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


August 13, 1997


Securities and Exchange Commission
Washington, DC  20549

Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting  herewith  for  filing on behalf of TCC  Equipment  Income  Fund (the
"Company")  the Company's  Quarterly  Report on Form 10-Q for the Second Quarter
ended June 30, 1997.

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

Sincerely,

Nadine Forsman
Controller
<PAGE>



                        SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549



                                     FORM 10Q



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


                    For the quarterly period ended June 30, 1997

                           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>

                           TCC Equipment Income Fund
                      (a California Limited Partnership)

                     Quarterly Report on Form 10Q for the
                           Quarter Ended June 30, 1997

                                TABLE OF CONTENTS



<TABLE>
<CAPTION>
                                                                                                               Page


Item 1.   Financial Statements

<S>       <C>                                                                                                 <C>
          Balance Sheets - June 30, 1997 (unaudited) and December 31, 1996.....................................3


          Statements of Earnings for the six and three months ended 
          June 30, 1997 and 1996 (unaudited)...................................................................4


          Statements of Partners' Capital for the six months
          ended June 30, 1997 and 1996 (unaudited).............................................................5


          Statements of Cash Flows for the six months
          ended June 30, 1997 and 1996 (unaudited).............................................................6


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


Item 2.   Management's Discussion and Analysis of Financial Condition and
          and Results of Operations............................................................................13

</TABLE>
<PAGE>

                              TCC EQUIPMENT INCOME FUND
                          (a California Limited Partnership)

                                    Balance Sheets

                          June 30, 1997 and December 31, 1996
                                (Amounts in thousands)


<TABLE>
<CAPTION>
                                                                           1997               1996
                                                                      ----------------   ---------------
                                                                        (unaudited)

<S>                                                                <C>                   <C>
Assets
Container rental equipment, net of accumulated
   depreciation of $10,203 (1996:  $10,343)                         $          16,571            15,601
Cash                                                                              899             1,253
Net investment in direct financing leases (note 8)                                297               461
Accounts receivable, net of allowance
   for doubtful accounts of $681 (1996:  $687)                                  1,597             1,554
Due from affiliates, net (note 6)                                                 169             1,170
Prepaid expenses                                                                    3                10
                                                                      ----------------   ---------------

                                                                    $         19,536             20,049
                                                                      ================   ===============

Liabilities and Partners' Capital
Liabilities:
   Accounts payable                                                 $             157               133
   Accrued liabilities                                                             49                 -
   Accrued damage protection plan costs (note 2)                                  105               130
   Accrued maintenance and repair costs (note 3)                                   47                45
   Warranty claims (note 4)                                                       228               260
   Equipment purchases payable                                                    335               269
                                                                      ----------------   ---------------

       Total liabilities                                                          921               837
                                                                      ----------------   ---------------

Partners' capital:
   General partners                                                               (36)              (36)
   Limited partners                                                            18,651            19,248
                                                                      ----------------   ---------------

       Total partners' capital                                                 18,615            19,212
                                                                      ----------------   ---------------

Commitments (note 10)
                                                                    $          19,536            20,049
                                                                      ================   ===============


See accompanying notes to financial statements
</TABLE>
<PAGE>


                           TCC EQUIPMENT INCOME FUND
                      (a California Limited Partnership)

                            Statements of Earnings

           For the six and three  months ended June 30, 1997 and 1996 
       (Dollar amounts in thousands except for unit and per unit amounts)
                                 (unaudited)


<TABLE>
<CAPTION>
                                                   Six months        Three months          Six months       Three months
                                                        Ended               Ended               Ended              Ended
                                                June 30, 1997       June 30, 1997       June 30, 1996      June 30, 1996
                                              ----------------    ----------------   -----------------   ----------------

<S>                                         <C>                   <C>                 <C>                 <C>  
Rental income                               $           2,388               1,181              2,849               1,329
                                              ----------------    ----------------   -----------------   ----------------

Costs and expenses:
   Direct container expenses                              407                 223                513                 240
   Bad debt expense                                        28                  17                 23                  40
   Depreciation                                           752                 389                737                 364
   Professional fees                                       21                  14                 17                   8
   Management fees to affiliates (note 6)                 231                 115                264                 125
   General and administrative costs                       157                  78                169                  75
     to affiliates (note 6)
   Other general and administrative costs                  28                  14                 31                  16
                                              ----------------    ----------------   -----------------   ----------------
                                                        1,624                 850              1,754                 868
                                              ----------------    ----------------   -----------------   ----------------
   Income from operations                                 764                 331              1,095                 461
                                              ----------------    ----------------   -----------------   ----------------

