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 period ended March 31, 1996
[ ] 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 33-36376
ICON Cash Flow Partners, L.P., Series C
(Exact name of registrant as specified in its charter)
Delaware 13-3575099
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification
Number)
600 Mamaroneck Avenue, Harrison, New York 10528-
1632
(Address of principal executive offices) (Zip code)
(914) 698-0600
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<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
PART I - FINANCIAL INFORMATION
The following financial statements of ICON Cash Flow Partners,
L.P., Series C (the "Partnership") have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission
(the "SEC") and, in the opinion of management, include all
adjustments (consisting only of normal recurring accruals)
necessary for a fair statement of income for each period shown.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to
such SEC rules and regulations. Management believes that the
disclosures made are adequate to make the information represented
not misleading. The results for the interim period are not
necessarily indicative of the results for the full year. These
financial statements should be read in conjunction with the
financial statements and notes included in the Partnership's 1995
Annual Report on Form 10-K.
<PAGE>
<TABLE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
<S> <C>
The Partnerships portfolio consisted of a net investment in
finance leases, financings, equity investment in joint venture and
operating leases representing 71%, 17%, 12% and 0% of total
investments at March 31, 1996, respectively, and 83%, 6%, 10% and
1% of total investments at March 31, 1995, respectively.
For the three months ended March 31, 1996 and 1995, the
Partnership leased or financed equipment with initial costs of
$930,280 and $923,758, respectively, to 16 and 13 lessees or
equipment users, respectively, and invested $1,500,000 in a joint
venture in 1995. The weighted average initial transaction term for
each year was 34 and 61 months, respectively.
Results of Operations for the Three Months Ended March 31, 1996 and
1995
Revenues for the three months ended March 31, 1996 were
$440,829, representing an increase of $50,650 or 13% from 1995.
The increase in revenues resulted primarily from an increase in net
gain on sales or remarketing of equipment of $169,468. These
increases were partially offset by a decrease in finance income of
$93,604 or 39%, a decrease in interest income and other of $7,784
or 26% and a decrease in income from equity investment in joint
venture of $17,430 or 63%. Net gain on sales or remarketing of
equipment increased due to an increase in the number of leases
maturing, and the underlying equipment being sold or remarketed,
for which the proceeds received were in excess of the remaining
carrying value of the equipment. The decrease in finance income
resulted from a decrease in the average size of the portfolio from
1995 to 1996. Interest income and other decreased due to a
decrease in the late charges received. The decrease in income from
equity investment in joint venture resulted from a decrease in
average size of the portfolio under investment.
Expenses for the three months ended March 31, 1996 were
$77,384, representing a decrease of $149,298 or 66% from 1995. The
decrease in expenses resulted from a decrease in interest expense
of $97,654 or 91%, a decrease in administrative expense
reimbursements of $14,963 or 38%, a decrease in management fees of
$14,860 or 38%, a decrease in amortization of initial direct costs
of $13,335 or 82% and a decrease in general and administrative
expense of $8,486 or 34% from 1995. Interest expense decreased due
to a decrease in the average debt outstanding from 1995 to 1996.
Administrative expense reimbursements, management fees,
amortization of initial direct costs and general and administrative
expense decreased due to the decrease in the average size of the
portfolio. Management fees were also affected by the reduction in
management fee rates. Under the Original Partnership Agreement,
the General Partner was entitled to management fees at either 2% or
5% of rents, depending on the type of investments under<PAGE>
ICON Cash Flow Partners, L.P., Series C
<PAGE>
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
management. Effective January 1, 1994, the General Partner elected
to reduce its management fees to a flat rate of 2% of rents for all
investments under management. The forgone management fees, the
difference between 2% and 5% of rents for certain types of
investments, totaled $21,959 for the three months ended March 31,
1996.
Net income for the three months ended March 31, 1996 and 1995
was $363,445 and $163,497, respectively. The net income per
weighted average limited partnership unit was $1.81 and $.81 for
1996 and 1995, respectively.
Liquidity and Capital Resources
The Partnerships primary sources of funds for the three
months ended March 31, 1996 and 1995 were net cash provided by
operations of $402,057 and $690,065, respectively, and proceeds
from sales of equipment of $328,826 and $210,336, respectively.
These funds were used to purchase equipment, to make an investment
in a joint venture, to fund cash distributions and to make payments
on borrowings. The Partnership intends to continue to purchase
additional equipment and to fund cash distributions utilizing funds
from cash provided by operations and proceeds from sales of
equipment.
