##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 For the fiscal year ended December 31, 2008
 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 0-23886
 CRONOS GLOBAL INCOME FUND XV, L.P.
  California
    
    94-3186624(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)
 
   Name of each exchange onTitle of each class
    
    which registeredNot Applicable
  UNITS OF LIMITED PARTNERSHIP INTERESTS
  o þ
 o þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ




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##### 



CRONOS GLOBAL INCOME FUND XV, L.P.
 Report on Form 10-K for the Fiscal Year
Ended December 31, 2008
 TABLE OF CONTENTS
 PAGEPART I
    
    
    3Item 1  Business
    
    
    3Item 1A  Risk Factors
    
    
    10Item 1B  Unresolved Staff Comments
    
    
    14Item 2  Properties
    
    
    14Item 3  Legal Proceedings
    
    
    14Item 4  Submission of Matters to a Vote of Security Holders
    
    
    14PART II
    
    
    15Item 5  Market for the Partnerships Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securites
    
    
    15Item 6  Selected Financial Data
    
    
    16Item 7  Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    17Item 7A  Quantitative and Qualitative Disclosures About Market Risk
    
    
    24Item 8  Financial Statements and Supplementary Data
    
    
    24Item 9  Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    40Item 9A  Controls and Procedures
    
    
    40Item 9A(T)  Controls and Procedures
    
    
    40Item 9B  Other Information
    
    
    40PART III
    
    
    41Item 10  Directors, Executive Officers and Corporate Governance
    
    
    41Item 11  Executive Compensation
    
    
    44Item 12  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
    
    
    45Item 13  Certain Relationships and Related Transactions, and Director Independence
    
    
    45Item 14  Principal Accountant Fees and Services
    
    
    46PART IV
    
    
    47Item 15  Exhibits and Financial Statement Schedules
    
    
    47EX-31.1EX-31.2EX-32
  2




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PART I
 
 Item 1. Business
    Percentage ofAmount
    
    
    Gross ProceedsGross Subscription Proceeds
    
    $
    143,031,380
    
    
    
    100.0
    %Public Offering Expenses:Underwriting Commissions
    
    $
    14,303,138
    
    
    
    10.0
    %Offering and Organization Expenses
    
    $
    2,977,551
    
    
    
    2.1
    %Total Public Offering Expenses
    
    $
    17,280,689
    
    
    
    12.1
    %Net Proceeds
    
    $
    125,750,691
    
    
    
    87.9
    %Acquisition Fees
    
    $
    5,918,588
    
    
    
    4.1
    %Working Capital Reserve
    
    $
    1,460,334
    
    
    
    1.0
    %Gross Proceeds Invested in Equipment
    
    $
    118,371,769
    
    
    
    82.8
    %
     3




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##### Table of Contents



Benefits of Leasing
  
    
    Leasing provides shipping lines with the flexibility to respond to rapidly changing
market opportunities as they arise without relying exclusively on their own containers;
    
    Leasing allows shipping lines to respond to changing seasonal and trade route demands,
thereby optimizing their capital investment and minimizing storage costs;
    
    Leasing enables shipping lines to expand their trade routes and market shares at a
relatively low cost without making a permanent commitment to support their new structure;
    
    Leasing allows the shipping lines to utilize the equipment they need without having to
make large capital expenditures;
    
    Leasing offers a shipping line an alternative source of financing in a traditionally
capital-intensive industry; and
    
    Leasing allows shipping lines to benefit from the relationships between container
manufacturers and leasing companies.
 4




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##### Table of Contents



Fleet Profile
  Ò Ò
    Dry Cargo
    
    Refrigerated
    
    TankContainers
    
    Containers
    
    Containers40-Foot
    
    
    
    
    
    40-Foot20-Foot
    
    40-Foot
    
    High-Cube
    
    20-Foot
    
    High-CubeContainers on lease:Master lease
    
    
    6,656
    
    
    
    2,699
    
    
    
    936
    
    
    
    19
    
    
    
    2
    
    
    
    91Term leaseShort term1
    
    
    974
    
    
    
    134
    
    
    
    58
    
    
    
    10
    
    
    
    
    
    
    
    24Long term2
    
    
    2,784
    
    
    
    1,144
    
    
    
    254
    
    
    
    4
    
    
    
    3
    
    
    
    603,758
    
    
    
    1,278
    
    
    
    312
    
    
    
    14
    
    
    
    3
    
    
    
    84Subtotal
    
    
    10,414
    
    
    
    3,977
    
    
    
    1,248
    
    
    
    33
    
    
    
    5
    
    
    
    175Containers off hire
    
    
    455
    
    
    
    128
    
    
    
    112
    
    
    
    10
    
    
    
    10
    
    
    
    18Total container fleet
    
    
    10,869
    
    
    
    4,105
    
    
    
    1,360
    
    
    
    43
    
    
    
    15
    
    
    
    193
 
 1.
    
    Short term leases represent term leases that are either scheduled for renegotiation
or that may expire in 2009.2.
    
    Long term leases represent term leases, the majority of which will expire between
2010 and 2019.  Types of Leases
  
    
    Master leases.Master leases provide customers with flexibility by allowing them to
pick up containers where and when required on pre-agreed terms, subject to restrictions
and availability. Master leases also define the number of containers that may be
returned within each calendar month, the permitted return locations and applicable
drop-off charges. Due to the increased flexibility they offer, master leases usually
command higher per-diem rates and generate more ancillary revenue (including pick-up,
drop-off, handling and off-hire revenue) than term leases. The commercial terms of
master leases are usually negotiated or renewed annually.
 5




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##### Table of Contents




    
    Term leases.Term leases are for a fixed quantity of containers for a fixed period
of time, typically ranging from three to five years. In most cases, containers cannot
be returned prior to the expiration of the lease. Some term lease agreements contain
early termination penalties that apply in the event of early redelivery. Term leases
provide greater revenue stability to the lessor, but usually at lower lease rates than
master leases. Ocean carriers use term leases to lower their operating costs when they
have a need for an identified number of containers for a specified term.
    
