TEXTAINER FINANCIAL SERVICES CORPORATION
                        650 California Street, 16th Floor
                             San Francisco, CA 94108


November 11, 1998


Securities and Exchange Commission
Washington, DC  20549

Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting  herewith for filing on behalf of Textainer Equipment Income Fund IV,
L.P. (the "Company") the Company's  Quarterly  Report on Form 10-Q for the Third
Quarter ended September 30, 1998.

This filing is being effected by direct  transmission to the Commission's  EDGAR
System.

Sincerely,

Nadine Forsman
Controller

<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549



                                    FORM 10-Q



                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                For the quarterly period ended September 30, 1998


                         Commission file number 0-21228


                    TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                        A California Limited Partnership
             (Exact name of Registrant as specified in its charter)


              California                                          94-3147432
     (State or other jurisdiction                               (IRS Employer
   of incorporation or organization)                         Identification No.)

   650 California Street, 16th Floor
           San Francisco, CA                                        94108
(Address of Principal Executive Offices)                         (ZIP Code)

                                 (415) 434-0551
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                 Yes [X] No [ ]





<PAGE>

<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Quarterly Report on Form 10-Q for the
Quarter Ended September 30, 1998

Table of Contents
-------------------------------------------------------------------------------------------------------------------

<S><C>    <C>                                                                                                <C>
                                                                                                             Page


Item 1.   Financial Statements

          Balance Sheets - September 30, 1998 (unaudited) and December 31, 1997.............................    3


          Statements of Earnings for the three and nine months
          ended September 30, 1998 and 1997 (unaudited).....................................................    4


          Statements of Partners' Capital for the nine months
          ended September 30, 1998 and 1997 (unaudited).....................................................    5


          Statements of Cash Flows for the nine months
          ended September 30, 1998 and 1997 (unaudited).....................................................    6


          Notes to Financial Statements (unaudited).........................................................    8


Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations.........................................................................   12


</TABLE>

<PAGE>

<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Balance Sheets

September 30, 1998 and December 31, 1997
(Amounts in thousands)
----------------------------------------------------------------------------------------------------------------
<S><C>                                                                        <C>                  <C> 
                                                                                  1998                 1997
                                                                              -------------        -------------
                                                                              (unaudited)
Assets
Container rental equipment, net of accumulated
   depreciation of $40,863 (1997:  $36,080)                                 $       83,628       $       90,205
Cash                                                                                 2,612                  664
Accounts receivable, net of allowance for doubtful
   accounts of $574 (1997:  $1,433) (note 8)                                         4,503                5,020
Due from affiliates, net (note 6)                                                      484                    -
Prepaid expenses                                                                        21                  195
                                                                              -------------        -------------

                                                                            $       91,248       $       96,084
                                                                              =============        =============

Liabilities and Partners' Capital
Liabilities:
   Accounts payable                                                         $          618       $          478
   Accrued liabilities                                                                 130                   88
   Accrued recovery costs (note 2)                                                     112                  139
   Accrued damage protection plan costs (note 3)                                       415                  405
   Warranty claims (note 4)                                                            491                  537
   Container purchases payable                                                         289                    -
   Due to affiliates, net (note 6)                                                       -                  791
   Deferred quarterly distribution                                                     179                  202
                                                                              -------------        -------------

      Total liabilities                                                              2,234                2,640
                                                                              -------------        -------------

Partners' capital:
   General partners                                                                      -                    -
   Limited partners                                                                 89,014               93,444
                                                                              -------------        -------------

      Total partners' capital                                                       89,014               93,444
                                                                              -------------        -------------

Commitments (note 10)
                                                                            $       91,248       $       96,084
                                                                              =============        =============

See accompanying notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>


TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Earnings

For the three and nine months  ended  September  30,  1998 and 1997  
(Amounts in thousands except for unit and per unit amounts) 
(unaudited)
------------------------------------------------------------------------------------------------------------------------------------
<S><C>                                                      <C>                <C>                <C>                <C>
                                                              Three months        Three months       Nine months         Nine months
                                                                     Ended               Ended             Ended               Ended
                                                            Sept. 30, 1998      Sept. 30, 1997    Sept. 30, 1998      Sept. 30, 1997
                                                          ----------------   -----------------  ----------------   -----------------

Rental income                                            $           5,378   $           5,340  $         16,490   $          15,679
                                                          ----------------   -----------------  ----------------   -----------------

Costs and expenses:
   Direct container expenses                                         1,219               1,231             3,735               3,442
   Bad debt (benefit) expense                                          (49)                (14)             (180)                153
   Depreciation and amortization                                     1,861               1,888             5,605               5,626
   Professional fees                                                    10                   9                29                  26
   Management fees to affiliates (note 6)                              503                 510             1,495               1,499
   General and administrative costs to affiliates (note 6)             281                 296               939               1,003
   Other general and administrative costs                               46                  55               141                 165
                                                          ----------------   -----------------  ----------------   -----------------
                                                                     3,871               3,975            11,764              11,914
                                                          ----------------   -----------------  ----------------   -----------------
   Income from operations                                            1,507               1,365             4,726               3,765
                                                          ----------------   -----------------  ----------------   -----------------

Other income:
   Interest income, net                                                 34                  16                61                  55
   (Loss) gain on sale of containers                                   (88)                 11               154                 167
                                                          ----------------   -----------------  ----------------   -----------------
                                                                       (54)                 27               215                 222
                                                          ----------------   -----------------  ----------------   -----------------
   Net earnings                                          $           1,453   $           1,392  $          4,941   $           3,987
                                                          ================   =================  ================   =================

Allocation of net earnings (note 6):
   General partners                                      $              33   $              34  $             98   $             102
   Limited partners                                                  1,420               1,358             4,843               3,885
                                                          ----------------   -----------------  ----------------   -----------------
                                                         $           1,453   $           1,392  $          4,941   $           3,987
                                                          ================   =================  ================   =================
Limited partners' per unit share
   of net earnings                                       $            0.21   $            0.20  $           0.71   $            0.57
                                                          ================   =================  ================   =================
Limited partners' per unit share
   of distributions                                      $            0.45   $            0.48  $           1.36   $            1.43
                                                          ================   =================  ================   =================
Weighted average number of limited
   partnership units outstanding                                 6,827,168           6,827,168         6,827,168           6,827,168
                                                          ================   =================  ================   =================



See accompanying notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Partners' Capital

