UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

(X)  Annual Report Pursuant to Section 13 or 15 (d) of the Securities Exchange
     Act of 1934

                   For the fiscal year ended December 31, 2004

( )  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 - 000-25574
                                                ---------


                     TELECOMMUNICATIONS INCOME FUND X, L.P.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Iowa                                                42-1401715
 ------------------------------                              ------------------
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                          701 Tama Street, Marion, Iowa             52302
                     --------------------------------------       --------
                    (Address of principal executive offices)     (Zip Code)

         Registrant's telephone number, including area code 319-447-5700
                                                            ------------

        Securities registered pursuant to Section 12(b) of the Act: NONE

                Securities pursuant to section 12 (g) of the Act:

                   Limited Partnership Interests (the "Units")
                                 --------------
                                (Title of class)

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 if disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]

Revenues for most recent fiscal year:     $9,714

As of January 27, 2005, 86,177 units were issued and outstanding. Based on the
book value of $1.19 per unit as of December 31, 2004, the aggregate market value
at January 27, 2005 was $102,551.

DOCUMENTS INCORPORATED BY REFERENCE. Portions of the Registration Statement on
Form S-1, dated August 27, 1993 are incorporated by reference into Part III.

<PAGE>


                     TELECOMMUNICATIONS INCOME FUND X, L.P.
                         2004 FORM 10-KSB ANNUAL REPORT
                                TABLE OF CONTENTS


                                                                            Page

                                     PART I

Item 1.           Description of Business-------------------------------------3
Item 2.           Description of Property-------------------------------------4
Item 3.           Legal Proceedings-------------------------------------------4
Item 4.           Submission of Matters to a Vote of Unit Holders-------------4


                                     PART II

Item 5.           Market for the Registrant's Common Equity
                      and Related Stockholders Matters------------------------4
Item 6.           Management's Discussion and Analysis of Financial
                      Condition and Results of Operations---------------------5
Item 7.           Financial Statements----------------------------------------7
Item 8.           Changes in and Disagreements with Accountants
                      on Accounting and Financial Disclosure-----------------19
Item 8A.          Controls and Procedures------------------------------------19


                                    PART III

Item 9.           Directors and Executive Officers of the Registrant---------20
Item 10.          Executive Compensation-------------------------------------21
Item 11.          Security Ownership of Certain Beneficial Owners
                      and Management and Related Stockholder Matters---------22
Item 12.          Certain Relationships and Related Transactions-------------22
Item 13.          Exhibits---------------------------------------------------22
Item 14.          Principal Accountant Fees and Services---------------------22

                  Signatures-------------------------------------------------23


                                       2

<PAGE>


                                     PART I

Item 1. Description of Business
-------------------------------
Telecommunications Income Fund X, L.P., an Iowa limited partnership (the
"Partnership"), was organized on April 20, 1993. The general partner is
Commercial Power Finance, Inc. (the "General Partner"), which changed its name
from Berthel Fisher & Company Leasing, Inc. in March 2004, an Iowa corporation
that has been in operation since 1988. The Partnership's business and the
executive offices of the General Partner are located at 701 Tama Street, Marion,
Iowa 52302. Substantially all of the voting stock of the General Partner is
owned by Berthel Fisher & Company ("Berthel Fisher").

The Partnership began offering units to the public on August 27, 1993 and
continued to offer units to the public through December 31, 1994. The
Partnership was scheduled to operate until December 31, 2002 unless dissolved
sooner due to the occurrence of any of the following events: (i) the vote by
limited partners owning a majority of the Partnership in accordance with the
Partnership Agreement; (ii) the withdrawal, bankruptcy, or dissolution and
liquidation or other cessation to exist as a legal entity of the General Partner
(unless any successor general partner elected in accordance with the provisions
of the Partnership Agreement elects to continue the business of the
Partnership); (iii) the final distribution of all liquidating distributions
among the limited partners pursuant to the Partnership Agreement; or (iv) the
sale or disposition of all or substantially all of the assets of the Partnership
without the subsequent reinvestment in equipment. The Partnership did not
liquidate by December 31, 2002 and did not ask the limited partners to vote via
a proxy statement to extend the Partnership; therefore the Partnership will be
liquidated as soon as feasibly possible.

The business of the Partnership is the acquisition and leasing of equipment,
primarily telecommunications equipment such as pay telephones and call
processing equipment. The Partnership began its primary business activities on
September 29, 1993. The Partnership entered its liquidation phase on December
31, 1999.

A significant portion of the Partnership's business is with customers who are in
the telecommunications industry. The telecommunications industry, particularly
the pay telephone and long distance facets of the industry, is heavily regulated
by the Federal Communications Commission ("FCC") and by various state public
utility commissions. Regulation is not directed at the ownership or leasing of
telecommunications equipment, but is focused primarily on the business of the
Partnership's customers that operate in the telecommunications industry.
Generally, regulation affects rates that can be charged and the relationship of
the regional Bell operating companies to the rest of the pay telephone industry.
Management does not expect regulation to have any significant negative impact
upon the business of the Partnership.

The principle objective of the Partnership is obtaining value from the sale and
collection of the Partnership's portfolio of notes receivable and sale of other
assets during the liquidating phase (the period during which the General Partner
will liquidate the Partnership assets) and providing distributions to the
partners during the liquidating phase.

The Partnership acquired primarily telecommunications equipment (specifically
pay telephones and call processing equipment) and leased the equipment to third
parties generally under full payout leases. The Partnership also acquired other
types of equipment generally subject to full payout leases. Full payout leases
are leases that are expected to generate gross rental payments sufficient to
recover the purchase price of the equipment and any overhead and acquisition
costs.

Equipment acquired by the Partnership is installed in various locations by the
lessees. When the lessee installs the equipment in a location, a site location
agreement gives the lessee the right to have the equipment at this site for a

                                       3

<PAGE>


specified period of time. These site location agreements generally have a three
to five year term. The Partnership, in addition to its ownership of the
equipment, takes an assignment of and a first security interest in these site
location agreements. Therefore, if a lessee defaulted, the Partnership could
have the ability to re-sell or re-lease the equipment in place. This "in place"
value is generally much higher than the residual value of the equipment. The
telecommunications equipment generates revenue primarily through long distance
phone calls. The Partnership's lessee generally receives long distance revenue
from a contracted third party billing company. The Partnership also takes an
assignment of this revenue.

