##### Table of Contents



United States
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2007
 o
    
    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 333-84730
 LEASE EQUITY APPRECIATION FUND I, L.P.
  Delaware
    
    68-0492247(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)
 
 
 Securities registered pursuant to Section 12 (b) of the Act:
 Title of Each Class
    
    Name of Each Exchange on Which RegisteredNone
    
    Not applicable
 Securities registered pursuant to Section 12 (g) of the Act:
 
 o þ
 o þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer   þ
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company o
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



LEASE EQUITY APPRECIATION FUND I, L.P.
INDEX TO ANNUAL REPORT
ON FORM 10-K
 PagePART IITEM 1: Business
    
    
    3ITEM 1A: Risk Factors
    
    
    8ITEM 1B: Unresolved Staff Comments
    
    
    14ITEM 2: Properties
    
    
    14ITEM 3: Legal Proceedings
    
    
    14ITEM 4: Submission of Matters to a Vote of Security Holders
    
    
    14PART IIITEM 5: Market for Registrants Common Equity, Related Stockholder Matters and
Issuer of Equity Securities
    
    
    15ITEM 6: Selected Financial Data
    
    
    15ITEM 7: Managements Discussion and Analysis of Financial Condition and
Results of Operation
    
    
    16ITEM 7A: Quantitative and Qualitative Disclosures about Market Risk
    
    
    21ITEM 8: Financial Statements and Supplementary Data
    
    
    22ITEM 9: Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
    
    
    36ITEM 9A: Controls and Procedures
    
    
    36ITEM 9B: Other Information
    
    
    36PART IIIITEM 10: Directors and Executive Officers of the Registrant
    
    
    36ITEM 11: Executive Compensation
    
    
    38ITEM 12: Security Ownership of Certain Beneficial Owners and Management and Related
Unit Holder Matters
    
    
    38ITEM 13: Certain Relationships and Related Transactions
    
    
    39ITEM 14: Principal Accountant Fees and Services
    
    
    39PART IVITEM
15: Exhibits, Financial Statement Schedules and Reports on Form 8-K
    
    
    40SIGNATURES
    
    
    41




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Forward-Looking Statements
 THE FOLLOWING DISCUSSION CONTAINS FORWARD-LOOKING STATEMENTS REGARDING EVENTS AND FINANCIAL TRENDS
WHICH MAY AFFECT THE REGISTRANTS FUTURE OPERATING RESULTS AND FINANCIAL POSITION. SUCH STATEMENTS
ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE REGISTRANTS ACTUAL RESULTS AND
FINANCIAL POSITION TO DIFFER MATERIALLY FROM THOSE ANTICIPATED IN SUCH STATEMENTS. FOR A MORE
COMPLETE DISCUSSION OF THE RISKS AND UNCERTAINTIES TO WHICH THE REGISTRANT IS SUBJECT; SEE ITEM 1A
RISK FACTORS.
 
 PART I
 
 ITEM 1. BUSINESS
 General
   
    
    500 or fewer employees;
    
    $1 billion or less in total assets; or
    
    $100 million or less in total annual sales.
     3




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Our Lease Portfolio
  Direct Financing Leases and Notes
 December 31, 2007NetType of Equipment
    
    Investment
    
    
    PercentageIndustrial Equipment
    
    $
    28,956
    
    
    
    28.5
    %Medical Equipment
    
    
    26,001
    
    
    
    25.6Computers
    
    
    12,501
    
    
    
    12.3Office Equipment
    
    
    6,248
    
    
    
    6.2Restaurant Equipment
    
    
    5,160
    
    
    
    5.1Software
    
    
    4,876
    
    
    
    4.8Agriculture
    
    
    4,375
    
    
    
    4.3Communications
    
    
    4,338
    
    
    
    4.3Garment Care
    
    
    2,626
    
    
    
    2.6Other
    
    
    6,473
    
    
    
    6.3$
    101,554
    
    
    
    100.0
    %
 December 31, 2006NetType of Equipment
    
    Investment
    
    
    PercentageMedical Equipment
    
    $
    29,140
    
    
    
    33.0
    %Industrial Equipment
    
    
    19,100
    
    
    
    21.6Computers
    
    
    13,477
    
    
    
    15.3Office Equipment
    
    
    6,944
    
    
    
    7.9Software
    
    
    3,683
    
    
    
    4.2Garment Care
    
    
    3,373
    
    
    
    3.8Communications
    
    
    3,172
    
    
    
    3.6Restaurant Equipment
    
    
    2,432
    
    
    
    2.7Building Systems
    
    
    2,048
    
    
    
    2.3Other
    
    
    4,923
    
    
    
    5.6$
    88,292
    
    
    
    100.0
    %
 Operating Leases
 December 31, 2007NetType of Equipment
    
    Investment
    
    
    PercentageIndustrial Equipment
    
    $
    344
    
    
    
    47.7
    %Communications
    
    
    153
    
    
    
    21.3Office Equipment
    
    
    141
    
    
    
    19.7Computers
    
    
    67
    
    
    
    9.3Agriculture
    
    
    15
    
    
    
    2.0Software
    
    
    Restaurant Equipment
    
    
    $
    720
    
    
    
    100.0
    %
 December 31, 2006NetType of Equipment
    
    Investment
    
    
    PercentageOffice Equipment
    
    $
    283
    
    
    
    27.2
    %Industrial Equipment
    
    
    266
    
    
    
    25.6Computers
    
    
    243
    
    
    
    23.4Communications
    
    
    205
    
    
    
    19.7Medical Equipment
    
    
    33
    
    
    
    3.2Software
    
    
    7
    
    
    
    0.7Restaurant Equipment
    
    
    2
    
    
    
    0.2$
    1,039
    
    
    
    100.0
    %
 4




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Direct Financing Leases and Notes
 December 31, 2007NetType of Business
    
    Investment
    
    
    PercentageServices
    
    $
    49,004
    
    
    
