UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended ~~March 31~~June 30, 2017

☐¨ 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: 000-53904

MACQUARIE EQUIPMENT LEASING FUND, LLC

(Exact Name of Registrant as Specified in Its Charter)

Delaware	~~26-291543~~	26-3291543
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)
(State or Other Jurisdiction of		(IRS Employer
Incorporation or Organization)		Identification No.)

225 Franklin St, 17th Floor, Suite 1740

Boston, Massachusetts 02110

(Address of Principal Executive Offices) (Zip Code)

(617) 457-0645

(Registrant’s Telephone Number, Including Area Code)

(Former Name, Former Address and Former Fiscal Year if Changed Since Last Report): N/A

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. Yes ☒ x No ☐ ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ x No ☐ ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer ☐¨ Accelerated Filer ☐¨ Non-accelerated Filer ☐¨ Smaller Reporting Company ☒x Emerging growth company ¨

~~Emerging~~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. ¨

IfIndicate ~~an emerging growth company, indicate~~ by check mark ifwhether the registrant ~~has~~is ~~elected~~a ~~not~~shell ~~to use the extended~~company ~~transition~~(as ~~period~~defined ~~for~~in ~~complying~~Rule ~~with~~12b-2 ~~any new or revised financial accounting standards provided pursuant to Section 13(a)~~ of the Exchange Act). ☐ Yes ¨ No x

~~Indicate by~~There ~~check~~were ~~mark~~9,132,126 ~~whether~~shares ~~the~~of ~~registrant~~limited isliability ~~a shell~~ company ~~(as~~membership interests ~~defined~~outstanding inat ~~Rule~~August ~~12b-2~~14, ~~of the Exchange Act)~~2017. ~~Yes ☐ No ☒~~

~~There~~MACQUARIE ~~were~~EQUIPMENT ~~9,151,031~~LEASING ~~shares of limited liability company membership interests outstanding at May 15~~FUND, ~~2017.~~LLC

~~MACQUARIE EQUIPMENT LEASING FUND, LLC~~ Table of Contents

Part I.	Financial Information
Item 1.	Financial Statements
	Balance Sheets as of March 31, 2017 and December 31, 2016 (Unaudited)	3
	Balance Sheets as of June 30, 2017 and December 31, 2016 (Unaudited)	3
	Statements of Operations for the Three Months Ended March 31, 2017 and 2016 (Unaudited)	4
	Statements of Operations for the three and six Months Ended June 30, 2017 and 2016 (Unaudited)	4
	Statements of Cash Flows for the Three Months Ended March 31, 2017 and 2016 (Unaudited)	5
	Statements of Cash Flows for the six Months Ended June 30, 2017 and 2016 (Unaudited)	5
	Statement of Changes in Members’ Equity for the Three Months Ended March 31, 2017 (Unaudited)	6
	Statement of Changes in Members’ Equity for the six Months Ended June 30, 2017 (Unaudited)	6
	Notes to Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1718
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2122
Item 4.	Controls and Procedures	2122
Part II.	Other Information
Item 1.	Legal Proceedings	2123
Item 1A.	Risk Factors	2123
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2123
Item 3.	Defaults Upon Senior Securities	2223
Item 4.	Mine Safety Disclosures	2223
Item 5.	Other Information	2223
Item 6.	Exhibits	2223
	Signatures	2324

Macquarie Equipment Leasing Fund, LLC is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia) and its obligations do not represent deposits or other liabilities of Macquarie Bank
Limited ABN 46 008 583 542 (MBL). MBL does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Equipment Leasing Fund, LLC.

Part I. FINANCIAL INFORMATION

Item 1.

Financial Statements

MACQUARIE EQUIPMENT LEASING FUND, LLC

BALANCE SHEETS

(Unaudited)

	March 31, 2017		December 31, 2016
	June 30, 2017		December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents	$	2,~~449~~494,~~992~~874	$	4,762,948
Leased equipment held for sale		-21,473,520		19,046,393
Net investment in finance lease		12,~~562~~119,~~298~~530		537,382
Net investment in sales type lease		2,~~839~~596,~~498~~436		-
Loan receivables less: (unamortized deferred loan origination fees and costs of $ 33,117 and $45,858 for March 31, 2017 and December 2016, respectively)		11,577,458		12,593,290
Loan receivables less: (unamortized deferred loan origination fees and costs of $21,105 and $45,858 for June 30, 2017 and December 2016, respectively)		10,548,707		12,593,290
Accrued interest receivable		9785,~~248~~164		114,231
Maintenance reserve and other receivables		-		28,479
Total Current Assets		1839,~~526~~318,~~494~~231		37,082,723
Non-current Assets
Net investment in finance lease		~~698,204~~-		1,890,442
Leased equipment at cost (net of accumulated depreciation of $5,677,477 and $5,384,317 as of March 31, 2017 and December 2016, respectively)		22,934,454		23,227,614
Leased equipment at cost (net of accumulated depreciation of $2,685,897 and $5,384,317 as of June 30, 2017 and December 2016, respectively)		587,713		23,227,614
Total Non-current Assets		23587,~~632,658~~713		25,118,056
Total Assets	$	4239,~~159~~905,~~152~~944	$	62,200,779
LIABILITIES AND MEMBERS’ EQUITY
Current Liabilities
Fees payable (related party)	$	~~106~~176,~~580~~149	$	42,364
Deferred finance and rental income		~~210~~182,~~620~~904		951,429
Distribution payable		~~623~~601,~~172~~708		623,976
Other payables		~~444~~570,~~880~~607		124,624
Current portion of long-term debt		1,~~784~~799,~~795~~840		1,770,199
Accrued interest payable		2927,~~974~~787		30,896
Total Current Liabilities		3,~~200~~358,~~021~~995		3,543,488
Non-current Liabilities
Other payables		~~90,000~~-		444,645
Long-term debt, less current portion ($16,750,000 face value, less: unamortized debt discount and issuance costs of $49,232 and $50,746 as of March 31, 2017 and December 2016, respectively)		12,478,584		12,931,825
Long-term debt, less current portion ($16,750,000 face value, less: unamortized debt discount and issuance costs of $47,714 and $50,746 as of June 30, 2017 and December 2016, respectively)		12,023,814		12,931,825
Total Non-current Liabilities		12,~~568~~023,~~584~~814		13,376,470
Total Liabilities	$	15,~~768~~382,~~605~~809	$	16,919,958
Commitments and Contingencies (Note 11)
Commitments and Contingencies (Note 12)
Members' Equity
Shares of membership interests, $10.00 par value as may be reduced (i) under a distribution reinvestment plan, (ii) for volume discounts, or (iii) for reductions in selling commissions
Authorized: 15,800,500 shares;
Issued and outstanding: 9,171,660 and 9,183,494 shares as of March 31, 2017 and December 31, 2016 respectively, net of repurchases of 486,457 and 474,623, respectively		26,390,547		45,280,821
Issued and outstanding: 9,151,031 and 9,183,494 shares as of June 30, 2017 and December 31, 2016 respectively, net of repurchases of 507,086 and 474,623, respectively		24,523,135		45,280,821
Accumulated surplus		-		-
Total Members’ Equity		2624,~~390~~523,~~547~~135		45,280,821
Total Liabilities and Members’ Equity	$	4239,~~159~~905,~~152~~944	$	62,200,779

See accompanying notes to Financial Statements.

MACQUARIE EQUIPMENT LEASING FUND, LLC STATEMENTS OF OPERATIONS (Unaudited)

	Three Months Ended				Six Months Ended
	March 31, 2017		March 31, 2016
	June 30, 2017		June 30, 2016		June 30, 2017		June 30, 2016
REVENUE
Finance and rental income		1972,~~434,109~~110		2,~~839~~432,~~028~~966		2,406,219		5,271,994
Gain on sale of leased equipment		~~1,686,927~~-		~~7,927~~-		1,686,927		7,927
Interest income		~~324~~299,~~373~~557		~~477~~590,~~830~~488		623,930		1,068,318
Other income		2019,~~400~~635		2544,~~017~~491		40,035		69,508
Total revenue		31,~~465~~291,~~809~~302		3,~~349~~067,~~802~~945		4,757,111		6,417,747
EXPENSES
Operating expenses (related party)		6570,~~077~~598		97103,~~628~~704		135,675		201,332
Management fees (related party)		~~114~~88,~~746~~285		~~153~~152,~~924~~485		203,031		306,409
Depreciation		293,160		1994,~~149,575~~903		586,320		2,144,478
Interest expense		118,825		134,439
Impairment loss		584,590		-		584,590		-
Other expenses (including related party expenses of $213,100 and $18,513 for the three months ended March 31, 2017 and 2016, respectively)		396,731		176,687
Interest expense		116,480		130,903		235,305		265,342
Total expenses		988,539		1,712,253
Other expenses (including related party expenses of $18,466; $58,657; $231,567; and $77,170 for the three and six months ended June 30, 2017 and 2016, respectively)		121,004		275,746		517,735		452,433
Net income before income taxes		2,477,270		1,637,549
Total expenses		1,274,117		1,657,741		2,262,656		3,369,994
Net income	$	2,477,270	$	1,637,549
Net income before income taxes		17,185		1,410,204		2,494,455		3,047,753
Basic and diluted earnings per share	$	0.27	$	0.18
Net income	$	17,185	$	1,410,204	$	2,494,455	$	3,047,753
Weighted average number of shares outstanding: basic and diluted		9,171,660		9,273,855
Basic and diluted earnings per share	$	0.00	$	0.15	$	0.27	$	0.33
Weighted average number of shares outstanding: basic and diluted		9,151,031		9,241,411		9,161,288		9,257,663

See accompanying ~~notes~~ notes to Financial Statements.

MACQUARIE EQUIPMENT LEASING FUND, LLC STATEMENTS OF CASH FLOWS (Unaudited)

	Three Months Ended
	Six Months Ended
	March 31, 2017			March 31, 2016
	June 30, 2017			June 30, 2016
Cash flow from operating activities:
Net income	$	2,~~477~~494,~~270~~455		$	13,~~637~~047,~~549~~753
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		~~293~~586,~~160~~320			12,~~149~~144,~~575~~478
Impairment loss		584,590			-
Net gain on sale of leased equipment		(1,686,927	)		(7,927	)
Amortization of loan origination fees		(1122,~~646~~567	)		(1024,~~249~~233	)
Amortization of debt discount and issuance costs		-3,032			12,~~460~~928
Changes in operating assets and liabilities:
Fees payable (related party)		64133,~~216~~785			~~107~~189,~~282~~448
Lease receivables		28,479			~~(107~~207,~~950~~800	)
Accrued interest received		1629,~~983~~067			15(145,~~784~~473	)
Net investment in finance lease		~~167~~303,~~322~~766			~~346~~487,~~904~~425
Net investment in sale type lease		~~274~~517,~~917~~980			-
Other receivables		-			(~~160~~35,280	)
Other payables		~~(34~~1,~~389~~337	)		(~~123~~93,~~016~~874	)
Accrued interest paid		(~~922~~3,109	)		(~~889~~3,205	)
Deferred finance and rental income		(~~517~~545,~~831~~548	)		(155,~~209~~534	)
Other assets		-			2(5,~~679~~359	)
Net cash provided by operating activities		12,~~070~~424,~~632~~660			25,~~855~~608,~~833~~947
Cash flow from investing activities:
Deposits for sale of leased equipment		-			7,~~050~~300,000
Proceeds from sale of leased equipment		17,395,927			553,025
Participating interest - loans receivable		-			(1020,~~868~~129,~~323~~621	)
Repayment of participating interest - loans receivable		-			1020,~~887~~339,~~214~~331
Loan to others		-			(14,~~076~~467,~~152~~928	)
Repayment of loan by others		12,~~027~~067,~~478~~149			~~429~~1,~~587~~057,080
Restricted cash		-			(~~351~~4,674	)
Net cash provided by (used in) investing activities		1819,~~423~~463,~~405~~076			(65,~~025~~352,~~000~~787	)
Cash flow from financing activities:
Distributions paid to members		(2123,~~310~~156,~~004~~654	)		(17,~~851~~716,~~290~~966	)
Repurchase of shares		(58117,~~344~~755	)		(~~185~~437,~~068~~769	)
Repayment of principal on long-term debt		(~~438~~881,~~645~~401	)		(~~423~~848,~~063~~236	)
Maintenance reserve received		-			~~351~~4,674
Net cash used in financing activities		(2124,~~806~~155,~~993~~810	)		(28,~~459~~998,~~070~~297	)
Net decrease in cash and cash equivalents		(2,~~312~~268,~~956~~074	)		(58,~~628~~742,~~237~~137	)
Cash and cash equivalents, beginning of the period		4,762,948			19,767,657
Cash and cash equivalents, end of the period	$	2,~~449~~494,~~992~~874		$	1411,~~139~~025,~~420~~520
Supplemental disclosures of cash flow information
Non cash investing and financing activities
Maintenance reserve	$	-		$	5756,~~994~~692
Distribution Payable	$	~~623~~601,~~172~~708		$	~~630~~607,~~115~~651
Accrued loan to others	$	-		$	~~235~~12,~~257~~740
Loan to others	$	-		$	620,000
Repayment of loan by others	$	-		$	430,000
Cash paid during the period for interest	$	~~116~~232,~~598~~128		$	~~131~~261,~~850~~628

See accompanying notes to Financial Statements.

MACQUARIE EQUIPMENT LEASING FUND, LLC
STATEMENT OF CHANGES IN MEMBERS’ EQUITY

				Membership interests						Accumulated surplus
	Members' shares			Additional members (1)			Managing member			Additional members (1)			Managing member			Total
Balance at December 31, 2016		9,183,494		$	44,713,701		$	567,120		$	-		$	-		$	45,280,821
Repurchase of shares		(11,834	)		(58,344	)		-									(58,344	)
Distribution to members ($0.27 per share)					-			-			(2,433,570	)		(43,700	)		(2,477,270	)
Partial-liquidating distribution ($2.05 per share)					(18,500,216	)		(331,714	)		-			-			(18,831,930	)
Net income					-			-			2,433,570			43,700			2,477,270
Balance at March 31, 2017		9,171,660		$	26,155,141		$	235,406			-			-		$	26,390,547

(Unaudited)

(1) Additional members represent all members other than the Managing member.

				Membership interests						Accumulated surplus
	Members' shares			Additional members ⁽¹⁾			Managing member			Additional members ⁽¹⁾			Managing member			Total

Balance at December 31, 2016		9,183,494		$	44,713,701		$	567,120		$	-		$	-		$	45,280,821
Repurchase of shares		(32,463	)		(117,755	)		-									(117,755	)
Distribution to members ($0.27 per share)					-			-			(2,450,452	)		(44,003	)		(2,494,455	)
Partial-liquidating distribution ($2.26 per share)					(20,276,250	)		(363,681	)		-			-			(20,639,931	)
Net income					-			-			2,450,452			44,003			2,494,455
Balance at June 30, 2017		9,151,031		$	24,319,696		$	203,439			-			-		$	24,523,135

~~See~~(1) ~~accompanying notes~~Additional tomembers ~~Financial~~represent ~~Statements~~all members other than the Managing member.

