**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-Q**





[x]         Quarterly
      Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
      for the





quarterly
                period ended
            **September
                30, 2007**





[  ]         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_
            **000-50654**





**ICON
                Income Fund Ten, LLC**(Exact
                name of registrant as specified in its
                charter)





**Delaware**
            **35-2193184**(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification Number)





**100
                Fifth Avenue, 4th
                Floor, New
                York, New York**
            **10011-1505**(Address
                of principal executive offices)
            (Zip
                code)





**(212)
                418-4700**Registrant's
                telephone number, including area
                code





Indicate
        by check mark whether the registrant (1) has filed all reports required to
        be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
        during the preceding 12 months (or for such shorter period that the
        registrant was required to file such reports), and (2) has been subject to
        such filing requirements for the past 90 days.  [x]
        Yes       [  ]
        No





Indicate
        by check mark whether the registrant is a large accelerated filer, an
        accelerated filer or a non-accelerated filer. See definition of ‘‘accelerated
        filer and large accelerated filer’’ in Rule 12b-2 of the Exchange
        Act.  Large accelerated filer
        [  ]    Accelerated
        filer [  ]   Non-accelerated filer
        [x]





Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).  [  ]
        Yes       [x] No





Number
      of
      outstanding limited liability company shares of the registrant on October 31,
      2007 is 148,451.














ICON
                Income Fund Ten, LLC
              Table
                of ContentsPART
                I - FINANCIAL INFORMATION
            PageItem
                1.  Condensed Consolidated Financial
                StatementsCondensed
                Consolidated Balance Sheets at September 30, 2007
                (unaudited)and
                December 31, 2006
            1Condensed
                Consolidated Statements of Operations for the
                Three and Nine MonthsEnded
                September 30, 2007 and 2006
                (unaudited)
            2CondensedConsolidated Statement of
                Changes in Members’ Equity for theYear
                Ended December 31, 2006 through September 30, 2007
                (unaudited)
            3Condensed
                Consolidated Statements of Cash Flows for the Nine
                MonthsEnded
                September 30, 2007 and 2006
                (unaudited)
            4Notes
                to Condensed Consolidated Financial Statements
                (unaudited)
            6Item
                2. Manager’s Discussion and Analysis of Financial
                Condition and Results
                of Operations
            16Item
                3. Quantitative and Qualitative Disclosures About
                Market Risk
            25Item
                4T. Controls and Procedures
            25PART
                II – OTHER INFORMATIONItem
                1. Legal Proceedings
            
            26Item
                1A.   Risk
                Factors
            
            26Item
                2. Unregistered Sales of Equity Securities and Use of
                Proceeds
            26Item
                3. Defaults Upon Senior
                Securities
            26Item
                4. Submission of Matters to a Vote of Security
                Holders
            26Item
                5. Other Information
            
            26Item
                6. Exhibits
            
            26Signatures
            
            27







*Table
          of Contents*






**PART
      I – FINANCIAL INFORMATION**





**Item
      1.  Condensed Consolidated Financial
      Statements**




ICON
                  Income Fund Ten, LLC(A
                  Delaware Limited Liability Company)Condensed
                  Consolidated Balance SheetsAssetsSeptember
                  30,2007
              
              
              December
                  31,(unaudited)
              
              
              2006Current
                  assetsCash
                  and cash equivalents
              
              $
              6,182,218
              
              
              $
              5,685,688Current
                  portion of net investment in finance leases
              
              
              1,450,072
              
              
              
              1,348,277Accounts
                  receivable
              
              
              67,206
              
              
              
              58,176Other
                  receivable
              
              
              10,620
              
              
              
              2,734,166Prepaid
                  services fees,net
              
              
              75,084
              
              
              
              1,024,155Due
                  from Manager and affiliates
              
              
              309,403
              
              
              
              15,472Restricted
                  Cash
              
              
              1,464,000
              
              
              
              1,464,000Interest
                  rate swap contracts
              
              
              317,392
              
              
              
              754,521Other
                  current assets
              
              
              -
              
              
              
              99,999Total
                  current assets
              
              
              9,875,995
              
              
              
              13,184,454Non-current
                  assetsNet
                  investments in finance leases, less current portion
              
              
              12,621,110
              
              
              
              13,070,004Leased
                  equipment at cost, (less accumulated depreciation of$56,310,152
                  and $45,418,818)
              
              
              85,050,616
              
              
              
              99,795,532Equipment
                  held for sale or lease, net
              
              
              397,714
              
              
              
              17,500Note
                  receivable on financing facility, net
              
              
              3,154,874
              
              
              
              -Investments
                  in joint ventures
              
              
              13,442,211
              
              
              
              17,024,799Investments
                  in unguaranteed residual values
              
              
              1,427,517
              
              
              
              2,409,009Other
                  non-current assets, net
              
              
              204,386
              
              
              
              20,031Total
                  non-current assets
              
              
              116,298,428
              
              
              
              132,336,875Total
                  Assets
              
              $
              126,174,423
              
              
              $
              145,521,329Liabilities
                  and Members' EquityCurrent
                  liabilitiesCurrent
                  portion of non-recourse long-term debt
              
              $
              16,146,355
              
              
              $
              15,511,914Due
                  to Manager
              
              
              162,360
              
              
              
              75,743Accrued
                  expenses and other liabilities
              
              
              407,788
              
              
              
              509,945Deferred
                  rental income
              
              
              1,064,993
              
              
              
              1,355,712Total
                  current liabilities
              
              
              17,781,496
              
              
              
              17,453,314Non-current
                  liabilitiesNon-recourse
                  long-term debt, net of current portion
              
              
              18,067,469
              
              
              
              30,257,777Total
                  Liabilities
              
              
              35,848,965
              
              
              
              47,711,091Minority
                  Interest
              
              
              3,269,886
              
              
              
              4,039,195Commitments
                  and contingencies (note 13)Members'
                  EquityManager
              
              
              (462,926
              )
              
              
              (401,837
              )Additional
                  Members
              
              
              84,298,088
              
              
              
              90,581,159Accumulated
                  other comprehensive income
              
              
              3,220,410
              
              
              
              3,591,721Total
                  Members' Equity
              
              
              87,055,572
              
              
              
              93,771,043Total
                  Liabilities and Members' Equity
              
              $
              126,174,423
              
              
              $
              145,521,329
    1
 *Table
            of Contents*







ICON
                Income Fund Ten, LLC(A
                Delaware Limited Liability Company)Condensed
                Consolidated Statements of Operations(unaudited)Three
                Months Ended
              September
                30,
            
            
            Nine
                Months Ended
              September
                30,2007
            
            
            2006
            
            
            2007
            
            
            2006Revenue:Rental
                income
            
            $
            6,953,185
            
            
            $
            6,292,705
            
            
            $
            21,500,794
            
            
            $
            19,695,208Finance
                income
            
            
            710,283
            
            
            
            660,761
            
            
            
            2,068,428
            
            
            
            660,761Income
                from investments in joint ventures
            
            
            390,020
            
            
            
            411,571
            
            
            
            766,811
            
            
            
            1,113,756Net
                gain (loss) on sales of leased equipment
            
            
            116,975
            
            
            
            (26,668
            )
            
            
            267,854
            
            
            
            (30,364
            )Net
                gain on foreign currency transactions
            
            
            386,591
            
            
            
            -
            
            
            
            714,819
            
            
            
            26,713Interest
                and other income
            
            
            182,881
            
            
            
            127,139
            
            
            
            337,029
            
            
            
            442,947Total
                revenue
            
            
            8,739,935
            
            
            
            7,465,508
            
            
            
            25,655,735
            
            
            
            21,909,021Expenses:General
                and administrative
            
            
            166,676
            
            
            
            45,264
            
            
            
            807,660
            
            
            
            325,342Depreciation
                and amortization
            
            
            5,280,441
            
            
            
            5,939,428
            
            
            
            17,236,992
            
            
            
            18,532,736Impairment
                loss
            
            
            -
            
            
            
            440,928
            
            
            
            -
            
            
            
            440,928Management
                fees - Manager
            
            
            500,527
            
            
            
            521,492
            
            
            
            1,552,791
            
            
            
            1,418,902Administrative
                expense reimbursements - Manager
            
            
            237,360
            
            
            
            251,041
            
            
            
            628,643
            
            
            
            755,802Interest
            
            
            497,929
            
            
            
            694,383
            
            
            
            1,619,146
            
            
            
            2,262,348Minority
                interest
            
            
            78,171
            
            
            
            10,254
            
            
            
            235,197
            
            
            
            31,890Total
                expenses
            
            
            6,761,104
            
            
            
            7,902,790
            
            
            
            22,080,429
            
            
            
            23,767,948Net
                income (loss)
            
            $
            1,978,831
            
            
            $
            (437,282
            )
            
            $
            3,575,306
            
            
            $
            (1,858,927
            )Net
                income (loss) allocable to:Additional
                Members
            
            $
            1,959,043
            
            
            $
            (432,909
            )
            
            $
            3,539,553
            
            
            $
            (1,840,338
            )Manager
            
            
            19,788
            
            
            
            (4,373
            )
            
            
            35,753
            
            
            
            (18,589
            )$
            1,978,831
            
            
            $
            (437,282
            )
            
            $
            3,575,306
            
            
            $
            (1,858,927
            )Weighted
                average number of additionalmember
                shares outstanding
            
            
            148,550
            
            
            
            148,811
            
            
            
            148,624
            
            
            
            148,930Net
                income (loss) per weighted averageadditional
                member share
            
            $
            13.19
            
            
            $
            (2.91
            )
            
            $
            23.82
            
            
            $
            (12.36
            )










2
 *Table
          of Contents*








ICON
                Income Fund Ten, LLC(A
                Delaware Limited Liability Company)Condensed
                Consolidated Statement of Changes in Members' Equity(unaudited)AccumulatedOther
            
            
            TotalAdditional
            
            
            Additional
            
            
            Managing
            
            
            Comprehensive
            
            
            Members'Member
                Shares
            
            
            Members
            
            
            Member
            
            
            Income
                (Loss)
            
            
            EquityOpening
                balance, January 1, 2006
            
            
            149,174
            
            
            $
            105,724,368
            
            
            $
            (252,770
            )
            
            $
            (22,194
            )
            
            $
            105,449,404Additional
                member shares redeemed
            
            
            (444
            )
            
            
            (385,563
            )
            
            
            -
            
            
            
            -
            
            
            
            (385,563
            )Cash
                distributions to members
            
            
            -
            
            
            
            (12,805,418
            )
            
            
            (129,348
            )
            
            
            -
            
            
            
            (12,934,766
            )Change
                in valuation of interest rateswap
                contracts
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (243,456
            )
            
            
            (243,456
            )Change
                in valuation of warrants heldby
                a joint venture
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            538,072
            
            
            
            538,072Foreign
                currency translation adjustment
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            3,319,299
            
            
            
            3,319,299Net
                loss
            
            
            -
            
            
            
            (1,952,228
            )
            
            
            (19,719
            )
            
            
            -
            
            
            
            (1,971,947
            )Period
                ended, December 31, 2006
            
            
            148,730
            
            
            
            90,581,159
            
            
            
            (401,837
            )
            
            
            3,591,721
            
            
            
            93,771,043Additional
                member shares redeemed
            
            
            (71
            )
            
            
            (59,612
            )
            
            
            -
            
            
            
            -
            
            
            
            (59,612
            )Cash
                distributions to members
            
            
            -
            
            
            
