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


November 19, 2002


Securities and Exchange Commission
Washington, DC  20549

Ladies and Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting  herewith  for  filing on behalf of TCC  Equipment  Income  Fund (the
"Partnership")  the  Partnership's  Quarterly  Report on Form 10-Q for the Third
Quarter ended September 30, 2002.

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, 2002


                         Commission file number 0-17688


                            TCC EQUIPMENT INCOME FUND
                        A California Limited Partnership
             (Exact name of Registrant as specified in its charter)


                California                                   94-3045888
       (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>


TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Quarterly Report on Form 10-Q for the
Quarter Ended September 30, 2002

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


                                                                                                             Page
<S>                                                                                                           <C>

Item 1.   Financial Statements (unaudited)

          Balance Sheets - September 30, 2002
          and December 31, 2001....................................................................             3


          Statements of Operations for the three and nine months
          ended September 30, 2002 and 2001........................................................             4


          Statements of Partners' Capital for the nine months
          ended September 30, 2002 and 2001........................................................             5


          Statements of Cash Flows for the nine months
          ended September 30, 2002 and 2001........................................................             6


          Notes to Financial Statements............................................................             8


Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations................................................................            15


Item 3.   Quantitative and Qualitative Disclosures about Market Risk...............................            24


Item 4.   Controls and Procedures..................................................................            24


</TABLE>

<PAGE>
<TABLE>
<CAPTION>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Balance Sheets

September 30, 2002 and December 31, 2001
(Amounts in thousands)
(unaudited)
--------------------------------------------------------------------------------------------------------


                                                                              2002              2001
                                                                         -------------      ------------
<S>                                                                      <C>                <C>

Assets
Container rental equipment, net of accumulated
   depreciation of  $6,297, (2001:  $6,773) (note 4)                     $      6,048       $     7,274
Cash                                                                              471               533
Accounts receivable, net of allowance for doubtful
   accounts of $45, (2001:  $56)                                                  378               431
Due from affiliates, net (note 2)                                                  47                41
Prepaid expenses                                                                    -                 4
                                                                         -------------      ------------

                                                                         $      6,944       $     8,283
                                                                         =============      ============

Liabilities and Partners' Capital
Liabilities:
   Accounts payable                                                      $        135       $       122
   Accrued liabilities                                                             25                21
   Accrued recovery costs                                                          19                36
   Accrued damage protection plan costs                                            42                40
   Deferred damage protection plan revenue                                         22                21
                                                                         -------------      ------------

       Total liabilities                                                          243               240
                                                                         -------------      ------------

Partners' capital:
   General partners                                                                 -                 -
   Limited partners                                                             6,701             8,043
                                                                         -------------      ------------

       Total partners' capital                                                  6,701             8,043
                                                                         -------------      ------------


                                                                         $      6,944       $     8,283
                                                                         =============      ============


See accompanying notes to financial statements
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Statements of Operations

For the three and nine months ended September 30, 2002 and 2001
(Amounts in thousands except for unit and per unit amounts)
(unaudited)
------------------------------------------------------------------------------------------------------------------------------------


                                                            Three months       Three months        Nine months        Nine months
                                                                Ended             Ended                Ended             Ended
                                                           Sept. 30, 2002     Sept. 30, 2001      Sept. 30, 2002     Sept. 30, 2001
                                                          ----------------   ----------------    ----------------   ----------------
<S>                                                      <C>                <C>                  <C>                <C>
Rental income                                             $           428    $           528     $         1,227    $         1,672
                                                          ----------------   ----------------    ----------------   ----------------

Costs and expenses:
   Direct container expenses                                          119                162                 397                523
   Bad debt (benefit) expense                                          (3)                 8                  (2)                (8)
   Depreciation (note 4)                                              363                193                 673                632
   Write-down of containers (note 4)                                   36                 35                 113                 65
   Professional fees                                                   12                  7                  38                 25
   Management fees to affiliates (note 2)                              38                 51                 110                 43
   General and administrative costs to affiliates (note 2)             19                 24                  65                 81
   Other general and administrative costs                              18                  9                  55                 31
   Loss (gain) on sale of containers, net (note 4)                     14                 (1)                 24                  9
                                                          ----------------   ----------------    ----------------   ----------------

                                                                      616                488               1,473              1,401
                                                          ----------------   ----------------    ----------------   ----------------

  (Loss) income from operations                                      (188)                40                (246)               271
                                                          ----------------   ----------------    ----------------   ----------------

Interest income                                                         1                  4                   5                 16
                                                          ----------------   ----------------    ----------------   ----------------


   Net (loss) earnings                                    $          (187)   $            44     $          (241)   $           287
                                                          ================   ================    ================   ================

Allocation of net (loss) earnings (note 2):
   General partners                                       $             3    $             6     $            14    $            22
   Limited partners                                                  (190)                38                (255)               265
                                                          ----------------   ----------------    ----------------   ----------------

                                                          $          (187)   $            44     $          (241)   $           287
                                                          ================   ================    ================   ================
Limited partners' per unit share
   of net (loss) earnings                                 $         (0.13)   $          0.03     $         (0.18)   $          0.18
                                                          ================   ================    ================   ================

Limited partners' per unit share
   of distributions                                       $          0.18    $          0.35     $          0.73    $          1.15
                                                          ================   ================    ================   ================

Weighted average number of limited
   partnership units outstanding                                1,421,714          1,442,955           1,426,547          1,450,860
                                                          ================   ================    ================   ================



See accompanying notes to financial statements
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Statements of Partners' Capital

For the nine months ended September 30, 2002 and 2001
(Amounts in thousands)
(unaudited)
-------------------------------------------------------------------------------------------------------------------

                                                                            Partners' Capital
                                                        -----------------------------------------------------------

                                                            General               Limited                Total
                                                        --------------       ----------------      ----------------
<S>                                                    <C>                     <C>               <C>

Balances at January 1, 2001                             $           -        $         9,991       $         9,991

Distributions                                                     (22)                (1,674)               (1,696)

Redemptions (note 5)                                                -                    (73)                  (73)

Net earnings                                                       22                    265                   287
                                                        --------------       ----------------      ----------------

Balances at September 30, 2001                          $           -        $         8,509       $         8,509
                                                        ==============       ================      ================

Balances at January 1, 2002                             $           -        $         8,043       $         8,043

Distributions                                                     (14)                (1,037)               (1,051)

Redemptions (note 5)                                                -                    (50)                  (50)

Net earnings (loss)                                                14                   (255)                 (241)
                                                        --------------       ----------------      ----------------

Balances at September 30, 2002                          $           -        $         6,701       $         6,701
                                                        ==============       ================      ================
</TABLE>



See accompanying notes to financial statements

<PAGE>
<TABLE>
<CAPTION>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Statements of Cash Flows

For the nine months ended September 30, 2002 and 2001
(Amounts in thousands)
(unaudited)
-----------------------------------------------------------------------------------------------------------------


                                                                                      2002               2001
                                                                                  ------------       ------------
<S>                                                                              <C>                 <C>
Cash flows from operating activities:
     Net (loss) earnings                                                          $      (241)       $       287
     Adjustments to reconcile net (loss) earnings to
       net cash provided by operating activities:
        Depreciation                                                                      673                632
        Write-down of containers (note 4)                                                 113                 65
        Decrease in allowance for doubtful accounts                                       (11)               (43)
        Loss on sale of containers, net                                                    24                  9
        (Increase) decrease in assets:
           Accounts receivable                                                             68                166
           Due from affiliates, net                                                       (42)                75
           Prepaid expenses                                                                 4                  3
        Increase (decrease) in liabilities:
           Accounts payable and accrued liabilities                                        17                (10)
           Accrued recovery costs                                                         (17)                 5
           Damage protection plan costs                                                     2                (39)
           Deferred damage protection plan revenue                                          1                 22
           Warranty claims                                                                  -                 (5)
                                                                                  ------------       ------------

                Net cash provided by operating activities                                 591              1,167
                                                                                  ------------       ------------

Cash flows from investing activities:
     Proceeds from sale of containers                                                     449                497
                                                                                  ------------       ------------

                Net cash provided by investing activities                                 449                497
                                                                                  ------------       ------------

Cash flows from financing activities:
     Redemptions of limited partnership units                                             (50)               (73)
     Distributions to partners                                                         (1,052)            (1,697)
                                                                                  ------------       ------------

                Net cash used in financing activities                                  (1,102)            (1,770)
                                                                                  ------------       ------------

Net decrease in cash                                                                      (62)              (106)

Cash at beginning of period                                                               533                713
                                                                                  ------------       ------------

Cash at end of period                                                             $       471        $       607
                                                                                  ============       ============
</TABLE>

See accompanying notes to financial statements

<PAGE>
<TABLE>
<CAPTION>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Statements Of Cash Flows--Continued

For the nine months ended September 30, 2002 and 2001
(Amounts in thousands)
(unaudited)
--------------------------------------------------------------------------------

Supplemental Disclosures:

Supplemental schedule of non-cash investing and financing activities:

The following  table  summarizes  the amounts of  distributions  to partners and
proceeds  from sale of  containers  which had not been  paid or  received  as of
September  30,  2002 and 2001,  and  December  31, 2001 and 2000,  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, 2002 and 2001.

