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

                                    FORM 10-Q


[x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934 for the

quarterly period ended                    June 30, 2005
                       ---------------------------------------------------------

     [ ]  Transition  Report  Pursuant to Section 13 or 15(d) of the  Securities
Exchange Act of 1934 for the transition period from ___________to_______________


Commission File Number                               333-121790
                       ---------------------------------------------------------

                          ICON Leasing Fund Eleven, LLC
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                                  35-2193184
--------------------------------------------------------------------------------
(State or other jurisdiction of          (IRS Employer Identification Number)
incorporation or organization)

 100 Fifth Avenue, New York, New York                    10011-1505
--------------------------------------------------------------------------------
 (Address of principal executive offices)              (Zip code)

                                 (212)418-4700
               Registrant's telephone number, including area code


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. [x] Yes [ ] No

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Exchange Act Rule 12b-2). [ ] Yes [x] No

<PAGE>
                          ICON Leasing Fund Eleven, LLC
                                      Index


<TABLE>

<CAPTION>

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

<S>                                                                                         <C>
    Balance Sheet at June 30, 2005 (Unaudited)                                                  3

    Statement of Operations For The Period From May 6, 2005
      (Commencement of Operations) Through June 30, 2005 (Unaudited)                            4

    Statement of Changes in Members' Equity For The Period From May 6, 2005
      (Commencement of Operations) Through June 30, 2005 (Unaudited)                            5

    Statement of Cash Flows For The Period from May 6, 2005
      (Commencement of Operations) Through June 30, 2005 (Unaudited)                            6

    Notes to Financial Statements (Unaudited)                                                 7-9

Item 2.  Manager's Discussion and Analysis and Plan of Operation                            10-12

Item 3.  Quantitative and Qualitative Disclosures About Market Risk                            13

Item 4.  Controls and Procedures                                                               13

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                                     14

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                           14

Item 3.  Defaults Upon Senior Securities                                                       14

Item 4.  Submission of Matters to a Vote of Security Holders                                   14

Item 5.  Other Information                                                                     14

Item 6.  Exhibits                                                                              14

    Signatures                                                                                 15

    Certifications                                                                          16-19

</TABLE>


                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements



                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                                  Balance Sheet
                                  June 30, 2005
                                   (Unaudited)


                                     ASSETS

 Cash and cash equivalents                                       $   23,637,404
                                                                 ==============


                         LIABILITIES AND MEMBERS' EQUITY

 Accrued offering expenses                                       $      323,262
 Due to Manager                                                         122,204
                                                                 --------------

    Total liabilities                                                   445,466
                                                                 --------------

 Commitments and contingencies

 Members' equity:
    Manager (one share outstanding, $1,000 per share original
      issue price)                                                         (631)
    Additional Members (26,998.74145 shares outstanding,
      $1,000 per share original issue price)                         23,192,569
                                                                 ---------------

 Total members' equity                                               23,191,938
                                                                 --------------

 Total liabilities and members' equity                           $   23,637,404
                                                                 ==============

See accompanying notes to financial statements.

                                       3
<PAGE>

                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                             Statement of Operations
   Period From May 6, 2005 (Commencement of Operations) Through June 30, 2005
                                   (Unaudited)


 Revenue:
    Interest income                                              $      2,296
                                                                 ------------

 Expenses:
    Administrative expense reimbursement - Manager                    122,204
    General and administrative                                            160
                                                                 ------------

      Total expenses                                                  122,364
                                                                 ------------

 Net loss                                                        $   (120,068)
                                                                 ============

 Net loss allocable to:
    Additional Members                                           $   (118,867)
    Manager                                                            (1,201)
                                                                 ------------

                                                                 $   (120,068)
                                                                 ============

 Weighted average number of additional
   member shares outstanding                                           11,156
                                                                 ============

 Net loss per weighted average
   additional member share                                       $     (10.65)
                                                                 ============


See accompanying notes to financial statements.