            (3,196,955
            )
            
            
            (32,292
            )
            
            
            -
            
            
            
            (3,229,247
            )Change
                in valuation of interest rateswap
                contracts
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (164,805
            )
            
            
            (164,805
            )Change
                in valuation of warrants heldby
                a joint venture
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (473,681
            )
            
            
            (473,681
            )Foreign
                currency translation adjustment
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            146,150
            
            
            
            146,150Net
                income
            
            
            -
            
            
            
            273,504
            
            
            
            2,763
            
            
            
            -
            
            
            
            276,267Period
                ended, March 31, 2007
            
            
            148,659
            
            
            
            87,598,096
            
            
            
            (431,366
            )
            
            
            3,099,385
            
            
            
            90,266,115Additional
                member shares redeemed
            
            
            (56
            )
            
            
            (48,797
            )
            
            
            -
            
            
            
            -
            
            
            
            (48,797
            )Cash
                distributions to members
            
            
            -
            
            
            
            (3,195,957
            )
            
            
            (32,284
            )
            
            
            -
            
            
            
            (3,228,241
            )Change
                in valuation of interest rateswap
                contracts
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            30,297
            
            
            
            30,297Change
                in valuation of warrants heldby
                a joint venture
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (16,242
            )
            
            
            (16,242
            )Foreign
                currency translation adjustment
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            121,667
            
            
            
            121,667Net
                income
            
            
            -
            
            
            
            1,307,006
            
            
            
            13,202
            
            
            
            -
            
            
            
            1,320,208Period

                ended, June 30, 2007
            
            
            148,603
            
            
            
            85,660,348
            
            
            
            (450,448
            )
            
            
            3,235,107
            
            
            
            88,445,007Additional
                member shares redeemed
            
            
            (152
            )
            
            
            (126,932
            )
            
            
            -
            
            
            
            -
            
            
            
            (126,932
            )Cash
                distributions to members
            
            
            -
            
            
            
            (3,194,371
            )
            
            
            (32,266
            )
            
            
            -
            
            
            
            (3,226,637
            )Change
                in valuation of interest rateswap
                contracts
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (107,241
            )
            
            
            (107,241
            )Change
                in valuation of warrants heldby
                a joint venture
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (45,929
            )
            
            
            (45,929
            )Foreign
                currency translation adjustment
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            138,473
            
            
            
            138,473Net
                income
            
            
            -
            
            
            
            1,959,043
            
            
            
            19,788
            
            
            
            -
            
            
            
            1,978,831Period
                ended, September 30, 2007
            
            
            148,451
            
            
            $
            84,298,088
            
            
            $
            (462,926
            )
            
            $
            3,220,410
            
            
            $
            87,055,572








3
 *Table
          of Contents*







ICON
                Income Fund Ten, LLC(A
                Delaware Limited Liability Company)Condensed
                Consolidated Statements of Cash FlowsNine
                Months Ended September 30,(unaudited)2007
            
            
            2006Cash
                flows from operating activities:Net
                income (loss)
            
            $
            3,575,306
            
            
            $
            (1,858,927
            )Adjustments
                to reconcile net income (loss) to net cashprovided
                by operating activities:Rental
                income paid directly to lenders by lessees
            
            
            (13,176,000
            )
            
            
            (13,176,000
            )Finance
                income
            
            
            (2,068,428
            )
            
            
            (660,761
            )Income
                from investments in joint ventures
            
            
            (766,811
            )
            
            
            (1,113,756
            )Net
                (gain) loss on sales of equipment
            
            
            (267,854
            )
            
            
            30,364Depreciation
                and amortization
            
            
            17,236,992
            
            
            
            18,532,736Impairment
                loss
            
            
            -
            
            
            
            440,928Interest
                expense on non-recourse financing paid directlyto
                lenders by lessees
            
            
            1,620,133
            
            
            
            2,221,559Minority
                interest
            
            
            235,197
            
            
            
            31,890Changes
                in operating assets and liabilities:Collection
                of principal - finance receivables
            
            
            2,916,631
            
            
            
            583,417Interest
                rate swap contracts
            
            
            13,012
            
            
            
            -Due
                from Manager and affiliates
            
            
            14,155
            
            
            
            -Other
                assets, net
            
            
            2,666,463
            
            
            
            (477,227
            )Due
                to Manager
            
            
            77,803
            
            
            
            95,232Accrued
                expenses and other liabilities
            
            
            (131,320
            )
            
            
            922,427Deferred
                rental income
            
            
            (290,719
            )
            
            
            (165,616
            )Net
                cash provided by operating activities
            
            
            11,654,560
            
            
            
            5,406,266Cash
                flows from investing activities:Purchase
                of equipment, net of security deposit assumed
            
            
            (2,000,665
            )
            
            
            (17,894,411
            )Investment
                in financing facility
            
            
            (3,325,507
            )
            
            
            -Investments
                in unguaranteed residual values
            
            
            -
            
            
            
            (782,177
            )Investments
                in joint ventures
            
            
            (7,933,833
            )
            
            
            -Proceeds
                from sales of equipment and unguaranteed residual values
            
            
            1,272,665
            
            
            
            2,580,117Distributions
                received from joint ventures
            
            
            11,752,505
            
            
            
            1,324,900Restricted
                cash provided
            
            
            -
            
            
            
            733,792Net
                cash used in investing activities
            
            
            (234,835
            )
            
            
            (14,037,779
            )Cash
                flows from financing activities:Cash
                distributions to members
            
            
            (9,684,125
            )
            
            
            (9,704,613
            )Distributions
                to minority interest holders in joint ventures
            
            
            (1,004,506
            )
            
            
            (354,010
            )Minority
                interest holders contribution in joint venture
            
            
            -
            
            
            
            2,000,000Additional
                member shares redeemed
            
            
            (235,341
            )
            
            
            (376,417
            )Net
                cash used in financing activities
            
            
            (10,923,972
            )
            
            
            (8,435,040
            )Effects
                of exchange rates on cash and cash equivalents
            
            
            777
            
            
            
            (158,878
            )Net
                increase (decrease) in cash and cash equivalents
            
            
            496,530
            
            
            
            (17,225,431
            )Cash
                and cash equivalents, beginning of the period
            
            
            5,685,688
            
            
            
            24,242,517Cash
                and cash equivalents, end of the period
            
            $
            6,182,218
            
            
            $
            7,017,086









4
 *Table
          of Contents*







ICON
                Income Fund Ten, LLC(A
                Delaware Limited Liability Company)Condensed
                Consolidated Statements of Cash FlowsNine
                Months Ended September 30,(unaudited)2007
            
            
            2006Supplemental
                disclosure of cash flow information:Cash
                paid during the period for interest
            
            $
            -
            
            
            $
            -Supplemental
                disclosure of non-cash investing and financing activities:Principal
                and interest paid on non-recourse long term debtdirectly
                to lenders by lessees
            
            $
            13,176,000
            
            
            $
            13,176,000Transfer
                of leased equipment at cost to equipment held forsale
                or lease, net
            
            $
            639,495
            
            
            $
            -Transfer
                from restricted cash to leased equipment at cost
            
            $
            -
            
            
            $
            1,599,797Transfer
                from investments in unguaranteed residual values toleased
                equipment at cost
            
            $
            398,239
            
            
            $
            382,209Transfer
                from leased equipment at cost to net investmentin
                finance leases
            
            $
            -
            
            
            $
            13,695,359










5
 *Table
          of Contents*




ICON
      Income Fund Ten, LLC


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(1)
            Basis
                of Presentation and Consolidation





The
      accompanying condensed consolidated financial statements of ICON Income Fund
      Ten, LLC (the “LLC”) have been prepared in accordance with accounting principles
      generally accepted in the United States of America (“GAAP”) for interim
      financial information and pursuant to the rules and regulations of the
      Securities and Exchange Commission for Quarterly Reports on Form 10-Q.
      Accordingly, they do not include all of the information and footnotes required
      by GAAP for complete financial statements. In the opinion of ICON Capital Corp.
      (the “Manager”), all adjustments (consisting only of normal recurring accruals)
      considered necessary for a fair presentation have been included. These condensed
      consolidated financial statements should be read together with the consolidated
      financial statements and notes included in the LLC’s Annual Report on Form 10-K
      for the year ended December 31, 2006. The results for the interim period are
      not
      necessarily indicative of the results for the full year.





The
      condensed consolidated financial statements include the accounts of the LLC
      and
      its majority owned subsidiaries. All intercompany accounts and transactions
      have
      been eliminated in consolidation.





The
      LLC
      accounts for its noncontrolling interests in joint ventures where the LLC has
      influence over financial and operational matters, generally greater than 5%
      but
      less than 50% ownership interest, under the equity method of accounting. In
      such
      cases, the LLC’s original investments are recorded at cost and adjusted for its
      share of earnings, losses and distributions. The LLC accounts for investments
      in
      joint ventures where the LLC has virtually no influence over financial and
      operational matters using the cost method of accounting. In such cases, the
      LLC’s original investments are recorded at cost and any distributions received
      are recorded as revenue. All of the LLC’s investments in joint ventures are
      subject to its impairment review policies.





In
      joint
      ventures where the LLC’s interest is majority owned, the financial condition and
      results of operations of the joint venture are consolidated. Minority
      interest represents the minority owner’s proportionate share of its equity in
      the joint venture. The minority interest is adjusted for the minority owner’s
      share of the earnings, losses and distributions of the joint
      venture.





(2)
            Organization





The
      LLC
      was formed on January 2, 2003 as a Delaware limited liability
      company.  The LLC is engaged in one business segment, the business of
      purchasing equipment and leasing it to third party end users, equipment
      financing, acquiring equipment subject to lease and, to a lesser extent,
      acquiring ownership rights to items of leased equipment at lease expiration.
      The
      LLC will continue until December 31, 2023, unless terminated
      sooner.





The
      Manager of the LLC was a Connecticut corporation. Effective June 1, 2007, the
      Manager was re-incorporated as a Delaware corporation. The Manager manages
      and
      controls the business affairs of the LLC, including, but not limited to, the
      equipment leases and financing transactions that the LLC enters into under
      the
      terms of the LLC’s limited liability company agreement (the “LLC
      Agreement”).  Additionally, the Manager has a 1% interest in the
      profits, losses, cash distributions and liquidation proceeds of the
      LLC.





The
      LLC
      invested most of the net proceeds from its offering in items of equipment that
      are subject to a lease. After the net offering proceeds were invested,
      additional investments were and are continuing to be made with the cash
      generated from the LLC’s initial investments to the extent that cash is not
      needed for expenses, reserves and distributions to members. The investment
      in
      additional equipment in this manner is called “reinvestment.” The LLC currently
      anticipates purchasing equipment from time to time until approximately April
      4,
      2010, unless that date is extended for up to an additional three years, in
      the
      Manager’s sole discretion. After the reinvestment period, the LLC will then sell
      its assets in the ordinary course of business during a time frame called the
      “liquidation period.”






6
 *Table
          of Contents*




(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)


(2)
            Organization
                - continued




Members’
      capital accounts are increased for their initial capital contribution plus
      their
      proportionate share of earnings and decreased by their proportionate share
      of
      losses and distributions. Profits, losses, cash distributions and liquidation
      proceeds are allocated 99% to the additional members and 1% to the Manager
      until
      each additional member has received cash distributions and liquidation proceeds
      sufficient to reduce their adjusted capital contribution account to zero and
      have received, in addition, other distributions and allocations that provide
      an
      8% per year cumulative return on their outstanding adjusted capital contribution
      account.  After such time, the distributions will be allocated 90% to
      the additional members and 10% to the Manager.