    Sales-type leases and direct finance leases.Sales-type leases and direct finance
leases are long-term in nature, usually ranging from three to seven years, and require
relatively low levels of customer service. They ordinarily require fixed payments over
a defined period and provide customers with an option to purchase the
subject containers at the end of the lease term. Per-diem rates include an element of
repayment of capital and therefore are usually higher than rates charged under either
term or master leases.
      Customers
  Credit Controls
  6




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Repair and Maintenance
   Disposition of Used Containers
  Operations
     7




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Insurance
  Competition
     Environmental Matters
  8




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Employees
     2008
    
    
    2007
    
    
    2006Dry cargo containers
    
    $
    4,375,280
    
    
    $
    5,648,238
    
    
    $
    7,727,830Refrigerated containers
    
    
    246,161
    
    
    
    502,400
    
    
    
    760,339Tank containers
    
    
    584,742
    
    
    
    602,016
    
    
    
    562,421Total
    
    $
    5,206,183
    
    
    $
    6,752,654
    
    
    $
    9,050,590
     9




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##### Table of Contents



Item 1A. Risk Factors
  Risks Related to the Container Leasing Industry and to the Partnership
 Demand for leased containers depends on economic and political factors beyond the control of
the Leasing Agent, CCC and the Partnership.
  §
    
    prices of new and used containers;§
    
    economic conditions, competitive pressures and consolidation in the container shipping
industry;§
    
    shifting trends and patterns of cargo traffic;§
    
    the availability and terms of container financing;§
    
    fluctuations in inflation rates, interest rates and foreign currency values;§
    
    overcapacity, undercapacity and consolidation of container manufacturers;§
    
    the lead times required to purchase containers;§
    
    the number of containers purchased by competitors and container lessees;§
    
    container ship fleet overcapacity or undercapacity;§
    
    increased repositioning by container shipping lines of their own empty containers to
higher demand locations instead of leasing containers;§
    
    consolidation or withdrawal of individual container lessees in the container leasing
industry;§
    
    import / export tariffs and restrictions;§
    
    customs procedures, foreign exchange controls and other governmental regulations;§
    
    natural disasters that are severe enough to affect local and global economies or
interfere with trade; and§
    
    other political and economic factors.
 Lease rates may decrease, which could harm the results of operations and financial condition
of the Partnership.
  §
    
    the supply of containers available;§
    
    the price of new containers (which is positively correlated with the price of steel);§
    
    the type and length of the lease;§
    
    interest rates;§
    
    embedded residual assumptions;§
    
    the type and age of the container;§
    
    the location of the container being leased;§
    
    the number of containers available for lease by competitors; and§
    
    the lease rates offered by competitors.
 Customer defaults could have an adverse effect on the profitability and financial condition of
the Leasing Agent and the Partnership.
  10




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##### Table of Contents



§
    
    a decline in revenues reflecting lower volumes of world trade and correspondingly lower
freight rates;§
    
    increased expenses due to a rise in cost of financing and the significant fluctuation in
fuel prices experienced during 2008; and§
    
    a decline in the supply of capital required to acquire new ships and container equipment
and to refinance existing debt facilities.
  Amendments to the terms of existing leases could have an adverse effect on the profitability
and financial condition of the Leasing Agent and the Partnership.
  Fluctuations in the residual value of containers may impact profitability and the long-term
returns generated by leased equipment.
  The Leasing Agent operates in a highly competitive industry.
  Increases in the cost of insurance or the lack of availability of insurance could increase the
risk exposure of the Partnership and reduce its profitability.
  11




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The Leasing Agent relies on its information technology systems to conduct its business. Any
failure or interruption in these systems could have an adverse effect on the profitability and
financial condition of the Leasing Agent and the Partnership.
   The Leasing Agent and Partnership are reliant on electronic banking systems to receive and
make payments. Any failure or interruption in banking systems could have an adverse effect on the
profitability and financial condition of the Leasing Agent and the Partnership.
  Specialized containers could have potential mechanical, obsolescence and other risks.
  Environmental liability may adversely affect the Partnerships business and financial
situation.
  Affiliates of the Leasing Company may not have adequate resources to pay container
manufacturers for equipment purchased for resale.
  There are political, economic and business risks inherent in the global business environment.
  §
    
    Political instability;§
    
    Increases in maintenance expenses, taxes, third party fees and other expenses
attributable to the operation and the maintenance of the containers that cannot be offset
by increased lease revenues from the containers;§
    
    Fluctuations in supply and demand for containers resulting from, among other things,
obsolescence, changes in the methods or economics of a particular mode of transportation or
changes in governmental regulations or safety standards;§
    
    Restrictions on the movement of capital;§
    
    The imposition of new direct and indirect taxes in jurisdictions in which the Group
trades;§
    
    The effects of strikes and labor disputes; and§
    
    Terrorist attacks and the risk of terrorist attack.
 12




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Risk Associated with the Operations of an Equipment Leasing Business in Partnership Form
 There is no assurance of successful operations.
  The Partnership has a high degree of reliance on CCC and the Leasing Agent.
  The Partnership is dependent on key personnel in CCC and the Leasing Agent.
  There is a lack of liquidity for Partnership units.
  The Limited Partners have limited voting rights.
  Limited liability is not clearly established.
  13




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Item 1B. Unresolved Staff Comments
  
 Item 2. Properties
  Containers
    
    QuantityDry Cargo  20 Foot
    
    
    10,869Dry Cargo  40 Foot
    
    
    4,105Dry Cargo  40 Foot High-Cube
    
    
    1,360Refrigerated  20-Foot
    
    
    43Refrigerated  40 Foot High-Cube
    
    
    15Tanks
    
    
    193
   
 Item 3. Legal Proceedings
  
 Item 4. Submission of Matters to a Vote of Security Holders
  14




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PART II
 
 Item 5.
    
    Market for the Partnerships Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
   (a)(1)(ii)
    
    Inapplicable.(a)(1)(iii)
    
    Inapplicable.(a)(1)(iv)
    
    Inapplicable.(a)(1)(v)
    
    Inapplicable.(a)(2)
    
    Inapplicable.(a)(3)
    
    The Partnership sold no equity securities during 2008 that were not registered under the
Securities Act of 1933, as amended.(b)
    
    Holders
 Number of Unit Holders(b)(1)
    
    Title of Class
    
    as of December 31, 2008Units of limited partnership interests
    
    7,529
         15




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Item 6. Selected Financial Data
 Year Ended December 31,2008
    
    2007
    
    2006
    
    2005
    
    2004Net lease revenue
    
    $
    3,968,894
    
    
    $
    5,118,881
    
    
    $
    6,749,688
    
    
    $
    8,494,710
    
    
    $
    8,702,927Net income
    
    $
    1,148,674
    
    
    $
    1,324,243
    
    
    $
    1,667,269
    
    
    $
    2,432,121
    
    
    $
    681,203Limited partners share of net
income (per unit basis)
    
