##### Table of Contents



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 MARCH 31, 2002

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 [   ].





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TABLE OF CONTENTS



|                               |                                                                                               |                                         |  |  |  |  |  | 
|------------------------------ | --------------------------------------------------------------------------------------------- | --------------------------------------- |  |  |  |  |  | 
|PART I  FINANCIAL INFORMATION
|                               | Item 1. Financial Statements                                                                 
|                               |                                                                                               | Balance Sheets                         
|                               |                                                                                               | Statements of Operations               
|                               |                                                                                               | Statements of Cash Flows               
|                               |                                                                                               | Notes to Unaudited Financial Statements
|                               | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                               | Item 3. Quantitative and Qualitative Disclosures About Market Risk                           
|PART II  OTHER INFORMATION   
|                               | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                    
|EXHIBIT INDEX                 



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##### Table of Contents



CRONOS GLOBAL INCOME FUND XVI, L.P.

Report on Form 10-Q for the Quarterly Period
Ended March 31, 2002

TABLE OF CONTENTS

|                                         |         |                                                                                                         |  |    |  |     
|---------------------------------------- | ------- | ------------------------------------------------------------------------------------------------------- |  | -- |  | ----
|                                         |         |                                                                                                         |  |    |  | PAGE
|                                         |         |                                                                                                         |  |    |  |     
|PART
          I  FINANCIAL INFORMATION |         |                                                                                                        
|                                         |         |                                                                                                         |  |   
|                                         | Item 1. | Financial Statements                                                                                    |  |   
|                                         |         |                                                                                                         |  |   
|                                         |         | Balance
        Sheets  March 31, 2002 and December 31, 2001 (unaudited)                               |  | 4 
|                                         |         |                                                                                                         |  |   
|                                         |         | Statements of
        Operations for the three months ended March 31, 2002 and 2001 (unaudited)         |  | 5 
|                                         |         |                                                                                                         |  |   
|                                         |         | Statements
        of Cash Flows for the three months ended March 31, 2002 and 2001
        (unaudited) |  | 6 
|                                         |         |                                                                                                         |  |   
|                                         |         | Notes to Financial
        Statements (unaudited)                                                       |  | 7 
|                                         |         |                                                                                                         |  |   
|                                         | Item 2. | Managements
        Discussion and Analysis of Financial Condition and Results of Operations           |  | 12
|                                         |         |                                                                                                         |  |   
|                                         | Item 3. | Quantitative and
        Qualitative Disclosures About Market Risk                                      |  | 15
|                                         |         |                                                                                                        
|PART
          II  OTHER INFORMATION    |         |                                                                                                        
|                                         |         |                                                                                                         |  |   
|                                         | Item 6. | Exhibits and Reports
        on Form 8-K                                                                |  | 16

2



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PART I  FINANCIAL INFORMATION




Item 1. Financial Statements

| |                                                                                                                                                                                                                                                               
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Presented herein are the Registrants balance sheets as of March 31, 2002
and December 31, 2001, statements of operations for the three months
ended March 31, 2002 and 2001, and statements of cash flows for the three
months ended March 31, 2002 and 2001.

3



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CRONOS GLOBAL INCOME FUND XVI, L.P.




Balance Sheets

(Unaudited)