(3)
            Summary
                of Significant Accounting Policies





Revenue
      Recognition





For
      notes
      receivable, the LLC uses the interest method to recognize interest income,
      which
      produces a constant periodic rate of return on the investment, when earned.
      If
      the borrower does not make a payment for 120 days, the LLC places the related
      note receivable on non-accrual status.





Notes
      Receivable





Notes
      receivable are reported at their outstanding principal balances net of any
      unamortized deferred fees and premiums or discounts on purchased loans. Costs
      on
      originated loans are reported as other non-current assets. Unearned income,
      discounts and premiums are amortized to income using the interest method.
      Interest receivable resulting from the unpaid principal is recorded separately
      from the outstanding balance and is reduced upon receipt of the cash
      payment.





Warrants





Warrants
      held by the LLC are revalued on a quarterly basis.  The revaluation of
      the warrants is computed using the Black-Scholes option pricing
      model.  The assumptions utilized in the Black-Scholes model include
      share price, strike price, expiration date, risk free rate and the volatility
      percentage. Any unrealized gains or losses during the period from these warrants
      calculated using the Black-Scholes model are reflected in other comprehensive
      income, which is a component of members’ equity. Realized gains and losses
      during the year are reflected in the statement of operations, which will only
      be
      recorded once the warrants have been exercised.





Use
      of
      Estimates





The
      preparation of financial statements in conformity with GAAP requires the Manager
      to make estimates and assumptions that affect the reported amounts of assets
      and
      liabilities and the disclosure of contingent assets and liabilities as of the
      date of the condensed consolidated financial statements and the reported amounts
      of revenues and expenses during the reporting period. Significant estimates
      primarily include the determination of allowance for doubtful accounts,
      unguaranteed residual values, depreciation and amortization and impairment
      losses. Actual results could differ from those estimates.







7
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(3)
            Summary
                of Significant Accounting Policies –
continued





Reclassifications





Certain
      reclassifications have been made to the accompanying condensed consolidated
      financial statements in prior periods to conform to the current
      presentation.





(4)
            Net
                Investments in Finance Leases





Net
      investments in finance leases consist of the following:





September
                30,
            
            
            December
                31,2007
            
            
            2006Minimum
                lease payments receivable
            
            $
            20,984,578
            
            
            $
            22,975,426Estimated
                unguaranteed residual values
            
            
            2,228,551
            
            
            
            2,160,615Initial
                Direct Costs, net
            
            
            153,303
            
            
            
            182,049Unearned
                income
            
            
            (9,295,250
            )
            
            
            (10,899,809
            )$
            14,071,182
            
            
            $
            14,418,281Less:
                Current portion of net investment in finance lease
            
            
            (1,450,072
            )
            
            
            (1,348,277
            )Net
                investments in finance leases, less current portion
            
            $
            12,621,110
            
            
            $
            13,070,004





*Refrigeration
      Equipment*





During
      July 2007, PW Supermarkets, Inc. (“PW Supermarkets”) extended an expiring lease
      with the LLC for an additional 12 months. The Manager is required to perform
      a
      new lease classification test for any lease term that is extended to determine
      whether the lease should be classified as either a finance lease or an operating
      lease. The lease classification test resulted in the lease being classified
      as a
      finance lease, since the title of the equipment is being transferred to PW
      Supermarkets at the end of the lease. As a result of the lease being classified
      as a finance lease, the net book value of approximately $96,000 was transferred
      from leased equipment at cost to net investments in finance leases on August
      1,
      2007.







8
 *Table
          of Contents*





(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(5)
            Leased
                Equipment at Cost





Leased
      equipment at cost consists of the following:





September
                30,
            
            
            December
                31,2007
            
            
            2006Container
                vessels
            
            $
            107,219,708
            
            
            $
            107,219,708Digital
                mini-labs
            
            
            8,863,740
            
            
            
            8,863,740Information
                technology equipment
            
            
            893,884
            
            
            
            6,027,658Telecommunications
                systems
            
            
            18,077,855
            
            
            
            18,077,855Refrigeration
                equipment
            
            
            -
            
            
            
            720,473Manufacturing
                equipment
            
            
            6,305,581
            
            
            
            4,304,916141,360,768
            
            
            
            145,214,350Less:
                accumulated depreciation
            
            
            (56,310,152
            )
            
            
            (45,418,818
            )$
            85,050,616
            
            
            $
            99,795,532





*Information
      technology equipment*





On
      March
      31, 2004, the LLC, along with ICON Income Fund Nine, LLC (“Fund Nine”), an
      entity also managed by the Manager, formed a joint venture, ICON GeicJV, for
      the
      purpose of purchasing information technology equipment subject to a lease with
      Government Employees Insurance Company (“GEICO”) until March 31, 2007. The LLC
      paid approximately $4,331,000 for its investment in ICON GeicJV.  The
      LLC and Fund Nine have interests of 74% and 26%, respectively.  On
      April 30, 2004, ICON GeicJV acquired the technology equipment subject to lease
      for a total cost of approximately $5,853,000 in cash.





During
      2007, GEICO returned equipment with a cost basis of approximately $5,322,000
      and
      extended on a month–to-month basis equipment with a cost basis of approximately
      $531,000. Of the equipment that was returned, the Manager has sold equipment
      with a net book value of approximately $390,000. ICON GeicJV realized proceeds
      of approximately $383,000 and recognized a loss of approximately $7,000 on
      the
      equipment sale. The remaining returned equipment has a net book value of
      approximately $380,000, is currently being remarketed by the Manager and
      was reclassified to equipment held for sale or lease, net.





On
      September 28, 2007, the LLC completed the acquisition of substantially all
      of
      the machining and metal working equipment of MW Texas Die Casting, Inc. (“Texas
      Die”), a wholly owned subsidiary of MW Universal, Inc. (“MWU”), for a purchase
      price of $2,000,000. The lease term commences on October 1, 2007, and continues
      for a period of 60 months.





Simultaneously
      with the closing of the transaction with Texas Die, ICON Leasing Fund Eleven,
      LLC (“Fund Eleven”) and ICON Leasing Fund Twelve, LLC (“Fund Twelve”), two other
      entities managed by the Manager (together, the “Participating Funds”) completed
      similar acquisitions with four other subsidiaries of MWU pursuant to which
      the
      respective funds purchased substantially all of the machining and metal working
      equipment of each subsidiary. Each subsidiary’s obligations under its respective
      leases (including those of Texas Die) are cross-collateralized, cross-defaulted,
      and all subsidiaries’ obligations are guaranteed by MWU. Each of the
      Participating Funds have also entered into a credit support agreement with
      the
      LLC, pursuant to which if losses are incurred by a Participating Fund with
      respect to any MWU subsidiary, those losses are shared among the Participating
      Funds proportionately based on the amount of capital invested.






9
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(6)
            Notes
                Receivable on Financing Facility





On
      August
      13, 2007, the LLC entered into an equipment financing facility with a consortium
      of other lenders and Solyndra, Inc. (“Solyndra”), a privately held manufacturer
      of solar panels for the building of a new production facility. The financing
      facility matures on June 30, 2013 and is secured by the equipment as well as
      all
      other assets of Solyndra. The equipment is comprised of two fully automated
      manufacturing lines that combine glass tubes and thin film semiconductors to
      produce solar panels.  Principal payments will be received by the LLC
      starting in October 2008.  In the interim period, interest will be
      paid on a quarterly basis using a range of rates from 8.86% to 9.01%. In
      connection with the transaction, the LLC received warrants to purchase up to
      40,290 shares of Solyndra common stock. Any unrealized gains and losses during
      the period from these warrants are reflected in other comprehensive income,
      which is a component of members’ equity. Realized gains and losses during the
      year are reflected in the statement of operations. At September 30, 2007, the
      Manager has determined, based on the Black-Scholes option pricing model, that
      the aggregate fair value of the warrants is $170,608.  The assumptions
      used for the Black-Scholes option pricing model were as follows: Strike price
      $4.96, share price $4.28, expiration date of April 6, 2014, a volatility of
      250%, and the risk free interest rate of 4.72%. The volatility percentage was
      determined by taking a sampling of six similar businesses from their initial
      public offering date to present and placing a percentage based on the
      performance of the share price of this sampling.





The
      financing facility is for a maximum amount of $93,500,000, of which each of
      the
      LLC has committed to invest up to $5,000,000.  At September 30, 2007,
      the LLC invested approximately $3,326,000 and committed to loan additional
      amounts of up to $1,674,000.  In October 2007, the LLC invested
      approximately $671,000, increasing the total amount invested to approximately
      $3,997,000 and is committed to loan additional amounts of up to
      $1,003,000.





(7)
            Investments
                in Joint Ventures





The
      joint
      ventures described below are not consolidated by the LLC.





ICON
      Global Crossing, LLC





The
      LLC
      has a 30.6% interest in ICON Global Crossing LLC (“ICON Global Crossing”) whose
      sole purpose is to lease state-of-the-art telecommunications equipment to Global
      Crossing Telecommunications, Inc.





The
      results of operations of ICON Global Crossing for the three and nine months
      ended September 30, 2007, and 2006 are summarized below:





Three
                Months Ended
              September
                30,
            
            
            Nine
                Months Ended
              September
                30,2007
            
            
            2006
            
            
            2007
            
            
            2006Net
                income
            
            $
            682,774
            
            
            $
            684,902
            
            
            $
            2,018,313
            
            
            $
            1,750,227LLC's
                share of net income
            
            $
            209,066
            
            
            $
            209,726
            
            
            $
            618,008
            
            
            $
            586,629







10
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(7)
            Investments
                in Joint Ventures – continued





ICON
      AeroTV, LLC





The
      LLC
      owns a 50% interest in ICON AeroTV, LLC (“ICON AeroTV”), whose sole purpose was
      owning equipment leased to AeroTV Ltd (“AeroTV”). On February 13, 2007, AeroTV’s
      customer, the largest scheduled bus line in Europe, terminated its service
      agreement with AeroTV. Shortly thereafter, AeroTV notified the Manager of its
      inability to pay certain rent owed to ICONAeroTV and subsequently
      filed for insolvency protection in the United Kingdom. In February 2007, ICON
      AeroTV sent a notice to AeroTV terminating the Master Lease
      Agreement.  Certain facts came to light that gave the Manager serious
      concerns regarding the propriety of AeroTV's actions during and after the
      execution of the lease with AeroTV. On April 18, 2007, ICON AeroTV filed a
      lawsuit in the United Kingdom’s High Court of Justice, Queen’s Bench Division
      against AeroTV and one of its directors for fraud. Subsequently, ICON AeroTV
      registered a default judgment against the AeroTV director. ICON AeroTV is
      currently in the process of attempting to execute the judgment. At this time
      it
      is not possible to determine the ability to collect the judgment.





On
      February 20, 2007, ICON AeroTV wrote off its leased assets with a remaining
      cost
      basis of approximately $441,000, which was off-set by the recognition of the
      relinquished security deposit and deferred income of approximately $288,000,
      resulting in a loss of approximately $153,000. During March 2007, ICON AeroTV
      collected approximately $218,000 of the remaining rent balance.  In
      April 2007, all unexpended amounts previously contributed to ICON AeroTV for
      the
      purchase of on board digital audio/visual systems were returned to the LLC
      and
      Fund Eleven, which amount together with accrued interest was approximately
      $5,215,000.