    $
    0.12
    
    
    $
    0.10
    
    
    $
    0.13
    
    
    $
    0.21
    
    
    $
    0.05Cash distributions per unit of
limited partnership interest
    
    $
    1.11
    
    
    $
    1.40
    
    
    $
    1.84
    
    
    $
    1.91
    
    
    $
    1.17At year-end:Total assets
    
    $
    13,761,598
    
    
    $
    20,792,932
    
    
    $
    29,800,002
    
    
    $
    41,715,710
    
    
    $
    53,507,200Partners capital
    
    $
    13,761,598
    
    
    $
    20,792,932
    
    
    $
    29,800,002
    
    
    $
    41,715,710
    
    
    $
    53,507,200
 16




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##### Table of Contents



Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
  Forward-Looking Statements
   Primary Revenue Items
  
    
    Activity-related expenses, include agents costs and depot costs such as repairs,
maintenance and handling;
    
    Inventory-related expenses for off-hire containers, comprise of 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 and the frequency and size of repositioning
moves undertaken; and
    
    Legal and other expenses, include legal costs related to the recovery of containers and
doubtful accounts, insurance and provisions for doubtful accounts.
 17




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Partnership Overview
     Dry Cargo
    
    Refrigerated
    
    TankContainers
    
    Containers
    
    Containers40-Foot
    
    
    
    
    
    
    
    
    
    40-Foot20-Foot
    
    40-Foot
    
    High-Cube
    
    20-Foot
    
    High-CubeUnits
    
    %
    
    Units
    
    %
    
    Units
    
    %
    
    Units
    
    %
    
    Units
    
    %
    
    Units
    
    %Total purchases
    
    
    26,446
    
    
    
    100
    %
    
    
    8,751
    
    
    
    100
    %
    
    
    2,179
    
    
    
    100
    %
    
    
    463
    
    
    
    100
    %
    
    
    100
    
    
    
    100
    %
    
    
    229
    
    
    
    100
    %Less disposals
    
    
    15,577
    
    
    
    59
    %
    
    
    4,646
    
    
    
    53
    %
    
    
    819
    
    
    
    38
    %
    
    
    420
    
    
    
    91
    %
    
    
    85
    
    
    
    85
    %
    
    
    36
    
    
    
    16
    %Remaining fleet atDecember 31, 2008
    
    
    10,869
    
    
    
    41
    %
    
    
    4,105
    
    
    
    47
    %
    
    
    1,360
    
    
    
    62
    %
    
    
    43
    
    
    
    9
    %
    
    
    15
    
    
    
    15
    %
    
    
    193
    
    
    
    84
    %
  18




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Market & Industry Overview
   2008
    
    2007
    
    2006Fleet size (measured in TEU)Dry cargo containers
    
    
    23,989
    
    
    
    28,327
    
    
    
    33,516Refrigerated containers
    
    
    212
    
    
    
    356
    
    
    
    472Tank containers
    
    
    195
    
    
    
    198
    
    
    
    206Average utilization ratesDry cargo containers
    
    
    99
    %
    
    
    96
    %
    
    
    93
    %Refrigerated containers
    
    
    86
    %
    
    
    78
    %
    
    
    75
    %Tank containers
    
    
    94
    %
    
    
    95
    %
    
    
    89
    %
   §
    
    a decline in revenuesas falling consumer demand resulted in a reduction in the volume
of trade for containerized goods and a corresponding decrease in freight rates;§
    
    an increase in expensesas interest rates increased due to the disruption experienced
in the financial markets, including the significant and sudden contraction in the supply
of money. Additionally, fuel costs reached record high levels during 2008 placing an
additional cost burden on most customers for part of the year;§
    
    a reduction in the level of available fundingwhich may have an impact on the ability
of shipping lines to fund existing contractual commitments for new ship building and other
capital programs. In addition, existing financial facilities may become increasingly
difficult to refinance as they fall due and it is likely that, on renewal, the cost of
such facilities will increase;§
    
    an increase in containership overcapacity. This reflects the reduction in the volume
of containerized trade together with the increased capacity introduced in recent years by
significant ship building programs.
   19




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§
    
    a number of shipping lines have already gone into bankruptcy and there is a risk of
further insolvencies in 2009;§
    
    container utilization levels are likely to decline as shipping lines off-hire
containers. Direct operating expenses will increase in line with any increase in
inventories;§
    
    the economic terms of existing leases, including term leases, may change as customers
seek to renegotiate existing terms; and§
    
    the sale proceeds realized on the sale of containers may decline in locations where
there is a large increase in inventories. Containers may prove difficult to sell in
certain locations. The US dollar value of sales proceeds may decline because of the
relative strengthening of the US dollar against most major currencies.
 Year Ended December 31, 2008 Compared to the Year Ended December 31, 2007
   §
    
    a 17% reduction in the size of the container fleet as equipment that was redelivered by
customers was sold;§
    
    a decline in net lease revenue as a result of the reduction in the size of the fleet;
and§
    
    an increased gain recorded on the disposal of equipment.
 Net lease revenue
 Depreciation expense
 Other general and administrative expenses
 Net gain on disposal of equipment
 Year Ended December 31, 2007 Compared to the Year Ended December 31, 2006
 Net lease revenue
 Depreciation expense
 Other general and administrative expenses
 20




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Net gain on disposal of equipment
 Liquidity and Capital Resources
    Cash from Operating Activities
 Cash from Investing Activities
 Cash from Financing Activities
 Off-Balance Sheet Arrangements
  Contractual Obligations
  21




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Critical Accounting Policies
 Container equipment  depreciable lives
 Container equipment  valuation:
 Allowance for doubtful accounts:
 22




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Accounting Pronouncements Adopted During the Period
    Inflation
  The Cronos Group
    23




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Item 7A. Quantitative and Qualitative Disclosures About Market Risk
 Exchange rate risk:
   Credit risk:
 
 Item 8. Financial Statements and Supplementary Data
 24




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REPORT OF MANAGEMENT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
       /s/ Dennis J. TietzDennis J. Tietz,President and Director of Cronos Capital Corp.,
General Partner of the Partnership/s/ Frank P. VaughanFrank P. Vaughan,Chief Financial Officer of Cronos Capital Corp,.
General Partner of the Partnership 25




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
    
  26




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CRONOS GLOBAL INCOME FUND XV, L.P.
 Balance Sheets
 December 31, 2008 and 2007
 2008
    
    
    2007AssetsCurrent assets:Cash and cash equivalents
    
    $
    2,520,880
    
    
    $
    3,080,880Net lease receivables due from Leasing Agent
    
    
    962,046
    
    
    
    1,209,641Sales-type lease receivable, due from Leasing Agent within one year, net
    
    
    72,537
    
    
    
    75,829Direct finance lease receivable, due from Leasing Agent within one
year, net
    
