-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EluprCPPI1+/oRJw68+tSfLsd+0H8bMtEk+RnJ3eI669XLDh5luDRh9t6kGQGc8z f9ICiAUdFFOBxWe2HebNVA== 0000950149-01-501211.txt : 20010815 0000950149-01-501211.hdr.sgml : 20010815 ACCESSION NUMBER: 0000950149-01-501211 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRONOS GLOBAL INCOME FUND XV LP CENTRAL INDEX KEY: 0000912605 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 943186624 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-23886 FILM NUMBER: 1708296 BUSINESS ADDRESS: STREET 1: 444 MARKET ST STREET 2: 15TH FLR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4156778990 10-Q 1 f74774de10-q.htm QUARTER REPORT QUARTER REPORT

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, 2001

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
incorporation or organization)
  (I.R.S. Employer
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 [   ].

 


CRONOS GLOBAL INCOME FUND XV, L.P.

Report on Form 10-Q for the Quarterly Period
Ended June 30, 2001

TABLE OF CONTENTS

         
        PAGE
       
PART I - FINANCIAL INFORMATION  
Item 1.   Financial Statements    
    Balance Sheets — June 30, 2001 (unaudited) and December 31, 2000   4
    Statements of Operations for the three and six months ended June 30, 2001 and 2000 (unaudited)   5
    Statements of Cash Flows for the six months ended June 30, 2001 and 2000 (unaudited)   6
    Notes to Financial Statements (unaudited)   7
Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations   11
Item 3.   Quantitative and Qualitative Disclosures About Market Risk   13
PART II - OTHER INFORMATION  
Item 6.   Exhibits and Reports on Form 8-K   14

2


PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

  Presented herein are the Registrant’s balance sheets as of June 30, 2001 and December 31, 2000, statements of operations for the three and six months ended June 30, 2001 and 2000, and statements of cash flows for the six months ended June 30, 2001 and 2000.

3


CRONOS GLOBAL INCOME FUND XV, L.P.

Balance Sheets

                         
            June 30,     December 31,  
            2001     2000  
           
   
 
            (Unaudited)          
        Assets                
Current assets:                
 
Cash and cash equivalents, includes $10,871 at June 30, 2001 and $3,966,004 at December 31, 2000 in interest-bearing accounts
  $ 3,952,862     $ 4,126,805  
 
Net lease receivables due from Leasing Company (notes 1 and 2)
    1,106,307       1,376,889  
 
 
   
 
     
Total current assets
    5,059,169       5,503,694  
 
 
   
 
Container rental equipment, at cost
    123,892,229       124,174,507  
 
Less accumulated depreciation
    45,205,141       41,660,323  
 
 
   
 
   
Net container rental equipment
    78,687,088       82,514,184  
 
 
   
 
     
Total assets
  $ 83,746,257     $ 88,017,878  
 
 
   
 
       
Partners’ Capital
               
Partners’ capital (deficit):
               
 
General partner
  $ (40,502 )   $ 684  
 
Limited partners
    83,786,759       88,017,194  
 
 
   
 
     
Total partners’ capital
  $ 83,746,257     $ 88,017,878  
 
 
   
 

The accompanying notes are an integral part of these financial statements.

4


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,  
        2001     2000     2001     2000  
       
   
   
   
 
Net lease revenue (notes 1 and 3)
  $ 1,848,985     $ 2,706,339     $ 4,168,057     $ 5,192,298  
Other operating expenses:
                               
 
Depreciation
    1,838,928       1,806,287       3,647,832       3,616,626  
 
Other general and administrative expenses
    91,923       52,537       179,975       103,222  
 
 
   
   
   
 
 
    1,930,851       1,858,824       3,827,807       3,719,848  
 
 
   
   
   
 
   
Income (loss) from operations
    (81,866 )     847,515       340,250       1,472,450  
Other income:
                               
 
Interest income
    41,096       42,388       91,594       89,904  
 
Net (loss) gain on disposal of equipment
    (31 )     22,583       1,514       35,474  
 
 
   
   
   
 
 
    41,065       64,971       93,108       125,378  
 
 
   
   
   
 
   
Net income (loss)
  $ (40,801 )   $ 912,486     $ 433,358     $ 1,597,828  
 
 
   
   
   
 
Allocation of net income (loss):
                               
 
General partner
  $ 93,691     $ 129,345     $ 194,030     $ 251,842  
 
Limited partners
    (134,492 )     783,141       239,328       1,345,986  
 
 
   
   
   
 
 
  $ (40,801 )   $ 912,486     $ 433,358     $ 1,597,828  
 
 
   
   
   
 
Limited partners’ per unit share of net income (loss)
  $ (0.02 )   $ 0.11     $ 0.03     $ 0.19  
 
 
   
   
   
 

The accompanying notes are an integral part of these financial statements.