ICON
      EAM,
      LLC





On
      November 9, 2005, the LLC, along with Fund Eleven, formed ICON EAM, LLC (“ICON
      EAM") and each contributed approximately $5,620,000 in cash for a 50% interest
      in ICON EAM with the intention of purchasing industrial gas meters and
      accompanying data gathering equipment that would be subject to a Master Lease
      with EAM Assets Ltd. (“EAM”). EAM is a meter asset manager whose business is
      maintaining industrial gas meters in the United Kingdom.  EAM was
      unable to meet its conditions precedent to the LLC’s obligations to perform
      under the Master Lease. The Manager attempted to negotiate a resolution with
      EAM
      regarding its failure to meet those conditions
      precedent.******Based on the Manager’s further due
      diligence, the Manager determined it was not in the LLC’s best interest to enter
      into a work-out situation with EAM at that time. All amounts funded to ICON
      EAM
      in anticipation of purchasing the industrial gas meters and accompanying data
      gathering equipment were deposited into an interest bearing escrow account
      controlled by ICON EAM's legal counsel**.**In April 2007, ICON
      EAM's initial investment and all accrued interest were returned to the LLC
      and
      Fund Eleven, amounting to approximately $13,833,000.





ICON
      Mayon, LLC





On
      July
      24, 2007, the LLC and Fund Twelve, formed ICON Mayon, LLC (“ICON Mayon”),
      with interests of 49% and 51%, respectively. ICON Mayon purchased one
      Aframax 98,507 DWT product tanker, the Mayon Spirit, from an affiliate of Teekay
      Corporation (“Teekay”). The purchase price for the Mayon Spirit was
      approximately $40,250,000, comprised of (i) the cash payment of approximately
      $15,312,000 funded in the form of a capital contribution to ICON Mayon and
      (ii)
      borrowings of approximately $24,938,000 of non-recourse debt under a secured
      loan agreement with Fortis Capital Corp. Simultaneously with the closing of
      the
      purchase of the Mayon Spirit, the Mayon Spirit was bareboat chartered back
      to
      Teekay for a term of four years.  The charter commenced on July 24, 2007.
      The total capital contributions made to ICON Mayon as of September 30, 2007
      were
      approximately $15,404,000, of which the LLC’s share was approximately
      $7,548,000.






11
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(8)
            Investments
                in Unguaranteed Residual Values





*Summit
      Asset Management Limited*





The
      LLC
      entered into a participation agreement with Summit Asset Management Limited
      (“SAM”), an unrelated third party, to acquire a 75% interest in the unguaranteed
      residual values of a portfolio of equipment on lease with various United Kingdom
      lessees. These leases expire at various dates through August 30, 2009. The
      LLC
      does not have an interest in the equipment until the expiration of the initial
      term of the leases. The portfolio is mostly comprised of information technology
      equipment, including laptops, desktops and printers. The purchase price was
      approximately $2,843,000, inclusive of legal costs.





SAM
      receives commissions on transaction and realization proceeds, as defined in
      the
      participation agreement. For the three and nine months ended September 30,
      2007,
      the LLC paid or accrued commissions and realization proceeds to SAM of
      approximately $108,000 and $165,000, respectively, which are included in general
      and administrative expenses in the accompanying condensed consolidated statement
      of operations.





For
      the
      three months ended September 30, 2007, the LLC remarketed certain of its
      investments in unguaranteed residual values with a cost basis of approximately
      $252,000. The LLC realized proceeds of approximately $302,000, from sales of
      its
      interests in unguaranteed residual values with a cost basis of approximately
      $181,000, and additional unguaranteed residual values, with a cost basis of
      approximately $71,000, were released and transferred to leased equipment based
      on the terms of the respective leases. The lease terms expire at various dates
      through August 2009.





For
      the
      nine months ended September 30, 2007, the LLC remarketed certain of its
      investments in unguaranteed residual values with a cost basis of approximately
      $881,000. The LLC realized proceeds of approximately $684,000, from sales of
      its
      interests in unguaranteed residual values with a cost basis of approximately
      $483,000, and additional unguaranteed residual values, with a cost basis of
      approximately $398,000, were released and transferred to leased equipment based
      on the terms of the respective leases. The lease terms expire at various dates
      through August 2009.





*Key
      Finance Group, Limited*





During
      July 2006, the LLC entered into a purchase and sale agreement (the “Purchase
      Agreement”) with Key Finance Group, Ltd. (“Key Finance”) (a United Kingdom based
      company), acquiring an interest in the unguaranteed residual values of various
      technology equipment currently on lease to various lessees located in the United
      Kingdom for approximately $782,000 (£422,000).  These leases have
      various expiration dates through March 2015.





Under
      the
      terms of the Purchase Agreement, Key Finance and the LLC will receive residual
      proceeds up to the “bottom residual value,” as defined in the remarketing
      agreement.  The LLC will then receive residual proceeds up to certain
      thresholds established in the Purchase Agreement.  Under the terms of
      the Purchase Agreement, once the portfolio’s return to the LLC has exceeded the
      expected residual, as established in the Purchase Agreement, any additional
      residual proceeds will be split equally between the LLC and Key Finance. As
      of
      September 30, 2007, there was no residual sharing.






12
 *Table
          of Contents*
  (A
          Delaware Limited Liability Company)
 Notes
          to
          Condensed Consolidated Financial Statements
 September
          30, 2007
 (unaudited)





(8)
            Investments
                in Unguaranteed Residual Values –
continued





For
      the
      three and nine months ended September 30, 2007, the LLC remarketed certain
      of
      its investments in unguaranteed residual values, with a cost basis of
      approximately $39,000 and $100,000, respectively. The LLC realized proceeds
      of
      approximately $46,000 and $114,000, respectively, on these sales of its
      interests in unguaranteed residual values.





(9)
            Revolving
                Line of Credit – Recourse





On
      August
      31, 2005, the LLC, together with certain of its affiliates (entities sponsored
      and organized by the Manager), ICON Income Fund Eight B L.P. (“Fund Eight B”),
      Fund Nine and Fund Eleven (collectively, the “Borrowers”) entered into a
      Commercial Loan Agreement (the “Loan Agreement”), with California Bank &
Trust (the “Lender”). The Loan Agreement provides for a revolving line of credit
      of up to $17,000,000 pursuant to a senior secured revolving loan facility (the
      “Facility”) which is secured by all assets of the Borrowers not subject to a
      first priority lien, as defined in the Loan Agreement. Each of the
      Borrowers is jointly and severally liable for all amounts borrowed under
      the Facility. Amounts available under the Facility are subject to a borrowing
      base that is determined, subject to certain limitations, on the present value
      of
      the future receivables under certain lease agreements in which the Borrowers
      have a beneficial interest.





As
      part
      of the Loan Agreement, the Borrowers are required to comply with certain
      financial covenants, including, a minimum debt coverage ratio, a tangible net
      worth covenant, a leverage ratio and a minimum liquidity covenant. The Borrowers
      are in compliance with these covenants at September 30, 2007. The Loan Agreement
      prohibits the Borrowers from declaring or paying any distribution to investors
      if such a payment would cause the Borrowers to become non-compliant with the
      financial covenants in the Loan Agreement.





In
      addition, on August 31, 2005, the Borrowers entered into a Contribution
      Agreement (the “Contribution Agreement”) pursuant to which the Borrowers agreed
      to certain restrictions on the amounts and terms of their respective borrowings
      under the Facility in order to minimize the risk that a Borrower would be
      unable to repay its portion of the outstanding obligations under the Facility
      at any time. These restrictions include, but are not limited to, borrowing
      in excess of the lesser of (a) an amount each Borrower could reasonably expect
      to repay in one year from its projected free cash flow, or (b) the greater
      of
      (i) the borrowing base, as defined in the Loan Agreement, as applied to such
      Borrower and (ii) 50% of the net worth of such Borrower. The Contribution
      Agreement also provides that, in the event a Borrower pays an amount under
      the
      Contribution Agreement in excess of its share of the total obligations under
      the
      Facility, whether by reason of an event of default or otherwise, the other
      Borrowers will immediately make a contribution payment to such Borrower and
      in
      such amount that the aggregate amount paid by each Borrower reflects its
      allocable share of the aggregate obligations under the Facility. The Borrowers'
      obligations to each other under the Contribution Agreement
      are collateralized by a subordinate lien on the assets of each Borrower.
      The Borrowers are in compliance with the Contribution Agreement at September
      30,
      2007 and no amounts are due to or payable by the LLC under the Contribution
      Agreement.





On
      December 26, 2006, the Borrowers entered into a Loan Modification Agreement
      (the
“Loan Modification”) to the Loan Agreement. The Loan Modification extended the
      Facility from August 31, 2007 to September 30, 2008 and lowered (i) the
      interest rate for advances under the Facility from the Lender’s prime rate plus
      0.25% to the Lender’s prime rate and (ii) the interest rate on the five
      separate advances that are permitted to be made under the Facility at the rate
      at which United States dollar deposits can be acquired by the Lender in the
      London Interbank Eurocurrency Market (the “LIBOR Rate”) plus 2.75% per year to
      the LIBOR Rate plus 2.5% per year. In addition, pursuant to the terms of the
      Loan Modification, the Borrowers no longer have to maintain a cash reserve.
      The
      interest rate at September 30, 2007 was 7.75%.






13
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)





(9)
            Revolving
                Line of Credit – Recourse –
continued




On
      June
      20, 2007, the Loan Agreement, the Contribution Agreement and the Loan
      Modification were modified to admit Fund Twelve as a permitted borrower. Fund
      Twelve, as a result of its entry into the Loan Modification, is jointly and
      severally liable for the outstanding balance.





Aggregate
      borrowings by all Borrowers under the Facility amounted to $6,255,000 at
      September 30, 2007.  The LLC currently has no borrowings outstanding
      under the Facility. Subsequent to September 30, 2007, Fund Twelve repaid
      $5,000,000 of borrowings under the Facility. The remaining $1,255,000 relates
      to
      borrowings by Fund Eight B.




(10)
            Transactions
                  with Related Parties




The
        Manager performs certain services relating to the management of the LLC’s
        equipment leasing activities. Such services include the collection of lease
        payments from the lessees of the equipment, re-leasing services in connection
        with equipment which is off-lease, inspections of the equipment, liaison
        with
        and general supervision of lessees to assure that the equipment is being
        properly operated and maintained, monitoring performance by the lessees of
        their
        obligations under the leases and the payment of operating expenses.
 
 Administrative
        expense reimbursements are costs incurred by the Manager that are necessary
        to
        the LLC’s operations.  These costs include the Manager’s legal, accounting,
        investor relations and operations personnel, as well as professional fees
        and
        other costs, that are charged to the LLC based upon the percentage of time
        such
        personnel dedicate to the LLC.  Excluded are salary and related costs,
        travel expenses and other administrative costs incurred by individuals with
        a
        controlling interest in the Manager or expenses for rent, depreciation or
        utilities of the Manager.
 