The General Partner acquired and approved leases on behalf of the Partnership.
The General Partner established guidelines to use in approving lessees.
Generally, before any lease was approved, there was a review of the potential
lessees' financial statements, credit references were checked, and outside
business and/or individual credit reports were obtained.

The Partnership's leases and notes receivable are concentrated in pay telephones
and represented 100% of the portfolio for the periods ended December 31, 2004
and 2003.

Two customers accounted for 100% of the Partnership's notes receivable portfolio
at December 31, 2004 and 2003. The Partnership operates in one segment.

The Partnership has no employees and utilizes the administrative services of the
General Partner for which it pays an administrative service fee.

Item 2. Description of Property
-------------------------------
The Partnership does not own or lease any real estate. The Partnership's
materially important assets consist entirely of equipment under lease, primarily
telecommunications equipment, as described in Item 1.

Item 3. Legal Proceedings
-------------------------
None.

Item 4. Submission of Matters to a Vote of Unit Holders
-------------------------------------------------------
No matters were submitted to a vote of limited partners, through the
solicitation of proxies or otherwise during the year covered by this report.



                                     PART II

Item 5. Market for the Registrant's Common Equity and Related Stockholder
-------------------------------------------------------------------------
Matters
-------
The Registrants' Units are not publicly traded. There is no market for the
Registrant's Units and it is unlikely that any will develop. The General Partner
will resist the development of a public market for the Units.

                                                  Number of Partners
          Title of Class                          at January 27, 2005
          -----------------------------------------------------------
          Limited Partners                                1,557
          General Partner                                     1

Through December 31, 2004, $17,867,518 has been paid in distributions to
partners during the life of the Partnership. Distributions to partners on a per
unit basis were $.93 in 2004, $.92 in 2003, $0 in 2002, $11.93 in 2001, and
$32.14 in 2000.

                                       4

<PAGE>
<TABLE>
<CAPTION>


Item 6. Management's Discussion and Analysis of Financial Condition and
-----------------------------------------------------------------------
Results of Operations
---------------------

Selected Financial Data
                                                  YEAR ENDED DECEMBER 31 (Liquidation Basis)
-------------------------------------------------------------------------------------------------------------------
                                     2004              2003              2002             2001             2000
-------------------------------------------------------------------------------------------------------------------
<S>                            <C>               <C>              <C>               <C>              <C>
   Total Assets                $     145,514     $     315,736    $      342,186    $     693,649    $    5,418,769
   Distributions to Partners          80,000            80,000               -0-        1,049,864         2,850,000
   Distributions per Unit                .93               .92               -0-            11.93             32.14
   Change in net assets, excluding
     distributions and withdrawals   (48,979)          126,862         (244,542)       (3,325,478)         (170,052)

The selected financial data was derived from the liquidation basis financial
statements of the Partnership as of and for the years noted above. As of
December 31, 1999, the Partnership adopted the liquidation basis of accounting.
Under liquidation basis accounting, assets are presented at estimated net
realizable value and liabilities are presented at estimated settlement amounts.
The above selected financial data should be read in connection with the
financial statements and related notes appearing elsewhere in this report.

Critical Accounting Policy
The Partnership's financial statements are prepared in accordance with
accounting principles generally accepted in the United States of America. The
financial information contained within these statements is, to a significant
extent, financial information that is based on approximate measures of the
financial effects of transactions and events that have already occurred. Based
on its consideration of accounting policies that involve the most complex and
subjection decisions and assessments, management has identified it most critical
accounting policies to be those related to the allowance for possible loan and
lease losses and the reserve for estimated costs incurred during the period of
liquidation. The Partnership's allowance for possible loan and lease loss and
the reserve for estimated costs incurred during the period of liquidation
methodology incorporates a variety of risk considerations, both quantitative and
qualitative in establishing an allowance for possible loan and lease losses that
management believes is appropriate at each reporting date. Quantitative factors
for the allowance for possible loan and lease loss include the Partnership's
historical loss experience, delinquency trends, collateral values and other
factors. Quantitative factors also incorporate known information about
individual loans and leases. Quantitative factors for the reserve for estimated
costs incurred during the period of liquidation include management's historical
experience and estimated future costs. Qualitative factors for both the
allowance and the reserve include the general economic environment in the
Partnership's markets, including economic conditions throughout the Midwest and
in particular the state of the telecommunications industry. Management may
report a materially different amount for the provision for loan and lease losses
and the reserve for estimated cost incurred during the period of liquidation in
the statement of changes in net assets (liquidation basis) to change the
allowance for possible loan and lease losses and the reserve for estimated cost
incurred during the period of liquidation if its assessment of the above factors
were different. Although management believes the levels of the allowance and the
reserve as of both December 31, 2004 and 2003 were adequate to absorb losses
inherent in the loan and lease portfolio, a decline in local economic
conditions, or other factors, could result in increasing losses that cannot be
reasonably predicted at this time.

Results of Operations
On December 31, 1999, the Partnership ceased reinvestment in equipment and
leases and began the orderly liquidation of the Partnership in accordance with
the partnership agreement. As a result, the financial statements beginning with
that date have been presented under the liquidation basis of accounting. Under
the liquidation basis of accounting, assets are stated at their estimated net
realizable values and liabilities are stated at their anticipated settlement
amounts.

                                       5
</TABLE>

<PAGE>


As discussed above, the Partnership is in liquidation and does not believe a
comparison of results would be meaningful. The Partnership realized $9,714 in
income from direct financing leases, notes receivable, and other income during
2004. Management decreased its estimate of the liquidation value of net assets
during 2004 by $58,693. This decrease resulted primarily from the following: a
decrease in the estimated value of equity securities of $77,246, an increase in
the estimated net realizable value of the notes receivable and other assets of
$38,553, and an increase in the reserve for estimated costs during the period of
liquidation of $20,000. The Partnership has accrued the estimated expenses of
liquidation including legal and accounting fees, administrative fees, and data
processing and other expenses, which is $39,594 at December 31, 2004. The
General Partner reviews this estimate and will adjust quarterly, as needed.

