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 period ended                        March 31, 2002
                     -----------------------------------------------------------

[ ] 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                               33-94458
                       ---------------------------------------------------------

                       ICON Cash Flow Partners L.P. Seven
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


    Delaware                                           13-3835387
--------------------------------------------------------------------------------
(State or other jurisdiction of                       (IRS Employer
incorporation or organization)                     Identification Number)


        100 Fifth Avenue New York, New York                       10011
--------------------------------------------------------------------------------
  (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.

                                               [   ] Yes     [ X ] No


<PAGE>


PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements

                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                           Consolidated Balance Sheets

                                   (unaudited)
<TABLE>

                                                        March 31,        December 31,
                                                          2002               2001
                                                          ----               ----
       Assets
<S>                                                    <C>              <C>
Cash                                                   $      37,283    $   2,333,871
                                                       -------------    -------------

Investment in finance leases
   Minimum rents receivable                                6,934,930        8,506,468
   Estimated unguaranteed residual values                 14,519,001       14,587,490
   Initial direct costs                                      124,815          196,525
   Unearned income                                          (627,262)      (1,043,118)
   Allowance for doubtful accounts                          (915,985)        (915,985)
                                                       -------------    -------------

                                                          20,035,499       21,331,380
                                                       -------------    -------------

Investment in operating leases
   Equipment at cost                                       9,678,415        9,678,415
   Accumulated depreciation                               (1,228,956)        (895,169)
                                                       -------------    -------------

                                                           8,449,459        8,783,246
                                                       -------------    -------------

Equipment held for sale or lease, net                     18,098,546       18,769,730
                                                       -------------    -------------

Net investment in leveraged leases                        27,881,070       27,290,900
                                                       -------------    -------------

Investment in estimated unguaranteed residual values      20,811,758       20,811,758
                                                       -------------    -------------

Investments in unconsolidated joint ventures               3,176,171        3,114,325
                                                       -------------    -------------

Other assets                                               1,844,905        1,899,697
                                                       -------------    -------------

Total assets                                           $ 100,334,691    $ 104,334,907
                                                       =============    =============

</TABLE>





                                                    (continued on next page)


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                     Consolidated Balance Sheets (Continued)

                                   (unaudited)

                                             March 31,      December 31,
                                               2002             2001
                                               ----             ----

     Liabilities and Partners' Equity

Notes payable - non-recourse               $  28,950,362    $  29,698,082
Notes payable - recourse                      22,608,645       21,286,774
Accounts payable - General Partner
  and affiliates                               2,849,518        3,895,849
Security deposits, deferred credits
  and other payables                           1,397,419        1,110,828
Minority interest in consolidated
  joint ventures                                  49,671           48,454
                                           -------------    -------------

                                              55,855,615       56,039,987
                                           =============    =============

Partners' equity (deficiency)
   General Partner                              (404,436)        (366,314)
   Limited partners (988,360 and 988,649
     units outstanding,
     $100 per unit original issue price)      44,883,512       48,661,234
                                           -------------    -------------

     Total partners' equity                   44,479,076       48,294,920
                                           -------------    -------------

Total liabilities and partners' equity     $ 100,334,691    $ 104,334,907
                                           =============    =============












See accompanying notes to consolidated financial statements.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                      Consolidated Statements of Operations

                      For the Three Months Ended March 31,

                                   (unaudited)

                                               2002             2001
                                               ----             ----
Revenues                                                     (restated)

Finance income                              $   457,069    $ 1,589,012
Rental income                                   285,096        186,000
   Income from leveraged leases                 590,170        552,119
Gain on sales of equipment                        8,138          5,310
Income from investments in
  unconsolidated joint ventures                 368,117        282,398
Interest income and other                        38,894          9,764
                                            -----------    -----------

   Total revenues                             1,747,484      2,624,603
                                            -----------    -----------

Expenses

   Depreciation expense                       1,004,971        108,072
   Interest                                     743,113      1,049,349
   General and administrative                   277,220        174,378
   Management fees - General Partner            504,403        833,053
   Administrative expense reimbursements-
     General Partner                            211,344        343,226
   Amortization of initial direct costs         131,710        182,887
   Minority interest expense                      1,217          1,250
                                            -----------    -----------

   Total expenses                             2,873,978      2,692,215
                                            -----------    -----------

Net loss                                    $(1,126,494)   $   (67,612)
                                            ===========    ===========

Net loss allocable to:
   Limited partners                         $(1,115,229)   $   (66,936)
   General Partner                              (11,265)          (676)
                                            -----------    -----------

                                            $(1,126,494)   $   (67,612)
                                            ===========    ===========

Weighted average number of limited
   partnership units outstanding                988,505        989,413
                                            ===========    ===========

Net loss per weighted average
   limited partnership unit                 $     (1.13)   $      (.07)
                                            ===========    ===========

See accompanying notes to consolidated financial statements.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Consolidated Statements of Changes in Partners' Equity

                  For the Three Months Ended March 31, 2002 and
                        the Year Ended December 31, 2001

                                   (unaudited)

