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 0-27496

CRONOS GLOBAL INCOME FUND XVI, L.P.
(Exact name of registrant as specified in its charter)

|                                                                          |  |                                                
|------------------------------------------------------------------------- |  | -----------------------------------------------
|California
(State or other jurisdiction of
incorporation or organization) |  | 94-3230380
(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 XVI, 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 XVI, L.P.

Balance Sheets

|                                    |                                                                                                                              |                                |                                         |            |             |            |              |            |            |            | 
|----------------------------------- | ---------------------------------------------------------------------------------------------------------------------------- | ------------------------------ | --------------------------------------- | ---------- | ----------- | ---------- | ------------ | ---------- | ---------- | ---------- | 
|                                    |                                                                                                                              |                                |                                         |            | June 30,    |            | December 31,
|                                    |                                                                                                                              |                                |                                         |            | 2001        |            | 2000        
|                                    |                                                                                                                              |                                |                                         |            |             |            |             
|                                    |                                                                                                                              |                                |                                         |            | (Unaudited) |            |              |            |           
|Assets                              |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                   
|                                   
|                                   
|                                   
|Current assets:                     |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                   
|                                   
|                                   
|                                   
|                                    | Cash and cash equivalents, includes $2,368 at June 30,
2001 and $1,132,938 at December 31, 2000 in
interest-bearing accounts |                                | $                                       | 1,034,446  |             |            | $            | 1,379,619  |           
|                                   
|                                   
|                                   
|                                   
|                                    | Net lease receivables due from Leasing Company
(notes 1 and 2)                                                               |                                |                                         | 265,824    |             |            |              | 262,463    |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total current assets                    |            |             | 1,300,270  |              |            |            | 1,642,082  | 
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|Container rental equipment, at cost |                                                                                                                              |                                | 31,807,805                              |            |             |            | 31,851,392   |           
|                                   
|                                   
|                                   
|                                   
|                                    | Less accumulated depreciation                                                                                                |                                |                                         | 8,260,904  |             |            |              | 7,337,421  |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              | Net container rental equipment |                                         |            | 23,546,901  |            |              |            | 24,513,971 |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|Other assets                        |                                                                                                                              |                                | 852,626                                 |            |             |            | 868,082      |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total assets                            |            | $           | 25,699,797 |              |            | $          | 27,024,135 | 
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|Liabilities and partners capital   |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                   
|                                   
|                                   
|                                   
|Current liabilities:                |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                   
|                                   
|                                   
|                                   
|                                    | Interest payable                                                                                                             |                                | $                                       | 21,000     |             |            | $            | 35,000     |           
|                                   
|                                   
|                                   
|                                   
|                                    | Current portion of equipment debt                                                                                            |                                |                                         | 840,600    |             |            |              | 840,600    |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total current liabilities               |            |             | 861,600    |              |            |            | 875,600    | 
|                                   
|                                   
|                                   
|                                   
|                                    | Equipment debt less current portion                                                                                          |                                |                                         | 3,362,400  |             |            |              | 3,782,700  |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total liabilities                       |            |             | 4,224,000  |              |            |            | 4,658,300  | 
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|Partners capital (deficit):        |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                   
|                                   
|                                   
|                                   
|                                    | General partner                                                                                                              |                                |                                         | (31,803    | )           |            |              | (25,351    | )         
|                                   
|                                   
|                                   
|                                   
|                                    | Limited partners                                                                                                             |                                |                                         | 21,507,600 |             |            |              | 22,391,186 |           
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total partners capital                 |            |             | 21,475,797 |              |            |            | 22,365,835 | 
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           
|                                    |                                                                                                                              |                                | Total liabilities and partners capital |            | $           | 25,699,797 |              |            | $          | 27,024,135 | 
|                                    |                                                                                                                              |                                |                                         |            |             |            |              |           

