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 JUNE 30, 1997
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 [ ]
2
CRONOS GLOBAL INCOME FUND XV, L.P.
Report on Form 10-Q for the Quarterly
Period Ended June 30, 1997
TABLE OF CONTENTS
PAGE
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - June 30, 1997 (unaudited) and December 31, 1996 4
Statements of Operations for the three and six months ended June 30, 1997 and 1996 (unaudited) 5
Statements of Cash Flows for the six months ended June 30, 1997 and 1996 (unaudited) 6
Notes to Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of 10
Operations
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Presented herein are the Registrant's balance sheets as of June 30,
1997 and December 31, 1996, statements of operations for the three and
six months ended June 30, 1997 and 1996, and statements of cash flows
for the six months ended June 30, 1997 and 1996.
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CRONOS GLOBAL INCOME FUND XV, L.P.
Balance Sheets
(Unaudited)
June 30, December 31,
1997 1996
------------- -------------
Assets
Current assets:
Cash and cash equivalents, includes $3,665,221 at June 30, 1997
and $5,508,329 at December 31, 1996 in interest-bearing accounts $ 3,700,981 $ 5,508,568
Net lease receivables due from Leasing Company
(notes 1 and 2) 2,768,091 2,835,397
------------- -------------
Total current assets 6,469,072 8,343,965
------------- -------------
Container rental equipment, at cost 124,153,386 123,720,710
Less accumulated depreciation 16,852,011 13,265,647
------------- -------------
Net container rental equipment 107,301,375 110,455,063
------------- -------------
Organizational costs, net 1,539,759 1,837,545
------------- -------------
$ 115,310,206 $ 120,636,573
============= =============
Liabilities and Partners' Capital
Current liabilities:
Due to general partner (notes 1 and 3) $ - $ 31,650
Container rental equipment purchases payable - 633,000
------------- -------------
Total current liabilities - 664,650
------------- -------------
Partners' capital (deficit):
General partner (60,550) (19,059)
Limited partners 115,370,756 119,990,982
------------- -------------
Total partners' capital 115,310,206 119,971,923
------------- -------------
$ 115,310,206 $ 120,636,573
============= =============
The accompanying notes are an integral part of these financial statements.
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CRONOS GLOBAL INCOME FUND XV, L.P.
Statements of Operations
(Unaudited)
Three Months Ended Six Months Ended
-------------------------- -------------------------
June 30, June 30, June 30, June 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
Net lease revenue (notes 1 and 4) $ 3,239,316 $ 3,577,164 $ 6,381,050 $ 6,701,290
Other operating expenses:
Depreciation and amortization 1,960,411 1,906,629 3,913,891 3,631,084
Other general and administrative expenses 59,473 46,021 91,761 89,605
----------- ----------- ----------- -----------
2,019,884 1,952,650 4,005,652 3,720,689
----------- ----------- ----------- -----------
Earnings from operations 1,219,432 1,624,514 2,375,398 2,980,601
Other income:
Interest income 48,476 165,176 109,282 522,092
Net gain (loss) on disposal of equipment (20,673) 13,676 5,178 35,104
----------- ----------- ----------- -----------
27,803 178,852 114,460 557,196
----------- ----------- ----------- -----------
Net earnings $ 1,247,235 $ 1,803,366 $ 2,489,858 $ 3,537,797
=========== =========== =========== ===========
Allocation of net earnings:
General partner $ 125,001 $ 197,187 $ 316,088 $ 382,668
Limited partners 1,122,234 1,606,179 2,173,770 3,155,129
----------- ----------- ----------- -----------
$ 1,247,235 $ 1,803,366 $ 2,489,858 $ 3,537,797
=========== =========== =========== ===========
Limited partners' per unit
share of net earnings $ .15 $ .22 $ .30 $ .44
=========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements.
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CRONOS GLOBAL INCOME FUND XV, L.P.
Statements of Cash Flows
(Unaudited)
Six Months Ended
----------------------------
June 30, June 30,
1997 1996
------------ ------------
Net cash provided by operating activities $ 6,434,687 $ 6,682,512
Cash flows provided by (used in) investing activities:
Proceeds from sale of container rental equipment 181,195 187,096
Purchase of container rental equipment (1,211,348) (23,607,017)
Acquisition fees paid to general partner (60,547) (1,166,751)
------------ ------------
Net cash used in investing activities (1,090,700) (24,586,672)
------------ ------------
Cash flows used in financing activities:
Underwriting commissions - (9,011)
Distributions to partners (7,151,576) (7,813,441)
------------ ------------
Net cash used in financing activities (7,151,576) (7,822,452)
------------ ------------
Net decrease in cash and cash equivalents (1,807,589) (25,726,612)
Cash and cash equivalents at January 1 5,508,570 34,051,217
------------ ------------
Cash and cash equivalents at June 30 $ 3,700,981 $ 8,324,605
============ ============
Supplemental disclosure for cash flow information:
Cash paid during the period for:
Interest $ - $ 8,003
============ ============
The accompanying notes are an integral part of these financial statements.