                                                              Sept. 30       Dec. 31      Sept. 30       Dec. 31
                                                                2002          2001          2001           2000
                                                             ----------    ----------    ----------     ----------
<S>                                                          <C>            <C>           <C>            <C>
Distributions to partners included in:
     Due to affiliates..............................             $ 1          $  2           $ 2            $ 3

Proceeds from sale of containers included in:
     Due from affiliates............................              73           110            92             84

The following  table  summarizes  the amounts of  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, 2002 and 2001.

                                                                                            2002           2001
                                                                                            ----           ----

Distributions to partners declared..................................                      $1,051         $1,696
Distributions to partners paid......................................                       1,052          1,697

Proceeds from sale of containers recorded...........................                         412            505
Proceeds from sale of containers received...........................                         449            497

The  Partnership  has  entered  into direct  finance  leases,  resulting  in the
transfer of containers from container rental  equipment to accounts  receivable.
The carrying value of containers transferred during the nine-month periods ended
September 30, 2002 and 2001 was $4 and $6, respectively.


See accompanying notes to financial statements
</TABLE>

<PAGE>

TCC EQUIPMENT INCOME FUND
(a California Limited Partnership)

Notes To Financial Statements

For the three and nine months ended September 30, 2002 and 2001
(Amounts in thousands except for unit and per unit amounts)
(unaudited)
--------------------------------------------------------------------------------


Note 1.   General

     TCC  Equipment  Income  Fund  (the   Partnership),   a  California  limited
     partnership  with a maximum  life of 20  years,  was  formed  in 1987.  The
     Partnership owns a fleet of intermodal marine cargo  containers,  which are
     leased to international shipping lines.

     In January  1998,  the  Partnership  ceased  purchasing  containers  and in
     October 1998, the Partnership  began its liquidation  phase. This phase may
     last up to six or more years  depending on whether the  containers are sold
     (i) in one or more large  transactions  or (ii)  gradually,  either as they
     reach the end of their marine  useful  lives or when an analysis  indicates
     that their sale is warranted  based on existing  market  conditions and the
     container's age, location and condition.  The Partnership  anticipates that
     all excess cash, after  redemptions and working capital  reserves,  will be
     distributed to the limited and general partners on a quarterly basis.

     The final termination and winding up of the Partnership, as well as payment
     of  liquidating  and/or final  distributions,  will occur at the end of the
     liquidation  phase  when  all or  substantially  all  of the  Partnership's
     containers have been sold and the Partnership begins its dissolution.

     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, 2002 and December 31, 2001 and the
     results  of its  operations  for the three  and  nine-month  periods  ended
     September 30, 2002 and 2001 and changes in partners' capital and cash flows
     for the  nine-month  periods ended  September 30, 2002 and 2001,  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 and for the
     year ended December 31, 2001, 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. The Partnership's  management  evaluates its estimates on
     an  on-going  basis,  including  those  related  to  the  container  rental
     equipment, accounts receivable and accruals.

     These  estimates  are based on historical  experience  and on various other
     assumptions that are believed to be reasonable under the circumstances, the
     results of which form the basis for making judgments regarding the carrying
     values of assets and  liabilities.  Actual  results could differ from those
     estimates under different assumptions or conditions.

     The Partnership's  management  believes the following  critical  accounting
     policies  affect its more  significant  judgments and estimates used in the
     preparation of its financial statements.

     The Partnership  maintains  allowances for doubtful  accounts for estimated
     losses  resulting  from  the  inability  of its  lessees  to make  required
     payments.  These allowances are based on management's current assessment of
     the financial  condition of the Partnership's  lessees and their ability to
     make  their  required   payments.   If  the  financial   condition  of  the
     Partnership's  lessees were to  deteriorate,  resulting in an impairment of
     their ability to make payments, additional allowances may be required.

     The Partnership depreciates its container rental equipment based on certain
     estimates related to the container's  useful life and salvage value.  These
     estimates  are based  upon  assumptions  about  future  demand  for  leased
     containers  and the  estimated  sales  price at the end of the  container's
     useful life. The  Partnership  will evaluate the estimated  residual values
     and remaining  estimated  useful lives on an on-going basis and will revise
     its estimates as needed. As a result, depreciation expense may fluctuate in
     future periods based on fluctuations in these estimates.

     Additionally,  the  recoverability of the recorded amounts of containers to
     be held for continued use and identified for sale in the ordinary course of
     business are evaluated to ensure that containers held for continued use are
     not  impaired  and that  containers  identified  for sale are  recorded  at
     amounts  that do not exceed  the  estimated  fair value of the  containers.
     Containers  to be held for continued  use are  considered  impaired and are
     written down to estimated fair value when the estimated future undiscounted
     cash flows are less than the recorded  values.  Containers  identified  for
     sale are  written  down to  estimated  fair value when the  recorded  value
     exceeds the estimated  fair value.  In  determining  the  estimated  future
     undiscounted cash flows and fair value of containers,  assumptions are made
     regarding future demand and market conditions for leased containers and the
     sales prices for used  containers.  If actual  market  conditions  are less
     favorable  than those  projected  or if actual  sales prices are lower than
     those estimated by the Partnership,  additional write-downs may be required
     and/or losses may be realized.

     In August 2001, the Financial  Accounting  Standards  Board ("FASB") issued
     Statement of Financial  Accounting  Standards ("SFAS") No. 144, "Accounting
     for  Impairment or Disposal of Long-Lived  Assets." SFAS No. 144 supercedes
     SFAS No. 121,  "Accounting  for the  Impairment of Long-Lived  Assets to be
     Disposed  of," and  elements of  Accounting  Principles  Board  Opinion 30,
     "Reporting the Results of Operations - Reporting the Effects on Disposal of
     a  Segment  of  a  Business  and  Extraordinary,  Unusual  or  Infrequently
     Occurring Events and Transactions."

     SFAS No. 144 establishes a single-accounting model for long-lived assets to
     be  disposed  of  while  maintaining  many of the  provisions  relating  to
     impairment testing and valuation.  The Partnership  adopted SFAS No. 144 on
     January  1,  2002 and  there was no  material  impact on the  Partnership's
     financial condition, operating results or cash flow.

     In April 2002, the FASB issued SFAS No. 145,  "Rescission of FASB Statement
     No.  4, 44 and 64,  Amendment  of FASB  Statement  No.  13,  and  Technical
     Corrections."  SFAS No. 145 rescinds FASB Statement No. 4, "Reporting Gains
     and Losses of Debt  Extinguishments"  and an amendment  of that  Statement,
     FASB  Statement No. 64. SFAS No. 145 also  rescinds FASB  Statement No. 44,
     "Accounting for Intangible  Assets of Motor Carriers." FASB 145 also amends
     FASB  Statement  No.  13,   "Accounting   for  Leases",   to  eliminate  an
     inconsistency   between  the   required   accounting   for   sale-leaseback
     transactions  and the required  accounting for certain lease  modifications
     that have economic effects similar to  sale-leaseback  transactions.  These
     rescissions  and amendment are not anticipated to have a material impact on
     the financial statements of the Partnership.