6See accompanying notes to Financial Statements

~~MACQUARIE EQUIPMENT LEASING FUND, LLC~~6

~~NOTES~~MACQUARIE TOEQUIPMENT ~~THE~~LEASING ~~FINANCIAL~~FUND, ~~STATEMENTS~~LLC

~~(Unaudited)~~NOTES TO THE FINANCIAL STATEMENTS

~~1. ORGANIZATION AND BUSINESS OPERATIONS~~(Unaudited)

Macquarie Equipment Leasing Fund, LLC, a Delaware limited liability company (the “Fund”), was formed on August 21, 2008 for the purpose of being an equipment leasing program that acquires or originates a diversified portfolio of equipment, equipment leases and loans, and other equipment-related investments1. ~~The~~ORGANIZATION ~~majority~~AND ofBUSINESS the equipment leased by the Fund is leased to corporate clients. The Fund’s objective is to generate income through the collection of lease rentals, interest income, and other revenues, as well as through the sale of leased and off lease equipment and other portfolio investments. The Fund’s fiscal year end is December 31.OPERATIONS

~~The~~Macquarie ~~manager~~Equipment ofLeasing ~~the~~ Fund, LLC, isa ~~Macquarie~~Delaware ~~Asset~~limited ~~Management~~liability ~~Inc.~~company (the “~~Manager~~Fund”), awas ~~member~~formed ofon ~~the~~August 21, ~~Macquarie~~2008 ~~Group~~for ofthe ~~Companies~~purpose ~~which is comprised~~ of ~~Macquarie~~being ~~Group~~an ~~Limited~~equipment leasing ~~and~~program ~~its~~that ~~subsidiaries~~acquires ~~and~~or ~~affiliates~~originates ~~worldwide~~a ~~(the~~diversified ~~“Macquarie~~portfolio ~~Group”).~~of ~~Macquarie~~equipment, ~~Group~~equipment ~~Limited is~~leases ~~headquartered~~and inloans, ~~Australia~~ and isother ~~listed on the Australian Stock Exchange~~equipment-related investments. The ~~Manager~~majority ~~has made a total~~ of ~~$1,505,000~~the inequipment ~~capital contributions~~leased toby the Fund. ~~The~~is ~~Manager~~leased ~~and~~to ~~its~~corporate ~~affiliates~~clients. ~~earn~~The ~~fees~~Fund’s byobjective ~~providing~~is orto generate ~~arranging~~income ~~all~~through ~~services necessary and desirable for~~ the ~~operations~~collection of ~~the~~lease ~~Fund~~rentals, ~~including~~interest ~~those~~income, ~~relating to equipment acquisitions~~ and ~~disposals,~~other ~~equipment loans~~revenues, ~~asset~~as ~~management and~~well ~~administrative,~~as ~~reporting~~through ~~and regulatory services. The Fund reimburses~~ the ~~Manager~~sale ~~for~~of ~~costs incurred for managing the Fund~~leased and ~~the~~off ~~Fund’s~~lease ~~portfolio of~~ equipment, ~~equipment lease~~ and ~~loans, and~~ other ~~equipment-related~~portfolio investments. The Fund ~~has~~’s ~~one~~fiscal ~~reportable~~year ~~segment;~~end ~~all~~is ~~information and disclosures herein are related to that segment~~December 31.

The ~~initial~~manager ~~closing~~of ~~date for~~ the Fund ~~was~~is ~~March 5,~~Macquarie ~~2010,~~Asset Management Inc. (the ~~date~~“Manager”), ata ~~which~~member of the ~~Fund~~Macquarie ~~raised~~Group ~~over~~of ~~$2,500,000~~Companies ~~and~~which ~~reached~~is ~~the~~comprised ~~minimum~~of ~~offering~~Macquarie ~~amount.~~Group ~~The~~Limited ~~Fund’s~~and ~~offering~~its ~~period~~subsidiaries ~~ceased~~and onaffiliates ~~March 19,~~worldwide ~~2012.~~(the ~~The~~“Macquarie ~~Fund’s~~Group”). ~~operating~~Macquarie ~~period~~Group ~~commenced~~Limited onis ~~that~~headquartered in ~~date~~Australia and ~~ceased~~ is listed on ~~June~~the ~~30,~~Australian ~~2016~~Stock Exchange. The ~~Fund’s~~Manager ~~liquidation~~has ~~period~~made ~~commenced~~a ontotal ~~July~~of $1,505,000 ~~2016~~in capital contributions to the Fund. The Manager and ~~may~~its ~~last~~affiliates ~~for~~earn upfees toby ~~three~~providing ~~years.~~or Toarranging ~~coincide with~~all ~~the~~services ~~beginning~~necessary and desirable for the operations of the Fund’s, ~~liquidation~~including ~~period,~~those ~~the~~relating ~~Manager~~to ~~suspended~~equipment ~~the~~acquisitions ~~Fund’s~~and ~~share~~disposals, ~~redemption~~equipment ~~program.~~loans, ~~However~~asset management and administrative, ~~the~~reporting ~~Manager~~and ~~reserved~~regulatory ~~the~~services. ~~right~~The toFund ~~approve~~reimburses ~~member~~the ~~requests~~Manager for ~~redemptions~~costs inincurred ~~cases~~for ofmanaging ~~death~~the orFund ~~proof~~and the Fund’s portfolio of ~~disability~~equipment, ~~(as~~equipment ~~the~~leases ~~term is~~and ~~defined~~loans, inand ~~the~~other ~~Americans~~equipment-related ~~with~~investments. The ~~Disabilities~~Fund ~~Act~~has ofone ~~1990,~~reportable assegment; all ~~amended)~~information and disclosures herein are related to that segment.

~~This~~The ~~report~~initial ~~covers~~closing date for the Fund was ~~three~~March 5, ~~months~~2010, ~~ended~~the ~~March~~date 31at which the Fund raised over $2,500,000 ~~2017~~and reached the minimum offering amount. The Fund’s offering period ceased on March 19, 2012. The Fund’s operating period commenced on that date and ceased on June 30, 2016. The Fund’s liquidation period commenced on July 1, ~~respectively~~2016 and may last for up to three years. To coincide with the beginning of the Fund’s liquidation period, the Manager suspended the Fund’s share redemption program. However, the Manager reserved the right to approve member requests for redemptions in cases of death or proof of disability (as the term is defined in the Americans with Disabilities Act of 1990, as amended).

~~The~~This ~~accompanying~~report ~~unaudited financial~~covers ~~statements were prepared in accordance with accounting principles generally accepted in~~ the ~~United~~three ~~States of America (“U.S. GAAP”) for interim financial information~~ and ~~with~~six ~~the instructions for Form 10-Q and the rules and regulations~~months ofended ~~the~~June ~~U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management~~30, ~~all~~2017 material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and ~~the notes thereto should be read in conjunction with the Fund’s financial statements included in its Annual Report on Form 10-K for the year ended December 31,~~ 2016 ~~as filed with the SEC on February 24~~, ~~2017~~respectively.

2The accompanying unaudited financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) ~~SIGNIFICANT~~for ~~ACCOUNTING~~interim ~~POLICIES~~financial information and with the instructions for Form 10-Q and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Fund’s financial statements and the notes thereto included in its Annual Report on Form 10-K for the year ended December 31, 2016 as filed with the SEC on February 24, 2017.

~~Basis of~~2. ~~Accounting~~SIGNIFICANT ~~and~~ACCOUNTING ~~Use of Estimates~~POLICIES

~~The accompanying~~Basis ~~financial statements were prepared in accordance with U.S. GAAP. This requires management to make estimates and assumptions that affect the reported amounts~~ of ~~assets~~Accounting and ~~liabilities~~Use ~~and disclosure~~ of ~~contingent~~Estimates ~~assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.~~

~~Cash~~The accompanying financial statements were prepared in accordance with U.S. GAAP. This requires management to make estimates and ~~Cash~~assumptions ~~Equivalents~~that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

~~The Fund considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.~~ Cash and ~~cash~~Cash ~~equivalents~~Equivalents ~~are maintained with one U.S. financial institution, which at times may be in excess of the federal insurance limit of $250,000 per depositor, per FDIC-insured bank.~~

~~Income~~The Fund considers all highly liquid investments ~~Taxes~~with original maturities of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents are maintained with one U.S. financial institution, which at times may be in excess of the federal insurance limit of $250,000 per depositor, per FDIC-insured bank.

~~The Fund~~Income isTaxes treated as a partnership for federal and state income tax purposes. As a partnership, the Fund is not subject to federal and state income taxes, while each member will be individually liable for income taxes, if any, on its share of net taxable income from the Fund. Interest, dividends and other income realized by the Fund may be subject to withholding tax in the jurisdiction in which the income is sourced.

~~Leased~~The Fund is treated as a partnership for ~~Equipment~~federal atand ~~Cost~~state income tax purposes. As a partnership, the Fund is not subject to federal and state income taxes, while each member will be individually liable for income taxes, if any, on its share of net taxable income from the Fund. Interest, dividends and other income realized by the Fund may be subject to withholding tax in the jurisdiction in which the income is sourced.

If a lease meets certain requirements under U.S. GAAP Accounting Standards Codification (“ASC”) 840 at its inception, such that the Fund retains ownership in the underlying equipment, the lease is accounted for as an operating lease. Investment in leased equipment is stated at cost less accumulated depreciation. Leased equipment is depreciated on a straight-line basis over the lease term to the assets’ residual value. Initial direct costs (such as freight, installation, acquisition fees and expenses, legal fees and inspection fees) associated with the leases are capitalized as part of the cost of the leased equipment and depreciated over the lease term.7

7MACQUARIE EQUIPMENT LEASING FUND, LLC

~~MACQUARIE~~NOTES ~~EQUIPMENT~~TO ~~LEASING~~THE ~~FUND,~~FINANCIAL ~~LLC~~STATEMENTS

~~NOTES TO THE FINANCIAL STATEMENTS~~(Unaudited)

~~(Unaudited)~~Leased Equipment at Cost

~~The~~If a lease meets certain requirements under U.S. GAAP Accounting Standards Codification (“ASC”) 840 at its inception, such that the Fund retains ownership in the underlying equipment, the lease is accounted for as an operating lease. Investment in leased equipment is stated at cost less accumulated depreciation. Leased equipment is depreciated on a straight-line basis over the lease term ~~from~~to the assets’ residual value. Initial direct costs (such as freight, installation, acquisition ~~date~~fees orand ~~most~~expenses, ~~recent~~legal ~~lease~~fees ~~renewal~~and ~~date~~inspection byfees) associated with the ~~Fund~~leases are capitalized as part of ~~each~~the ~~item~~cost of the leased equipment isand asdepreciated ~~follows:~~over the lease term.

	Lease term (in years)
Aircraft engines (2 x CFM56-7B jet engines)		9
Smart safes		5

Lease terms from the acquisition date or most recent lease renewal date by the Fund of each item of equipment are as follows:

The residual value and useful life are determined by the Manager and are calculated using information from both internal (i.e. from affiliates) and external sources, such as trade publications, industry valuers, auction data, internal and external sales data, equipment dealers, wholesalers and industry experts, as well as inspection of the physical assets. Once an asset comes off lease or is re-leased, the Fund reassesses its useful life and residual value.

	Lease terms (in years)
Aircraft engines (2 x CFM56-7B jet engines)	9
Smart safes	5

~~Costs~~The ~~incurred~~residual invalue ~~extending the~~and useful life ~~and/or~~are determined ~~increasing~~by the ~~resale~~Manager ~~value~~and ofare ~~leased~~calculated using information from both internal (i.e. from affiliates) and external sources, such as trade publications, industry valuers, auction data, internal and external sales data, equipment ~~are~~dealers, ~~capitalized~~wholesalers ~~into~~and industry ~~the~~experts, ~~cost~~as well as inspection of the physical assets. Once an asset. Nocomes ~~such~~off ~~costs~~lease or is re-leased, the Fund reassesses ~~have~~its ~~been~~useful ~~incurred~~life toand ~~date~~residual value.

IfCosts ~~the~~incurred ~~equipment is returned at the end of a lease term and the lessee has not met the return conditions as set out~~ in ~~the~~extending ~~lease,~~ the ~~Fund is entitled, in certain~~useful ~~cases,~~life toand/or ~~additional~~increasing ~~compensation from~~ the ~~lessee.~~resale ~~The~~value ~~Fund’s~~of ~~accounting~~leased ~~policy~~equipment ~~for~~are ~~recording~~capitalized ~~such~~into ~~payments is to treat~~ the ~~payments~~ ascost ~~revenue~~of ~~when~~an ~~received~~asset. No such ~~payments~~costs ~~were~~have ~~received~~been incurred ~~for~~to ~~the three months ended March 31, 2017 and 2016, respectively~~date.

~~The~~If the equipment is returned at the end of a lease term and the lessee has not met the return conditions as set out in the lease, the Fund is ~~generally~~entitled, in certain cases, ~~responsible~~to additional compensation from the lessee. The Fund’s accounting policy for recording such payments is to treat the ~~ongoing~~payments as ~~maintenance~~revenue ~~costs~~when ofreceived. No such payments were received for the ~~equipment~~three ~~under~~and ~~net~~six ~~lease~~months ~~arrangements~~ended June 30, 2017 and 2016, respectively.

The ~~significant~~lessees ~~operating lease assets in the Fund’s portfolio~~ are ~~reviewed~~generally ~~for~~responsible ~~impairment at least annually or when indicators of impairment exist.~~for ~~An impairment loss will be recognized only if~~ the ~~carrying~~ongoing ~~value~~maintenance costs of ~~a long-lived asset is not recoverable and exceeds its fair market value. The Manager’s assessment for impairment (being undiscounted cash flows used in~~ the ~~recoverability~~equipment ~~assessment) includes~~under ~~review~~net ~~of residual values based on published values for similar assets, recent transactions for similar assets,~~ lease ~~terms,~~ asset condition, adverse changes in market conditions for specific asset types and the occurrence of significant adverse changes in general industry and market conditions that could affect the fair value of the assetarrangements.

IfThe nosignificant ~~impairment~~operating islease ~~deemed~~assets toin the Fund’s portfolio are reviewed for impairment at least annually or when indicators of impairment exist. ~~and~~An impairment loss will be recognized only if the ~~current~~carrying ~~assessment~~value of ~~the~~a ~~residual~~long-lived ~~value~~asset is ~~determined~~not torecoverable beand ~~lower~~exceeds ~~than~~its ~~the~~fair ~~current~~market value,. The Manager’s assessment for impairment (i.e. undiscounted cash flows used in the ~~Fund~~recoverability ~~adjusts~~assessment) includes review ~~the~~of residual ~~value~~values ~~downward~~based ~~and~~on ~~prospectively~~published ~~adjusts~~values ~~depreciation~~for ~~expense~~similar ~~over~~assets, ~~the~~recent ~~remaining~~transactions ~~life~~for ofsimilar ~~the~~assets, lease. Noterms, ~~impairment~~asset condition, ~~charges~~adverse ~~were~~changes ~~recorded~~in market conditions for specific asset types and the ~~three~~occurrence ~~months~~of ~~ended~~significant ~~March~~adverse ~~31,~~changes ~~2017~~in general industry and ~~2016,~~market ~~respectively~~conditions that could affect the fair value of the asset.

~~Net~~If no impairment is deemed to exist and ~~Investment~~if inthe ~~Finance~~current ~~Lease~~assessment of the residual value is determined to be lower than the current value, the Fund adjusts the residual value downward and prospectively adjusts depreciation expense over the remaining life of the lease.

If a lease meets specific criteria under ASC 840 at its inception, such that ownership of the underlying asset is effectively transferred to the lessee, the Fund recognizes the lease as a net investment in finance lease on its Balance Sheet. Net ~~investment~~Investment in ~~finance~~Finance ~~leases~~Lease ~~consist of lease receivables plus the estimated unguaranteed residual value of the leased equipment on the lease termination date, less the unearned income.~~

~~The~~If ~~residual~~a ~~values of the Fund’s significant finance~~ lease ~~assets~~meets ~~are~~specific ~~reviewed~~criteria ~~at least annually. If the review results in a lower estimate than~~under ~~had~~ASC ~~been~~840 ~~previously~~at ~~established~~its inception, ~~the~~such ~~Fund~~that ~~will~~ownership ~~determine~~of ~~whether~~ the ~~decline~~underlying inasset ~~the estimated residual value~~ is ~~other~~effectively ~~than~~transferred ~~temporary. If~~to the ~~decline in estimated residual value is judged to be other than temporary~~lessee, the ~~accounting~~Fund ~~for the transaction shall be revised~~recognizes ~~using~~ the ~~changed~~lease ~~estimate~~on ~~and~~its ~~the~~Balance ~~resulting~~Sheet ~~reduction~~as ina ~~the~~ net investment ~~shall~~in befinance ~~recognized~~lease. asNet ainvestment ~~loss~~ in ~~the~~finance ~~period~~leases inconsist ~~which the~~of ~~estimate~~lease isreceivables plus ~~changed.~~the Anestimated ~~upward~~unguaranteed ~~adjustment~~residual value of athe leased ~~asset’s~~equipment ~~estimated~~on ~~residual~~the ~~value~~lease ~~shall~~termination ~~not~~date, beless ~~made~~the unearned income.

~~Lease~~The residual values of the Fund’s ~~Modifications~~significant finance lease assets are reviewed at least annually. If the review results in a lower estimate than had been previously established, the Fund will determine whether the decline in the estimated residual value is other than temporary. If the decline in estimated residual value is judged to be other than temporary, the accounting for the transaction shall be revised using the changed estimate and the resulting reduction in the net investment shall be recognized as a loss in the period in which the estimate is changed. An upward adjustment of a leased asset’s estimated residual value shall not be made.

