UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549FORM 10-K[x]
  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
  OF 1934For
  the fiscal year ended
 December 31, 2013or[ 
  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
  EXCHANGE ACT OF 1934For the transition period from
 
 toCommission
  file number
 000-50217ICON Income Fund Nine Liquidating Trust(Exact name of registrant as specified in its
  charter)Delaware
 
 80-6245802(State or other jurisdiction of incorporation or
  organization)
 
 (I.R.S. Employer Identification No.)3 Park Avenue, 36th Floor, New York, NY
 
 10016(Address of principal executive offices)
 
 (Zip Code)(212) 418-4700(Registrant’s telephone number, including area code)Securities registered pursuant to Section 12(b) of
  the Act:NoneSecurities registered pursuant to Section 12(g) of
  the Act:NoneIndicate
  by check mark if the registrant is a well-known seasoned issuer, as defined
  in Rule 405 of the Securities Act.Yes ☐    No☑Indicate
  by check mark if the registrant is not required to file reports pursuant to
  Section 13 or Section 15(d) of the Act.*Yes ☐    No ☐Indicate
  by check mark whether the registrant (1) has filed all reports required to be
  filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
  the preceding 12 months (or for such shorter period that the registrant was
  required to file such reports), and (2) has been subject to such filing requirements
  for the past 90 days.*Yes☐No ☐Indicate by check mark whether the registrant has
  submitted electronically and posted on its corporate Web site, if any, every
  Interactive Data File required to be submitted and posted pursuant to Rule 405
  of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
  (or for such shorter period that the registrant was required to submit and
  post such files).Yes ☐    No ☐Indicate by check mark if disclosure of delinquent
  filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is
  not contained herein, and will not be contained, to the best of registrant’s
  knowledge, in definitive proxy or information statements incorporated by
  reference in Part III of this Form 10-K or any amendment to this Form 10-K.☑Indicate
  by check mark whether the registrant is a large accelerated filer, an
  accelerated filer, a non-accelerated filer, or a smaller reporting company. 
  See the definitions of “large accelerated filer,” “accelerated filer” and
  “smaller reporting company” in Rule 12b-2 of the Exchange Act.Large accelerated filer ☐
 Accelerated filer ☐Non-accelerated filer ☐ (Do not check if a
  smaller reporting company)
 Smaller reporting company☑Indicate
  by check mark whether the registrant is a shell company (as defined in Rule
  12b-2 of the Act).Yes ☐    No☑State
  the aggregate market value of the voting and non-voting common equity held by
  non-affiliates computed by reference to the price at which the common equity
  was last sold, or the average bid and asked price of such common equity, as
  of the last business day of the registrant’s most recently completed second
  fiscal quarter:Not applicable.There is no established market for
  the beneficial interests of the registrant.Number of outstanding beneficial interests of the registrant
  on March 24, 2014 is 97,955.DOCUMENTS
  INCORPORATED BY REFERENCENone.
  
  *ICON Income Fund Nine
  Liquidating Trust is the transferee of the assets and liabilities of ICON
  Income Fund Nine, LLC and files reports under the Commission file number for
  ICON Income Fund Nine, LLC, which filed a Form 15 on January 29, 2013,
  indicating its notice of termination of registration and filing requirements.


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ICON
Income Fund Nine Liquidating Trust Table of Contents   PageConsolidated
  Statement of Net Assets (Liquidation Basis) at December 31, 2013 (unaudited)
 1Consolidated
  Statement of Changes in Net Assets (Liquidation Basis) for the period from
  January 23, 2013 (Commencement of Operations) through December 31, 2013
  (unaudited)
 2Consolidated
  Statement of Cash Flows (Liquidation Basis) for the period from January 23,
  2013 (Commencement  of Operations) through December 31, 2013 (unaudited)
 3Notes
  to Consolidated Financial Statements(unaudited)
 4Signatures
 12


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ICON Income Fund Nine Liquidating Trust (A Delaware
Statutory Trust) Consolidated Statement of Net Assets
(Liquidation Basis) (unaudited)  December 31, 2013AssetsCash
 $
 1,770,494Leased
  equipment at cost (less accumulated depreciation of $3,899,731)
 
 29,316,093Other assets
 
 568,293Total assets
 $
 31,654,880LiabilitiesNon-recourse long-term
  debt
 $
 16,852,736Maintenance
  reserves
 