                                       4
<PAGE>


                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                     Statement of Changes in Members' Equity
   Period From May 6, 2005 (Commencement of Operations) Through June 30, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>

                              Additional Members' Distributions
                                (Per weighted average share)
                                      Return of   Investment      Additional        Managing
                                       Capital     Income           Members          Member          Total
                                       -------     ------           -------          ------          ------

<S>                                  <C>        <C>             <C>             <C>             <C>
Balance, May 6, 2005                                            $       1,000   $       1,000   $        2,000

 Proceeds from issuance of additional
    member shares (26,997.74145)                                   26,997,741           -            26,997,741
 Sales and offering expenses                                       (3,644,695)          -            (3,644,695)
 Cash distributions to members       $   (3.82)  $     -              (42,610)           (430)          (43,040)
 Net loss                                                            (118,867)         (1,201)         (120,068)
                                                                -------------   -------------   ---------------

Balance, June 30, 2005                                          $  23,192,569   $        (631)  $    23,191,938
                                                                =============   =============   ===============

</TABLE>

See accompanying notes to financial statements.


                                       5
<PAGE>

                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                             Statement of Cash Flows
   Period From May 6, 2005 (Commencement of Operations) Through June 30, 2005
                                   (Unaudited)


 Cash flows from operating activities:

    Net loss                                                 $    (120,068)
      Changes in operating assets and liabilities:
        Due to Manager                                             122,204
                                                             -------------

 Net cash provided by operations:                                    2,136
                                                             -------------

 Cash flows from financing activities:
    Issuance of additional member shares, net of sales and
       offering expenses paid                                   23,353,046
    Accrued offering expenses                                      323,262
    Cash distributions to members                                  (43,040)
                                                             -------------

 Net cash provided by financing activities                      23,633,268
                                                             -------------

 Net increase in cash and cash equivalents                      23,635,404

 Cash and cash equivalents, beginning of the period                  2,000
                                                             -------------

 Cash and cash equivalents, end of the period                $  23,637,404
                                                             =============


See accompanying notes to financial statements.

                                       6
<PAGE>


                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                          Notes To Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(1)    Basis of Presentation

     The accompanying financial statements of ICON Leasing Fund Eleven, LLC (the
"LLC") have been prepared in accordance  with  accounting  principles  generally
accepted in the United States of America for interim  financial  information and
pursuant to the rules and regulations of the Securities and Exchange  Commission
for Form 10-Q.  Accordingly,  they do not  include  all of the  information  and
footnotes  required by accounting  principles  generally  accepted in the United
States  of  America  for  complete  financial  statements.  In  the  opinion  of
management,  all  adjustments  (consisting  only of normal  recurring  accruals)
considered necessary for a fair presentation have been included. The results for
the interim  period are not  necessarily  indicative of the results for the full
year.

(2)    Organization

     The LLC was  formed on  December  2, 2004 as a Delaware  limited  liability
company and commenced  operations on May 6, 2005 when the LLC admitted its first
additional members.  The LLC is engaged in one business segment, the business of
acquiring  equipment  subject to lease. The LLC will continue until December 31,
2024, unless terminated sooner.

     ICON Capital  Corp.  (the  "Manager")  is a  Connecticut  corporation.  The
Manager  will  manage and control the  business  affairs of the LLC's  equipment
leases and financing transactions under the terms of a limited liability company
agreement with the LLC. Additionally, the Manager has a 1% ownership interest in
the LLC.

     The LLC is currently  in its offering  period which began in April 2005 and
is anticipated to end during April 2007. The initial  capitalization  of the LLC
was $2,000 on December  17, 2004 which  consisted of $1,000 from the Manager and
$1,000 for a single additional member share from an officer of the Manager.  The
LLC is offering membership interests with the current intention of raising up to
$200,000,000 of capital.

     The LLC had its initial closing on May 6, 2005 (Commencement of Operations)
with the sale of 1,200 membership interests  representing  $1,200,000 of capital
contributions.  From May 7,  2005  through  June 30,  2005,  the LLC has sold an
additional 25,797.74145 membership interests representing $25,797,741 of capital
contributions.  Beginning with the commencement of operations,  the LLC has been
paying  sales  commissions  incurred to third  parties  and various  fees to the
Manager and ICON  Securities  Corp., a  wholly-owned  subsidiary of the Manager.
These sales  commissions  and fees paid to the Manager and its  affiliate  are a
reduction of the LLC's equity.

     With the proceeds from membership interests sold, the LLC intends to invest
in  equipment  subject  to lease  and in  residual  ownership  rights  in leased
equipment.