|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |            |            |            | 
|----------------------------------- | --------------------------------------------------------------------------------------------------------------------------------- | ------------------------------ | --------------------------------------- | ---------- | ---------- | ---------- | ------------ | ---------- | ---------- | ---------- | 
|                                    |                                                                                                                                   |                                |                                         |            | March 31,  |            | December 31,
|                                    |                                                                                                                                   |                                |                                         |            | 2002       |            | 2001        
|                                    |                                                                                                                                   |                                |                                         |            |            |            |             
|Assets                              |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Current assets:                     |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    | Cash and cash equivalents, includes $1,031,797 at March 31, 2002
and $1,280,929 at December 31, 2001 in interest-bearing accounts |                                | $                                       | 1,048,094  |            |            | $            | 1,295,929  |           
|                                    | Net lease receivables due from Leasing Company
(notes 1 and 2)                                                                    |                                |                                         | 302,254    |            |            |              | 222,804    |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total current assets                    |            |            | 1,350,348  |              |            |            | 1,518,733  | 
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Container rental equipment, at cost |                                                                                                                                   |                                | 31,745,081                              |            |            |            | 31,734,297   |           
|                                    | Less accumulated depreciation                                                                                                     |                                |                                         | 9,683,350  |            |            |              | 9,205,547  |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   | Net container rental equipment |                                         |            | 22,061,731 |            |              |            | 22,528,750 |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Other assets                        |                                                                                                                                   |                                | 831,211                                 |            |            |            | 842,007      |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total assets                            |            | $          | 24,243,290 |              |            | $          | 24,889,490 | 
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Liabilities and partners capital   |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Current liabilities:                |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    | Interest payable                                                                                                                  |                                | $                                       |           |            |            | $            | 12,136     |           
|                                    | Current portion of equipment debt                                                                                                 |                                |                                         | 700,500    |            |            |              | 840,600    |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total current liabilities               |            |            | 700,500    |              |            |            | 852,736    | 
|Equipment debt less current portion |                                                                                                                                   |                                | 2,661,900                               |            |            |            | 2,942,100    |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total liabilities                       |            |            | 3,362,400  |              |            |            | 3,794,836  | 
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|Partners capital (deficit):        |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    | General partner                                                                                                                   |                                |                                         | (26,820    | )          |            |              | (27,315    | )         
|                                    | Limited partners                                                                                                                  |                                |                                         | 20,907,710 |            |            |              | 21,121,969 |           
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total partners capital                 |            |            | 20,880,890 |              |            |            | 21,094,654 | 
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           
|                                    |                                                                                                                                   |                                | Total liabilities and partners capital |            | $          | 24,243,290 |              |            | $          | 24,889,490 | 
|                                    |                                                                                                                                   |                                |                                         |            |            |            |              |           

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

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CRONOS GLOBAL INCOME FUND XVI, L.P.




Statements of Operations

(Unaudited)

|                                               |                                           |                        |          |                    |         |           |          |          |         | 
|---------------------------------------------- | ----------------------------------------- | ---------------------- | -------- | ------------------ | ------- | --------- | -------- | -------- | ------- | 
|                                               |                                           |                        |          | Three Months Ended
|                                               |                                           |                        |          |                   
|                                               |                                           |                        |          | March 31,          |         | March 31,
|                                               |                                           |                        |          | 2002               |         | 2001     
|                                               |                                           |                        |          |                    |         |          
|Net lease revenue (notes 1 and 3)              |                                           | $                      | 654,915  |                    |         | $         | 791,993  |         
|Other operating income (expenses):             |                                           |                        |          |                    |         |           |          |         
|                                               | Depreciation                              |                        |          | (494,216           | )       |           |          | (470,289 | )      
|                                               | Other general and administrative expenses |                        |          | (17,816            | )       |           |          | (30,642  | )      
|                                               | Net gain on disposal of equipment         |                        |          | 2,658              |         |           |          | 625      |        
|                                               |                                           |                        |          |                    |         |           |          |         
|                                               |                                           |                        | (509,374 | )                  |         |           | (500,306 | )       
|                                               |                                           |                        |          |                    |         |           |          |         
|                                               |                                           | Income from operations |          |                    | 145,541 |           |          |          | 291,687 | 
|Other income (expense):                        |                                           |                        |          |                    |         |           |          |         
|                                               | Interest income                           |                        |          | 5,830              |         |           |          | 17,475   |        
|                                               | Interest expense                          |                        |          | (35,380            | )       |           |          | (89,245  | )      
|                                               |                                           |                        |          |                    |         |           |          |         
|                                               |                                           |                        | (29,550  | )                  |         |           | (71,770  | )       
|                                               |                                           |                        |          |                    |         |           |          |         
|                                               |                                           | Net income             |          | $                  | 115,991 |           |          | $        | 219,917 | 
|                                               |                                           |                        |          |                    |         |           |          |         
|Allocation of net income:                      |                                           |                        |          |                    |         |           |          |         
|                                               | General partner                           |                        | $        | 16,982             |         |           | $        | 29,760   |        
|                                               | Limited partners                          |                        |          | 99,009             |         |           |          | 190,157  |        
|                                               |                                           |                        |          |                    |         |           |          |         
|                                               |                                           | $                      | 115,991  |                    |         | $         | 219,917  |         
|                                               |                                           |                        |          |                    |         |           |          |         
|Limited partners per unit share of net income |                                           | $                      | 0.06     |                    |         | $         | 0.12     |         
|                                               |                                           |                        |          |                    |         |           |          |         

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

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CRONOS GLOBAL INCOME FUND XVI, L.P.