 5,121,774Security
  deposit
 
 790,000Accrued
  expenses and other current liabilities
 
 122,457Total
  liabilities
 
 22,886,967Commitments and
  contingencies (Note 9)Net assets in
  liquidation
 $
 8,767,913See accompanying notes to consolidated
  financial statements.
  1


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ICON Income Fund Nine Liquidating Trust (A Delaware
Statutory Trust) Consolidated Statement of Changes in Net
Assets (Liquidation Basis) (unaudited)  For the period from January 23, 2013
  (Commencement of Operations) through December 31, 2013Revenue:Rental income
 $
 4,405,552Finance income
 
 172,075Net gain on
  sales of equipment
 
 154,125Interest and
  other income
 
 133,493Total revenue
 
 4,865,245Expenses:General and
  administrative
 
 754,886Loss on
  derivative financial instruments
 
 95,424Interest
 
 1,218,656Depreciation
 
 3,899,731Other operating
  expenses
 
 78,622Total expenses
 
 6,047,319Net loss
 
 (1,182,074)Unrealized
  losses on interest rate swaps reclassified to net loss
 
 133,101Net assets in
  liquidation at January 23, 2013
 
 9,816,886Net assets in
  liquidation at December 31, 2013
 $
 8,767,913See accompanying notes to consolidated
  financial statements.
  2


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ICON Income Fund Nine Liquidating Trust (A Delaware
Statutory Trust) Consolidated Statement of Cash Flows
(Liquidation Basis) (unaudited)  For the period from January 23, 2013
  (Commencement of Operations) through December 31, 2013Cash flows from
  operating activities:Net loss
 $
 (1,182,074)Adjustments to
  reconcile net loss to net cash provided by operating activities:Finance income
 
 (172,075)Rental income
  paid directly to lender by lessee
 
 (778,293)Net gain on
  sale of leased equipment
 
 (154,125)Depreciation
 
 3,899,731Loss on
  derivative financial instruments
 
 95,424Interest
  expense on non-recourse financing paid directly to lender by lessee
 
 764,495Interest
  expense from amortization of debt discount
 
 454,049Changes in
  operating assets and liabilities:Collection of
  finance leases
 
 683,795Deferred
  charges
 
 (240,385)Other assets
 
 29,323Due to affiliates
 
 (3,945)Accrued
  expenses and other liabilities
 
 8,694Net cash
  provided by operating activities
 
 3,404,614Cash flows from
  financing activities:Repayments on
  non-recourse long-term debt
 
 (5,829,178)Proceeds from
  maintenance reserve
 
 2,609,838Net cash used
  in financing activities
 
 (3,219,340)Net increase in
  cash
 
 185,274Cash, beginning
  of period
 
 1,585,220Cash, ending of
  period
 $
 1,770,494Supplemental
  disclosure of cash flow information:Transfer of net
  assets from ICON Income Fund Nine, LLC to ICON IncomeFund Nine
  Liquidating Trust
 $
 9,816,886Reclassification
  of prepaid reconfiguration costs from other liabilities to leased equipment
  at cost
 $
 843,054Aircraft
  reconfiguration costs paid directly by lender
 $
 1,457,172Principal on
  non-recourse long-term debt paid directly to lender by lessees
 $
 6,761,666Maintenance
  reserve paid directly to lender by lessee
 $
 583,373See accompanying notes to consolidated
  financial statements.
  3