Other income:
   Interest income, net                                    29                  15                  4                   5
   Gain on sale of equipment                               97                  19                216                 106
                                              ----------------    ----------------   -----------------   ----------------
                                                          126                  34                220                 111
                                              ----------------    ----------------   -----------------   ----------------
    Net earnings                            $             890                 365              1,315                 572
                                              ================    ================   =================   ================

Allocation of net earnings (note 6):
   General partners                         $              15                   7                 15                   8
   Limited partners                                       875                 358              1,300                 564
                                              ----------------    ----------------   -----------------   ----------------
                                            $             890                 365              1,315                 572
                                              ================    ================   =================   ================
Limited partners' per unit share
   of net earnings                          $            0.59                0.24               0.88                0.38
                                              ================    ================   =================   ================

Limited partners' per unit share
   of distributions                         $            1.00                0.50               1.00                0.50
                                              ================    ================   =================   ================

Weighted average number of limited
   partnership units outstanding                    1,471,779           1,471,779          1,471,779           1,471,779
                                              ================    ================   =================   ================



See accompanying notes to financial statements
</TABLE>
<PAGE>


                        TCC EQUIPMENT INCOME FUND
                   (a California Limited Partnership)

                    Statements of Partners' Capital

            For the six months ended June 30, 1997 and 1996
                         (Amounts in thousands)
                              (unaudited)

<TABLE>
<CAPTION>

                                                               Partners' Capital
                                             --------------------------------------------------------
                                               General              Limited               Total
                                             -------------       ---------------      ---------------

<S>                                        <C>                    <C>                  <C>
Balances at January 1, 1996                $           (36)              19,840               19,804

Distributions                                          (15)              (1,472)              (1,487)

Net earnings                                            15                1,300                1,315
                                             -------------       ---------------      ---------------

Balances at June 30, 1996                  $           (36)              19,668               19,632
                                             =============       ===============      ===============

Balances at January 1, 1997                $          (36)               19,248               19,212

Distributions                                         (15)               (1,472)              (1,487)

Net earnings                                           15                   875                  890
                                             -------------       ---------------      ---------------

Balances at June 30, 1997                  $          (36)               18,651               18,615
                                             =============       ===============      ===============





See accompanying notes to financial statements
</TABLE>
<PAGE>


                        TCC EQUIPMENT INCOME FUND
                   (a California Limited Partnership)

                        Statements of Cash Flows

              For the six months ended June 30, 1997 and 1996
                         (Amounts in thousands)
                               (unaudited)

<TABLE>
<CAPTION>

                                                                      1997             1996
                                                                  -------------    ------------
<S>                                                            <C>                <C>
Cash flows from operating activities:
     Net earnings                                               $          890           1,315
     Adjustments to reconcile net earnings to
       net cash provided by operating activities:
        Depreciation                                                       752             737
        (Decrease) increase in allowance for doubtful accounts              (6)              9
        Gain on sale of equipment                                          (97)           (216)
        Changes in assets and liabilities:
           (Increase) decrease in accounts receivable                      (37)            124
           Proceeds from principal payments of
              direct financing leases                                      163             153
           Decrease (increase) in due from affiliates, net               1,056            (140)
           Increase (decrease) in accounts payable and
              accrued liabilities                                           73             (34)
           Increase in accrued maintenance and
              repair costs                                                   2               4
           (Decrease) increase in accrued
              damage protection plan costs                                 (25)             14
           Decrease in warranty claim                                      (32)            (32)
           Decrease in prepaid expenses                                      7               7
                                                                  -------------    ------------
              Net cash provided by operating activities                  2,746           1,941
                                                                  -------------    ------------

Cash flows from investing activities:
     Proceeds from sale of equipment                                       698             674
     Equipment purchases                                                (2,311)           (695)
                                                                  -------------    ------------
              Net cash used in investing activities                     (1,613)            (21)
                                                                  -------------    ------------

Cash flows from financing activities:
     Repayment of borrowings from affiliates                                 -            (435)
     Distributions to partners                                          (1,487)         (1,492)
                                                                  -------------    ------------
              Net cash used in financing activities                     (1,487)         (1,927)
                                                                  -------------    ------------
Net decrease in cash                                                      (354)             (7)

Cash at beginning of period                                              1,253             492
                                                                  -------------    ------------
Cash at end of period                                           $          899             485
                                                                  =============    ============
Interest paid during the period                                 $            -               4
                                                                  =============    ============