Management is attempting to liquidate the remaining assets of the Partnership as
soon as feasibly possible while trying to obtain the highest proceeds possible.
The Partnership will make distributions to the partners, to the extent cash is
available, as notes receivable, equity securities, and other assets are
collected or sold. The valuation of assets and liabilities necessarily requires
many estimates and assumptions and there are uncertainties in carrying out the
liquidation of the Partnership's net assets. The actual value of the liquidating
distributions will depend on a variety of factors, including the actual timing
of distributions to the partners. The actual amounts are likely to differ from
the amounts presented in the financial statements. Through December 31, 2004,
there have been distributions totalling $17,867,518. As of December 31, 2004 the
Partnership had $46,069 of cash on hand.

As of December 31, 2004, no customers were over 90 days past due. When payments
are past due more than 90 days, the Partnership discontinues recognizing income
on those customer contracts. Management believes its reserves are adequate as of
December 31, 2004. Management will monitor any past due contracts and take the
necessary steps to protect the Partnership's investment.

The General Partner is engaged directly for its own account in the business of
acquiring and leasing equipment. The General Partner serves as the general
partner of Telecommunications Income Fund IX, L.P. ("TIF IX") and
Telecommunications Income Fund XI, L.P. ("TIF XI"), publicly owned limited
partnerships that are engaged in the equipment leasing business. TIF IX
dissolved during 2004. Also, an affiliate of the General Partner is the general
partner of a privately offered active limited partnership. As of December 31,
2004, the net proceeds of the private program and TIF XI have been invested in
specific equipment. The activities of the General Partner, in regards to its
other leasing activities, has had no impact on the Partnership to date in
management's opinion.

The General Partner is not aware of any regulatory issues that may have a
substantial negative impact on the telecommunications businesses to whom the
Partnership leases equipment. There are and will continue to be regulatory
issues in the telecommunications industry that the General Partner will monitor.

Liquidity and Capital Resources
The Partnership is required to establish working capital reserves of no less
than 1% of the total capital raised to satisfy general liquidity requirements,
operating costs of equipment, and the maintenance and refurbishment of
equipment. At December 31, 2004, that working capital reserve, as defined, would
be $226,025. Actual cash on hand at December 31, 2004 was $46,069. However, upon
entering the liquidation phase, the General Partner has prioritized the
liquidation of assets and distributing remaining proceeds to the partners.
Management believes that the cash on hand at December 31, 2004 and the expected
repayments of notes receivable is sufficient to satisfy current operating
expenses and costs of the Partnership.

                                       6

<PAGE>


The Partnership will continue to liquidate its assets in an orderly manner to
achieve the highest price possible for the partners and make distributions as
cash becomes available through sales of assets or collections of notes
receivable.

Market Risk
The table below provides information about the Partnership's not readily
marketable equity security that is sensitive to price changes as of December 31,
2004.

                                                   Carrying Amount   Fair Value
                                                   ---------------   ----------
     Common Stock-Polar Molecular Holding Corp.     $    43,661      $    43,661
                                                    ===========      ===========

The Partnership's general strategy in owning equity securities is long-term
growth in the equity value of emerging companies in order to increase the rate
of return to the limited partners over the life of the Partnership. The primary
risk of the security held is derived from the underlying ability of the company
invested in to satisfy debt obligations and their ability to maintain or improve
common equity values. Polar has historically had operating losses, and
therefore, the equity price can be volatile. The Partnership holds 1,343,407
shares of Polar and at December 31, 2004, the total amount at risk was $43,661.
Polar is valued at the market price less a discount for the lack of
marketability. No assurance can be given that any value can be realized from
this investment.

The table below provides information about the Partnership's notes receivable
that are sensitive to changes in interest rates. The table presents the
principal amounts and weighted average interest rates by expected maturity date
as of December 31, 2004.

                                            Assets
                             ---------------------------------
          Expected              Fixed Rate          Average
        Maturity Date        Notes Receivable    Interest Rate
        -------------        ----------------    -------------
         2005                  $      85,542          8.1%
         2006                          4,891          9.5%
                               -------------
         Total                 $      90,433
                               =============

         Fair Value            $      45,216
                               =============

The Partnership manages interest rate risk, its primary market risk exposure
with respect to notes receivable, by limiting the terms of notes receivable to
no more than five years.


Item 7. Financial Statements
----------------------------
The following financial statements and related information as of and for the
years ended December 31, 2004 and 2003 are included in Item 7:

     Report of Independent Registered Public Accounting Firm

     Statements of Net Assets as of December 31, 2004 and 2003 (Liquidation
       Basis)

     Statements of Changes in Net Assets (Liquidation Basis) for the Years Ended
       December 31, 2004 and 2003

     Statements of Cash Flows for the Years Ended December 31, 2004 and 2003

     Notes to Financial Statements

                                       7

<PAGE>


McGladrey & Pullen
Certified Public Accountants



Report of Independent Registered Public Accounting Firm


To the Partners
Telecommunications Income Fund X, L.P.
Marion, Iowa

We have audited the accompanying statement of net assets (liquidation basis) of
Telecommunications Income Fund X, L.P. (the "Partnership") as of December 31,
2004 and 2003, and the related statements of changes in net assets (liquidation
basis) and of cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

As discussed in Note 1 to the financial statements, the Partnership agreement
required that the orderly liquidation of the Partnership's net assets to begin
on December 31, 1999, and the Partnership commenced liquidation shortly
thereafter. As a result, the Partnership changed its basis of accounting from
the going-concern basis to the liquidation basis effective December 31, 1999.

In our opinion, such financial statements present fairly, in all material
respects, the net assets of Telecommunications Income Fund X, L.P. as of
December 31, 2004 and 2003, and the changes in its net assets and its cash flows
for the year then ended, in conformity with U.S. generally accepted accounting
principles on the basis described in Note 1.

As discussed in Note 1 to the financial statements, because of the inherent
uncertainty of valuation when an entity is in liquidation, the amounts
realizable from the disposition of the remaining assets may differ materially
from the amounts shown in the accompanying financial statements.