5


CRONOS GLOBAL INCOME FUND XV, L.P.

Statements of Cash Flows

(Unaudited)

                   
      Six Months Ended  
     
 
      June 30,     June 30,  
      2001     2000  
     
   
 
Net cash provided by operating activities
  $ 4,266,283     $ 5,665,243  
Cash provided by investing activities:
               
 
Proceeds from disposal of equipment
    264,753       218,254  
Cash used in financing activities:
               
 
Distribution to partners
    (4,704,979 )     (5,018,688 )
 
 
   
 
Net (decrease) increase in cash and cash equivalents
    (173,943 )     864,809  
Cash and cash equivalents at January 1
    4,126,805       3,214,151  
 
 
   
 
Cash and cash equivalents at June 30
  $ 3,952,862     $ 4,078,960  
 
 
   
 

The accompanying notes are an integral part of these financial statements.

6


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 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 sold.

  (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, and 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.

(Continued)

7


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)   Depreciation of Rental Equipment

  Effective June 1, 2001, the estimated depreciable life has been changed from a twelve-year life to a fifteen-year life and the estimated salvage value has been changed from 30% to 10% of the original equipment cost. The effect of these depreciation changes is a decrease to net income of approximately $30,000 from June 1 to June 30, 2001.

  (e)   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 financial statements are prepared in conformity with accounting principles generally accepted in the United States (GAAP), which 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.

(Continued)

8


CRONOS GLOBAL INCOME FUND XV, L.P.

Notes to Unaudited Financial Statements

(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 earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership. Net lease receivables at June 30, 2001 and December 31, 2000 were as follows:

                 
    June 30,     December 31,  
    2001     2000  
   
   
 
Gross lease receivables
  $ 3,035,888     $ 3,555,903  
Less:
               
Direct operating payables and accrued expenses
    1,249,901       988,524  
Damage protection reserve
    157,938       353,669  
Base management fees
    185,834       325,402  
Reimbursed administrative expenses
    49,495       175,266  
Allowance for doubtful accounts
    286,413       336,153  
 
 
   
 
Net lease receivables
  $ 1,106,307     $ 1,376,889  
 
 
   
 

(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 earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership. Net lease revenue for each of the three and six-month periods ended June 30, 2001 and 2000 were as follows:

                                 
    Three Months Ended     Six Months Ended  
   
   
 
    June 30,     June 30,     June 30,     June 30,  
    2001     2000     2001     2000  
   
   
   
   
 
Rental revenue (note 4)
  $ 3,348,365     $ 4,033,361     $ 6,986,755     $ 8,211,970  
Less:
                               
Rental equipment operating expenses
    1,097,925       805,165       1,980,948       1,942,851  
Base management fees
    227,916       289,311       479,000       564,302  
Reimbursed administrative expenses
    173,539       232,546       358,750       512,519  
 
 
   
   
   
 
 
  $ 1,848,985     $ 2,706,339     $ 4,168,057     $ 5,192,298  
 
 
   
   
   
 

(Continued)

9


CRONOS GLOBAL INCOME FUND XV, L.P.

Notes to Unaudited Financial Statements

(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 leasing marine cargo containers. As of June 30, 2001, the Partnership operated 25,654 twenty-foot, 8,589 forty-foot and 2,127 forty-foot high-cube marine dry cargo containers, 461 twenty-foot and 99 forty-foot high-cube refrigerated cargo containers, and 225 twenty-four thousand-liter tanks. A summary of gross lease revenue, by product, for each of the three and six-month periods ended June 30, 2001 and 2000 follows:

                                 
    Three Months Ended     Six Months Ended  
   
   
 
    June 30,     June 30,     June 30,     June 30,  
    2001     2000     2001     2000  
   
   
   
   
 
Dry cargo containers
  $ 2,780,794     $ 3,360,651     $ 5,844,764     $ 6,883,709  
Refrigerated containers
    381,362       480,223       802,296       955,219  
Tank containers
    186,209       192,487       339,695       373,042  
 
 
   
   
   
 
Total
  $ 3,348,365     $ 4,033,361     $ 6,986,755     $ 8,211,970  
 
 
   
   
   
 

  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.

******

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.

General

The Registrant 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 Registrant. Pursuant to the Agreement, the Leasing Company is responsible for leasing, managing and re-leasing the Registrant’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 Registrant, 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.