     Profits,  losses, cash distributions and disposition proceeds are allocated
99% to the Additional Members and 1% to the Manager until each Additional Member
has received cash  distributions and disposition  proceeds  sufficient to reduce
their adjusted capital contribution  account to zero and received,  in addition,
other  distributions  and  allocations  which  would  provide  an 8%  per  annum
cumulative return on their outstanding  adjusted capital  contribution  account.
After such time,  the  distributions  will be  allocated  90% to the  Additional
Members and 10% to the Manager.

                                       7
<PAGE>
                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                          Notes To Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(3)    Summary of Significant Accounting Policies

     Cash and Cash Equivalents

     Cash  and  cash  equivalents  include  cash  in  banks  and  highly  liquid
investments with original maturity dates of three months or less. The LLC's cash
and cash  equivalents are held  principally at one financial  institution and at
times may exceed  insured  limits.  The LLC  periodically  evaluates  the credit
worthiness  of the  institution  and  has not  experienced  any  losses  on such
deposits.

     Share Redemption

     The LLC may, at its discretion,  redeem shares from a limited number of its
additional  members,  as defined in its LLC agreement.  The redemption price for
any shares  approved for  redemption is based upon a formula,  as defined in the
LLC agreement.

     Per Unit Data

     Net income and  distributions per share are based upon the weighted average
number of additional member shares  outstanding  during the period. The weighted
average  number of  additional  member  shares  outstanding  is calculated as if
operations commenced on May 6, 2005.

     Income Taxes

     The LLC is  taxed  as a  partnership  for  Federal  and  state  income  tax
purposes.  No provision for income taxes has been  recorded  since the liability
for such taxes is that of each of the  individual  members  rather than the LLC.
The LLC's income tax returns are subject to examination by the Federal and state
taxing  authorities,  and changes, if any could adjust the individual income tax
of the members.

(4)    Transactions with Related Parties

     The LLC has  entered  into  certain  agreements  with the  Manager and ICON
Securities Corp.,  whereby the LLC pays certain fees and reimbursements to those
parties. ICON Securities Corp. is entitled to receive a 2% underwriting fee from
the gross proceeds from sales of shares to the Additional Members.

     In  accordance  with the terms of the LLC  Agreement,  the LLC will pay the
Manager (i)  management  fees ranging from 1% to 7% based on a percentage of the
rentals  received  either directly by the LLC or through joint ventures and (ii)
acquisition fees of 3% calculated based on the gross value of the  transactions.
In addition, the Manager will be reimbursed for administrative expenses incurred
in connection with the LLC's operations.

                                       8
<PAGE>

                          ICON Leasing Fund Eleven, LLC
                     (A Delaware Limited Liability Company)
                          Notes To Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(4)    Transactions with Related Parties - continued

     From May 6, 2005  (Commencement  of Operations)  through June 30, 2005, the
LLC has raised $26,997,741 of capital contributions.  For the period from May 6,
2005 (Commencement of Operations)  through June 30, 2005, the LLC has paid sales
commissions to unrelated third parties of $2,159,624,  underwriting  commissions
to ICON Securities Corp. of $539,955 and organizational and offering fees to the
Manager of $944,921.  Of these  amounts,  the LLC has accrued  $277,706 in sales
commissions,  $16,494 in underwriting commissions and $28,864 for organizational
and offering fees at June 30, 2005.  For the period from May 6, 2005 to June 30,
2005, the LLC accrued $122,204 for administrative  expense reimbursements due to
the Manager.

     From July 1, 2005 through July 31, 2005,  the LLC has raised an  additional
$14,372,389 of capital  contributions.  For the period from July 1, 2005 through
July 31, 2005 the LLC has paid or accrued sales  commissions to unrelated  third
parties of  $1,423,961,  underwriting  commissions to ICON  Securities  Corp. of
$287,448 and organizational and offering fees paid to the Manager of $503,034.

     Fees and other  expenses  paid or accrued by the LLC to the  Manager or its
affiliate  was as  follows  for the  period  from May 6, 2005  (Commencement  of
Operations) through June 30, 2005:

 Organization and offering fees (1)                   $     944,921
 Underwriting commissions (1)                               539,955
 Administrative expense reimbursements (2)                  122,204
                                                      -------------

                                                      $   1,607,080
                                                      =============

     (1)  Charged directly to members' equity.

     (2)  Charged directly to operations.