    
    45,865
    
    
    
    Total current assets
    
    
    3,601,328
    
    
    
    4,366,350Sales-type lease receivable, due from Leasing Agent after one year, net
    
    
    22,197
    
    
    
    97,595Direct finance lease receivable, due from Leasing Agent after one year, net
    
    
    35,960
    
    
    
    Container rental equipment, at cost
    
    
    54,747,239
    
    
    
    66,783,024Less accumulated depreciation
    
    
    (44,645,126
    )
    
    
    (50,454,037
    )Net container rental equipment
    
    
    10,102,113
    
    
    
    16,328,987Total assets
    
    $
    13,761,598
    
    
    $
    20,792,932Partners CapitalPartners capital:General partner
    
    $
    10,481
    
    
    $
    5,791Limited partners
    
    
    13,751,117
    
    
    
    20,787,141Total partners capital
    
    $
    13,761,598
    
    
    $
    20,792,932
  27




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CRONOS GLOBAL INCOME FUND XV, L.P.
 Statements of Operations
 For the years ended December 31, 2008, 2007 and 2006
 2008
    
    
    2007
    
    
    2006Net lease revenue from Leasing Agent
    
    $
    3,968,894
    
    
    $
    5,118,881
    
    
    $
    6,749,688Other operating (expenses) income:Depreciation
    
    
    (3,796,437
    )
    
    
    (4,603,854
    )
    
    
    (5,402,119
    )Other general and administrative expenses
    
    
    (339,261
    )
    
    
    (274,828
    )
    
    
    (258,556
    )Net gain on disposal of equipment
    
    
    1,297,465
    
    
    
    941,462
    
    
    
    402,262(2,838,233
    )
    
    
    (3,937,220
    )
    
    
    (5,258,413
    )Income from operations
    
    
    1,130,661
    
    
    
    1,181,661
    
    
    
    1,491,275Other income:Interest income
    
    
    18,013
    
    
    
    142,582
    
    
    
    175,994Net income
    
    $
    1,148,674
    
    
    $
    1,324,243
    
    
    $
    1,667,269Allocation of net income:General partner
    
    $
    258,378
    
    
    $
    585,604
    
    
    $
    717,988Limited partners
    
    
    890,296
    
    
    
    738,639
    
    
    
    949,281$
    1,148,674
    
    
    $
    1,324,243
    
    
    $
    1,667,269Limited partners per unit share of net income
    
    $
    0.12
    
    
    $
    0.10
    
    
    $
    0.13
  28




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CRONOS GLOBAL INCOME FUND XV, L.P.
 Statements of Partners Capital
 For the years ended December 31, 2008, 2007 and 2006
 Limited
    
    
    GeneralPartners
    
    
    Partner
    
    
    TotalBalances at January 1, 2006
    
    $
    42,252,428
    
    
    $
    (536,718
    )
    
    $
    41,715,710Net income
    
    
    949,281
    
    
    
    717,988
    
    
    
    1,667,269Cash distributions
    
    
    (13,141,009
    )
    
    
    (441,968
    )
    
    
    (13,582,977
    )Balances at December 31, 2006
    
    $
    30,060,700
    
    
    $
    (260,698
    )
    
    $
    29,800,002Net income
    
    
    738,639
    
    
    
    585,604
    
    
    
    1,324,243Cash distributions
    
    
    (10,012,198
    )
    
    
    (319,115
    )
    
    
    (10,331,313
    )Balances at December 31, 2007
    
    $
    20,787,141
    
    
    $
    5,791
    
    
    $
    20,792,932Net income
    
    
    890,296
    
    
    
    258,378
    
    
    
    1,148,674Cash distributions
    
    
    (7,926,320
    )
    
    
    (253,688
    )
    
    
    (8,180,008
    )Balances at December 31, 2008
    
    $
    13,751,117
    
    
    $
    10,481
    
    
    $
    13,761,598
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CRONOS GLOBAL INCOME FUND XV, L.P.
 Statements of Cash Flows
 For the years ended December 31, 2008, 2007 and 2006
 2008
    
    
    2007
    
    
    2006Cash flows from operating activities:Net income
    
    $
    1,148,674
    
    
    $
    1,324,243
    
    
    $
    1,667,269Adjustments to reconcile net income to net cash from
operating activities:Depreciation
    
    
    3,796,437
    
    
    
    4,603,854
    
    
    
    5,402,119Net gain on disposal of equipment
    
    
    (1,297,465
    )
    
    
    (941,462
    )
    
    
    (402,262
    )Decrease in net lease and other receivables
due from Leasing Agent
    
    
    468,631
    
    
    
    254,328
    
    
    
    98,012Total adjustments
    
    
    2,967,603
    
    
    
    3,916,720
    
    
    
    5,097,869Net cash provided by operating activities
    
    
    4,116,277
    
    
    
    5,240,963
    
    
    
    6,765,138Cash flows from investing activities:Proceeds from sale of container rental equipment
    
    
    3,503,731
    
    
    
    4,728,290
    
    
    
    5,548,830Cash flows from financing activities:Distributions to general partner
    
    
    (253,688
    )
    
    
    (319,115
    )
    
    
    (441,968
    )Distributions to limited partners
    
    
    (7,926,320
    )
    
    
    (10,012,198
    )
    
    
    (13,141,009
    )Net cash used in financing activities
    
    
    (8,180,008
    )
    
    
    (10,331,313
    )
    
    
    (13,582,977
    )Net decrease in cash and cash equivalents
    
    
    (560,000
    )
    
    
    (362,060
    )
    
    
    (1,269,009
    )Cash and cash equivalents at beginning of year
    
    
    3,080,880
    
    
    
    3,442,940
    
    
    
    4,711,949Cash and cash equivalents at end of year
    
    $
    2,520,880
    
    
    $
    3,080,880
    
    
    $
    3,442,940
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##### Table of Contents



CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 December 31, 2008, 2007 and 2006
 (1)
    
    Summary of Significant Accounting Policies
 (a)
    