 The
        Manager also has a 1% interest in the LLC’s profits, losses and distributions.
        The LLC paid distributions to the Manager of $96,842 for the nine months
        ended
        September 30, 2007. The Manager’s interest in the LLC’s net income (loss) for
        the three months ended September 30, 2007 and 2006 was $19,788 and $(4,373),
        respectively. The Manager’s interest in the LLC’s net income (loss) for the nine
        months ended September 30, 2007 and 2006 was $35,753 and $(18,589),
        respectively.
  Fees
          and
          other expenses paid or accrued by the LLC to the Manager for the three
          and nine
          months ended September 30, 2007 and 2006, were as follows:
 
 Three
                    Months Ended
                
                
                Nine
                    Months EndedSeptember
                    30,
                
                
                September
                    30,2007
                
                
                2006
                
                
                2007
                
                
                2006$
                500,527
                
                
                $
                521,492
                
                
                $
                1,552,791
                
                
                $
                1,418,902Management
                    fees (1)
                
                
                237,360
                
                
                
                251,041
                
                
                
                628,643
                
                
                
                755,802Administrative
                    expense reimbursements (1)$
                737,887
                
                
                $
                772,533
                
                
                $
                2,181,434
                
                
                $
                2,174,704(1)  Charged
                    directly to operations.
 
 The
          LLC
          had a receivable of $309,403 due from the Manager and affiliates at September
          30, 2007. The receivable was primarily comprised of a receivable of $308,086
          due
          from Fund Twelve related to the purchase of the Mayon Spirit. On October
          31,
          2007, the LLC was repaid $308,086 from Fund Twelve. The LLC had a payable
          of
          $162,360 due to the Manager relating to administrative expense reimbursements
          accrued and unpaid at September 30, 2007.


14
 *Table
          of Contents*


(A
        Delaware Limited Liability Company)
 Notes
        to
        Condensed Consolidated Financial Statements
 September
        30, 2007
 (unaudited)


(11)
                Other
                        Comprehensive Income
                        (Loss)
 Other
          comprehensive income (loss) consists of the following:
 
 Three
                    Months Ended
                
                
                Nine
                    Months Ended
                
                
                Year
                    EndedSeptember
                    30,
                
                
                September
                    30,
                
                
                December
                    31,2007
                
                
                2006
                
                
                2007
                
                
                2006
                
                
                2006Net
                    income (loss)
                
                $
                1,978,831
                
                
                $
                (437,282
                )
                
                $
                3,575,306
                
                
                $
                (1,858,927
                )
                
                $
                (1,971,947
                )Other
                    comprehensive income (loss):Change
                    in valuation of interest rateswap
                    contracts
                
                
                (107,241
                )
                
                
                (558,157
                )
                
                
                (241,749
                )
                
                
                (128,682
                )
                
                
                (243,456
                )Change
                    in valuation of warrants heldby
                    a joint venture
                
                
                (45,929
                )
                
                
                (96,234
                )
                
                
                (535,852
                )
                
                
                543,803
                
                
                
                538,072Foreign
                    currency translation adjustment
                
                
                138,473
                
                
                
                707,343
                
                
                
                406,290
                
                
                
                1,966,911
                
                
                
                3,319,299Comprehensive
                    income (loss)
                
                $
                1,964,134
                
                
                $
                (384,330
                )
                
                $
                3,203,995
                
                
                $
                523,105
                
                
                $
                1,641,968
 (12)
                Recent
                          Accounting
                          Pronouncements




In
      September 2006, the Financial Accounting Standards Board (“FASB”) issued
      SFAS No. 157, “Accounting for Fair Value Measurements” (“SFAS 157”). SFAS 157
      establishes a separate framework for determining fair values of assets and
      liabilities that are required by other authoritative GAAP pronouncements to
      be
      measured at fair value. In addition, SFAS 157 incorporates and clarifies
      the guidance in FASB Concepts Statement No. 7 regarding the use of present
      value
      techniques in measuring fair value. SFAS 157 is effective for
      financial statements with fiscal years beginning after November 15, 2007.
      The Manager is currently evaluating the impact of this
      pronouncement.


(13)
            Commitment
                    and Contingencies and Off Balance Sheet
                    Risk





On
      September 28, 2007, the LLC completed the acquisition of substantially all
      of
      the machining and metal working equipment of Texas Die, a wholly owned
      subsidiary of MWU. Simultaneously with the closing of the transaction with
      Texas
      Die, the Participating Funds completed similar acquisitions with four other
      subsidiaries of MWU pursuant to which the respective funds purchased
      substantially all of the machining and metal working equipment of each
      subsidiary. Each subsidiary’s obligations under its respective leases (including
      those of Texas Die) are cross-collateralized, cross-defaulted, and all
      subsidiaries’ obligations are guaranteed by MWU.  Each of the
      Participating Funds have also entered into a credit support agreement with
      the
      LLC, pursuant to which losses incurred by a Participating Fund with respect
      to
      any MWU subsidiary are shared among the Participating Funds proportionately,
      based on the amount of capital invested.  The term of the credit
      support agreement matches that of the lease agreements. No amounts were accrued
      at September 30, 2007 and management cannot reasonable estimate at this time
      the
      maximum potential amounts that may become payable under the credit support
      agreement.





FASB
      Interpretation No. 45, “Guarantor’s Accounting and Disclosure Requirements for
      Guarantees, Including Indirect Guarantees of Indebtedness of Others” (“FIN 45”),
      requires certain guarantees to be recorded at fair value and requires a
      guarantor to make disclosures, even when the likelihood of making any payments
      under the guarantee is remote. For those guarantees and indemnifications that
      do
      not fall within the initial recognition and measurement requirements of FIN
      45,
      the Manager must continue to monitor the conditions that are subject to the
      guarantees and indemnifications, a required under existing GAAP, to identify
      if
      a loss has been incurred.  If the Manager determines that it is
      probable that a loss has been incurred, any such estimable loss would be
      recognized.






15
 *Table
          of Contents*





**Item
      2. Manager's Discussion and Analysis of Financial Condition
      and Results of Operations**





The
      following is a discussion of our results of operations and current financial
      position. This discussion should be read together with our unaudited condensed
      consolidated financial statements and related notes included elsewhere in this
      Quarterly Report, Part II, Item 1A. Risk Factors and the audited consolidated
      financial statements and related notes included in our Annual Report on Form
      10-K for the year ended December 31, 2006.




As
      used
      in this Quarterly Report on Form 10-Q, references to “we,” “us,” “our” or
      similar terms include ICON Income Fund Ten, LLC and its consolidated
      subsidiaries.





**Forward-Looking
      Statements**





Certain
      statements within this Quarterly Report on Form 10-Q may constitute
      forward-looking statements within the meaning of the Private Securities
      Litigation Reform Act of 1995 (“PSLRA”).  These statements are being
      made pursuant to the PSLRA, with the intention of obtaining the benefits of
      the
“safe harbor” provisions of the PSLRA, and, other than as required by law, we
      assume no obligation to update or supplement such
      statements.  Forward-looking statements are those that do not relate
      solely to historical fact. They include, but are not limited to, any statement
      that may predict, forecast, indicate or imply future results, performance,
      achievements or events. You can identify these statements by the use of words
      such as “may,” “will,” “could,” “anticipate,” “believe,” “estimate,” “expects,”
“intend,” “predict” or “project” and variations of these words or comparable
      words or phrases of similar meaning. These forward-looking statements reflect
      our current beliefs and expectations with respect to future events and are
      based
      on assumptions and are subject to risks and uncertainties and other factors
      outside our control that may cause actual results to differ materially from
      those projected.





**Overview**





We
      operate as an equipment leasing program in which the capital our members have
      invested is pooled together to make investments, pay fees and establish a small
      reserve. We primarily engage in the business of purchasing equipment and leasing
      it to third-party end users, equipment financing, acquiring equipment subject
      to
      lease and, to a lesser extent, acquiring ownership rights to items of leased
      equipment at lease expiration. Some of our equipment leases are acquired for
      cash and are expected to provide current cash flow, which we refer to as
“income” leases. For the other equipment leases, we finance the majority of the
      purchase price. We refer to these leases as “growth” leases. Growth leases
      generate little or no current cash flow because substantially all of the rental
      payments received from a lessee service the indebtedness associated with
      acquiring or financing the lease. We anticipate that the future value of the
      leased equipment will exceed our cash portion of the purchase
      price.





Additional
      investments will continue to be made with the cash generated from our initial
      investments to the extent that the cash is not needed for expenses, reserves
      and
      distributions to members with a combination of cash and financing. The
      investment in additional equipment in this manner is called “reinvestment”. We
      anticipate purchasing equipment from time to time until approximately April
      4,
      2010, unless that date is extended for up to an additional three years, at
      our
      Manager’s sole discretion.





At
      September 30, 2007, our portfolio, which we hold either directly or through
      joint venture investments with affiliates, consists primarily of the following
      equipment subject to lease:





*Shipping:*





·
            We
                have a 100% interest in three container vessels on bareboat charter
                to ZIM
                Israel Navigation Co. Ltd. (“ZIM”), the 1991 ZIM Korea (“ZIM Korea”), the
                1990 ZIM Canada (“ZIM Canada”) and the 1991 ZIM Italia (“ZIM Italia”). The
                ZIM Korea and the ZIM Canada have bareboat charters that expire during
                June 2009 and the ZIM Italia has a bareboat charter that expires
                during
                December 2009.






16
 *Table
          of Contents*





·
            On
                July 24, 2007, we acquired a 49% interest in the Mayon Spirit (“Mayon”), a
                product tanker, which is subject to a bareboat charter with an affiliate
                of the Teekay Corporation (“Teekay”) that expires in July 2011. We paid
                approximately $7,548,000 for the 49%
                interest.





*Information
      Technology Equipment and Phone Systems:*





·
            We
                have a 74.6% interest in ICON GeicJV, which purchased information
                technology equipment, such as Sun servers, HP servers, Dell desktop
                computers and Panasonic laptop computers, subject to a three year
                lease
                with Government Employees Insurance Company (“GEICO”). As of March 31,
                2007, the lease with GEICO expired and the equipment has either been
                returned or renewed on a month-to-month
                basis.





·
            We
                have a 75% interest in the unguaranteed residual values of a portfolio
                of
                leases currently in effect and performing with various lessees in
                the
                United Kingdom. The portfolio is mostly comprised of information
                technology equipment, including laptops, desktops and printers. All
                of the
                leases expire at various dates through August 30,
                2009.





·
            We
                have a 100% interest in two Mitel Networks 3340 Global Branch Office
                Solution Phone Systems on lease to CompUSA, Inc.
                (“CompUSA”).  The two leases expire in December 2008 and
                December 2009, respectively.





·
            We
                have a 100% interest in 101 Noritsu QSS-3011 digital mini-labs on
                lease to
                the Rite Aid Corporation (“Rite Aid”). The leases expire at various times
                from November 2007 to September
                2008.





·
            We
                have a 30.6% interest in ICON Global Crossing, LLC (“ICON Global
                Crossing”), which purchased state-of-the-art telecommunications equipment
                from various vendors, which was then leased to Global Crossing
                Telecommunications, Inc. (“Global Crossing”). The lease expires on March
                31, 2010.





·
            We
                have a 72.3% interest in ICON Global Crossing II, LLC (“ICON Global
                Crossing II”), which purchased state-of-the-art telecommunications
                equipment from various vendors, which was then leased to Global Crossing
                and Global Crossing North American Networks, Inc. (“Global Crossing
                Group”). The lease expires on October 31,
                2010.





*Financing
      facility:*





·
            On
                August 13, 2007, we entered into an equipment financing facility
                with a
                consortium of other lenders and Solyndra, Inc. (“Solyndra”), a privately
                held manufacturer of solar panels for the building of a new production
                facility.  The financing facility matures on June 30, 2013 and
                is secured by the equipment as well as all other assets of Solyndra.
                The
                equipment is comprised of two fully automated manufacturing lines
                that
                combine glass tubes and thin film semiconductors to produce solar
                panels.  Included as part of the consideration in the
                acquisition are warrants to purchase 40,290 shares of Solyndra common
                stock at an exercise price of $4.96. The warrants expire on April
                6,
                2014.





