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)~~: ~~February 8, 2017 (February~~ June 2, 2017)

ICON Leasing Fund Eleven Liquidating Trust

(Exact Name of Registrant as Specified in Charter)

Delaware		000-51916		81-7008656
(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 applicable (Former name or former address, if changed since last report)

Not applicable (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~~Indicate ~~5.02.~~by ~~Departure~~check mark whether the registrant is an emerging growth company as defined in Rule 405 of ~~Directors~~the orSecurities ~~Certain~~Act ~~Officers;~~of ~~Election~~1933 (§230.405 of ~~Directors;~~this ~~Appointment~~chapter) or Rule 12b-2 of ~~Certain~~the ~~Officers;~~Securities ~~Compensatory~~Exchange ~~Arrangements~~Act of ~~Certain~~1934 ~~Officers~~(§240.12b-2 of this chapter).

OnEmerging growth ~~February~~company 2, 2017, Harry Giovani tendered his resignation as Managing Director and Chief Credit Officer and as a member of the investment committee of ICON Capital, LLC, the Registrant's managing trustee, to pursue another career opportunity, effective as of March 3, 2017. ¨

~~SIGNATURES~~If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

~~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: February 8, 2017	By: /s/ Michael A. Reisner
	Michael A. Reisner
	Co-President and Co-Chief Executive Officer

Item 7.01 Regulation FD Disclosure

On June 2, 2017, ICON Leasing Fund Eleven Liquidating Trust issued its 2016 Annual Portfolio Overview (the “Portfolio Overview”). A copy of the Portfolio Overview is being furnished as Exhibit 99.1 hereto.

The information in this Report is provided under Item 7.01 of Form 8-K and 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.

Item 9.01 Financial Statements and Exhibits

(d) The following exhibit is furnished herewith:

99.1 2016 Annual Portfolio Overview

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 hereunto duly authorized.

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

Dated: June 2, 2017	By:	/s/ Michael A. Reisner
		Michael A. Reisner
		Co-President and Co-Chief Executive Officer

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