For the nine months ended September 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
----------------------------------------------------------------------------------------------------------------------------------
<S><C>                                                                    <C>                  <C>                 <C>
                                                                                             Partners' Capital
                                                                          --------------------------------------------------------
                                                                            General               Limited               Total
                                                                          -------------        --------------        -------------

Balances at January 1, 1997                                             $            -       $       100,906       $      100,906

Distributions                                                                     (102)               (9,729)              (9,831)

Redemptions (note 9)                                                                 -                  (104)                (104)

Net earnings                                                                       102                 3,885                3,987
                                                                          -------------        --------------        -------------

Balances at September 30, 1997                                          $            -       $        94,958       $       94,958
                                                                          =============        ==============        =============

Balances at January 1, 1998                                             $            -       $        93,444       $       93,444

Distributions                                                                      (98)               (9,273)              (9,371)

Net earnings                                                                        98                 4,843                4,941
                                                                          -------------        --------------        -------------

Balances at September 30, 1998                                          $            -       $        89,014       $       89,014
                                                                          =============        ==============        =============


See accompanying notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Statements of Cash Flows

For the nine months ended September 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
-----------------------------------------------------------------------------------------------------------------------------
<S><C>                                                                                    <C>                  <C> 
                                                                                               1998                 1997
                                                                                           -------------        -------------

Cash flows from operating activities:
   Net earnings                                                                          $        4,941       $        3,987
   Adjustments to reconcile net earnings to
      net cash provided by operating activities:
        Depreciation                                                                              5,605                5,610
        (Decrease) increase  in allowance for doubtful accounts, excluding
            write-off (note 8)                                                                     (298)                  35
         Amortization of organization costs                                                           -                   16
         Gain on sale of containers                                                                (154)                (167)
         (Increase) decrease in:
            Accounts receivable, excluding write-off (note 8)                                       823                  502
            Due from affiliates, net                                                               (362)                (659)
            Prepaid expenses                                                                        174                   37
         Increase (decrease) in:
            Accounts payable and accrued liabilities                                                182                  239
            Accrued recovery costs                                                                  (27)                  43
            Accrued damage protection plan costs                                                     10                 (129)
            Warranty claims                                                                         (46)                 (47)
                                                                                           -------------        -------------
               Net cash provided by operating activities                                         10,848                9,467
                                                                                           -------------        -------------

Cash flows from investing activities:
   Proceeds from sale of containers                                                               1,681                1,091
   Container purchases                                                                             (360)              (2,449)
                                                                                           -------------        -------------
              Net cash provided by (used in) investing activities                                 1,321               (1,358)
                                                                                           -------------        -------------

Cash flows from financing activities:
    Redemptions of limited partnership units                                                          -                 (104)
    Repayment of borrowings from affiliates                                                        (826)                   -
    Distributions to partners                                                                    (9,395)              (9,837)
                                                                                           -------------        -------------
               Net cash used in financing activities                                            (10,221)              (9,941)
                                                                                           -------------        -------------

Net increase (decrease) in cash                                                                   1,948               (1,832)

Cash at beginning of period                                                                         664                2,694
                                                                                           -------------        -------------
Cash at end of period                                                                    $        2,612       $          862
                                                                                           =============        =============
Interest paid during the period                                                          $           16       $            -
                                                                                           =============        =============


See accompanying notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)


Statements Of Cash Flows--Continued

For the nine months ended September 30, 1998 and 1997
(Amounts in thousands)
(unaudited)
-------------------------------------------------------------------------------------------------------------------

Supplemental Disclosures:

Supplemental schedule of non-cash investing and financing activities:

The following table summarizes the amounts of container purchases, distributions
to partners,  and proceeds  from sale of  containers  which had not been paid or
received as of  September  30, 1998 and 1997,  and  December  31, 1997 and 1996,
resulting in  differences  in amounts  recorded and amounts of cash disbursed or
received by the  Partnership,  as shown in the  Statements of Cash Flows for the
nine-month periods ended September 30, 1998 and 1997.

<S><C>                                                        <C>            <C>              <C>            <C>
                                                               Sept. 30        Dec. 31         Sept. 30        Dec. 31
                                                                   1998           1997             1997          1996
                                                             -----------    -----------    -------------    ----------

Container purchases included in:
     Due to affiliates..............................               $  -           $  2             $  3          $  5
     Container purchases payable....................                289              -              205           361

Distributions to partners included in:
     Due to affiliates..............................                 10             11               11            18
     Deferred quarterly distributions...............                179            202              200           199

Proceeds from sale of containers included in:
     Due from affiliates............................                370            286              260           361

The following table summarizes the amounts of container purchases, distributions
to partners and proceeds from sale of containers recorded by the Partnership and
the amounts  paid or received as shown in the  Statements  of Cash Flows for the
nine-month periods ended September 30, 1998 and 1997.

                                                                                                   1998          1997
                                                                                                   ----          ----

Container purchases recorded......................................................                $ 647       $ 2,291
Container purchases paid..........................................................                  360         2,449

Distributions to partners declared................................................                9,371         9,831
Distributions to partners paid....................................................                9,395         9,837

Proceeds from sale of containers recorded.........................................                1,765           990
Proceeds from sale of containers received.........................................                1,681         1,091


See accompanying notes to financial statements
</TABLE>

<PAGE>

TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
(a California Limited Partnership)

Notes To Financial Statements

For the three and nine months  ended  September  30,  1998 and 1997  
(Amounts in thousands except for unit and per unit amounts) 
(unaudited)
--------------------------------------------------------------------------------


Note 1.   General

      Textainer  Equipment Income Fund IV, L.P. (the Partnership),  a California
      limited  partnership  with a maximum life of 20 years, was formed in 1991.
      The Partnership  owns a fleet of intermodal  marine cargo containers which
      are leased to international shipping lines.

      The accompanying  interim comparative  financial  statements have not been
      audited by an independent  public  accountant.  However,  all  adjustments
      (which  were only  normal and  recurring  adjustments)  which are,  in the
      opinion of management,  necessary to fairly present the financial position
      of the Partnership as of September 30, 1998 and December 31, 1997, and the
      results of its operations, changes in partners' capital and cash flows for
      the three- and nine-month  periods ended September 30, 1998 and 1997, have
      been made.

      The financial  information  presented herein should be read in conjunction
      with  the  audited  financial  statements  and  other  accompanying  notes
      included in the Partnership's  annual audited  financial  statements as of
      December 31, 1997, in the Annual Report filed on Form 10-K.