                                   Limited Partner Distributions
<TABLE>

                                      Return of    Investment    Limited     General
                                       Capital       Income     Partners     Partner       Total
                                       -------       ------     --------     -------       -----
                                  (Per weighted average unit)

<S>                                     <C>          <C>      <C>            <C>         <C>
Balance at
   December 31, 2000                                         $  60,803,205  $ (251,521) $ 60,551,684

Limited partnership units
   redeemed (939 units)                                            (47,009)       -          (47,009)

Cash distributions to partners        $ 10.75       $ -        (10,632,716)   (100,023)  (10,732,739)

Net loss                                                        (1,462,246)    (14,770)   (1,477,016)
                                                             -------------  ----------  ------------
Balance at
   December 31, 2001                                            48,661,234    (366,314)   48,294,920

Limited partnership units
   redeemed (289 units)                                            (13,275)       -          (13,275)

Cash distributions to partners        $  2.68       $ -         (2,649,218)    (26,857)   (2,676,075)

Net loss                                                        (1,115,229)    (11,265)   (1,126,494)
                                                             -------------  ----------  ------------
Balance at
   March 31, 2002                                            $  44,883,512  $ (404,436) $ 44,479,076
                                                             =============  ==========  ============
</TABLE>












See accompanying notes to consolidated financial statements.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                      Consolidated Statements of Cash Flows

                      For the Three Months Ended March 31,

                                   (unaudited)
                                                        2002            2001
                                                        ----            ----
                                                                      restated
Cash flows from operating activities:
   Net loss                                          $(1,126,494)   $   (67,612)
                                                     -----------    -----------
   Adjustments to reconcile net loss to
     net cash used in operating activities:
       Finance income portion of receivables
         paid directly to lenders by lessees            (278,563)    (2,159,652)
       Rental income paid directly to lender
         by lessee                                      (285,096)          --
       Interest expense on non-recourse
         financing paid directly by lessees
         and interest accreted                           390,786        850,778
       Amortization of initial direct costs              131,710        182,887
       Depreciation expense                            1,004,971        108,072
       Income from leveraged leases                     (590,170)      (552,119)
       Income from investments in unconsolidated
         joint ventures                                 (368,117)      (282,398)
       Gains on sales of equipment                        (8,138)        (5,310)
       Minority interest expense                           1,217          1,250
       Changes in operating assets and liabilities        (1,709)       667,876
                                                     -----------    -----------

        Total adjustments                                 (3,109)    (1,188,616)
                                                     -----------    -----------

      Net cash used in operating activities           (1,129,603)    (1,256,228)
                                                     -----------    -----------

Cash flows from investing activities:
   Proceeds from sales of equipment                       62,146        729,930
   Distributions received from unconsolidated
     joint ventures                                      306,366           --
                                                     -----------    -----------

      Net cash provided by investing activities          368,512        729,930
                                                     -----------    -----------







                                                      (continued on next page)


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                Consolidated Statements of Cash Flows (Continued)

                      For the Three Months Ended March 31,

                                   (unaudited)

                                                    2002            2001
                                                    ----            ----

Cash flows from financing activities:
   Cash distributions to partners                (2,676,075)    (2,685,664)
   Proceeds from notes payable -
     recourse debt                                1,200,000           --
   Principal payments on notes payable -
     recourse debt                                  (46,147)      (406,934)
   Redemption of limited partnership units          (13,275)       (16,908)
   Proceeds from notes payable - non recourse          --        2,111,726
                                                -----------    -----------

       Net cash used in financing activities     (1,535,497)      (997,780)
                                                -----------    -----------

Net decrease in cash and cash equivalents        (2,296,588)    (1,524,078)

Cash and cash equivalents at beginning
  of period                                       2,333,871      5,083,906
                                                -----------    -----------

Cash and cash equivalents at end of period      $    37,283    $ 3,559,828
                                                ===========    ===========











See accompanying notes to consolidated financial statements.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                Consolidated Statements of Cash Flows (Continued)

Supplemental Disclosure of Cash Flow Information

     For the three  months  ended March 31, 2002 and 2001,  non-cash  activities
included the following:

                                                   2002           2001
                                                   ----           ----

Principal and interest on
   direct finance receivables paid
   directly to lenders by lessees              $   853,410    $ 7,731,824
Rental income  assigned operating
   lease receivables                               285,096           --
Principal and interest on non-recourse
   financing paid directly to
   lenders by lessees                           (1,138,506)    (7,731,824)
                                               -----------    -----------

                                               $     -        $    -
                                               ===========    ===========

     Interest  expense of $743,113  and  $1,049,349  for the three  months ended
March 31, 2002 and 2001 consisted of interest expense on non-recourse  financing
paid or  accrued  directly  to lenders by  lessees  of  $390,786  and  $850,778,
respectively,  and interest on notes  payable-recourse of $352,327 and $198,571,
respectively.