                                            /s/  McGladrey & Pullen, LLP
                                            -----------------------------------
                                                 McGladrey & Pullen, LLP

Cedar Rapids, Iowa
January 21, 2005


McGladrey & Pullen, LLP is a member firm of RSM International - an affiliation
of separate and independent legal entities.

                                       8

<PAGE>
<TABLE>
<CAPTION>


Telecommunications Income Fund X, L.P.

Statements of Net Assets (Liquidation Basis)
December 31, 2004 And 2003



Assets                                                           2004       2003
----------------------------------------------------------------------------------
<S>                                                            <C>        <C>
Cash and cash equivalents                                      $ 46,069   $111,642
Not readily marketable equity security (Note 2)                  43,661    120,907
Notes receivable (Notes 3 and 4)                                 45,216     60,009
Other assets                                                     10,568     23,178
                                                               --------   --------
                                                               $145,514   $315,736
                                                               ========   ========


Liabilities and Net Assets
----------------------------------------------------------------------------------

Accounts payable                                               $  3,040   $ 21,796
Reserve for estimated costs during the period of liquidation     39,594     61,900
                                                               --------   --------
                                                                 42,634     83,696
                                                               --------   --------


Net assets                                                      102,880    232,040
                                                               --------   --------
                                                               $145,514   $315,736
                                                               ========   ========


See Notes to Financial Statements.

                                       9
</TABLE>

<PAGE>


Telecommunications Income Fund X, L.P.

Statements of Changes in Net Assets (Liquidation Basis)
Years Ended December 31, 2004 And 2003



--------------------------------------------------------------------------------

Net assets, December 31, 2002                                         $ 186,548
Income from direct financing leases                                         157
Interest and other income                                                18,793
Change in estimate of liquidation value of net assets (Note 1)          107,912
Distributions to partners ($.92 per unit) (Note 5)                      (80,000)
Withdrawals of limited partners                                          (1,370)
                                                                      ---------
Net assets, December 31, 2003                                           232,040
Interest and other income                                                 9,714
Change in estimate of liquidation value of net assets (Note 1)          (58,693)
Distributions to partners ($.93 per unit) (Note 5)                      (80,000)
Withdrawals of limited partners                                            (181)
                                                                      ---------
Net assets, December 31, 2004                                         $ 102,880
                                                                      =========


See Notes to Financial Statements

                                       10

<PAGE>
<TABLE>
<CAPTION>


Telecommunications Income Fund X, L.P.

Statements of Cash Flows
Years Ended December 31, 2004 And 2003


                                                                  2004         2003
-------------------------------------------------------------------------------------
<S>                                                            <C>          <C>
Cash Flows from Operating Activities:
  Change in net assets excluding distributions and
    withdrawals                                                $ (48,979)   $ 126,862
Adjustments to reconcile to net cash (used in)
    operating activities:
    Liquidation basis adjustments                                 58,693     (107,912)
    Changes in operating assets and liabilities:
       Other assets                                               25,143       32,858
       Accounts payable                                          (18,756)     (13,001)
       Reserve for estimated costs during liquidation period     (42,306)     (91,835)
                                                               ---------    ---------
       Net cash (used in) operating activities                   (26,205)     (53,028)
                                                               ---------    ---------

Cash Flows from Investing Activities:
  Repayments of direct financing leases                             --          2,960
  Proceeds from sale or termination of direct
    financing leases                                                --         65,915
  Repayments of notes receivable                                  40,813      128,757
  Net lease security deposits paid                                  --           (592)
                                                               ---------    ---------
       Net cash provided by investing activities                  40,813      197,040
                                                               ---------    ---------

Cash Flows (Used In) Financing Activities,
  Distributions and withdrawals paid to partners                 (80,181)     (81,370)
                                                               ---------    ---------

       Net increase (decrease) in cash and
       cash equivalents                                          (65,573)      62,642

Cash and cash equivalents:
  Beginning                                                      111,642       49,000
                                                               ---------    ---------
  Ending                                                       $  46,069    $ 111,642
                                                               =========    =========


See Notes to Financial Statements.

                                          11
</TABLE>

<PAGE>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------

Note 1.  Nature of Business and Significant Accounting Policies

Nature of business:

     Telecommunications Income Fund X, L.P. (the "Partnership") was formed on
     April 20, 1993 under the Iowa Limited Partnership Act. The general partner
     is Commercial Power Finance, Inc. (the "General Partner"), which changed
     its name from Berthel Fisher & Company Leasing, Inc. in March 2004, an Iowa
     corporation. During its offering period, the Partnership sold 90,470 units
     of partnership interests at a price per unit of $250.

     The Partnership operates in one segment. The Partnership's operations are
     conducted throughout the United States. The Partnership primarily acquired
     equipment for lease to third parties under a direct finance arrangement.
     Certain agreements exceed 10% of the Partnership's direct finance lease
     portfolio (see Note 3). The Partnership ceased reinvestment in equipment
     and leases and began the orderly liquidation of Partnership assets on
     January 1, 2000 as required by the Partnership agreement. The Partnership
     was required to dissolve on December 31, 2002 (see Note 5). State law
     allows the Partnership a reasonable period of time to complete the
     dissolution.

Significant accounting policies:

     Basis of presentation: The Partnership began the orderly liquidation of
     Partnership assets in January 2000 as discussed above. As a result, on
     December 31, 1999 the Partnership adopted the liquidation basis of
     accounting. The statements of net assets and the statements of changes in
     net assets have been prepared on the liquidation basis. Accordingly, assets
     have been valued at an estimated net realizable value and liabilities
     include estimated costs associated with carrying out the plan of
     liquidation.

     Changes in the estimated liquidation value of net assets during the years
     ended December 31, 2004 and 2003 are summarized as follows:

                                                         2004           2003
                                                       ---------      ---------

       Change in estimate of liquidation value of:
         Securities                                    $ (77,246)     $  61,657
         Direct financing leases and notes receivable     26,020         55,356
         Other assets                                     12,533         24,385
         Reserve for estimated costs during the
         period of liquidation                           (20,000)       (33,486)
                                                       ---------      ---------
                                                       $ (58,693)     $ 107,912
                                                       =========      =========


     The valuation of assets and liabilities necessarily requires many estimates
     and assumptions and there are uncertainties in carrying out the liquidation
     of the Partnership's net assets. The actual value of the liquidating
     distributions will depend on a variety of factors, including the actual
     timing of distributions to partners. The actual amounts are likely to
     differ from the amounts presented in the financial statements.