     In June 2002, the FASB issued SFAS No. 146 "Accounting for Costs Associated
     With  Exit or  Disposal  Activities".  SFAS  No.  146  addresses  financial
     accounting  and  reporting  for  costs  associated  with  exit or  disposal
     activities and nullifies  Emerging  Issues Task Force (EITF) Issue No. 94-3
     "Liability  Recognition for Certain Employee Termination Benefits and Other
     Costs  to  Exit  an  Activity   (including  Certain  Costs  Incurred  in  a
     Restructuring)."  This  Statement  requires  that  a  liability  for a cost
     associated  with  an exit or  disposal  activity  be  recognized  when  the
     liability is incurred.  The  provisions of this Statement are effective for
     exit or disposal  activities  that are initiated  after  December 31, 2002,
     with early  application  encouraged.  The Partnership  anticipates that the
     adoption of SFAS No. 146 will not have a material  impact on its  financial
     statements.

     Certain  reclassifications,  not affecting net earnings  (loss),  have been
     made to  prior  year  amounts  in order to  conform  to the 2002  financial
     statement presentation.

Note 2.   Transactions with Affiliates

     Textainer  Financial  Services  Corporation  (TFS) is the managing  general
     partner of the  Partnership  and 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 and are commonly owned by
     Textainer Group Holdings  Limited (TGH).  The General  Partners also act in
     this capacity for other limited  partnerships.  The General Partners manage
     and control the affairs of the Partnership.

     In accordance with the Partnership  Agreement,  sections 3.08 through 3.11,
     net earnings or losses and distributions are generally  allocated 1% to the
     General Partners and 99% to the Limited  Partners.  Effective October 1998,
     the allocation of  distributions  to the General  Partners was increased to
     1.3% in  accordance  with section  2.05 of the  Partnership  Agreement.  In
     addition,  if the allocation of distributions exceeds the allocation of net
     earnings  (loss) and creates a deficit in the General  Partners'  aggregate
     capital  account,   the  Partnership   Agreement  provides  for  a  special
     allocation of gross income equal to the amount of the deficit to be made to
     the General Partners.

     As part of the operation of the  Partnership,  the Partnership is to pay to
     the General Partners 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  incurred $9 and $25 of incentive  management
     fees during the three and  nine-month  periods  ended  September  30, 2002,
     respectively,  and $14 and $49  during  the  comparable  periods  in  2001,
     respectively.  Additionally,  during the nine-month  period ended September
     30,  2001,  the  Partnership  recorded  an  adjustment  of $121  to  reduce
     incentive management fees for overpayments made during 1999 and 2000. There
     were no equipment  liquidation fees incurred during the nine-month  periods
     ended September 30, 2002 and 2001.

     The  Partnership's  containers  are 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, 2002 and December 31, 2001.

     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.  These fees
     totaled $29 and $85 for the three and  nine-month  periods ended  September
     30, 2002, respectively,  and $37 and $115, respectively, for the comparable
     periods in 2001.

     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 TEM and  TFS.  Total  general  and
     administrative  costs  allocated  to the  Partnership  during the three and
     nine-month periods ended September 30, 2002 and 2001 were as follows:

                                         Three months          Nine months
                                        ended Sept. 30,      ended Sept. 30,
                                        ---------------      ---------------
                                        2002       2001      2002       2001
                                        ----       ----      ----       ----

          Salaries                       $13        $16       $42        $48
          Other                            6          8        23         33
                                          --         --        --         --
            Total general and
               administrative costs      $19        $24       $65        $81
                                          ==         ==        ==         ==

     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  during the
     three and nine-month periods ended September 30, 2002 and 2001:

                                         Three months          Nine months
                                        ended Sept. 30,      ended Sept. 30,
                                        ---------------      ---------------
                                        2002       2001      2002       2001
                                        ----       ----      ----       ----

         TEM                             $17        $21       $56        $70
         TFS                               2          3         9         11
                                          --         --        --         --
           Total general and
              administrative costs       $19        $24       $65        $81
                                          ==         ==        ==         ==

     At September 30, 2002 and December 31, 2001,  due from  affiliates,  net is
     comprised of:

                                                             2002       2001
                                                             ----       ----
         Due from affiliates:
                  Due from TEM.........................       $59        $55
                                                               --         --

         Due to affiliates:
                  Due to TCC...........................         4          6
                  Due to TFS...........................         8          8
                                                               --         --
                                                               12         14
                                                               --         --

         Due from affiliates, net                             $47        $41
                                                               ==         ==



<PAGE>



     These 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,
     fees and distributions described above and in the accrual and remittance of
     net rental revenues and container sales proceeds from TEM.


Note 3.   Lease Rental Income

     Leasing income arises principally from the renting of containers to various
     international  shipping lines. Revenue is recorded when earned according to
     the terms of the container rental contracts.  These contracts are typically
     for  terms of five  years or less.  The  following  is the lease mix of the
     on-lease containers (in units) at September 30, 2002 and 2001:

                                                          2002             2001
                                                          ----             ----

              On-lease under master leases               2,140            2,163
              On-lease under long-term leases              931              894
                                                         -----            -----

                 Total on-lease containers               3,071            3,057
                                                         =====            =====

     Under  master  lease  agreements,  the lessee is not  committed  to lease a
     minimum number of containers from the Partnership during the lease term and
     may generally  return any portion or all the containers to the  Partnership
     at any time, subject to certain restrictions in the lease agreement.  Under
     long-term  lease  agreements,   containers  are  usually  leased  from  the
     Partnership  for periods of between  three to five  years.  Such leases are
     generally cancelable with a penalty at the end of each twelve-month period.
     Under direct  finance  leases,  the  containers are usually leased from the
     Partnership  for  the  remainder  of the  container's  useful  life  with a
     purchase option at the end of the lease term.

     The remaining containers are off-lease and are located primarily at a large
     number  of  storage  depots.  At  September  30,  2002,  the  Partnership's
     off-lease containers were in the following locations:

              Americas                                   413
              Europe                                     238
              Asia                                       179
              Other                                       23
                                                         ---

                 Total off-lease containers              853
                                                         ===

     At September  30, 2002  approximately  14% of the  Partnership's  off-lease
     containers had been specifically identified as for sale.


Note 4. Container Rental Equipment

     Effective July 1, 2002, the Partnership  revised its estimate for container
     salvage  value from a percentage of equipment  cost to an estimated  dollar
     residual  value.  The effect of this  change  for the three and  nine-month
     periods ended September 30, 2002 was an increase to depreciation expense of
     $212.  The  Partnership  will  evaluate the estimated  residual  values and
     remaining  estimated  useful lives on an on-going basis and will revise its
     estimates as needed.  As a result,  depreciation  expense may  fluctuate in
     future periods based on fluctuations in these estimates.

     The  Partnership  stopped  purchasing  containers in 1998,  but its leasing
     activities  are  affected by  fluctuations  in new  container  prices.  New
     container  prices  steadily  declined  from  1995  through  1999.  Although
     container prices increased in 2000, these prices declined again in 2001 and
     have  remained low during  2002.  As a result,  the cost of new  containers
     purchased during 1995 through 1997 is  significantly  less than the average
     cost of containers purchased in prior years. The Partnership  evaluated the
     recoverability  of the  recorded  amount of container  rental  equipment at
     September 30, 2002 and 2001 for containers to be held for continued use and
     determined  that a reduction to the carrying value of these  containers was
     not required.  The  Partnership  also evaluated the  recoverability  of the
     recorded amount of containers identified for sale in the ordinary course of
     business and  determined  that a reduction  to the carrying  value of these
     containers  was  required.  The  Partnership  wrote down the value of these
     containers to their  estimated fair value,  which was based on recent sales
     prices less cost to sell. During the nine-month periods ended September 30,
     2002 and 2001, the  Partnership  recorded  write-down  expenses of $113 and
     $65,  respectively,  on 212 and 192  containers  identified as for sale and
     requiring a reserve.  During the  three-month  periods ended  September 30,
     2002 and 2001, the Partnership recorded write-down expenses of $36 and $35,
     respectively,  on 50 and 97 containers  identified for sale and requiring a
     reserve.  During the three and nine-month periods ended September 30, 2002,
     the Partnership also reclassified 28 containers from containers  identified
     for sale to containers  held for continued  use due to the  improvement  in
     demand  for leased  containers  in Asia.  There  were no  reclassifications
     during the three and  nine-month  periods  ended  September  30,  2001.  At
     September  30,  2002  and  2001,  the  net  book  value  of the 121 and 140
     containers identified for sale was $102 and $125, respectively.