      Certain   estimates  and  assumptions  were  made  by  the   Partnership's
      management that affect the reported  amounts of assets and liabilities and
      disclosures  of  contingent  assets  and  liabilities  at the  date of the
      financial  statements  and the  reported  amounts of revenue and  expenses
      during the  reporting  period.  Actual  results  could  differ  from those
      estimates.

Note 2.   Recovery Costs

      The  Partnership  accrues an estimate  for  recovery  costs as a result of
      defaults under its leases that it expects to incur, which are in excess of
      estimated insurance proceeds. At September 30, 1998 and December 31, 1997,
      the amounts accrued were $112 and $139, respectively.

Note 3.   Damage Protection Plan

      The  Partnership  offers a Damage  Protection Plan (DPP) to lessees of its
      containers.  Under  the terms of DPP,  the  Partnership  earns  additional
      revenues  on a daily  basis  and,  in return,  has agreed to bear  certain
      repair costs.  It is the  Partnership's  policy to recognize  revenue when
      earned  and to  provide a reserve  sufficient  to cover the  Partnership's
      obligation for estimated future repair costs. DPP expenses are included in
      direct container expenses in the Statements of Earnings,  and at September
      30, 1998 and December 31, 1997,  the related  reserves were $415 and $405,
      respectively.

Note 4.   Warranty Claims

      During 1996 and 1995, the Partnership  settled  warranty claims against an
      equipment manufacturer relating to certain containers.  The Partnership is
      amortizing the settlement amounts over the remaining estimated useful life
      of these  containers  (ten years),  reducing  maintenance and repair costs
      over  that  time.  At  September  30,  1998 and  December  31,  1997,  the
      unamortized   portion  of  the  settlement   amount  was  $491  and  $537,
      respectively.

Note 5.   Acquisition of Containers

      During the  nine-month  periods  ended  September  30, 1998 and 1997,  the
      Partnership   purchased  containers  with  a  cost  of  $647  and  $2,291,
      respectively.

Note 6.   Transactions with Affiliates

      Textainer  Financial  Services  Corporation  (TFS) is the managing general
      partner of the Partnership.  TFS is a wholly-owned subsidiary of Textainer
      Capital Corporation (TCC).  Textainer  Equipment  Management Limited (TEM)
      and  Textainer   Limited  (TL)  are  associate  general  partners  of  the
      Partnership.  The  managing  general  partner  and the  associate  general
      partners are collectively referred to as the General Partners. The General
      Partners  also  act in  this  capacity  for  other  limited  partnerships.
      Textainer  Acquisition  Services  Limited  (TAS)  is an  affiliate  of the
      General  Partners which performs  services  relative to the acquisition of
      containers  outside the United States on behalf of the  Partnership.  TCC,
      TEM, TL and TAS are  subsidiaries  of  Textainer  Group  Holdings  Limited
      (TGH).  The  General  Partners  manage  and  control  the  affairs  of the
      Partnership.

      In accordance with the Partnership  Agreement,  net earnings or losses and
      partnership distributions are allocated 1% to the General Partners and 99%
      to the Limited Partners, with the exception of gross income, as defined in
      the  Partnership  Agreement.  Gross  income is  allocated  to the  General
      Partners to the extent that their capital  accounts'  deficits  exceed the
      portion  of  syndication   and  offering  costs   allocated  to  them.  On
      termination of the  Partnership,  the General  Partners shall be allocated
      gross income equal to their allocations of syndication and offering costs.

      As part of the operation of the Partnership,  the Partnership is to pay to
      the General Partners,  or TAS, an acquisition fee, an equipment management
      fee, an incentive management fee, and an equipment  liquidation fee. These
      fees  are  for  various   services   provided  in   connection   with  the
      administration   and  management  of  the  Partnership.   The  Partnership
      capitalized $31 and $117 of container  acquisition  fees as a component of
      container costs during the nine-month periods ended September 30, 1998 and
      1997,  respectively.  The Partnership  incurred $129 and $388 of incentive
      management  fees during the three- and nine-month  periods ended September
      30, 1998 and $137 and $410 of incentive management fees for the comparable
      periods in 1997. No equipment liquidation fees were incurred during either
      period.

      The  Partnership's  container  fleet  is  managed  by TEM.  In its role as
      manager,  TEM has  authority to acquire,  hold,  manage,  lease,  sell and
      dispose of the  Partnership's  containers.  TEM holds,  for the payment of
      direct operating expenses,  a reserve of cash that has been collected from
      leasing operations;  such cash is included in due from affiliates,  net at
      September 30, 1998 and due to affiliates, net at December 31, 1997.

      Subject to certain reductions, TEM receives a monthly equipment management
      fee equal to 7% of gross revenues  attributable to operating leases and 2%
      of gross revenues  attributable to full payout net leases.  For the three-
      and nine-month  periods ended September 30, 1998,  these fees totaled $374
      and  $1,107,  respectively,  and $373 and  $1,089,  respectively,  for the
      comparable periods in 1997. The Partnership's container fleet is leased by
      TEM to third party lessees on operating master leases,  spot leases,  term
      leases and direct finance  leases.  The majority of the container fleet is
      leased under  operating  master  leases with limited terms and no purchase
      option.

      Certain  indirect  general  and  administrative  costs  such as  salaries,
      employee  benefits,   taxes  and  insurance  are  incurred  in  performing
      administrative  services  necessary to the  operation of the  Partnership.
      These  costs  are  incurred   and  paid  by  TFS  and  TEM.   General  and
      administrative costs allocated to the Partnership were as follows:

                                 Three months ended            Nine months ended
                                    September 30,                 September 30,
                                    -------------                 -------------
                                   1998       1997               1998      1997
                                   ----       ----               ----      ----

      Salaries                     $128       $172               $404   $   552
      Other                         153        124                535       451
                                    ---        ---                ---     -----
      Total general and
       administrative costs        $281       $296               $939    $1,003
                                    ===        ===                ===     =====

      TEM allocates these general and administrative costs based on the ratio of
      the  Partnership's  interest  in  the  managed  containers  to  the  total
      container  fleet  managed by TEM during the period.  TFS  allocates  these
      costs  based on the  ratio of the  Partnership's  containers  to the total
      container  fleet of all limited  partnerships  managed by TFS. The General
      Partners allocated the following general and  administrative  costs to the
      Partnership:

                                 Three months ended            Nine months ended
                                    September 30,                 September 30,
                                    -------------                 -------------
                                  1998        1997               1998      1997
                                  ----        ----               ----      ----

      TEM                         $254        $267               $850   $   881
      TFS                           27          29                 89       122
                                   ---         ---                ---     -----
      Total general and
       administrative costs       $281        $296               $939    $1,003
                                   ===         ===                ===     =====

      The General  Partners or TAS may acquire  containers in their own name and
      hold  title on a  temporary  basis for the  purpose  of  facilitating  the
      acquisition  of such  containers for the  Partnership.  The containers may
      then be resold to the Partnership on an all-cash basis at a price equal to
      the actual cost, as defined in the Partnership Agreement. In addition, the
      General  Partners  or TAS  are  entitled  to an  acquisition  fee  for any
      containers resold to the Partnership.