If a lease is modified, ASC 840 requires the lease to be re-evaluated as if the revised terms were in place at inception of the lease. If the revised terms result in a different classification of the lease than what existed at inception (for example, an operating lease with the revised terms qualifies as a sales type lease), then the revised lease and corresponding investment is reclassified (to either an operating lease, financing lease or sales type lease).8

8MACQUARIE EQUIPMENT LEASING FUND, LLC

~~MACQUARIE~~NOTES ~~EQUIPMENT~~TO ~~LEASING~~THE ~~FUND,~~FINANCIAL ~~LLC~~STATEMENTS

~~NOTES TO THE FINANCIAL STATEMENTS~~(Unaudited)

~~(Unaudited)~~Lease Modifications

~~Net~~If a lease is modified, ASC 840 requires ~~Investment~~the lease to be re-evaluated as if the revised terms were in ~~Sales~~place ~~Type~~at ~~Lease~~inception of the lease. If the revised terms result in a different classification of the lease than what existed at inception (for example, an operating lease with the revised terms qualifies as a sales type lease), then the revised lease and corresponding investment is reclassified (to either an operating lease, financing lease or sales type lease).

~~If a~~Net ~~lease~~Investment meets specific criteria under ASC 840 at its inception, such that ownership of the underlying asset is effectively transferred to the lessee and the lease gives rise to a manufacturer’s or dealers profit or loss to the lessor (that is, the fair value of the lease property at lease inception is greater than or less than its cost or carrying amount), the Fund recognizes the lease as a net investment in ~~sales~~Sales ~~type~~Type lease on its Balance Sheet and the corresponding profit or loss as a net gain on sale. While the Fund is not a manufacturer or dealer, sales type lease accounting may apply when existing lease agreements are modified and are required to be accounted for as new leases.Lease

~~Net~~If ~~investment~~a inlease ~~sales~~meets specific criteria under ~~type~~ASC ~~lease~~840 ~~consists~~at its inception, such that ownership of the underlying asset is effectively transferred to the lessee and the lease ~~receivables~~gives rise ~~plus~~to a manufacturer’s or dealers profit or loss to the ~~estimated~~lessor ~~unguaranteed~~(that ~~residual~~is, the fair value of the ~~leased~~lease ~~equipment~~property onat lease inception is greater than or less than its cost or carrying amount), the Fund recognizes the lease ~~termination~~as a net investment in sales ~~date~~type lease on its Balance Sheet and the corresponding profit or loss as a net gain on sale. While the Fund is not a manufacturer or dealer, ~~less~~sales ~~unearned~~type ~~income~~lease accounting may apply when existing lease agreements are modified and are required to be accounted for as new leases.

~~The~~Net ~~residual~~investment ~~values~~in ~~of the Fund’s significant~~ sales type lease ~~assets are reviewed at least annually. If the review results in a lower estimate than~~consists ~~had~~of ~~been~~lease ~~previously~~receivables ~~established,~~plus the ~~Fund will determine whether the decline in the~~ estimated ~~residual~~unguaranteed ~~value is other than temporary. If the decline in estimated~~ residual value isof ~~judged to be other than temporary,~~ the ~~accounting~~leased ~~for~~equipment ~~the~~on ~~transaction shall be revised using~~ the ~~changed~~lease ~~estimate~~termination ~~and~~date, ~~the resulting reduction in the net investment shall be recognized as a loss in the period in which~~less ~~the~~unearned ~~estimate is changed~~income. ~~An upward adjustment of a leased asset’s estimated residual value shall not be made.~~

~~Loans~~The residual values of the Fund’s ~~Receivable~~significant sales type lease assets are reviewed at least annually. If the review results in a lower estimate than had been previously established, the Fund will determine whether the decline in the estimated residual value is other than temporary. If the decline in estimated residual value is judged to be other than temporary, the accounting for the transaction shall be revised using the changed estimate and the resulting reduction in the net investment shall be recognized as a loss in the period in which the estimate is changed. An upward adjustment of a leased asset’s estimated residual value shall not be made.

Loans receivable are reported on the Fund’s Balance Sheet at the outstanding principal balance, plus costs incurred to originate the loans. Unearned income, discounts and premiums are amortized to interest income in the Statement of Operations using the effective interest method. Upon the repayment of a loan receivable, any prepayment penalties and unamortized loan origination, closing and commitment fees are recorded as part of interest income in the Statement of Operations.Receivable

~~Assets~~Loans receivable are reported on the Fund’s ~~Held~~Balance ~~for~~Sheet ~~Sale~~at the outstanding principal balance, plus costs incurred to originate the loans. Unearned income, discounts and premiums are amortized to interest income in the Statements of Operations using the effective interest method. Upon the repayment of a loan receivable, any prepayment penalties and unamortized loan origination, closing and commitment fees are recorded as part of interest income in the Statements of Operations.

IfAssets ~~any~~Held ~~of the Fund’s operating lease assets meet the requirements under ASC 360-10-45-9, the asset is reclassified as leased equipment held~~ for ~~sale on the Fund’s Balance Sheet at the lower of its carrying amount or fair value less cost to sell.~~Sale

If any of the Fund’s ~~net~~assets held ~~investment~~under inoperating ~~finance~~ leases ~~or loan receivables~~ meet ~~specific~~the ~~criteria~~requirements under ASC ~~310~~360-10-3545-9, ~~such that~~ the ~~Fund~~asset nois ~~longer~~reclassified ~~has~~as ~~the intent~~Leased orequipment ~~ability~~held ~~to hold the finance lease or loan~~ for ~~the~~sale on ~~foreseeable future,~~ the ~~loan~~Fund’s orBalance ~~finance~~Sheet ~~lease is reclassified as held for sale and recorded~~ at the lower of ~~cost~~its carrying amount or fair value, ~~with~~less ~~any~~cost ~~difference~~to ~~being recognized in the Statements of Operations~~sell.

~~Revenue~~If the Fund’s net investment in finance ~~Recognition~~leases or loan receivables meet specific criteria under ASC 310-10-35, such that the Fund no longer has the intent or ability to hold the finance lease or loan for the foreseeable future, the loan or finance lease is reclassified as held for sale and recorded at the lower of cost or fair value, with any difference being recognized in the Statements of Operations.

AtRevenue inception of a finance lease the Fund records the total minimum lease payments receivable from the lessee, the estimated unguaranteed residual value of the equipment at lease termination, the initial direct costs related to the lease, and the related unearned income. Unearned income represents the total minimum lease payments receivable plus the estimated unguaranteed residual value minus the cost of the leased equipment. Unearned income is recognized as finance income over the term of the lease using the effective interest rate method.Recognition

~~For~~At ~~operating~~inception ~~leases,~~of a finance lease the Fund ~~rental~~records ~~income~~the istotal ~~recognized~~minimum onlease apayments ~~straight-line~~receivable ~~basis~~from ~~over~~the lessee, the estimated unguaranteed residual value of the equipment at lease ~~term.~~termination, ~~From~~the ~~time~~initial direct costs related to ~~time~~the lease, and the ~~Fund~~related ~~receives~~unearned ~~rental~~income. ~~payments~~Unearned income represents inthe ~~advance.~~total ~~These~~minimum ~~advance~~lease payments ~~are~~receivable ~~recognized~~plus onthe estimated unguaranteed residual value minus the ~~Fund’s~~cost ~~Balance~~of ~~Sheet~~the asleased ~~deferred~~equipment. Unearned ~~revenue~~income ~~and~~is recognized as finance income in over the ~~month~~term ~~they~~of ~~are~~the ~~earned~~lease using the effective interest rate method.

~~Gains~~At orinception ~~losses~~of ~~from~~a sales type lease, or ofupon ~~leased~~reclassification ~~and~~of ~~off~~an operating lease ~~equipment~~or ~~are~~direct ~~recorded~~finance onlease to a ~~net~~sales ~~basis~~type inlease, the Fund’s ~~Statements~~records the total minimum lease payments receivable from the lessee, the estimated unguaranteed residual value of ~~Operations~~the equipment at lease termination, the initial direct costs related to the lease, and the related unearned income. ~~The~~Unearned ~~Fund~~income ~~recognized~~represents the total minimum lease payments ~~gains~~receivable onplus ~~sales~~the estimated unguaranteed residual value minus the cost of the leased equipment. ofUnearned ~~$1,686,927~~income ~~and~~is ~~$7,927~~recognized as ~~during~~finance income over the ~~three~~term ~~months~~of ~~ended~~the ~~March~~lease ~~31,~~using ~~2017~~the ~~and~~effective ~~2016~~interest ~~respectively~~rate method.

~~Certain~~For ofoperating ~~the Fund’s~~ leases, ~~contain~~rental ~~provisions~~income ~~for~~is recognized ~~late~~on ~~fees~~a onstraight-line ~~past~~basis ~~due~~over ~~rent~~the lease term. ~~The~~From time to time, the Fund ~~recognizes~~receives ~~late~~rental ~~fees~~payments asin ~~income~~advance. ~~when~~These advance ~~they~~payments ~~become~~are ~~chargeable~~recognized on the Fund’s Balance Sheet as deferred revenue and ~~collection~~ isrecognized ~~reasonably~~as ~~assured~~income in the month they are earned.

~~During~~Gains ~~2015,~~or ~~the~~losses ~~Fund developed~~from asales ~~vendor~~of ~~finance~~leased ~~program~~and off ~~for~~lease anequipment ~~Australian~~(including ~~aircraft~~reclassifications ~~manufacturer.~~of ~~Under~~operating ~~the~~or ~~program,~~financing ~~the~~leases ~~Australian aircraft manufacturer refers the Fund~~ to ~~potential~~sales ~~customers~~type ~~seeking~~leases) ~~aircraft~~are ~~finance.~~recorded Inon ~~consideration~~a ~~for~~net basis in the Fund’s ~~time~~Statements ~~and~~of ~~expense~~Operations. ~~incurred in~~The ~~developing~~Fund ~~the~~recognized ~~vendor~~gains ~~finance~~on ~~program,~~sales ~~the~~of ~~Australian~~leased ~~aircraft~~equipment ~~manufacturer~~of ~~agreed~~$0 toand ~~pay a program development fee of~~ $~~150~~1,~~000 to~~686,927 during the ~~Fund~~three inand ~~installments.~~six ~~The~~months ~~Fund~~ended ~~will~~June ~~recognize~~30, ~~the~~2017 ~~program~~and ~~development fee as income over the life of the agreement. The Fund recognized~~ $~~18,750~~0 and $187,~~750~~927 ~~related to the program development fee as other income~~ during the three and six months ended ~~March 31~~June 30, ~~2017 and~~ 2016, respectively.

~~The Fund recognizes interest income on its loans receivable using the effective interest method.~~9

9MACQUARIE EQUIPMENT LEASING FUND, LLC

~~MACQUARIE~~NOTES ~~EQUIPMENT~~TO ~~LEASING~~THE ~~FUND,~~FINANCIAL ~~LLC~~STATEMENTS

~~NOTES TO THE FINANCIAL STATEMENTS~~(Unaudited)

~~(Unaudited)~~Certain of the Fund’s leases contain provisions for late fees on past due rent. The Fund recognizes late fees as income when they become chargeable and collection is reasonably assured.

~~Credit~~During 2015, the Fund developed a vendor ~~Quality~~finance program for an Australian aircraft manufacturer. Under the program, the Australian aircraft manufacturer refers the Fund to potential customers seeking aircraft finance. In consideration for the Fund’s time and expense incurred in developing the vendor finance program, the Australian aircraft manufacturer agreed to pay a program development fee of ~~Loans~~$150,000 ~~Receivable~~to the Fund in installments. The Fund will recognize the program development fee as income over the life of the agreement. The Fund recognized $18,750 and ~~Finance~~$37,500 ~~Leases~~related to the program development fee as other income during the three and six months ended June 30, 2017, respectively and $18,750 and $37,500 during the three and six months ended June 30, 2016, respectively.

The Fund ~~monitors~~recognizes ~~the ongoing~~interest ~~credit~~income ~~quality of its financing receivables by (i) reviewing and analyzing a borrower’s financial performance~~ on aits ~~regular~~loans ~~basis, including reviewing financial statements when provided as prescribed in the loan or lease agreement, (ii) tracking the relevant credit metrics of each loan~~ receivable ~~and~~using ~~a borrower’s compliance with financial and non-financial covenants, and (iii) monitoring a borrower’s payment history and public credit rating, if available. As part of~~ the ~~monitoring~~effective ~~process, the~~interest ~~Fund may physically inspect the collateral and meet with a borrower’s management to better understand the borrower’s financial performance and its future plans on an as-needed basis~~method.

~~Allowance for~~Credit ~~Doubtful~~Quality ~~Accounts~~of Loans Receivable and ~~Provision~~Finance ~~for Credit Losses~~Leases

The Fund ismonitors ~~exposed~~the ~~to risks~~ongoing ~~under~~credit quality of its ~~leasing~~financing ~~transactions,~~receivables ~~including~~by ~~risk~~(i) ~~associated~~reviewing ~~with~~and analyzing a ~~lessee~~borrower’s ~~creditworthiness,~~financial ~~repossession~~performance ~~and~~on ~~remarketing and~~a ~~the~~regular ~~future~~basis, ~~market~~including reviewing ~~value~~financial ofstatements ~~the~~when ~~equipment.~~provided ~~The~~as ~~Fund~~prescribed ~~evaluates~~in the ~~collectability~~loan ofor ~~its~~ lease ~~receivables~~agreement, by(ii) ~~analyzing~~tracking the ~~counterparties’ payment~~relevant ~~history, general~~ credit ~~worthiness~~metrics of ~~and~~each ~~current~~loan ~~economic~~receivable ~~trends.~~and ~~Although~~a ~~the~~borrower’s ~~Fund~~compliance ~~currently~~with ~~has~~financial noand ~~reason~~non-financial ~~to believe that the lessees will fail to meet their contractual obligations~~covenants, aand ~~risk~~(iii) ofmonitoring ~~loss to the Fund exists should~~ a ~~lessee fail to meet its~~borrower’s payment ~~obligations~~history ~~under~~and apublic ~~lease.~~credit ~~The~~rating, ~~Fund~~if ~~records~~available. anAs ~~allowance~~part ~~when~~of the ~~analysis~~monitoring ~~indicates~~process, ~~that~~ the ~~probability~~Fund ofmay ~~full~~physically ~~collection~~inspect the iscollateral ~~unlikely.~~and Nomeet ~~allowance~~with ~~was~~a ~~recorded on the Fund~~borrower’s ~~Balance~~management ~~Sheet~~to asbetter ofunderstand ~~March 31, 2017 or December 31, 2016, respectively. No allowance was recorded or reversed in~~ the ~~Fund~~borrower’s ~~Statement~~financial ofperformance ~~Operations~~and ~~during~~its future ~~the~~plans ~~three~~on ~~months~~an ~~ended~~as-needed ~~March 31, 2017 and 2016, respectively~~basis.

AnAllowance ~~allowance or provision~~ for ~~credit~~Doubtful ~~losses~~Accounts is established if there is evidence that the Fund will be unable to collect all amounts due according to the original contractual terms of the loan or finance lease receivable. The allowance for credit losses is reported as a reduction of the loan receivable’s carrying value on the Fund’s Balance Sheet. Additions to the allowance and ~~provision~~Provision for ~~credit~~Credit losses are recorded in the Statement of Operations. Allowances and provisions for credit losses are evaluated periodically and on an individual asset and customer level. Loans receivable are considered impaired when the Fund determines that it is probable that it will not be able to collect all amounts due according to the original contractual terms. Individual credit exposures are evaluated based on the realizable value of any collateral, and payment history. The estimated recoverable amount is the value of the expected future cash flows, including amounts that may be realized with the repossession of the collateral.Losses

The ~~accrual~~Fund ofis ~~interest~~exposed to risks under its ~~income~~leasing ~~based~~transactions, onincluding risk associated with a lessee’s creditworthiness, repossession and remarketing and the ~~original~~future market ~~terms~~value of the ~~loan~~equipment. ~~receivable~~The ~~may~~Fund beevaluates ~~discontinued~~the ~~based~~collectability onof ~~the~~its ~~facts~~lease ~~and~~receivables ~~circumstances~~by ofanalyzing the ~~individual~~counterparties’ ~~credit~~payment ~~exposure~~history, ~~and~~general ~~any~~credit ~~future~~worthiness ~~interest~~and ~~income~~current iseconomic ~~recorded~~trends. ~~based~~Although onthe ~~cash~~Fund ~~receipts.~~currently ~~Any~~has ~~subsequent~~no ~~changes~~reason to believe that the ~~amounts~~lessees ~~and~~will ~~timing~~ fail to meet their contractual obligations, a risk of loss to the ~~expected~~Fund ~~future~~exists ~~cash~~should ~~flows~~a ~~compared~~lessee ~~with~~fail ~~the~~to ~~prior~~meet ~~estimates~~its payment ~~result~~obligations inunder a ~~change~~lease. inThe ~~the~~Fund records an allowance ~~for~~when ~~credit~~the ~~losses~~analysis ~~and~~indicates ~~are~~that the probability of full collection ~~charged~~is orunlikely. ~~credited~~No toallowance was recorded on the ~~Statement~~Fund’s Balance Sheet as of ~~Operations.~~June 30, An2017 or December 31, 2016, respectively. No allowance iswas ~~generally~~recorded or reversed ~~only~~in ~~when~~the ~~cash~~Fund’s isStatements ~~received~~of inOperations ~~accordance with~~during the ~~original~~three ~~contractual~~and ~~terms~~six ofmonths ~~the~~ended ~~note~~June 30, 2017 and 2016, respectively.