*Other
      Equipment:*





·
            We
                have a 100% interest in refrigeration equipment on lease to P.W.
                Supermarkets, Inc (“PW Supermarkets”). The equipment is subject to a three
                year lease which was set to expire during July 2007. During July
                2007, PW
                Supermarkets extended the lease until July
                2008.






17
 *Table
          of Contents*





·
            We
                have a 100% interest in ICON Premier LLC (“Premier LLC”), which purchased
                hospital bedside entertainment and communication terminals that are
                on
                lease with Premier Telecom Contracts Limited (“Premier Telecom”). The
                equipment was installed in various hospitals located throughout the
                United
                Kingdom. The lease expires on December 31,
                2012.





·
            We
                have a 100% interest in automotive steering column production and
                assembly
                equipment on lease to Anchor Tool & Die Co. (“Anchor”). The equipment
                is subject to a three year lease which expires on September 30,
                2009.





·
            On
                September 28 2007, we acquired a 100% interest of substantially all
                of the
                machining and metal working equipment of MW Texas Die Casting, Inc
                (“Texas
                Die”).  We have a sixty month lease commencing on October 1,
                2007.





**Lease
      and Other Significant Transactions**





*Information
      Technology Equipment:*





During
      2007, GEICO returned equipment with a cost basis of approximately $5,322,000
      and
      extended on a month-to-month basis equipment with a cost basis of approximately
      $531,000. Of the equipment that was returned, our Manager has sold equipment
      with a net book value of approximately $390,000. We realized proceeds of
      approximately $383,000 and recognized a loss of approximately $7,000 on the
      equipment sale. The remaining returned equipment has a net book value of
      approximately $380,000, is currently being remarketed by our Manager and was
      reclassified to equipment held for sale or lease, net.





*Digital
      Audio/Visual Entertainment Systems:*





We
      own a
      50% interest in ICON AeroTV, LLC (“ICON AeroTV”), whose sole purpose was owning
      equipment leased to AeroTV Ltd (“AeroTV”).  On February 13, 2007,
      AeroTV’s customer, the largest scheduled bus line in Europe, terminated its
      service agreement with AeroTV. Shortly thereafter, AeroTV notified our Manager
      of its inability to pay certain rent owed to ICON AeroTV and subsequently filed
      for insolvency protection in the United Kingdom. In February 2007, ICON AeroTV
      sent a notice to AeroTV terminating the Master Lease
      Agreement.  Certain facts came to light that gave our Manager serious
      concerns regarding the propriety of AeroTV's actions during and after the
      execution of the lease with AeroTV. On April 18, 2007, ICON AeroTV filed a
      lawsuit in the United Kingdom’s High Court of Justice, Queen’s Bench Division
      against AeroTV and one of its directors for fraud.  Subsequently, ICON
      AeroTV executed a default judgment against the AeroTV director. ICON AeroTV
      is
      currently in the process of attempting to execute the judgment. At this time
      it
      is not possible to determine the ability to collect the judgment.





On
      February 20, 2007, ICON AeroTV wrote off its leased assets with a remaining
      cost
      basis of approximately $441,000, which was off-set by the recognition of the
      relinquished security deposit and deferred income of approximately $288,000,
      resulting in a loss of approximately $153,000. During March 2007, ICON AeroTV
      collected approximately $218,000 of the remaining rent balance.  In
      April 2007, all unexpended amounts previously contributed to ICON AeroTV for
      the
      purchase of on board digital audio/visual systems were returned to us and ICON
      Leasing Fund Eleven, LLC (“Fund Eleven”), which amount together with accrued
      interest was approximately $5,215,000.





*Shipping:*





On
      July
      24, 2007, we along with ICON Leasing Fund Twelve, LLC (“Fund Twelve”), an
      affiliate of our Manager, formed ICON Mayon, LLC (“ICON Mayon”), with interests
      of 49% and 51%, respectively. ICON Mayon purchased one Aframax 98,507 DWT
      product tanker, Mayon, from an affiliate of Teekay. The purchase price for
      the
      Mayon was approximately $40,250,000, comprised of (i) the cash payment of
      approximately $15,312,000 funded in the form of a capital contribution to ICON
      Mayon and (ii) borrowings of approximately $24,938,000 of non-recourse debt
      under a secured loan agreement with Fortis Capital Corp. Simultaneously with
      the
      closing of the purchase of Mayon, Mayon was bareboat chartered back to
      Teekay for a term of four years.  The charter commenced on July 24, 2007.
      The total capital contributions made to ICON Mayon as of September 30, 2007
      were
      approximately $15,404,000, of which our share was approximately
      $7,548,000.






18
 *Table
          of Contents*





**New
      Accounting Pronouncements**





In
      September 2006, the Financial Accounting Standards Board (“FASB”) issued
      SFAS No. 157, “Accounting for Fair Value Measurements” (“SFAS 157”). SFAS 157
      establishes a separate framework for determining fair values of assets and
      liabilities that are required by other authoritative GAAP pronouncements to
      be
      measured at fair value. In addition, SFAS 157 incorporates and clarifies
      the guidance in FASB Concepts Statement No. 7 regarding the use of present
      value
      techniques in measuring fair value. SFAS 157 is effective for
      financial statements with fiscal years beginning after November 15, 2007.
      Our Manager is currently evaluating the impact of this
      pronouncement.





**Results
      of Operations for the Three Months Ended September 30, 2007 (the “2007 Quarter”)
      and 2006 (the “2006 Quarter”)**





Revenue
      for the 2007 and 2006 Quarters are summarized as follows:





Three
                Months Ended September 30,2007
            
            
            2006
            
            
            ChangeTotal
                revenue
            
            $
            8,739,935
            
            
            $
            7,465,508
            
            
            $
            1,274,427Rental
                income
            
            
            6,953,185
            
            
            
            6,292,705
            
            
            
            660,480Finance
                income
            
            
            710,283
            
            
            
            660,761
            
            
            
            49,522Income
                from investments in joint ventures
            
            
            390,020
            
            
            
            411,571
            
            
            
            (21,551
            )Net
                gain (loss) on sales of equipment
            
            
            116,975
            
            
            
            (26,668
            )
            
            
            143,643Net
                gain on foreign currency transactions
            
            
            386,591
            
            
            
            -
            
            
            
            386,591Interest
                and other income
            
            
            182,881
            
            
            
            127,139
            
            
            
            55,742





Total
      revenue for the 2007 Quarter increased by $1,274,427, or 17.1%, as compared
      to
      the 2006 Quarter. This increase was primarily attributable to rental income
      from
      our leased equipment, net gain on foreign currency transactions related to
      changes in exchange rates in the United Kingdom and net gain on sales of
      equipment. During the 2006 Quarter, we purchased equipment on lease to Anchor
      and to the Global Crossing Group, which accounts for approximately $1,130,000
      of
      additional rental income during the 2007 Quarter. The increase was partly offset
      by the expiration of our lease with GEICO in March 2007, which accounted for
      a
      decrease in rental income of approximately $458,000 during the 2007 Quarter.
      The
      increase in the net gain on foreign currency transactions was due to a change
      in
      foreign currency rates of approximately 2% on a cash balance that was
      transferred from our pound sterling bank account in the United Kingdom to our
      dollar bank account in the United States during July 2007. This cash was used
      for our investment in ICON Mayon. The increase in the net gain on sales of
      equipment was primarily due to an increased number of equipment sales from
      our
      investments in residuals with Summit Asset Management, Ltd. (“SAM”) and Key
      Financial Group, Ltd. (“Key Financial”). During the 2007 Quarter, we recognized
      approximately $128,000 of gains on sales of residual values as compared to
      a
      loss of $26,000 on the sale of residual values during 2006 Quarter. The decrease
      in income from investments in joint ventures relates to the early termination
      of
      the leases with AeroTV and EAM Assets Ltd. (“EAM")
      and the expiration of the lease of an aircraft that was on lease with Federal
      Express (“FedEx”), resulting in a decrease of approximately $205,000, offset by
      our investment in ICON Mayon, which resulted in an increase of approximately
      $184,000.







19
 *Table
          of Contents*





Expenses
      for the 2007 and 2006 Quarters are summarized as follows:





Three
                Months Ended September 30,2007
            
            
            2006
            
            
            ChangeTotal
                expenses
            
            $
            6,761,104
            
            
            $
            7,902,790
            
            
            $
            (1,141,686
            )General
                and administrative
            
            
            166,676
            
            
            
            45,264
            
            
            
            121,412Depreciation
                and amortization
            
            
            5,280,441
            
            
            
            5,939,428
            
            
            
            (658,987
            )Impairment
                loss
            
            
            -
            
            
            
            440,928
            
            
            
            (440,928
            )Management
                fees - Manager
            
            
            500,527
            
            
            
            521,492
            
            
            
            (20,965
            )Administrative
                expense reimbursements - Manager
            
            
            237,360
            
            
            
            251,041
            
            
            
            (13,681
            )Interest
            
            
            497,929
            
            
            
            694,383
            
            
            
            (196,454
            )Minority
                interest
            
            
            78,171
            
            
            
            10,254
            
            
            
            67,917





Total
      expenses for the 2007 Quarter decreased by $1,141,686, or 14.4%, as compared
      to
      the 2006 Quarter. The decrease was primarily due to lower depreciation and
      amortization expense, an impairment loss recorded during the 2006 Quarter and
      lower interest expense that was partly offset by an increase in general and
      administrative expenses. The decrease in depreciation and amortization expense
      was caused by the GEICO lease expiring during March 2007, an impairment that
      was
      charged to the leases with Rite Aid as of December 31, 2006, an increase in
      the
      SAM leases coming to term and the continued amortization of the prepaid
      formation fees that will be completely written off during March 2008, partially
      offset by our acquisitions during the 2006 Quarter of equipment on lease to
      the
      Global Crossing Group and Anchor. The decrease in interest expense was due
      to
      the continued reduction of our non-recourse debt on the three ZIM vessels,
      ZIM
      Canada and ZIM Korea were purchased in June 2004 and ZIM Italia in January
      2005.
      The increase in general and administrative expenses was due to higher
      commissions on the increased number SAM leases coming to term for the 2007
      Quarter as compared to the 2006 Quarter.





*Net
      Income (Loss)*





As
      a
      result of the foregoing factors, the net income for the 2007 Quarter was
      $1,978,831 as compared to the net loss for the 2006 Quarter of $437,282. The
      net
      income per weighted average number of additional members’ shares outstanding for
      the 2007 Quarter was $13.19 as compared to the net loss per weighted average
      number of additional members’ shares outstanding for the 2006 Quarter of
      $2.91.





