Page 13 of 13
                                   Form 10-QSB

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

                    |X|  Quarterly  Report  Pursuant to Section 13
                         or 15(d) of the  Securities  Exchange Act
                         of 1934.  For the quarterly  period ended
                         March 31, 2005

                    |_|  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 333-120276

                       ATEL Capital Equipment Fund XI, LLC
             (Exact name of registrant as specified in its charter)

California                                                           20-1357935
(State or other jurisdiction of                              (I. R. S. Employer
Incorporation or organization)                              Identification No.)


        600 California Street, 6th Floor, San Francisco, California 94108
                    (Address of principal executive offices)

        Registrant's telephone number, including area code (415) 989-8800

        Securities registered pursuant to section 12(b) of the Act: None

        Securities registered pursuant to section 12(g) of the Act: None


Indicate  by a 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 |_|

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes |_| No |X|


    State the issuer's revenues for the most recent fiscal year: Inapplicable

The number of Limited  Liability Company Units outstanding as of March 31, 2005:
Inapplicable


                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None




                                       1
<PAGE>

                       ATEL CAPITAL EQUIPMENT FUND XI, LLC



                                      Index



  Part I. Financial Information

  Item 1. Financial Statements (Unaudited)

          Balance Sheet, March 31, 2005.

          Statements  of  Changes  in  Members'  Capital  from  inception  (June
          25,2004) to December  31,  2004 and for the three month  period  ended
          March 31, 2005.

          Statements  of Cash Flows from  inception  (June 25, 2004) to December
          31, 2004 and for the three month period ended March 31, 2005.

          Notes to the Financial Statements

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

  Item 3. Controls and Procedures


  Part II. Other Information

  Item 1. Legal Proceedings

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

  Item 3. Defaults Upon Senior Securities

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

  Item 5. Other Information

  Item 6. Exhibits













                                       2
<PAGE>

                          Part I. FINANCIAL INFORMATION


  Item 1.  Financial Statements (unaudited).


                       ATEL CAPITAL EQUIPMENT FUND XI, LLC
                        (a development stage enterprise)

                                  BALANCE SHEET

                                 MARCH 31, 2005
                                   (unaudited)

                                     ASSETS


    Cash and cash equivalents                                       $  600
                                                                  ===========


                                MEMBERS' CAPITAL

    Members' capital:
      Managing Member                                                  100
      Initial Member                                                   500
                                                                  -----------
    Total liabilities and Members' capital                          $  600
                                                                  ===========


                    STATEMENT OF CHANGES IN MEMBERS' CAPITAL

                  FOR THE PERIOD FROM JUNE 25, 2004 (INCEPTION)
                            THROUGH DECEMBER 31, 2004
                                   AND FOR THE
                            THREE MONTH PERIOD ENDED
                                 MARCH 31, 2005


<TABLE>
<CAPTION>
                                                                  Other Members
                                                                                                Managing
                                                              Units            Amount            Member            Total
<S>                                                                    <C>                   <C>                  <C>
 Members' Capital as of June 25, 2004 (inception)                 -    $             -       $           -        $        -
 Capital contributions                                           50                500                 100               600
                                                            -------    --- --------------    --- ------------     --- ---------
 Balance December 31, 2004                                       50                500                 100               600
                                                            ------- -- --- -------------- -- --- ------------ --- --- ---------

 Balance March 31, 2005                                          50    $           500       $         100        $      600
                                                            =======    === ==============    === ============     === =========
</TABLE>


                             See accompanying notes.




                                       3
<PAGE>

                       ATEL CAPITAL EQUIPMENT FUND XI, LLC
                        (a development stage enterprise)

                             STATEMENT OF CASH FLOWS

                        FOR THE THREE MONTH PERIOD ENDED
                                 MARCH 31, 2005


    Financing activities:
    Capital contributions received                    $        -
                                                      -------------
    Net cash provided by financing activities                  -
                                                      -------------

    Cash and cash equivalents at beginning of period         600
                                                      -------------
    Cash and cash equivalents at end of period        $      600
                                                      =============



                             See accompanying notes.



                                       4
<PAGE>




                       ATEL CAPITAL EQUIPMENT FUND XI, LLC
                        (a development stage enterprise)

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2005
                                   (Unaudited)



  1. Summary of significant accounting policies:

  Basis of presentation:

  The  accompanying   unaudited  financial  statements  have  been  prepared  in
  accordance with accounting  principles generally accepted in the United States
  (GAAP) for interim financial  information and with instructions to Form 10-QSB
  and Article 10 of Regulation S-X. The unaudited interim  financial  statements
  reflect all  adjustments  which are, in the  opinion of the  Managing  Member,
  necessary to a fair statement of financial  position and results of operations
  for the  interim  periods  presented.  All  such  adjustments  are of a normal
  recurring nature.  The preparation of financial  statements in accordance with
  GAAP  requires  management  to make  estimates  and  assumptions  that  effect
  reported  amounts  in  the  financial   statements  and  accompanying   notes.
  Therefore, actual results could differ from those estimates. Operating results
  for the three months ended March 31, 2005 are not  necessarily  indicative  of
  the results for the year ending December 31, 2005.

  These unaudited  interim  financial  statements  should be read in conjunction
  with the financial  statements  and notes  thereto  contained in the report on
  Form 10-KSB for the year ended  December 31, 2004,  filed with the  Securities
  and Exchange Commission.