    48.3
    %Retail Trade
    
    
    11,491
    
    
    
    11.3Manufacturing
    
    
    10,242
    
    
    
    10.1Agriculture/Forestry/Fishing
    
    
    6,703
    
    
    
    6.6Transportation/
Communication/Energy
    
    
    6,515
    
    
    
    6.4Wholesale Trade
    
    
    6,311
    
    
    
    6.2Construction
    
    
    5,687
    
    
    
    5.6Finance/Insurance/Real Estate
    
    
    2,729
    
    
    
    2.7Public Administration
    
    
    335
    
    
    
    0.3Other
    
    
    2,537
    
    
    
    2.5$
    101,554
    
    
    
    100.0
    %
 December 31, 2006NetType of Business
    
    Investment
    
    
    PercentageServices
    
    $
    51,425
    
    
    
    58.2
    %Retail Trade
    
    
    9,030
    
    
    
    10.2Manufacturing
    
    
    7,747
    
    
    
    8.8Construction
    
    
    4,694
    
    
    
    5.3Wholesale
Trade
    
    
    4,386
    
    
    
    5.0Transportation/
Communication/Energy
    
    
    3,409
    
    
    
    3.9Agriculture/Forestry/Fishing
    
    
    2,829
    
    
    
    3.2Finance/Insurance/Real Estate
    
    
    2,552
    
    
    
    2.9Public Administration
    
    
    620
    
    
    
    0.7Other
    
    
    1,600
    
    
    
    1.8$
    88,292
    
    
    
    100.0
    %
 Operating Leases
 December 31, 2007NetType of Business
    
    Investment
    
    
    PercentageConstruction
    
    $
    391
    
    
    
    54.2
    %Services
    
    
    153
    
    
    
    21.3Wholesale Trade
    
    
    103
    
    
    
    14.3Agriculture/Forestry/Fishing
    
    
    27
    
    
    
    3.8Manufacturing
    
    
    15
    
    
    
    2.0Transportation/
Communication/Energy
    
    
    15
    
    
    
    2.1Retail Trade
    
    
    6
    
    
    
    0.9Finance/Insurance/Real Estate
    
    
    5
    
    
    
    0.7Other
    
    
    5
    
    
    
    0.7$
    720
    
    
    
    100.0
    %
 December 31, 2006NetType of Business
    
    Investment
    
    
    PercentageServices
    
    $
    438
    
    
    
    42.2
    %Construction
    
    
    313
    
    
    
    30.1Wholesale Trade
    
    
    82
    
    
    
    7.9Finance/Insurance/Real Estate
    
    
    66
    
    
    
    6.3Manufacturing
    
    
    63
    
    
    
    6.1Transportation/ Communication/Energy
    
    
    61
    
    
    
    5.9Retail Trade
    
    
    4
    
    
    
    0.4Public Administration
    
    
    2
    
    
    
    0.2Other
    
    
    10
    
    
    
    0.9$
    1,039
    
    
    
    100.0
    %
  5




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December 31,2007
    
    
    2006Balance at beginning of year
    
    $
    431
    
    
    $
    405Provision for credit losses
    
    
    1,282
    
    
    
    910Net write-offs
    
    
    (1,113
    )
    
    
    (884
    )Balance at end of year
    
    $
    600
    
    
    $
    431
 Debt Facilities
       6




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Agreements with our General Partner
   
    
    our General Partner has a partnership interest equal to 1% of all of our taxable
income, losses and cash distributions. Cash distributions paid to our General Partner
in the years ended December 31, 2007, 2006 and 2005 were $16,000, $13,000, and
$14,000, and respectively;
    
    our General Partner receives fees for acquiring our equipment of 2% of the purchase
price we pay, including debt we incur or assume in connection with the acquisition.
Fees for acquiring our equipment paid to the General Partner for the years ended
December 31, 2007, 2006 and 2005 were $1.1 million, $697,000 and $1.2 million
respectively;
    
    our General Partner receives a subordinated annual asset management fee of either 3%
of gross rental payments on our operating leases or 2% of gross rental payments on our
full payout leases and notes. During the five-year reinvestment period, the management
fee will be subordinated to the payment to limited partners of a cumulative annual
distribution of 8% of their capital contributions, as adjusted by distributions deemed
to be a return of capital. Asset management fees earned to the General Partner for the
years ended December 31, 2007, 2006 and 2005 were $1.2 million, $1.1 million, and
$840,000, respectively;
    
    our General Partner receives a subordinated commission equal to one-half of a
competitive commission, to a maximum of 3% of the contract sales price, for arranging
the sale of our equipment after the expiration of a lease. This commission will be
subordinated to the return to our limited partners of the purchase price of their units
plus a cumulative annual distribution, compounded daily, of 8% of their capital
contributions, as adjusted by distributions deemed to be a return of capital. No
commissions were paid in the years ended December 31, 2007, 2006 and 2005;
    
    our General Partner receives a commission equal to the lesser of a competitive rate
or 2% of gross rental payments derived from any re-lease of equipment, payable as we
receive rental payments from re-lease. We will not, however, pay a re-lease commission
if the re-lease is with the original lessee or its affiliates. No re-lease commissions
were paid in the years ended December 31, 2007, 2006 and 2005;
    
    our General Partner is reimbursed for operating and administrative expenses, subject
to limitations contained in our partnership agreement. Reimbursed administrative
expenses paid to the General Partner for the years ended December 31, 2007, 2006 and
2005 were $479,000, $565,000, and $555,000, respectively.
 7




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Competition
  
    
    a large number of national, regional and local banks, savings banks, leasing
companies and other financial institutions;
    
    captive finance and leasing companies affiliated with major equipment manufacturers;
and
    
    other sources of equipment lease financing, including other publicly- offered
partnerships.
  Employees
  
 ITEM 1A  RISK FACTORS
 We May
Not Return All of Our Limited Partners Investment or Any Rate of
Return on Their Investment
  Higher Than Expected Equipment Lease and Secured Loan Defaults May Result in Losses
  8