                                       9
<PAGE>

Item 2.  Manager's Discussion and Analysis and Plan of Operation

     As used in this  quarterly  report on Form 10-Q,  references to "we," "us,"
"our" or similar terms refer to ICON Leasing Fund Eleven, LLC.

     Our  Manager  is  ICON  Capital  Corp.  (the   "Manager"),   a  Connecticut
corporation.  The Manager  will manage and control the  business  affairs of our
equipment  leases  and  financing  transactions  under  the  terms of a  limited
liability company agreement.

     Forward-Looking  Information - Certain statements within this Form 10-Q may
constitute   forward-looking  statements  within  the  meaning  of  the  Private
Securities  Litigation  Reform Act of 1995.  These  statements are identified by
words  such  as  "anticipate,"   "believe,"   "estimate,"  "expects,"  "intend,"
"predict" or "project" and similar  expressions.  This  information  may involve
risks and  uncertainties  that could cause actual  results to differ  materially
from the forward-looking  statements. We believe that the expectations reflected
in such  forward-looking  statements are based on reasonable  assumptions.  Such
statements  are  subject  to risks and  uncertainties  that could  cause  actual
results to differ  materially  from those  projected.  Any such  forward-looking
statements  are  subject to risks and  uncertainties  and our future  results of
operations  could differ  materially  from current  expectations.  Some of these
risks  are  discussed  in  this  report,   and  include,   without   limitation,
fluctuations  in  petroleum  and  fuel  prices;  level  of  fleet  additions  by
competitors  and industry  overcapacity;  changing  customer  demands for leased
equipment; acts of terrorism;  unsettled political conditions, war, civil unrest
and governmental  actions,  and environmental and labor laws. Our actual results
could  differ  materially  from  those   anticipated  by  such   forward-looking
statements due to a number of factors,  some of which may be beyond our control,
including, without limitation:

o    changes in our industry, interest rates or the general economy;

o    the degree and nature of our competition;

o    cash flows from operating  activities may be less than our current level of
     expenses and debt obligations;

o    the financial condition of lessees; and

o    lessee defaults.

     Business Overview

     We are an equipment  leasing  business formed on December 2, 2004. We began
active  operations  on May 6,  2005 with the  initial  admission  of  additional
members. We will primarily engage in the business of acquiring equipment subject
to lease and, to a lesser degree,  acquiring ownership rights to items of leased
equipment at lease expiration. Some of our equipment leases will be acquired for
cash  and are  expected  to  provide  current  cash  flow,  which we refer to as
"income"  leases.  The  majority of the  purchase  price of our other  equipment
leases will be financed, so these leases will generate little or no current cash
flow because  substantially  all of the rental  payments  received from a lessee
will be paid to a lender.  For these  "growth"  leases,  we anticipate  that the
future  value of the  leased  equipment  will  exceed  the cash  portion  of the
purchase price paid for the equipment.

     We expect to invest most of the net proceeds  from our offering in items of
equipment that will be subject to a lease.  After the net offering proceeds have
been invested,  it is anticipated that additional  investments will be made with
the cash generated  from our initial  investments to the extent that cash is not
needed for expenses,  reserves and distributions to investors. The investment in
additional  equipment  in this manner is called  "reinvestment."  We  anticipate
purchasing  equipment from time to time for the next five years. This time frame
is called the "reinvestment period," which we may extend, at our discretion,  up
to an additional three years. After the "reinvestment period," we will then sell
our assets in the  ordinary  course of business  during a time frame  called the
"disposition period".

                                       10
<PAGE>
     If we believe  it would  benefit  investors  to  reinvest  our cash flow in
equipment during the disposition  period, we may do so, but the Manager will not
receive any additional fees in connection with such  reinvestments.  Our goal is
to  complete  the  disposition  period  within  three years after the end of the
reinvestment  period, but it may take longer to do so. Accordingly,  an investor
should expect to hold their membership  interests for at least 10 years from the
time they invest.

     We anticipate substantially all of our recurring operating cash flows to be
generated from the "income" leases in our portfolio. On a monthly basis, we will
deduct the expenses  related to the recurring  operations of the portfolio  from
such  revenues  and assess the amount of the  remaining  cash flows that will be
required to fund known  re-leasing  costs and equipment  management  costs.  Any
residual  operating cash flows are considered  available for distribution to the
additional members.