An allowance or provision for credit losses is established if there is evidence that the Fund will be unable to collect all amounts due according to the original contractual terms of the loan or finance lease receivable. The allowance for credit losses is reported as a reduction of the loan receivable’s carrying value on the Fund’s ~~does~~Balance ~~not~~Sheet. Additions to the allowance and provision for credit losses are recorded in the Statements of Operations. Allowances and provisions for credit losses are evaluated periodically and on aan ~~collective~~individual ~~basis~~asset and customer level. Loans receivable are considered impaired when the Fund determines that it is probable that it will not be able to collect all amounts due according to the original contractual terms. Individual credit exposures are evaluated based on the realizable value of any collateral, and payment history. The estimated recoverable amount is the value of the expected future cash flows, including amounts that may be realized with the repossession of the collateral.

~~All~~The ~~loans~~accrual ~~are~~of ~~performing and~~interest ~~there~~income ~~are~~based noon the ~~delinquent~~original ~~loans~~terms onof the ~~Fund’s~~loan ~~Balance~~receivable ~~Sheet.~~may ~~Due~~be todiscontinued based on the ~~credit~~facts ~~rating~~and circumstances of the ~~counterparties,~~individual ~~the~~credit ~~short-term~~exposure, ~~nature~~and ofany ~~loans,~~future ~~insurance~~interest ~~arrangements,~~income is recorded based on cash receipts. Any subsequent changes to the amounts and ~~borrower~~timing ~~payment~~of ~~history,~~the expected future cash flows compared with the ~~Fund~~prior ~~has~~estimates ~~not~~result ~~recorded~~in a ~~provision~~change in the allowance for credit losses on ~~its~~and ~~loans~~are ~~receivable~~charged asor credited to the Statements of ~~March~~Operations. ~~31,~~An ~~2017~~allowance oris ~~December~~generally ~~31,~~reversed ~~2016,~~only ~~respectively~~when cash is received in accordance with the original contractual terms of the note.

~~Long-Term~~The Fund does not provision for credit ~~Debt~~losses on a collective basis.

~~Long-term~~All ~~debt~~loans isare ~~reported~~performing onand there are no delinquent loans on the Fund’s Balance Sheet ~~at cost~~. ~~Interest~~Due ~~expense~~to ~~is recognized using~~ the ~~effective~~credit ~~interest~~rating ~~method.~~of ~~Expenses~~the ~~associated with~~counterparties, the ~~incurrence~~short-term nature of loans, ~~debt~~insurance ~~are~~arrangements, ~~capitalized~~ and ~~amortized~~borrower topayment ~~interest~~history, ~~expense over~~ the ~~term~~Fund ofhas ~~the~~not ~~debt~~recorded ~~instrument~~a ~~using~~provision ~~the~~for ~~effective interest~~credit ~~rate~~losses ~~method.~~on ~~These~~its ~~costs~~loans receivable ~~are~~as ~~included~~of inJune ~~the~~30, ~~carrying~~2017 ~~value~~or ofDecember ~~long-term~~31, ~~debt~~2016, respectively.

~~Write~~Long-Term ~~Offs~~Debt

~~The~~Long-term ~~Fund~~debt ~~takes~~is ~~write~~reported ~~offs~~on the Fund’s ~~when~~Balance itSheet ~~determines~~at ~~that~~cost. aInterest ~~receivable~~expense is ~~uncollectible~~recognized ~~and~~using ~~when~~the ~~all~~effective ~~economically~~interest ~~sensible~~method. ~~means~~Expenses associated with the incurrence of ~~recovery~~debt ~~have~~are ~~been~~capitalized ~~exhausted. No~~and ~~write~~amortized ~~offs~~to ~~were~~interest ~~recorded~~expense ~~for~~over the ~~three~~term ~~months~~of ~~ended~~the ~~March 31,~~debt ~~2017~~instrument ~~and~~using ~~2016,~~the ~~respectively~~effective interest rate method. These costs are included in the carrying value of long-term debt.

~~Operating Expenses and Management Fees~~10

~~The~~MACQUARIE ~~Manager~~EQUIPMENT ~~charges~~LEASING ~~the Fund~~FUND, ~~management fees and the Fund reimburses the Manager for certain operating expenses directly related to the Fund. These fees are recognized on accrual basis. See Note 9 for further details.~~LLC

10NOTES TO THE FINANCIAL STATEMENTS

~~MACQUARIE EQUIPMENT LEASING FUND, LLC~~(Unaudited)

~~NOTES~~Write ~~TO THE FINANCIAL STATEMENTS~~Offs

~~(Unaudited)~~The Fund takes write offs when it determines that a receivable is uncollectible and when all economically sensible means of recovery have been exhausted. No write offs were recorded for the three and six months ended June 30, 2017 and 2016, respectively.

~~Comprehensive~~Operating ~~Income~~Expenses and Management Fees

The ~~Fund~~Manager ~~follows~~charges the ~~requirements~~Fund management offees ~~ASC~~and ~~220~~the ~~Comprehensive~~Fund ~~Income,~~reimburses ~~for~~ the ~~reporting~~Manager ~~and~~for ~~presentation~~certain ofoperating ~~comprehensive~~expenses ~~income~~directly ~~and~~related ~~its~~to ~~components~~the Fund. ~~The~~These ~~Fund~~fees ~~does~~are ~~not~~recognized ~~have~~on ~~any~~accrual ~~components~~basis. ofSee ~~other~~Note ~~comprehensive~~9 ~~income,~~for ~~thus~~further ~~it is not presented separately in the Fund’s financial statements~~details.

~~Distributions~~Comprehensive Income

The ~~Manager~~Fund ~~has~~follows ~~sole~~the ~~discretion to~~requirements ~~determine~~of ~~what~~ASC 220 ~~portion,~~Comprehensive ~~if any~~Income, offor ~~cash on hand will be distributed to~~ the ~~members.~~reporting ~~Distributions are made on a monthly basis~~ and ~~accrued~~presentation ~~at the end~~ of ~~each~~comprehensive ~~month.~~income ~~Cash distributions are paid on the 15th day of the following month~~ and ~~reflected~~its ~~in the Statement of Changes in Members’ Equity~~components. ~~Distributions~~The ~~accrued~~Fund ~~but~~does not ~~paid~~have any ~~are~~components ~~recorded~~of asother acomprehensive ~~distribution~~income, ~~payable~~thus onit ~~the~~is ~~Fund’s Balance~~not ~~Sheet.~~presented ~~With~~separately ~~the~~in ~~commencement of~~ the Fund’s ~~liquidation~~financial ~~period and disposal of assets, the Fund has made a number of periodic additional distributions as disclosed in Note 10~~statements.

~~New Accounting Pronouncements~~ Distributions

InThe ~~May~~Manager has ~~2014~~sole discretion to determine what portion, ~~the~~if ~~Financial Accounting~~any, ~~Standards~~of ~~Board~~cash ~~(“FASB”)~~on ~~issued~~hand ~~Accounting~~will ~~Standards~~be ~~Update~~distributed ~~(“ASU”)~~to Nothe members. ~~2014-09,~~Distributions ~~Revenue~~are ~~from~~made ~~Contracts~~on ~~with~~a ~~Customers,~~monthly ~~requiring~~basis ~~revenue~~and toaccrued beat ~~recognized~~the inend anof ~~amount~~each ~~that~~month. ~~reflects~~Cash distributions are paid on the ~~consideration~~15th ~~expected~~day toof bethe ~~received~~following month and reflected in ~~exchange~~the ~~for~~Statement ~~goods~~of ~~and~~Changes ~~services~~in Members’ Equity. ~~Various~~Distributions ~~amendments~~accrued tobut ~~ASU~~not Nopaid are recorded as a distribution payable on the Fund’s Balance Sheet. ~~2014-09~~With ~~have~~the ~~been~~commencement ~~issued~~of the Fund’s liquidation period and disposal of assets, ~~including;~~the Fund has made a number of additional distributions as disclosed in Note 10.

·New ~~ASU~~Accounting ~~No.~~Pronouncements 2016-08 (issued in March 2016) which amends principal versus agent guidance by reframing the indicators in the guidance to focus on evidence that an entity is acting as a principal rather than as an agent;

·In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. ~~2016~~2014-1009, ~~(issued~~Revenue from Contracts with Customers, requiring revenue to be recognized in ~~April~~an ~~2016)~~amount ~~which~~that ~~amends~~reflects ~~criteria~~the ~~around~~consideration ~~licensing~~expected to be received in exchange for goods and services. ~~performance~~Various ~~obligations~~amendments to ASU No. 2014-09 have been issued, including;

· ASU No. 2016-1208 (issued in ~~May~~March 2016); which ~~provides~~amends principal versus agent guidance onby ~~assessing~~reframing ~~collectability,~~the ~~presentation~~indicators ofin ~~sales~~the ~~taxes,~~guidance ~~noncash~~to ~~consideration~~focus ~~and~~on ~~completed~~evidence ~~contracts~~that ~~and~~an ~~contract~~entity ~~modifications~~is atacting ~~transition;~~as ~~and~~a principal rather than as an agent;

· ASU No. 2016-2010 (issued in ~~December~~April 2016) which ~~contains~~amends ~~various~~criteria ~~technical~~around ~~corrections~~licensing and ~~improvements~~performance ~~to ASU No. 2014-09.~~obligations;

~~The original~~· ~~effective date for~~ ASU ~~2014-09 would have required the Fund to adopt it beginning in its first quarter of 2018~~No. In2016-12 ~~August 2015, the FASB~~ (issued ~~ASU~~in ~~2015-14~~May to2016); ~~amend~~which ~~ASU~~provides ~~2014-09~~guidance ~~by approving a one-year deferral of the effective date as well as providing the option to early adopt the standard~~ on ~~the~~assessing ~~original effective date. Accordingly~~collectability, ~~the~~presentation ~~Fund may adopt the standard in either its first quarter~~ of ~~2018~~sales ortaxes, ~~2019.~~noncash ~~The~~consideration ~~new~~and ~~revenue~~completed ~~standard~~contracts ~~may~~and becontract ~~applied~~modifications ~~retrospectively~~at totransition; each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Fund is currently evaluating the timing of its adoption of ASU 2104-09. The adoption of this standard is not expected to have an impact on the Fund’s financial statements.and

In· ~~January 2016, FASB issued~~ ASU No. 2016-~~01,~~20 ~~Financial~~(issued ~~Instruments~~in –December ~~Recognition~~2016) ~~and~~which ~~Measurement~~contains ofvarious ~~Financial~~technical ~~Assets~~corrections and ~~Financial~~improvements ~~Liabilities,~~ to ~~address~~ASU ~~certain aspects of recognition, measurement, presentation and disclosure of financial instruments~~No. ~~The adoption of this standard is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years~~2014-09. ~~The Fund is currently evaluating the impact on the Fund’s financial statements, but does not expect the adoption of the standard to have material impact.~~

InThe ~~February~~original ~~2016,~~effective ~~FASB issued~~date for ASU ~~No. 2016~~2014-~~02,~~09 would ~~Leases,~~have required the Fund to ~~increase~~adopt ~~transparency~~it ~~and~~beginning ~~comparability~~in ~~among~~its ~~organizations~~first byquarter ~~recognizing~~of ~~lease~~2018. ~~assets~~In ~~and~~August ~~lease~~2015, the FASB issued ASU 2015-14 to ~~liabilities~~amend onASU ~~the~~2014-09 ~~balance~~by ~~sheet~~approving ~~and~~a ~~disclosing~~one-year ~~key~~deferral ~~information~~of ~~about~~the ~~leasing~~effective ~~arrangements.~~date ~~The~~as ~~guidance~~well ~~primarily~~as ~~affects~~providing ~~lessees and~~the ~~requires~~option ~~that~~to ~~all~~early ~~leases~~adopt ~~create~~the anstandard on ~~asset~~the ~~and~~original aeffective ~~liability~~date. ~~for~~Accordingly, athe ~~leasing~~Fund ~~arrangement~~may ~~greater~~adopt ~~than~~the 12standard ~~months;~~in ~~although~~either ~~there~~its ~~are some~~first ~~modifications~~quarter toof ~~lessor~~2018 ~~accounting~~or 2019. The ~~adoption~~new revenue ofstandard ~~this~~may ~~standard~~be ~~becomes~~applied ~~effective~~retrospectively ~~for~~to ~~fiscal~~each ~~years~~prior ~~beginning~~period ~~after~~presented ~~December~~or retrospectively with the cumulative effect recognized ~~15,~~as ~~2018~~of the date of adoption. The Fund is currently evaluating the ~~implications~~timing of ~~the~~its adoption of ASU 2104-09. The adoption of this standard is not expected to have an impact on the Fund’s financial statements.

In ~~March~~January 2016, FASB issued ASU No. 2016-0801, Financial ~~Revenue~~Instruments ~~from~~– ~~Contracts~~Recognition ~~with~~and ~~Customers~~Measurement inof ~~order~~Financial toAssets ~~amend~~and ~~principal~~Financial ~~versus~~Liabilities, ~~agent~~to ~~guidance~~address incertain ~~the new revenue standard~~aspects ~~contemplated~~of inrecognition, ~~ASU~~measurement, ~~2014-09.~~presentation ~~The~~and ~~amendment~~disclosure ~~reframes~~of ~~the~~financial ~~indicators~~instruments. inThe ~~the~~adoption ~~guidance~~of tothis ~~focus~~standard ~~on evidence that an entity~~ is ~~acting~~effective for asfiscal ayears ~~principal~~beginning ~~rather~~after ~~than~~December as15, an2017 ~~agent. The effective date~~ and ~~transition~~interim ~~requirements~~periods ~~are~~within ~~the~~those ~~same~~fiscal ~~as ASU 2014-09~~years. The Fund is currently evaluating the impact on the ~~timing~~Fund’s offinancial ~~its~~statements, ~~adoption~~but ofdoes ~~ASU~~not ~~2104-09.~~expect ~~The~~the adoption of ~~this~~the standard ~~is not expected~~ to have anmaterial impact ~~on the Fund's financial statements~~.

In ~~June~~February 2016, FASB issued ASU No. 2016-132, ~~Financial Instruments – Credit Losses~~ Leases, to ~~provide~~increase ~~financial~~transparency ~~statement~~and ~~users~~comparability ~~with~~among ~~more~~organizations ~~information~~by ~~about the~~recognizing ~~expected~~lease ~~credit~~assets ~~losses~~and lease liabilities on ~~financial~~the balance ~~instruments~~sheet and ~~other~~disclosing ~~commitments~~key toinformation ~~extend~~about ~~credit~~leasing arrangements. The ~~adoption~~guidance ofprimarily ~~this~~affects ~~standard~~lessees isand ~~effective~~requires that all leases create an asset and a liability for ~~fiscal~~a ~~years~~leasing ~~beginning~~arrangement ~~after~~greater ~~December~~than ~~15,~~12 ~~2019~~months; ~~and~~although ~~interim~~there ~~periods~~are ~~within~~some ~~those~~modifications to ~~fiscal~~lessor ~~years~~accounting. The adoption of this standard is ~~not~~becomes ~~expected~~effective tofor ~~have~~fiscal ayears ~~material~~beginning ~~impact~~after onDecember ~~the~~15, 2018. The Fund’s is ~~financial~~evaluating ~~statements~~the implications of the adoption of this standard.