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
    
    we may experience difficulties and delays in recovering the equipment from the
defaulting party;
    
    the equipment may be returned in poor condition; and
    
    we may be unable to enforce important contract provisions against the insolvent
party, including the contract provisions that require the equipment to be returned to
us in good condition.
  
    
    enforcing a lessees or borrowers contract obligations;
    
    recovering equipment from the defaulting party;
    
    transporting, storing, and repairing the equipment; and
    
    finding a new lessee or purchaser for the equipment.
   Poor Economic Conditions May Adversely Affect Our Ability to Build Our Portfolio
   9




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If We Are Unable to Realize the Residual Value of Our Equipment Under Our Operating Leases, We May
Incur Losses
  
    
    whether the original lessee wants to keep the equipment;
    
    the cost of comparable new equipment;
    
    whether the leased equipment is obsolete or in poor condition; and
    
    whether there is a secondary market for the type of used equipment.
 Using Leverage to Build Our Portfolio Subjects Us to the Risk That Our Revenues May Not Be
Sufficient to Cover Our Operating Costs Plus Debt Service and, Consequently, May Result in Losses
    Cost Reimbursements and Significant Fees We Pay to Our General Partner and Its Affiliates, and
Reserves Our General Partner Establishes, Reduce Our Cash Available
for Distribution to Our Limited Partners
    10




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Our
Limited Partners Ability to Dispose of Their Investment in Us Is Limited
    
    
    an offering period of up to two years;
    
    an additional five-year operating period; and
    
    a subsequent maturity period of approximately two years, during which our leases and
secured loans will either mature or be sold and we will liquidate our other assets.
  Our
Limited Partners have Very Limited Voting Rights and Ability to Control Our Business
  Our General Partner May Be Subject To Various Conflicts of Interest Arising Out of Its Relationship
to Us
  Our General Partners Investment Committee is Not Independent
  11




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
    
    which program has been seeking investments for the longest period of time;
    
    whether the program has the cash required for the investment;
    
    whether the amount of debt to be incurred with respect to the investment is
acceptable for the program;
    
    the effect the investment would have on the programs cash flow;
    
    whether the investment would further diversify, or unduly concentrate, the programs
investments in a particular lessee, class or type of equipment, location, industry,
etc.; and
    
    whether the term of the investment is within the term of the program.
   Our General Partner May Have Difficulty Managing Its Growth, Which May Divert Its Resources and
Limit Its Ability to Expand Its Operations Successfully
  If We Do Not Generate Sufficient
Cash, We Will Not Be Able to Pay Monthly Annual Distributions
to Our Limited Partners or Reinvest a Portion of Our Net Revenues in Additional Investments During the Operating Period
  Our
Cash Distributions May Not Return Our Limited Partners
Investment or Provide a Return on Their Investment, and May Be
Reduced or Delayed
  12




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
    
    the demand for the equipment leases and secured loans we provide;
    
    our ability to obtain financings or leverage, including securitizations, on
acceptable terms to build our equipment portfolio;
    
    required principal and interest payments on the debt we intend to incur;
    
    profitability of our operations;
    
    equipment lease and secured loan defaults;
    
    prevailing economic conditions; and
    
    government regulations.
 Our Success Is Subject to Risks Inherent in the Equipment Leasing and Finance Business, Any of
Which May Affect Our Ability to Operate Profitably
  
    
    changes in economic conditions, including fluctuations in demand for equipment,
interest rates and inflation rates;
    
    the quality of the equipment we acquire and lease or finance;
    
    the continuing strength of equipment manufacturers;
    
    the timing of our equipment purchases and our ability to forecast technological
advances;
    
    technological and economic obsolescence of the equipment we acquire;
    
    our ability to obtain financings or leverage, including securitizations, on
acceptable terms, to build our equipment portfolio;
    
    defaults by our lessees or borrowers; and
    
    increases in our expenses, including labor, tax and insurance expenses.
 Interest Rate Changes May Reduce the Value of Our Portfolio and Our Returns
   13




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Our Inability to Obtain Insurance For Certain Types of Losses Means We Must Bear the Cost of Any
Losses From the Non-Insurable Risks
  Participation With Affiliated Programs or Third-Parties in Joint Ventures May Require Us to Pay
Additional Costs or Incur Losses Because of Actions Taken By the Third-Parties
  
    
    the possibility that our co-venturer may become bankrupt or otherwise fail to meet
its financial obligations, thereby causing us to pay our co-venturers share of the
joint ventures debts, since each co-venturer generally must guarantee all of the joint
ventures debts;
    
    our co-venturer may have business or economic objectives or interests that are
inconsistent with ours and it may want to manage the joint venture in ways that do not
maximize our return;
    
    actions by a co-venturer might subject equipment leases owned by the joint venture
to liabilities greater than those we contemplate; and
    
    when more than one person owns property, there may be a stalemate on decisions,
including decisions regarding a proposed sale or other transfer of the assets.
 
 ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
  
 ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  14




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PART II





ITEM 5.
    