<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                   Notes to Consolidated Financial Statements

                                 March 31, 2002

                                   (unaudited)
1.   Basis of Presentation

     The consolidated financial statements of ICON Cash Flow Partners L.P. Seven
(the  "Partnership") have been prepared pursuant to the rules and regulations of
the  Securities  and  Exchange  Commission  (the  "SEC")  and, in the opinion of
management,  include  all  adjustments  (consisting  only  of  normal  recurring
accruals)  necessary  for a fair  statement  of results for each  period  shown.
Certain information and footnote  disclosures  normally included in consolidated
financial statements prepared in accordance with accounting principles generally
accepted in the United States of America have been condensed or omitted pursuant
to such SEC rules and regulations. Management believes that the disclosures made
are adequate to make the information represented not misleading. The results for
the interim  period are not  necessarily  indicative of the results for the full
year. These consolidated financial statements should be read in conjunction with
the consolidated  financial  statements and notes included in the  Partnership's
2001 Annual Report on Form 10-K. Certain items have been reclassified to conform
with the 2002  presentation.  As discussed in note 3, the results of  operations
for the three months ended March 31, 2001 have been restated.

2.   Redemption of Limited Partnership Units

     There were 289 limited  partnership  units redeemed during the three months
ended March 31, 2002. Redemption amounts are calculated following the redemption
formula  specified in the Partnership  Agreement.  Redeemed units have no voting
rights and do not share in distributions.  The Partnership  Agreement limits the
number of units which can be redeemed in any one year and redeemed units may not
be reissued. Redeemed limited partnership units are accounted for as a reduction
from partners' equity.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

3.   Restatements

     In  connection  with a change  in  accounting  personnel  in 2002,  the new
accounting  personnel  identified errors in key  reconciliations  and accounting
records as of and for the year ended December 31, 2001. As a result,  management
performed  a  detailed  review of the  Partnership's  accounting  practices  and
processes relating to all of its complex lease transactions.  Upon completion of
this review,  management determined that during 2001, three leases with a single
lessee and the related lease remittances had been  misclassified when each lease
was  renewed;  in  another  situation,  a lease was  included  in the  financial
statements  when it had no economic  value.  Adjustments to correct these errors
have been made in the books and  records of the  Partnership  and the  financial
statements have been restated to reflect the proper  accounting for such leases.
The  following  summarizes  the impact on the  statement of  operations  of such
adjustments for the quarter ended March 31, 2001:

                                       For the three months ended March 31, 2001
                                          Originally
                                          Reported    Adjustments    Restated


Finance income                           $ 2,503,192  $ (367,389)   $2,135,803
Rental income                            $        -   $  186,000    $  186,000
Depreciation expense                     $        -   $  108,072    $  108,072
Net income (loss)                        $   221,849  $ (289,461)   $  (67,612)
Net income (loss) allocable to:
     Limited partners                    $   219,631  $ (286,567)   $  (66,936)
     General Partner                     $     2,218  $   (2,894)   $     (676)
Net income (loss) per weighted average
     limited partnership unit            $       .22  $     (.29)   $     (.07)

     The  restatement  adjustments  reflected  above  are as  follows:  (1)  the
reclassification  of revenue from one finance lease aggregating  $186,000,  with
respect to a single lessee, from finance income to rental income due to the fact
that this  finance  lease came to term in January  2001,  but was  extended on a
month to month  basis,  and the  recording of  depreciation  expense of $108,072
related thereto; (2) the reversal of $122,000 of uncollected late charge income,
which had been improperly  recorded as finance  income;  and (3) the reversal of
$59,389 of finance  income  related to the booked  residual  of a finance  lease
which had been inappropriately recognized after the lease was terminated.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued



     In  addition,  in  the  restated  financial  statements,   the  Partnership
reclassified  a finance  lease to an investment in joint venture as described in
note 6 to the consolidated financial statements. Though the reclassification had
no impact on the reported net income (loss) for the three months ended March 31,
2001, the impact of such reclassification on the statement of operations for the
quarter ended March 31, 2001 was as follows:

<TABLE>
                                              Restated
                                              Amounts   Reclassification  Reclassified
<S>                                        <C>             <C>            <C>
Finance income                             $  2,135,803    $ (546,791)    $ 1,589,012
Income from investments in
  joint ventures                           $     43,409    $  238,989     $   282,398
Interest income and other income           $     22,074    $  (12,310)    $     9,764
Interest expense                           $  1,381,311    $ (331,962)    $ 1,049,349
Amortization of initial direct costs       $    171,036    $   11,851     $   182,887
Net loss                                   $    (67,612)   $        -     $   (67,612)
</TABLE>


4.   Related Party Transactions

     Fees and other  expenses paid or accrued by the  Partnership to the General
Partner or its  affiliates  for the three  months  ended March 31, 2002 and 2001
were as follows:

                                    2002       2001
                                    ----       ----
     Management fees           $  504,403  $   833,053   Charged to Operations
     Administrative expense
       reimbursements             211,344      343,226   Charged to Operations
                               ----------  -----------

     Total                     $  715,747  $ 1,176,279
                               ==========  ===========

     The  Partnership  has formed eight joint  ventures with  affiliates for the
purpose of acquiring and managing  various  assets.  (See Note 6 for  additional
information relating to the joint ventures.)