Statements of Cash Flows

(Unaudited)

|                                                    |                                          |                                     |           |                    |          |           |           |        |          |  
|--------------------------------------------------- | ---------------------------------------- | ----------------------------------- | --------- | ------------------ | -------- | --------- | --------- | ------ | -------- | -
|                                                    |                                          |                                     |           | Three Months Ended
|                                                    |                                          |                                     |           |                   
|                                                    |                                          |                                     |           | March 31,          |          | March 31,
|                                                    |                                          |                                     |           | 2002               |          | 2001     
|                                                    |                                          |                                     |           |                    |          |          
|Net cash provided by operating activities           |                                          | $                                   | 486,210   |                    |          | $         | 656,154   |       
|Cash flows provided by investing activities:        |                                          |                                     |           |                    |          |           |           |       
|                                                    |                                          | Proceeds from disposal of equipment |           |                    | 16,010   |           |           |        | 21,741   |  
|Cash flows used in financing activities:            |                                          |                                     |           |                    |          |           |           |       
|                                                    |                                          | Repayment of term debt              |           |                    | (420,300 | )         |           |        | (210,150 | )
|                                                    |                                          | Distribution to partners            |           |                    | (329,755 | )         |           |        | (673,545 | )
|                                                    |                                          |                                     |           |                    |          |           |           |       
|Net cash used in financing activities               |                                          |                                     | (750,055  | )                  |          |           | (883,695  | )     
|                                                    |                                          |                                     |           |                    |          |           |           |       
|Net decrease in cash and cash equivalents           |                                          |                                     | (247,835  | )                  |          |           | (205,800  | )     
|Cash and cash equivalents at January 1              |                                          |                                     | 1,295,929 |                    |          |           | 1,379,619 |       
|                                                    |                                          |                                     |           |                    |          |           |           |       
|Cash and cash equivalents at March 31               |                                          | $                                   | 1,048,094 |                    |          | $         | 1,173,819 |       
|                                                    |                                          |                                     |           |                    |          |           |           |       
|Supplementary disclosures of cash flow information: |                                          |                                     |           |                    |          |           |           |       
|                                                    | Cash paid during the period for interest |                                     | $         | 69,732             |          |           | $         | 98,245 |         
|                                                    |                                          |                                     |           |                    |          |           |           |       

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

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CRONOS GLOBAL INCOME FUND XVI, L.P.




Notes to Unaudited Financial Statements



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



| | (a) |  | Nature of Operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | 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 CCC.
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, at which time 1,599,667
limited partnership units had been sold.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|
| | (b) |  | Leasing Company and Leasing Agent Agreement                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| |     |  | A Leasing Agent Agreement exists between the Partnership and the
Leasing Company, 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)

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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) |  | Container Rental Equipment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|
| |     |  | SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived
Assets, was adopted by the Partnership effective January 1, 2002,
without a significant impact on its financial statements. In accordance
with SFAS No. 144, container rental equipment is considered to be
impaired if the carrying value of the asset exceeds the expected future
cash flows from related operations (undiscounted and without interest
charges). If impairment is deemed to exist, the assets are written down
to fair value. Depreciation policies are also evaluated to determine
whether subsequent events and circumstances warrant revised estimates of
useful lives. Because the Partnership evaluates future cash flows and
potential impairment by container type rather than for each individual
container, future losses could result for individual container
dispositions due to various factors, including age, condition,
suitability for continued leasing, as well as the geographical location
of containers when disposed. There were no impairment charges to the
carrying value of container rental equipment for the three-month periods
ended March 31, 2002 and 2001.
|
| |     |  | Container rental equipment is depreciated using the straight-line basis.
Effective June 1, 2001, the estimated depreciable life was changed from a
twelve-year life to a fifteen-year life and the estimated salvage value
was changed from 30% to 10% of the original equipment cost. The effect
of these changes is an increase to depreciation expense of approximately
$20,700 from January 1 to March 31, 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|
| | (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 of America (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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