    MARKET FOR THE REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES




Number of Partnersas ofTitle of Class
    
    December 31, 2007Limited Partnership Units
    
    
    433General Partnership Units
    
    
    1







ITEM 6. SELECTED FINANCIAL DATA




For the Years EndedDecember 31,2007
    
    2006
    
    2005
    
    2004
    
    2003Revenues
    
    $
    9,468
    
    
    $
    8,412
    
    
    $
    7,704
    
    
    $
    3,537
    
    
    $
    983Expenses
    
    $
    9,719
    
    
    $
    8,225
    
    
    $
    8,388
    
    
    $
    3,787
    
    
    $
    1,379Net (loss) income
    
    $
    (251
    )
    
    $
    187
    
    
    $
    (684
    )
    
    $
    (250
    )
    
    $
    (396
    )Distributions to Partners
    
    $
    1,534
    
    
    $
    1,387
    
    
    $
    1,388
    
    
    $
    978
    
    
    $
    480Weighted average number of limited partnership units
outstanding during the year
    
    
    171,746
    
    
    
    171,746
    
    
    
    171,746
    
    
    
    137,000
    
    
    
    61,149Net (loss) income per weighted limited partnership
unit  basic and fully diluted
    
    $
    (1.45
    )
    
    $
    1.08
    
    
    $
    (3.94
    )
    
    $
    (1.80
    )
    
    $
    (6.42
    )


As of December 31,2007
    
    2006
    
    2005
    
    2004
    
    2003Total assets
    
    $
    111,616
    
    
    $
    97,437
    
    
    $
    90,793
    
    
    $
    66,530
    
    
    $
    28,236Net investment in direct financing leases and notes
    
    $
    100,954
    
    
    $
    87,861
    
    
    $
    80,783
    
    
    $
    53,582
    
    
    $
    24,241Equipment under operating leases, net
    
    $
    720
    
    
    $
    1,039
    
    
    $
    1,743
    
    
    $
    1,570
    
    
    $
    313Debt
    
    $
    97,302
    
    
    $
    82,364
    
    
    $
    77,327
    
    
    $
    51,462
    
    
    $
    20,386Partners capital
    
    $
    6,622
    
    
    $
    9,961
    
    
    $
    11,427
    
    
    $
    12,789
    
    
    $
    7,452


15



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ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 General
    
    
500 or fewer employees;
    
$1 billion or less in total assets; or
    
$100 million or less in total annual sales.
     Results of Operations
 Year Ended December, 31, 2007 Compared to Year Ended December 31, 2006
  
    
    Our interest income increased to $7.2 million for the year ended December 31, 2007
as compared to $6.5 million in the year ended December 31, 2006, an increase of
$743,000 (11.4%). This is due to an increase in our financing assets to $101 million
in the year ended December 31, 2007 as compared to $87.9 million in the year ended
December 31, 2006, an increase of $13.1 million (14.9%). This growth was driven by our
General Partners increased sales to us and marketing efforts supported by lines of
financing.
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
    
    Our gain on sale of equipment increased to $1.1 million for the year ended December 31,
2007 as compared to $543,000 in the year ended December 31, 2006, an increase of
$533,000 (98.1%). Gains on sale of equipment may vary significantly from period to
period due to the portfolio maturing. As the portfolio ages, there will be increased
activities from early lease terminations and end of lease dispositions.
    
    Other income increased to $700,000 for the year ended December 31, 2007 as compared
to $606,000 in the year ended December 31, 2006, an increase of $94,000 (15.5%). Other
income consists primarily of late fee income and handling fee income.
  
    
    Our rental income decreased to $447,000 for the year ended December 31, 2007 as
compared to $761,000 in the year ended December 31, 2006, a decrease of $314,000
(41.3%). This decrease is due to operating leases reaching full term.
  
    
    Interest expense increased to $5 million in the year ended December 31, 2007 as
compared to $4.6 million in the year ended December 31, 2006, an increase of $475,000
(10.4%). This increase is due to the increase of our debt incurred to acquire
equipment financing assets. Debt increased to $97.3 million at December 31, 2007 as
compared to $82.4 million at December 31, 2006, an increase
of $14.9 million (18.1%). Generally interest rates on all our
debt facilities are based on one month LIBOR and fluctuate with
changes in LIBOR.
    
    Our provision for credit losses increased to $1.3 million in the year ended December
31, 2007 as compared to $910,000 in the year ended December 31, 2006, an increase of
$372,000 (40.9%). The increase in our provision for credit losses is principally a
result of the growth of our lease portfolio and is within our expectations. We provide
for credit losses when losses are likely to occur based on a migration analysis of past
due payments and economic conditions.
    
    Management fees increased to $1.2 million in the year ended December 31, 2007 as
compared to $1.1 million in the year ended December 31, 2006, an increase of $136,000
(12.8%). This increase is directly attributable to our growth in equipment financing
assets, since management fees are paid based on lease payments received.
    
    General and administrative expenses increased to $1.4 million in the year ended
December 31, 2007 as compared to $519,000 in the year ended December 31, 2006, an
increase of $892,000 (171.9%). This increase is primarily attributable to an increase
in legal costs associated with increased collection efforts. We expect the increase in
legal costs will result in future recoveries of credit losses.
  
    
    Depreciation expense from operating leases decreased to $322,000 in the year ended
December 31, 2007 as compared to $617,000 in the year ended December 31, 2006, a
decrease of $295,000 (47.8%). This decrease is due to operating leases reaching full
term.
    
    Administrative expenses reimbursed to related party decreased to $479,000 in the
year ended December 31, 2007 as compared to $565,000 in the year ended December 31,
2006, a decrease of $86,000 (15.2%).
   Year Ended December, 31, 2006 Compared to Year Ended December 31, 2005
  17




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##### Table of Contents




    
    Our interest income increased to $6.5 million for the year ended December 31, 2006
as compared to $6.2 million in the year ended December 31,
2005, an increase of
$305,000 (4.9%). This is due to our increase in equipment financing assets. Total
equipment financing assets increased to $87.9 million in the year ended December 31,
2006 as compared to $80.8 million in the year ended
December 31, 2005, an increase of
$7.1 million (8.8%). This growth was driven by our General Partners increased sales
and marketing efforts supported by lines of financing.
    
    Our gain on sale of equipment increased to $542,000 for the year ended December 31,
2006 as compared to $126,000 in the year ended December 31, 2005, an increase of
$417,000 (329.9%). Gains on sale of equipment may vary significantly from period to
period due to the portfolio maturing. As the portfolio ages, there will be increased
activities from early lease terminations and end of lease dispositions.
    