See accompanying notes to financial statements
</TABLE>
<PAGE>

                           TCC EQUIPMENT INCOME FUND
                      (a California Limited Partnership)

                      Statements Of Cash Flows--Continued

                For the six months ended June 30, 1997 and 1996
                             (Amounts in thousands)
                                   (unaudited)

Supplemental Disclosures:

Supplemental schedule of non-cash investing and financing activities:

The following table summarizes the amounts of Equipment purchases, distributions
to  partners,  and proceeds  from sale of  Equipment  which had not been paid or
received as of June 30, 1997 and 1996, and December 31, 1996 and 1995, 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  six-month
periods ended June 30, 1997 and 1996.
<TABLE>
<CAPTION>

                                                                June 30       Dec. 31         June 30        Dec. 31
                                                                  1997           1996            1996           1995
                                                            -----------    -----------    ------------    -----------

<S>                                                      <C>                <C>           <C>             <C>
Equipment purchases included in:
     Due to affiliates..............................      $         12              1              18             44
     Equipment purchases payable....................               335            269               5            430

Distributions to partners included in:
     Due to affiliates..............................                 2              2              10             15

Proceeds from sale of Equipment included in:
     Accounts receivable............................                 -              -               -              1
     Due from affiliates............................               393            327             287            229
</TABLE>

The following table summarizes the amounts of Equipment purchases, distributions
to partners and proceeds from sale of Equipment  recorded by the Partnership and
the amounts  paid or received as shown in the  Statements  of Cash Flows for the
six-month periods ended June 30, 1997 and 1996.
<TABLE>
<CAPTION>

                                                                                                 1997            1996
                                                                                                 ----            ----

<S>                                                                                         <C>                  <C>
Equipment purchases recorded......................................................          $   2,388            244
Equipment purchases paid..........................................................              2,311            695

Distributions to partners declared................................................              1,487          1,487
Distributions to partners paid....................................................              1,487          1,492

Proceeds from sale of Equipment recorded..........................................                764            731
Proceeds from sale of Equipment received..........................................                698            674


See accompanying notes to financial statements
</TABLE>
<PAGE>

                           TCC EQUIPMENT INCOME FUND
                      (a California Limited Partnership)

                         Notes To Financial Statements

                                 June 30, 1997
           (Dollar amounts in thousands except for per unit amounts)
                                  (Unaudited)


Note 1.   General

      TCC  Equipment  Income  Fund (the  Partnership)  is a  California  limited
      partnership  formed in 1987.  The  Partnership  owns and leases a fleet of
      intermodal   marine  cargo   container   equipment   (the   Equipment)  to
      international shipping lines.

      The accompanying  interim comparative  financial  statements have not been
      audited by an independent  public  accountant.  However,  all  adjustments
      (which  were only  normal and  recurring  adjustments)  which are,  in the
      opinion of management,  necessary to fairly present the financial position
      of the  Partnership  as of June 30, 1997 and December  31,  1996,  and the
      results of its operations, changes in partners' capital and cash flows for
      the six- and  three-month  periods ended June 30, 1997 and 1996, have been
      made.

      The financial  information  presented herein should be read in conjunction
      with  the  audited  financial  statements  and  other  accompanying  Notes
      included in the Partnership's  annual audited  financial  statements as of
      December 31, 1996.

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

      Certain reclassifications of prior year amounts have been made in order to
      conform with the 1997 financial statement presentation.

Note 2.   Damage Protection Plan

      The Partnership  offers a Damage  Protection Plan (the Plan) to lessees of
      its  Equipment.  Under  the  terms  of the  Plan,  the  Partnership  earns
      additional  revenues on a daily basis and, as a result, has agreed to bear
      certain repair costs. It is the Partnership's  policy to recognize revenue
      when earned and to provide a reserve sufficient to cover the Partnership's
      obligation  for  estimated  future  repair  costs.  At June  30,  1997 and
      December 31, 1996, this reserve was equal to $105 and $130, respectively.

Note 3.   Maintenance and Repair

      The Partnership  accrues  maintenance and repair costs on damaged units in
      depots. At June 30, 1997 and December 31, 1996, the amount accrued was $47
      and $45, respectively.

Note 4.   Warranty Claims

      During 1992 and 1995, the Partnership  settled  warranty claims against an
      equipment  manufacturer.  The  Partnership  is amortizing  the  settlement
      amounts over the remaining  estimated  useful life of the Equipment (seven
      years),  reducing maintenance and repair costs over that time. At June 30,
      1997 and December  31, 1996,  the  unamortized  portion of the  settlement
      amount was equal to $228 and $260, respectively.

