Exhibit
31.2





CERTIFICATION
OF CO-CHIEF EXECUTIVE OFFICER


PURSUANT
TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002








I,
Michael A. Reisner, certify that:




1. I have
reviewed this annual report on Form 10-K of ICON Cash Flow Partners L.P. Seven
Liquidating Trust (the “Liquidating Trust”);






2. Based
on my knowledge, this report does not contain any untrue statement of a material
fact or omit to state a material fact necessary to make the statements made, in
light of the circumstances under which such statements were made, not misleading
with respect to the period covered by this report;






3. Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, changes in financial condition and cash flows of the Liquidating
Trust as of, and for, the periods presented in this report;




4. The
Liquidating Trust’s other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
Liquidating Trust and have:




(a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the Liquidating Trust, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being
prepared;




(b)
Designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles;




(c)
Evaluated the effectiveness of the Liquidating Trust’s disclosure controls and
procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered
by this report based on such evaluation; and






(d)
Disclosed in this report any change in the Liquidating Trust’s internal control
over financial reporting that occurred during the Liquidating Trust’s most
recent fiscal year that has materially affected, or is reasonably likely to
materially affect, the Liquidating Trust’s internal control over financial
reporting; and






5. This
report discloses, based on my most recent evaluation of internal control over
financial reporting:






(a) All
significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to
adversely affect the Liquidating Trust’s ability to record, process, summarize
and report financial information; and






(b) Any
fraud, whether or not material, that involves management or other employees who
have a significant role in the Liquidating Trust’s internal control over
financial reporting.







Date:
April 15, 2008





/s/ Michael A.
Reisner______


Michael
A. Reisner


Co-Chief
Executive Officer, Co-President, and Chief Financial Officer


ICON
Capital Corp.


Managing
Trustee of ICON Cash Flow Partners L.P. Seven Liquidating Trust