MACQUARIE EQUIPMENT LEASING FUND, LLC

NOTES TO THE FINANCIAL STATEMENTS

(Unaudited)

In ~~August~~March 2016, FASB issued ASU No. 2016-1508, Revenue ~~Statement~~from ofContracts ~~Cash~~with ~~Flows~~Customers –in ~~Classification~~order ofto ~~Certain~~amend ~~Cash~~principal ~~Receipts~~versus ~~and~~agent ~~Cash~~guidance ~~Payments,~~in tothe ~~provide~~new ~~guidance~~revenue standard contemplated onin ASU 2014-09. The amendment reframes the ~~presentation~~indicators ~~and~~in ~~classification~~the ofguidance ~~certain~~to ~~cash~~focus ~~receipts~~on ~~and~~evidence ~~cash~~that ~~payments~~an inentity ~~the~~is ~~Statements~~acting ofas ~~Cash~~a ~~Flows~~principal rather than as an agent. The ~~adoption of~~effective ~~this~~date ~~standard~~and transition requirements are the same as ASU 2014-09. The Fund is ~~effective~~currently ~~for~~evaluating the ~~fiscal~~timing ~~years~~of ~~beginning~~its ~~after~~adoption ~~December~~of ~~15,~~ASU ~~2017~~2104-09. The adoption of this standard is not expected to have aan ~~material~~ impact on the Fund’'s financial statements.

In ~~November~~June 2016, FASB issued ~~ASB~~ASU No. 2016-1813, Financial ~~Statement~~Instruments ~~of Cash Flows~~ – ~~Restricted~~Credit ~~Cash~~Losses, to provide ~~guidance~~financial onstatement ~~the~~users ~~presentation~~with ~~and~~more ~~classification~~information about the expected credit oflosses ~~restricted~~on ~~cash~~financial ininstruments ~~the~~and ~~Statements~~other ofcommitments ~~Cash~~to ~~Flows~~extend credit. The adoption of this standard is effective for fiscal years beginning after December 15, ~~2017~~2019 and interim periods within those fiscal years. The ~~Fund~~adoption ~~is currently evaluating the impact on the Fund’s financial statements, which may include the reclassification~~ of ~~cash~~this ~~flows~~standard ~~relating~~is ~~to restricted cash on the Statements of Cash Flows for prior periods. The Fund does~~ not ~~expect the adoption of the standard~~ expected to have a material impact on ~~its~~the Fund’s financial statements ~~for future reporting periods~~.

3In August 2016, FASB issued ASU No. 2016-15, ~~LEASED~~Statement ~~EQUIPMENT~~of ATCash ~~COST~~Flows – Classification of Certain Cash Receipts and Cash Payments, to provide guidance on the presentation and classification of certain cash receipts and cash payments in the Statements of Cash Flows. The adoption of this standard is effective for fiscal years beginning after December 15, 2017. The adoption of this standard is not expected to have a material impact on the Fund’s financial statements.

~~The~~In ~~following~~November ~~transactions~~2016, ~~were~~FASB ~~entered~~issued ~~into~~ASU byNo. 2016-18, Statement of Cash Flows – Restricted Cash, to provide guidance on the ~~Fund~~presentation ~~during~~and classification of restricted cash in the ~~three~~Statements ~~months~~of ~~ended~~Cash ~~March~~Flows. 31The adoption of this standard is effective for fiscal years beginning after December 15, 2017: and interim periods within those fiscal years. The Fund is currently evaluating the impact on the Fund’s financial statements, which may include the reclassification of cash flows relating to restricted cash on the Statements of Cash Flows for prior periods. The Fund does not expect the adoption of the standard to have material impact on its financial statements for future reporting periods.

~~Airbus A320-200~~3. ~~Aircraft~~LEASED ~~Lease~~EQUIPMENT AT COST AND HELD FOR SALE

InThe ~~February~~following ~~2017,~~transactions ~~the Fund~~were entered into anby ~~agreement~~the toFund ~~sell its Airbus A320-200 Aircraft for a total purchase price of $17,395,927, which is net of~~during ~~rentals received in advance owed to~~ the ~~buyer.~~six ~~The~~months ~~aircraft~~ended ~~was~~June ~~delivered to the buyer in March 2017~~30, ~~at which point the Fund recognized a gain on sale.~~2017:

~~Leased~~Airbus ~~equipment~~A320-200 atAircraft ~~cost net of accumulated depreciation consists of the following:~~Lease

	March 31, 2017			December 31, 2016
Aircraft engines (2 x CFM56-7B jet engines)	$	25,338,321		$	25,338,321
Smart safes		3,273,610			3,273,610
Less: Accumulated depreciation		(5,677,477	)		(5,384,317	)
	$	22,934,454		$	23,227,614

In February 2017, the Fund entered into an agreement to sell its Airbus A320-200 Aircraft for a total purchase price of $17,395,927, which is net of rentals received in advance owed to the buyer. The aircraft was delivered to the buyer in March 2017, at which point the Fund recognized a gain on sale.

~~Annual~~Classification ~~minimum future~~of ~~rentals~~Aircraft ~~receivable~~Engines as ~~related~~Leased toEquipment ~~the~~Held ~~Fund’s~~for ~~operating leases over the next five years consist of the following:~~Sale

For the period April 1 to December 31, 2017	$	1,931,282
For the year ending December 31, 2018		2,327,928
For the year ending December 31, 2019		2,233,572
For the year ending December 31, 2020		1,861,641
Thereafter		-
	$	8,354,423

The Fund’s leases for two CFM56-7B aircraft engines were recorded at lease inception as operating leases in “Leased equipment at cost” on the Fund’s Balance Sheet, with rental income recognized on a straight-line basis over the lease term. In June 2017, the Fund committed to a plan to sell the aircraft engines to a third party. The aircraft engines have been reported as “Leased equipment held for sale” on the Fund’s Balance Sheet as of June 30, 2017. The Fund’s accounting for the depreciation on the equipment ceased on June 30, 2017.

~~Although~~Impairment ~~there is a portion~~ of ~~future~~Smart rentals receivable expected beyond the Fund’s liquidation period end date of July 1, 2019, the fund expects to divest these operating leases, or the underlying operating lease assets, during the liquidation period.Safes

AIn ~~risk~~June of2017, ~~loss~~the orFund ~~lower~~reassessed the residual ~~than~~value ~~expected~~of ~~returns~~its ~~exists~~operating ifleases for smart safes. Due to a decline in the market value of ~~the~~this ~~equipment~~type atof equipment the ~~end~~residual value was adjusted downward. The adjustment of the ~~lease~~smart ~~term~~safes’ isresidual value resulted in the recoverable amount being lower than the ~~anticipated~~assets’ carrying amount and an impairment charge of $584,590 was recognized for the three and six months ended June 30, 2017. There were no impairment charges recorded during the three and six months ended June 30, 2016.

4.Leased equipment ~~NET~~at ~~INVESTMENT~~cost INnet ~~FINANCE~~of ~~LEASES~~accumulated depreciation consists of the following:

The Fund’s net investments in finance leases primarily relate to furniture, eight-seater aircrafts, manufacturing equipment, and smart safes.

	June 30, 2017			December 31, 2016
Aircraft engines (2 x CFM56-7B jet engines)	$	-		$	25,338,321
Smart safes		3,273,610			3,273,610
Less: Accumulated depreciation		(2,685,897	)		(5,384,317	)
	$	587,713		$	23,227,614

MACQUARIE EQUIPMENT LEASING FUND, LLC

NOTES TO THE FINANCIAL STATEMENTS

(Unaudited)

~~Net~~Leased ~~investment~~equipment inheld ~~finance~~for ~~lease (current~~sale ~~and non-current)~~ consists of the following:

	March 31, 2017			December 31, 2016
	June 30, 2017			December 31, 2016
Minimum lease payments receivable	$	756,835		$	981,182
Aircraft engines (2 x CFM56-7B jet engines)	$	25,338,321		$	-
Estimated residual values of leased property		1,688,048			1,688,048
Aircraft ( Airbus model A320-200)		-			19,551,352
Less: Unearned income		(184,381	)		(241,406	)
Machine Tools		-			5,768,966
Net investment in direct financing lease	$	2,260,502		$	2,427,824
Less: Accumulated depreciation		(3,864,801	)		(6,273,925	)
	$	21,473,520		$	19,046,393

Annual minimum future rentals receivable related to the Fund’s ~~finance~~operating leases over the next 5five years consist of the following:

For the period April 1 to December 31, 2017	$	538,530
For the period July 1 to December 31, 2017	$	1,188,011
For the year ending December 31, 2018		~~218~~2,~~305~~327,928
For the year ending December 31, 2019		-2,233,572
For the year ending December 31, 2020		1,861,641
Thereafter		-
	$	~~756~~7,~~835~~611,152

AAlthough ~~risk~~there ofis ~~loss~~a orportion ~~lower~~of future rentals ~~than~~receivable expected ~~returns~~beyond ~~exists~~the ifFund’s ~~the~~liquidation ~~market~~period ~~value~~end date of ~~the~~July ~~equipment~~1, at2019, the ~~end~~fund ofexpects to divest these operating leases, or the ~~lease~~underlying ~~term~~operating islease ~~lower~~assets, ~~than~~during the ~~asset’s residual~~liquidation ~~value~~period.

5.A risk of loss or lower than expected returns ~~NET~~exists ~~INVESTMENT~~if INthe ~~SALES~~market ~~TYPE~~value ~~LEASE~~of the equipment at the end of the lease term is lower than anticipated.

~~The Fund’s net investment in sales type lease relates to machine tool equipment~~4. InNET ~~January~~INVESTMENT ~~2017,~~IN ~~the~~FINANCE ~~Fund~~LEASES signed an agreement with the lessee to amend the original lease agreement. The amendment allows for the lessee to acquire the equipment at the end of the lease and for the Fund to retain the security deposit at the end of the lease.

The ~~leased equipment was classified as held for sale as of December 31, 2016 due to the fact that the~~ Fund’s ~~had~~net ~~committed~~investments ~~to a plan to sell the machine tool equipment within the year. The lease amendment resulted~~ in ~~a reclassification of the machine tool equipment from leased equipment~~finance ~~held~~leases ~~for~~primarily ~~sale~~relate to afurniture, ~~sales type lease. The Fund has reclassified the lease from “Current assets – Leased equipment held for sale” to “Current assets – Net investment in sales~~eight-~~type~~seater ~~lease” as of March 31~~aircrafts, ~~2017.~~manufacturing ~~The Fund recognized a gain on the sale of the machine tool~~ equipment, inand ~~January~~smart ~~2017~~safes.

~~The~~Net ~~future rentals receivable related to the Fund’s net~~ investment in ~~sales~~finance ~~type~~ lease as(current ofand ~~March~~non-current) ~~31,~~consists of ~~2017~~the ~~are all due within one year.~~following:

6. LOANS RECEIVABLE

	June 30, 2017			December 31, 2016
Minimum lease payments receivable	$	567,101		$	981,182
Estimated residual values of leased property		1,683,520			1,688,048
Less: Unearned income		(131,091	)		(241,406	)
Net investment in direct financing lease	$	2,119,530		$	2,427,824

~~The~~Annual ~~Fund~~minimum ~~carries~~future ~~loans~~rentals receivable atrelated ~~amortized cost~~to onthe ~~its~~Fund’s finance ~~Balance~~leases ~~Sheet.~~over ~~The~~the ~~Fund~~next ~~recognizes~~5 ~~interest~~years ~~income~~consist ~~using~~of the ~~effective interest method.~~following:

In January 2016, the Fund entered into an agreement with a U.S. drilling company to provide a finance facility of up to $15,000,000. The finance facility has a term of two years and an interest rate of 10%.

For the period July 1 to December 31, 2017	$	348,796
For the year ending December 31, 2018		218,305
For the year ending December 31, 2019		-
Thereafter		-
	$	567,101

~~The~~A ~~loan~~risk ~~is secured by one~~ of ~~the~~loss ~~drilling~~or ~~company’s~~lower ~~land-based~~than ~~rigs~~expected ~~and a three year drilling rig operating contract. The drilling company paid~~returns ~~commitment~~exists ~~fees~~if ~~and other upfront payments of $330,000 to~~ the ~~Fund.~~market $140,000 of the fees were paid immediately upon entrance into the credit agreement underlying the finance facility between the Fund and the drilling company, and the remaining $190,000 in fees were paid from the amount funded by the Fund under the terms of the finance facility. The commitment and upfront fees are included as a reduction to the carrying value of the ~~loan~~equipment ~~and~~at ~~are amortized to interest income using~~ the ~~effective~~end ~~interest rate method. The Fund capitalized other costs directly related to the origination~~ of the ~~facility.~~lease ~~These~~term ~~costs~~is ~~are~~lower ~~included~~than ~~as an increase to~~ the ~~amount~~asset’s ~~due~~residual ~~under the facility and are recognized to income using the effective interest method~~value. The fund capitalized other cost of $237,740 which were directly related to origination of facility. These costs are included as an increase to the amount due under the facility and are recognized to income using the effective interest method.

~~In October 2014, the Fund entered into an agreement with an Australian aircraft manufacturer to provide a finance facility of $540,000 for a period of 12 months with an interest rate of 9~~5.~~25%.~~ ~~The~~NET ~~loan~~INVESTMENT isIN ~~secured~~SALES byTYPE a GA8-TC320 aircraft. In October 2015, the Fund extended the facility for an additional 24 months. The loan is carried at amortized cost on the Fund’s Balance Sheet. The Fund recognizes interest income using the effective interest method.LEASE

InThe ~~November 2015, the~~ Fund ~~entered~~’s ~~into~~net aninvestment ~~agreement~~in ~~with~~sales type ~~the~~lease ~~Australian~~relates ~~aircraft manufacturer described above~~ to ~~provide~~machine antool ~~additional~~equipment. ~~finance~~In ~~facility~~January ~~of $579~~2017,~~503,~~ ~~net~~the ofFund ~~fees~~signed ~~received,~~an ~~for~~agreement awith ~~period~~the oflessee 24to ~~months~~amend ~~with~~the anoriginal lease ~~interest rate of 9~~agreement.~~95%.~~ The ~~loan~~amendment isallows ~~secured~~for bythe alessee ~~GA8-TC320~~to ~~aircraft. The~~acquire ~~loan~~the isequipment ~~carried~~ at ~~amortized~~the ~~cost~~end onof the ~~Fund’s~~lease ~~Balance~~and ~~Sheet.~~for ~~The~~the Fund ~~recognizes~~to ~~interest~~retain the ~~income~~security ~~using~~deposit at the ~~effective interest~~end ~~method~~of the lease.

~~For the three months ended March 31, 2017 and 2016, the Fund recognized interest income on its loans receivable of $324,373 and $318,980, respectively.~~13

13MACQUARIE EQUIPMENT LEASING FUND, LLC

~~MACQUARIE~~NOTES ~~EQUIPMENT~~TO ~~LEASING~~THE ~~FUND,~~FINANCIAL ~~LLC~~STATEMENTS

~~NOTES TO THE FINANCIAL STATEMENTS~~(Unaudited)

~~(Unaudited)~~The leased equipment was classified as held for sale as of December 31, 2016 due to the fact that the Fund had committed to a plan to sell the machine tool equipment within the year. The lease amendment resulted in a reclassification of the machine tool equipment from leased equipment held for sale to a sales type lease. The Fund has reclassified the lease from “Current assets – Leased equipment held for sale” to “Current assets – Net investment in sales-type lease” as of March 31, 2017. The Fund recognized a gain on the sale of the machine tool equipment in January 2017.

7.As of June 30, 2017, the net investment ~~PARTICIPATING~~in ~~INTEREST~~sales –type ~~LOAN~~lease ~~RECEIVABLE~~of ~~(ARRANGED~~$2,596,436 BYcomprises Aminimum ~~RELATED~~lease ~~PARTY)~~payments of $2,729,645 less unearned income of $133,209. There were no sales type lease balances as of December 31, 2016.

The ~~Fund~~ ~~entered~~future ~~into~~rentals areceivable ~~participation~~related ~~agreement in 2015 with Macquarie Bank Limited London Branch (“MBL UK”), a member~~to of the ~~Macquarie~~Fund’s ~~Group~~net ofinvestment ~~companies, to provide financing to participate~~ in ansales ~~existing~~type ~~facility~~lease ~~that~~as ~~was~~of ~~provided~~June by30, ~~MBL~~2017 UKare ~~to a~~all ~~UAE~~due ~~information~~within ~~technology~~one ~~distribution company~~year.

~~The Fund made additional advances to MBL UK under this participation agreement in 2016 of $28,345,392, the entire balance of which was repaid in full before the end of the year~~6. ~~There~~LOANS ~~was no outstanding balance on the Fund’s Balance Sheet as of December 31, 2016 and the Fund did not make any additional advances during the three months ended March 31, 2017.~~RECEIVABLE

The Fund ~~recognized~~carries ~~interest income~~loans onreceivable ~~its~~at ~~participating~~amortized ~~interest~~cost ~~with~~on ~~MBL~~its UKBalance Sheet. ofThe $0Fund ~~and~~recognizes ~~$158,850~~interest ~~for~~income using the ~~three~~effective ~~months~~interest ~~ended March 31, 2017 and 2016, respectively~~method.