5.   Net Investment in Leveraged Leases

     The Partnership has ownership interests in two DC-10-30 aircraft subject to
leveraged  leases  with  Continental  Airlines,  Inc.  (through  March 2003) and
Federal Express (through July 2004).



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued



The net investment in the leveraged leases as of March 31, 2002 consisted of the
following:

     Non-cancelable minimum rents receivable (net of
       principal and interest on non-recourse debt)        $   10,002,727
     Estimated unguaranteed residual values                    22,700,000
     Initial direct costs                                         298,202
     Unearned income                                           (5,119,859)
                                                           --------------

                                                           $   27,881,070
                                                           ==============

     Unearned income is recognized  from leveraged  leases over the lives of the
leases at a constant rate of return based on the positive net  investment in the
lease in the years  such  investment  is  positive.  There are no  deferred  tax
liabilities arising from the Partnership's leveraged lease investments since all
taxes  are  recognized  at the  individual  partner  level  rather  than  at the
Partnership level.

6.   Consolidated Ventures and Investments in Unconsolidated Joint Ventures

     The  Partnership  and affiliates  are parties to eight  ventures  discussed
below for the purpose of acquiring and managing various assets.

Consolidated Venture

     The venture  described below is majority owned and is consolidated with the
Partnership.

     ICON Cash Flow Partners L.L.C. III

     On December 31, 1996,  the  Partnership  and an  affiliate,  ICON Cash Flow
Partners,  L.P., Series E ("Series E") formed ICON Cash Flow Partners L.L.C. III
("ICON  Cash Flow LLC  III"),  for the  purpose of  acquiring  and  managing  an
aircraft currently on lease to Continental Airlines, Inc. The aircraft is a 1976
McDonnell Douglas DC-10-30 and cost $11,429,751.  The lease is a leveraged lease
and the lease term expires in March 2003 (see Note 5). Profits,  losses,  excess
cash and  disposition  proceeds are allocated 99% to the  Partnership  and 1% to
Series E. The Partnership's  financial statements include 100% of the assets and
liabilities  and 100% of the  revenue  and  expenses  of ICON Cash Flow LLC III.
Series E's  investment in ICON Cash Flow LLC III has been  reflected as minority
interest  in joint  venture on the  consolidated  balance  sheets  and  minority
interest expense on the consolidated statements of operations.

Investments in Unconsolidated Joint Ventures

     The seven  joint  ventures  described  below are 50% or less  owned and are
accounted for under the equity method.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued



     ICON Receivables 1997-A L.L.C.

     In March 1997, the Partnership and affiliates, ICON Cash Flow Partners L.P.
Six  ("L.P.  Six")  and ICON Cash  Flow  Partners  L.P.  Series D  ("Series  D")
contributed and assigned  equipment lease and finance  receivables and residuals
to ICON Receivables 1997-A L.L.C. ("1997-A").  In September 1997, Series E, L.P.
Six and the Partnership  contributed and assigned additional equipment lease and
finance  receivables  and  residuals  to  1997-A.  As of  March  31,  2002,  the
Partnership,  Series E, L.P.  Six and Series D own  19.97%,  31.19%,  31.03% and
17.81%  interests,  respectively,  in 1997-A.  The Partnership  accounts for its
interest in 1997-A under the equity method of accounting.

     Information  as to the unaudited  financial  position of 1997-A as of March
31, 2002 and December 31, 2001 and the results of its  operations  for the three
months ended March 31, 2002 and 2001 is summarized below:

                                          March 31, 2002  December 31, 2001
                                          --------------  -----------------

    Assets                               $     1,128,972   $     1,856,582
                                         ===============   ===============

    Liabilities                          $     1,002,930   $     1,707,445
                                         ===============   ===============

    Equity                               $       126,042   $       149,137
                                         ===============   ===============

    Partnership's share of equity        $        25,172   $        29,783
                                         ===============   ===============


                                       Three Months Ended Three Months Ended
                                          March 31, 2002    March 31, 2001
                                          --------------    --------------

    Net loss                             $       (23,095)  $       (49,144)
                                         ===============   ===============

    Partnership's share of net loss      $        (4,611)  $        (9,812)
                                         ===============   ===============

     ICON Receivables 1997-B L.L.C.

     In  August  1997,  the  Partnership,  Series E and  L.P.  Six  formed  ICON
Receivables  1997-B L.L.C.  ("1997-B").  The Partnership,  Series E and L.P. Six
each  contributed  cash,  equipment  leases and residuals and received a 16.67%,
75.00% and 8.33% interest, respectively, in 1997-B. The Partnership accounts for
its investment in 1997-B under the equity method of accounting.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued


     Information  as to the unaudited  financial  position of 1997-B as of March
31, 2002 and December 31, 2001 and the results of its  operations  for the three
months ended March 31, 2002 and 2001 is summarized below:

                                     March 31, 2002      December 31, 2001
                                     --------------      -----------------

 Assets                               $   6,176,875        $   8,265,689
                                      =============        =============

 Liabilities                          $   5,753,995        $   7,876,692
                                      =============        =============

 Equity                               $     422,880        $     388,997
                                      =============        =============

 Partnership's share of equity        $      70,494        $      64,847
                                      =============        =============

                                     Three Months Ended   Three Months Ended
                                       March 31, 2002      March 31, 2001
                                       --------------      --------------

 Net income (loss)                    $      33,883        $    (124,293)
                                      =============        =============

 Partnership's share of net
   income (loss)                      $       5,647        $     (20,720)
                                      =============        =============

     ICON Boardman Funding L.L.C.