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
 (1)     Purpose
of Liquidating Trust  ICON Income Fund Nine Liquidating Trust
(the “Liquidating Trust”), a Delaware Statutory Trust, was formed on January
23, 2013 (the “Commencement of Operations”). When used in these notes to the
consolidated financial statements, the terms “we,” “us,” “our” or similar terms
refer to the Liquidating Trust and its consolidated subsidiaries.  We are
governed by a Liquidating Trust Agreement that appointed ICON Capital, LLC, a
Delaware limited liability company formerly known as ICON Capital Corp., as our
managing trustee (the “Managing Trustee”).  Our two assets are an investment in ICON
Aircraft 128 LLC (“ICON 128”) and an interest in a joint venture, ICON Aircraft
126 LLC (“ICON 126”). These investments, as well as all other assets and
liabilities in ICON Income Fund Nine, LLC (“Fund Nine”), were transferred to us
as of January 23, 2013 in order to reduce the expenses incurred by Fund Nine
and to maximize potential distributions to beneficiaries. On January 23, 2013,
all shares of limited liability company interests in Fund Nine were exchanged
for an equal number of our beneficial interests.  (2)       Summary of
Significant Accounting Policies  Basis of Presentation and Consolidation  The manager of Fund Nine approved a plan of liquidation on January 23, 2013 and transferred all of Fund Nine’s assets and liabilities to us to commence liquidation. As a result, the basis of accounting for periods subsequent to January 23, 2013 was changed from the going-concern basis to a liquidation basis.  Our accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”). In the opinion of our Managing Trustee, all adjustments, which are of a normal recurring nature, considered necessary for a fair presentation have been included. The consolidated financial statements include our accounts and the accounts of our wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation.  We account for our noncontrolling interest in a joint venture where we have influence over financial and operational matters, generally 50% or less ownership interest, under the equity method of accounting.  Accordingly, our original investment was recorded at cost and adjusted for our share of earnings, losses and distributions of the joint venture.  Our investment in a joint venture is subject to our impairment review policy.  Cash  Cash includes cash in banksheld principally at two financial institutions, which at times may exceed insured limits. We haveplaced these funds in high quality institutions in order to minimize risk relating to exceeding insured limits.  Leased Equipment at Cost  Investments in leased
equipment are stated at cost less accumulated depreciation.  Leased equipment
is depreciated on a straight-line basis over the lease term, which typically
ranges from 3 to 8 years, to the asset’s residual value.  Our Managing
Trustee has an investment committee that approves each new equipment lease and
other financing transaction.  As part of its process, the investment committee
determines the residual value, if any, to be used once the investment has been
approved. The factors considered in determining the residual value include, but
are not limited to, the creditworthiness of the potential lessee, the type of
equipment considered, how the equipment is integrated into the potential
lessee’s business, the length of the lease and the industry in which the
potential lessee operates.  Residual values are reviewed for impairment in
accordance with our impairment review policy.  The residual
value assumes, among other things, that the asset is utilized normally in an
open, unrestricted and stable market. Short-term fluctuations in the
marketplace are disregarded and it is assumed that there is no necessity either
to dispose of a significant number of the assets, if held in quantity,
simultaneously or to dispose of the asset quickly.  The residual value is
calculated using information from various external sources, such as trade
publications, auction data, equipment dealers, wholesalers and industry
experts, as well as inspection of the physical asset and other economic indicators. 4


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
  Depreciation  We record
depreciation expense on equipment when the lease is classified as an operating
lease.  In order to calculate depreciation, we first determine the depreciable
base, which is the equipment cost less the estimated residual value at lease
termination.  Depreciation expense is recorded on a straight-line basis over
the lease term.  Asset Impairments  The significant assets in our portfolio are periodically
reviewed, no less frequently than annually or when indicators of impairment
exist, to determine whether events or changes in circumstances indicate that
the carrying value of an asset may not be recoverable. An impairment loss will
be recognized only if the carrying value of a long-lived asset is not
recoverable and exceeds its fair market value. If there is an indication of
impairment, we will estimate the future cash flows (undiscounted and without
interest charges) expected from the use of the asset and its eventual
disposition. Future cash flows are the future cash inflows expected to be
generated by an asset less the future outflows expected to be necessary to
obtain those inflows. If an impairment is determined to exist, the impairment
loss will be measured as the amount by which the carrying value of a long-lived
asset exceeds its fair value and recorded in our consolidated statement of
changes in net assets (liquidation basis) in the period the determination is
made.  The events or changes in circumstances
that generally indicate that an asset may be impaired are (i) the estimated
fair value of the underlying equipment is less than its carrying value or (ii)
the lessee is experiencing financial difficulties and it does not appear likely
that the estimated proceeds from the disposition of the asset will be
sufficient to satisfy the residual position in the asset. The preparation of
the undiscounted cash flows requires the use of assumptions and estimates,
including the level of future rents, the residual value expected to be realized
upon disposition of the asset, estimated downtime between re-leasing events and
the amount of re-leasing costs. Our Managing Trustee’s review for impairment
includes a consideration of the existence of impairment indicators including
third-party appraisals, published values for similar assets, recent
transactions for similar assets, adverse changes in market conditions for
specific asset types and the occurrence of significant adverse changes in
general industry and market conditions that could affect the fair value of the
asset.  Revenue Recognition  We
lease equipment to third parties and each such lease is classified as either a
finance lease or an operating lease, which classification is based upon the
terms of each lease.  For a finance lease, initial direct costs are capitalized
and amortized over the lease term.  For an operating lease, the initial direct
costs are included as a component of the cost of the equipment and depreciated
over the lease term.  For
finance leases, we recorded, at lease inception, the total minimum lease
payments receivable from the lessee, the estimated unguaranteed residual value
of the equipment upon lease termination, the initial direct costs related to
the lease, less unearned income.  Unearned income represents the difference
between the sum of the minimum lease payments receivable, plus the estimated
unguaranteed residual value, minus the cost of the leased equipment.  Unearned
income is recognized as finance income over the term of the lease using the
effective interest rate method.  For
operating leases, rental income is recognized on a straight-line basis over the
lease term.  Billed operating lease receivables are included in accounts
receivable until collected or written off. We record a reserve if we deem any
receivables not collectible.   The difference between the timing of the cash
received and the income recognized on a straight-line basis is recognized as
either deferred revenue or other assets, as appropriate.  Initial Direct Costs  We
capitalize initial direct costs, including acquisition fees, associated with
the origination and funding of leased assets and other financing transactions.
We paid acquisition fees to our Managing Trustee of 3% of the purchase price of
the investment made by or on our behalf, including, but not limited to, the
cash paid, indebtedness incurred or assumed, and the excess of the collateral
value of the long-lived asset over the amount of the investment, if any. The
costs of each transaction are amortized over the transaction term using the
straight-line method for operating leases and the effective interest rate
method for 5