    Nature of OperationsCronos Global Income Fund XV, L.P. (the Partnership) is a limited partnership that was
organized under the laws of the State of California on August 26, 1993, for the purpose of
owning and leasing dry and specialized marine cargo containers to ocean carriers. The
Partnership commenced operations on February 22, 1994, when the minimum subscription
proceeds of $2,000,000 were received from over 100 subscribers (excluding from such count
Pennsylvania residents, Cronos Capital Corp. (CCC), the general partner, and all
affiliates of CCC). The Partnership offered 7,500,000 units of limited partnership
interest at $20 per unit or $150,000,000. The offering terminated on December 15, 1995,
at which time 7,151,569 limited partnership units had been sold.CCC and its affiliate, Cronos Containers Limited (the Leasing Agent), manage the
business of the Partnership. CCC and the Leasing Agent also manage the container leasing
business for other partnerships affiliated with CCC.The Partnership has completed its 14th year of operations and has entered its liquidation
phase wherein CCC focuses its attention on the retirement of the remaining equipment in
the Partnerships container fleet. At December 31, 2008, approximately 43% of the original
equipment remained in the Partnerships fleet. CCC will take several factors into
consideration when examining options for the timing of the disposal of the containers.
These factors include the level of gross lease revenue generated by the diminishing fleet,
the level of costs relative to this revenue, projected disposal proceeds on the
disposition of the Partnerships containers, overall market conditions and any foreseeable
changes in other general and administrative expenses.The Partnerships operations depend on global economic and political conditions. The
Partnership believes that the profitability and risk profile of leases with foreign
customers are generally the same as those with domestic customers. The majority of the
Partnerships leases generally require all payments to be made in United States dollars.(b)
    
    Cronos Ltd.The Cronos Group (TCG), formerly the parent of CCC, announced on February 28, 2007, that
it had entered into an Asset Purchase Agreement (Asset Purchase Agreement) with CRX
Acquisition Ltd., a Bermuda exempted company (CRX) and FB Transportation Capital LLC, a
Delaware limited liability company (FB Transportation). Under the terms of the Asset
Purchase Agreement, and subject to the conditions stated therein, TCG agreed to sell all
of its assets to CRX and CRX agreed to assume all of TCGs liabilities. FB Transportation
is an affiliate of Fortis Bank S.A. / N.V (Fortis Belgium).At a special meeting held August 1, 2007, TCGs shareholders approved the Asset Purchase
Agreement and the transactions contemplated thereunder, including TCGs dissolution and
liquidation. The sale of TCGs assets and liabilities to CRX occurred later that same day.
Promptly following the closing, TCG changed its name to CRG Liquidation Company, and CRX
changed its name to Cronos Ltd.
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CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (1)
    
    Summary of Significant Accounting Policies (continued)
 (b)
    
    Cronos Ltd. (continued)The container leasing business of TCG has been continued by Cronos Ltd. as a private
company. Management of TCG has continued as the management of Cronos Ltd. and acquired an
equity interest in Cronos Ltd. at closing.(c)
    
    Leasing AgentThe Partnership and the Leasing Agent have entered into an agreement (the Leasing Agent
Agreement) whereby the Leasing Agent manages the leasing operations for all equipment
owned by the Partnership. In addition to responsibility for leasing and re-leasing the
equipment to ocean carriers, the Leasing Agent disposes of the containers at the end of
their useful economic life 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
Agent to use the containers owned by the Partnership, together with other containers owned
or managed by the Leasing Agent and its affiliates, as part of a single fleet operated
without regard to ownership. The Leasing Agent Agreement generally provides that the
Leasing Agent will make payments to the Partnership based upon rentals collected from
ocean carriers after deducting direct operating expenses and management fees due both to
CCC and the Leasing Agent.The Leasing Agent 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 charged and recognized 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.Term leases are for a fixed quantity of containers for a fixed period of time, typically
varying from three to five years. In most cases, containers cannot be returned prior to
the expiration of the lease. Term lease agreements may contain early termination penalties
that apply in the event of early redelivery. Term leases provide greater revenue stability
to the lessor, usually at lower lease rates than master leases. Ocean carriers use term
leases to lower their operating costs when they have a need for an identified number of
containers for a specified term. Rentals under term leases are charged and recognized
based upon the number of containers leased, the applicable per-diem rate and the length of
the lease, irrespective of the number of days which the customer actually uses the
containers.Sales-type leases and direct finance leases are long-term in nature, usually ranging from
three to seven years, and require relatively low levels of customer service. They
ordinarily require fixed payments over a defined period and provide customers with an
option to purchase the subject containers at the end of the lease term. Per-diem rates
include an element of repayment of capital and therefore are usually higher than rates
charged under either term or master leases.(d)
    
    Concentrations of Credit RiskThe Partnerships financial instruments that are exposed to concentrations of credit risk
consist primarily of cash, cash equivalents and net lease receivables due from the Leasing
Agent. See note 3 for further discussion regarding the credit risk associated with cash
and cash equivalents.
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CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 Summary of Significant Accounting Policies (continued)
 (d)
    
    Concentrations of Credit Risk (continued)Net lease receivables due from the Leasing Agent (see notes 1(c) and 4 for discussion
regarding net lease receivables) subject the Partnership to a significant concentration of
credit risk. The net lease receipts, represent rentals collected from ocean carriers
after deducting payments for direct operating expenses and management fees, are remitted
by the Leasing Agent to the Partnership on a weekly basis.(e)
    
    Basis of AccountingThe Partnerships accounting records are maintained in United States dollars and the
financial statements are prepared in accordance with accounting principles generally
accepted in the United States of America (US GAAP).(f)
    
    Use of EstimatesThe preparation of financial statements in conformity with US GAAP requires the
Partnership to make estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during the reported
period. The most significant estimates relate to the carrying value of equipment
including estimates relating to depreciable lives, residual values and asset impairments.
Actual results could differ from those estimates.(g)
    
    Allocation of Net Income or Loss, Partnership Distributions and Partners
CapitalNet income or loss has been allocated between general and limited partners in accordance
with the Partnership Agreement. The Partnership Agreement generally provides that CCC
shall at all times maintain at least a 1% interest in each item of income or loss,
including the gain arising from the sale of containers. The Partnership Agreement further
provides that the gain arising from the sale of containers be allocated first to the
partners with capital account deficit balances in an amount sufficient to eliminate any
deficit capital account balance. Thereafter, the Partnerships gains arising from the sale
of containers are allocated to the partners in accordance with their share of sale
proceeds distributed. The Partnership Agreement also provides for income (excluding the
gain arising from the sale of containers) for any period, be allocated to CCC in an amount
equal to that portion of CCCs distributions in excess of 1% of the total distributions
made to both CCC and the limited partners of the Partnership for such period, as well as
other allocation adjustments.Actual cash distributions differ from the allocations of net income or loss between the
general and limited partners as presented in these financial statements. Partnership
distributions are paid to its partners from distributable cash from operations, allocated
95% to the limited partners and 5% to CCC. Distributions of sales proceeds are allocated
99% to the limited partners and 1% to CCC. The allocations remain in effect until such
time as the limited partners have received from the Partnership aggregate distributions in
an amount equal to their capital contributions plus an 8% cumulative, compounded (daily),
annual return on their adjusted capital contributions. Thereafter, all Partnership
distributions will be allocated 85% to the limited partners and 15% to CCC. Cash
distributions from operations to CCC in excess of 5% of distributable cash will be
considered an incentive fee and will be recorded as compensation to CCC, with the
remaining distributions from operations charged to partners capital.
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##### Table of Contents



CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (1)
    
    Summary of Significant Accounting Policies (continued)
 (g)
    
    Allocation of Net Income or Loss, Partnership Distributions and Partners Capital
(continued)Upon 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 persons
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.(h)
    
    Acquisition FeesPursuant to the Partnership Agreement, acquisition fees paid to CCC are based on 5% of the
equipment purchase price. These fees are capitalized and included in the cost of the
container rental equipment.(i)
    
    Container Rental EquipmentContainer rental equipment is depreciated over a 15-year life using the straight-line
basis to a residual value of 10% of the original equipment cost. The Partnership and CCC
evaluate the period of depreciation and residual values to determine whether subsequent
events and circumstances warrant revised estimates of useful lives.In accordance with Statement of Financial Accounting Standard (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 of
projected future cash flows from container operations is prepared annually or upon
material changes in market conditions. The primary variables utilized by the analysis are
current and projected utilization rates, per-diem rental rates, direct operating expenses,
fleet size, container disposal proceeds and the timing of container disposals.
Additionally, the Partnership evaluates future cash flows and potential impairment for its
entire fleet rather than for each container type or individual container. As a result,
future losses could result for individual container dispositions due to various factors,
including age, condition, suitability for continued leasing, as well as the geographical
location of containers when disposed.(j)
    
    Income TaxesThe Partnership is not subject to income taxes, consequently no provision for income taxes
has been made. The Partnership files federal and state annual information tax returns,
prepared on the accrual basis of accounting. Taxable income or loss is reportable by the
partners individually.
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##### Table of Contents



CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (1)
    
    Summary of Significant Accounting Policies (continued)
 (k)
    
    Accounting Pronouncements Adopted During the PeriodIn February, 2007 the Financial Accounting Standards Board (FASB) issued SFAS No. 159,
The Fair Value Option for Financial Assets and Financial Liabilities  Including an
Amendment of FASB Statement No. 115 (SFAS 159). This standard permits an entity to
choose to measure many financial instruments and certain other items at fair value. The
unrealized gains and losses on items for which the fair value option has been elected will
be reported in earnings at each subsequent reporting date. The fair value option: (a) may
be applied instrument by instrument, with a few exceptions, such as investments otherwise
accounted for by the equity method; (b) is irrevocable (unless a new election date
occurs); and (c) is applied only to entire instruments and not to portions of instruments.
On January 1, 2008 the Partnership adopted SFAS 159, however, the Partnership has elected
not to use the fair value option for any of its existing financial assets and liabilities
and consequently, its adoption has had no impact.In September 2006 the FASB issued SFAS No. 157, Fair Value Measurements (SFAS 157),
which provides a single definition of fair value, establishes a framework for the
measurement of fair value and expands disclosure about the use of fair value to measure
assets and liabilities. SFAS 157 is effective for fiscal years beginning after November
15, 2007, and for interim periods within those fiscal years. In February 2008, the FASB
issued FSP 157-2, Effective Date of FASB Statement No. 157, which permits a one-year
deferral for the implementation of SFAS 157 with regard to non-financial assets and
liabilities that are not recognized or disclosed at fair value in the financial statements
on a recurring basis (at least annually). The Partnership elected to defer adoption of
SFAS 157 for such items and does not currently anticipate that adoption for non-financial
assets and liabilities in 2009 will have a material impact to the financial statements.
The Partnership adopted the effective provisions of SFAS 157 as of January 1, 2008. At
December 31, 2008, the Partnership did not have any financial assets or liabilities that
were subject to the expanded disclosures regarding fair value measurements; consequently
its adoption has had no disclosure impact.In May 2008 the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting
Principles (SFAS 162). SFAS 162 identifies the sources of accounting principles and the
framework for selecting the principles to be used in the preparation of financial
statements of nongovernmental entities that are presented in conformity with generally
accepted accounting principles. SFAS 162 was adopted by the Partnership on November 15,
2008 but adoption has had no impact on the financial statements.
 (2)
    
    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 Agent operate the Partnerships container fleet
as a homogenous unit and have determined that as such, it has a single reportable operating
segment.
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##### Table of Contents



CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (2)
    
    Operating Segment (continued)The Partnership derives revenues from marine dry cargo, refrigerated and tank containers that
are used by its customers in global trade routes. As of December 31, 2008, the Partnership
owned 10,869 twenty-foot, 4,105 forty-foot and 1,360 forty-foot high-cube marine dry cargo
containers, as well as 43 twenty-foot and 15 forty-foot high-cube refrigerated containers, and
193 tanks. A summary of gross lease revenue earned by each Partnership container type for the
years ended December 31, 2008, 2007 and 2006 follows:
 2008
    
    
    2007
    
    
    2006Dry cargo containers
    
    $
    4,375,280
    
    
    $
    5,648,238
    
    
    $
    7,727,830Refrigerated containers
    
    
    246,161
    
    
    
    502,400
    
    
    
    760,339Tank containers
    
    
    584,742
    
    
    
    602,016
    
    
    
    562,421Total
    
    $
    5,206,183
    
    
    $
    6,752,654
    
    
    $
    9,050,590
 Due to the Partnerships lack of information regarding the physical location of its fleet of
containers when on lease in the global shipping trade, the Partnership believes that it does
not possess discernible geographic reporting segments as defined in SFAS No. 131 Disclosures
about Segments of an Enterprise and Related Information.The Partnership does not believe that its ongoing business is dependent upon a single
sub-lessee of the Leasing Agent, although the loss of one or more of the Leasing Agents
sub-lessees could have an adverse effect upon its business. The following sub-lessees of the
Leasing Agent each generated more than 10% of gross lease revenue earned on the Partnerships
equipment. During 2008, Mediterranean Shipping Company S.A. (MSC) generated approximately
18%, or $916,982 in gross lease revenue and Hapag-Lloyd AG generated approximately 11%, or
$583,423 in gross lease revenue, respectively. During 2007, Hamburg Sudamerikanische
Dampfschifffahrts-Gesellschaft KG generated approximately 19%, or $1,315,503 in gross lease
revenue and MSC generated approximately 15%, or $994,345 in gross lease revenue, respectively.
During 2006, MSC generated approximately 13%, or $1,192,763 in gross lease revenue earned on
the Partnerships equipment.(3)
    