Note 5.   Acquisition of Equipment

      During the six-month periods ended June 30, 1997 and 1996, the Partnership
      purchased Equipment with a cost of $2,388 and $244, respectively.

Note 6.   Transactions with Affiliates

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

      In  accordance  with the  Partnership  Agreement,  and  subject to special
      allocations  described  therein,  net  earnings or losses and  partnership
      distributions  are generally  allocated 1% to the General Partners and 99%
      to the  limited  partners,  with  the  exception  of  gains  on  sales  of
      containers. Such gains are allocated to the General Partners to the extent
      that their capital  accounts'  deficits  exceed the portion of syndication
      and offering costs  allocated to them. On termination of the  Partnership,
      the  General  Partners  shall be  allocated  gross  income  equal to their
      allocations of syndication and offering costs.

      As part of the operation of the Partnership,  the Partnership is to pay to
      the General Partners,  or TAS, an incentive management fee, an acquisition
      fee, an equipment  management fee and an equipment  liquidation fee. These
      fees  are  for  various   services   provided  in   connection   with  the
      administration   and  management  of  the  Partnership.   The  Partnership
      capitalized  $110  and  $32 of  equipment  acquisition  fees  as  part  of
      container costs during the six-month periods ended June 30, 1997 and 1996,
      respectively. The Partnership incurred $62 and $31 of incentive management
      fees during the six- and  three-month  periods ended June 30, 1997 and $62
      and $31 for the comparable periods in 1996. No equipment  liquidation fees
      were incurred during either period.

      The Partnership's Equipment is managed by TEM. In its role as manager, TEM
      has authority to acquire,  hold,  manage,  lease,  sell and dispose of the
      Partnership's  Equipment.  Additionally,  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
      June 30, 1997 and December 31, 1996.

      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 $169 and $84 for the six- and  three-month  periods ended June 30,
      1997  and  $202  and  $94  for  the   comparable   periods  in  1996.  The
      Partnership's  Equipment  is  leased  by TEM to  third  party  lessees  on
      operating master leases,  spot leases and term leases. The majority of the
      Equipment is leased under  operating  master leases with limited terms and
      no purchase option.

      Certain  indirect  general  and  administrative  costs  such as  salaries,
      employee  benefits,   taxes  and  insurance  are  incurred  in  performing
      administrative  services  necessary to the  operation of the  Partnership.
      These costs are borne by TFS and TEM. Costs  allocated to the  Partnership
      for salaries were $84 and $43 for the six- and  three-month  periods ended
      June 30, 1997 and $83 and $38 for the  comparable  periods in 1996.  Other
      general  and  administrative  costs  were  $73 and $35  for the  six-  and
      three-month periods ended June 30, 1997 and $86 and $37 for the comparable
      periods  in 1996.  TEM  allocates  these  costs  based on the ratio of the
      Partnership's  interest in the managed  Equipment  to the total  Equipment
      managed by TEM during the  period.  Indirect  general  and  administrative
      costs  allocated to the  Partnership by TEM were $135 and $66 for the six-
      and  three-month  periods  ended  June  30,  1997 and $148 and $72 for the
      comparable periods in 1996.

      TFS allocates indirect general and administrative costs to the Partnership
      based on the ratio of the  Partnership's  Equipment to the total Equipment
      of all limited  partnerships  managed by TFS. TFS allocated $22 and $12 of
      these indirect costs to the  Partnership  during the six- and  three-month
      periods ended June 30, 1997 and $21 and $3 during the  comparable  periods
      in 1996.

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

      At June 30,  1997 and  December  31,  1996,  due from  affiliates,  net is
      comprised of:

                                                              1997        1996
                                                              ----        ----
      Due from affiliates:
       Due from TEM...................................    $    199       1,190
                                                             =====       =====

      Due to affiliates:
       Due to TCC.....................................    $      4           6
       Due to TAS.....................................          11           -
       Due to TFS.....................................          15          14
                                                            ------      -------
                                                          $     30          20
                                                            ======      =======

      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
      and fees  described  above or in the accrual and  remittance of net rental
      revenues from TEM.

      It is the policy of the  Partnership  and the  General  Partners to charge
      interest on intercompany  balances which are outstanding for more than one
      month,  to  the  extent  such  balances  relate  to  loans  for  Equipment
      purchases.  Interest  is charged at a rate not  greater  than the  General
      Partners' or affiliates' own cost of funds.  There was no interest expense
      incurred on  intercompany  balances for the six- and  three-month  periods
      ended June 30, 1997. The Partnership  incurred  interest expense of $9 and
      $1 on  intercompany  balances  payable to TFS for the six- and three-month
      periods ended June 30, 1996.