      At September 30, 1998 and December 31, 1997, due from (to) affiliates, net
      is comprised of:

                                                           1998            1997
                                                           ----            ----
      Due from affiliates:
        Due from TEM...................................  $  550         $   120
                                                           ----            ----

      Due to affiliates:
        Due to TFS.....................................      52              55
        Due to TAS.....................................       -               2
        Due to TCC.....................................      13              20
        Due to TL......................................       1             834
                                                           ----            ----
                                                             66             911
                                                           ----            ----
      Due from (to) affiliates, net                      $  484          $ (791)
                                                           ====            ====

      Included  in the amount due to TL at  December  31,  1997 is $826 in loans
      used to facilitate container purchases.  This loan was repaid on March 31,
      1998.  All other amounts  receivable  from and payable to affiliates  were
      incurred in the ordinary  course of business  between the  Partnership and
      its  affiliates  and  represent  timing  differences  in the  accrual  and
      remittance  of expenses  and fees  described  above and in the accrual and
      remittance of net rental revenues from TEM.

      It is the policy of the  Partnership  and the  General  Partners to charge
      interest on amounts due to the General  Partners which are outstanding for
      more than one  month,  to the  extent  such  balances  relate to loans for
      container  purchases.  Interest is charged at a rate not greater  than the
      General  Partners'  or  affiliates'  own cost of  funds.  The  Partnership
      incurred $13 of interest expense on amounts due to the General Partners in
      the  nine-month  period ended  September  30, 1998.  There was no interest
      expense  incurred  on  amounts  due to the  General  Partners  during  the
      three-month  period ended  September 30, 1998 or the three- and nine-month
      periods ended September 30, 1997.

Note 7.   Rentals Under Long-Term Operating Leases

      The following are the future  minimum rent  receivables  under  cancelable
      long-term  operating leases at September 30, 1998. Although the leases are
      generally  cancelable  at  the  end of  each  twelve-month  period  with a
      penalty,  the  following  schedule  assumes  that the  leases  will not be
      terminated.

              Year ending September 30:

              1999.............................................           $  666
              2000.............................................               41
              2001.............................................               25
              2002.............................................                5
                                                                            ----

              Total minimum future rentals receivable..........           $  737
                                                                            ====

Note 8.   Accounts Receivable Write-Off

      During  March  1998,  the  Partnership  wrote-off  $561  of  uncollectible
      receivables  from two lessees against which reserves were recorded in 1994
      and 1995.

Note 9.   Redemptions

      The  Partnership  did not redeem any units  during the  nine-month  period
      ended  September  30,  1998.  The  total  number of units  redeemed  since
      inception of the  redemption  program is 18,735,  at a total cost of $270,
      representing  an  average   redemption  price  of  $14.43  per  unit.  The
      redemption price is fixed by formula.

Note 10.   Commitments

      At September 30, 1998, the  Partnership  had committed to purchase 100 new
      containers at an approximate  total purchase price of $332, which includes
      acquisition fees of $16. These  commitments were made to TAS which, as the
      contracting  party,  has in turn committed to purchase these containers on
      behalf of the Partnership.


<PAGE>

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

(Amounts in thousands except for unit and per unit amounts)
--------------------------------------------------------------------------------

The Financial Statements contain information which will assist in evaluating the
financial  condition of the  Partnership  for the three- and nine-month  periods
ended September 30, 1998 and 1997. Please refer to the Financial  Statements and
Notes thereto in connection with the following discussion.

Liquidity and Capital Resources

From  May 1,  1992  until  April  30,  1994,  the  Partnership  offered  limited
partnership  interests  to the  public.  The  Partnership  received  its minimum
subscription  amount  of  $5,000  on June 11,  1992 and on  April  30,  1994 the
Partnership had received a total subscription amount of $136,918.

From time to time,  the  Partnership  redeems units from limited  partners for a
specified   redemption  value  which  is  set  by  formula.  Up  to  2%  of  the
Partnership's outstanding units may be redeemed each year, although the 2% limit
may be exceeded at the managing general  partner's  discretion.  All redemptions
are subject to the managing  general  partner's  good faith  determination  that
payment for the redeemed units will not (i) cause the Partnership to be taxed as
a  corporation,  (ii) impair the capital or  operations of the  Partnership,  or
(iii) impair the ability of the Partnership to pay  distributions  in accordance
with its distribution  policy.  During the nine-month period ended September 30,
1998, the Partnership did not redeem any units.

The Partnership  invests working capital and cash flow from operations  prior to
its  distribution  to  the  partners  in  short-term,  liquid  investments.  The
Partnership's  cash is  affected  by  cash  provided  by or  used in  operating,
investing and financing  activities.  These  activities  are discussed in detail
below.

During the nine-month period ended September 30, 1998, the Partnership  declared
cash  distributions to limited  partners  pertaining to the period from December
1997 through August 1998, in the amount of $9,273. These distributions represent
a return of 9.5% on original capital  (measured on an annualized  basis) on each
unit for the month of December 1997 and 9% on original  capital  (measured on an
annualized  basis) on each unit from January 1998 through August 1998. On a cash
basis, all of these distributions were from operations.  On a GAAP basis, $4,430
of these  distributions  was a return of capital  and the  balance  was from net
earnings.

At  September  30,  1998,  the  Partnership  had  committed  to purchase 100 new
containers  at an  approximate  total  purchase  price of $332,  which  includes
acquisition  fees of $16. At September 30, 1998, the  Partnership had sufficient
cash on hand to meet these commitments. In the event the Partnership decides not
to purchase the containers,  one of the General  Partners or an affiliate of the
General Partners will acquire the containers for its own account.

