##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2005
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from TO
 Commission
file number 0-23158
 CRONOS GLOBAL INCOME FUND XIV, L.P.
  California
(State or other jurisdiction of
incorporation or organization)
    
    94-3163375
(I.R.S. Employer
Identification No.)
 One Front Street, Suite 925, San Francisco, California
(Address of principal executive offices)
    
    94111
(Zip Code)
 
 þ o
 o þ




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CRONOS GLOBAL INCOME FUND XIV, L.P.
 Report on Form 10-Q for the Quarterly Period
Ended June 30, 2005
 TABLE OF CONTENTS
 PAGEPART I  FINANCIAL INFORMATION
    
    

3Item 1. Financial Statements
    
    
    3Condensed Balance Sheets  June 30, 2005 and December 31, 2004 (unaudited)
    
    
    4Condensed Statements of Operations for the three and six months ended June 30, 2005 and 2004 (unaudited)
    
    
    5Condensed Statements of Cash Flows for the six months ended June 30, 2005 and 2004 (unaudited)
    
    
    6Notes to Condensed Financial Statements (unaudited)
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    11Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    16Item 4. Controls and Procedures
    
    
    16PART II  OTHER INFORMATION
    
    
    17Item 1. Legal Proceedings
    
    
    17Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    17Item 3. Defaults Upon Senior Securities
    
    
    17Item 4. Submissions of Matters to a Vote of Securities Holders
    
    
    17Item 5. Other Information
    
    
    17Item 6. Exhibits
    
    
    17EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32
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PART I  FINANCIAL INFORMATION
 
 Financial Statements
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 
 Condensed Balance Sheets
 (Unaudited)
 June 30,
    
    December 31,2005
    
    2004AssetsCurrent assets:Cash and cash equivalents,includes $1,595,841 at June 30,2005 and
$2,220,887 at December 31,2004 in interest-bearing accounts
    
    $
    1,610,842
    
    
    $
    2,235,887Net lease receivables due from Leasing Company
(notes 1 and 2)
    
    
    675,584
    
    
    
    453,718Total current assets
    
    
    2,286,426
    
    
    
    2,689,605Container rental equipment, at cost
    
    
    29,745,783
    
    
    
    33,635,401Less accumulated depreciation
    
    
    (20,766,813
    )
    
    
    (22,495,935
    )Net container rental equipment(note 1)
    
    
    8,978,970
    
    
    
    11,139,466Total assets
    
    $
    11,265,396
    
    
    $
    13,829,071Partners CapitalPartnerscapital(deficit):General partner
    
    $
    (489,442
    )
    
    $
    (463,125
    )Limited partners
    
    
    11,754,838
    
    
    
    14,292,196Total partners capital
    
    $
    11,265,396
    
    
    $
    13,829,071
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 
 Condensed Statements of Operations
 (Unaudited)
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,
    
    June 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Net lease revenue (notes 1 and 3)
    
    $
    664,791
    
    
    $
    740,729
    
    
    $
    1,336,623
    
    
    $
    1,393,132Other operating income (expenses):Depreciation
    
    
    (483,496
    )
    
    
    (585,409
    )
    
    
    (996,122
    )
    
    
    (1,183,225
    )Other general and administrative expenses
    
    
    (34,398
    )
    
    
    (31,757
    )
    
    
    (64,325
    )
    
    
    (59,637
    )Net gain (loss) on disposal of equipment
    
    
    793
    
    
    
    (55,463
    )
    
    
    (76,317
    )
    
    
    (118,763
    )Income from operations
    
    
    147,690
    
    
    
    68,100
    
    
    
    199,859
    
    
    
    31,507Other income:Interest income
    
    
    9,735
    
    
    
    986
    
    
    
    18,226
    
    
    
    1,973Net income
    
    $
    157,425
    
    
    $
    69,086
    
    
    $
    218,085
    
    
    $
    33,480Allocation of net income (loss):General partner
    
    $
    34,748
    
    
    $
    27,125
    
    
    $
    69,565
    
    
    $
    52,169Limited partners
    
    
    122,677
    
    
    
    41,961
    
    
    
    148,520
    
    
    