8In January 2016, the Fund entered into an agreement with a U.S. drilling company to provide a finance facility of up to $15,000,000. The finance facility has a term of ~~LONG-TERM~~two ~~DEBT~~years and an interest rate of 10%.

~~In September~~The ~~2015,~~loan ~~the~~is ~~Fund~~secured ~~entered~~by ~~into~~one aof ~~limited~~the ~~recourse~~drilling company’s ~~loan~~land-based ~~agreement~~rigs ~~with~~and a ~~Japanese~~three ~~bank~~year drilling rig operating contract. The ~~loan~~drilling ~~has~~company apaid ~~credit~~commitment ~~limit~~fees and other upfront payments of $16330,~~750~~000 to the Fund. $140,000 of the fees were paid immediately upon entrance into the credit agreement between the Fund and anthe ~~interest~~drilling ~~rate~~company, ofand ~~3.192%~~the ~~per~~remaining ~~year.~~$190,000 ~~The~~in ~~full~~fees were paid from the amount offunded by the ~~loan~~Fund ~~was~~under the ~~drawn~~terms ~~down~~of inthe ~~October~~finance ~~2015~~facility. The ~~Fund’s~~commitment ~~leased~~and ~~CFM56-7B jet~~upfront ~~engines,~~fees ~~which~~are ~~had~~included as a reduction to the carrying value of ~~$21,645,754~~the onloan and are amortized to interest income using the effective interest rate method. The Fund’s ~~Balance~~capitalized ~~Sheet~~other ascosts directly related to the origination of ~~March~~the ~~31,~~facility. ~~2017,~~These costs are ~~pledged~~included as ~~collateral.~~ ~~The~~an ~~loan~~increase ~~matures~~to inthe ~~October~~amount ~~2019~~due ~~and~~under ~~can~~the befacility ~~repaid~~and ~~prior~~are recognized to ~~maturity~~income using the effective interest method. The ~~loan~~Fund iscapitalized ~~recorded~~other ascost ~~long-term~~of ~~debt~~$237,740 ~~and~~which ~~carried~~were directly related to origination atof ~~amortized~~facility. ~~cost~~These oncosts are included as an increase to the ~~Fund’s~~amount ~~Balance~~due ~~Sheet.~~under ~~The~~the ~~Fund~~facility ~~recognizes~~and ~~interest~~are ~~expense~~recognized to income using the effective interest ~~rate~~ method.

~~The~~In October 2014, the Fund ~~paid~~entered into an ~~upfront fee~~agreement with an Australian aircraft manufacturer to ~~the~~provide ~~lender~~a finance facility of $50540,~~750~~000 ~~and~~for ~~incurred~~a ~~legal~~period ~~fees~~ of ~~$6,866~~12 ~~directly~~months ~~related~~with an tointerest ~~obtaining~~rate ~~the~~of ~~loan~~9.25%. ~~These~~The ~~costs~~loan ~~are~~is ~~included as~~secured by a ~~reduction~~GA8-TC320 toaircraft. ~~the~~In ~~carrying~~October ~~value~~2015, ofthe Fund extended the facility for an additional 24 months. The loan ~~and~~is ~~are~~carried at amortized tocost ~~interest~~on ~~expense~~the Fund’s Balance Sheet. The Fund recognizes interest income using the effective interest ~~rate~~ method.

~~The~~ In November 2015, the Fund ~~recognized~~entered ~~interest~~into an ~~expense,~~agreement ~~including~~with the ~~amortization~~Australian ofaircraft ~~debt~~manufacturer ~~financing~~described ~~costs,~~above to provide an additional finance facility of $~~118~~579,~~825~~503, ~~and~~net of ~~$134~~fees received,~~439~~ for ~~the~~a ~~three~~ period of 24 months ~~ended~~with ~~March~~an ~~31,~~interest ~~2017~~rate ~~and~~of ~~2016,~~9.95%. ~~respectively~~The loan is secured by a GA8-TC320 aircraft. The loan is carried at amortized cost on the Fund’s Balance Sheet. The Fund recognizes interest income using the effective interest method.

AsThe Fund recognized interest income on its portfolio of ~~March~~loans 31receivable of $299,557 ~~2017~~and $623, 930 for the ~~scheduled~~three ~~maturities~~and ofsix ~~long-term~~months ~~debt,~~ended ~~including~~June ~~accretion~~30, of2017, ~~the~~respectively, ~~debt~~and $407,332 ~~discount~~and ~~over~~$726,312 for the ~~next~~three ~~five~~and ~~years~~six ~~are~~months asended ~~follows:~~June 30, 2016, respectively.

For the year ending December 31, 2017	$	1,331,555
For the year ending December 31, 2018		1,830,145
For the year ending December 31, 2019		11,101,679
Thereafter		-
	$	14,263,379

7. PARTICIPATING INTEREST – LOAN RECEIVABLE (ARRANGED BY A RELATED PARTY)

9.The Fund entered into a participation agreement ~~TRANSACTIONS~~in ~~WITH~~2015 ~~AFFILIATES~~with Macquarie Bank Limited London Branch (“MBL UK”), a member of the Macquarie Group of companies, to provide financing to participate in an existing facility that was provided by MBL UK to a United Arab Emirates information technology distribution company.

AsThe ~~discussed in Note 1, the~~ Fund ismade ~~required~~additional toadvances ~~pay fees~~ to ~~the~~MBL UK ~~Manager~~under ~~and~~this ~~its~~participation ~~affiliates~~agreement ~~for~~in ~~providing~~2016 orof ~~arranging all services necessary for its operations~~$28, ~~including~~345,392, ~~those~~the ~~relating~~entire tobalance ~~equipment~~of ~~acquisitions~~which ~~and~~was ~~disposals,~~repaid ~~asset~~in ~~management~~full ~~and~~before ~~administrative,~~the ~~reporting~~end ~~and regulatory~~of ~~services~~the year. AsThere ~~discussed~~was inno ~~Note~~outstanding 6,balance on the Fund’s ~~previously~~Balance ~~entered~~Sheet ~~into~~as aof ~~participation~~December ~~agreement with MBL UK~~31, a2016 ~~member of the Macquarie Group of companies~~ and ~~an affiliate of~~ the ~~Manager,~~Fund ~~which~~did ~~was~~not ~~fully~~make any ~~repaid~~additional advances during the ~~year~~six months ended ~~December~~June 3130, ~~2016~~2017.

The Fund ~~pays~~did ~~the~~not ~~Manager~~recognize interest income on participating interests for the three and ~~its~~six ~~affiliates’~~months ~~fees~~ended June 30, 2017 and 2016. The Fund recognized interest income on participating interests of $183,156 and $342,006 for ~~operating~~the ~~services~~three ~~performed~~and ~~including:~~six months ended June 30, 2016, respectively.

· Acquisition fees of 3% of the purchase price that the Fund pays for each item of equipment or direct or indirect interest in equipment acquired, including under lease agreements, trading transactions, residual value guarantees, pay per use agreements, forward purchase agreements, total lease return swaps, participation agreements, equipment purchase options, other equipment-related transactions, joint ventures, special purpose vehicles and other Fund arrangements. Since the Fund has entered its liquidation period on July 1, 2016, the Fund does not expect to incur any more acquisition fees.14

·MACQUARIE ~~Asset~~EQUIPMENT ~~management~~LEASING fees equal to the lesser of: (a) (i) 5% of gross rental payments from non-full payout leases (except that 1% of gross rental payments shall be payable with respect to non-full payout leases for which management services are performed by non-affiliates under the Manager’s supervision); (ii) 2% of gross rental payments from full payout leases which contain net lease provisions; and (iii) 7% of gross rental payments from equipment for which the Fund provides services in addition to equipment management relating to the continued and active operation of the Fund’s equipment such asFUND, but not limited to, ongoing marketing and re-leasing of equipment and hiring or arranging for the hiring of crews or operating personnel for the Fund’s equipment and similar services; or (b) the amount of fees which are competitive for similar services;LLC

14NOTES TO THE FINANCIAL STATEMENTS

~~MACQUARIE EQUIPMENT LEASING FUND, LLC~~(Unaudited)

~~NOTES~~8. TOLONG-TERM ~~THE FINANCIAL STATEMENTS~~DEBT

~~(Unaudited)~~In September 2015, the Fund entered into a limited recourse loan agreement with a Japanese bank. The loan has a credit limit of $16,750,000 and an interest rate of 3.192% per year. The full amount of the loan was drawn down in October 2015. The Fund’s leased CFM56-7B aircraft engines, which had a carrying value of $21,473,520 on the Fund’s Balance Sheet as of June 30, 2017, are pledged as collateral. The loan matures in October 2019 and can be repaid prior to maturity. The loan is recorded as long-term debt and carried at amortized cost on the Fund’s Balance Sheet. The Fund recognizes interest expense using the effective interest method.

·As ~~Remarketing~~described ~~fees~~in ~~equal~~Note ~~to the lesser of (i)~~ 3%, ofduring the ~~purchase~~second quarter ~~price paid to~~ the Fund bycommitted ~~the~~to ~~purchaser~~a ofplan ~~the~~to ~~investment,~~sell orits ~~(ii)~~two ~~one~~CFM56-~~half~~7B ofaircraft ~~reasonable,~~engines. ~~customary~~When ~~and~~the ~~competitive~~Fund ~~brokerage~~completes ~~fees paid for services rendered in connection with~~ the sale of ~~equipment~~its ~~of similar size~~aircraft engines, ~~type~~it ~~and~~will ~~location.~~use ~~Payment~~a ofportion ~~remarketing fees shall be subordinated until such time when investor return has been achieved. “Investor Return” means such time when the aggregate amount~~ of ~~distributions to~~ the ~~members~~gross ~~equals,~~proceeds ~~as of any determination date, an amount equal~~ to arepay ~~pre-tax~~the ~~8.0%~~Fund’s ~~per~~loan ~~annum~~with ~~internal~~the ~~rate~~Japanese ~~of return compounded daily on all capital contributions of members;~~bank.

·The ~~Out-performance~~Fund ~~fees~~paid ~~depending~~an ~~upon~~upfront ~~the~~fee ~~extent~~ to ~~which~~the ~~Investor~~lender of ~~Return~~$50,750 ~~has~~and ~~been~~incurred ~~achieved.~~legal ~~Prior~~fees toof ~~the time that Investor Return is achieved~~$6,866 ~~cash~~directly ~~distributions~~related ~~will~~to beobtaining ~~made~~the 99loan.0% toThese ~~the~~costs ~~Fund’s~~are ~~members~~included ~~and~~as ~~1.0%~~a toreduction to the ~~Manager.~~carrying ~~After~~value of the ~~time~~loan ~~that~~and ~~Investor~~are ~~Return~~amortized isto ~~achieved,~~interest ~~cash~~expense ~~distributions~~using ~~will be made 81.0% to~~ the ~~Fund’s~~effective ~~members~~interest ~~and~~rate 19method.~~0% to the Manager; and~~

·The ~~Reimbursement~~Fund recognized interest expense, including the amortization of ~~operating~~debt ~~expenses~~financing ~~depending~~costs, ~~upon~~of $116,480 and $235,305 for the ~~scope~~three and ~~volume~~six ofmonths ~~services~~ended ~~the~~June ~~Manager~~30, ~~provides~~2017, torespectively and $130,903 and $265,342 for the ~~Fund~~three and six months ended June 30, 2016, respectively.

~~For~~As ~~the~~of ~~three~~June ~~months ended March 31~~30, 2017 ~~and 2016~~, the ~~Fund~~scheduled ~~paid management fees to Macquarie Aircraft Leasing Services (“MALS”), an affiliate~~maturities of ~~the~~long-term ~~Manager~~debt, ~~for~~including ~~management~~accretion ~~services~~of ~~related to~~ the ~~aircraft~~debt ~~lease~~discount ~~for~~over the ~~Airbus~~next ~~model~~five ~~A320-200.~~years ~~The fees paid by the Fund to MALS~~ are ~~3% of gross rental receipts and are expensed~~ as ~~incurred and included in the Fund’s Statements of Operations.~~follows:

Related party fees are invoiced as the work is performed and settled monthly. The operating expense reimbursement is generally invoiced and settled annually.

For the year ending December 31, 2017	$	891,830
For the year ending December 31, 2018		1,830,145
For the year ending December 31, 2019		11,101,679
Thereafter		-
	$	13,823,654

~~For~~9. ~~the~~TRANSACTIONS ~~three~~WITH ~~months ended March 31, 2017 and 2016, the Fund has accrued, in fees payable (related party) on its Balance Sheet, or paid to the Manager or its affiliates the following amounts:~~AFFILIATES

Three Months Ended

Entity

Capacity

Description

March 31, 2017

March 31, 2016

Macquarie Asset Management Inc.

Manager

Acquisition fees (1)

222,517

Macquarie Asset Management Inc.

Manager

Management fee (2)

97,736

132,774

Macquarie Asset Management Inc.

Manager

Operating Expenses (3)

65,077

110,368

Macquarie Asset Management Inc.

Manager

Outperformance fee (2)

213,100

18,513

Macquarie Aircraft Leasing Services

Affiliate

Management fee (2)

17,010

21,150

As discussed in Note 1, the Fund is required to pay fees to the Manager and its affiliates for providing or arranging all services necessary for its operations, including those relating to equipment acquisitions and disposals, asset management and administrative, reporting and regulatory services. As discussed in Note 7, the Fund previously entered into a participation agreement with MBL UK, a member of the Macquarie Group of companies and an affiliate of the Manager, which was fully repaid during the year ended December 31, 2016.

~~(1)~~The ~~Amount~~Fund ispays ~~capitalized~~the ~~into~~Manager ~~the~~and ~~carrying~~its ~~value~~affiliates’ fees offor ~~loan~~operating ~~receivables.~~services performed including:

~~(2)~~· ~~Amount~~Acquisition ~~charged~~fees ~~directly~~of 3% of the purchase price that the Fund pays for each item of equipment or direct or indirect interest in equipment acquired, including under lease agreements, trading transactions, residual value guarantees, pay per use agreements, forward purchase agreements, total lease return swaps, participation agreements, equipment purchase options, other equipment-related transactions, joint ventures, special purpose vehicles and other Fund arrangements. Since the fund has entered its liquidation period on July 1, 2016, the fund does not expect to ~~operations~~incur any more acquisition fees from this date going forward.

· Asset management fees equal to the lesser of: (3a) ~~Amount~~(i) 5% of gross rental payments from non-full payout leases (except that 1% of gross rental payments shall be payable with respect to non-full payout leases for which management services are performed by non-affiliates under the ~~year~~Manager’s ~~ended~~supervision), ~~December~~(ii) 312% of gross rental payments from full payout leases which contain net lease provisions, ~~2016~~and ~~includes~~(iii) ~~$12~~7% of gross rental payments from equipment for which the Fund provides services in addition to equipment management relating to the continued and active operation of the Fund’s equipment such as,~~740~~ ~~allocated~~but not limited to, ~~carrying~~ongoing ~~amount~~marketing and re-leasing of ~~loan~~equipment ~~receivables~~and hiring or arranging for the hiring of crews or operating personnel for the Fund’s equipment and ~~remaining~~similar services; or (b) the amount ~~charged~~of ~~directly~~fees towhich ~~operations.~~are competitive for similar services;

10· Remarketing fees equal to the lesser of (a) 3% of the purchase price paid to the Fund by the purchaser of the investment or (b) one-half of reasonable, customary and competitive brokerage fees paid for services rendered in connection with the sale of equipment of similar size, type and location. ~~MEMBER’S~~ ~~EQUITY~~Payment of remarketing fees shall be subordinated until such time when investor return has been achieved. “Investor Return” means such time when the aggregate amount of distributions to the members equals, as of any determination date, an amount equal to a pre-tax 8.0% per annum internal rate of return compounded daily on all capital contributions of members;

As· ofOut-performance ~~March 31,~~fees ~~2017 and~~depending ~~December~~upon ~~31,~~the ~~2016,~~extent ~~the~~to ~~Fund~~which ~~had~~Investor ~~9,171,660~~Return ~~and~~has ~~9,183,494~~been ~~shares~~achieved. ofPrior ~~limited~~to ~~liability~~the ~~company~~time ~~membership~~that ~~interest~~Investor ~~outstanding~~Return is achieved, ~~respectively~~ ~~(including~~cash distributions will be made 99.0% to the ~~DRP~~Fund’s ~~shares~~members and ~~net~~1.0% ofto ~~repurchased~~the ~~shares)~~Manager. AsAfter ofthe ~~March~~time ~~31,~~that ~~2017~~Investor ~~and~~Return ~~December~~is 31achieved, ~~2016,~~cash ~~the~~distributions ~~cumulative number~~will ofbe ~~shares~~made ~~repurchased~~81.0% ~~since~~to ~~inception~~the ~~was~~Fund’s ~~486,457~~members and ~~474,623, respectively~~19.0% to the Manager; and

~~The Fund declared distributions of $21,309,200 during the three months ended March 31, 2017, of which $20,686,028 were paid and $623,172 were payable as of March 31, 2017.~~15

~~The~~MACQUARIE ~~$21,309,200~~EQUIPMENT inLEASING ~~distributions declared during the three months ended March 31~~FUND, 2017 was approximately $2.32 per share of $10.00 par value membership interest ($9.00 par value for DRP shares), of which approximately $2.05 represented a partial-liquidating distribution paid from members’ equity.LLC

15NOTES TO THE FINANCIAL STATEMENTS

~~MACQUARIE EQUIPMENT LEASING FUND, LLC~~(Unaudited)

~~NOTES~~· TOReimbursement ~~THE~~of ~~FINANCIAL~~operating ~~STATEMENTS~~expenses depending upon the scope and volume of services the Manager provides to the Fund.