Net cash provided by operating  activities  for the  nine-month  periods  ending
September 30, 1998 and 1997, was $10,848 and $9,467, respectively.  The increase
of $1,381 was primarily  attributable  to  fluctuations  in net earnings and due
from  affiliates,  net during the  nine-month  period ended  September  30, 1998
compared to the equivalent  period in 1997.  Net earnings  increased by $954, or
24%,  primarily  due to an increase in other rental  income,  which is discussed
more fully in "Results of Operations".  Due from affiliates,  net increased $362
in the  nine-month  period ended  September  30, 1998 compared to an increase of
$659 in the equivalent period in 1997. Fluctuations in due from affiliates,  net
result  from  timing  differences  in  payment of  expenses  and fees and in the
remittance of net rental revenues.

For the  nine-month  period  ending  September  30, 1998,  net cash  provided by
investing  activities  (the purchase and sale of containers) was $1,321 compared
to net cash used in investing  activities of $1,358 for the comparable period in
1997. The difference of $2,679 is due to the Partnership  having  purchased more
containers  during the  nine-month  period ended  September 30, 1997 than in the
comparable  period in 1998 and having sold more  containers at a higher  average
sales  price in the  nine-month  period  ended  September  30,  1998 than in the
comparable  period in 1997. The General Partners believe that these  differences
reflect normal  fluctuations in container  sales and purchases.  Consistent with
its  investment  objectives,  the  Partnership  intends  to  reinvest  all  or a
significant  amount of the proceeds  from future  container  sales in additional
containers.  However,  recent container  purchases  (reinvestment) are currently
lower than  anticipated  due to the adverse effect of market  conditions on cash
available for  reinvestment.  Market  conditions  are discussed more fully under
"Results of Operations".  Additionally,  TEM  anticipates  selling certain older
containers  in surplus  locations  where demand is weak,  rather than  incurring
additional  storage  charges while  waiting for market  conditions to improve or
incurring  expensive  repositioning  costs transporting the containers to demand
locations.  Due to the  difference  between  sales  proceeds  and new  container
prices,  and to the  Partnership  purchasing  larger  more  expensive  types  of
containers,  the number of  additional  containers  purchased  may not equal the
number of containers sold.

During 1997 the  Partnership  borrowed  $826 from a general  partner to purchase
containers.  It is the policy of the  Partnership  and the  General  Partners to
charge  interest on borrowings from  affiliates  arising from the  Partnership's
acquisition  of  containers  which  are  outstanding  for more  than one  month.
Interest is charged to the  Partnership  at a rate not greater  than the General
Partners' own cost of funds.  The  Partnership  paid $16 of interest  during the
nine-month period ended September 30, 1998. The interest rate in effect at March
31, 1998 was 8.5%. The  Partnership  repaid the loan on March 31, 1998 with cash
provided by operations and proceeds from the sale of containers.

Results of Operations

The  Partnership's  income from operations,  which consists  primarily of rental
income, container depreciation,  direct container expenses, management fees, and
reimbursement of administrative expenses was directly related to the size of the
container fleet during the nine-month periods ended September 30, 1998 and 1997,
as well as certain other factors as discussed  below. The following is a summary
of the container fleet (in units) available for lease during those periods:

                                                               1998        1997
                                                               ----        ----

                 Beginning container fleet...............     36,409      35,931
                 Ending container fleet..................     35,608      36,321
                 Average container fleet.................     36,009      36,126

The  Partnership  currently  expects that the size of its  container  fleet will
decline,  due to the  Partnership's  sale of  certain  containers  in low demand
locations,  as discussed  above under  "Liquidity and Capital  Resources".  This
decline is expected to be limited by the fact that only 3% of the  Partnership's
container fleet was in these lower demand locations as of October 15, 1998.

Rental income and direct container expenses are also affected by the utilization
of the container  fleet,  which was 80% and 79% on average during the nine-month
periods ended  September 30, 1998 and 1997,  respectively.  In addition,  rental
income is affected by daily rental rates and leasing incentives.

The  following is a comparative  analysis of the results of  operations  for the
nine-month periods ended September 30, 1998 and 1997.

The  Partnership's  income from  operations  for the  nine-month  periods ending
September  30,  1998 and 1997 was $4,726  and  $3,765,  respectively,  on rental
income of $16,490 and $15,679,  respectively.  The increase in rental  income of
$811,  or 5%,  from  the  nine-month  period  ended  September  30,  1997 to the
comparable  period in 1998 was  primarily  attributable  to an increase in other
rental income,  which is discussed  below.  Income from container  rentals,  the
major  component of total  revenue,  decreased  $139,  or 1%. This  decrease was
primarily  due to the  decrease  in average  rental  rates of 4%,  offset by the
increase in average on-hire  (utilization)  percentage of 1% and the decrease in
leasing incentives of 50%.

Container  utilization  and rental rates declined during 1996 and 1997 primarily
due to decreased  demand for leased  containers and increased  competition.  The
decrease in demand for leased  containers  resulted from changes in the business
of shipping line customers consisting  primarily of (i) over-capacity  resulting
from the 1995 and 1996 additions of new, larger ships to the existing  container
ship fleet at a rate in excess of the growth rate in containerized  cargo trade;
(ii) shipping  line  alliances and other  operational  consolidations  that have
allowed  shipping  lines to operate with fewer  containers;  and (iii)  shipping
lines  reducing  their ratio of leased  versus owned  containers  by  purchasing
containers.  This decreased demand,  along with the entry of new leasing company
competitors  offering low container rental rates to shipping lines,  resulted in
downward  pressure on rental rates, and caused leasing companies to offer higher
leasing  incentives and other  discounts to shipping  lines.  The decline in the
purchase price of new containers during this period,  which continued into 1998,
has also caused additional downward pressure on rental rates.