     The Partnership  sold 215 previously  written down containers for a loss of
     $15 during the  nine-month  period  ended  September  30, 2002 and sold 144
     previously written down containers for a loss of $14 during the same period
     in 2001.  During  the  three-month  period  ended  September  30,  2002 the
     Partnership sold 55 previously written down containers for a loss of $8 and
     sold 92  previously  written down  containers  for a loss of $12 during the
     same period in 2001. The  Partnership  incurred  losses on the sale of some
     containers  previously  written down as the actual sales prices received on
     these containers were lower than the estimates used for the write-downs.

     The  Partnership  also sold  containers  that had not been written down and
     recorded a loss of $9 and a gain of $5 during the nine-month  periods ended
     September 30, 2002, and 2001, respectively.  During the three-month periods
     ended  September 30, 2002 and 2001, the  Partnership  recorded a loss of $6
     and a gain of $13,  respectively,  on the sale of  containers  that had not
     been written down.

     As more  containers  are  subsequently  identified for sale or if container
     sales prices  continue to decline,  the  Partnership  may incur  additional
     write-downs  on  containers   and/or  may  incur  losses  on  the  sale  of
     containers. The Partnership will continue to evaluate the recoverability of
     the recorded  amounts of container  rental  equipment  and cautions  that a
     write-down of container  rental equipment may be required in future periods
     for some of its container rental equipment.
<TABLE>
<CAPTION>

Note 5.   Redemptions

     The following  redemptions were  consummated by the Partnership  during the
     nine-month periods ended September 30, 2002 and 2001:


                                                               Units              Average
                                                             Redeemed        Redemption Price        Amount Paid
                                                             ---------       -----------------       ------------
<S>                                                          <C>              <C>                    <C>
       Total Partnership redemptions as of
         December 31, 2000.......................              18,575               $7.56                $140

       Nine-month period ended
         September 30, 2001......................              13,024               $5.62                  73
                                                               ------                                     ---

       Total Partnership redemptions as of
         September 30, 2001......................              31,599               $6.75                $213
                                                               ======                                     ===

       Total Partnership redemptions as of
         December 31, 2001.......................              40,966               $6.36                $260

       Nine-month period ended
         September 30, 2002......................              11,874               $4.20                  50
                                                               ------                                     ---

       Total Partnership redemptions as of
         September 30, 2002......................              52,840               $5.87                $310
                                                               ======                                     ===
      The redemption price is fixed by formula.
</TABLE>

<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, 2002, and 2001. Please refer to the Financial Statements and
Notes thereto in connection with the following discussion.

Textainer  Financial Services  Corporation (TFS) is the Managing General Partner
of the  Partnership  and  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 General
Partners manage and control the affairs of the Partnership.

Liquidity and Capital Resources

From  October  1987  until  October  1989,  the   Partnership   offered  limited
partnership  interests  to the  public.  The  Partnership  received  its minimum
subscription  amount of $1,000 on April 8, 1988,  and on October 26,  1989,  the
Partnership's offering of limited partnership interests was closed at $29,491.

In October 1998, the Partnership  entered its liquidation  phase, which may last
up to six or more years  depending on whether the containers are sold (i) in one
or more large  transactions or (ii)  gradually,  either as they reach the end of
their  useful  marine  lives or when an  analysis  indicates  that their sale is
warranted based on existing market  conditions and the container's age, location
and condition.  To date, the  Partnership  has sold  containers  only gradually,
rather than in large transactions.  The Partnership  anticipates that all excess
cash, after redemptions and working capital reserves, will be distributed to the
general and limited  partners on a quarterly  basis.  These  distributions  will
consist  of cash  from  operations  and/or  cash  from  sales  proceeds.  As the
Partnership's  container  fleet  decreases,  cash from operations is expected to
decrease,  while cash from sales proceeds is expected to fluctuate  based on the
number of  containers  sold and the actual sales price per  container  received.
Consequently,  the  Partnership  anticipates  that a large portion of all future
distributions will be a return of capital.

The final  termination and winding up of the Partnership,  as well as payment of
liquidating and/or final distributions, will occur at the end of the liquidation
phase when all or substantially  all of the  Partnership's  containers have been
sold and the Partnership begins its dissolution.

The  Partnership  invests  working  capital  and cash flow from  operations  and
investing  activities  prior to its  distribution to the partners in short-term,
liquid  investments.  Rental  income and proceeds from  container  sales are the
Partnership's  principal  sources  of  liquidity  and the  source  of funds  for
distributions.  Rental  income and  container  sales prices have been  adversely
affected by current market  conditions for leased  containers,  and these market
conditions may continue or worsen. Market conditions are discussed more fully in
"Results of Operations." 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, 2002, the Partnership  declared
cash distributions to limited partners  pertaining to the fourth quarter of 2001
through the second  quarter of 2002 in the amount of $1,037,  which  represented
$0.73  per  unit.  On a cash  basis,  after  paying  redemptions,  $527 of these
distributions was from operating activities and the balance of $510 was a return
of capital.  On a financial  statement basis, all of these  distributions were a
return of capital.

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,
2002, the  Partnership  redeemed  11,874 units for a total dollar amount of $50.
The Partnership used cash flow from operations to pay for the redeemed units.

Net cash  provided by operating  activities  for the  nine-month  periods  ended
September 30, 2002 and 2001, was $591 and $1,167, respectively.  The decrease of
$576,  or 49%  was  primarily  attributable  to the  decrease  in net  earnings,
adjusted  for  non-cash   transactions,   and  fluctuations  in  gross  accounts
receivable  and due from  affiliates,  net. Net earnings,  adjusted for non-cash
transactions,  decreased  primarily due to the decrease in rental income and the
increase in management fees to affiliates.  These items are discussed more fully
under "Results of Operations." The decrease of $68 in gross accounts  receivable
for the  nine-month  period ended  September  30, 2002 was  primarily due to the
decrease  in rental  income,  partially  offset by an  increase  in the  average
collection period of accounts receivable.  The decease of $166 in gross accounts
receivable  during the same  period in 2001 was  primarily  due to a decrease in
rental  income  and a decline  in the  average  collection  period  of  accounts
receivable.  The fluctuations in due from  affiliates,  net resulted from timing
differences  in the  payment  of  expenses,  fees,  and  distributions  and  the
remittance of net rental revenues and container  sales  proceeds,  as well as in
fluctuations in these amounts.

For the nine-month  periods ended September 30, 2002 and 2001, net cash provided
by  investing   activities   (the  sale  of  containers)   was  $449  and  $497,
respectively. The decrease of $48 was primarily due to the decrease in the sales
price  received on  container  sales,  offset by the  receipt of sales  proceeds
related to containers sold during 2001. Some of the containers sold were located
in low demand locations, and these sales were driven not only by the liquidation
plans discussed above, but also by adverse market conditions in these locations.
The sale of  containers  in these  locations,  the  decline in the value of used
containers  and the related  market  conditions  are discussed  more fully under
"Results of Operations."

Due, in part,  to these  market  conditions  and their effect on demand for used
containers,  the Partnership has been primarily  selling  containers only if the
containers  are at the end of their useful lives or if they are located in these
low  demand  locations.  Therefore,  and as noted  above,  the  Partnership  has
implemented its liquidation phase to date by selling containers  gradually.  The
Partnership will continue to evaluate its options for selling  containers in the
context of both these market conditions and the Partnership's liquidation plans.
The number of containers  sold both in low demand  locations and  elsewhere,  as
well as the amount of sales proceeds,  will affect how much the Partnership will
pay in future distributions to Partners.

Results of Operations

The  Partnership's  income from operations,  which consists  primarily of rental
income  less  costs  and  expenses  (including  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, 2002 and 2001, 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:


                                                          2002            2001
                                                          ----            ----

            Beginning container fleet...............     4,416           5,119
            Ending container fleet..................     3,924           4,621
            Average container fleet.................     4,170           4,870

The average  container  fleet  decreased  14% from the  nine-month  period ended
September  30,  2001 to the  comparable  period  in 2002,  primarily  due to the
continuing sale of containers (i) that had reached the end of their useful lives
or (ii) that an analysis had indicated that their sale was otherwise  warranted.
Included in this second group were containers  located in low demand  locations.
The  Partnership  expects  that the size of its  container  fleet  will  further
decline  as  additional  containers  are  sold  for  these  reasons  and  as the
Partnership  continues its liquidation plans. The decline in the container fleet
has  contributed  to an overall  decline in rental  income  from the  nine-month
periods ended September 30, 2001 to the equivalent  period in 2002. This decline
is  expected  to  continue  in future  years,  as the size of the  Partnership's
container fleet continues to decrease.