In line with the slowdown in worldwide economic growth, demand for dry cargo containers decreased in the first six months of 2001, resulting in a decline of the container leasing industry’s utilization rates to 1999 levels. Transpacific trade, of which a large proportion of the cargo consists of technology related goods, has been largely affected by the slowdown of the US economy. The strength of the US dollar continues to make US goods more expensive and uncompetitive within Asia. For the first time in many years, the aggregate GDP growth rates of the United States, Europe, and Japan have decelerated, contributing to lower utilization rates and higher container inventories throughout the world. Container imbalances for all trade routes involving Asia are expected to continue throughout the remainder of the year. As a result of these increasing world-wide container inventories, the production of new containers has slowed. Although a slowdown of new container production could have both positive short and long term effects for the container leasing industry, a reduction in new containers will not have a significant impact without an easing of current market constraints and a strengthening of the world’s economies. In response to the foregoing, the Leasing Company continues to implement a number of marketing initiatives which are designed to target identified leasing opportunities and enhance inventory management of the Registrant’s fleet.

The Registrant’s average fleet size and utilization rates for the three and six-month periods ended June 30, 2001 and June 30, 2000 were as follows:

                                   
      Three Months Ended     Six Months Ended  
     
   
 
      June 30,     June 30,     June 30,     June 30,  
      2001     2000     2001     2000  
     
   
   
   
 
Average fleet size (measured in twenty-foot equivalent units (TEU))
                               
 
Dry cargo containers
    47,109       46,703       47,141       46,760  
 
Refrigerated containers
    660       660       660       660  
 
Tank containers
    225       226       225       226  
Average Utilization
                               
 
Dry cargo containers
    66 %     77 %     68 %     77 %
 
Refrigerated containers
    91 %     98 %     92 %     97 %
 
Tank containers
    83 %     77 %     80 %     78 %

Dry cargo container average per-diem rental rates for the three and six-month periods ended June 30, 2001 declined 7% and 6%, respectively, when compared to the same periods in the prior year. Refrigerated container average per-diem rental rates for the three and six-month periods ended June 30, 2001 decreased 18% and 12%, respectively, when compared to the same periods in the prior year. Tank container average per-diem rental rates for the three and six-month periods ended June 30, 2001 declined 11% and 9%, respectively, when compared to the same periods in the prior year.

(Continued)

11


Three Months Ended June 30, 2001 Compared to the Three Months Ended June 30, 2000

Income (loss) from operations for the three months ended June 30, 2001 generated a loss of $81,866, compared to income of $847,515 during the corresponding period of 2000. The decrease was primarily due to the impact of current market constraints on utilization and per-diem rental rates, and their cumulative effect on net lease revenue.

Net lease revenue of $1,848,985 for the three months ended June 30, 2001 was $857,354, or 32% lower than in the corresponding period of 2000. The decrease was due to a $684,996, or 17% decline in gross rental revenue (a component of net lease revenue) from the same period in 2000. Gross rental revenue was impacted by the Registrant’s lower utilization and per-diem rental rates. Other components of net lease revenue, including management fees and reimbursed administrative expenses, were lower by a combined $120,402 when compared to the corresponding period in 2000, and partially offset the decline in gross lease revenue. Direct operating expenses increased by $292,760 when compared to the corresponding period in 2000. Contributing to the increases in direct operating expenses were increases in storage, and the provision for doubtful accounts.

Depreciation expense of $1,838,928 for the three months ending June 30, 2001 was $32,641 higher than the same period in 2000. Effective June 1, 2001, the Registrant changed the estimated life of its rental container equipment from an estimated 12 year life to a 15 year life, and its estimated salvage value from 30% to 10% of original equipment cost. The cumulative effect of these changes was an increase to depreciation expense of approximately $30,000 since June 1, 2001.

Other general and administrative expenses increased to $91,923 in the second quarter of 2001, from $52,537 in the corresponding period of 2000, representing an increase of $39,386 from the same period in 2000. Contributing to this increase were professional fees and costs related to investor communications.

Net (loss) gain on disposal of equipment was a result of the Registrant disposing of 39 containers during the three-month period ended June 30, 2001, as compared to 70 containers during the same period in 2000. These disposals resulted in a loss of $31 for the three-month period ended June 30, 2001, as compared to a gain of $22,583 for the three-month period ended June 30, 2000. The Registrant believes that the net loss on container disposals in the three-month period ended June 30, 2001 was a result of various factors including the age, condition, suitability for continued leasing, as well as the geographical location of the containers when disposed. These factors will continue to influence the decision to repair or dispose of a container when it is returned by a lessee, as well as the amount of sales proceeds received and the related gain or loss on container disposals. The level of the Registrant’s container disposals in subsequent periods will also contribute to fluctuations in the net gain or loss on disposals. As a result of current market conditions, the Registrant will monitor the carrying value of its containers to determine if they have been permanently impaired.