**Results
      of Operations for the Nine Months Ended September 30, 2007 (the “2007 Period”)
      and 2006 (the “2006 Period”)**





Revenue
      for the 2007 and 2006 Periods are summarized as follows:





Nine Months
                Ended September 30,2007
            
            
            2006
            
            
            ChangeTotal
                revenue
            
            $
            25,655,735
            
            
            $
            21,909,021
            
            
            $
            3,746,714Rental
                income
            
            
            21,500,794
            
            
            
            19,695,208
            
            
            
            1,805,586Finance
                income
            
            
            2,068,428
            
            
            
            660,761
            
            
            
            1,407,667Income
                from investments in joint ventures
            
            
            766,811
            
            
            
            1,113,756
            
            
            
            (346,945
            )Net
                gain (loss) on sales of equipment
            
            
            267,854
            
            
            
            (30,364
            )
            
            
            298,218Net
                gain on foreign currency transactions
            
            
            714,819
            
            
            
            26,713
            
            
            
            688,106Interest
                and other income
            
            
            337,029
            
            
            
            442,947
            
            
            
            (105,918
            )







20
 *Table
          of Contents*




Total
      revenue for the 2007 Period increased by $3,746,714, or 17.1%, as compared
      to
      the 2006 Period. This increase was primarily attributable to increases in rental
      and finance income from our leased equipment. We purchased equipment on lease
      to
      Anchor and the Global Crossing Group during the 2006 Period, which account
      for
      approximately $3,574,000 of additional rental income during the 2007 Period.
      The
      increase was partially offset by the reclassification of the Premier Telecom
      lease from an operating to a direct finance lease in July 2006. The
      reclassification represented 98% of our finance income for the 2007 Period
      and
      accounting for approximately $975,000 of the offsetting decrease in rental
      income. In addition, the expiration of our lease with GEICO in March 2007
      accounted for a decrease in rental income of approximately $825,000 during
      the
      2007 Period. The increase in the net gain on foreign currency transactions
      was
      due to the impact of the change in foreign currency rates on the conversion
      of
      approximately $13,569,000 of distributions made from Premier LLC, ICON AeroTV
      and ICON EAM LLC (“ICON EAM”) joint ventures, as well as a change in foreign
      currency rates of approximately 2% on a cash balance that was transferred from
      our pound sterling bank account in the United Kingdom to our dollar bank account
      in the United States during July 2007. This cash was used for our investment
      in
      ICON Mayon. The decrease in income from investments in joint ventures relates
      to
      the early termination of the leases with AeroTV and EAM and the expiration
      of
      the lease of an aircraft that was on lease with FedEx, resulting in a decrease
      of approximately $562,000, offset by our investment in ICON Mayon, which
      resulted in approximately $184,000 of additional income from investments in
      joint ventures.




Expenses
      for the 2007 and 2006 Periods are summarized as follows:





Nine
                Months Ended September 30,2007
            
            
            2006
            
            
            ChangeTotal
                expenses
            
            $
            22,080,429
            
            
            $
            23,767,948
            
            
            $
            (1,687,519
            )General
                and administrative
            
            
            807,660
            
            
            
            325,342
            
            
            
            482,318Depreciation
                and amortization
            
            
            17,236,992
            
            
            
            18,532,736
            
            
            
            (1,295,744
            )Impairment
                loss
            
            
            -
            
            
            
            440,928
            
            
            
            (440,928
            )Management
                fees - Manager
            
            
            1,552,791
            
            
            
            1,418,902
            
            
            
            133,889Administrative
                expense reimbursements - Manager
            
            
            628,643
            
            
            
            755,802
            
            
            
            (127,159
            )Interest
            
            
            1,619,146
            
            
            
            2,262,348
            
            
            
            (643,202
            )Minority
                interest
            
            
            235,197
            
            
            
            31,890
            
            
            
            203,307





Total
      expenses for the 2007 Period decreased by $1,687,519, or 7.1%, as compared
      to
      the 2006 Period. The decrease was primarily due to lower depreciation and
      amortization and interest expense as well as an impairment loss recorded during
      the 2006 Period, that was partially offset by an increase in general and
      administrative expenses. The decrease in depreciation and amortization expense
      was due to the reclassification of the Premier Telecom lease in July 2006 from
      an operating to a direct finance lease, the expiration of the GEICO lease during
      March 2007, an impairment on the assets on lease with Rite Aid as of December
      31, 2006, an increase in the SAM leases coming to term, the continued
      amortization of the prepaid formation fees that will be completely written
      off
      during the March 2008 and the sale of portion of the equipment on lease with
      PW
      Supermarkets during June 2006. The lower depreciation and amortization expense
      were partially offset by our acquisitions during the 2006 Period of equipment
      on
      lease to the Global Crossing Group and Anchor. The decrease in interest expense
      was due to the continued reduction of our non-recourse debt on the three ZIM
      vessels, ZIM Canada and ZIM Korea of which were purchased in June 2004 and
      ZIM
      Italia in January 2005. The increase in general and administrative expenses
      was
      due to increased professional fees, state taxes, printing charges and
      commissions from increased investment in leased assets and fees to an unrelated
      third party for financing costs.





*Net
      Income (Loss)*





As
      a
      result of the foregoing factors, the net income for the 2007 Period was
      $3,575,306 as compared to the net loss for 2006 Period of $1,858,927. The net
      income per weighted average number of additional members’ shares outstanding for
      the 2007 Period was $23.82 as compared to the net loss per weighted average
      number of additional members’ shares outstanding for the 2006 Period of
      $12.36.






21
 *Table
          of Contents*





**Liquidity
      and Capital Resources******





*Sources
      and Uses of Cash*





At
      September 30, 2007 and 2006, we had cash and cash equivalents of $6,182,218
      and
      $7,017,086, respectively. For the 2007 and 2006 Periods, our main source of
      cash
      has been from operating activities, which we expect to continue throughout
      the
      entire operating period. For the 2007 Period, our main use of cash was from
      financing activities. For the 2006 Period, our main uses of cash were from
      investing and financing activities. We anticipate that financing activities
      will
      continue to be our main use of cash during the remainder of the operating
      period.





*Operating
      Activities*





*Sources
      of cash*





Our
      main
      source of cash from operating activities for the 2007 and 2006 Periods was
      the
      collection of finance receivables from operating and finance leases of
      approximately $10,951,000 (primarily relating to the Premier Telecom, Global
      Crossing Group, Rite Aid, CompUSA, Anchor, SAM, PW Supermarkets and GEICO
      leases) and $6,937,000 (primarily relating to the Premier Telecom, GEICO,
      CompUSA, PW Supermarkets, SAM and Rite Aid leases), respectively. These
      transactions provided us with $11,654,560 and $5,406,266, respectively, of
      net
      cash from operating activities.





*Investing
      Activities*





*Sources
      of cash*




Our
      sources of cash from investing activities during the 2007 Period consisted
      of
      proceeds from the sales of equipment of $1,272,665 (which primarily consisted
      of
      the proceeds received from the sale of residual value interests and the sale
      of
      information technology equipment) and $11,752,505 in distributions from joint
      ventures (which we received from our ICON Global Crossing, ICON EAM, ICON AeroTV
      and ICON Aircraft 46837 LLC joint ventures). The distributions received from
      ICON EAM and ICON AeroTV were from the return of capital not
      invested.





Our
      sources of cash from investing activities during the 2006 Period consisted
      of
      proceeds from the sales of equipment of $2,580,117 (which consisted of the
      proceeds received from the sale of Air Atlanta aircraft rotables, sale of a
      portion of refrigeration equipment on lease to PW Supermarkets and the sale
      of
      residual value interests), $1,324,900 in distributions from our ICON Global
      Crossing joint venture, $733,792 from cash transfers from restricted cash
      relating to the closing of the Premier LLC escrow account.




*Uses
      of cash*




Our
      primary uses of cash from investing activities during 2007 Period were
      $2,000,665 relating to the acquisition of equipment on lease to Texas
      Die, $3,325,507 for notes receivable on a financing facility, and
      $7,933,833 for an investment in joint ventures primarily relating to our
      investment in ICON Mayon.




Our
      primary uses of cash from investing activities during the 2006 Period were
      $17,894,411 relating to the acquisition of the equipment on lease to Anchor,
      Global Crossing Group, Premier Telecom and Saturn Corporation, $782,177 for
      an
      investment in unguaranteed residual values relating to the Key Finance
      Portfolio.






22
 *Table
          of Contents*






*Financing
      Activities*





*Uses
      of cash*




Our
      source of cash from financing activities during the 2006 Period was the
      contribution of minority holders in joint ventures (which were contributed
      for
      an investment in ICON Global Crossing II).





Our
      uses
      of cash from financing activities during the 2007 Period was cash distributions
      paid to our members of $9,684,125 and $1,004,506 for the distributions to
      minority interest holders in joint ventures (which were paid from ICON Global
      Crossing II and ICON GeicJV).




Our
      uses
      of cash from financing activities during the 2006 Period were cash distributions
      paid to our members of $9,704,613, $354,010 for the distributions to minority
      interest holders in joint ventures (which were paid from ICON Global
      Crossing II and ICON GeicJV) and $376,417 for redemption of additional member
      shares.





*Financings
      and Borrowings*





*Revolving
      Line of Credit-Recourse*





On
      August
      31, 2005, we, together with certain of our affiliates (entities sponsored and
      organized by our Manager), ICON Income Fund Eight B L.P. (“Fund Eight B”), ICON
      Income Fund Nine, LLC and Fund Eleven (collectively, the “Borrowers”) entered
      into a Commercial Loan Agreement (the “Loan Agreement”), with California Bank
& Trust (the “Lender”). The Loan Agreement provides for a revolving line of
      credit of up to $17,000,000 pursuant to a senior secured revolving loan facility
      (the “Facility”) which is secured by all assets of the Borrowers not subject to
      a first priority lien, as defined in the Loan Agreement. Each of the Borrowers
      is jointly and severally liable for all amounts borrowed under the Facility.
      Amounts available under the Facility are subject to a borrowing base that is
      determined, subject to certain limitations, on the present value of the future
      receivables under certain lease agreements in which the Borrowers have a
      beneficial interest.




As
      part
      of the Loan Agreement, the Borrowers are required to comply with certain
      financial covenants, including, a minimum debt coverage ratio, a tangible net
      worth covenant, a leverage ratio and a minimum liquidity covenant. The Borrowers
      are in compliance with these covenants at September 30, 2007. The Loan Agreement
      prohibits the Borrowers from declaring or paying any distribution to investors
      if such a payment would cause the Borrowers to become non-compliant with the
      financial covenants in the Loan Agreement.





In
      addition, on August 31, 2005, the Borrowers entered into a Contribution
      Agreement (the “Contribution Agreement”) pursuant to which the Borrowers agreed
      to certain restrictions on the amounts and terms of their respective borrowings
      under the Facility in order to minimize the risk that a Borrower would be unable
      to repay its portion of the outstanding obligations under the Facility at any
      time. These restrictions include, but are not limited to, borrowing in excess
      of
      the lesser of (a) an amount each Borrower could reasonably expect to repay
      in
      one year from its projected free cash flow, or (b) the greater of (i) the
      borrowing base, as defined in the Loan Agreement, as applied to such Borrower
      and (ii) 50% of the net worth of such Borrower. The Contribution Agreement
      also
      provides that, in the event a Borrower pays an amount under the Contribution
      Agreement in excess of its share of the total obligations under the Facility,
      whether by reason of an event of default or otherwise, the other Borrowers
      will
      immediately make a contribution payment to such Borrower and in such amount
      that
      the aggregate amount paid by each Borrower reflects its allocable share of
      the
      aggregate obligations under the Facility. The Borrowers' obligations to each
      other under the Contribution Agreement are collateralized by a subordinate
      lien
      on the assets of each Borrower. The Borrowers are in compliance with the
      Contribution Agreement at September 30, 2007 and no amounts are due to or
      payable by us under the Contribution Agreement.