Rental  income and direct  container  expenses are also  affected by the average
utilization of the container fleet,  which was 66% and 69% on average during the
nine-month  periods  ended  September  30,  2002  and  2001,  respectively.  The
remaining  container  fleet is  off-lease  and is located  primarily  at a large
number of storage  depots.  At September 30, 2002, the  Partnership's  off-lease
containers (in units) were in the following locations:

              Americas                                   413
              Europe                                     238
              Asia                                       179
              Other                                       23
                                                         ---

                 Total off-lease containers              853
                                                         ===

At  September  30,  2002  approximately  14%  of  the  Partnership's   off-lease
containers had been specifically identified as for sale.

In addition to utilization, rental income is affected by daily rental rates. The
average  daily rental rate  decreased 10% between the periods due to declines in
both master and long term lease rates.

The  following is a comparative  analysis of the results of  operations  for the
nine-month periods ended September 30, 2002 and 2001.

The  Partnership's  (loss) income from  operations  for the  nine-month  periods
ending September 30, 2002 and 2001 was ($246) and $271, respectively,  on rental
income of $1,227 and $1,672,  respectively.  The  decrease  in rental  income of
$445,  or 27%,  from the  nine-month  period  ended  September  30,  2001 to the
comparable period in 2002 was attributable to decreases in income from container
rentals and other rental income, which is discussed below. Income from container
rentals, the major component of total revenue, decreased $400, or 28%, primarily
due to decreases in the average  container fleet of 14%, average rental rates of
10% and average on-hire  utilization of 4% between the periods.  The majority of
the  Partnership's   rental  income  was  generated  from  the  leasing  of  the
Partnership's containers under master operating leases.

In the fourth  quarter of 2000,  utilization  began to decline and  continued to
decline  during 2001 and the  beginning  of 2002.  This decline was due to lower
overall  demand by shipping lines for leased  containers,  which was primarily a
result of the worldwide economic slowdown.  Two other factors reduced the demand
for leased  containers.  Shipping  lines added larger  vessels to their  fleets,
which  combined with lower cargo volume  growth,  made it easier for them to use
otherwise  empty vessel space to reposition  their own  containers  back to high
demand  locations.  Additionally,  in anticipation of the delivery of these new,
larger  vessels,  many shipping  lines placed large orders for new containers in
2000 and 2001, thus temporarily  reducing their need to lease containers.  These
orders  for  additional  containers  are part of a  general  increase  in vessel
capacity for the shipping lines.  This increase in vessel  capacity  amounted to
12% in 2001. An additional  increase in vessel capacity of approximately  12% is
expected in 2002.

Utilization has improved steadily since March 2002 due to:
o        An increase in export cargo out of Asia
o        Prior repositioning of containers to Asia which placed large quantities
         of containers in areas of high demand
o        Disposal of older  containers and fewer  purchases of new containers by
         both container lessors and shipping  lines in 2001 and  2002, resulting
         in an overall better-balanced supply of containers
o        The labor  disagreement that is  currently  affecting U.S.  West  Coast
         ports is having a short-term positive  effect  on demand for containers
         as shipping lines are not able to reposition enough containers  to Asia
         and must lease more containers to meet their customers' demands

This  utilization  improvement has continued into the fourth quarter of 2002 but
the General Partners caution that market  conditions could deteriorate again due
to global  economic  conditions.  Demand for leased  containers  could therefore
weaken  again and result in a decrease in  utilization  and further  declines in
lease rates and container  sale prices,  adversely  affecting the  Partnership's
operating results.

Despite the  improvement  in  utilization,  the  Partnership  continues  to sell
(rather than reposition) some older containers  located in low demand locations.
For the number of off-lease  containers located in the lower demand locations in
the Americas and Europe,  see chart above.  The decision to sell  containers  is
based on the current  expectation  that the  economic  benefit of selling  these
containers is greater than the estimated  economic  benefit of continuing to own
these containers.  The majority of the containers sold are older containers. The
expected  economic  benefit  of  continuing  to own these  older  containers  is
significantly  less than that of newer containers.  This is due to their shorter
remaining  marine life,  the cost to reposition  them,  and the shipping  lines'
preference for leasing newer containers when they have a choice.

Once the decision had been made to sell containers,  the Partnership  wrote down
the value of these  specifically  identified  containers when the carrying value
was greater than the container's estimated fair value, which was based on recent
sales prices less cost of sales. Due to declines in container sales prices,  the
actual sales prices  received on some  containers  were lower than the estimates
used for the write-down,  resulting in the Partnership incurring losses upon the
sale  of  some  of  these  containers.  Until  market  conditions  improve,  the
Partnership  may incur  further  write-downs  and/or  losses on the sale of such
containers.  Should the  decline in  economic  value of  continuing  to own such
containers  turn  out  to be  permanent,  the  Partnership  may be  required  to
write-down the value of some of its container rental equipment.

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  related to leasing 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,
2002, other rental income was $181, a decrease of $45 from the equivalent period
in 2001.  The decrease in other rental  income was primarily due to decreases in
DPP and  location  income  of $30 and $22,  respectively.  DPP  income  declined
primarily due to the decrease in the number of containers  covered under DPP and
a decrease in the  average DPP price  charged  per  container.  Location  income
declined due to a decrease in charges to lessees for dropping off  containers in
surplus locations.

Direct  container  expenses  decreased $126, or 24%, from the nine-month  period
ended September 30, 2001 to the equivalent period in 2002,  primarily due to the
decline in the  average  fleet size.  The  declines  in  repositioning,  DPP and
storage expenses were $57, $24, and $24, respectively.  Although the Partnership
repositioned  more containers,  repositioning  expense  decreased due to a lower
average  repositioning  cost per  container.  DPP  expense  declined  due to the
decrease in the number of  containers  covered under DPP and the decrease in the
average repair cost per container. Storage expense decreased due to the decrease
in average fleet size and a lower average storage cost per container.

Bad debt benefit was $2 and $8 for the  nine-month  periods ended  September 30,
2002 and  2001,  respectively.  Fluctuations  in bad debt  benefit  reflect  the
adjustment to the bad debt allowance and are based on management's  then current
estimates of the portion of accounts  receivable that may not be collected,  and
which will not be covered by insurance.  These  estimates are based primarily on
management's  current assessment of the financial condition of the Partnership's
lessees and their ability to make their required payments. The benefits recorded
during the  nine-month  periods  ended  September  30,  2002 and 2001  reflect a
slightly lower reserve estimates at September 30, 2002 and 2001 than at December
31, 2001 and 2000, respectively.

Depreciation  expense  increased  $41, or 6%, from the  nine-month  period ended
September 30, 2001 to the equivalent  period in 2002. The increase was primarily
due an increase in the  depreciation  rate as a result of a change in  estimated
salvage  values as discussed  below,  offset by the decline in the average fleet
size noted above.

Effective  July 1, 2002,  the  Partnership  revised its estimate  for  container
salvage  value  from a  percentage  of  equipment  cost to an  estimated  dollar
residual value.  The effect of this change for the three and nine- month periods
ended  September 30, 2002 was an increase to  depreciation  expense of $212. The
Partnership will evaluate the estimated residual values and remaining  estimated
useful lives on an on-going basis and will revise its estimates as needed.  As a
result,   depreciation   expense  may  fluctuate  in  future  periods  based  on
fluctuations in these estimates.  If the estimates  regarding residual value and
remaining  useful life of the containers were to decline,  depreciation  expense
would increase, adversely affecting the Partnership's operating results.

The  Partnership  stopped  purchasing   containers  in  1998,  but  its  leasing
activities are affected by fluctuations in new container  prices.  New container
prices  steadily  declined from 1995 through  1999.  Although  container  prices
increased in 2000,  these prices  declined  again in 2001 and have  remained low
during 2002. As a result,  the cost of new  containers  purchased in during 1995
through 1997 is significantly less than the average cost of containers purchased
in prior years.  The Partnership  evaluated the  recoverability  of the recorded
amount  of  container  rental  equipment  at  September  30,  2002  and 2001 for
containers to be held for continued use and  determined  that a reduction to the
carrying  value of these  containers  was not  required.  The  Partnership  also
evaluated the recoverability of the recorded amount of containers identified for
sale in the ordinary  course of business and determined  that a reduction to the
carrying value of these containers was required.  The Partnership wrote down the
value of these  containers  to their  estimated  fair value,  which was based on
recent  sales  prices less cost to sell.  During the  nine-month  periods  ended
September 30, 2002 and 2001, the  Partnership  recorded  write-down  expenses of
$113 and $65, respectively, on 212 and 192 containers identified as for sale and
requiring a reserve.  During the nine-month period ended September 30, 2002, the
Partnership also reclassified 28 containers from containers  identified for sale
to containers held for continued use due to the improvement in demand for leased
containers in Asia. There were no reclassifications during the nine-month period
ended  September 30, 2001. At September 30, 2002 and 2001, the net book value of
the 121 and 140 containers identified for sale was $102 and $125, respectively.