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
 finance leases in our consolidated statement
of changes in net assets (liquidation basis). Costs related to leases or other
financing transactions that are not consummated are expensed as an acquisition
expense.  Derivative Financial
Instruments  We may enter into derivative transactions
for purposes of hedging specific financial exposures, including movements in
foreign currency exchange rates and changes in interest rates on our
non-recourse long-term debt. We enter into these instruments only for hedging
underlying exposures. We do not hold or issue derivative financial instruments
for purposes other than hedging. Certain derivatives may not meet the
established criteria to be designated as qualifying accounting hedges, even
though we believe that these are effective economic hedges.  We recognize all derivative financial
instruments as either assets or liabilities on our consolidated statement of
net assets (liquidation basis) and measure those instruments at fair value.
Changes in the fair value of such instruments are recognized immediately in
earnings unless certain criteria are met. These criteria demonstrate that the
derivative is expected to be highly effective at offsetting changes in the fair
value or expected cash flows of the underlying exposure at both the inception
of the hedging relationship and on an ongoing basis and include an evaluation
of the counterparty risk and the impact, if any, on the effectiveness of the
derivative. If these criteria are met, which we must document and assess at
inception and on an ongoing basis, we recognize the changes in fair value of
such instruments in accumulated other comprehensive income (loss) (“AOCI”), a
component of equity on the consolidated statement of net assets (liquidation
basis). Changes in the fair value of the ineffective portion of all derivatives
are recognized immediately in earnings.  Income Taxes  Weare taxed as a partnership for federal and state income tax purposes.  Therefore, no provision for federal and state income taxes has been recorded since the liability for such taxes is the responsibility of each of the individual beneficial owners rather than us.  We are potentially subject to New York City unincorporated business tax (“UBT”), which is imposed on the taxable income of any active trade or business carried on in New York City.  The UBT is imposed for each taxable year at a rate of approximately 4% of taxable income that is allocable to New York City. Our federal, state and local income tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the applicable taxing authorities.  All penalties and interest associated with income taxes are included in general and administrative expense on the consolidated statement of changes in net assets (liquidation basis). Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.  We did not have any material liabilities recorded related to uncertain tax positions nor did we have any unrecognized tax benefits as of the periods presented herein.  Use of Estimates  The preparation of financial statements in conformity with US GAAP requires our Managing Trustee to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period.  Significant estimates primarily include the determination of credit loss reserves, impairment losses, estimated useful lives and residual values.  Actual results could differ from those estimates.  (3)     Net Investment in Finance Leases  On March 8, 2013, we entered into a
Memorandum of Agreement with Wilhelmsen Lines Shipowning AS (“Wilhelmsen”) for
an early buyout of three car and truck carrying vessels (collectively, the
“Wilhelmsen Vessels”) to be consummated between March 8, 2013 and April 30,
2013.  On March 20, 2013, we sold the Trianon and the Trinidad to Wilhelmsen
for approximately $2,048,000 per vessel.  On April 5, 2013, we sold the Tancred
to Wilhelmsen for approximately $1,358,000.  The sale of the Wilhelmsen Vessels
resulted in an immaterial gain, which is recorded in the consolidated statement
of changes in net assets (liquidation basis). 6