Note 7.   Rentals Under Operating Leases

      The following is a schedule by year of minimum future  rentals  receivable
      on noncancelable operating leases as of June 30, 1997:

          Year ending June 30:

            1998.............................................           $  253

Note 8.   Direct Financing Leases

      The  components of the net  investment in direct  financing  leases as of 
      June 30, 1997 and December 31, 1996 are as follows:

                                                                  1997     1996
                                                                  ----     ----

          Future minimum lease payments receivable............    $319      515
          Residual value......................................       2        2
          Less:  unearned income..............................     (24)     (56)
                                                                   ---      ---

          Net investment in direct financing leases...........    $297      461

      The following is a schedule by year of minimum lease  payments  receivable
      under the three direct financing leases as of June 30, 1997:

          Year ending March 31:

          1998...............................................             $ 316
          1999...............................................                 3
                                                                           ----
          Total minimum lease payments receivable............             $ 319

      Rental income for the six- and three-month periods ended June 30, 1997 and
      1996 includes $26, $12 and $66, $33,  respectively,  of income from direct
      financing leases.

Note 9.   Redemptions

      No redemption offerings were consummated during the six-month period ended
      June 30, 1997. The total number of units  redeemed since  inception of the
      redemption  program  is 2,775,  at a total  cost of $23,  representing  an
      average  redemption price of $8.31 per unit. The redemption price is fixed
      by  formula  and  varies  depending  on the  length  of time the units are
      outstanding.

Note 10.  Commitments

      At June  30,  1997,  the  Partnership  has  committed  to  purchase  9 new
      containers at an  approximate  total  purchase price of $28 which includes
      acquisition  fees of $2. These  commitments were made to TAS which, as the
      contracting  party,  has in turn  committed to purchase this  Equipment on
      behalf of the Partnership.
<PAGE>



ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS
          (Dollar amounts in thousands of dollars except for per unit amounts)

The Financial Statements contain information which will assist in evaluating the
financial  condition of the  Partnership  for the six- and  three-month  periods
ended June 30, 1997 and 1996. Please refer to the Financial Statements and Notes
thereto in connection with the following discussion.

Liquidity and Capital Resources

From  October  1987 until  October  1989 the  Partnership  was  involved  in the
offering of limited  partnership  interests to the public.  On October 26, 1989,
the  Partnership's  offering  of  limited  partnership  interests  was closed at
$29,491.

The Partnership  has set up a program whereby limited  partners may redeem units
for a specified  redemption  value.  The redemption  price is set by formula and
varies  depending on length of time the units are  outstanding.  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  quarter  ended June 30,  1997,  the
Partnership did not redeem any Partnership units.

Prior  to  its  distribution  or  reinvestment  in  additional  Equipment,   the
Partnership invests working capital and cash flow from operations in short-term,
highly liquid  investments.  It is the policy of the  Partnership  to maintain a
minimum  working  capital  reserve in an amount which is the lesser of (i) 1% of
capital  contributions or (ii) $100. At June 30, 1997, the Partnership's cash of
$899 was invested in a market-rate account.

During the six-month  period ended June 30, 1997, the Partnership  declared cash
distributions to limited partners pertaining to the first quarter of 1997 and to
the  fourth  quarter  of 1996  in the  amount  of  $1,472.  These  distributions
represent  10% of original  capital  (measured on an  annualized  basis) on each
unit. Of these distributions,  on a GAAP basis, $597 was a return of capital and
the balance was from net  earnings.  On a cash basis all of these  distributions
were from operations.

At June 30, 1997, the  Partnership has committed to purchase 9 new containers at
an approximate  total purchase price of $28 which includes  acquisition  fees of
$2. At June 30, 1997, the  Partnership had sufficient cash on hand to meet these
commitments. In the event the Partnership decides not to purchase the Equipment,
one of the General Partners or an affiliate of the General Partners will acquire
the Equipment for its own account.