    Other income increased to $607,000 for the year ended December 31, 2006 as compared
to $387,000 in the year ended December 31, 2005, an increase of $219,000 (56.6%).
Other income consists primarily of late fee income and handling fee income.The increases were partially offset by the following:
    
    Our rental income decreased to $761,000 for the year ended December 31, 2006 as compared
to $993,000 in the year ended December 31, 2005, an decrease of $232,000 (23.4%). This decrease is
due to operating leases reaching full term.
  
    
    Our provision for credit losses decreased to $910,000 in the year ended December 31, 2006 as
compared to $1.4 million in the year ended December 31, 2005, a decrease of $442,000 (32.7%). This
decrease is primarily attributable to an increased investment in collection efforts by our General
Partner. We provide for bad debts when losses are likely to occur based on a migration analysis of
past due payments and economic conditions.
    
    Depreciation expense from operating leases decreased to $617,000 in the year ended
December 31, 2006 as compared to $821,000 in the year ended December 31, 2005, a
decrease of $204,000 (24.8%). This decrease is due to operating leases reaching full
termThese decreases were partially offset by the following:
    
    Interest expense increased to $4.6 million in the year ended December 31, 2006 as
compared to $4.3 million in the year ended December 31, 2005, an increase of $206,000
(4.7%). This increase is due to the increase of our debt incurred to acquire equipment
financing assets. Debt increased to $82.4 million at December 31, 2006 as compared to
$77.3 million at December 31, 2005, an increase of $5 million (6.5%).
    
    Management fees increased to $1.1 million in the year ended December 31, 2006 as
compared to $840,000 in the year ended December 31, 2005, an increase of $223,000
(26.6%). This increase is directly attributable to improved collection efforts by our
General Partner and our growth in equipment financing assets, since management fees are
paid based on payments received.
    
    General and administrative expenses increased to $500,000 in the year ended December
31, 2006 as compared to $476,000 in the year ended December 31, 2005, an increase of
$44,000 (9.2%). This increase is primarily attributable to an increase in legal costs
associated with increased collection efforts.
   18




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##### Table of Contents



Liquidity and Capital Resources
 General
    For the Years Ended December 31,2007
    
    
    2006
    
    
    2005Net cash (used in) provided by operating activities
    
    $
    (148
    )
    
    $
    3,674
    
    
    $
    (286
    )Net cash used in investing activities
    
    
    (12,999
    )
    
    
    (6,377
    )
    
    
    (29,051
    )Net cash provided by financing activities
    
    
    9,422
    
    
    
    3,795
    
    
    
    30,232(Decrease) increase in cash
    
    $
    (3,725
    )
    
    $
    1,092
    
    
    $
    895
     19




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##### Table of Contents



Contractual Obligations and Commercial Commitments
  LessTotal
    
    
    than 1 Year
    
    
    1-3 Years
    
    
    4-5 Years
    
    
    After 5 yearsLong term debt
    
    $
    97,302
    
    
    $
    35,823
    
    
    $
    43,162
    
    
    $
    15,824
    
    
    $
    2,493
 Recently Issued Accounting Pronouncements
   Critical Accounting Policies
 Revenue Recognition
  Direct Financing Leases.
 Operating Leases.
 Notes Receivable.
  20




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##### Table of Contents



Derivative Instruments and Hedging Activities.
 
 ITEM 7A.
    
    QUANTITIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   21




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##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     
 22




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
CONSOLIDATED BALANCE SHEETS
(in thousands)
 December 31,2007
    
    
    2006ASSETSCash
    
    $
    573
    
    
    $
    4,298Restricted cash
    
    
    5,132
    
    
    
    1,738Accounts receivable
    
    
    18
    
    
    
    76Due from lockbox
    
    
    2,876
    
    
    
    896Investment in direct financing leases and notes, net
    
    
    100,954
    
    
    
    87,861Investment in operating leases, net of accumulated depreciation of
$702 and $1,378 respectively
    
    
    720
    
    
    
    1,039Fair value of interest rate swaps
    
    
    
    
    
    
    392Other assets
    
    
    1,343
    
    
    
    1,137$
    111,616
    
    
    $
    97,437LIABILITIES AND PARTNERS CAPITALLiabilities:Debt
    
    $
    97,302
    
    
    $
    82,364Accounts payable and accrued expenses
    
    
    774
    
    
    
    316Security deposits
    
    
    2,086
    
    
    
    1,783Due to related parties
    
    
    3,670
    
    
    
    3,013Fair value of interest rate swaps
    
    
    1,162
    
    
    
    Total liabilities
    
    
    104,994
    
    
    
    87,476Partners Capital
    
    
    6,622
    
    
    
    9,961$
    111,616
    
    
    $
    97,437
  23




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except unit data)
 For the Years Ended December 31,2007
    
    
    2006
    
    
    2005Income:Interest on equipment financings
    
    $
    7,245
    
    
    $
    6,502
    
    
    $
    6,197Rental income
    
    
    447
    
    
    
    761
    
    
    
    993Gains on sales of equipment and lease dispositions, net
    
    
    1,076
    
    
    
    543
    
    
    
    126Other
    
    
    700
    
    
    
    606
    
    
    
    3889,468
    
    
    
    8,412
    
    
    
    7,704Expenses:Interest expense
    
    
    5,025
    
    
    
    4,550
    
    
    
    4,344Provision for credit losses
    
    
    1,282
    
    
    
    910
    
    
    
    1,352Depreciation on operating leases
    
    
    322
    
    
    
    617
    
    
    
    821Administrative expense reimbursed to related party
    
    
    479
    
    
    
    565
    
    
    
    555Management fees to related party
    
    
    1,200
    
    
    
    1,064
    
    
    
    840General and administrative expenses
    
    
    1,411
    
    
    
    519
    
    
    
    4769,719
    
    
    
    8,225
    
    
    
    8,388Net (loss) income
    
    $
    (251
    )
    
    $
    187
    
    
    $
    (684
    )Weighted average number of limited partner units
outstanding during the period
    
    
    171,746
    
    
    
    171,746
    
    
    
