SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

~~July~~ February 28, ~~2010~~2011 Date of Report (Date of Earliest Event Reported)

Cronos Global Income Fund XV, L.P.

(Exact name of registrant as specified in its charter)

California
(State or Other Jurisdiction of Incorporation)


0-23886		94-3186624

(Commission File Number)		(IRS Employer Identification No.)

One Front Street, Suite 925, San Francisco, California 94111
(Address of principal executive offices) (Zip Code)

(415) 677-8990
(Fund’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR § 230.425)


o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR § 240.14a-12)


o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR § 240.14d-2(b))


o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR § 240.13e-4(c))

Item 52.02 ~~Departure~~Results of ~~Directors~~Operations orand ~~Certain~~Financial ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Condition.

The Registrant, Cronos Global Income Fund XV, L.P., a California limited partnership (the “Fund”), was organized on August 26, 1993 to engage in the business of owning and leasing marine cargo containers to third-party lessees. The Fund is managed by Cronos Capital Corp., a California corporation (“CCC”), its general partner.

~~Cronos Ltd., a Bermuda exempted company, is the parent of CCC.~~ On ~~July~~February 28, ~~2010~~2011, ~~Cronos consummated~~CCC, ~~several~~for ~~transactions~~and ~~with~~on ~~investment~~behalf ~~funds~~of ~~affiliated~~the ~~with Kelso & Company~~Fund, ~~L.P. (“Kelso”),~~transmitted aits ~~private~~letter ~~equity~~to ~~firm~~the limited ~~based~~partners inof ~~New~~the ~~York.~~Fund ~~Pursuant~~reporting toon the ~~transactions, affiliated~~Fund’s ~~investment~~results ~~funds~~ of ~~Kelso~~operations ~~acquired~~for athe ~~majority~~fourth ~~interest~~calendar quarter inof ~~Cronos Ltd~~2010. ~~through~~A ~~a newly-organized~~copy ~~holding~~of ~~company,~~the ~~Cronos~~letter ~~Holding~~is ~~Company~~furnished ~~Ltd.,~~with athis ~~Bermuda~~report ~~exempted~~as ~~company~~Exhibit 99.1.

In The ~~connection~~information ~~with~~in ~~the~~this ~~transactions~~Current ~~with~~Report ~~Kelso~~on Form 8-K, ~~Dennis~~including J.the ~~Tietz~~attached ~~has~~letter, ~~retired~~shall asnot be adeemed ~~director~~“filed” for the purposes of ~~CCC.~~ ~~Messrs.~~Section ~~Younger,~~18 ~~Vaughan,~~of ~~and~~the ~~Kallas~~Securities ~~remain~~Exchange asAct ~~directors~~of 1934 or otherwise subject to the liability of ~~CCC~~that section, ~~and~~nor ~~CCC~~shall ~~remains~~it abe deemed incorporated by ~~wholly-owned~~reference ~~subsidiary~~in any filing under the Securities Act of ~~Cronos~~1933, ~~Ltd.~~except as shall be set forth by specific reference in such filing

~~There~~Item ~~has~~9.01 ~~been~~Financial noStatements ~~change~~and ~~in the ownership of the outstanding units of limited partnership interests of the Registrant as a result of the transactions with Kelso~~Exhibits.

(d) Exhibits


	99.1			Letter report to the limited partners of the Fund from CCC, dated February 28, 2011.

SIGNATURES

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

CRONOS GLOBAL INCOME FUND XV, L.P. By: Cronos Capital Corp., The General Partner By: /s/ Frank P. Vaughan Frank P. Vaughan Chief Financial Officer

Date: ~~August~~February 528, ~~2010~~ 2011

INDEX TO EXHIBITS


Exhibit		Description
	99.1	Letter report from Cronos Capital Corp., general partner of Cronos Global Income Fund XV, L.P., dated February 28, 2011 reporting on results of operations for the fourth calendar quarter of 2010.

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