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

4



---



CRONOS GLOBAL INCOME FUND XVI, 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)              |                                           | $                      | 686,951 |                    |         | $                | 978,948 |          |         | $        | 1,478,944 |          |         | $ | 1,789,492 |        
|                                              
|                                              
|                                              
|                                              
|Other operating expenses:                      |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                              
|                                              
|                                              
|                                              
|                                               | Depreciation                              |                        |         | 479,740            |         |                  |         | 463,271  |         |          |           | 950,029  |         |   |           | 876,694 |        
|                                              
|                                              
|                                              
|                                              
|                                               | Other general and administrative expenses |                        |         | 24,780             |         |                  |         | 23,870   |         |          |           | 55,422   |         |   |           | 44,338  |        
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                               |                                           |                        | 504,520 |                    |         |                  | 487,141 |          |         |          | 1,005,451 |          |         |   | 921,032   |        
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                               |                                           | Income from operations |         |                    | 182,431 |                  |         |          | 491,807 |          |           |          | 473,493 |   |           |         | 868,460 | 
|                                              
|                                              
|                                              
|                                              
|Other income (loss):                           |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                              
|                                              
|                                              
|                                              
|                                               | Interest income                           |                        |         | 13,868             |         |                  |         | 18,146   |         |          |           | 31,343   |         |   |           | 41,401  |        
|                                              
|                                              
|                                              
|                                              
|                                               | Interest expense                          |                        |         | 1,848              |         |                  |         | (137     | )       |          |           | 2,473    |         |   |           | (488    | )      
|                                              
|                                              
|                                              
|                                              
|                                               | Net loss on disposal of equipment         |                        |         | (73,271            | )       |                  |         | (88,469  | )       |          |           | (162,516 | )       |   |           | (88,469 | )      
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                               |                                           |                        | (57,555 | )                  |         |                  | (70,460 | )        |         |          | (128,700  | )        |         |   | (47,556   | )      
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                               |                                           | Net income             |         | $                  | 124,876 |                  |         | $        | 421,347 |          |           | $        | 344,793 |   |           | $       | 820,904 | 
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|Allocation of net income:                      |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                              
|                                              
|                                              
|                                              
|                                               | General partner                           |                        | $       | 25,530             |         |                  | $       | 31,156   |         |          | $         | 55,290   |         |   | $         | 62,097  |        
|                                              
|                                              
|                                              
|                                              
|                                               | Limited partners                          |                        |         | 99,346             |         |                  |         | 390,191  |         |          |           | 289,503  |         |   |           | 758,807 |        
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|                                               |                                           | $                      | 124,876 |                    |         | $                | 421,347 |          |         | $        | 344,793   |          |         | $ | 820,904   |        
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        
|Limited partners per unit share of net income |                                           | $                      | 0.06    |                    |         | $                | 0.24    |          |         | $        | 0.18      |          |         | $ | 0.47      |        
|                                               |                                           |                        |         |                    |         |                  |         |          |         |          |           |          |         |   |           |        

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

5



---



CRONOS GLOBAL INCOME FUND XVI, L.P.Statements of Cash Flows

(Unaudited)

|                                                       |                                         |   |                  |            |          |   |            |            |  
|------------------------------------------------------ | --------------------------------------- | - | ---------------- | ---------- | -------- | - | ---------- | ---------- | -
|                                                       |                                         |   | Six Months Ended
|                                                       |                                         |   |                 
|                                                       |                                         |   | June 30,         |            | June 30,
|                                                       |                                         |   | 2001             |            | 2000    
|                                                       |                                         |   |                  |            |         
|Net cash provided by operating activities              |                                         | $ | 1,276,412        |            |          | $ | 711,889    |           
|                                                      
|                                                      
|                                                      
|                                                      
|Cash flows provided by (used in) investing activities: |                                         |   |                  |            |          |   |            |           
|                                                      
|                                                      
|                                                      
|                                                      
|                                                       | Proceeds from disposal of equipment     |   |                  | 33,546     |          |   |            | 30,431     |  
|                                                      
|                                                      
|                                                      
|                                                      
|                                                       | Purchase of container rental equipment  |   |                  |           |          |   |            | (5,043,600 | )
|                                                       |                                         |   |                  |            |          |   |            |           
|Net cash provided by (used in) investing activities    |                                         |   | 33,546           |            |          |   | (5,013,169 | )         
|                                                       |                                         |   |                  |            |          |   |            |           
|Cash flows (used in) provided by financing activities: |                                         |   |                  |            |          |   |            |           
|                                                      
|                                                      
|                                                      
|                                                      
|                                                       | Proceeds from the issuance of term debt |   |                  |           |          |   |            | 5,043,600  |  
|                                                      
|                                                      
|                                                      
|                                                      
|                                                       | Repayment of term debt                  |   |                  | (420,300   | )        |   |            |           |  
|                                                      
|                                                      
|                                                      
|                                                      
|                                                       | Distribution to partners                |   |                  | (1,234,831 | )        |   |            | (1,347,088 | )
|                                                       |                                         |   |                  |            |          |   |            |           
|Net cash (used in) provided by financing activities    |                                         |   | (1,655,131       | )          |          |   | 3,696,512  |           
|                                                       |                                         |   |                  |            |          |   |            |           
|Net decrease in cash and cash equivalents              |                                         |   | (345,173         | )          |          |   | (604,768   | )         
|                                                      
|                                                      
|                                                      
|                                                      
|Cash and cash equivalents at January 1                 |                                         |   | 1,379,619        |            |          |   | 1,987,885  |           
|                                                       |                                         |   |                  |            |          |   |            |           
|Cash and cash equivalents at June 30                   |                                         | $ | 1,034,446        |            |          | $ | 1,383,117  |           
|                                                       |                                         |   |                  |            |          |   |            |           

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

6



---



CRONOS GLOBAL INCOME FUND XVI, L.P.