For the  six-month  period ended June 30,  1997,  the  Partnership  had net cash
provided  by  operating  activities  of  $2,746  compared  with  $1,941  for the
equivalent period in 1996. The increase of $805 or 41% is primarily attributable
to a decrease in due from affiliates, net of $1,056, offset by a decrease in net
earnings of $425.  The decrease in due from  affiliates,  net, was due to timing
differences  in the accrual  and payment of expenses  and fees or in the accrual
and  remittance of net rental  revenues.  The decrease in net earnings of 32% in
the six-month  period ended June 30, 1997 compared to the  comparable  period in
1996 was  primarily  due to a 16% decrease in rental  revenues.  The decrease in
rental  revenues  between  periods was due to a decline in  utilization,  rental
rates and fleet  size.  These  decreases  are  discussed  more fully below under
"Results of  Operations".  As  explained  below under  "Results of  Operations",
demand for leased  containers has declined  compared to the prior year, and this
decline has affected the Partnership's financial condition.

Net  cash  used in  investing  activities  (the  purchase  and  sale  of  rental
equipment) for the six-month  period ended June 30, 1997 was $1,613  compared to
$21 for the comparable period in 1996. This difference  reflects that, on a cash
basis, the Partnership purchased more Equipment during the six months ended June
30, 1997 than in the same  period in 1996.  The General  Partners  believe  that
these differences  reflect normal fluctuations in equipment sales and purchases.
Moreover,  the  Partnership  has a significant  amount of used  Equipment in its
portfolio and expects to sell this  Equipment  periodically  when it reaches the
end of its useful marine life. Consistent with the investment objectives and the
General  Partners'  determination  that the Equipment can be profitably  sold or
bought at any time,  the  Partnership  intends to reinvest all or a  significant
amount of proceeds from future  Equipment  sales in additional  Equipment.  Such
additional Equipment purchases may not, however, equal the number of units sold,
and such purchases may cease sometime after 1999,  when the  Partnership  enters
its liquidation phase.


Results of Operations

The  Partnership's  operations,   which  consist  of  rental  income,  container
depreciation,  direct container expenses,  management fees, and reimbursement of
administrative expenses were directly related to the size of the container fleet
(inventory) during the six-month periods  ended June 30,  1997 and 1996, 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:

                                                               1997        1996

                   Opening inventory.......................    7,849      8,471
                   Closing inventory.......................    8,177      8,165
                   Average.................................    8,013      8,318

The decline in the size of the average  container fleet of 4% from the six-month
period ended June 30, 1996 to the equivalent period in 1997 was primarily due to
the sale of certain Equipment. Although sales proceeds were used to purchase new
Equipment, fewer units were bought than sold, resulting in a net decrease in the
size of the Equipment fleet.  The decline in the container fleet  contributed to
an overall decline in rental income from the six- and three-month  periods ended
June 30, 1996 to the equivalent period in 1997.

Since the Fund is now in its ninth year of operations, an increasing  portion of
its fleet may be sold in future years, and the sales  proceeds are not likely to
be sufficient to replace all of the  Equipment  sold.  Therefore, the decline in
the size of the fleet may continue.

In addition to fleet  size,  rental  income and direct  container  expenses  are
affected by lease  utilization  percentages for the equipment which were 78% and
82% on  average  during the  six-month  periods  ended  June 30,  1997 and 1996,
respectively.  In addition,  rental  income is affected by daily  rental  rates,
which declined.

The  following is a comparative  analysis of the results of  operations  for the
six-month periods ended June 30, 1997 and 1996.

The  Partnership's  income from operations for the six-month  periods ended June
30, 1997 and 1996 was $764 and $1,095, respectively,  on rental income of $2,388
and $2,849, respectively. The decrease in rental income of $461, or 16% from the
six-month  period  ended June 30, 1996 to the same period in 1997 was  primarily
attributable  to income from  container  rentals,  the major  component of total
revenue,  which decreased by $412, or 16%. As noted above, income from container
rentals is largely dependent upon three factors:  equipment  available for lease
(average inventory), average on-hire (utilization) percentage, and average daily
rental rates.  Average  inventory  decreased  4%,  average  on-hire  utilization
decreased  5% and average  daily rental  rates  decreased 7% from the  six-month
period ended June 30, 1996 to the comparable period in 1997.

