inventories of idle equipment have been reduced in Europe, but there has
been no appreciable reduction in the U.S. The strong U.S. economy continued
to import more than it exported. This imbalance has had the effect of
further increasing idle container inventories, particularly on the U.S. East
Coast.
2) Material changes in the results of operations between the three and
nine-month periods ended September 30, 2000 and 1999.
Gross rental revenue (a component of net lease revenue) for the three and
nine-month periods ended September 30, 2000 was $4,019,836 and $12,231,806,
respectively, reflecting a decline of less than 1% and 2% from the same
respective periods in the prior year. Gross lease revenue was primarily
impacted by higher utilization levels and lower per-diem rental rates. Dry
cargo container average per-diem rental rates for the three and nine-month
periods ended September 30, 2000 declined 2% and 7%, respectively, when
compared to the same periods in the prior year. Refrigerated container
average per-diem rental rates for the three and nine-month periods ended
September 30, 2000 increased 6% and declined 4%, respectively, when compared
to the same three and nine-month periods in the prior year. Tank container
average per-diem rental rates for the three and nine-month periods ended
September 30, 2000 declined 9% and 10%, respectively, when compared to the
same periods in the prior year.
(Continued)
10
<PAGE> 11
The Registrant's average fleet size and utilization rates for the three and
nine-month periods ended September 30, 2000 and 1999 were as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
---------------------------- ----------------------------
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Average fleet size (measured in
twenty-foot equivalent units (TEU))
Dry cargo containers 46,961 46,900 46,820 46,799
Refrigerated containers 660 656 660 658
Tank containers 226 225 226 226
Average Utilization
Dry cargo containers 76% 74% 76% 71%
Refrigerated containers 96% 85% 97% 91%
Tank containers 78% 72% 78% 73%
</TABLE>
Rental equipment operating expenses, as a percent of the Registrant's gross
lease revenue, were 30% and 26%, respectively, during the three and
nine-month periods ended September 30, 2000, as compared to 29% and 28%,
during the same respective three and nine-month periods ended September 30,
1999. Base management fees for the nine-month period ended September 30,
2000 declined 2% from the same nine-month period in the prior year as a
result of lower gross rental revenues.
The Registrant disposed of 72 twenty-foot, 12 forty-foot and two forty-foot
high-cube dry cargo marine containers during the third quarter of 2000, as
compared to 44 twenty-foot, two forty-foot and seven forty-foot high-cube
dry cargo marine containers during the third quarter of 1999. The decision
to repair or dispose of a container is made when it is returned by a lessee.
This decision is influenced by various factors including the age, condition,
suitability for continued leasing, as well as the geographical location of
the container when disposed. These factors also influence the amount of
sales proceeds received and the related gain on container disposals.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
11
<PAGE> 12
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
On March 20, 2000, KM Investments, LLC, a California limited liability company
("KM") filed its complaint (the "Complaint") in the Superior Court for the
County of Los Angeles against CCC, as general partner of the Partnership,
alleging violation of the California Revised Limited Partnership Act, breach of
fiduciary duty, and unfair competition. KM claims to be an assignee of units of
limited partnership interests in the Partnership and six other California
limited partnerships (collectively, the "Cronos Partnerships") managed by CCC as
general partner. KM, which is in the business of making unregistered tender
offers for up to 4.9% of the outstanding interests in limited partnerships,
claims that CCC has wrongfully refused to provide KM with lists of the limited
partners of the Cronos Partnerships to enable KM to make unregistered tender
offers to the limited partners of the Cronos Partnerships.
KM asks for declaratory relief, damages according to proof, attorneys' fees,
costs, interest, a temporary restraining order and/or a preliminary injunction
barring CCC from giving limited partner lists to any other party before
delivering such lists to KM, punitive damages, and an order prohibiting CCC from
receiving reimbursement of its legal fees incurred in defending the action from
the Cronos Partnerships.
On April 24, 2000, CCC filed its demurrer to the Complaint and its motion to
strike those portions of the Complaint seeking punitive damages. By its
demurrer, CCC asserted that KM, as an assignee of units of the Cronos
Partnerships, is not entitled to review or receive a copy of the lists of the
limited partners of the Cronos Partnerships; that CCC has not breached any
fiduciary duty to KM; and that CCC has not engaged in unfair competition as
alleged by KM. CCC requested that the Court dismiss KM's Complaint.
On June 8, 2000, the Court heard CCC's demurrer, and sustained (i.e., granted)
it in its entirety, allowing KM thirty days to file an amended complaint. KM did
so on or about July 10, 2000, asserting the same causes of action as set forth
in its original complaint. On August 25, 2000, CCC filed its demurrer to KM's
First Amended Complaint and its motion to strike those portions of the First
Amended Complaint seeking punitive damages. On October 11, 2000, the Court heard
CCC's motions. It sustained CCC's demurrer to KM's fourth cause of action
seeking declaratory relief, but overruled (i.e., denied) CCC's demurrer to KM's
first three causes of action, on the ground that the evidence submitted by CCC
was not properly before the Court on CCC's demurrer to KM's First Amended
Complaint. At the same time, the Court granted CCC's motion to strike those
portions of KM's First Amended Complaint seeking punitive damages.
On October 20, 2000, CCC filed its answer to KM's First Amended Complaint,
denying the allegations thereof, denying that plaintiff is entitled to any
damages, and asserting various affirmative defenses. CCC believes that KM does
not have standing to inspect or receive lists of the limited partners of the
limited partnerships managed by CCC, and that CCC has meritorious defenses to
KM's First Amended Complaint.
12
<PAGE> 13
PART II - OTHER INFORMATION (CONTINUED)
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
No reports on Form 8-K were filed by the Registrant during the quarter ended
September 30, 2000.
-------------
* 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)
13
<PAGE> 14
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/ Dennis J. Tietz
---------------------------------------
Dennis J. Tietz
President and Director of Cronos
Capital Corp. ("CCC")
Principal Executive Officer of CCC
Date: November 14, 2000
14
<PAGE> 15
EXHIBIT INDEX
<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>
-------------
* 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)