     In December  1998, the  Partnership  and three  affiliates,  ICON Cash Flow
Partners,  L.P.,  Series C ("Series  C"),  L.P. Six and ICON Income Fund Eight A
L.P. ("Fund Eight A") formed ICON Boardman  Funding L.L.C.  ("ICON BF"), for the
purpose of acquiring a lease for a coal handling  facility with Portland General
Electric,  a utility company.  The purchase price totaled  $27,421,810,  and was
funded with cash and non-recourse debt. The Partnership, Series C, L.P. Six, and
Fund Eight A received a .5%, .5%, .5% and 98.5% interest,  respectively, in ICON
BF. The  Partnership  accounts  for its  investment  in ICON BF under the equity
method of accounting.

     In 2001 the other joint  venturers in ICON BF acquired  Series C's interest
in accordance with their  proportionate  shares of ICON BF, at an aggregate cost
of $56,370,  which represented Series C's carrying value of the investment.  The
Partnership's  share of the purchase  price was $283.  The remaining  venturers'
shares in ICON BF at March 31,  2002 were  .5025%,  .5025%,  and 98.995% for the
Partnership, L.P. Six, and Fund Eight A, respectively.

     Portland  General  Electric  ("PGE") is a wholly owned  subsidiary of Enron
Corporation ("Enron"), which filed for Chapter 11 bankruptcy protection. PGE has
not filed for  bankruptcy.  While  Enron  owns all of PGE's  outstanding  common
stock, PGE has its own legal entity,  owns its assets and is responsible for its
own  day-to-day  operations.  PGE  continues  to make its lease  payments and is
current through July 2002.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Information as to the unaudited  financial  position of ICON BF as of March
31, 2002 and December 31, 2001 and the results of its  operations  for the three
months ended March 31, 2002 and 2001 is summarized below:

                                       March 31, 2002       December 31, 2001
                                       --------------       -----------------

  Assets                              $     21,717,502       $    24,855,375
                                      ================       ===============

  Liabilities                         $     10,118,822       $    13,588,934
                                      ================       ===============

  Equity                              $     11,598,680       $    11,266,441
                                      ================       ===============

  Partnership's share of equity       $         58,284       $        56,614
                                      ================       ===============


                                     Three Months Ended    Three Months Ended
                                       March 31, 2002         March 31, 2001
                                       --------------         --------------

  Net income                          $        332,239       $       310,871
                                      ================       ===============

  Partnership's share of net income   $          1,670       $         1,554
                                      ================       ===============

     AIC Trust

     In 1999,  ICON/AIC  Trust  ("AIC  Trust")  was  formed to own and  manage a
portfolio of leases in England.  The Partnership,  L.P. Six and Fund Eight A own
30.76%, 25.51% and 43.73% interests in AIC Trust, respectively.  The Partnership
accounts for its investment under the equity method of accounting.

     On December 28, 2001, AIC Trust sold its remaining  leases,  subject to the
related debt, at a loss for a note  receivable of  (pound)2,575,000  ($3,744,822
based upon the  exchange  rate at  December  31,  2001)  which is payable in six
installments  through June 2004. The first installment on the note was collected
in January 2002. As of March 31, 2002, the gross amount due is  (pound)2,100,000
($2,911,580  on a  discounted  basis based upon the  exchange  rate at March 31,
2002).


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Information as to the unaudited financial position of AIC Trust as of March
31, 2002 and December 31, 2001 and the results of its  operations  for the three
months ended March 31, 2002 and 2001 is summarized below:

                                         March 31, 2002      December 31, 2001
                                         --------------      -----------------

    Assets                              $     2,948,354        $   3,849,439
                                        ===============        =============

    Liabilities                         $        57,447        $        -
                                        ===============        =============

    Equity                              $     2,890,907        $   3,849,439
                                        ===============        =============

    Partnership's share of equity       $       889,242        $   1,184,087
                                        ===============        =============

                                       Three Months Ended   Three Months Ended
                                         March 31, 2002       March 31, 2001
                                         --------------       --------------

    Net income                          $        37,457        $     131,431
                                        ===============        =============

    Partnership's share of net
      income                            $        11,521        $      40,442
                                        ===============        =============

    Distributions                       $       995,989        $        -
                                        ===============        =============

    Partnership's share of
      distributions                     $       306,366        $        -
                                        ===============        =============