    Cash and Cash EquivalentsCash equivalents include money market funds with original maturities of three months or less
that invest in highly-liquid securities, such as U.S. Treasury obligations, repurchase
agreements secured by U.S. Treasury obligations, and obligations whose principal and interest
are backed by the U.S. Government. Cash equivalents are carried at cost which approximates
fair value, and at times, may exceed federally insured limits. At December 31, 2008, the
Partnership held its cash on deposit in an operating bank account. The Partnership will review
its investment strategy for cash balances on a periodic basis but for the immediate future it
will hold all available balances on deposit in operating bank accounts.Cash and cash equivalents at December 31, 2008 and 2007, comprised:
 2008
    
    
    2007Cash
    
    $
    2,520,880
    
    
    $
    15,000Cash equivalents
    
    
    
    
    
    
    3,065,880$
    2,520,880
    
    
    $
    3,080,880
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##### Table of Contents



CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 Net Lease Receivables Due from Leasing Agent
  December 31,
    
    
    December 31,2008
    
    
    2007Gross lease receivables
    
    $
    1,573,056
    
    
    $
    1,817,673Less:Direct operating payables and accrued expenses
    
    
    350,154
    
    
    
    341,305Base management fees payable
    
    
    67,054
    
    
    
    86,349Reimbursed administrative expenses
    
    
    17,032
    
    
    
    25,760Allowance for doubtful accounts
    
    
    176,770
    
    
    
    154,618611,010
    
    
    
    608,032Net lease receivables due from Leasing Agent
    
    $
    962,046
    
    
    $
    1,209,641
 Included within the amount of gross lease receivables are $83,263 and $191,187 in respect of
amounts owed by the Leasing Agent in relation to the disposal of containers for the years ended
December 31, 2008 and 2007, respectively.Doubtful debt expense charged (credited) during the year was $22,152 and $(152,787) for the
years ended December 31, 2008 and 2007, respectively.(5)
    
    Sales-Type Lease and Direct Finance Lease Receivables Due from Leasing AgentThe Leasing Agent, on behalf of the Partnership, entered into lease purchase agreements
that included bargain purchase options. The Partnership classified the lease purchase
agreements as sales-type leases and direct finance leases and recorded sales-type lease and
direct finance lease receivables. The underlying equipment had previously been classified as
container rental equipment. At December 31, 2008, the minimum future lease rentals under these
sales-type leases and direct finance leases, net of unearned income were:
 Gross Sales-Type
    
    
    Unearned Sales-
    
    
    Net Minimum FutureLease & Direct
    
    
    Type Lease &
    
    
    Sales-Type Lease &Finance Lease
    
    
    Direct Finance
    
    
    Direct Finance LeaseReceivable
    
    
    Lease Income
    
    
    Rentals2009
    
    $
    148,992
    
    
    $
    30,590
    
    
    $
    118,4022010
    
    
    61,636
    
    
    
    12,380
    
    
    
    49,2562011
    
    
    12,224
    
    
    
    3,323
    
    
    
    8,901Total
    
    $
    222,852
    
    
    $
    46,293
    
    
    $
    176,559
 (6)
    
    Damage Protection PlanThe Leasing Agent offers a service to several customers of the Partnerships containers,
whereby the customer pays an additional rental fee and in return the Partnership undertakes to
cover the cost of certain damage repairs that are required when the container is redelivered.
The level of damage cover provided will vary according to the terms of each lease agreement.
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CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (7)
    
    Net Lease RevenueNet lease revenue for 2008, 2007 and 2006 comprised:
 2008
    
    
    2007
    
    
    2006Gross lease revenue
    
    $
    5,159,967
    
    
    $
    6,732,973
    
    
    $
    9,043,600Interest income from sales-type lease and direct finance lease
    
    
    46,216
    
    
    
    19,681
    
    
    
    6,9905,206,183
    
    
    
    6,752,654
    
    
    
    9,050,590Less:Direct operating expenses
    
    
    615,294
    
    
    
    815,348
    
    
    
    1,175,680Base management fees (note 8)
    
    
    358,293
    
    
    
    465,157
    
    
    
    625,919Reimbursed administrative expenses (note 8):Salaries
    
    
    194,771
    
    
    
    245,010
    
    
    
    356,771Other payroll related expenses
    
    
    24,512
    
    
    
    38,347
    
    
    
    46,626General and administrative expenses
    
    
    44,419
    
    
    
    69,911
    
    
    
    95,906263,702
    
    
    
    353,268
    
    
    
    499,3031,237,289
    
    
    
    1,633,773
    
    
    
    2,300,902Net lease revenue
    
    $
    3,968,894
    
    
    $
    5,118,881
    
    
    $
    6,749,688
 Contingent master lease rentals earned on the Partnerships equipment approximated $3,748,452,
$4,878,793, and $6,618,696 of gross lease revenue, respectively, in the years ended December
31, 2008, 2007 and 2006, respectively.As at December 31, 2008, the minimum lease rentals receivable on the Partnerships equipment in
future years under non-cancelable term operating leases were:
 2009
    
    $
    2,887,7562010
    
    
    1,697,2902011
    
    
    886,7712012
    
    
    212,4022013
    
    
    6,530Thereafter
    
    
    16,611Total
    
    $
    5,707,360
 (8)
    
    Related Party TransactionsCCC and the Leasing Agent are related parties of the Partnership.Base management fees are equal to 7% of the gross lease revenue earned on the Partnerships
equipment. Reimbursed administrative expenses are equal to the costs expended by CCC and its
affiliates for services necessary for the prudent operation of the Partnership pursuant to the
Partnership Agreement. The following compensation was earned by CCC and the Leasing Agent for
the years indicated:
 2008
    
    
    2007
    
    
    2006Base management feesLeasing Agent
    
    $
    358,293
    
    
    $
    465,157
    
    
    $
    625,919Reimbursed administrative expensesCCC
    
    
    27,390
    
    
    
    47,124
    
    
    
    64,744Leasing Agent
    
    
    236,312
    
    
    
    306,144
    
    
    
    434,559263,702
    
    
    
    353,268
    
    
    
    499,303$
    621,995
    
    
    $
    818,425
    
    
    $
    1,125,222
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CRONOS GLOBAL INCOME FUND XV, L.P.
 Notes to Financial Statements
 (8)
    
    Related party transactions (continued)The following compensation was payable to CCC and the Leasing Agent at December 31, 2008
and 2007:
 2008
    