23
 *Table
          of Contents*





On
      December 26, 2006, the Borrowers entered into a Loan Modification Agreement
      (the
“Loan Modification”) to the Loan Agreement. The Loan Modification extended the
      Facility from August 31, 2007 to September 30, 2008 and lowered (i) the interest
      rate for advances under the Facility from the Lender’s prime rate plus 0.25% to
      the Lender’s prime rate and (ii) the interest rate on the five separate advances
      that are permitted to be made under the Facility at the rate at which United
      States dollar deposits can be acquired by the Lender in the London Interbank
      Eurocurrency Market (the “LIBOR Rate”) plus 2.75% per year to the LIBOR Rate
      plus 2.5% per year. In addition, pursuant to the terms of the Loan Modification,
      the Borrowers no longer have to maintain a cash reserve. The interest rate
      at
      September 30, 2007 was 7.75%.





On
      June
      20, 2007, the Loan Agreement, the Contribution Agreement and the Loan
      Modification were modified to admit Fund Twelve as a permitted borrower. Fund
      Twelve, as a result of its entry into the Loan Modification, is jointly and
      severally liable for the outstanding balance.





Aggregate
      borrowings by all Borrowers under the Facility amounted to $6,255,000 at
      September 30, 2007.  We currently have no borrowings under the
      Facility. Subsequent to September 30, 2007, Fund Twelve repaid $5,000,000
      of borrowings under the Facility. The remaining balance of $1,255,000
      relates to borrowings by Fund Eight B.





Our
      Manager believes that with the cash we have currently available and with the
      cash being generated from our leases, we have sufficient cash to continue our
      operations into the foreseeable future. We have the ability to borrow funds
      under the Facility if necessary. However, our ability to generate cash in the
      future is subject to general economic, financial, competitive, regulatory and
      other factors that affect our lessees’ business that are beyond our
      control.  See “Part II, Item 1A.  Risk
      Factors.”





*Distributions*





We
      pay
      monthly distributions to our members beginning with the first month after the
      members’ admission through the termination of the operating period, which we
      currently anticipate will be on April 4, 2010. We paid distributions to our
      additional members totaling $9,587,283 and $9,607,567 for the 2007 Period and
      2006 Period, respectively. Additionally, we paid distributions to our Manager
      of
      $96,842, and $97,046 for the 2007 Period and 2006 Period,
      respectively.





**Contractual
      Obligations and Commitments and Off Balance Sheet
      Transactions**





At
      September 30, 2007, we have non-recourse debt obligations. The lenders have
      security interest in the equipment relating to each non-recourse debt instrument
      and an assignment of the rental payments under the leases associated with the
      equipment. If the lessee were to default on the non-recourse debt the equipment
      would be returned to the lender in extinguishment of the non-recourse debt.
      At
      September 30, 2007, our outstanding balance indebtedness was
      $34,213,824.





On
      September 28, 2007, we completed the acquisition of substantially all of the
      machining and metal working equipment of Texas Die, a wholly owned subsidiary
      of
      MW Universal, Inc. (“MWU”). Simultaneously with the closing of the transaction
      with Texas Die, Fund Eleven and Twelve, two entities managed by our Manager
      (together, the “Participating Funds”) completed similar acquisitions with four
      other subsidiaries of MWU pursuant to which the respective funds purchased
      substantially all of the machining and metal working equipment of each
      subsidiary. Each subsidiary’s obligations under its respective leases (including
      those of Texas Die) are cross-collateralized, cross-defaulted, and the
      subsidiaries’ obligations are guaranteed by MWU. Each of the Participating Funds
      have also entered into a credit support agreement with us, pursuant to which
      losses incurred by a Participating Fund with respect to any MWU subsidiary
      are
      shared among the Participating Funds proportionately, based on the amount of
      capital invested.  The term of the credit support agreement matches
      that of the lease agreements. No amounts were accrued at September 30, 2007
      and
      management cannot reasonably estimate at this time the maximum potential amounts
      that may become payable under the credit support agreement.






24
 *Table
          of Contents*





FASB
      Interpretation No. 45, “Guarantor’s Accounting and Disclosure Requirements for
      Guarantees, Including Indirect Guarantees of Indebtedness of Others” (“FIN 45”),
      requires certain guarantees to be recorded at fair value and requires a
      guarantor to make disclosures, even when the likelihood of making any payments
      under the guarantee is remote.  For those guarantees and
      indemnifications that do not fall within the initial recognition and measurement
      requirements of FIN 45, our Manager must continue to monitor the conditions
      that
      are subject to the guarantees and indemnifications, a required under existing
      GAAP, to identify if a loss has been incurred.  If our Manager
      determines that it is probable that a loss has been incurred, any such estimable
      loss would be recognized.





**Item
      3. Quantitative and Qualitative Disclosures About Market
      Risk**





We,
      like
      most other companies, are exposed to certain market risks, which include changes
      in interest rates and the demand for equipment (and the related residuals)
      owned
      by us.  We believe that our exposure to other market risks, including
      foreign currency exchange rate risk, commodity risk and equity price risk,
      are
      insignificant, at this time, to both our financial position and our results
      of
      operations.  There were no other material changes to the disclosure
      related to these items since the filing of our Annual Report on Form 10-K for
      the year ended December 31, 2006.





**Item
      4T. Controls and Procedures**





*Evaluation
      of disclosure controls and procedures*





In
      connection with the preparation of this Quarterly Report on Form 10-Q for the
      period ended September 30, 2007, as well as the condensed consolidated financial
      statements and Quarterly Reports on Form 10-Q for the period ended September
      30,
      2007 for our affiliates, our Manager carried out an evaluation, under the
      supervision and with the participation of the management of our Manager,
      including its Chief Executive Officer and the Principal Financial and Accounting
      Officer, of the effectiveness of the design and operation of our Manager’s
      disclosure controls and procedures as of the end of the period covered by this
      report pursuant to the Securities Exchange Act of 1934. Based on the foregoing
      evaluation, except as noted below, the Chief Executive Officer and the Principal
      Financial and Accounting Officer concluded that our Manager’s disclosure
      controls and procedures were effective.





While
      evaluating our Manager’s disclosure controls and procedures, our Manager
      recognized that greater internal controls were needed to aid in a more efficient
      closing of our financial statements, thereby requiring our Manager to hire
      additional skilled accounting staff. In response, our Manager hired several
      additional accounting staff members who are certified public accountants and/or
      are experienced with public reporting entities, including three additional
      senior accountants with more than 16, 10 and 9 years, respectively, of
      experience with public reporting entities, the most senior of those accountants
      having assumed the responsibilities of the senior vice president of accounting.
      Our Manager will continue to evaluate its disclosure controls and procedures
      to
      determine their effectiveness and adequacy and will take the steps necessary,
      in
      our Manager’s opinion, to ensure the adequacy of our Manager’s disclosure
      controls and procedures.





In
      designing and evaluating our Manager’s disclosure controls and procedures, our
      Manager recognized that disclosure controls and procedures, no matter how well
      conceived and operated, can provide only reasonable, not absolute, assurance
      that the objectives of the disclosure controls and procedures are met.  Our
      Manager’s disclosure controls and procedures have been designed to meet
      reasonable assurance standards. Disclosure controls and procedures cannot detect
      or prevent all error and fraud. Some inherent limitations in disclosure controls
      and procedures include costs of implementation, faulty decision-making, simple
      error and mistake. Additionally, controls can be circumvented by the individual
      acts of some persons, by collusion of two or more people, or by management
      override of the controls. The design of any system of controls is based, in
      part, upon certain assumptions about the likelihood of future events, and there
      can be no assurance that any design will succeed in achieving its stated goals
      under all anticipated and unanticipated future conditions. Over time, controls
      may become inadequate because of changes in conditions, or the degree of
      compliance with established policies or procedures.





Our
      Manager’s Chief Executive Officer and Principal Financial and Accounting Officer
      have determined that no weakness in disclosure controls and procedures had
      any
      material effect on the accuracy and completeness of our financial reporting
      and
      disclosure included in this report.







25
 *Table
          of Contents*







**PART
      II - OTHER INFORMATION**





**Item
      1.  Legal Proceedings**





In
      the
      ordinary course of conducting our business, there may be certain claims, suits
      and complaints filed against us.  In the opinion of management, the
      outcome of such matters, if any, will not have a material impact on our
      consolidated financial position or results of operations.  No material
      legal proceedings are currently pending or threatened, to our knowledge, against
      us or against any of our assets.





**Item
      1A. Risk Factors**





There
      have been no material changes from the risk factors disclosed in “Item 1A. Risk
      Factors” of our Annual Report on Form 10-K for the year ended December 31,
      2006.





**Item
      2.  Unregistered Sales of Equity Securities and Use
      of Proceeds**





Our
      Manager consented to us redeeming 279 additional member shares during the 2007
      Period. The redemption amounts are calculated according to a specified
      redemption formula in accordance with the LLC agreement.  Redeemed
      additional member shares have no voting rights and do not share in
      distributions.  The LLC agreement limits the number of additional
      member shares which can be redeemed in any one year and redeemed additional
      member shares may not be reissued. The following table details our additional
      member redemptions:





Total
                Number ofAdditional
                Member
            
            
            Price
                  Paid PerAdditionalShares
                Redeemed
            
            
            Member
              SharesJanuary
                1, 2007 through January 31, 2007
            
            
            40
            
            
            $
            851.84February
                1, 2007 through February 28, 2007
            
            
            23
            
            
            $
            822.51March
                1, 2007 through March 31, 2007
            
            
            8
            
            
            $
            827.51April
                1, 2007 through April 30, 2007
            
            
            -
            
            
            $
            -May
                1, 2007 through May 31, 2007
            
            
            31
            
            
            $
            894.95June
                1, 2007 through June 30, 2007
            
            
            25
            
            
            $
            832.93July
                1, 2007 through July 31, 2007
            
            
            42
            
            
            $
            825.63August
                1, 2007 through August 31, 2007
            
            
            40
            
            
            $
            834.54September
                1, 2007 through September 30, 2007
            
            
            70
            
            
            $
            839.68





**Item
      3.  Defaults Upon Senior
      Securities**





Not
      applicable.





**Item
      4.  Submission of Matters to a Vote of Security
      Holders**





No
      matters were submitted to a vote of security holders during the 2007
      Quarter.





**Item
      5.  Other Information**





Not
      applicable.





**Item
      6. Exhibits**





31.1
            Rule
                13a-14(a)/15d-14(a) certifications.31.2
            Rule
                13a-14(a)/15d-14(a) certifications.32.1
            Certification
                pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002.32.2
            Certification
                pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002.







26
 *Table
          of Contents*





**SIGNATURES**





Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the LLC has duly caused this report to be signed on its behalf by the
      undersigned, thereunto duly authorized.





ICON
      Income Fund Ten, LLC File No. 000-50654 (Registrant) by its Manager, ICON
      Capital Corp.





*Dated:
      November 14, 2007*





*/s/
      Thomas W. Martin*


Thomas
      W.
      Martin


Chairman,
      Chief Executive Officer and President of the Manager


(Principal
      Executive Officer)


ICON
      Capital Corp.


Manager
      of ICON Income Fund Ten, LLC








*Dated:
      November 14, 2007*





*/s/Michael A. Reisner*


Michael
      A. Reisner


Director,
      Executive Vice President and Chief Financial Officer of the
      Manager


(Principal
      Financial and Accounting Officer)


ICON
      Capital Corp.


Manager
      of ICON Income Fund Ten, LLC






27