Notes to Unaudited Financial Statements



|(1) |  | Summary of Significant Accounting Policies
|--- |  | ------------------------------------------



| | (a) |  | Leasing Company and Leasing Agent Agreement
| | --- |  | -------------------------------------------



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Cronos Global Income Fund XVI, L.P. (the Partnership) is a limited
partnership organized under the laws of the State of California on
September 1, 1995, 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, 2015,
unless sooner terminated upon the occurrence of certain events.



| |                                                                                                                                                                                                                                                                                                                                                                                                          
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The Partnership commenced operations on March 29, 1996, 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). On February
3, 1997, CCC suspended the offer and sale of units in the Partnership.
The offering terminated on December 27, 1997.



| | (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 XVI, 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 $6,300 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) 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. The results of
operations for such interim periods are not necessarily indicative of the
results to be expected for the full year.

8



---



CRONOS GLOBAL INCOME FUND XVI, 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                        |  | $        | 868,092 |              |  | $ | 879,378 | 
|                                              
|                                              
|                                              
|                                              
|Less:                                          |  |          |         |              |  |   |         | 
|                                              
|                                              
|                                              
|                                              
|Direct operating payables and accrued expenses |  |          | 384,882 |              |  |   | 307,566 | 
|                                              
|                                              
|                                              
|                                              
|Damage protection reserve                      |  |          | 59,753  |              |  |   | 99,909  | 
|                                              
|                                              
|                                              
|                                              
|Base management fees payable                   |  |          | 105,012 |              |  |   | 119,286 | 
|                                              
|                                              
|                                              
|                                              
|Reimbursed administrative expenses             |  |          | 12,628  |              |  |   | 49,538  | 
|                                              
|                                              
|                                              
|                                              
|Allowance for doubtful accounts                |  |          | 39,993  |              |  |   | 40,616  | 
|                                               |  |          |         |              |  |   |         | 
|Net lease receivables                          |  | $        | 265,824 |              |  | $ | 262,463 | 
|                                               |  |          |         |              |  |   |         | 



|(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 was as follows:

|                                    |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 
|----------------------------------- |  | ------------------ | --------- | ---------------- |  | -------- | --------- | -------- |  | - | --------- |  |  | - | --------- | 
|                                    |  | Three Months Ended |           | Six Months Ended
|                                    |  |                    |           |                 
|                                    |  | June 30,           |           | June 30,         |  | June 30, |           | June 30,
|                                    |  | 2001               |           | 2000             |  | 2001     |           | 2000    
|                                    |  |                    |           |                  |  |          |           |         
|Rental revenue (note 4)             |  | $                  | 1,055,743 |                  |  | $        | 1,231,358 |          |  | $ | 2,161,481 |  |  | $ | 2,355,176 | 
|                                   
|                                   
|                                   
|                                   
|Less:                               |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 
|                                   
|                                   
|                                   
|                                   
|Rental equipment operating expenses |  |                    | 247,964   |                  |  |          | 115,863   |          |  |   | 434,274   |  |  |   | 290,931   | 
|                                   
|                                   
|                                   
|                                   
|Base management fees                |  |                    | 73,240    |                  |  |          | 77,452    |          |  |   | 149,909   |  |  |   | 154,955   | 
|                                   
|                                   
|                                   
|                                   
|Reimbursed administrative expenses  |  |                    | 47,588    |                  |  |          | 59,095    |          |  |   | 98,354    |  |  |   | 119,798   | 
|                                    |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 
|                                    |  | $                  | 686,951   |                  |  | $        | 978,948   |          |  | $ | 1,478,944 |  |  | $ | 1,789,492 | 
|                                    |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 

(Continued)