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
 (4)       Leased Equipment at Cost Leased
equipment at cost consisted of the following:  December 31, 2013Aircraft
 $
 33,215,824Less:
  accumulated depreciation
 
 3,899,731Leased
  equipment at cost, less accumulated depreciation
 $
 29,316,093
  Depreciation
expense was $3,899,731 for the period from the Commencement of Operations
through December 31, 2013.  ICON
Aircraft 128 LLC  We own an Airbus A340-313X aircraft (“Aircraft 128”).  Aircraft 128
was previously on lease to Cathay Pacific Airways Limited (“Cathay”), which
lease expired on November 30, 2011.  On February 16, 2012, Aircraft 128 was
delivered to the new lessee, Aerolineas Argentinas (“AA”), at which time a new
six year lease commenced.  As a condition of the lease with AA for Aircraft 128, we
agreed to perform an upgrade of the aircraft.  During the upgrade period, which
commenced on November 18, 2012 and was completed on January 28, 2013, Aircraft
128 was out of service.  The upgrade costs were approximately $2,827,000, all
of which were capitalized to leased equipment at cost in the consolidated
statement of net assets (liquidation basis) as of December 31, 2013.  In addition to
lease payments, the lessee is required to fund maintenance reserves to ensure
necessary funds are available for the repairs and maintenance of Aircraft 128. 
Funds will be reimbursed to the lessee as expenses are incurred by the lessee. 
At the expiration of the lease, any remaining maintenance reserves will be
retained by us and recorded as rental income on the consolidated statement of
changes in net assets (liquidation basis).  Aggregate annual
minimum future rentals receivable from our non-cancelable leases over the next
five years consisted of the following at December 31, 2013:  Years Ending December 31,2014
 
 $
 4,476,0002015
 
 
 4,476,0002016
 
 
 4,476,0002017
 
 
 4,476,0002018
 
 
 746,000$
 18,650,000
  (5)     Investment in Joint Venture  ICON Aircraft 126 LLC  We, through a joint venture with ICON Income Fund Eight B L.P. Liquidating Trust, an entity also managed by our Managing Trustee (“Fund Eight B”), have a 50% ownership interest in an Airbus A340-313X aircraft (“Aircraft 126”).  The previous lease of Aircraft 126 expired on June 30, 2011. On January 3, 2012, Aircraft 126 was delivered to the new lessee, AA, at which time a new six year lease commenced.  The joint venture has an outstanding non-recourse debt balance related to Aircraft 126.  At the expiration of Aircraft 126’s previous lease, a balloon payment equal to the then-outstanding debt balance of $32,677,000 was due, but was not made, as the aircraft was still being readied for delivery to AA.  As the loan was expected to be refinanced, the lender agreed not to exercise any of its remedial rights under the loan agreement.  The debt continued to accrue interest, which was added to the outstanding principal balance of the debt until the debt was refinanced on December 3, 2012.  7


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
 At December 31, 2013, our carrying value in the joint venture was $0. For the period from the Commencement of Operations through December 31, 2013, there was no loss from investment in joint ventures as our investment has been reduced to zero and we are no longer required to record our share of the joint venture’s losses.  Information as
to the financial position and results of operations of the joint venture is
summarized below.  December 31, 2013Non-current
  assets
 
