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**SECURITIES AND EXCHANGE COMMISSION****Washington, D.C. 20549**
**FORM 10-K**
**(Mark one)**x **ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE** **SECURITIES EXCHANGE ACT OF 1934**    **OR**   **o** **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE** **SECURITIES EXCHANGE ACT OF 1934**
**For the period from July 1, 2003 through June 30, 2004**
**Commission file number333-74901-03**
**DVI Receivables XIX, L.L.C.**(Exact name of registrant as specified in its charter)   **Delaware** **54-2107799**(State of Organization) (I.R.S. Employer Identification No.)     **2500 York Road**    **Jamison, PA**  **18929** (Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (215) 488-5000
Securities registered pursuant to Section 12(b) of the Act:    **Name of each exchange****Title of each class** **on which each class****to be so registered** **is to be registered**   None Not Applicable
**Securities registered pursuant to Section 12(g) of the Act:**
None
     Registrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and(2) has been subject to such filing requirements for the past 90 days.
Yeso     No x
     Indicate by check mark if disclosure of delinquent filers pursuant to Item405 of Regulation S-K is not contained herein, and will not be contained, tothe best of registrant’s knowledge,
 

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in definitive proxy or information statements incorporated by reference inPart III of this Form 10-K or any amendment to this Form 10-K. [X]
     Indicate by check mark whether the registrant is an accelerated filer (asdefined in Exchange Act Rule 12b-2).
Yes o     No x
     State the aggregate market value of the voting and non-voting commonequity held by non-affiliates computed by reference to the price at which thecommon equity was last sold, or the average bid and asked price of such commonequity, as of the last business day of the registrant’s most recently completedsecond fiscal quarter.
Not applicable to this Registrant.
Documents Incorporated by Reference: Not applicable.
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PART IItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Submission of Matters to a Vote of Security HoldersPART IIItem 5. Market for Registrant’s Common Equity and Related Stockholder MattersItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreement with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresPART IIIItem 12. Security Ownership of Certain Beneficial Owners and ManagementItem 13. Certain Relationships and Related TransactionsItem 14. Principal Accountant Fees and Services.PART IVItem 15. Exhibits and Financial Statement SchedulesSIGNATURESEXHIBIT INDEXCertification of OfficerServicer's Report

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**PART I**
     This report was prepared in accordance with the terms of a no-actionletter of the Division of Corporation Finance of the Securities and ExchangeCommission issued to IBM Credit Receivables Lease Asset Master Trust on August19, 1994, to the extent the terms of such letter are applicable to theregistrant.
**Item 2. Properties**
     Reference is made to the certificate of Lyon Financial Services, Inc.d/b/a US Bancorp Portfolio Services, as servicer (“USBPS” or the “Servicer”),relating to the period commencing on February 24, 2004 (the “ServicerTransition Date”) and ending on June 30, 2004, which is filed as Exhibit 99(B)to this report. During the prior portion of the fiscal year, from July 1, 2003to the Servicer Transition Date (the “Former Servicer Period”), DVI FinancialServices, Inc. (“DVIFS” or the “Former Servicer”) acted as servicer for theassets of the registrant. All contractual obligations of DVIFS to fileservicing compliance certificates or to arrange for an accounting review of itsservicing compliance terminated on the Servicer Transition Date.