The Fund paid management fees to Macquarie Aircraft Leasing Services (~~Unaudited~~“MALS”), for management services related to the aircraft lease for the Airbus model A320-200. The fees paid by the Fund to MALS were 3% of gross rental receipts and were expensed as incurred and included in the Fund’s Statements of Operations. The Fund sold the Airbus model A320-200 in March 2017, and as such, no longer pays management fees to MALS.

11Related party fees are invoiced as the work is performed and settled monthly. ~~FAIR~~Operating ~~VALUE~~expense ~~MEASUREMENTS~~reimbursement is generally invoiced and settled annually.

~~The~~For ~~Fund~~the isthree ~~required~~and ~~to disclose~~six ~~the~~months ~~fair~~ended ~~value~~June 30, of2017 ~~financial~~and ~~instruments~~2016, ~~as defined below. None of~~ the Fund’s ~~assets~~has ~~and~~accrued, ~~liabilities~~in ~~are~~fees ~~carried at~~payable ~~fair~~(related ~~value~~party) on the Fund’s Balance Sheet, ~~on a recurring basis. Fair value is the price that would be received to sell an asset~~ or paid to ~~transfer a liability in an orderly transaction between market participants at~~ the ~~measurement date. Fair value~~Manager ~~measurements~~or ~~are~~its ~~not~~affiliates ~~adjusted for transaction costs. The fair value hierarchy prioritizes~~ the ~~inputs~~following to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described belowamounts:

Level 1 – Quoted prices in active markets for identical assets or liabilities. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, generally on a national exchange.

			Three Months Ended				Six Months Ended
Entity	Capacity	Description	June 30, 2017		June 30, 2016		June 30, 2017		June 30, 2016

Macquarie Asset Management Inc.	Manager	Acquisition fees⁽¹⁾	$	-	$	-	$	-	$	222,517
Macquarie Asset Management Inc.	Manager	Management fee ⁽²⁾		88,285		131,120		186,021		263,894
Macquarie Asset Management Inc.	Manager	Operating Expenses ⁽²⁾⁽³⁾		70,598		103,704		135,675		214,073
Macquarie Asset Management Inc.	Manager	Outperformance fee ⁽²⁾		18,466		58,657		231,567		77,170
Macquarie Aircraft Leasing Services	Affiliate	Management fee ⁽²⁾		-		21,150		17,010		42,300

~~Level~~(1) 2Amount –is ~~Quoted~~capitalized ~~prices for~~into ~~similar~~the ~~instruments~~carryingvalue inof ~~active~~loan ~~markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuations in which all significant inputs are observable in the market~~receivables.

~~Level~~(2) 3Amount –charged ~~Valuation is~~directly ~~modeled~~to ~~using significant inputs that are unobservable in the market~~operations. ~~These unobservable inputs reflect the Fund’s own estimates of assumptions that market participants would use in pricing the asset or liability.~~

~~A financial~~(3) ~~instrument’s~~Amount ~~level~~for ~~within~~ the ~~fair~~six ~~value~~months ~~hierarchy~~ended isJune ~~based~~30, on2016 ~~the~~includes ~~lowest~~$12,740 allocated ~~level~~to carrying amount of ~~any~~loan ~~input~~receivables ~~that~~and isremaining ~~significant to~~amount ~~the~~charged ~~fair~~directly ~~value~~to ~~measurement~~operations.

~~Non-Recurring Fair~~10. ~~Value~~MEMBER’S ~~Measurements~~EQUITY

As of ~~March~~June 30, 2017 and December 31, 2016, the Fund had 9,151,031 and 9,183,494 shares of limited liability company membership interest outstanding, respectively (including the DRP shares and net of repurchased shares). As of June 30, 2017 and December 31, 2016, ~~there~~the ~~were~~cumulative nonumber ~~assets~~of orshares ~~liabilities~~repurchased since ~~measured~~inception ~~using~~was ~~non-recurring~~507,086 ~~fair~~and ~~value~~474,623, ~~measurements~~respectively.

~~Fair~~The Fund declared distributions of $1,825,186 ~~Value~~during the three months ended June 30, 2017, of ~~Financial~~which ~~Instruments~~$1,223,478 were paid and $601,708 were payable as of June 30, 2017.

The ~~Fund’s~~ ~~financial instruments~~$1,825,186 ~~which~~in ~~are~~distributions ~~not~~declared during ~~carried on~~ the ~~Fund’s~~three ~~Balance~~months ~~Sheet~~ended atJune ~~fair value on a recurring basis~~30, ~~are~~ ~~carried~~2017 atwas ~~contracted~~approximately ~~amounts~~$0.20 ~~which~~per ~~approximate~~share ~~fair~~of ~~value~~$10.00 Aspar ofvalue ~~March~~membership ~~31,~~interest ~~2017~~($9.00 ~~and~~par value ~~December~~for ~~31,~~DRP ~~2016~~shares), ~~they consist~~ of ~~cash and cash equivalents and restricted cash,~~ which ~~are~~approximately ~~classified~~$0.20 asrepresented ~~Level~~a ~~1 under the hierarchy defined above, and loans receivable, loans payable and participating interests~~ partial-liquidating ~~loans~~distribution ~~receivable,~~paid ~~which~~from ~~are~~members’ ~~classified as Level 3, based on the fact that they were valued using inputs that are generally unobservable and are supported by little or no market data~~equity. ~~The Fund uses projected cash flows to estimate the fair value of these financial assets and liabilities.~~

~~The fair value of the Fund’s fixed rate loan receivable was estimated by discounting the future cash flows related to the loan~~11. ~~The~~ ~~discount~~FAIR ~~rate~~VALUE ~~was derived by adjusting the margin at inception for material changes in the counterparty’s risk and adding the applicable fixed rate based on the current interest rate curve.~~MEASUREMENTS

The ~~fair~~ Fund is required to disclose the fair value of financial instruments, as defined below. None of the Fund’s ~~fixed-rate~~assets ~~non-recourse~~and ~~long-term~~liabilities ~~debt~~are ~~was~~carried ~~estimated~~at byfair ~~discounting~~value on the ~~future~~Fund’s ~~cash~~Balance ~~flow~~Sheet ~~related to~~on ~~the~~a ~~debt~~recurring basis. ~~The~~Fair ~~discount~~value ~~rate~~is ~~was~~the ~~derived~~price bythat ~~adjusting~~would ~~the~~be ~~margin~~received atto ~~inception~~sell ~~for~~an ~~material~~asset ~~changes~~or paid to transfer a liability in ~~the~~an ~~Company’s~~orderly ~~risk and~~transaction ~~adding~~between market participants at the ~~applicable~~measurement ~~fixed~~date. ~~rate~~Fair ~~based~~value onmeasurements ~~the~~are not ~~current~~adjusted ~~interest~~for ~~rate~~transaction ~~curve~~costs. The ~~Fund’s~~fair ~~fixed~~value ~~rate~~hierarchy ~~loan~~prioritizes ~~receivables~~the ~~and long-term~~inputs ~~debt~~to ~~are~~valuation ~~classified~~techniques asused ~~Level~~to 3,measure ~~based~~fair value. onThe hierarchy gives the ~~fact~~highest ~~that~~priority ~~they~~to ~~were~~unadjusted ~~valued~~quoted ~~using~~prices ~~inputs~~in ~~that~~active ~~are~~markets ~~generally~~for ~~unobservable~~identical assets and liabilities (Level 1 measurements) and ~~are~~the ~~supported~~lowest bypriority ~~little~~to orunobservable noinputs ~~market~~(Level ~~data~~3 measurements). The three levels of the fair value hierarchy are described below:

	March 31, 2017
	Carrying Value		Fair Value
Fixed rate loan receivables	$	11,577,458	$	11,749,455
Fixed rate long-term debt	$	14,263,379	$	14,139,772

~~Fair value~~Level ~~information~~2 ~~with~~– ~~respect~~Quoted toprices for ~~certain~~similar ~~financial~~ instruments ~~which~~in ~~are~~active ~~not~~markets, ~~carried~~quoted onprices ~~the~~for ~~Fund’s~~identical ~~Balance~~or ~~Sheet~~similar atinstruments ~~fair value~~in ismarkets ~~not separately provided given~~ that ~~fair value disclosures of certain kinds of lease arrangements~~ are not ~~required~~active, ~~under U.S. GAAP~~ and ~~the carrying value of the Fund’s other financial instruments approximates fair value due to the fact that~~ ~~they~~model-based ~~have~~valuations ~~short~~in ~~term~~which ~~maturities (~~all ~~less~~significant ~~than~~inputs ~~one~~are ~~year)~~observable ~~and~~in ~~credit~~the ~~risk is deemed low~~market.

12Level 3 – Valuation is modeled using significant inputs that are unobservable in the market. These unobservable inputs reflect the Fund’s own estimates ~~COMMITMENTS~~of ~~AND~~assumptions ~~CONTINGENCIES~~that market participants would use in pricing the asset or liability.

Other than obligations associated with investing activities or as set forth in the Fund’s operating agreement, there were no contractual obligations, commitments or contingencies as of March 31, 2017 and December 31, 2016, respectively.16

16MACQUARIE EQUIPMENT LEASING FUND, LLC

~~Item~~NOTES 2.TO ~~Management’s~~THE ~~Discussion~~FINANCIAL ~~and Analysis of Financial Condition and Results of Operations~~STATEMENTS

The following is a discussion of our current financial position and results of operations. This discussion should be read together with our unaudited financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as the audited financial statements and related notes included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission on February 24, 2017. This discussion should also be read in conjunction with the disclosures below regarding “Forward-Looking Statements.”(Unaudited)

AsA ~~used~~financial ininstrument’s ~~this~~level ~~Quarterly~~within ~~Report~~the onfair ~~Form~~value ~~10-Q,~~hierarchy ~~references~~is tobased ~~“we,”~~on ~~“us,”~~the ~~“our”~~lowest orlevel ~~similar~~of ~~terms~~any ~~refer~~input tothat ~~Macquarie~~is ~~Equipment Leasing~~significant ~~Fund,~~to ~~LLC (~~the ~~“Fund”)~~fair value measurement.

~~Forward~~Non-~~Looking~~Recurring ~~Statements~~Fair Value Measurements

~~Certain~~On ~~statements~~June ~~within this~~30, ~~Quarterly~~2017, ~~Report~~the onFund ~~Form~~measured ~~10-Q~~its operating ~~may~~lease ~~constitute~~assets ~~forward-looking~~for ~~statements~~smart ~~within~~safes ~~the~~at ~~meaning~~a offair ~~the~~value ~~Private~~of ~~Securities~~$589,213 ~~Litigation Reform~~as ~~Act~~part of ~~1995~~its ~~(“PSLRA”).~~impairment ~~These~~analysis ~~statements~~in ~~are~~order ~~being made pursuant~~ to ~~the~~determine ~~PSLRA, with~~ the impairment ~~intention~~charge of ~~obtaining the~~$584,590 ~~benefits~~recognized ofin the ~~“safe~~Fund’s ~~harbor”~~Statements ~~provisions~~ of Operations for the ~~PSLRA,~~three and, ~~other~~six ~~than~~months asended ~~required~~June ~~by law~~30, ~~we assume no obligation~~ to2017 ~~update~~(Note ~~or supplement such statements~~3). ~~Forward-looking~~The ~~statements~~smart ~~are~~safes ~~those~~were ~~that~~measured doat ~~not~~fair ~~relate~~value ~~solely~~on toa ~~historical~~non-recurring ~~fact. They include~~basis, ~~but~~which ~~are~~the ~~not~~Fund ~~limited~~considers ~~to,~~a ~~any~~Level ~~statement~~3 ~~that may predict, forecast, indicate or imply future results, performance, achievements~~measurement. orIn ~~events.~~determining ~~You can identify these statements by~~ the ~~use~~value of ~~words~~the ~~such~~smart assafes ~~“may,”~~the ~~“will,”~~Fund ~~“could,” “anticipate,”~~utilized ~~“believe,”~~information ~~“estimate,”~~derived ~~“expect,”~~from ~~“continue,”~~the ~~“further,” “plan,”~~current ~~“seek,”~~status ~~“intend,”~~of ~~“predict”~~negotiations ~~or “project” and variations of~~around ~~these~~the ~~words~~buyout orprice ~~comparable words or phrases of similar meaning. These forward-looking statements reflect our current beliefs and expectations~~ with ~~respect~~the ~~to future events and are based on assumptions and are subject to risks and uncertainties and other factors outside our control that may cause actual results to differ materially from those projected~~lessee. ~~We undertake no obligation to update publicly or review any forward-looking statement, whether as a result of new information, future developments or otherwise.~~

~~Overview~~Fair Value of Financial Instruments

~~Macquarie~~The ~~Equipment Leasing~~ Fund,’s ~~LLC~~financial instruments, which aare ~~Delaware~~not ~~limited~~carried ~~liability~~on ~~company,~~the ~~was~~Fund’s ~~formed~~Balance onSheet ~~August 21,~~at ~~2008~~fair ~~for~~value ~~the~~on ~~purpose~~a ofrecurring ~~being~~basis, anare ~~equipment~~carried ~~leasing program~~at ~~that~~contracted ~~acquired~~amounts orwhich approximate ~~originated~~fair avalue. ~~diversified~~As ~~portfolio~~ of ~~equipment~~June ~~and~~30, ~~equipment~~2017 ~~leases~~ and ~~loans~~December 31, ~~and~~2016, ~~other~~they ~~equipment-related investments.~~consist ~~The majority~~ of ~~the~~cash ~~Fund’s~~and ~~equipment~~cash isequivalents ~~leased~~and torestricted ~~corporate~~cash, which ~~clients.~~are ~~The~~classified ~~Fund’s~~as ~~objective~~Level ~~was~~1 tounder ~~generate income through~~ the ~~collection~~hierarchy ofdefined ~~lease rentals~~above, ~~interest~~and ~~income~~loans receivable, and ~~other~~loans ~~revenues~~payable, aswhich ~~well~~are classified as ~~through~~Level 3, based on the ~~sale~~fact ofthat ~~leased~~they ~~and off~~were ~~lease~~valued ~~equipment~~using inputs that are generally unobservable and ~~other~~are ~~portfolio~~supported ~~investments~~by little or no market data. The Fund’s ~~fiscal~~uses ~~year~~projected ~~end~~cash isflows ~~December~~to 31estimate the fair value of these financial assets and liabilities.