    171,746Net (loss) income per weighted average limited partner unit
    
    $
    (1.45
    )
    
    $
    1.08
    
    
    $
    (3.94
    )
  24




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS CAPITAL
AND COMPREHENSIVE INCOME (LOSS)
YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005
(in thousands, except unit data)
 AccumulatedGeneral
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    Partners
    
    
    ComprehensivePartner
    
    
    Limited Partners
    
    
    Comprehensive
    
    
    Capital
    
    
    Income (Loss)Amount
    
    
    Units
    
    
    Amount
    
    
    Income (Loss)
    
    
    Total
    
    
    TotalBalance at December 31, 2004
    
    $
    (20
    )
    
    
    171,746
    
    
    $
    12,861
    
    
    $
    (52
    )
    
    $
    12,789Cash distributions paid
    
    
    (14
    )
    
    
    
    
    
    
    (1,374
    )
    
    
    
    
    
    
    (1,388
    )Net loss
    
    
    (7
    )
    
    
    
    
    
    
    (677
    )
    
    
    
    
    
    
    (684
    )
    
    $
    (684
    )Unrealized gain on hedging
derivative
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    710
    
    
    
    710
    
    
    
    710Balance at December 31, 2005
    
    
    (41
    )
    
    
    171,746
    
    
    
    10,810
    
    
    
    658
    
    
    
    11,427
    
    
    $
    26Cash distributions paid
    
    
    (13
    )
    
    
    
    
    
    
    (1,374
    )
    
    
    
    
    
    
    (1,387
    )Net income
    
    
    1
    
    
    
    
    
    
    
    186
    
    
    
    
    
    
    
    187
    
    
    $
    187Unrealized loss on hedging
derivative
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (266
    )
    
    
    (266
    )
    
    
    (266
    )Balance at December 31, 2006
    
    
    (53
    )
    
    
    171,746
    
    
    
    9,622
    
    
    
    392
    
    
    
    9,961
    
    
    $
    (79
    )Cash distributions paid
    
    
    (16
    )
    
    
    
    
    
    
    (1,518
    )
    
    
    
    
    
    
    (1,534
    )Net loss
    
    
    (2
    )
    
    
    
    
    
    
    (249
    )
    
    
    
    
    
    
    (251
    )
    
    $
    (251
    )Unrealized loss on hedging
derivative
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,554
    )
    
    
    (1,554
    )
    
    
    (1,554
    )Balance at December 31, 2007
    
    $
    (71
    )
    
    
    171,746
    
    
    $
    7,855
    
    
    $
    (1,162
    )
    
    $
    6,622
    
    
    $
    (1,805
    )
  25




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 Years Ended December 31,2007
    
    
    2006
    
    
    2005Cash flows from operating activities:Net (loss) income
    
    $
    (251
    )
    
    $
    187
    
    
    $
    (684
    )Adjustments to reconcile net (loss) income to net cash
(used in) provided by operating activities:Gain on sale of equipment and lease dispositions, net
    
    
    (1,076
    )
    
    
    (543
    )
    
    
    (126
    )Depreciation
    
    
    322
    
    
    
    617
    
    
    
    821Amortization of deferred financing costs
    
    
    137
    
    
    
    128
    
    
    
    132Provision for credit losses
    
    
    1,282
    
    
    
    910
    
    
    
    1,352Changes in operating assets and liabilities:Accounts receivable
    
    
    58
    
    
    
    14
    
    
    
    (33
    )Due from lockbox
    
    
    (1,980
    )
    
    
    448
    
    
    
    (812
    )Other assets
    
    
    245
    
    
    
    (180
    )
    
    
    (464
    )Accounts payable and accrued expenses
    
    
    459
    
    
    
    (102
    )
    
    
    (334
    )Due to related parties, net
    
    
    656
    
    
    
    2,195
    
    
    
    (138
    )Net cash provided by (used in) operating activities
    
    
    (148
    )
    
    
    3,674
    
    
    
    (286
    )Cash flows from investing activities:Investments in direct financing leases and notes
    
    
    (61,491
    )
    
    
    (45,517
    )
    
    
    (59,584
    )Proceeds from (acquisitions of) equipment under
operating
leases, net
    
    
    49
    
    
    
    
    
    
    
    (994
    )Proceeds from direct financing leases and notes, net of
earned income
    
    
    48,140
    
    
    
    38,163
    
    
    
    31,153Security deposits, net
    
    
    303
    
    
    
    977
    
    
    
    374Net cash used in investing activities
    
    
    (12,999
    )
    
    
    (6,377
    )
    
    
    (29,051
    )Cash flows from financing activities:Proceeds from debt
    
    
    58,926
    
    
    
    42,650
    
    
    
    80,390Repayment of debt
    
    
    (43,988
    )
    
    
    (37,613
    )
    
    
    (54,524
    )(Increase) decrease in restricted cash
    
    
    (3,394
    )
    
    
    148
    
    
    
    5,754Increase in deferred financing costs
    
    
    (588
    )
    
    
    (3
    )
    
    
    Partners distributions paid
    
    
    (1,534
    )
    
    
    (1,387
    )
    
    
    (1,388
    )Net cash provided by financing activities
    
    
    9,422
    
    
    
    3,795
    
    
    
    30,232Increase (decrease) in cash
    
    
    (3,725
    )
    
    
    1,092
    
    
    
    895Cash, beginning of year
    
    
    4,298
    
    
    
    3,206
    
    
    
    2,311Cash, end of year
    
    $
    573
    
    
    $
    4,298
    
    
    $
    3,206
  26




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2007
 NOTE 1 - ORGANIZATION AND NATURE OF BUSINESS
    NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Basis of Presentation
  Use of Estimates
   27




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
 Use of Estimates  (Continued)
    Concentration of Credit Risk
   Revenue Recognition
  Direct Financing Leases.
 Operating Leases.
 28