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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 the business of the Partnership. 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.
As of June 30, 1997, the Partnership operated 25,725 twenty-foot,
8,709 forty-foot and 1,783 forty-foot high-cube marine dry cargo
containers, 463 twenty-foot and 100 forty-foot refrigerated containers
and 228 twenty four thousand-liter tanks.
(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.
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CRONOS GLOBAL INCOME FUND XV, L.P.
Notes to Unaudited Financial Statements
(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 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. 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 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 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,
1997 and December 31, 1996 were as follows:
June 30, December 31,
1997 1996
---------- ----------
Lease receivables, net of doubtful accounts
of $125,888 at June 30, 1997 and $103,642
at December 31, 1996 $5,020,832 $4,774,921
Less:
Direct operating payables and accrued expenses 1,355,913 1,121,152
Damage protection reserve 399,378 369,212
Base management fees 405,202 347,587
Reimbursed administrative expenses 92,248 101,573
---------- ----------
$2,768,091 $2,835,397
========== ==========
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CRONOS GLOBAL INCOME FUND XV, L.P.
Notes to Unaudited Financial Statements
(3) Due to General Partner
The amount due to CCC at December 31, 1996 consists of acquisition fees.
(4) 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 six-month periods ended
June 30, 1997 and 1996 were as follows:
Three Months Ended Six Months Ended
------------------------ -------------------------
June 30, June 30, June 30, June 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
Rental revenue $ 5,127,516 $ 5,471,690 $10,284,385 $10,382,937
Less:
Rental equipment operating expenses 1,275,885 1,196,360 2,661,480 2,342,059
Base management fees 355,550 382,796 713,687 720,916
Reimbursed administrative expenses 256,765 315,370 528,168 618,672
----------- ----------- ----------- -----------
$ 3,239,316 $ 3,577,164 $ 6,381,050 $ 6,701,290
=========== =========== =========== ===========
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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, 1997 and
December 31, 1996.
During the first quarter of 1997, the Registrant expended $633,000 of
unused proceeds to pay for containers purchased and accepted during 1996.
Additionally, during the first quarter of 1997, the Registrant expended
$578,348 of cash generated from sales proceeds to pay for containers
purchased from the general partner and a manufacturer during the first
quarter of 1997. At June 30, 1997, the Registrant had approximately
$298,000 in cash generated from equipment sales reserved as part of its
cash balances. Throughout the remainder of 1997, 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 cash distribution from operations for the second quarter
of 1997 was 8.25% (annualized) of the limited partners' original capital
contribution, unchanged from the first quarter of 1997. These
distributions are directly related to the Registrant's results from
operations and may fluctuate accordingly.
During 1996, ocean carriers and other transport companies moved away from
leasing containers outright, as declining container prices, favorable
interest rates and the abundance of available capital resulted in ocean
carriers and transport companies purchasing a larger share of equipment
for their own account, reducing the demand for leased containers. Once the
demand for leased containers began to fall, per-diem rental rates were
also adversely affected, contributing to an uncertain start to 1997. Since
the beginning of the year, the container leasing industry has experienced
an upward trend in container utilization. The impact of this trend on the
utilization rates of the Registrant has been mixed. The Registrant's dry
and refrigerated container utilization rates increased from 81% and 91% at
December 31, 1996, respectively, to 85% and 97% at June 30, 1997,
respectively. However, tank container utilization rates declined from 87%
at December 31, 1996 to 84% at June 30, 1997. During 1996, shipping lines
and other transport companies had reduced their leased fleets to minimal
levels in an attempt to reduce costs. However, increasing cargo volumes
and continued equipment imbalances within the container fleets of shipping
lines and transport companies have established a need for these companies
to replenish their leased fleets.
Although there has been a general improvement in container utilization
rates, per-diem rental rates continue to remain under pressure. The
decline in per-diem rental rates from those evidenced during 1996 can be
attributed to the following factors: three new leasing companies have
offered new containers and low rental rates in an effort to break into the
leasing market; established leasing companies have reduced rates to very
low levels; and a continued over supply of containers. Although these
conditions are expected to continue to impact the Registrant's financial
condition and operating performance throughout 1997, the long-term outlook
remains a positive one.