     Results of  Operations  for the Period  from May 6, 2005  (Commencement  of
Operations) Through June 30, 2005

     We are currently in our offering period.  From May 6, 2005 through June 30,
2005, we have sold 26,997.74145 membership interests representing $26,997,741 of
capital contributions. The minimum offering of $1,200,000 was achieved on May 6,
2005  (Commencement  of Operations),  and the $10,000,000  minimum  offering for
Pennsylvania  was achieved on May 26, 2005.  Beginning with the  commencement of
operations, we have been paying sales commissions incurred to third parties, and
various  fees to the  Manager  and ICON  Securities  Corp.,  its  affiliate,  as
outlined in our prospectus. These sales commissions and fees paid to the Manager
and its affiliate are a reduction of our equity. We accrued  administrative fees
in the amount of  $122,204  due to the  Manager  which are  charged  directly to
operations.

     At  July  31,  2005,  we  have  sold  41,370.13052   membership   interests
representing   $41,370,131   of   capital   contributions.   From  May  6,  2005
(Commencement  of  Operations)  through July 31, 2005,  we have  admitted  1,413
Additional Members.

     Liquidity and Capital Resources

     Our Manager anticipates that we will continue to sell membership  interests
and expects to continue to admit additional members. We are currently seeking to
utilize the funds raised to invest in equipment subject to lease and in residual
ownership rights in leased equipment and establish a cash reserve.

     Since   Commencement  of  Operations,   we  have  paid  and  accrued  sales
commissions  incurred to third  parties and various  fees to the Manager and its
affiliate.  For the period from May 6, 2005 (Commencement of Operations) through
June 30, 2005, we paid and accrued sales  commissions of $2,159,624 to unrelated
third  parties.  For the period from May 6, 2005  (Commencement  of  Operations)
through June 30, 2005, we paid and accrued $539,955 to ICON Securities Corp., an
affiliate  of  the  Manager,  who  receives  or is  entitled  to  receive,  a 2%
underwriting  fee from the  gross  proceeds  from  sales  of all  shares  to the
additional members. For the period from May 6, 2005 (Commencement of Operations)
through  June 30,  2005,  we paid and accrued  $944,921 to our  Manager,  who is
entitled to receive a fee, as detailed in the prospectus, for organizational and
offering expenses.  For the period from May 6, 2005 (Commencement of Operations)
we accrued  $122,204  due to our  Manager,  as detailed in the  prospectus,  for
administrative expense reimbursements.

     Distributions

     We pay monthly  distributions to our members beginning with the first month
after the additional members' admission through the termination of the operating
period.  We paid  distributions  to additional  members totaling $42,610 for the
period from May 6, 2005  (Commencement  of  Operations)  through  June 30, 2005.
Additionally, the Manager was paid distributions of $430 for the period from May
6, 2005 (Commencement of Operations) through June 30, 2005.

                                       11
<PAGE>
     Risks and Uncertainties

     At June 30,  2005,  except as listed  below,  there were no known trends or
demands,  commitments,  events  or  uncertainties  which  are  likely  to have a
material effect on our liquidity.

o    We and our affiliates  are engaged  directly and indirectly in the business
     of acquiring equipment subject to lease. Our affiliates may have investment
     objectives  similar  to ours and may be in a position  to acquire  the same
     equipment  at the same  time as us. As a result,  we may  compete  with our
     affiliates  for leases and such leases may be allocated  to our  affiliates
     instead of us. Any decisions regarding conflicts in allocating leases among
     us and our affiliates will be made by an investment  committee  taking into
     consideration such things as whether:

     o    the required cash  investment  is greater than the cash  available for
          investment  and the  length of time  each  business  has been  seeking
          investments;

     o    the  amount of debt to be  incurred  or assumed  from the  prospective
          transaction   would  result  in  total   indebtedness  that  is  above
          acceptable levels for the business;

     o    the type or  geographic  location of the  equipment  would result in a
          concentration in the business that is above acceptable levels;

     o    the lease expiration date is beyond the date by which the existence of
          the businesses will end;

     o    the lessee's credit quality  satisfies the objectives of the business,
          including  whether the  addition of such lessee would result in credit
          concentration that is above acceptable levels for the business; and

     o    the amount and timing of any scheduled  rental income  facilitates the
          cash distribution objectives of the business.