(Continued)

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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, as well as proceeds earned from container disposals. Net lease
receivables at March 31, 2002 and December 31, 2001 were as follows:

|                                               |  |           |         |              |  |   |         | 
|---------------------------------------------- |  | --------- | ------- | ------------ |  | - | ------- | 
|                                               |  | March 31, |         | December 31,
|                                               |  | 2002      |         | 2001        
|                                               |  |           |         |             
|Gross lease receivables                        |  | $         | 918,683 |              |  | $ | 793,868 | 
|Less:                                          |  |           |         |              |  |   |         | 
|Direct operating payables and accrued expenses |  |           | 385,626 |              |  |   | 365,435 | 
|Damage protection reserve                      |  |           | 42,382  |              |  |   | 47,883  | 
|Base management fees payable                   |  |           | 135,354 |              |  |   | 102,576 | 
|Reimbursed administrative expenses             |  |           | 13,845  |              |  |   | 16,328  | 
|Allowance for doubtful accounts                |  |           | 39,222  |              |  |   | 38,842  | 
|                                               |  |           |         |              |  |   |         | 
|Net lease receivables                          |  | $         | 302,254 |              |  | $ | 222,804 | 
|                                               |  |           |         |              |  |   |         | 



|(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 the three-month periods ended March 31,
2002 and 2001 was as follows:

|                                    |  |                    |           |           |  |   |           | 
|----------------------------------- |  | ------------------ | --------- | --------- |  | - | --------- | 
|                                    |  | Three Months Ended
|                                    |  |                   
|                                    |  | March 31,          |           | March 31,
|                                    |  | 2002               |           | 2001     
|                                    |  |                    |           |          
|Rental revenue (note 4)             |  | $                  | 1,003,464 |           |  | $ | 1,105,738 | 
|Less:                               |  |                    |           |           |  |   |           | 
|Rental equipment operating expenses |  |                    | 232,926   |           |  |   | 186,310   | 
|Base management fees                |  |                    | 68,972    |           |  |   | 76,669    | 
|Reimbursed administrative expenses  |  |                    | 46,651    |           |  |   | 50,766    | 
|                                    |  |                    |           |           |  |   |           | 
|Net lease revenue                   |  | $                  | 654,915   |           |  | $ | 791,993   | 
|                                    |  |                    |           |           |  |   |           | 

(Continued)

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CRONOS GLOBAL INCOME FUND XVI, L.P.

Notes to Unaudited Financial Statements



|(4) |  | Operating Segment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | 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, that as such it has
a single reportable operating segment.
|   
|    |  | The Partnership derives its revenues from leasing marine cargo containers.
As of March 31, 2002, the Partnership operated 4,466 twenty-foot, 1,485
forty-foot and 1,742 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 the three-month period ended March 31, 2002 and 2001 follows:                                                                                                               

|                        |  |                    |           |           |  |   |           | 
|----------------------- |  | ------------------ | --------- | --------- |  | - | --------- | 
|                        |  | Three Months Ended
|                        |  |                   
|                        |  | March 31,          |           | March 31,
|                        |  | 2002               |           | 2001     
|                        |  |                    |           |          
|Dry cargo containers    |  | $                  | 654,949   |           |  | $ | 725,607   | 
|Refrigerated containers |  |                    | 311,694   |           |  |   | 345,451   | 
|Tank containers         |  |                    | 36,821    |           |  |   | 34,680    | 
|                        |  |                    |           |           |  |   |           | 
|Total                   |  | $                  | 1,003,464 |           |  | $ | 1,105,738 | 
|                        |  |                    |           |           |  |   |           | 



|    |  | 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(5) |  | Equipment Debt                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   
|    |  | As of March 31, 2002, the Partnerships existing term loan debt was
$3,362,400, plus prepaid interest of $22,216. 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 16 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 have ranged from 3.65% 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 March 31, 2002, the estimated fair value of the term loan debt
was $3,313,859. The fair value of the term loan has been calculated using
the market rates prevailing at February 28, 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

(Continued)

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##### Table of Contents



CRONOS GLOBAL INCOME FUND XVI, L.P.