    (18,689
    )$
    157,425
    
    
    $
    69,086
    
    
    $
    218,085
    
    
    $
    33,480Limited partners per unit share of income (loss)
    
    $
    0.04
    
    
    $
    0.01
    
    
    $
    0.05
    
    
    $
    (0.01
    )
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 
 Condensed Statements of Cash Flows
 (Unaudited)
 Six Months EndedJune 30,
    
    June 30,2005
    
    2004Net cash provided by operating activities
    
    $
    1,120,523
    
    
    $
    1,307,626Cash provided by investing activities:Proceeds from disposal of equipment
    
    
    1,036,192
    
    
    
    493,591Cash used in financing activities:Distribution to general partner
    
    
    (95,882
    )
    
    
    (70,471
    )Distribution to limited partners
    
    
    (2,685,878
    )
    
    
    (1,740,845
    )(2,781,760
    )
    
    
    (1,811,316
    )Net decrease in cash and cash equivalents
    
    
    (625,045
    )
    
    
    (10,099
    )Cash and cash equivalents at the beginning of the period
    
    
    2,235,887
    
    
    
    1,647,319Cash and cash equivalents at the end of the period
    
    $
    1,610,842
    
    
    $
    1,637,220
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 
 Notes to Unaudited Condensed Financial Statements
 (1)
    
    Summary of Significant Accounting Policies
 (a)
    
    Nature of OperationsCronos Global Income Fund XIV, L.P. (the Partnership) is a limited partnership organized under the laws
of the State of California on July 30, 1992, for the purpose of owning and leasing marine cargo containers
worldwide to ocean carriers. The Partnerships operations are subject to the fluctuations of world
economic and political conditions. The Partnership believes that the profitability of, and risks
associated with, leases to foreign customers is generally the same as those of leases to domestic
customers. The Partnerships leases generally require all payments to be made in United States currency.Cronos Capital Corp. (CCC) is the general partner and, with its affiliate Cronos Containers Limited (the
Leasing Company), manages the business of the Partnership. CCC and the Leasing Company also manage the
container leasing business for other partnerships affiliated with CCC.The Partnership commenced operations on January 29, 1993 when the minimum subscription proceeds of
$2,000,000 were obtained. The Partnership offered 4,250,000 units of limited partnership interests at $20
per unit, or $85,000,000. The offering terminated on November 30, 1993, at which time 2,984,309 limited
partnership units had been sold.The Partnership has completed its 12th year of operations and has entered its liquidation phase wherein the
General Partner focuses its attention on the retirement of the remaining equipment in the Partnerships
container fleet. At June 30, 2005, the Partnerships fleet size was approximately 61% of its original fleet
size. The General Partner will take several factors into consideration when examining options for the
timing of the disposal of the containers. These factors include the impact of a diminishing fleet size and
current market conditions on the level of gross lease revenue, and fixed operating costs relative to this
revenue. Parallel to these considerations will be a projected increase in expenses for devoting
significant resources to the additional reporting and compliance requirements of Section 404 of the
Sarbanes Oxley Act of 2002, which addresses a range of corporate governance, disclosure, and accounting
issues. These costs may include increased accounting and administrative expenses for additional staffing
and outside professional services by accountants and consultants. These additional costs, depending on
their materiality, may reduce the Partnerships results from operations and therefore negatively affect
future distributions to the Limited Partners.(b)
    
    Leasing Company and Leasing Agent AgreementA Leasing Agent Agreement exists between the Partnership and the Leasing Company, whereby the Leasing Company has
the responsibility to manage the leasing operations of all equipment owned by the Partnership. Pursuant to the
Agreement, the Leasing Company is responsible for leasing, managing and re-leasing the Partnerships containers to
ocean carriers, and has full discretion over which ocean carriers and suppliers of goods and services it may deal
with. The Leasing Agent Agreement permits the Leasing Company to use the containers owned by the Partnership,
together with other containers owned or managed by the Leasing Company and its affiliates, as part of a single fleet
operated without regard to ownership. Since the Leasing Agent Agreement meets the definition of an operating lease
in Statement of Financial Accounting Standards (SFAS) No. 13, it is accounted for as a lease under which the
Partnership is lessor and the Leasing Company is lessee.
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 Notes to Unaudited Condensed Financial Statements
 (b)
    