The  Partnership  sold 215 previously  written down containers for a loss of $15
during the  nine-month  period ended  September 30, 2002 and sold 144 previously
written down  containers  for a loss of $14 during the same period in 2001.  The
Partnership  incurred losses on the sale of some containers  previously  written
down as the actual sales prices received on these containers were lower than the
estimates used for the write-downs.

The Partnership also sold containers that had not been written down and recorded
a (loss) gain of ($9) and $5 during the nine-month  periods ended  September 30,
2002, and 2001, respectively.

As more containers are subsequently identified as for sale or if container sales
prices continue to decline, the Partnership may incur additional  write-downs on
containers  and/or may incur losses on the sale of containers.  The  Partnership
will  continue  to  evaluate  the  recoverability  of the  recorded  amounts  of
container  rental  equipment and cautions that a write-down of container  rental
equipment  may be required in future  periods for some of its  container  rental
equipment.

Management fees to affiliates  increased $67, or 156% from the nine-month period
ended  September  30,  2001 to the same  period in 2002,  due to an  increase in
incentive  management fees,  offset by a decrease in equipment  management fees.
Incentive  management  fees,  which are based on the  Partnership's  limited and
general  partner  distributions  made from cash from  operations  and  partners'
capital,  increased $97. This  fluctuation was primarily due to an adjustment of
$121  recorded  in the  nine-month  period  ended  September  30, 2001 to reduce
incentive  management fees for overpayments made during 1999 and 2000. Equipment
management  fees decreased $30 due to the decrease in rental income,  upon which
equipment  management fees are primarily based. These fees were approximately 7%
of rental income for both periods.

General and administrative  costs to affiliates  decreased $16, or 20%, from the
nine-month  period  ended  September  30, 2001 to the same  period in 2002.  The
decrease was due to the decrease in overhead  costs  allocated  from TEM, as the
Partnership represented a smaller portion of the total fleet managed by TEM.

The  Partnership  Agreement  provides  for the  ongoing  payment to the  General
Partners of the management fees and the reimbursement of the expenses  discussed
above.  Since these fees and expenses are  established  by the  Agreement,  they
cannot be considered the result of arms' length negotiations with third parties.
The Partnership Agreement was formulated at the Partnership's  inception and was
part of the terms  upon which the  Partnership  solicited  investments  from its
limited partners. The business purpose of paying the General Partners these fees
is to  compensate  the  General  Partners  for the  services  they render to the
Partnership.  Reimbursement  for  expenses  is made to offset  some of the costs
incurred by the General  Partners in managing the  Partnership and its container
fleet.  More details about these fees and expenses are included in footnote 2 to
the Financial Statements.

Loss on sale of containers  increased  from $9 for the  nine-month  period ended
September 30, 2001 to $24 for the  comparable  period in 2002.  The increase was
primarily due to a decline in the average sales price of containers.

Net earnings/loss per limited partnership unit fluctuated from earnings of $0.18
during the nine-month  period ended September 30, 2001 to a loss of $0.18 during
the equivalent  period in 2002,  reflecting the fluctuation in net earnings/loss
allocated  to  limited  partners  from  earnings  of  $265  to a loss  of  $255,
respectively.  The allocation of net  earnings/loss  for the nine-month  periods
ended September 30, 2002 and 2001 included a special  allocation of gross income
to the General  Partners of $16 and $19,  respectively,  in accordance  with the
Partnership Agreement.

The  following is a comparative  analysis of the results of  operations  for the
three-month periods ended September 30, 2002 and 2001.

The  Partnership's  (loss) income from  operations for the  three-month  periods
ending September 30, 2002 and 2001 was ($188) and $40,  respectively,  on rental
income of $428 and $528, respectively. The decrease in rental income of $100, or
19%, from the  three-month  period ended  September  30, 2001 to the  comparable
period in 2002 was  attributable  to decreases in income from container  rentals
and other rental  income.  Income from container  rentals  decreased $73 or 17%,
primarily  due to decreases in the average  container  fleet of 15%, and average
rental rates of 13%,  offset by the increase in average  on-hire  utilization of
12%.

For the  three-month  period ended  September 30, 2002,  other rental income was
$65, a decrease of $27 from the equivalent period in 2001. The decrease in other
rental income was due to the decrease in location income of $27. Location income
decreased primarily due to an increase in credits granted to lessees for picking
up  containers  from surplus  locations and a decrease in charges to lessees for
dropping off containers in certain locations.

Direct  container  expenses  decreased $43, or 27%, from the three-month  period
ending  September 30, 2001 to the  equivalent  period in 2002.  The decrease was
primarily due to decreases in storage, DPP and repositioning expenses of $28, $8
and $7, respectively. Storage expense decreased primarily due to the decrease in
the average  container  fleet and the increase in utilization  noted above.  DPP
expense  declined  primarily  due to the decrease in the average DPP repair cost
per container.  Repositioning expense decreased due to a decrease in the average
repositioning  cost per  container,  offset  by the  increase  in the  number of
containers repositioned.

Bad debt expense (benefit)  fluctuated from $8 for the three-month  period ended
September  30,  2001 to ($3) for the  comparable  period  in 2002.  The  benefit
recorded during the three-month period ended September 30, 2002 reflects a lower
reserve  estimate from June 30, 2002. The expense recorded during the comparable
period in 2001 reflects a higher reserve estimate from June 30, 2001.

Depreciation expense increased $170, or 88%, from the three-month period ended
September 30, 2001 to the equivalent period in 2002 primarily due to the change
in estimated salvage values used to calculate depreciation as noted above.

During  the  three-month   periods  ended  September  30,  2002  and  2001,  the
Partnership recorded write-down expenses of $36 and $35, respectively, on 50 and
97 containers  identified as for sale and requiring a reserve.  The  Partnership
sold  55  previously  written  down  containers  for a  loss  of $8  during  the
three-month  period ended September 30, 2002 and sold 92 previously written down
containers  for a loss of $12 during the same  period in 2001.  The  Partnership
also sold  containers  that had not been written down and recorded a (loss) gain
of ($6) and $13 during the  three-month  periods  ended  September  30, 2002 and
2001, respectively.

Management fees to affiliates  decreased $13 or 25% from the three-month  period
ended  September  30,  2001 to the  same  period  in 2002  due to  decreases  in
equipment and incentive  management  fees.  Equipment  management fees decreased
primarily  due to the  decrease in rental  income and were  approximately  7% of
rental income for both periods.  Incentive  management fees decreased  primarily
due to a decrease in the amount of distributions  made from cash from operations
between the two periods.

General and  administrative  costs to affiliates  decreased $5, or 21%, from the
three-month period ended September 30, 2001 to the comparable period in 2002 due
to the  decrease  in  overhead  costs  allocated  from TEM,  as the  Partnership
represented a smaller portion of the total fleet managed by TEM.

Gain/loss on sale of containers fluctuated from a gain of $1 for the three-month
period  ended  September  30, 2001 to a loss of $14 for the same period in 2002.
The  fluctuation  was  primarily  due to a decline in the average sales price of
containers,  which  resulted in the  Partnership  selling  containers  at a loss
during the three-month period ended September 30, 2002.

Net earnings/loss per limited partnership unit fluctuated from earnings of $0.03
during the three-month period ended September 30, 2001 to a loss of $0.13 during
the same period in 2002,  reflecting the fluctuation in net  earnings/loss  from
earnings  of  $38  to a  loss  of  $190,  respectively.  The  allocation  of net
earnings/loss  included  a special  allocation  of gross  income to the  General
Partners made in accordance with the Partnership Agreement.
<PAGE>

Critical Accounting Policies and Estimates

The Partnership's discussion and analysis of its financial condition and results
of operations are based upon the Partnership's financial statements,  which have
been prepared in accordance with accounting principles generally accepted in the
United States of America.  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. The Partnership's management evaluates its estimates on an
on-going  basis,  including  those  related to the container  rental  equipment,
accounts receivable, and accruals.