Cash distributions to limited partners for the three months
ended March 31, 1996 and 1995, which were paid monthly, totaled
$447,319 and $449,775, respectively, of which $359,811 and $161,862
was investment income and $87,508 and $287,913 was a return of
capital, respectively. The monthly cash distribution rate was
9.00%, of which 7.24% and 3.24% was investment income and 1.76% and
5.76% was a return of capital, respectively, calculated as a
percentage of each partners initial capital contribution. The
limited partner distribution per weighted average unit outstanding
for the three months ended March 31, 1996 and 1995 was $2.25, of
which $1.81 and $.81 was investment income and $.44 and $1.44 was
a return of capital, respectively.
On February 3, 1995, the Partnership and two affiliates, ICON
Cash Flow Partners, L.P., Series B ("Series B"), and ICON Cash Flow
Partners L.P. Six ("L.P. Six") formed ICON Asset Acquisition L.L.C.
I ("ICON Asset Acquisition LLC") as a special purpose limited
liability company. ICON Asset Acquisition LLC was formed for the
purpose of acquiring, managing and securitizing a portfolio <PAGE>
ICON Cash Flow Partners, L.P., Series C
<PAGE>
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
of leases. The Partnership, Series B and L.P. Six contributed
$1,500,000 (13.39% interest), $1,000,000 (8.93% interest) and
$8,700,000 (77.68% interest), respectively, to ICON Asset
Acquisition LLC. ICON Asset Acquisition LLC established a
warehouse line of credit with ContiTrade Services Corp. with a
maximum amount available of $20,000,000.
On February 17, 1995, ICON Asset Acquisition LLC purchased 975
finance leases of an existing portfolio from First Sierra
Financial, Inc. utilizing $16,273,793 of proceeds from the
warehouse line, $10,857,427 in contributions received from the
Partnership and affiliates and $723,046 in cash adjustments at
closing (relating primarily to rents received by the seller from
lessees prior to closing and for the benefit of ICON Asset
Acquisition LLC). The purchase price of the portfolio totaled
$27,854,266 and the underlying equipment consists of graphic arts
and printing equipment. The terms of the leases in this portfolio
range from 12 to 72 months. ICON Asset Acquisition LLC acquired
lease contracts which were less than 60 days delinquent and which
met the Partnership's overall credit underwriting criteria. The
purchase price of the portfolio was determined by discounting the
future contractual cash flows. All such leases are net leases and
are reported and accounted for as finance leases. The Partnership
accounts for its investment in ICON Asset Acquisition LLC as an
equity investment.
On September 5, 1995, ICON Asset Acquisition LLC securitized
substantially all of its portfolio. Proceeds from the
securitization were used to pay down its existing line of credit
and excess proceeds were returned to the Partnership based on its
pro rata interest. ICON Asset Acquisition LLC became the
beneficial owner of a trust and the Prudential Insurance Company of
America ("Prudential") is treated as the lender to the trust. The
trustee for the trust is Texas Commerce Bank ("TCB"). In
conjunction with this securitization, the portfolio, as well as the
General Partner's servicing capabilities, were rated "A" by Duff &
Phelps, a nationally recognized rating agency. The General
Partner, as servicer, is responsible for managing, servicing,
reporting on and administering the portfolio. All monies received
from the portfolio are remitted to TCB. TCB is responsible for
disbursing to Prudential its respective principal and interest and
to ICON Asset Acquisition LLC the excess of cash collected over
debt service from the portfolio. ICON Asset Acquisition LLC
accounts for this investment as an investment in finance leases and
financings. Prudential's investment in the trust is accounted for
as non-recourse debt on ICON Asset Acquisition LLC's books and
records. All monies received and remitted to TCB from the
securitized portfolio are accounted for as a reduction in related
finance lease and financing receivables and all amounts paid to
Prudential by TCB are accounted for as a reduction of non-recourse
debt.<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
The Partnerships Reinvestment Period expires June 19, 1996,
five years after the Final Closing Date. The Partnership intends
to file a proxy statement for the purpose of amending the
Partnership Agreement in order to extend the Reinvestment Period
for up to four years.