Six Months Ended June 30, 2001 Compared to the Six Months Ended June 30, 2000

Income from operations for the six-month period ended June 30, 2001 was $340,250, compared to $1,472,450 during the corresponding period of 2000. The decrease was primarily due to a decline in net lease revenue.

Net lease revenue of $4,168,057 for the six-month period ended June 30, 2001 was $1,024,241, or 20% lower than in the corresponding period of 2000. The decrease was due to a $1,225,215, or 15% decline in gross rental revenue (a component of net lease revenue) from the same period in 2000. Gross rental revenue was impacted by the Registrant’s lower utilization and per-diem rental rates. Other components of net lease revenue, including management fees and reimbursed administrative expenses were lower by a combined $239,071 when compared to the corresponding period in 2000, and partially offset the decline in gross lease revenue. Direct operating expenses increased by $38,097 when compared to the corresponding period in 2000. Contributing to the increase was the increase in storage costs, partially offset by declines in repair and maintenance expenses and the provision for doubtful accounts.

Depreciation expense of $3,647,832 for the six-month period ending June 30, 2001 was $31,206 higher than the same period in 2000.

Other general and administrative expenses increased to $179,975 during the six-month period ended June 30, 2001, from $103,222 in the corresponding period of 2000, representing an increase of $76,753 from the same period in 2000. Contributing to this increase were professional fees and costs related to investor communications.

12


Net gain (loss) on disposal of equipment was a result of the Registrant disposing of 38 containers during the first six months of 2001 as compared to 58 containers during the first six months of 2000. These disposals resulted in a gain of $1,514 for the six-month period ended June 30, 2001, as compared to a gain of $35,474 for the six-month period ended June 30, 2000.

Liquidity and Capital Resources

Cash from Operating Activities: Net cash provided by operating activities was $4,266,283 and $5,665,243 during the first six months of 2001 and 2000, respectively. The net cash generated in 2001 included earnings from operations, and $355,443 in net lease receivables due from the Leasing Company. The net cash generated in 2000 reflected earnings from operations together with $173,594 in net lease receivables due from the Leasing Company.

Cash from Investing Activities: Net cash provided by investing activities was $264,753 and $218,254 in the first six months of 2001 and 2000, respectively. These amounts represent sales proceeds generated from the sale of container equipment.

Cash from Financing Activities: Net cash used in financing activities was $4,704,979 during the first six months of 2001 compared to $5,018,688 in the corresponding period of 2000. These amounts represent distributions to the Registrant’s general and limited partners, which decreased due to the level of cash collections and sales proceeds generated from the sale of container equipment. The Registrant’s fleet size, as well as current market conditions, may produce lower operating results and, consequently, lower distributions to its partners in subsequent periods. Sales proceeds distributed to its partners may fluctuate in subsequent periods, reflecting the level of container disposals.

Capital Resources

Aside from the initial working capital reserve retained from the gross subscription proceeds (equal to approximately 1% of such proceeds), the Registrant relied primarily on container rental receipts to generate distributions to its general and limited partners, as well as to finance current operating needs. No credit lines are maintained to finance working capital.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Exchange rate risk: Substantially all of the Registrant’s revenues are billed and paid in US dollars and a significant portion of costs are billed and paid in US dollars. Of the remaining costs, the majority are individually small, unpredictable and incurred in various denominations and thus are not suitable for cost effective hedging. From time to time, the Leasing Company hedges a portion of the expenses that are predictable and are principally in UK pounds sterling. As exchange rates are outside of the control of the Company, there can be no assurance that such fluctuations will not adversely effect its results of operations and financial condition.

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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   **
10   Form of Leasing Agent Agreement with Cronos Containers Limited   ***

(b)   Reports on Form 8-K

       No reports on Form 8-K were filed by the Registrant during the quarter ended June 30, 2001.


*   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/ Dennis J. Tietz
Dennis J. Tietz
President and Director of Cronos Capital Corp. (“CCC”)
Principal Executive Officer of CCC
 
  By /s/ John Kallas
John Kallas
Chief Financial Officer and
Director of Cronos Capital Corp. (“CCC”)
Principal Financial and Accounting Officer of CCC

Date: August 14, 2001

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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, 1993   *
3(b)   Certificate of Limited Partnership of the Registrant   **
10   Form of Leasing Agent Agreement with Cronos Containers Limited   ***


*   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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