    Leasing Company and Leasing Agent Agreement (continued)The Leasing Agent Agreement generally provides that the Leasing Company will make payments to the
Partnership based upon rentals collected from ocean carriers after deducting direct operating expenses and
management fees to CCC and the Leasing Company. The Leasing Company leases containers to ocean carriers,
generally under operating leases which are either master leases or term leases (mostly one to five years).
Master leases do not specify the exact number of containers to be leased or the term that each container
will remain on hire but allow the ocean carrier to pick up and drop off containers at various locations,
and rentals are based upon the number of containers used and the applicable per-diem rate. Accordingly,
rentals under master leases are all variable and contingent upon the number of containers used. Most
containers are leased to ocean carriers under master leases; leasing agreements with fixed payment terms
are not material to the financial statements. Since there are no material minimum lease rentals, no
disclosure of minimum lease rentals is provided in these financial statements.(c)
    
    Basis of AccountingThe Partnership utilizes the accrual method of accounting. Net lease revenue is recorded by the
Partnership in each period based upon its leasing agent agreement with the Leasing Company. Net lease
revenue is generally dependent upon operating lease rentals from operating lease agreements between the
Leasing Company and its various lessees, less direct operating expenses and management fees due in respect
of the containers specified in each operating lease agreement.(d)
    
    Use of EstimatesThe financial statements are prepared in conformity with accounting principles generally accepted in the
United States of America (GAAP), which requires the Partnership to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues and expenses during the
reported period. Actual results could differ from those estimates.The most significant estimates included within the financial statements are the container rental equipment
estimated useful lives and residual values, and the estimate of future cash flows from container rental
equipment operations, used to determine the carrying value of container rental equipment in accordance with
SFAS No. 144. Considerable judgment is required in estimating future cash flows from container rental
equipment operations. Accordingly, the estimates may not be indicative of the amounts that may be realized
in future periods. As additional information becomes available in subsequent periods, recognition of an
impairment of the container rental equipment carrying values may be necessary based upon changes in market
and economic conditions.(e)
    
    Container Rental EquipmentContainer rental equipment is depreciated using the straight-line basis. Depreciation policies are also
evaluated to determine whether subsequent events and circumstances warrant revised estimates of useful
lives.In accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, container rental
equipment is considered to be impaired if the carrying value of the asset exceeds the expected future cash flows
from related operations (undiscounted and without interest charges). If impairment is deemed to exist, the assets
are written down to fair value. An analysis is prepared each quarter projecting future cash flows from container
rental equipment operations. Current and projected utilization rates, per-diem rental rates, direct operating
expenses, fleet size and container disposals are the primary variables utilized by the analysis. Additionally, the
Partnership evaluates future cash flows and potential impairment by container type rather than for each individual
container, and as a result, future losses could result for individual container dispositions due to
  
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 Notes to Unaudited Condensed Financial Statements
 (e)
    
    Container Rental Equipment (continued)various factors, including age, condition, suitability for continued leasing, as well as the geographical
location of containers when disposed. There were no impairment charges to the carrying value of container
rental equipment for the three and six-month periods ended June 30, 2005 and 2004.(f)
    
    Partners Capital AccountsUpon dissolution , the assets of the Partnership will be sold and the proceeds thereof distributed as
follows: (i) all of the Partnerships debts and liabilities to persons other than CCC or the limited
partners shall be paid and discharged; (ii) all of the Partnerships debts and liabilities to CCC and the
limited partners shall be paid and discharged; and (iii) the balance of such proceeds shall be distributed
to CCC and the limited partners in accordance with the positive balances of CCC and the limited partners
capital accounts. CCC shall contribute to the Partnership, if necessary, an amount equal to the lesser of
the deficit balance in its capital account at the time of such liquidation, or 1.01% of the excess of the
Limited Partners capital contribution to the Partnership over the capital contributions previously made to
the Partnership by CCC, after giving effect to the allocation of income or loss arising from the
liquidation of the Partnerships assets.(g)
    