                                       12
<PAGE>

Item 3.  Qualitative and Quantitative Disclosures About Market Risk

     We, like most other  companies,  will be exposed to certain  market  risks,
which include  changes in interest  rates and the demand for equipment  (and the
related  residuals)  to be owned by us. We believe  that our  exposure  to other
market risks,  including foreign currency exchange rate risk, commodity risk and
equity  price  risk,  are  insignificant,  at this time,  to both our  financial
position and our results of operations.

     In general,  we will manage our exposure to interest rate risk by obtaining
fixed rate debt.  The fixed rate debt will be structured so as to match the cash
flows required to service the debt to the payment streams under fixed rate lease
receivables.  The  payments  under the leases will be assigned to the lenders in
satisfaction  of the debt. We may finance  leases with a floating  interest rate
and we will  therefore  be  exposed  to  interest  rate risk  until  fixed  rate
financing is arranged or we enter into interest rate swaps. In situations  where
we will have floating  interest rates our risk management policy is to hedge the
floating interest rate risks with an interest rate swap thereby creating a fixed
interest rate.

Item 4. Controls and Procedures

     Evaluation of disclosure controls and procedures

     We  carried  out  an  evaluation,   under  the  supervision  and  with  the
participation  of management of ICON Capital Corp.,  our Manager,  including its
Chief Executive Officer and the Principal  Financial and Accounting  Officer, of
the  effectiveness  of the design and operation of our  disclosure  controls and
procedures  as of the end of the period  covered by this report  pursuant to the
Securities  Exchange  Act of 1934.  Based upon the  evaluation,  except as noted
below,  the Chief Executive  Officer and the Principal  Financial and Accounting
Officer concluded that our disclosure controls and procedures were effective.

     While evaluating our disclosure  controls and procedures we recognized that
greater internal  controls were needed to aid in a more efficient closing of our
financial  statements,  thereby requiring  additional  skilled accounting staff.
Towards the end of the third  quarter of 2004,  our  Manager  hired a new senior
vice  president  of  accounting  and our  Manager  is in the  process of seeking
additional accounting staff in order to better effectuate our internal controls.
We will continue to evaluate our disclosure controls and procedures to determine
their  effectiveness  and  adequacy  and will take the steps  necessary,  in our
opinion, to ensure the adequacy of our disclosure controls and procedures.

     In designing and  evaluating  our disclosure  controls and  procedures,  we
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 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  Manager's  Chief  Executive   Officer  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 disclosures included in this report.

                                       13
<PAGE>
                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

     In the ordinary  course of conducting  our  business,  there may be certain
claims, suits and complaints filed against us. In the opinion of management, the
outcome  of such  matters,  if any,  will  not  have a  material  impact  on our
consolidated  financial  position or results of  operations.  No material  legal
proceedings are currently pending or threatened, to our knowledge, against us or
against any of our assets.

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

     From May 6, 2005  (Commencement  of  Operations)  through June 30, 2005, we
have raised  $26,997,741  of capital  contributions.  For the period from May 6,
2005 (Commencement of Operations) through June 30, 2005, we have paid or accrued
sales  commissions  to  unrelated  third  parties  of  $2,159,624,  underwriting
commissions to ICON Securities  Corp., an affiliate of our Manager,  of $539,955
and organizational and offering fees paid to our Manager of $944,921.

     From July 1, 2005  through  July 31,  2005,  we have  raised an  additional
$14,372,389 of capital  contributions.  For the period from July 1, 2005 through
July 31, 2005,  we have paid or accrued  sales  commissions  to unrelated  third
parties of $1,423,961,  underwriting  commissions to ICON  Securities  Corp., an
affiliate of our Manager,  of $287,448 and  organizational  and offering fees to
our Manager of $503,034.

Item 3.  Defaults Upon Senior Securities

         Not applicable.

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

     No matters were  submitted to a vote of security  holders during the second
quarter 2005.

Item 5.  Other Information

         Not applicable.

Item 6. Exhibits

31.1 Certification of Chairman and Chief Executive Officer.

31.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer.

32.1 Certification of Chairman and Chief Executive Officer pursuant to 18 U.S.C.
     Section 1350, as adopted pursuant to Section 906 of the  Sarbanes-Oxley Act
     of 2002.

32.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer pursuant to 18 U.S.C.  Section 1350, as adopted pursuant
     to Section 906 of the Sarbanes-Oxley Act of 2002.