Container  utilization  began to decline in late 1995 and that decline persisted
throughout 1996 and into the first quarter of 1997. The General Partners believe
that this  decrease  in demand  for leased  containers  is the result of adverse
changes in the business of its shipping line  customers.  These changes  consist
principally  of: (i) a general  slowdown  in the  growth of world  containerized
cargo  trade,  particularly  in the  Asia-North  America and  Asia-Europe  trade
routes;  (ii)  over-capacity  resulting from the 1996 and 1997 additions of new,
larger  ships to the  existing  container  ship fleet at a rate in excess of the
growth rate in containerized  cargo trade; and (iii) shipping line alliances and
other  operational  consolidations  that have allowed  shipping lines to operate
with fewer containers,  thereby decreasing the demand for leased containers. The
container  ship  over-capacity  in  particular  led  to  lower  shipping  rates,
resulting in shipping lines' need to reduce operating costs. The drive to reduce
costs,  coupled  with  the  availability  of  inexpensive  financing  and  lower
container prices,  encouraged  shipping lines to purchase,  rather than lease, a
greater  number of new containers in 1996 than in previous  years.  All of these
factors  have led to downward  pressure on container  lease rates,  a decline in
utilization  of leased  containers,  and an increase in leasing  incentives  and
other  discounts being granted to shipping lines by container  lessors,  further
eroding Partnership  profitability.  The decline in demand for leased containers
has been accompanied by a drop in the purchase price of new containers.

During the  second  quarter of 1997,  there was a slight  improvement  in market
conditions as utilization  for the fleet managed by TEM for affiliates and other
unrelated third parties improved and continues to improve into the third quarter
of 1997.  Despite  the  improving  utilization,  for the near term,  the General
Partners  do not  foresee  material  changes in current  market  conditions  and
caution that both utilization and lease rates could decline, adversely affecting
the Partnership's operating results.

Substantially  all of the  Partnership's  rental income was  generated  from the
leasing of the Partnership's containers under short-term operating leases. There
were three direct financing leases at June 30, 1997.

The balance of rental income consists of other  lease-related  items,  primarily
income  from  charges  to the  lessees  for  pick-up  of  containers  from prime
locations less credits  granted to lessees for leasing  containers  from surplus
locations  (location income),  income for handling and returning  containers and
income from  charges to lessees  for a damage  protection  plan  (DPP).  For the
six-month period ended June 30, 1997, the total of these other revenue items was
$252, a decrease of $49 or 16% compared to the  equivalent  period in 1996.  The
primary  component of this net  decrease was a decrease in location  income $59.
This decline in location  income is mainly due to lower demand,  which increased
credits given to lessees for picking up units from surplus locations.

Direct container  expenses  decreased by $106, or 21% from the six-month periods
ended June 30, 1997 to the same period in 1996.  The primary  components of this
decrease  were  decreases  in the  damage  protection  plan  (DPP)  of  $59  and
maintenance and repair costs of $40 offset by an increase in storage expenses of
$33. DPP and maintenance  and repair expenses  decreased due to a lower per unit
repair  cost,  a lower  number of units  participating  in DPP,  and fewer units
needing repair.  Storage costs increased due to lower  utilization  rates in the
six-month period ended June 30, 1997 compared to the same period in 1996.

Bad debt expense remained constant from the six-month period ended June 30, 1997
to the same period in 1996.

Depreciation  expense  remained fairly  constant from the six-month period ended
June 30, 1997 to the same period in 1996.

Management  fees  decreased by $33 or 13%, from the six-month  period ended June
30,  1996  to the  equivalent  period  in 1997  due to a  decline  in  equipment
management fees.  Equipment  management fees, which are based primarily on gross
revenue,  decreased as a result of the decrease in rental  income and were 7% of
gross revenue for both periods.  Incentive  management  fees, which are based on
the  Partnership's  limited  and general  partner  distribution  percentage  and
partners' capital, were $62 for both periods.

General and administrative  costs to affiliates  decreased by $12, or 7%, in the
six-month  period ended June 30, 1997  compared to the same period in 1996.  The
decrease was primarily the result of a decline in overhead costs  allocable from
TEM and TFS.

Other income  provided $126 of  additional  income for the six months ended June
30, 1997,  representing a decrease of $94, or 43%, over the equivalent period in
1996.  The  decrease  was  attributable  to a $119  decrease  in gain on sale of
Equipment offset by a $25 increase in interest income.

Net earnings per limited partnership unit decreased from $0.88 to $0.59 from the
six-month period ended June 30, 1996 to the same period in 1997,  reflecting the
decrease in net earnings from $1,300 to $875 for the respective periods.

The  following is a comparative  analysis of the results of  operations  for the
three-month periods ended June 30, 1997 and 1996.

The Partnership's  income from operations for the three-month periods ended June
30, 1997 and 1996 was $331 and $461,  respectively,  on rental  income of $1,181
and $1,329, respectively. The decrease in rental income of $148, or 11% from the
three-month  period ended June 30, 1996 to the same period in 1997 was primarily
attributable  to a decrease in income from container  rentals which decreased by
$182,  or 15%.  This decline was due to  decreases  in average  inventory of 3%,
average on-hire  utilization of 5% and average daily rental rates of 8% from the
three-month period ended June 30, 1996 to the comparable period in 1997.