 $
 29,754,252Current
  liabilities
 
 $
 69,507Non-current
  liabilities
 
 $
 31,739,161Members'
  deficit
 
 $
 (2,054,416)Liquidating
  Trust's share of deficit
 
 $
 (1,027,208)Revenue
 
 $
 4,362,160Expenses
 
 
 5,405,369Net loss
 
 $
 (1,043,209)Liquidating
  Trust’s share of net loss
 
 $
 (521,605)
  (6)     Non-Recourse Long-Term Debt  We acquired the Wilhelmsen Vessels on bareboat charter to
Wilhelmsen for cash and non-recourse long-term debt.  The lender had a security
interest in the Wilhelmsen Vessels and an assignment of the rental payments
under the charters.  We entered into three interest rate swap contracts with
BNP Paribas in order to fix the variable interest rates on the non-recourse
long-term debt related to the Wilhelmsen Vessels at 7.02% per year and minimize
the risk of interest rate increases.On February 27, 2013, the three floating-to-fixed interest rate
swaps relating to the non-recourse long-term debt associated with the
Wilhelmsen Vessels were terminated and settled by making a payment to BNP
Paribas of $147,000.  On March 20, 2013, we satisfied the remaining
non-recourse long-term-debt related to the Trianon and Trinidad of
approximately $1,800,000 per vessel.  On April 5, 2013, we satisfied the
remaining non-recourse long-term debt related to the Tancred of approximately
$1,200,000.  We incurred non-recourse debt in connection with the
acquisition of Aircraft 128.  The debt was due to be repaid on November 30,
2011, concurrent with the expiration of the lease with Cathay.  We did not make
the final balloon payment as the aircraft was still being readied for delivery
to AA, following which the loan was expected to be refinanced.  On February 16,
2012, AA accepted delivery of and simultaneously commenced a six year lease for
Aircraft 128.  During this time, the lender agreed not to exercise any of its
remedial rights under the loan agreement.  The debt continued to accrue
interest, which was added to the outstanding principal balance of the debt
until the debt was refinanced on December 27, 2012.  The refinanced
non-recourse debt accrues interest at the one-month London Interbank Offered
Rate (“LIBOR”) plus a 3.50% margin and matures on March 31, 2018.  As part of the December 27, 2012 debt restructuring, certain
contingent payments would be due to the lender if Aircraft 128, through any
leases and its ultimate disposition, generated cash flows in excess of a
pre-determined amount. Our original estimate was that the pre-determined amount
would not be achieved and, therefore, no payment would be due to the lender.
During 2013, based on updated estimates and additional operating history to
analyze, we determined that it was probable that a payment of $2,500,000 would
be due to the lender following the termination of the existing lease and
ultimate disposition of Aircraft 128. Accordingly, we recorded an additional
$2,500,000 liability to the lender which is recorded within non-recourse
long-term debt on the consolidated statement of net assets (liquidation basis).
Simultaneously, we recorded a corresponding (offsetting) discount of
$2,500,000, which is also recorded within non-recourse long-term debt. Over the
remaining term of the non-recourse long-term debt, the discount will be
amortized to interest expense using the effective interest rate method. Future
changes in certain estimates, including the estimated residual value of
Aircraft 128 or future lease rates, could effect the amount of this liability,
although it can never exceed $2,500,000. At December 31, 2013, the outstanding
non-recourse debt balance related to Aircraft 128 was $16,852,736. 8


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
  The aggregate maturities of non-recourse long-term debt
consisted of the following at December 31, 2013:  Years Ending December 31,2014
 
 $
 4,292,4542015
 
 
 4,292,4542016
 
 
 4,292,4542017
 
 
 3,975,3742018
 
 
 -$
 16,852,736
  At December 31, 2013, we were in compliance with all
covenants related to the non-recourse long-term debt.  (7)     Derivative Financial Instruments  We entered into derivative financial instruments for purposes of
hedging specific financial exposures, including movements in foreign currency
exchange rates and changes in interest rates on our non-recourse long-term
debt. We entered into these instruments only for hedging underlying exposures.
We do not hold or issue derivative financial instruments for purposes other
than hedging. Certain derivatives may not meet the established criteria to be
designated as qualifying accounting hedges, even though we believe that these
are effective economic hedges.  We recognized all derivative financial instruments as liabilities
on the consolidated statement of net assets in liquidation and measured those
instruments at fair value. Changes in the fair value of such instruments are
recognized immediately in earnings unless certain criteria are met. These
criteria demonstrate that the derivative is expected to be highly effective at
offsetting changes in the fair value or expected cash flows of the underlying
exposure at both the inception of the hedging relationship and on an ongoing
basis and include an evaluation of the counterparty risk and the impact, if
any, on the effectiveness of the derivative. If these criteria are met, which
we must document and assess at inception and on an ongoing basis, we recognized
the changes in fair value of such instruments in AOCI, a component of equity on
the consolidated balance sheets of Fund Nine. Changes in the fair value of the
ineffective portion of all derivatives are recognized immediately in earnings.  Interest Rate Risk  Our objectives in
using interest rate derivatives are to add stability to interest expense and to
manage our exposure to interest rate movements on our variable non-recourse
debt. Our strategy to accomplish these objectives is to match the projected
future cash flows with the underlying debt service. Each interest rate swap
involves the receipt of floating-rate interest payments from a counterparty in
exchange for us making fixed-rate interest payments over the life of the
agreement without exchange of the underlying notional amount.  Counterparty Risk  We manage
exposure to possible defaults on derivative financial instruments by monitoring
the concentration of risk that we have with any individual bank and through the
use of minimum credit quality standards for all counterparties. We do not
require collateral or other security in relation to derivative financial
instruments. Since it is our policy to enter into derivative contracts only
with banks of internationally acknowledged standing and the fair value of ourderivatives is in a
liability position, we consider the counterparty risk to be
remote.  Designated Derivatives  On February 27, 2013, the three
floating-to-fixed interest rate swaps relating to the non-recourse long-term
debt associated with the Wilhelmsen Vessels that were designated and qualifying
as cash flow hedges were terminated and settled by making a payment to BNP
Paribas for $147,000.  9