Notes to Unaudited Financial Statements



|(6) |  | New Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | In August 2001, the Financial Accounting Standards Board issued SFAS No.
143, Accounting for Asset Retirement Obligations, which is effective for
all fiscal years beginning after June 15, 2002. This standard requires a
company to record the fair value of a liability for an asset retirement
obligation in the period in which it is incurred, and a corresponding
increase in the carrying value of the related long-lived asset. The
Registrant is currently evaluating the impact that SFAS No. 143 will have on
its financial statements.

* * * * * *

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##### Table of Contents






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

A Leasing Agent Agreement (Agreement) exists between the Registrant and the
Leasing Company, 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. At March 31, 2002, 99% of the original
equipment remained in the Registrants fleet, unchanged from December 31, 2001.
The following chart summarizes the composition of the Registrants fleet
(based on container type) at March 31, 2002.

|                       |  |            |       |              |  |            |       |         |  |           |       |              |  |  |    |         |  |  |     |  |  |  |    | 
|---------------------- |  | ---------- | ----- | ------------ |  | ---------- | ----- | ------- |  | --------- | ----- | ------------ |  |  | -- | ------- |  |  | --- |  |  |  | -- | 
|                       |  | Dry Cargo  |       | Refrigerated |  | Tank      
|                       |  | Containers |       | Containers   |  | Containers
|                       |  |            |       |              |  |           
|                       |  |            |       |              |  |            |       |         |  | 40-Foot   |       |              |  |  |    | 40-Foot |  |  |     | 
|                       |  | 20-Foot    |       | 40-Foot      |  | High-Cube  |       | 20-Foot |  | High-Cube |       | 24,000-Liter
|                       |  |            |       |              |  |            |       |         |  |           |       |             
|Containers on lease:   |  |            |       |              |  |            |       |         |  |           |       |              |  |  |    |         |  |  |     |  |  |  |    | 
|Master lease           |  |            | 2,098 |              |  |            | 505   |         |  |           | 621   |              |  |  | 27 |         |  |  | 81  |  |  |  | 13 | 
|Term lease (1-5 years) |  |            | 1,226 |              |  |            | 607   |         |  |           | 829   |              |  |  | 48 |         |  |  | 214 |  |  |  | 24 | 
|                       |  |            |       |              |  |            |       |         |  |           |       |              |  |  |    |         |  |  |     |  |  |  |    | 
|Subtotal               |  |            | 3,324 |              |  |            | 1,112 |         |  |           | 1,450 |              |  |  | 75 |         |  |  | 295 |  |  |  | 37 | 
|Containers off lease   |  |            | 1,142 |              |  |            | 373   |         |  |           | 292   |              |  |  | 14 |         |  |  | 4   |  |  |  | 15 | 
|                       |  |            |       |              |  |            |       |         |  |           |       |              |  |  |    |         |  |  |     |  |  |  |    | 
|Total container fleet  |  |            | 4,466 |              |  |            | 1,485 |         |  |           | 1,742 |              |  |  | 89 |         |  |  | 299 |  |  |  | 52 | 
|                       |  |            |       |              |  |            |       |         |  |           |       |              |  |  |    |         |  |  |     |  |  |  |    | 

