SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) January 15, 1997
CYPRESS EQUIPMENT FUND, LTD.
(Exact Name of Registrant as Specified in its Charter)
Florida 0-19021 59-2927387
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
880 Carillon Parkway, St. Petersburg, Florida 33716
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number (Including Area Code) (813) 573-3800
Item 2 Acquisition or Disposition of Assets
On January 15, 1997, Cypress Equipment Fund, Ltd., a Florida limited
partnership, ("Seller"), sold to Cargill Leasing Corporation, a Delaware
corporation ("Buyer"), one Boeing Model 737-2H4 Aircraft.
The sale totaled an aggregate amount of $5,804,955.
Item 7. Financial Statements, Proforma Financial Information and Exhibits
(c) Exhibits (to be sent in paper format)
28.85 Assignment and Assumption Agreement, dated as of January 15,
1997, between Cypress Equipment Fund,Ltd., a Florida limited
partnership ("Assignor") and Cargill Leasing Corporation, a
Delaware corporation ("Assignee")(the "Agreement").
28.86 Purchase and Sale Agreement (the "Agreement") as of the 15th day
of January, 1997 by and between Cypress Equipment Fund,Ltd.
("Seller"), a Florida limited partnership, and Cargill Leasing
Corporation, a Delaware corporation ("Buyer").
28.87 Notice and Acknowledgement of Assignment
Re: Sale and Lease Agreement dated as of July 10, 1991, as
amended, as between First Security Bank, National Association, as
Owner Trustee and Lessor, and Southwest Airlines Co., as Lessee,
hereinafter referred to as the "Lease".
SIGNATURE
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 duly authorized.
Cypress Equipment Fund, Ltd.
A Florida Limited Partnership
RJ Leasing - 2, Inc.
A General Partner
Date: January 30, 1997 s/J. Davenport Mosby, III
J. Davenport Mosby, III
President