Additionally,  the weakening of many Asian  currencies in 1998 has resulted in a
significant  increase  in exports  from Asia to North  America  and Europe and a
corresponding  decrease in imports into Asia from North America and Europe. This
trade  imbalance has created a strong  demand for  containers in Asia and a weak
demand for  containers in North America and Europe.  This imbalance has resulted
in  the  stabilization  of  average  utilization  and  the  decline  in  leasing
incentives,  but also  resulted in an unusually  high  build-up of containers in
lower demand  locations  during the nine-month  period ended  September 30, 1998
compared to the equivalent  period in 1997.  Although average  utilization rates
have stabilized,  utilization  rates have been slowly declining since late 1997.
In order to improve  utilization and alleviate the container  build-up,  TEM has
begun an aggressive  effort to reposition  newer  containers to demand locations
and  anticipates   selling  certain  older  containers  in  these  lower  demand
locations,  where  repositioning  costs are  high.  The Partnership  anticipates
incurring  increased  direct  container  expenses and some losses on the sale of
containers as a result of  repositioning  and selling  containers in these lower
demand  locations.  These losses are  anticipated to be limited by the fact that
only 3% of the Partnership's container fleet was in these lower demand locations
as of October 15, 1998.  However,  the expected increase in repositioning  costs
may have a material negative effect on the Partnership's  results of operations.
For the near term,  the  General  Partners do not  foresee  material  changes in
existing  market  conditions and caution that both  utilization  and lease rates
could decline, adversely affecting the Partnership's operating results.

Substantially  all of the  Partnership's  rental income was  generated  from the
leasing of the Partnership's containers under short-term operating leases.

The  balance of other  rental  income  consists  of other  lease-related  items,
primarily  income from charges to lessees for dropping off containers in surplus
locations less credits  granted to lessees for leasing  containers  from surplus
locations  (location  income),  income from  charges to lessees for handling and
returning  containers (handling income) and income from charges to lessees for a
Damage  Protection  Plan (DPP).  For the nine-month  period ended  September 30,
1998,  the total of these other rental  income items was $2,226,  an increase of
$950 from the equivalent  period in 1997.  This increase was primarily due to an
increase in location  income of $1,005,  offset by a decrease in handling income
of $112.  Location income increased primarily due to a decrease in credits given
to lessees for  picking up  containers  from  certain  locations  and due to the
inclusion  of  certain  credits  received  during  1997 and 1998  which had been
previously  applied against  repositioning  expense.  Handling income  decreased
primarily due to a decrease in container  movement during the nine-month  period
ending September 30, 1998 compared to the equivalent period in 1997.

Direct  container  expenses  increased  $293, or 9%, from the nine-month  period
ending  September 30, 1997 to the  equivalent  period in 1998.  The increase was
primarily  due to increases in  repositioning  and DPP expense of $429 and $159,
respectively,  offset by a decrease  in storage  expense of $210.  Repositioning
expense  increased  primarily  due to an  increase  in the number of  containers
repositioned  at a higher  average cost per  container and due to the removal of
certain  credits from  repositioning  costs to other rental  income as discussed
above. DPP expense increased primarily due to an increase in the number of units
requiring repair, offset by a decrease in the average repair cost per container.
Storage  expense  decreased  due to the  increase in average  utilization  noted
above.

Bad debt  expense  decreased  from an expense of $153 in the  nine-month  period
ended September 30, 1997 to a benefit of $180 in the comparable  period in 1998.
The benefit  recorded for the period ending September 30, 1998 resulted from the
receipt of insurance proceeds for certain receivables against which reserves had
been recorded in 1994 and 1995 as well as to the  resolution  of payment  issues
with one lessee.

Depreciation  expense  remained  comparable  during the nine-month  period ended
September 30, 1997 and 1998.

Management fees to affiliates  were comparable for the nine-month  periods ended
September 30, 1998 and 1997,  due to an increase in equipment  management  fees,
offset by a decrease in  incentive  management  fees.  The increase in equipment
management  fees  resulted  from the  increase  in rental  income upon which the
management fee is primarily based and was offset by an adjustment resulting from
the write-off of receivables for two lessees.  Incentive  management fees, which
are based on the  Partnership's  limited and general partner  distributions  and
partners'  capital,  decreased  due  to the  decrease  in  the  limited  partner
distribution percentage from 9.5% to 9% in January 1998.

General and  administrative  costs to affiliates  decreased $64, or 6%, from the
nine-month  period ended September 30, 1997 to the comparable period in 1998 due
to a decrease in overhead costs allocated by TFS and TEM.

Other income  decreased $7, or 3%,  primarily due to an decrease in gain on sale
of  containers  from the  nine-month  period  ending  September  30, 1997 to the
comparable period in 1998.

Net earnings per limited partnership unit increased from $0.57 to $0.71 from the
nine-month  period  ending  September  30,  1997 to the  same  period  in  1998,
reflecting  the increase in net  earnings  allocated  to limited  partners  from
$3,885 to $4,843, respectively.


The  following is a comparative  analysis of the results of  operations  for the
three-month periods ended September 30, 1998 and 1997.

The  Partnership's  income from  operations for the  three-month  periods ending
September  30,  1998 and 1997 was $1,507  and  $1,365,  respectively,  on rental
income of $5,378 and $5,340, respectively. The increase in rental income of $38,
or 1%, from the  three-month  period ended  September 30, 1997 to the comparable
period in 1998 was primarily  attributable to an increase in other rental income
which is discussed below. Income from container rentals,  the major component of
rental  income,  decreased  $286,  or 6%. This  decrease  was  primarily  due to
decreases in utilization  and average  rental rates of 6% and 2%,  respectively,
offset by a decrease in leasing incentives of 63%.

Other rental  income for the  three-month  period ended  September  30, 1998 was
$706, an increase of $324 from the  comparable  period in 1997. The increase was
primarily due to an increase in location income of $415, offset by a decrease in
handling income of $99. Location income increased primarily due to a decrease in
credits  given to lessees  for picking up  containers  from  certain  locations.
Handling  income  decreased  primarily due to a decrease in container  movement,
offset by an increase in the average handling price charged per container.

Direct  container  expenses  decreased $12, or 1%, from the  three-month  period
ending  September 30, 1997 to the  equivalent  period in 1998.  The decrease was
primarily due to a decrease in handling expense of $97, offset by an increase in
storage expense of $67. Handling expense decreased primarily due to the decrease
in  container  movement,  offset by an  increase in the  average  handling  cost
charged per container.  Storage expense increased  primarily due to the decrease
in utilization noted above.

Bad debt benefit increased from a benefit of $14 in the three-month period ended
September  30, 1997 to a benefit of $49 in the  comparable  period in 1998.  The
benefits  recorded in 1998 and 1997 were  primarily due to a lowering of reserve
requirements.

Depreciation  expense  decreased $27, or 1%, from the  three-month  period ended
September  30,  1997  to the  comparable  period  in 1998  primarily  due to the
decrease in average fleet size.