|                                  |                |  |            |    |              |  |            |   |         |  |         |    |              |  |       |   |   |  |         |   |   |  |       |   |   |  |    |   |  |  |     |   |   |  |     |   |  |  |     |   |   |  |    |   |  |  |     |   |  
|--------------------------------- | -------------- |  | ---------- | -- | ------------ |  | ---------- | - | ------- |  | ------- | -- | ------------ |  | ----- | - | - |  | ------- | - | - |  | ----- | - | - |  | -- | - |  |  | --- | - | - |  | --- | - |  |  | --- | - | - |  | -- | - |  |  | --- | - | -
|                                  |                |  | Dry Cargo  |    | Refrigerated |  | Tank      
|                                  |                |  | Containers |    | Containers   |  | Containers
|                                  |                |  |            |    |              |  |           
|                                  |                |  |            |    |              |  |            |   |         |  |         |    |              |  |       |   |   |  | 40-Foot |   |   |  |       |   |   |  |    |   |  |  |     |   |   |  |     |   |  |  |     |   |   |  |   
|                                  |                |  | 20-Foot    |    | 40-Foot      |  | High-Cube  |   | 20-Foot |  | 40-Foot |    | 24,000-Liter
|                                  |                |  |            |    |              |  |            |   |         |  |         |    |             
|                                  |                |  | Units      |    | %            |  | Units      |   | %       |  | Units   |    | %            |  | Units |   | % |  | Units   |   | % |  | Units |   | %
|                                  |                |  |            |    |              |  |            |   |         |  |         |    |              |  |       |   |   |  |         |   |   |  |       |   |  
|Total purchases                   |                |  | 4,553      |    |              |  | 100        | % |         |  | 1,500   |    |              |  | 100   | % |   |  | 1,750   |   |   |  | 100   | % |   |  | 90 |   |  |  | 100 | % |   |  | 300 |   |  |  | 100 | % |   |  | 52 |   |  |  | 100 | %
|                                  | Less disposals |  |            | 87 |              |  |            | 2 | %       |  |         | 15 |              |  |       | 1 | % |  |         | 8 |   |  |       | 1 | % |  |    | 1 |  |  |     | 1 | % |  |     | 1 |  |  |     | 1 | % |  |    |  |  |  |     |  | %
|                                  |                |  |            |    |              |  |            |   |         |  |         |    |              |  |       |   |   |  |         |   |   |  |       |   |   |  |    |   |  |  |     |   |   |  |     |   |  |  |     |   |   |  |    |   |  |  |     |  
|Remaining fleet at
March 31, 2002 |                |  | 4,466      |    |              |  | 98         | % |         |  | 1,485   |    |              |  | 99    | % |   |  | 1,742   |   |   |  | 99    | % |   |  | 89 |   |  |  | 99  | % |   |  | 299 |   |  |  | 99  | % |   |  | 52 |   |  |  | 100 | %
|                                  |                |  |            |    |              |  |            |   |         |  |         |    |              |  |       |   |   |  |         |   |   |  |       |   |   |  |    |   |  |  |     |   |   |  |     |   |  |  |     |   |   |  |    |   |  |  |     |  

During 2001, demand for dry cargo containers was adversely affected by the
slowdown in the global economy resulting in an excess supply of containers in
many locations. As a result of increasing worldwide container inventories
during 2001, cautious forecasts for global economic recovery and a reduction in
the level of capital available for new production, the demand for new container
production declined. Accordingly, prices for new containers reached historic
lows, creating further downward pressure on lease per-diem rates and container
residual values.

At the end of 2001, the Registrant, CCC and the Leasing Company viewed this
slowdown in new container production as having positive short and long-term
effects for the container leasing industry. During the first quarter of 2002,
the reduction in the level of funding for new container production, as well as
a general improvement in the worlds economic climate, contributed to a decline
in the level of off-hire container inventories for both leasing companies and
shipping lines. During this period, the Registrant experienced an increase in
demand for its dry cargo containers. The average monthly utilization of the
Registrants dry cargo fleet increased from 74% in December 2001 to 77% in
March 2002. At April 30, 2002, utilization of the Registrants dry cargo fleet
had increased to approximately 80%. However, lease per-diem rates, which are
influenced by new container prices and borrowing rates, remain depressed. An
improvement in lease per-diem rates is not expected until new container prices
increase to much higher levels. The Registrant, CCC and the Leasing Company
expect the demand for cargo containers to continue to strengthen into the
second quarter of 2002. The Leasing Company, on behalf of the Registrant, will
seek to exploit the improving demand by repositioning off-hire equipment to
locations of greatest demand and by pursuing leasing opportunities through the
Leasing Companys global marketing network. Continued improvement throughout
the latter part of 2002 will be dependent on the recovery and sustained growth
of the global economy.