As of March 31, 1996, except as noted above, there were no
known trends or demands, commitments, events or uncertainties which
are likely to have any material effect on liquidity. As cash is
realized from operations, sales of equipment and borrowings, the
Partnership will invest in equipment leases and financings where it
deems it to be prudent while retaining sufficient cash to meet its
reserve requirements and recurring obligations as they become due.<PAGE>
ICON Cash Flow Partners, L.P., Series C
<PAGE>
</TABLE>
<TABLE>
(A Delaware Limited Partnership)
Balance Sheets
(unaudited)
<CAPTION>
<S> <C> <C>
March 31, December 31,
1996 1995
Assets
Cash $ 1,586,744 $ 1,777,981
Investment in finance leases
Minimum rents receivable 4,021,853 4,186,397
Estimated unguaranteed residual values 1,961,644
2,557,247
Initial direct costs 4,065 6,839
Unearned income (502,011) (541,052)
Allowance for doubtful accounts (289,593) (289,456)
5,195,958 5,919,975
Investment in financings
Receivables due in installments 1,549,469 1,149,404
Initial direct costs 13 73
Unearned income (238,779) (174,374)
Allowance for doubtful accounts (23,420) (23,420)
1,287.283 951,683
Equity investment in joint venture 882,683 1,127,930
Other assets 1,180 4,094
Total assets $ 8,953,848 $ 9,781,663
Liabilities and Partners' Equity
Notes payable - non-recourse $ 2,208,251 $ 2,799,149
Accounts payable to General Partner
and affiliates, net 446,421 467,028
Accounts payable - other 84,763 -
Security deposits and deferred credits 729,743 932,055
3,469,178 4,198,232
Commitments and Contingencies
Partners' equity (deficiency)
General Partner (117,624) (116,740)
Limited partners (198,470 and
198,800 units outstanding, $100
per unit original issue price in
1995 and 1994, respectively) 5,602,294 5,700,171
Total partners' equity 5,484,670 5,583,431
Total liabilities and partners' equity $ 8,953,848 $ 9,781,663
See accompanying notes to financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Operations
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Revenues
Net gain on sales or remarketing
of equipment $ 260,973 $ 91,505
Finance income 146,898 240,502
Income from equity investment
in joint venture 10,253 27,683
Interest income and other 22,705 30,489
Total revenues 440,829 390,179
Expenses
Administrative expense reimbursements
- General Partner 24,550 39,513
Management fees - General Partner 24,096 38,956
General and administrative 16,358 24,844
Interest 9,545 107,199
Amortization of initial direct costs 2,835 16,170
Total expenses 77,384 226,682
Net income $ 363,445 $ 163,497
Net income allocable to:
Limited partners $ 359,811 $ 161,862
General Partner 3,634 1,635
$ 363,445 $ 163,497
Weighted average number of limited
partnership units outstanding 198,775 199,867
Net income per weighted average limited
partnership unit $ 1.81 $ .81
See accompanying notes to financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1996 and
the Years Ended December 31, 1995, 1994 and 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited General
Capital Income Partners Partner
Total
(Per weighted
average unit)
Balance at
December 31, 1992 $ 11,213,924 $
(61,485) $11,152,439
Cash distributions
to partners $12.33 $ - (2,466,667) (24,916)
(2,491,583)
Limited partnership
units redeemed
(100 units) (5,108) -
(5,108)
Net loss (49,135) (496)
(49,631)
Balance at
December 31, 1993 8,693,014 (86,897)
8,606,117
Cash distributions
to partners $ 7.78 $1.22 (1,799,100) (18,173)
(1,817,273)
Net income 244,000 2,465 246,465
Balance at
December 31, 1994 7,137,914 (102,605)
7,035,309
Cash distributions
to partners $ 7.01 $1.99 (1,796,363) (18,144)
(1,814,507)
Limited partnership
units redeemed
(1,100 units) (38,256) -
(38,256)
Net income 396,876 4,009 400,885
Balance at
December 31, 1995 5,700,171 (116,740)
5,583,431
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Changes in Partners' Equity (continued)
For the Three Months Ended March 31, 1996 and
the Years Ended December 31, 1995, 1994 and 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited General
Capital Income Partners Partner
Total
(Per weighted
average unit)
Cash distribution
to partners $ .44 $1.81 (447,319) (4,518)
(451,837)
Limited partnership
units redeemed
(330 units) (10,369) -
(10,369)
Net income 359,811 3,634 363,445
Balance at
March 31, 1996 $ 5,602,294 $ (117,624) $