9



---



CRONOS GLOBAL INCOME FUND XVI, 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 4,480 twenty-foot, 1,488
forty-foot and 1,746 forty-foot high-cube marine dry cargo containers, 89
twenty-foot and 299 forty-foot refrigerated cargo containers, and 52
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    |  | $                  | 672,351   |                  |  | $        | 835,897   |          |  | $ | 1,397,958 |  |  | $ | 1,573,868 | 
|                       
|                       
|                       
|                       
|Refrigerated containers |  |                    | 345,495   |                  |  |          | 355,011   |          |  |   | 690,946   |  |  |   | 700,231   | 
|                       
|                       
|                       
|                       
|Tank containers         |  |                    | 37,897    |                  |  |          | 40,450    |          |  |   | 72,577    |  |  |   | 81,077    | 
|                        |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 
|Total                   |  | $                  | 1,055,743 |                  |  | $        | 1,231,358 |          |  | $ | 2,161,481 |  |  | $ | 2,355,176 | 
|                        |  |                    |           |                  |  |          |           |          |  |   |           |  |  |   |           | 



| |                                                                                                                                                                                                                                             
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 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.



|(5) |  | Equipment Debt
|--- |  | --------------



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | As of June 30, 2001, the Partnerships existing term loan debt was
$4,203,000 plus estimated accrued interest of $21,000. On March 30, 2000,
the Partnership borrowed $5,043,600 under a term loan for the purpose of
acquiring additional equipment. The loan will be repaid in 21 remaining
equal quarterly installments plus interest, through May 31, 2006. Interest
accrues at the rate of 1.75% above the LIBOR rate which is calculated on the
first day of each quarterly interest period. Over the life of the loan, the
interest rates ranged from 6.94% to 8.58%. The loan is secured by
containers owned by the Partnership, as well as, any income generated in
connection with the containers including lease revenue and sales proceeds .
A restricted deposit of $750,000 is held in an account with the lender as
additional collateral.



| |                                                                                                                                                                                            
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | As of June 30, 2001, the estimated fair value of the term loan debt was
$4,178,922. The fair value of the term loan has been calculated using the
market rates prevailing at July 31, 2001.

******

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    |  |                    | 10,956 |                  |  |          | 9,401 |          |  |  | 10,961 |   |  |  | 7,923 |  
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|                                                                    | Refrigerated containers |  |                    | 687    |                  |  |          | 687   |          |  |  | 687    |   |  |  | 687   |  
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|                                                                    | Tank containers         |  |                    | 52     |                  |  |          | 52    |          |  |  | 52     |   |  |  | 52    |  
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|Average Utilization                                                 |                         |  |                    |        |                  |  |          |       |          |  |  |        |   |  |  |      
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|                                                                    | Dry cargo containers    |  |                    | 74     | %                |  |          | 86    | %        |  |  | 75     | % |  |  | 83    | %
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|                                                                    | Refrigerated containers |  |                    | 98     | %                |  |          | 99    | %        |  |  | 97     | % |  |  | 97    | %
|                                                                   
|                                                                   
|                                                                   
|                                                                   
|                                                                    | Tank containers         |  |                    | 79     | %                |  |          | 74    | %        |  |  | 73     | % |  |  | 74    | %

Dry cargo container average per-diem rental rates for the three and six-month
periods ended June 30, 2001 declined approximately 7% and 5%, respectively,
when compared to the same periods in the prior year. Refrigerated container
average per-diem rental rates for the three-month period ended June 30, 2001
remained unchanged when compared to the same period in the prior year and
declined 1% for the six-month period ended June 30, 2001, when compared to the
same period in the prior year. Tank container average per-diem rental rates
for the three and six-month periods ended June 30, 2001 declined 6% in each of
the three and six-month periods of the prior year.

(continued)

11



---



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

Income from operationsfor the three months ended June 30, 2001 was $182,431,
compared to $491,807 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 cummulative effect on net lease revenue..

Net lease revenueof $686,951 for the three months ended June 30, 2001 was
$291,997, or 30% lower than in the corresponding period of 2000. The decrease
was due to a $175,615, or 14% 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 per-diem rental rates and a decrease in the
fleets aggregate utilization rate. Other components of net lease revenue,
including management fees and reimbursed administrative expenses, were lower by
a combined $15,719 when compared to the corresponding period in 2000, and
partially offset the decline in gross lease revenue. Direct operating expenses
increased by $132,101 when compared to the corresponding period in 2000.
Contributing to the increase in direct operating expenses were increases in
storage, repositioning and repair and maintenance expenses.

Depreciation expenseof $479,740 for the three months ending June 30, 2001 was
$16,469 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 effect of these changes was an
increase due to depreciation expense of approximately $6,300 since June 1,
2001.

Other general and administrative expensesof $24,780 in the second quarter of
2001 were consistent with the corresponding period of 2000.