    Financial Statement PresentationThese financial statements have been prepared without audit pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles generally accepted in the United
States of America (GAAP) have been condensed or omitted pursuant to such rules and regulations, although
the Partnership believes that the disclosures are adequate to make the information presented not
misleading. It is suggested that these financial statements be read in conjunction with the financial
statements and accompanying notes in the Partnerships December 31, 2004 Annual Report on Form 10-K.The interim financial statements presented herewith reflect in the opinion of management, all adjustments
of a normal recurring nature necessary to present fairly the results for the interim periods presented. The
results of operations for such interim periods are not necessarily indicative of the results to be expected
for the full year.
 (2)
    
    Net Lease Receivables Due from Leasing CompanyNet lease receivables due from the Leasing Company are determined by deducting direct operating payables and
accrued expenses, base management fees payable, and reimbursed administrative expenses payable to CCC and its
affiliates from the rental billings earned by the Leasing Company under operating leases to ocean carriers for
the containers owned by the Partnership, as well as proceeds earned from container disposals. Net lease
receivables at June 30, 2005 and December 31, 2004 were as follows:
 June 30, 2005
    
    December 31, 2004Gross lease receivables
    
    $
    1,172,589
    
    
    $
    1,025,167Less:Direct operating payables and accrued expenses
    
    
    (228,393
    )
    
    
    (278,630
    )Damage protection reserve
    
    
    (88,060
    )
    
    
    (115,519
    )Base management fees payable
    
    
    (8,239
    )
    
    
    (28,880
    )Reimbursed administrative expenses
    
    
    (16,433
    )
    
    
    (19,554
    )Allowance for doubtful accounts
    
    
    (155,880
    )
    
    
    (128,866
    )(497,005
    )
    
    
    (571,449
    )Net lease receivables
    
    $
    675,584
    
    
    $
    453,718
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CRONOS GLOBAL INCOME FUND XIV, L.P.
 Notes to Unaudited Condensed Financial Statements
 (3)
    
    Net Lease RevenueNet lease revenue is determined by deducting direct operating expenses, base management fees and reimbursed
administrative expenses to CCC and its affiliates from the rental revenue earned by the Leasing Company under
operating leases to ocean carriers for the containers owned by the Partnership. Net lease revenue for the
three and six-month periods ended June 30, 2005 and 2004 were as follows:
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,
    
    June 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Rental revenue (note 4)
    
    $
    870,378
    
    
    $
    1,063,460
    
    
    $
    1,760,205
    
    
    $
    2,113,503Less:Rental equipment operating expenses
    
    
    94,510
    
    
    
    196,184
    
    
    
    196,420
    
    
    
    458,477Base management fees
    
    
    59,923
    
    
    
    64,248
    
    
    
    120,849
    
    
    
    137,573Reimbursed administrative expensesSalaries
    
    
    37,810
    
    
    
    43,516
    
    
    
    75,692
    
    
    
    87,977Other payroll related expenses
    
    
    4,331
    
    
    
    4,942
    
    
    
    11,736
    
    
    
    8,896General and administrative expenses
    
    
    9,013
    
    
    
    13,841
    
    
    
    18,885
    
    
    
    27,448205,587
    
    
    
    322,731
    
    
    
    423,582
    
    
    
    720,371Net lease revenue
    
    $
    664,791
    
    
    $
    740,729
    
    
    $
    1,336,623
    
    
    $
    1,393,132
 (4)
    
    Operating SegmentAn operating segment is a component of an enterprise that engages in business activities from which it may earn revenues and incur
expenses, whose operating results are regularly reviewed by the enterprises chief operating decision maker to make decisions
about resources to be allocated to the segment and assess its performance, and about which separate financial information is
available. CCC and the Leasing Company operate the Partnerships container fleet as a homogenous unit and have determined that as
such it has a single reportable operating segment.The Partnership derives its revenues from dry cargo and refrigerated containers used by its customers in global trade routes. As
of June 30, 2005, the Partnership operated 5,535 twenty-foot, 2,165 forty-foot and 167 forty-foot high-cube marine dry cargo
containers, as well as 330 twenty-foot and 53 forty-foot marine refrigerated cargo containers. A summary of gross lease revenue,
by product, for the three-month periods ended June 30, 2005 and 2004 follows:
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,
    