2) Material changes in the results of operations between the three and
six-month periods ended June 30, 1997 and 1996.
Net lease revenue for the three and six-month periods ended June 30, 1997
was $3,239,316 and $6,381,050, respectively, a decline of approximately 9%
and 5% 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, 1997 was $5,127,516 and $10,284,385, respectively,
reflecting a decrease of 6% and 1% from the same periods in the prior
year, respectively. During 1997, gross lease revenue was primarily
impacted by a slightly lower fleet size and lower per-diem rental rates.
Average dry cargo container per-diem rental rates for the three and
six-month periods ended June 30, 1997 declined 9% and 7%, respectively,
when compared to the same periods in the prior year. Average refrigerated
container per-diem rental rates for the three and six-month periods ended
June 30, 1997 declined 18% and 11%, respectively, when compared to the
same periods in the prior year. The average tank container per-diem rental
rate for the three month period ended June 30, 1997 declined 11% when
compared to the same period in the prior year. The tank container per-diem
rental rate remained unchanged from the six-month period ended June 30,
1996.
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Company's fiscal year and a copy shall be delivered to Executive within fifteen
(15) days thereafter. The Board of Directors shall, in their sole discretion,
determine whether such impact goals have been obtained.
3.4 Withholdings. All compensation and benefits payable to
Executive hereunder shall be subject to all federal, state, local and other
withholdings and similar taxes and payments required by applicable law.
ARTICLE 4
EXPENSE ALLOWANCES AND FRINGE BENEFITS
4.1 Vacation. Executive shall be entitled to the greater of three
(3) weeks of annual paid vacation or the amount of annual paid vacation to
which Executive may become entitled under the terms of Company's vacation
policy for employees during the term of this Agreement.
4.2 Benefits. During the term of this Agreement, the Company shall
also provide Executive with the usual health insurance benefits it generally
provides to its other senior management employees. As Executive becomes
eligible in accordance with criteria to be adopted by the Company, the Company
shall provide Executive with the right to participate in and to receive
benefits from life, accident, disability, medical, pension, bonus, stock,
profit-sharing and savings plans and similar benefits made available generally
to employees of the Company as such plans and benefits may be adopted by the
Company, provided that Executive shall during the term of this Agreement be
entitled to receive at a minimum standard medical and dental benefits similar
to those typically afforded to Chief Financial officers in similar sized
biotechnology companies. The amount and extent of benefits to which Executive
is entitled shall be governed by the specific benefit plan as it may be amended
from time to time.
4.3 Stock Loans. Certain indebtedness in the aggregate amount of
$15,000, incurred by the Executive in connection with the purchase of
securities from the Company, shall be repaid in accordance with the terms and
conditions of the Promissory Note between the Executive and the Company in the
form attached hereto as Exhibit A.
4.4 Relocation Loan. The Company has previously loaned to Executive
the principal amount of $87,500 relating to certain relocation expenses. The
parties agree that the terms of the loan shall be changed as of the date of
this Agreement such that the loan shall have a term ending March 1, 2000 and an
interest rate of six percent (6%) per annum. Executive agrees to execute a
Promissory Note in the form attached hereto as Exhibit B. Such principal
indebtedness and all interest accrued to that
-4-
12
The Registrant's average fleet size and utilization rates for the three
and six-month periods ended June 30, 1997 and June 30, 1996 were as
follows:
Three Months Ended Six Months Ended
------------------ --------------------
June 30, June 30, June 30, June 30,
1997 1996 1997 1996
-------- ------- ------- --------
Average Fleet Size (measured in
twenty-foot equivalent units (TEU))
Dry cargo containers 46,723 45,254 46,646 43,821
Refrigerated cargo containers 663 663 663 630
Tank containers 228 221 229 207
Average Utilization
Dry cargo containers 84% 82% 83% 81%
Refrigerated cargo containers 92% 88% 91% 76%
Tank containers 84% 89% 85% 89%
Utilization rates of the Registrant's fleet fluctuated upward and
stabilized, as the Registrant fully invested the remaining net proceeds
from its offering in container equipment through the first half of 1997.
Rental equipment operating expenses were 25% and 26% of the Registrant's
gross lease revenue during the three and six-month periods ended June 30,
1997, respectively, as compared to 22% and 23% during the three and
six-month periods ended June 30, 1996, respectively. This increase was
largely attributable to an increase in costs associated with the
Registrant's growing fleet, including handling, storage and repairs.