(Continued)

12



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##### Table of Contents



Despite recent improvements in container leasing market conditions, the effect
of the slowdown in global economic conditions on the container leasing
industrys customers, the shipping lines, coupled with their acquisition of
new, larger container ships, have created a condition of excess shipping
capacity. The uncertainty over the financial strength of the shipping industry
appears to favor the larger more established shipping lines. The Registrant,
CCC and the Leasing Company continue to remain cautious, with the expectation
that some shipping lines, especially those involved with trans-Pacific trade,
may experience financial difficulty, insolvency, or consolidation and
ultimately influence the demand for leased containers. Although the ultimate
outcome, as well as its impact on the container leasing industry and the
Registrants results of operations is unknown, CCC, on behalf of the
Registrant, will work closely with the Leasing Company to monitor outstanding
receivables, collections, and credit exposure to various existing and new
customers.

The Registrants average fleet size and utilization rates for the three-month
periods ended March 31, 2002 and March 31, 2001 were as follows:

|                                                                    |                         |  |                    |        |           |  |  |        |  
|------------------------------------------------------------------- | ----------------------- |  | ------------------ | ------ | --------- |  |  | ------ | -
|                                                                    |                         |  | Three Months Ended
|                                                                    |                         |  |                   
|                                                                    |                         |  | March 31,          |        | March 31,
|                                                                    |                         |  | 2002               |        | 2001     
|                                                                    |                         |  |                    |        |          
|Average fleet size (measured in twenty-foot equivalent
units (TEU)) |                         |  |                    |        |           |  |  |       
|                                                                    | Dry cargo containers    |  |                    | 10,923 |           |  |  | 10,966 |  
|                                                                    | Refrigerated containers |  |                    | 686    |           |  |  | 687    |  
|                                                                    | Tank containers         |  |                    | 52     |           |  |  | 52     |  
|Average utilization rates                                           |                         |  |                    |        |           |  |  |       
|                                                                    | Dry cargo containers    |  |                    | 74     | %         |  |  | 76     | %
|                                                                    | Refrigerated containers |  |                    | 95     | %         |  |  | 97     | %
|                                                                    | Tank containers         |  |                    | 75     | %         |  |  | 66     | %

Dry cargo container average per-diem rental rates for the three month period
ended March 31, 2002 declined approximately 15% when compared to the same
period in the prior year. Refrigerated container average per-diem rental rates
for the three month period ended March 31, 2002 declined approximately 8%, when
compared to the same period in the prior year. Tank container average per-diem
rental rates for the three month period ended March 31, 2002 declined
approximately 10%, when compared to the same period of the prior year.

The primary component of the Registrants results of operations is net lease
revenue. Net lease revenue is determined by deducting direct operating
expenses, management fees and reimbursed administrative expenses, from rental
revenues billed by the Leasing Company from the leasing of the Registrants
containers. Net lease revenue is directly related to the size, utilization and
per-diem rental rates of the Registrants fleet.

Three Months Ended March 31, 2002 Compared to the Three Months Ended March 31,
2001

Income from operationsfor the three months ended March 31, 2002 was $145,541,
as compared to $291,687 during the corresponding period of 2001. The decrease
was primarily due to the cumulative effect of the impact of current market
constraints on utilization and per-diem rental rates.

Net lease revenueof $654,915 for the three months ended March 31, 2002 was
$137,078 lower than in the corresponding period of 2001. The decrease was due
to a $102,274 decline in gross rental revenue (a component of net lease
revenue) from the same period in 2001. 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 $11,812 when compared to the corresponding period in 2001, and
partially offset the decline in gross lease revenue. Rental equipment
operating expenses increased by $46,616 when compared to the corresponding
period in 2001. The increase in rental equipment operating expense was
attributable to the Registrants lower dry cargo container utilization rate for
the three months ended 2002, and its impact on activity based expenses such as
storage, handling and repair and maintenance.

(Continued)

13



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##### Table of Contents



Depreciation expenseof $494,216 for the three months ended March 31, 2002 was
$23,927 higher than the same period in 2001. 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 in depreciation expense of approximately $20,700 for the three-month
period ended March 31, 2002.