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ICON Income Fund Nine Liquidating Trust (A Delaware Statutory

Trust) Notes to

Consolidated Financial Statements December 31,

2013 (unaudited)
 For these
derivatives, we recorded an aggregate loss of approximately $95,000 from the
effective portion of changes in the fair value of the derivative designated and
qualifying as a cash flow hedge in AOCI and such loss was subsequently
reclassified into earnings in the period that the hedged forecasted transaction
affected earnings and within the same line item on the consolidated statement
of changes in net assets (liquidation basis) as the impact of the hedged
transaction.  The table below
presents the effect of our derivative financial instruments designated as cash
flow hedging instruments on the consolidated statement of change in net assets
(liquidation basis):  Location of
 
 
 Amount ofGain (Loss)
 
 Gain (Loss)Recognized in
 
 Recognized inIncome on
 
 Income onAmount of
 
 Location of
 
 
 Amount of
 
 Derivatives
 
 DerivativesGain (Loss)
 
 Gain (Loss)
 
 Gain (Loss)
 
 (Ineffective
 
 (IneffectiveRecognized in
 
 Reclassified
 
 Reclassified
 
 Portion and
 
 Portion andDerivatives
 
 AOCI on
 
 from AOCI into
 
 from AOCI into
 
 Amounts
 
 AmountsDesignated as
 
 Derivatives
 
 Income
 
 Income
 
 Excluded from
 
 Excluded fromPeriod
 
 Hedging
 
 (Effective
 
 (Effective
 
 (Effective
 
 Effectiveness
 
 EffectivenessEnded
 
 Instruments
 
 Portion)
 
 Portion)
 
 Portion)
 
 Testing)
 
 Testing)(Gain) Losson derivativeDecember 31,
 
 Interest rate
 
 
 
 
 Interest
 
 
 
 
 financial2013
 
 swaps
 
 $
 (95,424)
 
 expense
 
 $
 (133,101)
 
 instruments
 
 $
 -
  (8)     Concentrations of Risk  In the normal course of business, we are exposed to two
significant types of economic risk: credit and market.  Credit risk is the risk
of a lessee, borrower or other counterparty’s inability or unwillingness to
make contractually required payments.  We have one lessee which is within one industry
segment.  Accordingly, we may be exposed to business and economic risk.  Market risk reflects the change in value of debt instruments,
derivatives and credit facilities due to changes in interest rate spreads or
other market factors.  We believe that the carrying value of our investments is
reasonable, taking into consideration these risks, along with estimated
collateral values, payment history and other relevant information.  For the year ended December 31, 2013, we had one lessee that
accounted for approximately 100% of our rental income.  As of December 31, 2013, we had one aircraft that accounted for
approximately 100% of our operating assets.   (9)     Commitments and Contingencies  Weentered into certain residual sharing and remarketing agreements
with various third parties.  In connection with these agreements, residual
proceeds received in excess of specific amounts may be shared with these third
parties based on specific formulas.  At December 31, 2013, no amounts were
accrued related to these agreements.   10