                                       12

<PAGE>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 1.   Nature of Business and Significant Accounting Policies (Continued)


     Use of estimates: The preparation of financial statements in conformity
     with accounting principles generally accepted in the United States of
     America requires management to make estimates and assumptions that affect
     the reported amounts of assets and liabilities and disclosure of contingent
     assets and liabilities at the date of the financial statements and the
     reported amounts of revenues and expenses during the reporting period.
     Actual results could differ significantly from those estimated. Material
     estimates that are particularly susceptible to significant change in the
     near-term relate to the determination of the net realizable values of the
     Partnership's assets and the reserve for estimated costs during the period
     of liquidation.

     The Partnership's equity security at December 31, 2004 consists of a common
     stock investment in one company. A prospective buyer may require a
     substantially lower price than currently estimated and the prospects of
     this company may deteriorate. These factors, among others, could have a
     material near-term impact on the net realizable value of its equity
     security.

     The Partnership's notes receivable are with customers who are in the
     entrepreneurial stage and, therefore, are highly leveraged and require
     financing in place of or to supplement financing from banks. Also, the
     market for pay telephone equipment is volatile. Although the Partnership
     attempts to mitigate its credit risk through timely collection efforts,
     failure of the Partnership's customers to make scheduled payments under
     their equipment leases and notes receivable could have a material near-term
     impact on the net realizable value of leases and notes receivable.

     Certain risk concentrations: The Partnership's notes receivable are
     concentrated in the pay telephone/ telecommunications industry and
     represent 100% of the notes receivable as of December 31, 2004 and 2003.

     Two customers account for 100% of the Partnership's notes receivable
     portfolio at December 31, 2004 and 2003.

     Related party transactions: In fulfilling its role as general partner,
     Commercial Power Finance, Inc. enters into transactions with the
     Partnership in the normal course of business. Further, the Partnership also
     enters into transactions with affiliates of Commercial Power Finance, Inc.
     These transactions are set forth in the notes that follow. Management is of
     the opinion that these transactions are in accordance with the terms of the
     Agreement of Limited Partnership.

     Cash and cash equivalents: The Partnership considers all highly liquid
     investments with a maturity of three months or less when purchased to be
     cash equivalents.

     Equity security: The Partnership's common equity security is restricted as
     to the sale in the public market under rules of the Securities and Exchange
     Commission. The common equity security is valued at an estimated discount
     from the published market price reflective of its more illiquid nature.

                                       13

<PAGE>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 1.   Nature of Business and Significant Accounting Policies (Continued)


     Net investment in direct financing leases: The Partnership's primary
     activity consists of leasing telecommunications equipment under direct
     financing leases generally over a period of three to five years. At the
     time of closing a direct financing lease, the Partnership recorded the
     gross lease contract receivable, the estimated unguaranteed residual value,
     and unearned lease income. The unearned lease income represents the excess
     of the gross lease receivable plus the estimated unguaranteed residual
     value over the cost of the equipment leased. In addition, the Partnership
     capitalized all initial direct costs associated with originating the direct
     financing lease. The unearned income and initial direct costs are amortized
     to income over the lease term so as to produce a constant periodic
     rate-of-return on the net investment in the lease. Lessees are responsible
     for all taxes, insurance, and maintenance costs.

     The realization of the estimated unguaranteed residual value of leased
     equipment depends on the value of the leased equipment at the end of the
     lease term and is not a part of the contractual agreement with the lessee.
     Estimated residual values are based on estimates of amounts historically
     realized by the Partnership for similar equipment and are periodically
     reviewed by management for possible impairment.

     Notes receivable: Notes receivable are carried at the principal balance
     outstanding. Interest income on notes receivable is accrued based on the
     principal amount outstanding.

     Allowance for possible loan and lease losses: The Partnership performed
     credit evaluations prior to approval of a loan and lease. Subsequently, the
     creditworthiness of the customer and the value of the underlying assets are
     monitored on an ongoing basis. Under its lease agreements, the Partnership
     retains legal ownership of the leased asset. The Partnership maintains an
     allowance for possible loan and lease losses which could arise should
     customers become unable to discharge their obligations under the loan and
     lease agreements. The allowance for possible loan and lease losses is
     maintained at a level deemed appropriate by management to provide for known
     and inherent risks in the loan and lease portfolio. The allowance is based
     upon a continuing review of past loss experience, current economic
     conditions, delinquent loans and leases, an estimate of potential loss
     exposure on significant customers in adverse situations, and the underlying
     asset value. The consideration of such future potential losses also
     includes an evaluation for other than temporary declines in value of the
     underlying assets. Loans and leases, which are deemed uncoIIectible, are
     charged off and deducted from the allowance. The provision for possible
     loan and lease losses and recoveries are added to the allowance.

     Net realizable value of net investment in direct financing leases and notes
     receivable: Management, in arriving at the net realizable value of the
     Partnership's net investment in direct financing leases and notes
     receivable, considered the contractual repayment schedule, the estimated
     duration of the liquidation period, the customer and industry concentration
     risks, and interest rate levels, among other factors, in arriving at a
     discount to apply to the portfolio to estimate its net realizable value.

     Tax status: Under present income tax laws, the Partnership is not liable
     for income taxes, as each partner recognizes a proportionate share of the
     Partnership's income or loss in their income tax return. Accordingly, no
     provision for income taxes is made in the financial statements of the
     Partnership.

     Distributions per partnership unit: Distributions per partnership unit are
     based on the weighted average number of units outstanding (including both
     General and limited partners' units).