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
 Revenue Recognition  (Continued)
 Notes Receivable.
  Income Taxes
  Supplemental Disclosure of Cash Flow Information
  Recently Issued Accounting Pronouncements
   Transfers of Financial Assets
 Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,
 29




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
 Fair Value of Financial Instruments
   NOTE 3  RESTRICTED CASH
  NOTE 4  DUE FROM LOCKBOX
  NOTE 5 -INVESTMENT IN DIRECT FINANCING LEASES AND NOTES
  December 31,2007
    
    
    2006Direct financing leases
    
    $
    80,509
    
    
    $
    78,470Notes receivable
    
    
    21,045
    
    
    
    9,822101,554
    
    
    
    88,292Allowance for credit losses
    
    
    (600
    )
    
    
    (431
    )$
    100,954
    
    
    $
    87,861
  December 31,2007
    
    
    2006Total future minimum lease payments
    
    $
    92,388
    
    
    $
    88,238Unearned rental income
    
    
    (12,752
    )
    
    
    (10,651
    )Residuals, net of unearned residual income
    
    
    873
    
    
    
    883$
    80,509
    
    
    $
    78,470
 30




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 5 -INVESTMENT IN DIRECT FINANCING LEASES AND NOTES  (Continued)
  Years Ended December 31,2007
    
    
    2006Allowance for credit losses, beginning of the year
    
    $
    431
    
    
    $
    405Provision for credit losses
    
    
    1,282
    
    
    
    910Net write-offs
    
    
    (1,113
    )
    
    
    (884
    )Allowance for credit losses, end of the year
    
    $
    600
    
    
    $
    431
  Years Ending
    
    DirectDecember 31,
    
    Financing Leases
    
    
    Notes
    
    
    Operating Leases
    
    
    Total2008
    
    $
    36,900
    
    
    $
    6,228
    
    
    $
    217
    
    
    $
    43,3452009
    
    
    26,394
    
    
    
    5,495
    
    
    
    160
    
    
    
    32,0492010
    
    
    14,576
    
    
    
    4,054
    
    
    
    38
    
    
    
    18,6682011
    
    
    8,405
    
    
    
    2,565
    
    
    
    4
    
    
    
    10,9742012
    
    
    4,334
    
    
    
    1,730
    
    
    
    1
    
    
    
    6,065Thereafter
    
    
    1,779
    
    
    
    973
    
    
    
    
    
    
    
    2,752$
    92,388
    
    
    $
    21,045
    
    
    $
    420
    
    
    $
    113,853
 NOTE 6  OTHER ASSETS
  31




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LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 7 - DEBT
  December 31,2007
    
    
    2006WestLB AG, New York
Branch revolving line
of credit, with an
aggregate borrowing
limit of $110 million
(75.0 million as of
December 31, 2006)
collateralized by
specific lease
receivables and
related equipment,
with a 1% credit
reserve of the
outstanding line of
credit. Interest on
this facility is
calculated at LIBOR
plus .95% per annum.
To mitigate
fluctuations in
interest rates the
Fund has entered into
interest rate swap
agreements
terminating at
various dates ranging
from February 2010 to
December 2014. The
interest rate swap
agreements fix the
interest rate on this
facility at 5.79% on
a weighted average
basis. Interest and
principal are due as
payments are received
under the financings.
The line expires
January 31, 2011
    
    $
    95,571
    
    
    $
    74,589OFC Capital, a
division of ALFA
Financial
Corporation,
collateralized by
specific lease
receivables equal to
93% of the aggregate
payments due under
the related equipment
lease or equipment
finance transaction,
discounted at an
interest rate of
6.9%, funded subject
to a credit reserve
of 3% of the loan
amount. The loan is
repayable as payments
are made under the
leases or equipment
financing
transactions
collateralizing the
loan, with a final
maturity date of
February 15, 2009
    
    
    1,731
    
    
    
    4,408National City
Commercial Capital
Corporation f/k/a
Information Leasing
Corporation,
collateralized by
specified lease
receivables,
generally equal to
the sum of the
receivables,
discounted to present
value at 5.79%, less
a credit reserve of
8% after security
deposit (since July
30, 2004). The loan
was repayable as
payments were made
under the leases or
equipment financing
transactions
collateralizing the
loan. This loan was
satisfied November
2007
    
    
    
    
    
    
    3,367Total outstanding debt
    
    $
    97,302
    
    
    $
    82,364
    2008
    
    $
    35,8232009
    
    
    26,6642010
    
    
    16,4982011
    
    
    9,9592012
    
    
    5,865Thereafter
    
    
    2,493$
    97,302
 32




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2007
 NOTE 8 - DERIVATIVE INSTRUMENTS
      NOTE 9 - TRANSACTIONS WITH AFFILIATES
    33




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
December 31, 2007
 NOTE 9 - TRANSACTIONS WITH AFFILIATES  (Continued)
    Years Ended December 31,2007
    
    2006
    
    2005Acquisition fees
    
    $
    1,101
    
    
    $
    697
    
    
    $
    1,212Asset management fees
    
    $
    1,200
    
    
    $
    1,064
    
    
    $
    840Reimbursed administrative expenses
    
    $
    479
    
    
    $
    565
    
    
    $
    555
  NOTE 10 - ALLOCATION OF PARTNERSHIP INCOME, LOSS AND CASH DISTRIBUTIONS
   NOTE 11 - COMPREHENSIVE INCOME (LOSS)
  34




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##### Table of Contents



LEASE EQUITY APPRECIATION FUND I, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
December 31, 2007
 NOTE 12 - NET INCOME (LOSS) PER LIMITED PARTNERSHIP UNIT
  35




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##### Table of Contents



ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
  
 ITEM 9B. OTHER INFORMATION
  
 PART III
 
 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL PARTNER
 i.e.
   Name
    
    Age
    
    PositionCrit S. DeMent
    
    
    55
    
    
    Chairman of the Board of Directors and Chief Executive OfficerMiles Herman
    
    
    48
    
    
    President, Chief Operating Officer,
Secretary and DirectorJonathan Z. Cohen
    
    
    37
    
    
    DirectorAlan D. Schreiber, M.D.
    