     On August 25, 2003, DVIFS, together with DVI, Inc. (“DVI”) and DVIBusiness Credit Corporation (“DVIBC” and, together with DVI and DVIFS, the“Debtors”), filed a petition for reorganization under chapter 11 of the U.S.Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware,located in Wilmington, Delaware (the “Bankruptcy Court”). In conjunction withthe bankruptcy filing, certain members of DVIFS’s senior management resignedand AP Services, LLC (“APS”), an affiliate of AlixPartners, LLC, was appointedto manage DVIFS and certain of its affiliates through the bankruptcy process.As disclosed in the Current Report on Form 8-K filed on October 14, 2003,although APS worked quickly to familiarize itself with the registrant’ssecuritization program and DVIFS’s servicing operations, and endeavored toprepare the monthly servicer reports in accordance with DVIFS’s past practicesand standards, APS did not have the opportunity to evaluate these practices andstandards to determine whether they were adequate, appropriate or in compliancewith the terms of the contribution and servicing agreements pursuant to whichthey were performed. APS also concluded that DVIFS’s internal controls likelyhad material weaknesses, not all of which were corrected at the time certain ofthe reports in the period covered by this report were filed. Substantiveliquidity constraints, together with the discovery of possible accountingirregularities that may have occurred prior to August 25, 2003, have severelyimpaired DVIFS’s ability to conduct any accounting review or to confirm andreport on internal control and servicer reporting deficiencies .
     On October 14, 2003, the Bankruptcy Court entered an order approving theappointment of an examiner to investigate (i) the financial condition of theDebtors and the circumstances regarding alleged financial and corporateirregularities of the Debtors, (ii) potential claims of the Debtors againstcurrent and former directors, officers and others and (iii) investigateconflicts of interest of the current members of the Board of Directors inmaking decisions for the Debtors. On April 12, 2004, DVI, the parent companyof DVIFS, filed the report prepared by the examiner on Form 8-K.
     During the period prior to March 2, 2004, when DVIFS and USBPS jointlyprepared and filed comprehensive cumulative reports, the monthly reports didnot reflect the occurrence of an Amortization Event, a Servicer Event ofDefault or an Indenture Event of Default, although the Trustee had alleged thatone had occurred. Based on the foregoing, DVIFS determined that it could notcertify the monthly servicer reports filed on Form 8-K during that period.Because of these disputes, the trustee did
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not make principal payments on the notes for much of the period from mid-August2003 until the end of February 2004.
     During the Former Servicer Period and prior to the Debtors’ bankruptcyfiling on August 25, 2003, numerous servicing defaults under the contributionand servicing agreement occurred. These failures included misapplication ofcash proceeds that should have been remitted by DVIFS to the securitizations,inaccuracies in monthly reports on asset performance, and failure to applypayments by lease obligors to sales and use tax as required. Following thebankruptcy filing and as a result of servicer defaults that occurred prior tothe filing, the departure of certain management personnel and a dispute overwhether an Amortization Event had occurred, the Former Servicer experienceddelays in preparing and filing monthly reports and did not certify thosereports as required under the Contribution and Servicing Agreement.
     Current Reports on Form 8-K setting forth monthly distribution informationwere filed on March 30, May 12, May 18, June 17, July 16 and August 23, 2004.On March 2, 2004, a cumulative replacement servicer report for the period fromAugust 2003 to January 2004, together with a cash reconciliation for the periodfrom August 2003 to December 2003, was filed, reflecting the occurrence of anAmortization Event for the securitization and superseding prior monthlyservicer reports filed by DVI Receivables Corp. VIII on behalf of theRegistrant on forms 8-K on October 14, October 29, November 14, December 15 andJanuary 14, 2004. Because of the pending cumulative replacement servicerreport, the report filed on January 14, 2004 did not contain all informationthat would otherwise have been required under the contribution and servicingagreement, but all required information for the period covered by the reportwas included in the cumulative replacement servicer report. A cashreconciliation statement for the period from August 2003 to February 2004,superseding that filed on March 2, 2004, was filed on July 8, 2004. A monthlyservicer report was also filed by DVI Receivables Corp. VIII on behalf of theRegistrant on Form 8-K on July 23, 2003 relating to the June 2003 collectionperiod and the related July distributions. Although no review has been done ofthis report, for the reasons stated above, investors should not rely on theinformation in such report but should instead look to the cumulativereplacement servicer report filed on March 2, 2004, reports filed thereafter,and the cash reconciliation statement filed on July 8, 2004. No monthlyservicer report was filed on a Form 8-K relating to the July 2003 collectionperiod, but the report was furnished to the trustee and posted on its website.A number of errors were identified in such report. Although no review has beendone of this report, for the reasons stated above, investors should not rely onthe information in such report but should instead look to the cumulativereplacement servicer report filed on March 2, 2004, reports filed thereafter,and the cash reconciliation statement filed on July 8, 2004.