                                       14
<PAGE>

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

ICON Leasing Fund Eleven, LLC (Registrant) By its Manager, ICON Capital Corp.

Date: August 10, 2005      /s/ Beaufort J.B. Clarke
                           Beaufort J.B. Clarke
                           Chairman, Chief Executive Officer and Director

Date: August 10, 2005      /s/ Thomas W. Martin
                           Thomas W. Martin
                           Executive Vice President and Director
                          (Principal Financial and Accounting Officer)

                                       15
<PAGE>

Exhibit 31.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B. Clarke, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON Leasing Fund
     Eleven, LLC;

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

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

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and  15d-15(e))  for the registrant and we
     have:

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

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this quarterly  report our conclusions
          about the  effectiveness of the disclosure  controls and procedures as
          of the end of the period  covered by this  quarterly  report  based on
          such evaluation; and

     c)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter (the registrant's  fourth fiscal quarter in
          the case of an annual  report)  that has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the  registrant's  auditors  and the board of  directors of the Manager (or
     persons performing the equivalent function):

     a)  all significant deficiencies and material weaknesses in the design or
         operation of internal control which are reasonably likely to materially
         affect the registrant's ability to record, process, summarize and
         report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.

Date: August 10, 2005

/s/ Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
ICON Capital Corp.
Manager of ICON Leasing Fund Eleven, LLC

                                       16
<PAGE>

Exhibit 31.2

Principal Financial and Accounting Officer Certification Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Thomas W. Martin, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON Leasing Fund
     Eleven, LLC;

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

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

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and  15d-15(e))  for the registrant and we
     have:

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

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this quarterly  report our conclusions
          about the  effectiveness of the disclosure  controls and procedures as
          of the  end of the  period  covered  by  this  report  based  on  such
          evaluation; and

     c)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter (the registrant's  fourth fiscal quarter in
          the case of an annual  report)  that has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the  registrant's  auditors  and the board of  directors of the Manager (or
     persons performing the equivalent function):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of  internal   control  which  are  reasonably   likely  to
          materially  affect  the  registrant's  ability  to  record,   process,
          summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.

Date: August 10, 2005

/s/ Thomas W. Martin
Executive Vice President and Director
(Principal Financial and Accounting Officer)
ICON Capital Corp.
Manager of ICON Leasing Fund Eleven, LLC

                                       17
<PAGE>

Exhibit 32.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  906  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B.  Clarke,  Chairman and Chief Executive  Officer of ICON Capital
Corp.,  the Manager of ICON  Leasing  Fund  Eleven,  LLC,  certify,  pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, (18 U.S.C. ss.1350), that, to the
best of my knowledge:

     (1)  the  Quarterly  Report  on Form 10-Q for the  period  from May 6, 2005
          through June 30, 2005 (the  "Periodic  Report")  which this  statement
          accompanies  fully complies with the  requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  the information  contained in the Periodic Report fairly presents,  in
          all  material  respects,   the  financial  condition  and  results  of
          operations of ICON Leasing Fund Eleven, LLC.

Date: August 10, 2005

/s/ Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
ICON Capital Corp.
Manager of ICON Leasing Fund Eleven, LLC

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.

The information  contained in this Exhibit 32.1 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.1 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.1 in such filing.

                                       18
<PAGE>

Exhibit 32.2

Principal Financial and Accounting Officer Certification Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I,  Thomas  W.  Martin,   Executive  Vice  President  (Principal  Financial  and
Accounting  Officer) of ICON  Capital  Corp.,  the Manager of ICON  Leasing Fund
Eleven, LLC, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
(18 U.S.C. ss.1350), that, to the best of my knowledge:

     (1)  the  Quarterly  Report  on Form 10-Q for the  period  from May 6, 2005
          through June 30, 2005 (the  "Periodic  Report")  which this  statement
          accompanies  fully complies with the  requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  the information  contained in the Periodic Report fairly presents,  in
          all  material  respects,   the  financial  condition  and  results  of
          operations of ICON Leasing Fund Eleven, LLC.

Date: August 10, 2005

/s/ Thomas W. Martin
Executive Vice President and Director
(Principal Financial and Accounting Officer)
ICON Capital Corp.
Manager of ICON Leasing Fund Eleven, LLC

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.

The information  contained in this Exhibit 32.2 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.2 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.2 in such filing.

                                       19