    
    66
    
    
    DirectorLinda Richardson
    
    
    60
    
    
    DirectorRobert K. Moskovitz
    
    
    51
    
    
    Chief Financial Officer and TreasurerDavid H. English
    
    
    57
    
    
    Executive Vice PresidentDaniel G. Courtney
    
    
    45
    
    
    Executive Vice President  Investment ProgramsRobert J. Hunter
    
    
    42
    
    
    Executive Vice President and Chief Marketing Officer
 36




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##### Table of Contents



CRIT S. DEMENT
 MILES HERMAN
 JONATHAN Z. COHEN
 ALAN D. SCHREIBER, M.D.
 LINDA RICHARDSON
 ROBERT K. MOSKOVITZ
 DAVID H. ENGLISH
 DANIEL G. COURTNEY
 37




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##### Table of Contents



ROBERT J. HUNTER
 Code of Business Conduct and Ethics
 th
 
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED UNIT HOLDER MATTERS
 (a)
    
    The Fund had approximately 433 limited partners as of December 31, 2007.(b)
    
    In 2004, the Funds General Partner contributed $1,000 to its capital as the
General Partner and received its General Partner interest in the Fund. As of December
31, 2007, the Funds General Partner owned 8,507 of the Funds limited partner units.
These purchases of limited partner units by the Funds General Partner and its
affiliates were at a price discounted by the 7% sales commission which was paid by
most of the Funds other limited partners.(c)
    
    The Fund knows of no arrangements that would, at any date subsequent to the
date of this report, result in a change in control of us.
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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
        
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
 Audit Fees.
 Audit-Related Fees.
 Tax Fees.
 All Other Fees.
 Procedures for Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of
Independent Auditor.
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PART IV
 
 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
  1.
    
    Financial StatementsThe financial statements required by this Item are set forth in Item 8 Financial Statements
and Supplemental Data.2.
    
    Financial Statement SchedulesNo schedules are required to be presented.3.
    
    Exhibits
 Exhibit No.
    
    Description3.1
    
    Amended and Restated Agreement of Limited Partnership (1)3.2
    
    Certificate of Limited Partnership (2)4
    
    Forms of letters sent to limited partners confirming their investment (2)10.1
    
    WestLB AG, New York Branch Amendment to West LB Agreement Secured Loan Agreement
(3)10.2
    
    First Amendment to WestLB AG
Secured Loan Agreement (6)10.3
    
    Third Amendment to WestLB AG
Secured Loan Agreement (7)10.4
    
    Fifth Amendment to WestLB AG Secured Loan Agreement10.5
    
    Origination and Servicing Agreement among LEAF Financial Corporation, Lease Equity
Appreciation Fund I, L.P. and LEAF Funding, Inc., dated April 4, 2003
(4)10.6
    
    Fourth Amendment to Secured Loan
Agreement with WestLB AG, New York Branch, dated March 30, 2007 (5)10.7
    
    Master Loan and Security Agreement between Lease Equity Appreciation Fund I, L.P.
and OFC Capital, a division of Alpha Financial Corporation, dated November 26, 2003
(6)31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certification of Chief Executive Officer pursuant to Section 1350 18 U.S.C., as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of Chief Financial Officer pursuant to Section 1350 18 U.S.C., as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 (1)
    
    Filed previously as Appendix A to our Post-Effective Amendment
No. 3 to our Registration Statement on Form S-1, filed on January 24, 2004 and
by this reference incorporated herein.(2)
    
    Filed previously as an Exhibit to Amendment No. 1 to our
Registration Statement on Form S-1 filed on June 7, 2002 and by this reference
incorporated herein.(3)
    
    Filed previously as an exhibit to our Annual Report on Form 10-K
for the year ended December 31, 2004 and by this reference incorporated herein.(4)
    
    Filed previously on Form 8-K, filed on September 19, 2003 and by
this reference incorporated herein.(5)
    
    File previously as an exhibit to our Quarterly Report on Form
10-Q for the quarter ended March 31, 2007 and by this reference
incorporated herein.(6)
    
    Filed previously as an exhibit to our Post-Effective Amendment
No. 2 to our Registration Statement on Form S-1, filed on January 13, 2004 and
by this reference incorporated herein.(7)
    
    Filed previously as an exhibit to our Annual Report on Form 10-K
for the fiscal year ended December 31, 2006 and by this reference incorporated
herein.(8)
    
    Filed previously on August 14, 2006 as an exhibit to our
Quarterly Report on Form 10-Q for the quarter ended June 30, 2006 and by this
reference incorporated herein. 
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##### Table of Contents



SIGNATURES
  LEASE EQUITY APPRECIATION FUND I, L.P.Delaware Limited PartnershipBy: LEAF Financial CorporationMarch 31, 2008
    
    By:
    
    /s/ CRIT S. DEMENTCRIT S. DEMENTChairman and Chief Executive Officer
  /s/ Crit S. DeMent

CRIT S. DEMENT
    
    Chairman of the Board and Chief
Executive Officer of the General
Partner
    
    March 31, 2008/s/ Miles Herman

MILES HERMAN
    
    President, Chief Operating Officer
and Director of the General Partner
    
    March 31, 2008/s/ Robert K. Moskovitz

ROBERT K. MOSKOVITZ
    
    Chief Financial Officer and Treasurer
of the General Partner
    
    March 31, 2008/s/ Jonathan Z. Cohen

JONATHAN Z. COHEN
    
    Director of the General Partner
    
    March 31, 2008/s/ Alan D. Schreiber, M.D.

ALAN D. SCHREIBER, M.D.
    
    Director of the General Partner
    
    March 31, 2008/s/ Linda Richardson

LINDA RICHARDSON
    
    Director of the General Partner
    
    March 31, 2008
 41