     ICON Cheyenne LLC

     In December  2000, the  Partnership  and three  affiliates,  L.P. Six, Fund
Eight A and Fund Eight B formed  ICON  Cheyenne  LLC ("ICON  Cheyenne")  for the
purpose of acquiring a portfolio of leases for an  aggregate  purchase  price of
$29,705,716,  which was paid for with cash of $11,401,151  and the assumption of
non-recourse  debt with an unaffiliated  third party lender of $18,304,565.  The
debt is structured to be amortized by the application to the debt of rentals due
under the  various  term  leases.  The leases  expire on various  dates  through
September  2006. The  Partnership,  L.P. Six, Fund Eight A and Fund Eight B have
ownership  interests of 10.31%,  1.0%,  1.0% and 87.69%,  respectively,  in ICON
Cheyenne. The Partnership accounts for its investment under the equity method of
accounting.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Information as to the unaudited  financial  position of ICON Cheyenne as of
March 31, 2002 and December 31, 2001 and the results of its  operations  for the
three months ended March 31, 2002 and 2001 is summarized below:

                                    March 31, 2002           December 31, 2001
                                    --------------           -----------------

    Assets                          $    23,100,496            $   23,869,671
                                    ===============            ==============

    Liabilities                     $     9,613,438            $   11,145,506
                                    ===============            ==============

    Equity                          $    13,487,058            $   12,724,165
                                    ===============            ==============

    Partnership's share
      of equity                     $     1,390,515            $    1,311,861
                                    ===============            ==============

                                   Three Months Ended        Three Months Ended
                                     March 31, 2002            March 31, 2001
                                     --------------            --------------

    Net income                      $       762,893             $     286,784
                                    ===============             =============

    Partnership's share of
      net income                    $        78,654             $      29,567
                                    ===============             =============

     ICON Aircraft 24846, LLC

     In 2000, the Partnership and two affiliates, Fund Eight A and Fund Eight B,
formed ICON  Aircraft  24846 for the purpose of  acquiring an  investment  in an
aircraft  leased to a commercial  airline for a purchase  price of  $44,515,416,
which  was  funded  with  cash  of  $2,241,371  and  non-recourse  debt  of  the
$42,274,045.  The rents and the aircraft have been assigned to the  non-recourse
lender.  The  lease is  scheduled  to expire in March  2003,  at which  time the
balance of the  non-recourse  debt  outstanding is scheduled to be approximately
$34,500,000.  The  Partnership,  Fund  Eight A and Fund  Eight B have  ownership
interests of 2.0%, 2.0% and 96.0%,  respectively,  in ICON Aircraft  24846.  The
Partnership accounts for its investment under the equity method of accounting.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Information as to the unaudited  financial  position of ICON Aircraft as of
March 31, 2002 and December 31, 2001 and the results of its  operations  for the
three months ended March 31, 2002 and 2001 is summarized below:

                                         March 31, 2002     December 31, 2001
                                         --------------     -----------------

    Assets                              $    41,284,791       $   41,952,008
                                        ===============       ==============

    Liabilities                         $    38,090,534       $   38,945,109
                                        ===============       ==============

    Equity                              $     3,194,257       $    3,006,899
                                        ===============       ==============

    Partnership's share of equity       $        63,885       $       60,138
                                        ===============       ==============

                                       Three Months Ended   Three Months Ended
                                         March 31, 2002       March 31, 2001
                                         --------------       --------------

    Net income                          $       187,358       $      118,868
                                        ===============       ==============

    Partnership's share of net income   $         3,747       $        2,378
                                        ===============       ==============

     North Sea (Connecticut) Limited Partnership

     In 2000,  a joint  venture,  North Sea  (Connecticut)  Limited  Partnership
(North  Sea),  in  which  the  Partnership  is a 50%  Class C  limited  partner,
exercised  its  option  to  acquire a  drilling  rig and  leased  the rig to the
operator.  The lease was then  discounted on a non recourse  basis at a bank and
the proceeds  were used to pay for the  exercise of the option,  with the excess
loan proceeds of  $20,002,567  distributed to the joint  venturers  ($10,001,284
represented  the  Partnership's  50% share).  The other joint  venturers are not
affiliates.  In 2000, the Partnership originally reflected its pro rata share of
the lease and related debt on its balance sheet.  However, in the fourth quarter
of  2001,  upon  subsequent  review,  the  transaction  was  reclassified  as an
investment  in a joint  venture.  Amounts  in the March 31,  2001  statement  of
operations have been reclassified to reflect the current period's  presentation.
Neither  the net income  recorded  in the 2001  quarter nor the amount of equity
recorded at March 31, 2001 was affected by the reclassification.

     The  Partnership has guaranteed an amount between the stipulated loss value
provided for in the financing and the loan balance. The maximum amount for which
the  Partnership is  contingently  liable at March 31, 2002 under such guarantee
was approximately $137,999.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Information as to the unaudited financial position of North Sea as of March
31, 2002 and December 31, 2001 and the results of its  operations  for the three
months ended March 31, 2002 and 2001 is summarized below:

                                        March 31, 2002     December 31, 2001
                                        --------------     -----------------

  Assets                               $      9,694,438     $     11,169,465
                                       ================     ================

  Liabilities                          $     23,432,278     $     25,450,283
                                       ================     ================

  Partners' deficit                    $    (13,737,840)    $    (14,280,818)
                                       ================     ================

  Partnership's share of equity        $        678,579     $        407,090
                                       ================     ================