The balance of other revenue items  comprising total revenue for the three-month
peroid  ending  June 30,  1997 was $134,  an  increase  of $33  compared  to the
equivalent  period in 1996.  Other rental  revenue  increased  primarily  due to
increased  handling  income of $21.  Increased  container  movement  resulted in
increased handling income for the three-months  ending June 30, 1997 as compared
to the same period ending in 1996.

Direct  container  expenses  decreased by $17, or 7% for the three-month  period
ended June 30, 1997 compared to the same period in 1996.  The primary  component
of this  decrease was a decrease in DPP expense  which was offset by an increase
in storage expense.  DPP expense  decreased due to a decrease in the average per
unit repair costs,  fewer units requiring repairs and fewer units  participating
in DPP from June 30, 1996 to the same period in 1997.

Bad debt  expense  decreased  by $23 for the  three-month  period ended June 30,
1997 from the same period in 1996 primarily due to lower reserve requirements.

Depreciation  expense  increased by $25 or 7% from the three-month  period ended
June 30, 1996 to the same period in 1997.  The increase was primarily due to a a
charge to depreciation  expense for the write down of  refrigerated  containers.
The increase was partially  offset by the 6% decrease in the average fleet size,
and by certain equipment, acquired used, which has now been fully depreciated.

Management fees decreased by $10 or 8%, from the  three-month  period ended June
30,  1996 to the  equivalent  period  in 1997,  due to a  decline  in  equipment
management  fees due. These fees were 7% of gross revenue for both periods,  but
lower revenue caused the total amount of the equipment management fee to decline
for the period ended June 30, 1997.  Incentive  management fees, which are based
on the  Partnership's  limited and general partner  distribution  percentage and
partners' capital, were $31 for both periods.

General and administrative  costs to affiliates remained fairly constant between
the three-month period ending June 30, 1997 and the equivalent period in 1996.

Other income  includes a gain on sale of  equipment of $19 for the  three  month
period ended June 30, 1997  compared to a gain of $106 for the equivalent period
in 1996.

Net earnings per limited partnership unit decreased from $0.38 to $0.24 from the
three-month  period  ended June 30, 1996 to the same period in 1997,  reflecting
the decrease in net earnings from $564 to $358 for the respective periods.

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  Equipment.  The  Partnership's  business  risk in its foreign
operations lies with the  creditworthiness of the lessees, and the Partnership's
ability to keep the Equipment under lease at profitable  rates,  rather than the
geographic  location  of the  Equipment  or the  domicile  of the  lessees.  The
Equipment is generally  operated on the  international  high seas rather than on
the  domestic  waterways.  The  Equipment is subject to the risk of war or other
political,  economic or social occurrence where the Equipment is used, which may
result in the loss of Equipment,  which,  in turn, may have a material impact on
the  Partnership's  results of operations and financial  condition.  The General
Partners are not aware of any  conditions as of June 30, 1997 which would result
in such risk materializing.

Other risks of the Partnership's  leasing  operations include  competition,  the
cost of  repositioning  Equipment  after  it  comes  off-lease,  the  risk of an
uninsured  loss,  increases in maintenance  expenses or other costs of operating
the  Equipment,  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.



<PAGE>


                               SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                     TCC EQUIPMENT INCOME FUND
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                     The Managing General Partner



                                     By _______________________________
                                         John R. Rhodes
                                         Executive Vice President


Date:  August 13, 1997

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> 
________________________                 Executive Vice President,                      August 13, 1997
John R. Rhodes                           (Principal Financial and
                                         Accounting Officer) and
                                         Secretary




________________________                 President (Principal Executive                 August 13, 1997
James E. Hoelter                          Officer) and Director

</TABLE>
<PAGE>



                                  SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                     TCC EQUIPMENT INCOME FUND
                                     A California Limited Partnership

                                     By Textainer Financial Services Corporation
                                     The Managing General Partner



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


Date:  August 13, 1997


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/John R. Rhodes                        Executive Vice President,                      August 13, 1997
-------------------------                (Principal Financial and
John R. Rhodes                           Accounting Officer) and
                                         Secretary

/s/James E. Hoelter                      President (Principal Executive                 August 13, 1997
-----------------------                  Officer) and Director
James E. Hoelter                         
</TABLE>