UNITED STATES

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 5 18, 2017 ~~(December 31, 2016)~~

ICON Leasing Fund Eleven, Liquidating ~~LLC~~Trust

(Exact Name of Registrant as Specified in Charter)

Delaware		000-51916		2081-~~1979428~~7008656
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3 Park Avenue, 36^thFloor

New York, New York 10016

(Address of Principal Executive Offices)

(212) 418-4700 (Registrant’s telephone number, including area code) ~~Not~~ICON ~~applicable~~Leasing Fund Eleven, LLC (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item~~¨ Soliciting ~~8.01~~material ~~Other~~pursuant ~~Events~~to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~On December 31, 2016,~~¨ ~~ICON~~Pre-commencement ~~Leasing~~communications ~~Fund Eleven, LLC (the “Company”) completed its liquidation and dissolution~~ pursuant to aRule ~~Plan of Liquidation and Dissolution~~ 14d-2(~~the “Plan”~~b), ~~which~~under ~~provided for~~ the ~~liquidation~~Exchange ofAct ~~the~~(17 ~~assets~~CFR ~~of, and the dissolution of, the Company~~240.14d-2(b))

~~In furtherance of the~~¨ ~~Plan,~~Pre-commencement ~~the~~communications ~~Company~~pursuant ~~entered~~to ~~into~~Rule ~~a Liquidating Trust Agreement~~ 13e-4(~~the “Liquidating Trust Agreement”~~c) ~~with~~under ~~ICON Capital, LLC,~~ the ~~Manager~~Exchange ofAct ~~the Company, as managing trustee~~ (~~the~~17 ~~“Trustee”)~~CFR ~~of the ICON Leasing Fund Eleven Liquidating Trust~~ 240.13e-4(~~the “Liquidating Trust”~~c). As of December 31, 2016, each of the holders of shares of limited liability company interests in the Company received a pro rata beneficial interest in the Liquidating Trust in exchange for such holder’s interest in the Company.)

InItem ~~accordance with the Plan and the Liquidating Trust Agreement, the Company has transferred all of its remaining cash and other assets and all of its remaining liabilities to the Liquidating Trust~~7.01 ~~Accordingly,~~Regulation aFD certificate of cancellation terminating the Company’s legal existence was filed with the Secretary of State of the State of Delaware and was effective on December 31, 2016. In addition, the Company’s public reporting obligations with the U.S. Securities and Exchange Commission (the “SEC”) (Forms 10-K, 10-Q and 8-K) ceased effective January 5, 2017.Disclosure

~~The~~On ~~Liquidating~~or ~~Trust succeeded~~about ~~to the reporting obligations of the Company~~January 18, ~~and~~2017, ~~subject~~ICON toLeasing ~~the~~Fund ~~receipt~~Eleven ofLiquidating ~~no-action~~Trust ~~relief from~~ (the ~~SEC,~~“Liquidating ~~will~~Trust”) ~~continue to~~distributed ~~prepare and file with~~ the ~~SEC~~2016 ~~annual~~Third ~~reports~~Quarter ~~showing~~Portfolio Overview (the ~~assets~~“Portfolio ~~and~~Overview”) ~~liabilities~~ of ~~the~~ICON ~~Liquidating~~Leasing ~~Trust~~Fund atEleven, ~~the~~LLC ~~end of each calendar year and~~ (the ~~receipts~~“LLC”) ~~and disbursements of the Trustee with respect~~ to the ~~Liquidating~~broker-dealers who ~~Trust~~sold ~~for~~ the ~~period~~original ~~and~~membership ~~will~~interests ~~describe the changes~~ in the ~~assets~~LLC. The ~~of the~~ Liquidating Trust ~~and~~will ~~the~~distribute ~~actions taken by~~ the ~~Trustee~~Portfolio ~~during~~Overview ~~the~~to ~~period. The financial~~the ~~statements~~Liquidating ~~contained~~Trust’s inbeneficial ~~the~~interest ~~annual~~holders ~~report~~on ~~will~~or beabout ~~prepared~~January ~~in accordance with generally accepted accounting principles; however~~20, ~~the~~ ~~financial statements will not be audited by a registered public accounting firm~~2017. ~~The~~ A ~~Liquidating~~copy ~~Trust will also file current reports under cover~~ of ~~Form~~the ~~8-K~~Portfolio toOverview ~~disclose~~is ~~any~~being furnished ~~material~~as ~~events~~Exhibit ~~required~~99.1 ~~by such form~~hereto.

The information in this Report is provided under Item 97.01 ~~Financial~~of ~~Statements~~Form 8-K and ~~Exhibits~~shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.

~~(d)~~Item ~~The~~9.01 ~~following~~Financial ~~exhibits~~Statements ~~are~~and ~~furnished herewith:~~Exhibits

	10.1	Plan of Liquidation and Dissolution.
	10.2	Liquidating Trust Agreement.
	99.1	Letter to Members dated January 5, 2017.

(d) The following exhibit is furnished herewith:

~~SIGNATURES~~99.1 2016 Third Quarter Portfolio Overview

~~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 hereunto duly authorized.~~SIGNATURES

	ICON LEASING FUND ELEVEN, LLC
	By: ICON CAPITAL, LLC, its Manager
Dated: January 5, 2017	By:	/s/ Michael A. Reisner
		Michael A. Reisner
		Co-President and Co-Chief Executive Officer

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 hereunto duly authorized.

	ICON LEASING FUND ELEVEN Liquidating Trust
	By: ICON CAPITAL, LLC, its Managing Trustee

Dated: January 18, 2017	By:	/s/ Michael A. Reisner
		Michael A. Reisner
		Co-President and Co-Chief Executive Officer

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