                                      Three Months Ended    Three Months Ended
                                        March 31, 2002        March 31, 2001
                                        --------------        --------------

  Net income                           $        542,978     $        477,978
                                       ================     ================

  Partnership's share of net income    $        271,489     $        238,989
                                       ================     ================

7.   Subsequent Event

     During the quarter  ended June 30,  2002,  the  Partnership  entered into a
$17,500,000  joint line of credit  agreement,  shared with Fund Eight A and Fund
Eight B, with Comerica Bank as lender,  replacing its prior  $7,500,000  line of
credit agreement.  The Partnership  borrowed  $7,775,439 under the new agreement
and used $3,175,439 to pay off its outstanding  borrowings  under its prior line
of  credit  and  $3,644,700  to repay  to Fund  Eight B the  amount  due for the
repurchase in December 2001 of a joint venture interest.  Under the terms of the
new agreement,  the  Partnership may borrow at a rate equal to the Comerica Bank
base  rate  plus 1%  (5.75%  at June  30,  2002)  and all  borrowings  are to be
collateralized  by the present values of rents  receivable  and  residuals.  The
expiration date of the new line of credit agreement is May 31, 2003.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

Item 2: General  Partner's  Discussion  and Analysis of Financial  Condition and
        Results of Operations

     The financial  statements for 2001 have been restated and  reclassified  as
explained in Note 3 of Notes to Consolidated  Financial Statements.  The General
Partner's discussion and analysis below compare the 2002 results to the restated
and reclassified 2001 results.

Results of Operations for the Three Months Ended March 31, 2002 and 2001

     Revenues for the three months  ended March 31, 2002 ("2002  Quarter")  were
$1,747,484  as compared to $2,624,603 in the quarter ended March 31, 2001 ("2001
Quarter") representing a decrease of $877,119. The decrease in revenues resulted
primarily  from a decrease  in finance  income of  $1,131,943.  The  decrease in
finance  income was  partially  offset by increases in rental income of $99,096,
income  from   leveraged   leases  of  $38,051,   income  from   investments  in
unconsolidated  joint  ventures  of $85,719  and gain on sales of  equipment  of
$2,828. The decrease in finance income resulted primarily from (1) a decrease in
the average size of the Partnership's  lease portfolio,  (2) certain leases were
renewed and are generating  lower levels of finance income during the respective
renewal  terms  and (3)  certain  finance  leases  came to term in 2001 and were
reclassified  as operating  leases during their renewal  terms.  The increase in
income from leveraged  leases is consistent  with the increase in the investment
in leverage leases on which such income is based.  The rental income in the 2002
Quarter   resulted  from  the  rentals   associated  with  equipment  which  was
reclassified to operating leases subsequent to the 2001 Quarter.

     Expenses for the 2002 Quarter were  $2,873,978 as compared to $2,692,215 in
the 2001 Quarter, representing an increase of $181,763. The increase in expenses
was primarily  attributable to an increase in depreciation  expense of $896,899,
due primarily to equipment being  reclassified  from finance leases to operating
leases  subsequent  to  the  2001  Quarter,  and  an  increase  in  general  and
administrative  expenses of $102,842.  The principal  reason for the increase in
general  and  administrative  expenses  was  the  storage  and  insurance  costs
associated  with  off-lease  vessels  during the 2002  Quarter.  The increase in
expenses were partially offset by a decrease in interest expense of $306,236,  a
decrease  in  management  fees - General  Partner of  $328,650,  a  decrease  in
administrative  expense  reimbursements  - General  Partner of  $131,882,  and a
decrease in  amortization of initial direct costs of $51,177.  Interest  expense
decreased due to a decrease in the average debt  outstanding  from 2001 to 2002.
The decreases in management  fees - General Partner and  administrative  expense
reimbursement  - General  Partner  resulted  from the  overall  decrease  in the
average size of the Partnership's lease portfolio.  The decrease in amortization
of initial  direct costs  resulted  from the decrease in the average size of the
lease portfolio.

     Net loss for the 2002  Quarter  and the 2001  Quarter  was  $1,126,494  and
$67,612,  respectively.  The net loss per weighted  average limited  partnership
unit  outstanding was $1.13 and $.07, for the 2002 Quarter and the 2001 Quarter,
respectively.


<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)

                                 March 31, 2002

Liquidity and Capital Resources

     During the three months ended March 31, 2002, the Partnership  used cash in
operating  activities  of  $1,129,603  and paid  distributions  to  partners  of
$2,676,075.  The Partnership also borrowed  $1,200,000 under one of its lines of
credit  during  the  quarter  and  received  a  $306,366  distribution  from  an
unconsolidated  joint venture.  Because the Partnership's  uses of cash exceeded
its  sources  of cash  during  the  quarter,  its  liquidity  was  reduced.  The
Partnership  currently owns five vessels which are off lease. The  Partnership's
ability to continue making cash  distributions  at the current rate is dependent
on the Partnership's ability to remarket or sell assets coming off lease.