     On January 6, 2004, DVIFS announced that it reached an agreement (the“SettlementAgreement”) to settle outstanding issues and claims, including those relatingto servicer defaults, amend certain provisions of the governing documents andtransfer servicing to USBPS with respect to the securitization notes issued bythe Issuer and certain other affiliated securitization entities. Parties tothe Settlement Agreement include DVIFS, USBPS, U.S. Bank National Association(the “Trustee”), and the Ad Hoc Committee of Securitization Noteholders (the“Ad Hoc Committee”). At that time, DVIFS filed a motion seeking the approvalof the Settlement Agreement by the Bankruptcy Court. The Settlement Agreementwas approved on February 3, 2004.
     The Debtors have continued to suffer financial difficulties since theirbankruptcy filings. There was an effort to sell substantially all of theirassets in an auction, but no acceptable bid was received. The Debtors havefiled a plan of liquidation and believe they have sufficient liquidity tooperate until December of 2004. The Debtors are engaged primarily in sellingassets and pursuing causes of action against third parties to maximizerecoveries to their creditors. Accordingly, no comprehensive
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accounting review of the Former Servicer Period has been or will becompleted, and it remains possible that additional servicer defaults occurredduring that time that have not been identified.
     The Debtors filed a disclosure statement and plan of liquidation in theBankruptcy Court on September 9, 2004. As evidence of the severity of thefinancial distress of the Debtors, the disclosure statement includes aliquidation analysis that provides an estimate of a range of recoveries thatcreditors of the Debtors may receive. The liquidation analysis shows a rangeof recoveries of 2.9% to 32.3% for unsecured creditors of the Debtors, and norecovery to equity holders of DVI. Such range is dependent on numerousassumptions and estimates, and there can be no assurance that such range willbe achieved.
**Item 3. Legal Proceedings**
     The Servicer has advised the registrant that it is pursuing numerouscollection actions relating to defaulted loans and leases. In some cases,counterclaims have been brought against the registrant and/or the servicer inconnection with these actions. Actions involving counterclaims are currentlypending in the Court of Common Pleas of Bucks County, Pennsylvania with respectto the following matters: (1) a claim brought by the Servicer on behalf ofregistrant against NMI-Elkton, L.P. and others, instituted on December 18,2003, with a counterclaim for damages in excess of $2,000,000 based onallegations of damage and lost income due to malfunctioning equipment; (2) aclaim brought by the Servicer on behalf of registrant against NMI-Eldersburg,L.P. and others, instituted on December 18, 2003, with a counterclaim fordamages in excess of $2,000,000 based on allegations of damage and lost incomedue to malfunctioning equipment; (3) a claim brought by the Servicer on behalfof registrant against NMI-Bel Air, L.P. and others, instituted on July 7, 2004,with a counterclaim for damages in excess of $2,000,000 based on allegations ofdamage and lost income due to malfunctioning equipment; (4) a claim brought bythe Servicer on behalf of registrant against NMI-Aramingo, L.P. and others,instituted on July 7, 2004, with a counterclaim for damages in excess of$2,000,000 based on allegations of damage and lost income due to malfunctioningequipment; (5) a claim brought by the Servicer on behalf of registrant againstNMI-Maryland, L.P. and others, instituted on July 7, 2004, with a counterclaimfor damages in excess of $2,000,000 based on allegations of damage and lostincome due to malfunctioning equipment; (6) a claim brought by the Servicer onbehalf of registrant against NMI-Pennsylvania, L.P. and others, instituted onJuly 7, 2004, with a counterclaim for damages in excess $2,000,000 based onallegations of damage and lost income due to malfunctioning equipment; (7) aclaim brought by the Servicer on behalf of registrant against National PetImaging of Haverford, L.P. and others, instituted on July 7, 2004, with acounterclaim for damages in excess of $50,000 based on allegations of damagedue to inferior equipment; and (8) a claim brought by the Servicer on behalf ofregistrant against National Pet Imaging of Newtown, L.P. and others, institutedon July 7, 2004, with a counterclaim for damages in excess of $50,000 based onallegations of damage due to inferior equipment. The Servicer disputes all ofthese counterclaims, and intends to vigorously defend in these matters.