    
    2007CCC
    
    $
    1,744
    
    
    $
    3,209Leasing Agent
    
    
    82,342
    
    
    
    108,900$
    84,086
    
    
    $
    112,109
 (9)
    
    Limited Partners CapitalCash distributions made to the limited partners during 2008, 2007 and 2006 were as follows:
 2008
    
    
    2007
    
    
    2006Cash Distribution from Operations
    
    $
    4,082,353
    
    
    $
    5,125,290
    
    
    $
    7,270,763Cash Distribution from Sales Proceeds
    
    
    3,843,967
    
    
    
    4,886,908
    
    
    
    5,870,246Total Cash Distributions
    
    $
    7,926,320
    
    
    $
    10,012,198
    
    
    $
    13,141,009
 These distributions are used in determining Adjusted Capital Contributions as defined by the
Partnership Agreement.The limited partners per unit share of capital at December 31, 2008, 2007 and 2006 was $2, $3,
and $4, respectively. This is calculated by dividing the limited partners capital at the end
of each year by 7,151,569, the total number of outstanding limited partnership units.
 39




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##### Table of Contents



Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
  
 Item 9A. Controls and Procedures
  
 Item 9A(T). Controls and Procedures
    
 Item 9B. Other Information
  40




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##### Table of Contents



PART III
 
 Item 10. Directors, Executive Officers and Corporate Governance
  Name
    
    OfficeDennis J. Tietz
    
    President and Director of CCC and Director of Cronos Ltd.Peter J. Younger
    
    Vice President and Director of CCC and President and Chief
Executive Officer of Cronos Ltd.John Kallas
    
    Vice President, Secretary / Treasurer and Director of CCCFrank P. Vaughan
    
    Vice President, Chief Financial Officer and Director of CCC
 Dennis J. Tietz
   Peter J. Younger
  John Kallas
  Frank P. Vaughan
 41




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##### Table of Contents



Name
    
    TitleFrank P. Vaughan
    
    Director and Secretary of Leasing Agent and Vice President, Chief Financial
Officer of Cronos Ltd.John C. Kirby
    
    Director of Leasing Agent and Vice President  Atlantic Region of Cronos Ltd.Timothy W. Courtenay
    
    Director of Leasing AgentTimothy D. May
    
    Director of Leasing Agent and Vice President  Pacific Region of Cronos Ltd.
 Frank P. Vaughan
  John C. Kirby
 Timothy W. Courtenay
 Timothy D. May
 42




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##### Table of Contents



Audit Committee
  Audit Committee Financial Expert
  Code of Ethics
  ir@cronos.com
 Section 16(a) Beneficial Ownership Reporting Compliance
  43




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##### Table of Contents



Item 11. Executive Compensation
    Cash Fees andName
    
    Description
    
    Distributions1)
    
    CCL
    
    Base management fees  equal to 7% of
gross lease billings from the leasing of
containers subject to leases whereby the
aggregate rental payments due during the
initial term of the lease are less than
the purchase price of the equipment
subject to the lease pursuant to Section
4.3 of the Limited Partnership Agreement
    
    $377,5882)
    
    CCC
    
    Reimbursed administrative expenses  equal to the costs expended by CCC and
its affiliates for services necessary to
the prudent operation of the Partnership
pursuant to Section 4.4 of the Limited
Partnership Agreement
    
    $28,855CCL
    
    
    
    $243,5743)
    
    CCC
    
    Interest in Fund - 5% of distributions of
distributable cash for any quarter
pursuant to Section 6.1 of the Limited
Partnership Agreement
    
    $253,688
 44




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##### Table of Contents



Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
         
 Item 13. Certain Relationships and Related Transactions, and Director Independence
         45




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##### Table of Contents



Item 14. Principal Accountant Fees and Services
  Audit Fees
  Audit-Related Fees
  Tax Fees
  All Other Fees
  46




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##### Table of Contents



PART IV
 
 Item 15. Exhibits and Financial Statement Schedules
 Page(1)
    
    Financial StatementsReport of Management on Internal Control over Financial Reporting
    
    
    25Report of Independent Registered Public Accounting Firm
    
    
    26(2)
    
    The following financial statements of the Partnership are included in Part II, Item 8:Balance Sheets  as of December 31, 2008 and 2007
    
    
    27Statements of Operations  for the years ended December 31, 2008, 2007 and 2006
    
    
    28Statements of Partners Capital  for the years ended December 31, 2008, 2007 and 2006
    
    
    29Statements of Cash Flows  for the years ended December 31, 2008, 2007 and 2006
    
    
    30Notes to Financial Statements
    
    
    31
   ExhibitNo.
    
    Description
    
    Method of Filing3(a)
    
    Limited Partnership Agreement of the Partnership, amended and
restated as of September 12, 1988
    
    *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 Certifications
    
    Filed with this document****
 
 *
    
    Incorporated by reference to Exhibit A to the Prospectus of the Partnership dated September
12, 1988, included as part of Registration Statement on Form S-1 (No. 33-23321)**
    
    Incorporated by reference to Exhibit 3.4 to the Registration Statement on Form S-1 (No.
33-23321)***
    
    Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (No.
33-42697)****
    
    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. 47




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##### Table of Contents



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

Dennis J. TietzPresident and Director of Cronos Capital Corp. (CCC)Principal Executive Officer of CCC
   Signature
    
    Title
    
    Date/s/ Dennis J. Tietz
    
    President and Director ofDennis J. Tietz
    
    Cronos Capital Corp. (CCC)
    
    March 6, 2009(Principal Executive Officer of CCC)/s/ John Kallas
    
    Vice President-Secretary/TreasurerJohn Kallas
    
    and Director of CCC
    
    March 6, 2009/s/ Frank P. Vaughan
    
    Vice President, Chief FinancialFrank P. Vaughan
    
    Officer and Director of CCC
    
    March 6, 2009(Principal Financial andAccounting Officer of CCC)/s/ Peter J. Younger
    
    Vice President and Director of CCC
    
    March 6, 2009Peter J. Younger




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##### Table of Contents



Exhibit Index
 ExhibitNo.
    
    Description
    
    Method of Filing3(a)
    
    Limited Partnership Agreement of the Partnership, amended and
restated as of September 12, 1988
    
    *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 Certifications
    
    Filed with this document
****
 
 *
    
    Incorporated by reference to Exhibit A to the Prospectus of the Partnership dated September
12, 1988, included as part of Registration Statement on Form S-1 (No. 33-23321)**
    
    Incorporated by reference to Exhibit 3.4 to the Registration Statement on Form S-1 (No.
33-23321)***
    
    Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (No.
33-42697)****
    
    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.