                                       14

<PAGE>
<TABLE>
<CAPTION>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 2.   Equity Security

The Partnership's not readily marketable equity security consists of the
following at December 31, 2004 and 2003:


                                                              2004        2003
                                                            --------    --------
1,343,407 shares of common stock of Polar Molecular
Holding Corporation ("Polar")                               $ 43,661    $120,907
                                                            --------    --------
                                                            $ 43,661    $120,907
                                                            ========    ========

In July 2003, Murdock Communications Corporation merged with Polar, a company
that has historically had operating losses, and therefore, the equity price can
be volatile. The Partnership holds 1,343,407 shares of Polar and as of December
31, 2004, the total amount at risk was $43,661. Polar is valued at the market
price less a discount for the lack of marketability. No assurance can be given
that any value can be realized from this investment.

Note 3.   Notes Receivable

The Partnership's notes receivable consists of the following at December 31,
2004 and 2003:
                                                                2004         2003
                                                              ---------    ---------
<S>                                                           <C>          <C>
  Notes receivable collateralized by payphones, 8.35% average
     rate, maturing in 2005 through 2006                      $  90,433    $ 120,009
  Adjustment to net realizable value                            (45,217)     (60,000)
                                                              ---------    ---------
          Notes receivable                                    $  45,216    $  60,009
                                                              =========    =========

At December 31, 2004, the contractual maturities of notes receivable was as
follows:

  Year ending December 31:
    2005                                                      $  85,542
    2006                                                          4,891
                                                              ---------
                                                              $  90,433
                                                              =========

                                       15
</TABLE>

<PAGE>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 4.   Allowance for Possible Loan and Lease Losses

The changes in the allowance for p[ossible loan and lease losses for the years
ended December 31, 2004 and 2003 are as follows:

                                                        2004             2003
                                                      --------         --------

  Balance, beginning                                  $ 83,100         $ 68,541
    Provision                                          (38,553)         (29,723)
    Charge-offs, net of recoveries                      11,237           44,282
                                                      --------         --------
  Balance, ending                                     $ 55,784         $ 83,100
                                                      ========         ========

The allowance for possible loan and lease losses consisted of a general
unallocated allowance of $55,784 and $83,100, respectively, at December 31, 2004
and 2003. As of December 31, 2004, $45,217 of the allowance is included in the
net realizable value adjustment discussed in Note 3; the remainder of $10,567 is
applied to the other assets. As of December 31, 2003, $60,000 of the allowance
is included in the net realizable value adjustment discussed in Note 3; the
remainder of $23,100 is applied to the other assets.

Note 5.  Limited Partnership Agreement

The Partnership was formed pursuant to an Agreement of Limited Partnership dated
as of April 20, 1993 and amended August 12, 1993 (the "Agreement"). The
Agreement outlines capital contributions to be made by the partners and the
allocation of cash distributions, net income, and net loss to the partners.
Capital contributions by the partners to the Partnership consist of the $10,000
contributed by the General Partner and the amounts contributed by limited
partners for the purchase of their units.

Net income or net loss allocated to the limited partners will be apportioned
among them based on the number of limited partnership units held and on the
number of months within the respective year that such units were held. Any share
of Partnership net loss will first be allocated to the limited partners to the
extent of their positive capital account balances. Any share of additional net
loss will be allocated to the General Partner. Any Partnership net income will
first be allocated to partners with negative capital accounts in proportion to,
and to the extent of, such negative capital accounts. Except as provided below,
any additional net income will then be allocated to the General Partner and
limited partners based on number of units held. During liquidation of the
Partnership, when cash distributions are to be made 80% to the limited partners
and 20% to the General Partner (see below), net income will be allocated 80% to
the limited partners and 20% to the General Partner.

During the Partnership's operating phase, to the extent there is cash available
for distribution, cash distributions will be made on a monthly basis in the
following order of priority: first, to reimburse the General Partner for
administrative services it provides to the Partnership, as further described in
the Agreement (see Note 6); second, to the limited partners up to amounts
representing a 10.8% cumulative annual return on their adjusted capital
contribution (as defined); and, third, to the General Partner, representing a
monthly equipment management fee of 5% of the gross rental payments received by
the Partnership. To the extent that cash is not available to pay all or a
portion of the equipment management fee pursuant to the above priority
distributions, such fee will accrue and accumulate. Any remaining cash
distributions after payment of the above (including arrearages) will be paid, at
the discretion of the General Partner, to the limited partners.

                                       16

<PAGE>
<TABLE>
<CAPTION>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 5.       Limited Partnership Agreement (Continued)


During the Partnership's liquidation phase, cash available for distribution will
be distributed in the following order of priority: first, for payment of the
General Partner's administrative services expense described above; second, to
the limited partners for any arrearage in their 10.8% cumulative priority
return; third, to the limited partners for 100% of their adjusted capital
contributions; fourth, to the limited partners, distributions totaling 10.8%
annually, noncompounded, on their adjusted capital contributions; fifth, to the
General Partner for any arrearage in its equipment management fee; and, sixth,
80% to the limited partners and 20% to the General Partner (provided, however,
that the General Partner will not receive such amounts unless the limited
partners have received total distributions equal to their capital contribution
plus a 10.8% annualized return).

Note 6.  Administrative Services Agreement

The General Partner is reimbursed for certain other costs under an
administrative services agreement. Amounts incurred by the Partnership pursuant
to this agreement amounted to $6,000 and $42,000 for the years ended December
31, 2004 and 2003, respectively.