     Also, as disclosed above under Item 2, Properties, on August 25, 2003,DVIFS, together with DVI and DVIBC, filed a petition for reorganization underChapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for theDistrict of Delaware, located in Wilmington, Delaware. Although the registrantis not a debtor in the bankruptcy and the registrant’s noteholders do not havedirect claims in the bankruptcy, in connection with that proceeding, an Ad HocCommittee of Securitization Noteholders was formed. This committee negotiatedcertain matters, including the Settlement Agreement, on behalf of thenoteholders.
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     Additionally, DVIFS and its unsecured creditors, acting on its behalf, areengaged in a number of ongoing litigation matters that are not expected to havea material effect on the securitization or the noteholders.
**Item 4. Submission of Matters to a Vote of Security Holders**
     The Ad Hoc Committee of Securitization Noteholders consented to theexecution of the Settlement Agreement, which was then approved by theBankruptcy Court on February 3, 2004 in a proceeding under Rule 9019.Noteholders were sent prior written notice of the hearing and given theopportunity to object. The notice of hearing was also filed as an exhibit tothe Form 8-K of DVI Receivables Corp. VIII filed on January 12, 2004.
     No other matters involving a vote of security holders have arisen duringor subsequent to the fiscal year.
**PART II**
**Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters**
     The Class A-1, A-2a, A-2b, A-3a, A-3b, B, C-1, C-2, D-1, D-2, and E-2notes are held and delivered in book-entry form through the facilities of TheDepository Trust Company (“DTC”) (in the United States), a “clearing agency”registered pursuant to the provisions of Section 17A of the Securities ExchangeAct of 1934, as amended, or Clearstream Banking or Euroclear (in Europe). Thedefinitive Class A-1, A-2a, A-2b, A-3a, A-3b, B, C-1, C-2, D-1, D-2, and E-2notes are held by Cede & Co., the nominee of DTC. The definitive Class E-1notes were held of record by U.S. Bank, N.A., as custodian, as of June 30,2004. The equity of the registrant is owned by DVI Receivables Corp. VIII, theregistrant’s sole member. Accordingly, there are only two holders of record ofthe registrant’s notes. As of December 29, 2003, the registrant’s notes werebeneficially owned by 46 persons.
**Item 8. Financial Statements and Supplementary Data**
     Reference is made to the certificate of the Servicer, relating to theperiod commencing on Servicer Transition Date and ending on June 30, 2004,which is filed as Exhibit 99(B) to this report. As discussed under Item 9below, a report by an accountant evaluating the Servicer’s compliance withservicing standards for such period will be filed as an amendment to thisreport. See also Item 2, Properties, above, with regard to the lack ofservicer compliance certificates and accounting reviews of servicer compliancefor the Former Servicer Period.
**Item 9. Changes in and Disagreement with Accountants on Accounting and Financial Disclosure**
     Deloitte & Touche LLP, who were the auditors for DVI, the parent of theFormer Servicer, resigned from that role on June 2, 2003. The circumstances ofthat resignation were disclosed by DVI in a Form 8-K filed on June 9, 2004 andamendments thereto on Form 8-K/A filed on June 19, 2003 and June 27, 2003,which included a statement by Deloitte & Touche LLP.