Other general and administrative expensesdecreased to $17,816 in the first
quarter of 2002, from $30,642 in the corresponding period of 2001, representing
a decrease of $12,826 from the same period in 2001. Contributing to this
decline were legal costs and net exchange rate losses.

Net gain on disposal of equipmentwas a result of the Registrant disposing of
four containers during the three-month period ended March 31, 2002. Similarly,
five containers were disposed of during the same period in 2001. These
disposals resulted in a net gain of $2,658 and $625 for the three-month periods
ended March 31, 2002 and 2001, respectively. The Registrant believes that the
net gain on container disposals in the three-month period ended March 31, 2002
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. There
were no reductions to the carrying value of container rental equipment during
the three-month periods ended March 31, 2002 and 2001.

Liquidity and Capital Resources

Cash from Operating Activities:Net cash provided by operating activities was
$486,210 and $656,154 during the first three months of 2002 and 2001,
respectively, primarily generated from the billing and collections of net lease
revenue.

Cash from Investing Activities:Net cash provided by investing activities
during the three-month periods ended March 31, 2002 and 2001 included sales
proceeds generated from the sale of rental equipment of $16,010 and $21,741,
respectively.

Cash from Financing Activities:Net cash used in financing activities was
$750,055 during the first three months of 2002. This amount was comprised of
distributions to the Registrants general and limited partners totaling
$329,755, and the repayment of the Registrants term debt in the amount of
$420,300. In comparison, financing activities provided cash of $883,695 during
the first three months of 2001. This amount was comprised of distributions to
the Registrants general and limited partners totaling $673,545 and the
repayment of term debt totaling $210,150. The loan, due to expire in the year
2006, is scheduled to be repaid in 16 remaining quarterly installments from the
Registrants cash generated from operations. Additionally, as a condition to
the loans initial closing, the Registrant was required to place a restricted
deposit of $750,000 in an account with the lender. Interest on this deposit is
remitted to the Registrant on a quarterly basis. This deposit is reflected as
part of the Registrants Other Assets.

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.

New Accounting Pronouncements

In August 2001, the Financial Accounting Standards Board issued SFAS No. 143,
Accounting for Asset Retirement Obligations, which is effective for all
fiscal years beginning after June 15, 2002. This standard requires a company
to record the fair value of a liability for an asset retirement obligation in
the period in which it is incurred, and a corresponding increase in the
carrying value of the related long-lived asset. The Registrant is currently
evaluating the impact that SFAS No. 143 will have on its financial statements.

Inflation

The Registrant believes inflation has not had a material adverse effect on the
results of its operations.

(Continued)

14



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##### Table of Contents






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.

The Leasing Company may hedge 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 Registrant and Leasing Company, there can be no assurance that
such fluctuations will not adversely affect its results of operations and
financial condition.

Interest rate risk: Outstanding borrowings are subject to interest rate risk.
At March 31, 2002, 100% of total borrowings had floating interest rates. The
Registrant conducted an analysis of variable interest rate borrowing to
determine its sensitivity to interest rate changes. In this analysis, the same
change was applied to the current balance outstanding, leaving all other
factors constant. It was found that if a 10% increase were applied to market
rates, the expected effect would not significantly reduce annual cash flows of
the Registrant.

15



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##### Table of Contents






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
March 31, 2002.





---

|*   |  | 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)                                                                         

16



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##### Table of Contents






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: May 10, 2002

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EXHIBIT INDEX

|        |  |                                                                                                  |  |                 
|------- |  | ------------------------------------------------------------------------------------------------ |  | ----------------
|Exhibit |  |                                                                                                  |  |                 
|No      |  | Description                                                                                      |  | Method of Filing
|        |  |                                                                                                  |  |                 
|3(a)    |  | Limited Partnership Agreement of the Registrant,
amended and restated as of December 28, 1995    |  | *               
|       
|3(b)    |  | Certificate of Limited Partnership of the Registrant
Form of Leasing Agent Agreement with Cronos |  | **              
|       
|10      |  | 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)