Note 7.  Reconciliation of Financial and Income Tax Reporting Basis

A reconciliation of the change in net assets (excluding distributions and
withdrawals) for financial reporting purposes with net income (loss) reported
for income tax purposes for the years ended December 31, 2004 and 2003 is as
follows:

                                                   2004                       2003
                                          ----------------------      ----------------------
                                           Amount        Per Unit      Amount       Per Unit
                                          ---------      -------      ---------     --------
<S>                                       <C>            <C>          <C>           <C>
Change in net assets (excluding
  distributions and withdrawals)
  for financial reporting purposes        $ (48,979)     $  (.57)     $ 126,862     $   1.47
Adjustments to convert direct
  financing leases to operating
  leases for income tax purposes               --         --              2,104          .02
Net change in allowance for
  possible loan and lease losses            (27,316)        (.32)       230,314         2.66
Net realizable value adjustments             54,938          .64       (107,912)       (1.25)
                                          ---------      -------      ---------     --------
          Net income (loss) for
          income tax reporting
          purposes                        $ (21,357)     $  (.25)     $ 251,368     $   2.90
                                          =========      =======      =========     ========

                                              17
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


Telecommunications Income Fund X, L.P.
Notes to Financial Statements

--------------------------------------------------------------------------------


Note 8.   Quarterly Financial Information (Unaudited)


                                         First       Second        Third       Fourth       Total
                                       -------------------------------------------------------------
                                                                    2004
                                       -------------------------------------------------------------
<S>                                    <C>          <C>          <C>          <C>          <C>
Income from direct financing leases,
  interest and other income            $   2,717    $   2,487    $   2,347    $   2,163    $   9,714
Distributions                               --           --           --        (80,000)     (80,000)
Withdrawals of limited partners             --           (103)         (78)        --           (181)
Change in estimate of liquidation
  value of net assets                     63,963     (110,832)     (47,019)      35,195      (58,693)
                                       ---------    ---------    ---------    ---------    ---------
                                       $  66,680    $(108,448)   $ (44,750)   $ (42,642)   $(129,160)
                                       =========    =========    =========    =========    =========

The change in estimate of liquidation value of net assets in the fourth quarter
is due to a decrease in the provision for possible loan and lease losses of
approximately $39,000.

                                                                    2003
                                       -------------------------------------------------------------
Income from direct financing leases,
  interest and other income            $   7,104    $   3,457    $   5,632    $   2,757    $  18,950
Distributions                               --           --           --        (80,000)     (80,000)
Withdrawals of limited partners             (341)         (89)        --           (940)      (1,370)
Change in estimate of liquidation
  value of net assets                    (19,273)     139,236      (99,901)      87,850      107,912
                                       ---------    ---------    ---------    ---------    ---------
                                       $ (12,510)   $ 142,604    $ (94,269)   $   9,667    $  45,492
                                       =========    =========    =========    =========    =========

The change in estimate of liquidation value of net assets in the fourth quarter
is due to a decrease in the provision for possible loan and lease losses of
$79,723.

                                       18
</TABLE>

<PAGE>


Item 8. Changes in and Disagreements with Accountants on Accounting and
-----------------------------------------------------------------------
Financial Disclosure
--------------------
On October 13, 2003, Telecommunications Income Fund X, L.P. notified Deloitte &
Touche (Deloitte) that it would be dismissing Deloitte and appointing a new
independent certifying accountant for the current fiscal year. The Partnership
has engaged McGladrey & Pullen, LLP as its new independent certifying accountant
for the current fiscal year.

Prior to such notification, the Partnership did not consult with McGladrey &
Pullen, LLP regarding the application of accounting principles to a specific
completed or contemplated transaction or any matter that was either the subject
of a disagreement or a reportable event. The Partnership also did not consult
with McGladrey & Pullen, LLP regarding the type of opinion that might be
rendered on the Partnership's financial statements.

The report of Deloitte on the Partnership's financial statements for the fiscal
year ended December 31, 2002 contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope or
accounting principles other than the report included an explanatory paragraph as
to the uncertainty of valuation of an entity in liquidation and the amounts
realizable from the disposition of the remaining assets. In connection with its
audit for the fiscal year ended December 31, 2002 and the subsequent interim
accounting period preceding the Partnership's notification to Deloitte of its
intention to dismiss such firm, there has been no disagreements with Deloitte on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure that, if not resolved to the
satisfaction of Deloitte, would have caused such firm to make reference to the
subject matter of the disagreement(s) in connection with this report.

The Audit Committee of the Parent of the General Partner participated in and
approved the decision to change the Partnership's external auditors and the
Board made the appointment.


Item 8A. Controls and Procedures
--------------------------------
Evaluation of Disclosure Controls and Procedures
An evaluation was performed under the supervision and with the participation of
the Partnership's management, including the Chief Executive Officer (CEO) and
Chief Financial Officer (CFO), of the effectiveness of our disclosure controls
and procedures. Based on that evaluation, the CEO and CFO concluded that as of
the end of the period covered by this report, our disclosure controls and
procedures are effective to provide reasonable assurance that information
required to be disclosed by us in reports that we file or submit under the
Securities Exchange of 1934 is recorded, processed, summarized, and timely
reported as provided in the SEC's rules and forms.

Changes in Internal Controls
No changes occurred since the quarter ended September 30, 2004 in our internal
controls over financial reporting that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

                                       19

<PAGE>


                                    Part III

Item 9. Directors & Executive Officers of the Registrant
--------------------------------------------------------
A: The General Partner of the registrant:
         Commercial Power Finance, Inc., an Iowa corporation.

B: Executive officers of the General Partner of the Registrant:

Thomas J. Berthel (age 53) - Mr. Berthel is the Chief Executive Officer,
President, and Director of the General Partner, a position he has held since the
General Partner's inception in 1988. Mr. Berthel is also President and a
Director of the General Partner's parent, Berthel Fisher & Company ("Berthel
Fisher"), which he founded in 1985, and Berthel Fisher's other subsidiaries,
Berthel Fisher & Company Financial Services, Inc.; Berthel Fisher & Company
Management Corp.; Berthel Fisher & Company Planning, Inc.; and one other
corporation which acts as general partner of a separate private program. He also
serves as the Chairman of the Board and Director of Amana Colonies Golf Course,
Inc. Mr. Berthel holds a bachelor's degree from St. Ambrose College in
Davenport, Iowa (1974). From 1974 to 1982, Mr. Berthel was President and
majority shareholder of Insurance Planning Services Corporation in Maquoketa,
Iowa, which was engaged in the operation of a securities and insurance business.
Mr. Berthel holds a Financial and Operation Principal license issued by the
National Association of Securities Dealers, Inc. Mr. Berthel is also a Certified
Life Underwriter. Mr. Berthel also serves as an individual general partner of
the limited partnership referred to above. Mr. Berthel received a MBA degree
from the University of Iowa in 1993.