The Registrant disposed of 28 twenty-foot, seven forty-foot, and three
forty-foot high-cube marine dry cargo as well as one twenty four-thousand
liter tank container during the second quarter of 1997, as compared to 12
twenty-foot, nine forty-foot and one forty-foot high-cube marine dry cargo
containers during the second quarter of 1996. 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.
As reported in the Registrant's Current Report on Form 8-K and Amendment
No. 1 to Current Report on Form 8-K, filed with the Commission on February
7, 1997 and February 26, 1997, respectively, Arthur Andersen, London,
England, resigned as auditors of The Cronos Group, a Luxembourg
Corporation headquartered in Orchard Lea, England (the "Parent Company"),
on February 3, 1997.
The Parent Company is the indirect corporate parent of Cronos Capital
Corp., the general partner of the Registrant. In its letter of resignation
to the Parent Company, Arthur Andersen states that it resigned as auditors
of the Parent Company and all other entities affiliated with the Parent
Company. While its letter of resignation was not addressed to the general
partner or the Registrant, Arthur Andersen confirmed to the general
partner that its resignation as auditors of the entities referred to in
its letter of resignation included its resignation as auditors of Cronos
Capital Corp. and the Registrant. Following Arthur Andersen's resignation,
the Parent Company subsequently received notification from the Securities
and Exchange Commission that it was conducting a private investigation of
the Parent Company regarding the events and circumstances leading to
Arthur Andersen's resignation. The results of this investigation are still
pending. Accordingly, the Registrant does not, at this time, have
sufficient information to determine the impact, if any, that the
Securities and Exchange Commission investigation of the Parent Company and
the concerns expressed by Arthur Andersen in its letter of resignation may
have on the future operating results and financial condition of the
Registrant or the Leasing Company's ability to manage the Registrant's
fleet in subsequent periods. However, the general partner of the
Registrant does not believe, based upon the information currently
available to it, that Arthur Andersen's resignation was triggered by any
concern over the accounting policies and procedures followed by the
Registrant.
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Arthur Andersen's report on the financial statements of Cronos Capital
Corp. and the Registrant, for either of the previous two years, has not
contained an adverse opinion or a disclaimer of opinion, nor was any such
report qualified or modified as to uncertainty, audit scope, or accounting
principles. During the Registrant's previous two fiscal years and the
subsequent interim period preceding Arthur Andersen's resignation, there
have been no disagreements between Cronos Capital Corp. or the Registrant
and Arthur Andersen on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure.
The Registrant retained a new auditor, Moore Stephens, P.C. ("Moore
Stephens") on April 10, 1997, as reported in the Registrant's Current
Report on Form 8-K, filed April 14, 1997.
The President of the Leasing Company, a subsidiary of the Parent Company,
along with two marketing Vice Presidents, resigned in June 1997. These
vacancies were filled by qualified, long-time employees who average over
15 years of experience in the container leasing industry, therefore
providing continuity in the management of the Leasing Company. The
Registrant and general partner do not believe these changes will have a
material impact on the future operating results and financial condition of
the Registrant.
Cautionary Statement
This Quarterly Report on Form 10-Q contains statements relating to future
results of the Registrant, including certain projections and business
trends, that are "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. Actual results may differ
materially from those projected as a result of certain risks and
uncertainties, including but not limited to changes in: economic
conditions; trade policies; demand for and market acceptance of leased
marine cargo containers; competitive utilization and per-diem rental rate
pressures; as well as other risks and uncertainties, including but not
limited to those described in the above discussion of the marine container
leasing business under Item 2., Management's Discussion and Analysis of
Financial Condition and Results of Operations; and those detailed from
time to time in the filings of Registrant with the Securities and Exchange
Commission.
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PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
No. Description Method of Filing
------- ----------- ----------------
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 **
27 Financial Data Schedule Filed with this document
(b) Reports on Form 8-K
The Registrant filed a Report on Form 8-K, April 14, 1997, reporting the
appointment of the Registrant's successor certifying accountant.
- ----------------
* 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)
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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, Treasurer
Principal Finance & Accounting Officer
Date: August 14, 1997
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EXHIBIT INDEX
Exhibit
No. Description Method of Filing
------- ----------- ----------------
3(a) Limited Partnership Agreement of the Registrant, amended and *
restated as of December 15, 1997
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agreement with Cronos Containers Limited
27 Financial Data Schedule Filed with this document
- ----------------
* 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)