  2.  Organization and Limited Liability Company matters:

  ATEL Capital  Equipment Fund XI, LLC (a  development  stage  enterprise)  (the
  "Fund") was formed under the laws of the state of  California on June 25, 2004
  for the purpose of  acquiring  equipment  to engage in  equipment  leasing and
  sales activities. The Fund may continue until December 31, 2025. Contributions
  in the amount of $600 were  received as of December  31,  2004,  $100 of which
  represented the Managing Member's (ATEL Financial Services,  LLC's) continuing
  interest,   and  $500  of  which  represented  the  Initial  Member's  capital
  investment.  As a limited liability  company,  the liability of any individual
  member  for the  obligations  of the Fund is  limited to the extent of capital
  contributions to the Fund by the individual member.

  As of March 31, 2005, the Fund had not commenced  operations  other than those
  relating to organizational matters. The Fund, or the Managing Member on behalf
  of  the  Fund,  will  incur  costs  in  connection   with  the   organization,
  registration and issuance of the Limited Liability Company Units (Units).  The
  amount of such costs to be borne by the Fund is limited by certain  provisions
  of the ATEL Capital Equipment Fund XI, LLC limited liability company operating
  agreement dated October 24, 2004 (the "Operating Agreement").

  Cash:

  Cash is maintained in a standard non-interest bearing checking account.









                                       5
<PAGE>

                       ATEL CAPITAL EQUIPMENT FUND XI, LLC
                        (a development stage enterprise)

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2005
                                   (Unaudited)

  2.  Organization and Limited Liability Company matters (continued):

  Use of estimates:

  The  preparation  of the financial  statements in conformity  with  accounting
  principles generally accepted in the United States 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  consolidated  balance  sheet.  Actual  results  could  differ  from those
  estimates.

  3.  Members' capital:

  As of March 31, 2005, 50 Units ($500) were issued and outstanding. The Fund is
  authorized to issue up to 15,000,000 additional Units.

  The Fund Net Income,  Net Losses,  and Distributions are to be allocated 92.5%
to the Members and 7.5% to the Managing Member.

  4. Commitments and management:

  The terms of the Operating  Agreement  provide that the Managing Member and/or
  affiliates  are  entitled  to  receive   certain  fees,  in  addition  to  the
  allocations  described  above,  which are more fully described in Section 8 of
  the Operating  Agreement.  The additional fees to management  include fees for
  equipment management and resale.
























                                       6
<PAGE>

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

               Inapplicable.


  Item 3.  Controls and procedures.

  Evaluation of disclosure controls and procedures

  Under the  supervision  and with the  participation  of our  management  (ATEL
  Financial  Services,  LLC as Managing Member of the registrant,  including the
  chief  executive  officer and chief financial  officer),  an evaluation of the
  effectiveness of the design and operation of the Company's disclosure controls
  and  procedures  [as  defined  in Rules  13a-15(e)  and  15d-15(e)  under  the
  Securities  Exchange Act of 1934] was  performed  as of March 31, 2005.  Based
  upon this  evaluation,  the chief  executive  officer and the chief  financial
  officer concluded that, as of the evaluation date, our disclosure controls and
  procedures   were  effective  for  the  purposes  of  recording,   processing,
  summarizing,  and timely reporting  information required to be disclosed by us
  in the reports that we file under the  Securities  Exchange  Act of 1934;  and
  that such  information is accumulated  and  communicated  to our management in
  order to allow timely decisions regarding required disclosure.

  Changes in internal controls

  There have been no  significant  changes in our internal  controls or in other
  factors that could significantly affect our disclosure controls and procedures
  subsequent to the evaluation date, nor were there any significant deficiencies
  or material weaknesses in our internal controls.



                           PART II. OTHER INFORMATION


Item 1.  Legal Proceedings.

           Inapplicable.


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

           Inapplicable.


Item 3. Defaults Upon Senior Securities.

           Inapplicable.


Item 4. Submission Of Matters To A Vote Of Security Holders.

           Inapplicable.


Item 5. Other Information.

           Inapplicable.


Item 6. Exhibits.

  (a) Documents filed as a part of this report

      1.   Financial Statement Schedules

           All other  schedules  for which  provision is made in the  applicable
           accounting  regulations of the Securities and Exchange Commission are
           not required under the related instructions or are inapplicable,  and
           therefore have been omitted.

      2.   Other Exhibits

           31.1 Certification of Paritosh K. Choksi
           31.2 Certification of Dean L. Cash
           32.1 Certification Pursuant to 18 U.S.C. section 1350 of Dean L. Cash
           32.2 Certification Pursuant to 18 U.S.C. section 1350 of Paritosh K.
                Choksi






                                       7
<PAGE>

                                   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.

  Date:
  May 13, 2005


                       ATEL CAPITAL EQUIPMENT FUND XI, LLC
                                  (Registrant)




                                        By: ATEL Financial Services LLC
                                            Managing Member of Registrant





By:      /s/ Dean L. Cash_____________
         Dean L. Cash
         President and Chief Executive Officer
         of Managing Member




By:      /s/ Paritosh K. Choksi_________
         Paritosh K. Choksi
         Principal Financial Officer
         of Registrant



By:      /s/ Donald E. Carpenter________
         Donald E. Carpenter
         Principal Accounting
         Officer of Registrant
         of Managing Member



By:      /s/ Elif A Kuvvetli________
         Elif A Kuvvetli
         Vice President and
         Corporate Controller


                                       8
<PAGE>