Net loss on disposal of equipmentwas a result of the Registrant disposing of
12 containers during the three-month period ended June 30, 2001, as compared to
11 containers during the same period in 2000. These disposals resulted in a
loss of $73,271 for the three-month period ended June 30, 2001, as compared to
a loss of $88,469 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 operationsfor the six-month period ended June 30, 2001 was
$473,493, compared to $868,460 during the corresponding period of 2000. The
decrease was primarily due to a $73,335 increase in depreciation expense and a
decline in net lease revenue.

Net lease revenueof $1,478,944 for the six-month period ended June 30, 2001
was $310,548, or 17% lower than in the corresponding period of 2000. The
decrease was due to a $193,695, or 8% 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 per-diem rental rates and a
decrease in the fleets aggregate utilization rate. Other components of net
lease revenue, including management fees and reimbursed administrative expenses
were lower by a combined $26,490, when compared to the corresponding period in
2000, and partially offset the decline in gross lease revenue. Direct
operating expenses increased $143,343 when compared to the corresponding period
in 2000. Contributing to the increase in direct operating expenses were
increases in storage, repositioning, and repair and maintenance expenses.

Depreciation expenseof $950,029 for the six-month period ending June 30, 2001,
was $73,335 higher than the same period in 2000.

Other general and administrative expensesincreased to $55,422 during the
six-month period ended June 30, 2001, from $44,338 in the corresponding period
of 2000, representing an increase of $11,084 from the same period in 2000.
Contributing to this increase were professional fees and costs related to
investor communications.

(continued)

12



---



Net loss on disposal of equipmentwas a result of the Registrant disposing of
17 containers during the first six months of 2001 as compared to 18 containers
during the first six months of 2000. These disposals resulted in a loss of
$162,516 for the six-month period ended June 30, 2001, as compared to a loss of
$88,469 for the six-month period ended June 30, 2000.

Liquidity and Capital Resources

Cash from Operating Activities:Net cash provided by operating activities was
$1,276,412 and $711,889 during the first six months of 2001 and 2000,
respectively. The net cash generated in 2001 included earnings from operations,
and $4,868 in net lease receivable due from the leasing company. The net cash
generated in 2000 reflected earnings from operations together with $1,134,729
in net lease receivables due from the Leasing Company.

Cash from Investing Activities:Net cash provided by investing activities was
$33,546 in the first six months of 2000. This amount represented sales
proceeds generated from the sale of container equipment. Net cash used in
investing activities was $5,013,169 in the first six months of 2000. This
amount was comprised of $5,043,600 used to purchase container rental equipment,
combined with sales proceeds generated from the sale of container equipment.

Cash from Financing Activities:Net cash used in financing activities was
$1,655,131 during the first six months of 2001. This amount was comprised of
distributions to the Registrants general and limited partners totaling
$1,234,831, and the repayment of the Registrants term debt in the amount of
$420,000. In comparison, financing activities provided cash of $3,696,512
during the first six months of 2000. This change was a result of $5,043,600 in
proceeds from the issuance of term debt, partially offset by distributions of
$1,347,088 to the Registrants general and limited partners. 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 Additionally,
the Registrants term debt is secured by the containers owned by Registrant, as
well as any income generated in connection with the containers including, lease
revenue and sales proceeds. The provider of the debt is subrogated to all of
the Registrants interest, rights and remedies in respect to this collateral,
which could further impact distributions to the general and limited partners
should market conditions continue to deteriorate.

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 service its term
debt, make distributions to its general and limited partners, and 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.

13



---



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 28, 1995 |  | *               
|       
|       
|       
|       
|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 28, 1995, included as part of Registration
Statement on Form S-1 (No. 33-98290)
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|   
|   
|   
|**  |  | Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-98290)                                                                          
|   
|   
|   
|   
|*** |  | Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-98290)                                                                         

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 XVI, 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

15



---



EXHIBIT INDEX

|        |  |                                                                                               |  |                 
|------- |  | --------------------------------------------------------------------------------------------- |  | ----------------
|Exhibit |  |                                                                                               |  |                 
|No.     |  | Description                                                                                   |  | Method of Filing
|        |  |                                                                                               |  |                 
|3(a)    |  | Limited Partnership Agreement of the Registrant,
amended and restated as of December 28, 1995 |  | *               
|       
|       
|       
|       
|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 28, 1995, included as part of Registration
Statement on Form S-1 (No. 33-98290)
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|   
|   
|   
|**  |  | Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-98290)                                                                          
|   
|   
|   
|   
|*** |  | Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-98290)