These  estimates  are  based  on  historical  experience  and on  various  other
assumptions  that are believed to be  reasonable  under the  circumstances,  the
results of which  form the basis for making  judgments  regarding  the  carrying
values of assets  and  liabilities.  Actual  results  could  differ  from  those
estimates under different assumptions or conditions.

The Partnership's management believes the following critical accounting policies
affect its more  significant  judgments and estimates used in the preparation of
its financial statements.

The Partnership  maintains allowances for doubtful accounts for estimated losses
resulting  from the  inability of its lessees to make required  payments.  These
allowances  are  based  on  management's  current  assessment  of the  financial
condition of the Partnership's  lessees and their ability to make their required
payments.  If the  financial  condition  of the  Partnership's  lessees  were to
deteriorate,  resulting  in an  impairment  of their  ability to make  payments,
additional  allowances  may  be  required,  which  would  adversely  affect  the
Partnership's operating results.

The  Partnership  depreciates  its container  rental  equipment based on certain
estimates  related to the  container's  useful  life and  salvage  value.  These
estimates are based upon assumptions  about future demand for leased  containers
and the  estimated  sales  price  at the  end of the  container's  useful  life.
Effective  July 1, 2002,  the  Partnership  revised its estimate  for  container
salvage  value  from a  percentage  of  equipment  cost to an  estimated  dollar
residual value. The Partnership will evaluate the estimated  residual values and
remaining  estimated  useful  lives on an  on-going  basis and will  revise  its
estimates as needed. As a result,  depreciation  expense may fluctuate in future
periods based on fluctuations  in these  estimates.  If the estimates  regarding
residual  value and  remaining  useful life of the  containers  were to decline,
depreciation  expense would  increase,  adversely  affecting  the  Partnership's
operating results.

Additionally,  the  recoverability  of the recorded  amounts of containers to be
held for  continued  use and  identified  for  sale in the  ordinary  course  of
business are evaluated to ensure that  containers held for continued use are not
impaired and that containers identified for sale are recorded at amounts that do
not exceed the estimated fair value of the containers. Containers to be held for
continued  use are  considered  impaired and are written down to estimated  fair
value  when the  estimated  future  undiscounted  cash  flows  are less than the
recorded  values.  Containers  identified for sale are written down to estimated
fair  value when the  recorded  value  exceeds  the  estimated  fair  value.  In
determining  the  estimated  future  undiscounted  cash  flows and fair value of
containers,  assumptions are made regarding future demand and market  conditions
for leased containers and the sales prices for used containers. If actual market
conditions are less favorable than those projected or if actual sales prices are
lower than those  estimated by the  Partnership,  additional  write-downs may be
required  and/or  losses may be realized.  Any  additional  write-down or losses
would adversely affect the Partnership's operating results.

Accounting Pronouncement

In August  2001,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards ("SFAS") No. 144,  "Accounting for
Impairment or Disposal of Long-Lived  Assets." SFAS No. 144 supercedes  SFAS No.
121, "Accounting for the Impairment of Long-Lived Assets to be Disposed of," and
elements of Accounting  Principles  Board Opinion 30,  "Reporting the Results of
Operations  - Reporting  the Effects on Disposal of a Segment of a Business  and
Extraordinary, Unusual or Infrequently Occurring Events and Transactions."

SFAS No. 144 establishes a  single-accounting  model for long-lived assets to be
disposed of while  maintaining  many of the  provisions  relating to  impairment
testing and valuation.  The Partnership  adopted SFAS No. 144 on January 1, 2002
and  there was no  material  impact on the  Partnership's  financial  condition,
operating results or cash flow.

In April 2002,  the FASB issued SFAS No. 145,  "Rescission of FASB Statement No.
4, 44 and 64,  Amendment of FASB  Statement No. 13, and Technical  Corrections."
SFAS No. 145 rescinds FASB Statement No. 4, "Reporting  Gains and Losses of Debt
Extinguishments" and an amendment of that Statement, FASB Statement No. 64. SFAS
No. 145 also rescinds FASB Statement No. 44,  "Accounting for Intangible  Assets
of Motor Carriers." FASB 145 also amends FASB Statement No. 13,  "Accounting for
Leases",  to eliminate an  inconsistency  between the  required  accounting  for
sale-leaseback  transactions  and the  required  accounting  for  certain  lease
modifications that have economic effects similar to sale-leaseback transactions.
These rescissions and amendment are not anticipated to have a material impact on
the financial statements of the Partnership.

In June 2002, the FASB issued SFAS No. 146 "Accounting for Costs Associated With
Exit or Disposal  Activities".  SFAS No. 146 addresses financial  accounting and
reporting for costs  associated  with exit or disposal  activities and nullifies
Emerging  Issues Task Force (EITF)  Issue No. 94-3  "Liability  Recognition  for
Certain  Employee  Termination  Benefits  and  Other  Costs to Exit an  Activity
(including Certain Costs Incurred in a Restructuring)."  This Statement requires
that a liability  for a cost  associated  with an exit or  disposal  activity be
recognized when the liability is incurred.  The provisions of this Statement are
effective for exit or disposal  activities that are initiated after December 31,
2002, with early application  encouraged.  The Partnership  anticipates that the
adoption  of SFAS  No.  146 will not have a  material  impact  on its  financial
statements.

Risk Factors and Forward Looking Statements

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.

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, including bad debts,  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. See "Critical
Accounting  Policies and Estimates"  above for information on the  Partnership's
critical  accounting policies and how changes in those estimates could adversely
affect the Partnership's results of operations.

The foregoing includes forward-looking statements and predictions about possible
or  future  events,  results  of  operations  and  financial  condition.   These
statements  and  predictions  may  prove  to  be  inaccurate,   because  of  the
assumptions  made by the  Partnership  or the  General  Partners  or the  actual
development  of  future  events.  No  assurance  can be given  that any of these
forward-looking statements or predictions will ultimately prove to be correct or
even substantially correct. The risks and uncertainties in these forward-looking
statements  include,  but are not  limited  to,  changes  in demand  for  leased
containers,  changes in global  business  conditions  and their  effect on world
trade,  future  modifications  in the way in  which  the  Partnership's  lessees
conduct their business or of the  profitability of their business,  increases or
decreases in new container  prices or the  availability of financing  therefore,
alterations in the costs of maintaining and repairing used containers, increases
in competition,  changes in the Partnership's  ability to maintain insurance for
its  containers  and its  operations,  the effects of  political  conditions  on
worldwide  shipping and demand for global trade or of other general business and
economic cycles on the  Partnership,  as well as other risks detailed herein and
from time to time in the Partnership's  filings with the Securities and Exchange
Commission.  The  Partnership  does  not  undertake  any  obligation  to  update
forward-looking statements.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

Inapplicable.

Item 4.  Controls and Procedures

Based on an evaluation of the Partnership's  disclosure  controls and procedures
(as defined in Rules 13a-14 and 15d-14 of the  Securities  Exchange Act of 1934)
conducted  within  ninety days of the filing date of this  report,  the managing
general partner's  principal  executive officer and principal  financial officer
have found those  controls and  procedures to be  effective.  There have been no
significant  changes in the Partnership's  internal controls or in other factors
that could  significantly  affect these controls subsequent to the date of their
evaluation   including  any  corrective   actions  with  regard  to  significant
deficiencies and material weaknesses.

<PAGE>

Part II

Item 6.  Exhibits and Reports on Form 8-K.

    (a)  Exhibits  99.1 and 99.2  Certifications  pursuant to 18 U.S.C.  Section
         1350,  as  adopted,  and  regarding  Section 906  of the Sarbanes-Oxley
         Act of 2002.

    (b)  Not applicable.



                                   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.


                                   TCC EQUIPMENT INCOME FUND
                                   A California Limited Partnership

                                   By Textainer Financial Services Corporation
                                   The Managing General Partner



                                   By _______________________________
                                      Ernest J. Furtado
                                      Chief Financial Officer
<TABLE>
<CAPTION>

Date:  November 19, 2002

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:


Signature                                Title                                             Date
<S>                                     <C>                                                <C>

________________________                 Chief Financial Officer, Senior                   November 19, 2002
Ernest J. Furtado                        Vice President and Secretary






________________________                 President                                         November 19, 2002
John A. Maccarone
</TABLE>

<PAGE>

Part II

Item 6.  Exhibits and Reports on Form 8-K.