    June 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Dry cargo containers
    
    $
    649,788
    
    
    $
    737,656
    
    
    $
    1,304,013
    
    
    $
    1,442,890Refrigerated containers
    
    
    220,590
    
    
    
    325,804
    
    
    
    456,192
    
    
    
    670,613Total
    
    $
    870,378
    
    
    $
    1,063,460
    
    
    $
    1,760,205
    
    
    $
    2,113,503
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Managements Discussion and Analysis of Financial Condition and Results of Operations
  Market Overview
      11




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Results of Operations
   
    
    Activity-related expenses including agent and depot costs such as repairs, maintenance and handling.
    
    Inventory-related expenses for off-hire containers, comprising storage and repositioning costs. These costs are sensitive to
the quantity of off-hire containers as well as the frequency at which containers are re-delivered.
    
    Legal and other expenses including legal costs related to the recovery of containers and doubtful accounts, insurance and
provisions for doubtful accounts.
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Dry Cargo
    
    RefrigeratedContainers
    
    Containers40-Foot20-Foot
    
    40-Foot
    
    High-Cube
    
    20-Foot
    
    40-FootContainers on lease:Master lease
    
    
    3,445
    
    
    
    1,170
    
    
    
    111
    
    
    
    243
    
    
    
    14Term leaseShort
term1
    
    
    715
    
    
    
    274
    
    
    
    32
    
    
    
    33
    
    
    
    35Long term2
    
    
    1,112
    
    
    
    524
    
    
    
    14
    
    
    
    
    
    
    
    Subtotal
    
    
    5,272
    
    
    
    1,968
    
    
    
    157
    
    
    
    276
    
    
    
    49Containers off lease
    
    
    263
    
    
    
    197
    
    
    
    10
    
    
    
    54
    
    
    
    4Total container fleet
    
    
    5,535
    
    
    
    2,165
    
    
    
    167
    
    
    
    330
    
    
    
    53
 Dry Cargo
    
    RefrigeratedContainers
    
    Containers40-Foot20-Foot
    
    40-Foot
    
    High-Cube
    
    20-Foot
    
    40-FootUnits
    
    %
    
    Units
    
    %
    
    Units
    
    %
    
    Units
    
    %
    
    Units
    
    %Total purchases
    
    
    8,778
    
    
    
    100
    %
    
    
    3,612
    
    
    
    100
    %
    
    
    216
    
    
    
    100
    %
    
    
    511
    
    
    
    100
    %
    
    
    350
    
    
    
    100
    %Less disposals
    
    
    3,243
    
    
    
    37
    %
    
    
    1,447
    
    
    
    40
    %
    
    
    49
    
    
    
    23
    %
    
    
    181
    
    
    
    35
    %
    
    
    297
    
    
    
    85
    %Remaining fleet at June 30, 2005
    
    
    5,535
    
    
    
    63
    %
    
    
    2,165
    
    
    
    60
    %
    
    
    167
    
    
    
    77
    %
    
    
    330
    
    
    
    65
    %
    
    
    53
    
    
    
    15
    %
 1.
    
    Short term leases represent term leases that are either scheduled for renegotiation or that may expire on or
before June 30, 2006.2.
    
    Long term leases represent term leases, the majority of which will expire between July 2006 and December 2009.
 Three Months Ended June 30, 2005 Compared to the Three Months Ended June 30, 2004
 Net lease revenue
 Three Months EndedJune 30, 2005
    
    June 30, 2004Fleet size (measured in twenty-foot equivalent units (TEU))Dry cargo containers
    
    
    10,480
    
    
    
    12,365Refrigerated containers
    
    
    455
    
    
    
    780Average utilization ratesDry cargo containers
    
    
    95
    %
    
    
    91
    %Refrigerated containers
    
    
    88
    %
    
    
    83
    %
  Depreciation expense
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Other general and administrative
 Net gain on disposal of equipment
 Six Months Ended June 30, 2005 Compared to the Six Months Ended June 30, 2004
 Net lease revenue
 Six Months EndedJune 30, 2005
    