Ronald O. Brendengen (age 50) - Mr. Brendengen is the Treasurer, Chief Operating
Officer, Chief Financial Officer, and a Director (1988 to present) of the
General Partner. He was elected to his current offices in October 1996. He
served as Treasurer and Chief Financial Officer since October 1996. He has also
served as Secretary (1994 - March, 1995), Treasurer (1988 - August 1995) and
Chief Financial Officer (1994 - August 1995) of the General Partner. He served
as Controller (1985-1993), Treasurer (1987-present), Chief Financial Officer,
Secretary and a Director (1987-present), and was also elected Chief Operating
Officer in January 1998, of Berthel Fisher & Company, the parent company of the
General Partner. Mr. Brendengen serves as the Treasurer, Chief Financial Officer
and a Director of Berthel Fisher & Company Planning, Inc., the trust advisor of
Berthel Growth & Income Trust I, a company required to file reports pursuant to
the Securities Exchange Act of 1934. He also serves in various offices and as a
Director of each subsidiary of Berthel Fisher & Company. Mr. Brendengen holds a
certified public accounting certificate and worked in public accounting during
1984 and 1985. From 1979 to 1984, Mr. Brendengen worked in various capacities
for Morris Plan and MorAmerica Financial Corp., Cedar Rapids, Iowa. Mr.
Brendengen attended the University of Iowa before receiving a bachelor's degree
in Accounting and Business Administration with a minor in Economics from Mt.
Mercy College, Cedar Rapids, Iowa, in 1978.

                                       20

<PAGE>
<TABLE>
<CAPTION>


Item 10. Executive Compensation

Set forth is the information relating to all direct remuneration paid or accrued
by the Registrant during the last three years to the General Partner:


(A)                                     (B)             (C)                        (C1)             (C2)             (D)

                                                                                                    Securities of
                                                                                                    property
                                                                                                    insurance        Aggregate
                                                                                                    benefits or      of
                                                        Cash and Cash                               reimbursement    contingent
Name of individual                     Year             equivalent forms                            personal         or forms of
and capacities served                  Ended            of remuneration            Fees             benefits         remuneration
---------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>              <C>                        <C>              <C>              <C>
Commercial Power Finance, Inc.         2004             $0                         $     6,000      $0               $0
(General Partner)                      2003             $0                         $    42,000      $0               $0
                                       2002             $0                         $    54,000      $0               $0


                                                                21
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


Item 11. Security Ownership of Certain Beneficial Owners and Management and
---------------------------------------------------------------------------
Related Stockholder Matters
---------------------------

     (a)  No person owns of record, or is known by the Registrant to own
          beneficially, more than five percent of the Partnership Units.

     (b) The General Partner of the Registrant owns Units of the Registrant set
         forth in the following table.

      (1)                      (2)                                      (3)                     (4)
                      Name and Address of                     Amount and Nature of           Percent
Title of Class        Beneficial Ownership                    Beneficial Ownership           of Class
--------------        --------------------                    --------------------           --------
<S>                   <C>                                     <C>                            <C>
Units                 Commercial Power Finance, Inc.          Forty (40) Units;              0.05%
                      701 Tama Street                         sole owner.
                      Marion, IA 52302


Item 12. Certain Relationships and Related Transactions
-------------------------------------------------------
Related party transactions are described in Notes 5 and 6 of the notes to the
financial statements.


Item 13. Exhibits
-----------------

3,4 Amended and Restated Agreement of Telecommunications Income Fund X, L.P.
currently in effect dated as of August 19, 1993 incorporated herein by reference
to Exhibit A in the Partnership's registration statement on Form S-1, effective
August 27, 1993

31.1 Certification of Chief Executive Officer
31.2 Certification of Chief Financial Officer
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350
32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350


Item 14. Principal Accountant Fees and Services
-----------------------------------------------
Audit and Non-Audit Fees
The following table presents fees for professional services rendered by
McGladrey & Pullen, LLP for the audit of Telecommunications Income Fund X, L.P.
annual financial statements for the years ended December 31, 2004 and 2003, and
fees billed for other services rendered by McGladrey & Pullen, LLP and RSM
McGladrey, Inc. (an affiliate of McGladrey & Pullen, LLP).

                                        2004                    2003
                                        ----                    ----
Audit Fees (1)                      $    11,525             $     9,875
Audit-Related Fees                          -0-                     -0-
Tax Services (2)                          8,800                     -0-
All Other Fees                              -0-                     -0-
                                    -----------             -----------
                                    $    20,325             $     9,875
                                    ===========             ===========

(1) Audit fees consist of fees for professional services rendered for the audit
of Telecommunications Income Fund X, L.P.'s (the "Partnership") financial
statements and review of financial statements included in Partnership's
quarterly reports and services normally provided by the independent auditor in
connection with statutory and regulatory filings or engagements.

(2) Tax services consist of preparation of the Partnership's income tax returns.

                                       22
</TABLE>

<PAGE>


                                   SIGNATURES

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

                     TELECOMMUNICATIONS INCOME FUND X, L.P.
                     --------------------------------------
                                  (Registrant)

By Commercial Power Finance, Inc.

By:  /s/  Thomas J. Berthel                                 Date: March 15, 2005
   -------------------------------
          Thomas J. Berthel
          President

By Commercial Power Finance, Inc.

By:  /s/  Ronald O. Brendengen                              Date: March 15, 2005
    ------------------------------
          Ronald O. Brendengen
          Chief Financial Officer, Treasurer


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.

/s/  Thomas J. Berthel                                      Date: March 15, 2005
----------------------------------
     Thomas J. Berthel
     Chief Executive Officer
     President, Director
     Commercial Power Finance, Inc.
     Corporate General Partner

/s/  Ronald O. Brendengen                                   Date: March 15, 2005
----------------------------------
     Ronald O. Brendengen
     Treasurer, Director
     Commercial Power Finance, Inc.
     Corporate General Partner

/s/  Daniel P. Wegmann                                      Date: March 15, 2005
----------------------------------
     Daniel P. Wegmann
     Controller
     Commercial Power Finance, Inc.
     Corporate General Partner

/s/  Leslie D. Smith                                        Date: March 15, 2005
----------------------------------
     Leslie D. Smith
     Director
     Commercial Power Finance, Inc.
     Corporate General Partner

                                       23