5,484,670
See accompanying notes to financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Cash flows from operating activities:
Net income $ 363,445 $ 163,497
Adjustments to reconcile net income to net
cash provided by operating activities:
Finance income portion of receivables paid
directly to lenders by lessees (41,846) (137,706)
Amortization of initial direct costs 2,835 16,170
Net gain on sales or remarketing
of equipment (260,973) (91,505)
Interest expense on non-recourse
financing paid directly by lessees 3,260 78,635
Interest expense accrued on
non-recourse debt 3,371 24,193
Collection of principal
- non-financed receivables 354,400 171,005
Income from equity investment
in joint venture (10,253) (27,683)
Distribution from equity investment
In joint venture 255,499 -
Changes in operating assets
and liabilities:
Allowance for doubtful accounts 137 56,761
Accounts payable to General Partner
and affiliates, net (20,607) 108,270
Security deposits and deferred credits (341,244)
324,184
Accounts payable - other 84,763 -
Other, net 9,270 4,244
Total adjustments 38,612 526,568
Net cash provided by operating activities 402,057
690,065
Cash flows from investing activities:
Proceeds from sales of equipment 328,826 210,336
Equipment and receivables purchased (459,914) (1,304,964)
Investment in joint venture - (1,500,000)
Net cash used in investing activities (131,088)
(2,594,628)
Cash flows from financing activities:
Redemption of limited partnership units (10,369)
(7,818)
Cash distributions to partners (451,837) (454,318)<PAGE>
ICON Cash Flow Partners, L.P., Ser
ies C
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Statements of Cash Flows (continued)
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Net cash used in
financing activities (462,206) (462,136)
Net decrease in cash (191,237) (2,366,699)
Cash at beginning of period 1,777,981 3,754,643
Cash at end of period $ 1,586,744 $ 1,387,944
See accompanying notes to financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Cash Flows (continued)
<CAPTION>
<S> <C> <C>
Supplemental Disclosures of Cash Flow Information
During the three months ended March 31, 1996 and 1995, non-cash
activities included the following:
1996 1995
Principal and interest on finance
receivables paid directly by lessees $ 381,304 $ 1,123,182
Principal and interest on non-recourse
financing paid directly by lessees (381,304) (1,123,182)
Decrease in notes payable - non-recourse
due to terminations (202,963) -
Decrease in investment in finance leases
due to terminations 430,132 -
Decrease in security deposits and deferred
credits due to terminations (227,169) -
$ - $ -
Interest expense of $9,545 and $107,199 for the three months
ended March 31, 1996 and 1995 consisted of: interest expense on
non-recourse financing accrued or paid directly to lenders by
lessees of $6,631 and $102,828, respectively, and other interest of
$2,914 and $4,371, respectively.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Notes to Financial Statements
March 31, 1996
(unaudited)
<S><C>
1. Basis of Presentation
The financial statements included herein should be read in
conjunction with the Notes to Financial Statements included in the
Partnership's 1995 Annual Report on Form 10-K and have been
prepared in accordance with the accounting policies stated therein.
2. Investment in Joint Venture
The Partnership Agreement allows the Partnership to invest in
joint ventures with other limited partnerships sponsored by the
General Partner provided that the investment objectives of the
joint ventures are consistent with that of the Partnership.
On February 3, 1995, the Partnership and two affiliates, ICON
Cash Flow Partners, L.P., Series B ("Series B"), and ICON Cash Flow
Partners L.P. Six ("L.P. Six") formed ICON Asset Acquisition L.L.C.
I ("ICON Asset Acquisition LLC") as a special purpose limited
liability company. ICON Asset Acquisition LLC was formed for the
purpose of acquiring, managing and securitizing a portfolio of
leases. The Partnership, Series B and L.P. Six contributed
$1,500,000 (13.39% interest), $1,000,000 (8.93% interest) and
$8,700,000 (77.68% interest), respectively, to ICON Asset
Acquisition LLC. ICON Asset Acquisition LLC established a
warehouse line of credit with ContiTrade Services Corp. with a
maximum amount available of $20,000,000.