     During the quarter  ended June 30,  2002,  the  Partnership  entered into a
$17,500,000  joint line of credit  agreement,  shared with Fund Eight A and Fund
Eight B, with Comerica Bank as lender,  replacing its prior  $7,500,000  line of
credit agreement.  The Partnership  initially borrowed  $7,775,439 under the new
agreement and used  $3,175,439 to pay off its outstanding  borrowings  under its
prior line of credit and  $3,644,700 to repay to Fund Eight B the amount due for
the repurchase in December 2001 of a joint venture interest.  Under the terms of
the new agreement,  the  Partnership  may borrow at a rate equal to the Comerica
Bank base rate plus 1%  (5.75% at June 30,  2002) and all  borrowings  are to be
collateralized  by the present values of rents  receivable  and  residuals.  The
expiration date of the new line of credit agreement is May 31, 2003.

Item 3.  Qualitative and Quantitative Disclosures About Market Risk

     The  Partnership is exposed to certain market risks,  including  changes in
interest rates and the demand for equipment (and the related  residual) owned by
the Partnership and its investees.  Except as described  below,  the Partnership
believes  its  exposure  to other  market  risks are  insignificant  to both its
financial position and results of operations.

     The Partnership manages its interest rate risk by obtaining fixed rate debt
for most of its obligations.

     The  Partnership  borrows funds under two floating rate lines of credit and
is  therefore  exposed to interest  rate risk until the  floating  rate lines of
credit are repaid. The Partnership's  borrowing under the floating rate lines of
credit as of March 31,  2002  aggregated  $1,798,144.  In the second  quarter of
2002, the Partnership borrowed $7,775,439 under its new line of credit agreement
with Comerica Bank and repaid the balance  outstanding  under its old line.  The
new line of credit agreement also has a floating  interest rate. The Partnership
believes the risk  associated  with rising interest rates under its lines is not
significant.

     The  Partnership  manages its  exposure to equipment  and residual  risk by
monitoring  the  market  and  maximizing  remarketing  proceeds  through  either
releasing or sales of equipment.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)





PART II - OTHER INFORMATION

Item 6 - Exhibits and Reports on Form 8-K

No reports on Form 8-K were filed by the  Partnership  during the quarter  ended
March 31, 2002.

Exhibits

99.1 Certification  of  Chairman  and Chief  Executive  Officer  pursuant  to 18
     U.S.C.ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
     of 2002.

99.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting  Officer  pursuant to 18  U.S.C.ss.1350,  as adopted pursuant to
     Section 906 of the Sarbanes-Oxley Act of 2002.





<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)



                                   SIGNATURES


     Pursuant to the  requirements  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.

                                     ICON Cash Flow Partners L. P. Seven
                                     File No. 33-94458 (Registrant)
                                     By its General Partner,
                                     ICON Capital Corp.




     August 28, 2002                 /s/ Thomas W. Martin
-------------------------------      -------------------------------------------
          Date                       Thomas W. Martin
                                     Executive Vice President
                                     (Principal financial and accounting officer
                                     of the General Partner of the Registrant)



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)




EXHIBIT 99-1

     I,  Beaufort  J.B.  Clarke,  Chairman and Chief  Executive  Officer of ICON
Capital Corp,  the sole General  Partner of ICON Cash Flow Partners L.P.  Seven,
certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)  the Quarterly  Report on Form 10-Q for the period ended March 31, 2002 (the
     "Periodic Report") which this statement accompanies fully complies with the
     requirements  of Section 13(a) of the  Securities  Exchange Act of 1934 (15
     U.S.C. 78m) and

(2)  information  contained  in the  Periodic  Report  fairly  presents,  in all
     material  respects,  the  financial  condition and results of operations of
     ICON Cash Flow Partners L.P. Seven.

Dated:  August 28, 2002




                   /s/ Beaufort J.B. Clarke
                   ------------------------------------------------------
                   Beaufort J.B. Clarke
                   Chairman and Chief Executive Officer
                   ICON Capital Corp.
                   sole General Partner of ICON Cash Flow Partners L.P. Seven.



<PAGE>


                       ICON Cash Flow Partners L.P. Seven
                        (A Delaware Limited Partnership)





EXHIBIT 99-2


     I, Thomas W. Martin,  Executive  Vice  President  (Principal  Financial and
Accounting  Officer) of ICON Capital Corp, the sole General Partner of ICON Cash
Flow Partners L.P. Seven, certify, pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that:

(1)  the Quarterly  Report on Form 10-Q for the period ended March 31, 2002 (the
     "Periodic Report") which this statement accompanies fully complies with the
     requirements  of Section 13(a) of the  Securities  Exchange Act of 1934 (15
     U.S.C. 78m) and

(2)  information  contained  in the  Periodic  Report  fairly  presents,  in all
     material  respects,  the  financial  condition and results of operations of
     ICON Cash Flow Partners L.P. Seven.

Dated:  August 28, 2002




                 /s/ Thomas W. Martin
                 -------------------------------------------------------
                 Thomas W. Martin
                 Executive Vice President (Principal
                 Financial and Accounting Officer)
                 ICON Capital Corp.
                 sole General Partner of ICON Cash Flow Partners L.P. Seven.