Management fees to affiliates  decreased $7, or 1%, from the three-month  period
ended  September 30, 1997 to the comparable  period in 1998,  primarily due to a
decrease in incentive  management fees.  Incentive management fees decreased due
to the decrease in the limited partner distribution percentage.

General and  administrative  costs to affiliates  decreased $15, or 5%, from the
three-month  period ended September 30, 1997 to the comparable  period ending in
1998 primarily due to a decrease in overhead costs allocated by TEM and TFS.

Other  income  decreased  from  income of $27 in the  three-month  period  ended
September 30, 1997 to an expense of $54 in the  comparable  period in 1998.  The
decrease was primarily due to the decrease in gain on sale of containers,  which
decreased from a gain of $11 in the three-month  period ended September 30, 1997
to a loss  of $88 in the  comparable  period  in  1998.  The  loss  on  sale  of
containers was primarily due to the Partnership  having sold newer containers in
certain low demand locations.

Net earnings per limited partnership unit increased from $0.20 to $0.21 from the
three-month  period  ending  September  30,  1997 to the  same  period  in 1998,
reflecting  the increase in net  earnings  allocated  to limited  partners  from
$1,358 to $1,420, respectively.

Although  substantially  all of the  Partnership's  income  from  operations  is
derived from assets employed in foreign operations, virtually all of this income
is  denominated  in United  States  dollars.  The  Partnership's  customers  are
international  shipping  lines,  which transport  goods on  international  trade
routes.  The  domicile  of the lessee is not  indicative  of where the lessee is
transporting  the  containers.  The  Partnership's  business risk in its foreign
operations lies with the  creditworthiness of the lessees, and the Partnership's
ability to keep its containers under lease,  rather than the geographic location
of the  containers or the domicile of the lessees.  The containers are generally
operated on the international high seas rather than on domestic  waterways.  The
containers are subject to the risk of war or other political, economic or social
occurrence  where  the  containers  are used,  which  may  result in the loss of
containers,  which,  in turn,  may have a material  impact on the  Partnership's
results of operations  and  financial  condition.  The General  Partners are not
aware of any  conditions  as of September  30, 1998 which would result in such a
risk materializing.

Other risks of the Partnership's  leasing  operations include  competition,  the
cost of  repositioning  containers  after  they come  off-lease,  the risk of an
uninsured  loss,  increases in maintenance  expenses or other costs of operating
the  containers,  and the effect of world trade,  industry trends and/or general
business and economic cycles on the Partnership's operations. See "Risk Factors"
in the Partnership's Prospectus, as supplemented,  for additional information on
risks of the Partnership's business.

Readiness for Year 2000

Many computer systems may experience difficulty processing dates beyond the year
1999; as a  consequence,  some computer  hardware and software at most companies
will need to be modified  or replaced  prior to the year 2000 in order to remain
functional.  The  Partnership  relies on the  financial  and  operating  systems
provided  by the  General  Partners;  these  systems  include  both  information
technology (IT) systems as well as non-information  technology (non-IT) systems.
For  IT  and   non-IT   systems   developed   by   independent   third   parties
(externally-developed)  the General Partners have obtained  representations from
their vendors and suppliers  that these systems are Year 2000 compliant and have
internally tested significant systems as operational.  The General Partners have
reviewed all internally-developed IT and non-IT systems for Year 2000 issues and
identified  certain  of these  systems  which  required  revision.  The  General
Partners have  completed the revision and testing of these  identified  systems,
and these revised systems are now operational.

The cost of the revisions and testing  relating to these systems was incurred by
TEM and a  portion  of the  cost was  allocated  to the  Partnership  as part of
general and administrative costs allocated from TEM. While Year 2000 remediation
costs were not  specifically  identified,  it is estimated  that total Year 2000
related expenses included in allocated overhead from TEM were less than $30. The
Partnership  and the General  Partners do not anticipate  incurring  significant
additional  remediation costs related to the Year 2000 issue.  There has been no
material  effect  on  the  Partnership's  financial  condition  and  results  of
operations as a result of TEM's delay in routine maintenance and repair projects
as a result of Year 2000 remediation.

Year 2000  compliance  testing was  undertaken  by the General  Partners on both
externally-  and  internally-developed   systems.   Standard  transactions  were
processed under simulated  operating  conditions for dates crossing over January
1, 2000 as well as for other  critical  dates such as February 29, 2000.  In the
standard business  scenarios tested, the identified systems appeared to function
correctly. Under nonstandard conditions or unforeseen scenarios, the results may
be different.  Therefore,  these tests,  regardless  of how carefully  they were
conducted,  cannot  guarantee that the General  Partners'  systems will function
without error in the Year 2000 and beyond.  If these systems are not operational
in the Year 2000,  the General  Partners have  determined  that they can operate
manually  for  approximately  two to three months  while  correcting  the system
problems before  experiencing  material adverse effects on the Partnership's and
the General  Partners'  business and results of  operations.  However,  shifting
portions of the daily  operations to manual  processes may result in time delays
and  increased  processing  costs.  Additionally,  the  Partnership  and General
Partners  may  not  be  able  to  provide  lessees  with  timely  and  pertinent
information,  which may  negatively  affect  customer  relations and lead to the
potential loss of lessees,  even though the immediate  monetary  consequences of
this would be limited by the standard  Partnership lease agreements  between the
lessees and the Partnership.

The Partnership and the General Partners are also continuing their assessment of
Year 2000  issues  with third  parties,  comprised  of  lessees,  manufacturers,
depots,  and other  vendors and  suppliers,  with whom the  Partnership  and the
General  Partners  have  a  material  business   relationship  (Third  Parties).
Currently,   the  Partnership  and  the  General  Partners  believe  that  if  a
significant  portion of its lessees is non-compliant for a substantial length of
time, the Partnership's  operations and financial  condition would be materially
adversely  affected.  Non-compliance  by other Third  Parties is not expected to
have a material effect on the Partnership's  results of operations and financial
condition.  The General  Partners  have sent  letters to lessees and other Third
Parties  requesting  representations  on their Year 2000 readiness.  The General
Partners  have  received  responses to fewer than 50% of the letters  sent.  The
General  Partners  will  follow up with  non-respondents  and will  continue  to
identify  additional Third Parties whose Year 2000 readiness should be assessed.
As this  assessment has not been  completed,  the General  Partners have not yet
assumed that a lack of response means that the Third Party will not be Year 2000
compliant.