     (a) Exhibits 99.1  and 99.2  Certifications  pursuant to  18 U.S.C. Section
         1350, as adopted, and  regarding Section  906 of the Sarbanes-Oxley Act
         of 2002.

     (b) Not applicable.



                                   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.


                                   TCC EQUIPMENT INCOME FUND
                                   A California Limited Partnership

                                   By Textainer Financial Services Corporation
                                   The Managing General Partner



                                   By /s/Ernest J. Furtado
                                      __________________________________
                                      Ernest J. Furtado
                                      Chief Financial Officer


Date:  November 19, 2002


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>




/s/Ernest J. Furtado
________________________________            Chief Financial Officer, Senior                    November 19, 2002
Ernest J. Furtado                           Vice President and Secretary





/s/John A. Maccarone                        President                                          November 19, 2002
________________________________
John A. Maccarone
</TABLE>

<PAGE>

CERTIFICATIONS

I, John A. Maccarone, certify that:

1.    I have reviewed this quarterly report on form 10-Q of TCC Equipment Income
      Fund;

2.    Based on my knowledge, this  quarterly  report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the  circumstances under  which such
      statements were made, not misleading with respect to the period covered by
      this quarterly report;

3.    Based on my  knowledge,  the  financial  statements, and  other  financial
      information  included  in  this quarterly  report, fairly   present in all
      material respects the financial condition, results of  operations and cash
      flows of the registrant  as  of,  and  for,  the periods presented in this
      quarterly report;

4.    The registrant's  other  certifying  officers and  I  are  responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

      a.)   designed such   disclosure  controls and  procedures  to ensure that
            material information  relating  to  the  registrant,  including  its
            consolidated subsidiaries,  is  made  known to us   by others within
            those  entities,  particularly  during  the  period  in  which  this
            quarterly  report is being prepared;

      b.)   evaluated  the effectiveness of the registrant's disclosure controls
            and procedures as of a date within  90 days prior to the filing date
            of this quarterly report ( the "Evaluation Date"); and

      c.)   presented in  this   quarterly   report our  conclusions  about  the
            effectiveness of the disclosure controls and procedures based on our
            evaluation as of the Evaluation Date;

5.    The registrant's other certifying officers  and I have disclosed, based on
      our most  recent evaluation,  to the  registrant's  auditors and the audit
      committee of registrant's  board of  directors (or persons  performing the
      equivalent function):

      a.)   all significant deficiencies in the design or operation of  internal
            controls which could  adversely  affect the registrant's  ability to
            record,  process,  summarize  and report  financial  data  and  have
            identified for the registrant's auditors any  material weaknesses in
            internal controls ; and

      b.)   any  fraud,  whether  or not material,  that involves management  or
            other employees who  have a  significant  role in  the  registrant's
            internal controls; and

6.    The registrant's  other certifying officers  and I  have indicated in this
      quarterly report whether or not there were significant changes in internal
      controls or  in other factors that could   significantly   affect internal
      controls subsequent to the date of our most recent  evaluation,  including
      any corrective  actions   with   regard to significant   deficiencies  and
      material weaknesses.


November 19, 2002

                                             /s/ John A. Maccarone
                                             ___________________________________
                                             John A. Maccarone
                                             President and Director of TFS

<PAGE>


CERTIFICATIONS

I, Ernest J. Furtado, certify that:

1.    I have reviewed this quarterly report on form 10-Q of TCC Equipment Income
      Fund;

2.    Based on my knowledge, this  quarterly  report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the  circumstances under  which such
      statements were made, not misleading with respect to the period covered by
      this quarterly report;

3.    Based on my  knowledge,  the  financial  statements, and  other  financial
      information  included  in  this quarterly  report, fairly   present in all
      material respects the financial condition, results of  operations and cash
      flows of the registrant  as  of,  and  for,  the periods presented in this
      quarterly report;

4.    The registrant's  other  certifying  officers and  I  are  responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

      a.)   designed such   disclosure  controls and  procedures  to ensure that
            material information  relating  to  the  registrant,  including  its
            consolidated subsidiaries,  is  made  known to us   by others within
            those  entities,  particularly  during  the  period  in  which  this
            quarterly  report is being prepared;

      b.)   evaluated  the effectiveness of the registrant's disclosure controls
            and procedures as of a date within  90 days prior to the filing date
            of this quarterly report ( the "Evaluation Date"); and

      c.)   presented in  this   quarterly   report our  conclusions  about  the
            effectiveness of the disclosure controls and procedures based on our
            evaluation as of the Evaluation Date;

5.    The registrant's other certifying officers  and I have disclosed, based on
      our most  recent evaluation,  to the  registrant's  auditors and the audit
      committee of registrant's  board of  directors (or persons  performing the
      equivalent function):

      a.)   all significant deficiencies in the design or operation of  internal
            controls which could  adversely  affect the registrant's  ability to
            record,  process,  summarize  and report  financial  data  and  have
            identified for the registrant's auditors any  material weaknesses in
            internal controls ; and

      b.)   any  fraud,  whether  or not material,  that involves management  or
            other employees who  have a  significant  role in  the  registrant's
            internal controls; and

6.    The registrant's  other certifying officers  and I  have indicated in this
      quarterly report whether or not there were significant changes in internal
      controls or  in other factors that could   significantly   affect internal
      controls subsequent to the date of our most recent  evaluation,  including
      any corrective  actions   with   regard to significant   deficiencies  and
      material weaknesses.


November 19, 2002

                                 /s/ Ernest J. Furtado
                                 _______________________________________________
                                 Ernest J. Furtado
                                 Chief Financial Officer, Senior Vice President,
                                 Secretary and Director of TFS

<PAGE>


                                  EXHIBIT 99.1



                            CERTIFICATION PURSUANT TO
                               18 U.S.C. ss. 1350,
                        AS ADOPTED, REGARDING SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002



In connection  with the  Quarterly  Report of TCC  Equipment  Income Fund,  (the
"Registrant") on Form 10-Q for the quarterly period ended September 30, 2002, as
filed on November  19, 2002 with the  Securities  and Exchange  Commission  (the
"Report"),  I, John A.  Maccarone,  the  President  and  Director  of  Textainer
Financial Services  Corporation  ("TFS") and Principal Executive Officer of TFS,
the Managing General Partner of the Registrant,  certify,  pursuant to 18 U.S.C.
ss. 1350, as adopted,  regarding Section 906 of the  Sarbanes-Oxley Act of 2002,
that:

(i)      The Report fully complies with the requirements of Section 13(a) or  15
         (d) of the Securities Exchange Act of 1934; and

(ii)     The  information  contained  in  the  Report  fairly  presents,  in all
         material respects, the financial condition,  results of operations  and
         cash flows of the Registrant.



November 19, 2002



                                         By  /s/ John A. Maccarone
                                             _______________________________
                                             John A. Maccarone
                                             President and Director of TFS


<PAGE>

                                  EXHIBIT 99.2



                            CERTIFICATION PURSUANT TO
                               18 U.S.C. ss. 1350,
                        AS ADOPTED, REGARDING SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002



In connection  with the  Quarterly  Report of TCC  Equipment  Income Fund.  (the
"Registrant") on Form 10-Q for the quarterly period ended September 30, 2002, as
filed on November  19, 2002 with the  Securities  and Exchange  Commission  (the
"Report"), I, Ernest J. Furtado, Chief Financial Officer, Senior Vice President,
Secretary and Director of Textainer  Financial Services  Corporation ("TFS") and
Principal  Financial and Accounting Officer of TFS, the Managing General Partner
of the  Registrant,  certify,  pursuant  to 18  U.S.C.  ss.  1350,  as  adopted,
regarding Section 906 of the Sarbanes-Oxley Act of 2002, that:

(i)      The Report fully complies with the requirements of Section 13(a) or  15
         (d) of the Securities Exchange Act of 1934; and

(ii)     The information   contained in  the  Report   fairly   presents, in all
         material respects, the financial  condition,  results of operations and
         cash flows of the Registrant.



November 19, 2002



                             By  /s/ Ernest J. Furtado
                                 _______________________________________________
                                 Ernest J. Furtado
                                 Chief Financial Officer, Senior Vice President,
                                 Secretary and Director of TFS