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Item 9A.     Controls and Procedures  Evaluation of disclosure controls and
procedures  In connection
with the preparation of this Annual Report on Form 10-K for the year ended
December 31, 2013, as well as the financial statements for our Managing Trustee,
our Managing Trustee carried out an evaluation, under the supervision and with
the participation of the management of our Managing Trustee, including its
Co-Chief Executive Officers and the Principal Financial and Accounting Officer,
of the effectiveness of the design and operation of our Managing Trustee’s
disclosure controls and procedures as of the end of the period covered by this
report pursuant to the Securities Exchange Act of 1934, as amended. Based on
the foregoing evaluation, the Co-Chief Executive Officers and the Principal
Financial and Accounting Officer concluded that our Managing Trustee’s
disclosure controls and procedures were effective.  In designing and
evaluating our Managing Trustee’s disclosure controls and procedures, our Managing
Trustee recognized that disclosure controls and procedures, no matter how well
conceived and operated, can provide only reasonable, not absolute, assurance
that the objectives of the disclosure controls and procedures are met.  Our
Managing Trustee’s disclosure controls and procedures have been designed to
meet reasonable assurance standards. Disclosure controls and procedures cannot
detect or prevent all error and fraud.  Some inherent limitations in disclosure
controls and procedures include costs of implementation, faulty
decision-making, simple error and mistake. Additionally, controls can be
circumvented by the individual acts of some persons, by collusion of two or
more people, or by management override of the controls.  The design of any
system of controls is based, in part, upon certain assumptions about the
likelihood of future events, and there can be no assurance that any design will
succeed in achieving its stated goals under all anticipated and unanticipated
future conditions.  Over time, controls may become inadequate because of
changes in conditions, or the degree of compliance with established policies or
procedures.  Our Managing
Trustee’s Co-Chief Executive Officers and Principal Financial and Accounting
Officer have determined that no weakness in disclosure controls and procedures
had any material effect on the accuracy and completeness of our financial
reporting and disclosure included in this Annual Report on Form 10-K.  Evaluation of internal control over
financial reporting  Our Managing
Trustee is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial reporting is
defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of
1934, as amended, as a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally
accepted accounting principles and includes those policies and procedures that
(1) pertain to the maintenance of records that in reasonable detail accurately
and fairly reflect the transactions and dispositions of the assets of the
company; (2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorizations of management
and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use or disposition
of the company's assets that could have a material effect on the financial
statements.  Because of its
inherent limitations, internal control over financial reporting may not prevent
or detect misstatements.  Projections of any evaluation of effectiveness to
future periods are subject to the risks that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.  Our Managing
Trustee assessed the effectiveness of its internal control over financial
reporting as of December 31, 2013.  In making this assessment, management used
the criteria set forth by the Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in "Internal Control — Integrated
Framework" as issued in 1992.  Based on its
assessment, our Managing Trustee believes that, as of December 31, 2013, its
internal control over financial reporting is effective.  Changes in internal control over financial
reporting  There were no
changes in our Managing Trustee’s internal control over financial reporting
during the year ended December 31, 2013 that materially affected, or are
reasonably likely to materially affect, its internal control over financial
reporting.   11


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41
 SIGNATURES  Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.  ICON Income Fund Nine Liquidating Trust (Registrant)  By: ICON Capital, LLC (Managing Trustee of the
Registrant)  March 31, 2014  By:/s/ Michael A. ReisnerMichael A. ReisnerCo-Chief Executive Officer and Co-President
  (Co-Principal Executive Officer)
  By:/s/ Mark GattoMark GattoCo-Chief Executive Officer and Co-President
  (Co-Principal Executive Officer)
  Pursuant to the requirements of the Securities
Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates
indicated.  ICON Income Fund Nine Liquidating Trust
  (Registrant)
  
  By: ICON Capital, LLC
  (Managing Trustee of
  the Registrant)
  
  March 31, 2014By:/s/ Michael A. ReisnerMichael A. ReisnerCo-Chief Executive Officer, Co-President and Director
    (Co-Principal Executive Officer)By:/s/ Mark GattoMark GattoCo-Chief Executive Officer, Co-President and Director
    (Co-Principal Executive Officer)By:/s/ Nicholas A. SinigagliaNicholas A. SinigagliaManaging Director
  (Principal Financial and Accounting Officer)
  Supplemental Information to be Furnished
With Reports Filed Pursuant to Section 15(d) of the Act by Registrants which
Have Not Registered Securities Pursuant to Section 12 of the Act.  No annual report or proxy material has
been sent to beneficial interest holders. 12


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