Nevertheless,  the  Partnership and the General  Partners  believe that they are
likely to encounter  Year 2000 problems with Third Parties,  particularly  those
with significant  operations  within  countries that are not actively  promoting
correction  of Year 2000  issues.  In the event that the  systems of these Third
Parties  are not Year 2000  compliant  by  January 1,  2000,  the  Partnership's
business may be disrupted and results of operations  may be adversely  affected.
Possible  consequences of Year 2000 non-compliance  among Third Parties include,
but are not limited to, (i) TEM's  inability to provide service to certain areas
of the world,  (ii) delays in container  movement,  (iii) payment and collection
difficulties,  and (iv) invoicing  errors due to late reporting of transactions.
These types of problems could result in additional  operating  costs and loss of
lessee business.  As discussed above, the General Partners are prepared to shift
portions of their daily  operations  to manual  processes  in the event of Third
Party  non-compliance.   With  respect  to  manufacturers,   vendors  and  other
suppliers, the General Partners would also attempt to find alternate sources for
goods and  services.  With  respect to depots and agents who handle,  inspect or
repair  containers,  if the majority of the computer systems and networks of TEM
are  operational,  the  General  Partners  believe  that  they  will  be able to
compensate  manually for these Third Parties'  failures (e.g.,  one field office
performing data entry for another,  communication  with depots conducted without
computers), using temporary personnel at additional cost. Although costs will be
incurred to pay for the temporary  personnel,  the  Partnership  and the General
Partners  do not expect  these costs to be  material  to the  Partnership.  With
respect to lessees'  non-compliance,  the General  Partners would compensate for
communications failures manually. If a lessee's noncompliance is broad enough to
disrupt  significantly  the operations of its shipping  business,  the resulting
loss of revenue could result in the lessee renting fewer  containers,  adversely
affecting the Partnership's  business.  The Partnership and the General Partners
are unable to estimate the financial impact of these problems, but to the extent
that  lessees   problems  result  in  weakening   demand  for  containers,   the
Partnership's  results of operations would likely be adversely affected. If Year
2000 problems result in delays in collections,  either because of the additional
time  required  to  communicate  with  lessees or because  of  lessees'  loss of
revenues,  the  Partnership's  cash flow could be affected and  distributions to
general and limited  partners could be reduced.  The Partnership and the General
Partners  believe  that these  risks are  inherent in the  industry  and are not
specific to the Partnership or General Partners.

Forward-Looking Statements and Other Risk Factors

The foregoing analysis of Year 2000 issues includes  forward-looking  statements
and  predictions  about  possible or future  events,  results of operations  and
financial condition. As such, this analysis may prove to be inaccurate,  because
of the  assumptions  made by the  Partnership  and the  General  Partners or the
actual development of future events. No assurance can be given that any of these
forward-looking  statements and predictions  will ultimately prove to be correct
or  even  substantially  correct.  Some  of the  risks  relating  to  Year  2000
compliance are described above. In addition,  in analyzing Year 2000 issues, the
Partnership and the General Partners have assumed that the infrastructure of the
United States and most other  countries,  including  ports and customs,  remains
intact.  If the  infrastructure  of one or  more  countries  were to  fail,  the
resulting  business  disruption  would  likely  have an  adverse  effect  on the
Partnership and the General Partners.

Various  other risks and  uncertainties  could also affect the  Partnership  and
could affect the Year 2000 analysis  causing the effect on the Partnership to be
more severe than discussed above. These risks and uncertainties include, but are
not limited to, the following. As noted above, the Partnerships' and the General
Partners'  Year 2000  compliance  testing  cannot  guarantee  that all  computer
systems  will  function  without  error  beyond the Year  2000.  Tests were only
conducted of normal  business  scenarios,  and no  independent  verification  or
testing was used. Risks also exist with respect to Year 2000 compliance by Third
Parties,  such as the risk that an external party,  who may have no relationship
to the Partnership or General Partners,  but who has a significant  relationship
with one or more Third Parties, may have a system failure that adversely affects
the Partnership's ability to conduct its business. While the Partnership and the
General Partners are attempting to identify such external parties,  no assurance
can be given that they will be able to do so.  Furthermore,  Third  Parties with
direct relationships with the Partnership, whose systems have been identified as
likely to be Year 2000  compliant,  may  suffer a  breakdown  due to  unforeseen
circumstances. It is also possible that the information collected by the General
Partners  from these Third Parties  regarding  their  compliance  with Year 2000
issues  may be  incorrect.  Finally,  it  should  be noted  that  the  foregoing
discussion of Year 2000 issues assumes that to the extent the General  Partners'
systems fail,  either  because of unforeseen  complications  or because of Third
Parties  failure,  switching to manual  operations will allow the Partnership to
continue to conduct its business. While the Partnership and the General Partners
believe this assumption to be reasonable,  if it is incorrect, the Partnership's
results of operations would likely be adversely affected.

<PAGE>

                                   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.


                                     TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                     The Managing General Partner



                                     By _______________________________
                                        John R. Rhodes
                                        Executive Vice President


Date:  November 11, 1998

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of Textainer  Financial
Services  Corporation,  the Managing  General Partner of the Registrant,  in the
capacities and on the dates indicated:

<TABLE>
<CAPTION>

Signature                                Title                                          Date

<S><C>                                   <C>                                           <C>

________________________                 Executive Vice President,                      November 11, 1998
John R. Rhodes                           (Principal Financial and
                                         Accounting Officer) and
                                         Secretary




________________________                 President (Principal Executive                 November 11, 1998
Philip K. Brewer                          Officer)

</TABLE>
<PAGE>



                                   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.


                                     TEXTAINER EQUIPMENT INCOME FUND IV, L.P.
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                     The Managing General Partner



                                     By /s/John R. Rhodes
                                        _______________________________
                                        John R. Rhodes
                                        Executive Vice President


Date:  November 11, 1998


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of Textainer  Financial
Services  Corporation,  the Managing  General Partner of the Registrant,  in the
capacities and on the dates indicated:

<TABLE>
<CAPTION>

Signature                                   Title                                             Date


<S><C>                                   <C>                                            <C>
/s/John R. Rhodes                        Executive Vice President,                      November 11, 1998
________________________                 (Principal Financial and
John R. Rhodes                           Accounting Officer) and
                                         Secretary



/s/Philip K. Brewer                      President (Principal Executive                 November 11, 1998
________________________                 Officer)
Philip K. Brewer                         

</TABLE>