On February 17, 1995, ICON Asset Acquisition LLC purchased 975
finance leases of an existing portfolio from First Sierra
Financial, Inc. utilizing $16,273,793 of proceeds from the
warehouse line, $10,857,427 in contributions received from the
Partnership and affiliates and $723,046 in cash adjustments at
closing (relating primarily to rents received by the seller from
lessees prior to closing and for the benefit of ICON Asset
Acquisition LLC). The purchase price of the portfolio totaled
$27,854,266 and the underlying equipment consists of graphic arts
and printing equipment. The terms of the leases in this portfolio
range from 12 to 72 months. ICON Asset Acquisition LLC acquired
lease contracts which were less than 60 days delinquent and which
met the Partnership's overall credit underwriting criteria. The
purchase price of the portfolio was determined by discounting the
future contractual cash flows. All such leases are net leases and
are reported and accounted for as finance leases. The Partnership
accounts for its investment in ICON Asset Acquisition LLC as an
equity investment.
<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Notes to Financial Statements - Continued
On September 5, 1995, ICON Asset Acquisition LLC securitized
substantially all of its portfolio. Proceeds from the
securitization were used to pay down its existing line of credit
and excess proceeds will be returned to the Partnership based on
its pro rata interest. ICON Asset Acquisition LLC became the
beneficial owner of a trust and the Prudential Insurance Company of
America ("Prudential") is treated as the lender to the trust. The
trustee for the trust is Texas Commerce Bank ("TCB"). In
conjunction with this securitization, the portfolio, as well as the
General Partner's servicing capabilities, were rated "A" by Duff &
Phelps, a nationally recognized rating agency. The General
Partner, as servicer, is responsible for managing, servicing,
reporting on and administering the portfolio. All monies received
from the portfolio are remitted to TCB. TCB is responsible for
disbursing to Prudential its respective principal and interest and
to ICON Asset Acquisition LLC the excess of cash collected over
debt service from the portfolio. ICON Asset Acquisition LLC
accounts for this investment as an investment in finance leases and
financings. Prudential's investment in the trust is accounted for
as non-recourse debt on ICON Asset Acquisition LLC's books and
records. All monies received and remitted to TCB from the
securitized portfolio are accounted for as a reduction in related
finance lease and financing receivables and all amounts paid to
Prudential by TCB are accounted for as a reduction of non-recourse
debt.
Information as to the financial position and results of
operations of ICON Asset Acquisition LLC as of and for the three
months ended March 31, 1996 is summarized below:
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
March 31, 1996
Assets $20,348,481
Liabilities $13,758,762
Equity $ 6,589,719
Three Months Ended
March 31, 1996
Net income $ 76,571
</TABLE>
<TABLE>
<S><C>
3. Security Deposits and Deferred Credits
Security deposits and deferred credits at March 31, 1996 and
December 31, 1995 include $465,453 and $646,639, respectively, of
proceeds received on residuals which will be applied upon final
remarketing of the related equipment.
<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Notes to Financial Statements - Continued
4. Related Party Transactions
During the three months ended March 31, 1996 and 1995, the
Partnership paid or accrued to the General Partner management fees
of $24,096 and $38,956, respectively, and paid or accrued
administrative expense reimbursements of $24,550 and $39,513,
respectively. These fees and reimbursements were charged to
operations.
The payment of management fees have been deferred since
September 1, 1993 and as of March 31, 1996, $508,200 in management
fees have been accrued but not paid.
Under the Original Partnership Agreement, the General Partner
is entitled to management fees at either 2% or 5% of rents,
depending on the type of investment under management. Effective
January 1, 1994, the General Partner elected to reduce its
management fees to a flat rate of 2% of rents for all investments
under management. The foregone management fees, the difference
between 2% and 5% of rents for certain types of investments,
totaled $21,959 for the three months ended March 31, 1996. These
foregone management fees are not accruable in future years.
The Partnership and two affiliates, Series B and L.P. Six,
formed a joint venture, ICON Asset Acquisition LLC (See Note 2 for
additional information relating to the joint venture).
For the three months ended March 31, 1996 and 1995, there were
no acquisition fees paid or accrued by the Partnership. <PAGE>
ICON Cash Flow Partners, L.P., Series C
<PAGE>
(A Delaware Limited Partnership)
PART II
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
None
Item 5 - Other Information
None
Item 6 - Reports and Amendments
The Partnership did not file any Reports or Amendments for the
three months ended March 31, 1996.
<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
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 CASH FLOW PARTNERS, L.P., Series
C
File No. 33-36376 (Registrant)
By its General Partner,
ICON Capital Corp.
May 15, 1996 Charles Duggan
Date Charles Duggan
Executive Vice President and
Chief Financial Officer
(Principal financial and account
officer
of the General Partner of the
Registrant)
<PAGE>
</TABLE>