    June 30, 2004Fleet size (measured in twenty-foot equivalent units (TEU))Dry cargo containers
    
    
    10,723
    
    
    
    12,516Refrigerated containers
    
    
    482
    
    
    
    789Average utilization ratesDry cargo containers
    
    
    95
    %
    
    
    88
    %Refrigerated containers
    
    
    87
    %
    
    
    84
    %
  Depreciation expense
 Other general and administrative expenses
 Net
loss on disposal of equipment
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Liquidity and Capital Resources
     Cash from Operating Activities:
 Cash from Investing Activities:
 Cash from Financing Activities:
 15




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Critical Accounting Policies
  
    
    Container equipment  depreciable lives
    
    Container equipment  valuation
    
    Allowance for doubtful accounts
  Inflation
  
 Quantitative and Qualitative Disclosures About Market Risk
 Exchange rate risk:
 
 Controls and Procedures
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PART II  OTHER INFORMATION
 
 Legal Proceedings
  
 Unregistered Sales of Equity Securities and Use of Proceeds
  
 Defaults Upon Senior Securities
  
 Submissions of Matters to a Vote of Securities Holders
  
 Other Information
  
 Exhibits
  ExhibitNo.
    
    Description
    
    Method of Filing3(a)
    
    Limited Partnership Agreement, amended and restated as of
December 2, 1992
    
    *3(b)
    
    Certificate of Limited Partnership
    
    **10
    
    Form of Leasing Agent Agreement with Cronos Containers
Limited
    
    ***31.1
    
    Rule 13a-14 Certification
    
    Filed with this document31.2
    
    Rule 13a-14 Certification
    
    Filed with this document32
    
    Section 1350 Certification
    
    Filed with this document****
 
 *
    
    Incorporated by reference to Exhibit A to the Prospectus of the
Partnership dated December 2, 1992, included as part of Registration
Statement on Form S-1 (No. 33-51810)**
    
    Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-51810)***
    
    Incorporated by reference to Exhibit 10.2 to the Registration Statement on
Form S-1 (No. 33-51810)****
    
    This certification, required by Section 906 of the Sarbanes-Oxley Act of
2002, other than as required by Section 906, is not to be deemed filed
with the Commission or subject to the rules and regulations promulgated by
the Commission under the Securities Exchange Act of 1934, as amended, or
to the liabilities of Section 18 of said Act. 17




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SIGNATURES
  CRONOS GLOBAL INCOME FUND XIV, L.P.By
    
    Cronos Capital Corp.The General PartnerBy
    
    /s/ Dennis J. Tietz

Dennis J. Tietz
President and Director of Cronos Capital Corp. (CCC)
Principal Executive Officer of CCCBy
    
    /s/ John KallasJohn KallasChief Financial Officer andDirector of Cronos Capital Corp. (CCC)Principal Financial and Accounting Officer of CCC
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##### Table of Contents



EXHIBIT INDEX
 ExhibitNo.
    
    Description
    
    Method of Filing3(a)
    
    Limited Partnership Agreement, amended and restated as of December 2,
1992
    
    *3(b)
    
    Certificate of Limited Partnership
    
    **10
    
    Form of Leasing Agent Agreement with Cronos Containers Limited
    
    ***31.1
    
    Rule 13a-14 Certification
    
    Filed with this document31.2
    
    Rule 13a-14 Certification
    
    Filed with this document32
    
    Section 1350 Certification
    
    Filed with this document****
 
 *
    
    Incorporated by reference to Exhibit A to the Prospectus of the Partnership dated December 2, 1992, included as part of
Registration Statement on Form S-1 (No. 33-51810)**
    
    Incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 (No. 33-51810)***
    
    Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (No. 33-51810)****
    
    This certification, required by Section 906 of the Sarbanes-Oxley Act of 2002, other than as required by Section 906, is
not to be deemed filed with the Commission or subject to the rules and regulations promulgated by the Commission under
the Securities Exchange Act of 1934, as amended, or to the liabilities of Section 18 of said Act.