     The Former Servicer had engaged Grant Thornton LLP to perform certainagreed upon procedures relating to aspects of its servicing activities forperiods ending on or prior to June 30, 2002. Grant Thornton LLP was notengaged to review internal controls. The relationship between the FormerServicer and Grant Thornton LLP was terminated by mutual consent following thebankruptcy of the Former Servicer. There was no specific dispute ordisagreement that led to the termination of this relationship. Funds are notavailable to pay for ongoing accounting services relating to the FormerServicer’s servicing function.
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     As detailed in Item 2, Properties, above, current management of the FormerServicer has identified numerous servicer defaults that occurred prior to thetime of the bankruptcy filing in August 2003. Given these identified servicingissues, the registranthas concluded that it would not be material and would be potentially misleadingto disclose any previously unpublished reports of Grant Thornton LLP forperiods prior to June 30, 2002. No such reports have been completed by GrantThornton LLP since that date.
     USBPS is in the process of selecting an accountant to conduct theaccounting review of its compliance with servicing standards. The registranthas been informed by the Servicer that the accounting review will not becompleted by the required filing date of this report, and is therefore filingthis Form 10-K without including the required accounting review. An amendmentto this Form 10-K, together with the report on such accounting review, isexpected to be filed as soon as the accounting review has been completed.
**Item 9A. Controls and Procedures**
     Not applicable to this registrant as this registrant issues onlyasset-backed securities.
**PART III**
**Item 12. Security Ownership of Certain Beneficial Owners and Management**
     As of June 30, 2004, 100% of the Class A-1, A-2a, A-2b, A-3a, A-3b, B,C-1, C-2, D-1, D2 and E-2 notes were held in the nominee name Cede & Co. forbeneficial owners. 100% of the Class E-1 notes were held in the name of U.S.Bank, N.A., as custodian. DVIFS is one of the beneficial owners of the ClassE-1 notes.
     DVI Receivables Corp. VIII is the sole member of the registrant, and is awholly owned subsidiary of the Former Servicer. The Former Servicer has abeneficial interest in the residual interest in the securitization, but willreceive payments with respect thereto only after all outstanding notes havebeen paid in full.
**Item 13. Certain Relationships and Related Transactions**
     On January 6, 2004, the Registrant, certain of its affiliates, the Ad HocCommittee of Securitization Noteholders and certain other parties entered intothe Settlement Agreement. No other significant transactions with registered orbeneficial holders of more than 5% of any class of the Registrant’s votingsecurities were entered into during the fiscal year ended June 30, 2004.
**Item 14. Principal Accountant Fees and Services.**
     Not applicable to this registrant as this registrant issues onlyasset-backed securities.
**PART IV**
**Item 15. Exhibits and Financial Statement Schedules**
(a) Exhibits: 23. Accountants’ consent*
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31. Certification of Officer of Registrant 99. (A) ANNUAL INDEPENDENT ACCOUNTANTS’ REPORTpursuant to Section 6.04 of the Contribution and ServicingAgreement.*
(B) SERVICER’S REPORT ON COMPLIANCE WITHMINIMUM SERVICING STANDARDS.
* To be filed by amendment.
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**SIGNATURES**
     Pursuant to the requirements of Section 13 of the Securities Exchange Actof 1934, the registrant has duly caused this report to be signed on its behalfby the undersigned, thereunto duly authorized.    DVI Receivables XIX, L.L.C., by DVI Receivables Corp. VIII, its Managing Member   Dated: September 28, 2004By:   /s/ Andrew Stearns   Andrew Stearns Vice President
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**EXHIBIT INDEX**
**Exhibit No.**
23. Accountants’ consent.* 31. Certification of Officer of DVI Receivables Corp.VIII, Managing Member for DVI Receivables XIX, L.L.C. 99. (A) ANNUAL INDEPENDENT ACCOUNTANTS’ REPORTpursuant to Section 6.04 of the Contribution and ServicingAgreement.*
 (B) SERVICER’S REPORT ON COMPLIANCE WITHMINIMUM SERVICING STANDARDS. 
* To be filed by amendment
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