The ~~initial~~fair ~~closing~~value ~~date for~~of the Fund’s ~~was~~fixed rate ~~March~~loan 5,receivable ~~2010,~~was ~~the~~estimated ~~date~~by atdiscounting ~~which~~ the ~~Fund~~future ~~raised~~cash ~~over~~flows ~~$2,500,000~~related ~~and~~to ~~reached~~ the ~~minimum offering amount~~loan. The ~~Fund’s~~ ~~offering~~discount rate was ~~for~~derived aby ~~total~~adjusting the ofmargin ~~15,000,000 shares~~ at ainception ~~price~~for ofmaterial ~~$10.00~~changes ~~per~~in ~~share,~~the ~~subject~~counterparty’s torisk ~~certain~~and ~~reductions.~~adding ~~The~~the ~~Fund also~~applicable ~~offered~~fixed uprate tobased ~~800,000~~on ~~shares pursuant to its Distribution Reinvestment Plan (“DRP”) at a public offering price~~the ofcurrent ~~$9.00~~interest ~~per~~rate ~~share~~curve. ~~The Manager made capital contributions to the Fund totaling $1,505,000.~~

The ~~Fund’s~~fair ~~offering period~~value ~~ended~~of onthe ~~March 19, 2012. The~~ Fund’s ~~operating period commenced on that date. The Fund acquired and disposed of~~fixed-rate ~~equipment,~~non-recourse ~~entered into equipment lease and other equipment~~long-~~related~~term ~~transactions~~debt ~~and~~was ~~made~~estimated ~~loans secured~~ by ~~equipment~~discounting ~~collateral during~~ the ~~operating~~future ~~period. During the operating period, the Fund generated~~ cash ~~from~~flows ~~equipment~~related ~~leases~~to ~~and loans. In addition, as owned equipment has come off lease,~~ the ~~Fund has either sold or re-leased that equipment~~debt. ~~Thus,~~The ~~the~~discount ~~Fund~~rate ~~has~~was ~~also generated~~derived ~~cash~~by ~~through~~adjusting the ~~sale~~margin ofat ~~owned~~inception ~~equipment. The~~for ~~Fund~~material ~~reinvested~~changes ~~equipment~~in ~~sale proceeds and cash generated from equipment investments into additional equipment during~~ the ~~operating~~Company’s ~~period~~risk toand ~~the~~adding ~~extent that~~ the ~~cash~~applicable ~~was~~fixed ~~not~~rate ~~required to pay distributions and expenses~~based oron bethe ~~set~~current ~~aside~~interest asrate ~~reserves~~curve. The Fund’s ~~revenue~~fixed ~~has~~rate ~~been~~loan ~~impacted~~receivables byand ~~the~~long-term ~~timing~~debt ofare ~~when~~classified ~~sales~~as ~~proceeds~~Level ~~can be invested~~3, inbased ~~new~~on ~~equipment transactions. During any fiscal period,~~ the ~~Fund’s~~fact ~~revenue~~that ~~may~~they ~~have~~were ~~been~~valued ~~higher~~using orinputs ~~lower~~that ~~depending on~~are ~~when~~generally ~~equipment~~unobservable ~~came off lease~~ and ~~the~~are ~~time~~supported itby ~~took~~little ~~to re-lease~~ or ~~sell~~no ~~the~~market ~~equipment~~data.

The Fund’s operating period ceased on June 30, 2016 and its liquidation period commenced on July 1, 2016, which may last for a period of up to three years. To coincide with the beginning of the Fund’s liquidation period, the Manager suspended the Fund’s redemption program. However, the Manager reserved the right to approve member requests for redemptions in cases of death or proof of disability (as the term is defined in the Americans with Disabilities Act of 1990, as amended). During the liquidation period, the Fund will not pursue any new equipment lease and loan investment opportunities and will continue to manage end of lease options and investigate divestment opportunities for its portfolio.

	June 30, 2017
	Carrying Value		Fair Value

Fixed rate loan receivables	$	10,548,707	$	10,682,489
Fixed rate long-term debt	$	13,823,654	$	13,766,110

~~Equipment~~Fair ~~leasing~~value ~~activity levels~~information ~~are~~with ~~impacted~~respect byto certain ~~general~~financial ~~economic~~instruments ~~conditions~~which inare ~~global~~not ~~and~~carried ~~local~~on ~~economies including~~ the ~~level~~Fund’s ofBalance ~~interest~~Sheet ~~rates~~at infair ~~various jurisdictions~~value ~~and~~is ~~more~~not ~~specifically~~separately ~~business~~provided given ~~appetite~~that ~~for~~fair ~~investment~~value indisclosures ~~new~~of ~~and~~certain ~~used~~kinds ~~equipment. The availability~~ of ~~liquidity~~lease ~~to finance~~arrangements ~~equipment~~are ~~for~~not ~~counterparties~~required onunder ~~satisfactory~~U.S. ~~terms~~GAAP asand ~~well as business confidence to invest in equipment throughout~~ the ~~cycles~~ ~~impacts~~carrying ~~on the equipment leasing volumes and pricing that we can sell or otherwise dispose~~ value of ~~equipment in~~ the ~~marketplace. Pricing~~Fund’s inother ~~the~~financial ~~global~~instruments ~~equipment~~approximates ~~finance~~fair ~~market~~value ~~has become more competitive in recent years~~ due to the ~~reduction~~fact inthat ~~interest~~they ~~rates in~~have ~~the~~short ~~U.S.~~term ~~and~~maturities ~~Europe~~(all less ~~and~~than ~~entry~~one ~~into~~year) ~~the~~and ~~market~~credit ofrisk ~~investors~~is ~~seeking~~deemed ~~income or yield~~low.

1712. COMMITMENTS AND CONTINGENCIES

~~First~~Other ~~Quarter~~than ~~Transactions~~obligations associated with investing activities or as set forth in the Fund’s operating agreement, there were no contractual obligations, commitments or contingencies as of June 30, 2017 and December 31, 2016, respectively.

~~Airbus model A320-200~~17

InItem ~~February~~2. ~~2017,~~Management’s ~~the Fund~~Discussion ~~entered~~and ~~into~~Analysis ~~an agreement to sell its Airbus A320-200 Aircraft for a total purchase price~~ of ~~$17,395,927,~~Financial ~~which~~Condition isand ~~net~~Results of ~~rentals~~ ~~received in advance owed to the buyer. The aircraft was delivered to the buyer in March 2017, at which point the Fund recognized a gain on sale.~~Operations

~~Machine~~The ~~Tool~~following ~~Equipment~~is a discussion of our current financial position and results of operations. This discussion should be read together with our unaudited financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as the audited financial statements and related notes included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission on February 24, 2017. This discussion should also be read in conjunction with the disclosures below regarding “Forward-Looking Statements.”

InAs ~~January~~used ~~2017~~in ~~the~~this ~~Fund signed~~Quarterly anReport ~~agreement~~on ~~with~~Form 10-Q, ~~the~~references ~~lessee~~to of“we,” ~~its~~“us,” ~~machine~~“our” ~~tool~~or ~~equipment~~similar ~~which~~terms ~~amended~~refer ~~the original lease agreement~~ to ~~allow~~Macquarie ~~the~~Equipment ~~lessee~~Leasing ~~to acquire the machine tool equipment from the~~ Fund, atLLC (the ~~end of the lease in October 2017~~“Fund”).

~~Results~~Forward-Looking ~~of Operations for the Three Months Ended March 31, 2017 and 2016~~Statements

~~The~~Certain ~~Fund~~statements ~~entered~~within ~~its~~this ~~liquidation~~Quarterly ~~period~~Report on ~~July~~Form 1,10-Q ~~2016.~~may ~~During~~constitute forward-looking statements within the ~~liquidation~~meaning ~~period,~~of the ~~Fund~~Private ~~will~~Securities ~~continue~~Litigation Reform Act of 1995 (“PSLRA”). These statements are being made pursuant to ~~manage~~the ~~end~~PSLRA, with the intention of ~~lease~~obtaining ~~options~~the benefits of the “safe harbor” provisions of the PSLRA, and, ~~investigate~~other ~~divestment~~than as required by law, we assume no obligation to update ~~opportunities~~or ~~for~~supplement ~~its~~such ~~portfolio~~statements. ~~These~~Forward-looking ~~activities~~statements are ~~reflected~~those inthat ~~the~~do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. You can identify these statements by the use of ~~operations~~words such as “may,” ~~balance~~“will,” ~~sheet~~“could,” “anticipate,” ~~movements~~“believe,” “estimate,” “expect,” “continue,” “further,” “plan,” “seek,” “intend,” “predict” or “project” and ~~liquidity~~variations of ~~analysis~~these ~~below~~words or comparable words or phrases of similar meaning. These forward-looking statements reflect our current beliefs and expectations with respect to future events and are based on assumptions and are subject to risks and uncertainties and other factors outside our control that may cause actual results to differ materially from those projected. We undertake no obligation to update publicly or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

~~Total~~Overview ~~revenue for the three months ended March 31, 2017 increased by $116,007 compared to the three months ended March 31, 2016 primarily due to;~~

·Macquarie ~~Gains~~Equipment onLeasing ~~sale~~Fund, ofLLC, a ~~leased~~Delaware ~~equipment~~limited ofliability $1company,~~686~~ was formed on August 21,~~927~~ ~~recognized~~2008 ~~during~~for the ~~three~~purpose ~~months~~of ~~ended~~being ~~March~~an ~~31,~~equipment ~~2017~~leasing ~~due~~program that toacquires ~~the~~or ~~sale~~originates a diversified portfolio of ~~the~~equipment ~~Fund’s~~and ~~Airbus~~equipment ~~A320-200~~leases ~~Aircraft~~and loans, and ~~the~~other ~~reclassification~~equipment-related investments. The majority of the ~~machine~~Fund’s ~~tool~~ equipment ~~from~~is ~~held~~leased ~~for~~to ~~sale~~corporate toclients. aThe ~~sales-type~~Fund’s ~~lease,~~objective ~~which~~was ~~represents~~to angenerate ~~increase~~income through the collection of $1lease rentals,~~679~~ interest income,~~000~~ ~~compared~~and toother revenues, as well as through the ~~three~~sale ~~months~~of ~~ended~~leased ~~March~~and ~~31,~~off ~~2016;~~lease equipment and other portfolio investments. The Fund’s fiscal year end is December 31.

·The Ainitial ~~decrease~~closing indate ~~finance~~for the Fund was March 5, 2010, the date at which the Fund raised over $2,500,000 and ~~rental~~reached ~~income~~the minimum offering amount. The Fund’s offering was for a total of $115,~~404~~000,~~919~~000 ~~when~~shares ~~compared~~at a price of $10.00 per share, subject to ~~the~~certain ~~three~~reductions. ~~months~~The ~~ended~~Fund ~~March~~also 31offered up to 800,000 ~~2016~~shares ~~due~~pursuant to ~~sales~~its ofDistribution ~~leased~~Reinvestment ~~equipment~~Plan in(“DRP”) ~~the~~at ~~second~~a ~~and~~public ~~third~~offering ~~quarters~~price of ~~2016;~~$9.00 ~~and~~per share. The Manager made capital contributions to the Fund totaling $1,505,000.

·The AFund’s ~~decrease~~offering inperiod ~~interest~~ended on ~~income~~March 19, 2012. The Fund’s operating period commenced on that date. The Fund acquired and disposed of ~~$153~~equipment,~~457~~ entered ~~due~~into toequipment leases and other equipment-related transactions and made loans secured by equipment collateral during the operating ~~repayment~~period. During the operating period, the Fund generated cash from equipment leases and loans. In addition, as owned equipment has come off lease, the Fund has either sold or re-leased that equipment. Thus, the Fund has also generated cash through the sale of owned equipment. The Fund reinvested equipment sale proceeds and cash generated from equipment investments into additional equipment during the operating period to the extent that the cash was not required to pay distributions and expenses or be set aside as reserves. The Fund’s ~~participation~~revenue ~~agreements~~has ~~with~~been ~~MBL~~impacted UKby the timing of when sales proceeds can be invested in new equipment transactions. During any fiscal period, the ~~fourth~~Fund’s ~~quarter~~revenue ofmay ~~2016~~have been higher or lower depending on when equipment came off lease and the time it took to re-lease or sell the equipment.

~~Total~~The ~~expenses~~Fund’s ~~for~~operating ~~the~~period ceased on June 30, 2016 and its liquidation period commenced on July 1, 2016, which may last for a period of up to three ~~months~~years. ~~ended~~To ~~March 31~~coincide with the beginning of the Fund’s liquidation period, ~~2017~~the ~~decreased~~Manager bysuspended ~~$723~~the Fund’s redemption program. However,~~714~~ the ~~compared~~Manager reserved the right to approve member requests for redemptions in cases of death or proof of disability (as the ~~three~~term is ~~months~~defined ~~ended~~in ~~March 31~~the Americans with Disabilities Act of 1990, ~~2016~~as ~~primarily~~amended). ~~due~~During the liquidation period, the Fund will not pursue any new equipment lease and loan investment opportunities and will continue to; manage end of lease options and investigate divestment opportunities for its portfolio.

·Equipment Aleasing ~~decrease~~activity inlevels ~~depreciation~~are impacted by ~~$856,415~~general ~~due~~economic toconditions ~~the~~in ~~aforementioned~~global ~~sales~~and local economies including the level of ~~leased~~interest ~~assets~~rates ~~during~~in ~~the~~various ~~second~~jurisdictions and more ~~third~~specifically ~~quarters~~business ofappetite ~~2016~~for investment in new and ~~the~~used ~~classification~~equipment. The availability of liquidity to finance equipment for counterparties on satisfactory terms as well as business confidence to invest in equipment throughout the ~~Airbus~~cycles ~~A320-200~~impacts ~~Aircraft~~on the equipment leasing volumes and ~~machine~~pricing ~~tool~~in the marketplace. Pricing in the global equipment asfinance ~~held~~market ~~for~~has ~~sale~~become asmore ofcompetitive in ~~December~~recent ~~31,~~years ~~2016;~~due ~~partially~~to ~~offset~~the byreduction in interest rates in the U.S. and Europe and entry into the market of investors seeking income or yield.

· An increase in other expenses of $220,044 due to the 1% fee paid to the Manager for each distribution. The Fund paid distributions of $21,309,200 during the three months ended March 31, 2017 compared to $1,849,684 during the three months ended Mach 31, 2016.18

AsResults aof ~~result,~~Operations ~~the Fund’s net income~~ for the ~~three~~Three ~~months~~and ~~ended~~Six ~~March~~Months 31Ended June 30, 2017 ~~was~~and ~~$2,477,270 compared to $1,637,549 for the three months ended March 31,~~ 2016~~, an increase of $839,721.~~

~~Inflation~~The ~~and~~Fund ~~changing~~entered ~~prices~~its liquidation period ~~have~~on ~~not~~July ~~had~~1, a2016. ~~material~~During ~~impact~~the onliquidation period, the Fund’s ~~leasing~~will ~~and~~continue ~~interest~~to ~~revenue,~~manage ~~net~~end ~~sales,~~of ~~and~~lease ~~income~~options ~~from~~and ~~continuing~~investigate ~~operations~~divestment opportunities for ~~the~~its ~~three~~portfolio. ~~months~~These ~~ended~~activities ~~March~~are 31reflected in the results of operations, ~~2017~~balance sheet movements and ~~2016,~~liquidity analysis ~~respectively~~below.

~~Financial~~Total ~~Condition~~revenue for the three months ended June 30, 2017 was $1,291,302 compared to $3,067,945 for the three months ended June 30, 2016, a decrease of $1,776,643. The decrease was driven by following;

~~This~~· ~~section~~A ~~discusses the~~decrease ~~major~~in ~~balance~~finance ~~sheet~~and ~~variances~~rental ~~from~~income ~~March 31~~of $1,460,856 ~~2017~~when compared to ~~March 31~~the three months ended June 30, 2016. due to sales of leased equipment in first quarter of 2017 and the second and third quarters of 2016; and

~~Total~~· ~~Assets~~A decrease in interest income of $290,931 due a decrease in interest income from participating interests with MBL UK. The participating interests with MBL UK were fully repaid in the fourth quarter of 2016 and no further advances were made during the six months ended June 30, 2017.

Total ~~assets~~expenses ~~decreased~~for the three months ended byJune 30, 2017 was $201,~~041~~274,~~627~~117 ~~from~~compared to $621,~~200~~657,~~779~~741 asfor ofthe ~~December 31,~~three ~~2016~~months toended ~~$42~~June 30,~~159~~ 2016,~~152~~ asa decrease of ~~March 31~~$383,624. ~~2017~~Movements in ~~primarily~~expenses ~~due~~were ~~to:~~comprised of the following;

· A decrease in ~~leased~~depreciation ~~equipment~~by ~~held~~$701,743 ~~for~~due to the sale byof ~~$19,046,393~~leased assets during ~~the~~first ~~three~~quarter ~~months~~of ~~ended~~2017 ~~March~~and ~~31,~~second ~~2017~~and ~~due~~third quarters of 2016 and reclassification of machine tool equipment to ~~the~~held for sale ofin the ~~Airbus~~fourth ~~A320-200~~quarter of 2016; and

· A decrease in ~~cash~~other expenses of $2154,~~312,956~~742 primarily due to ~~distributions~~a decrease in outperformance fees paid to the Manager. The Fund pays the Manager 1% of each distribution. The Fund paid distributions of $1,825,186 during the three months ended ~~March~~June 3130, 2017 ofcompared to $215,~~310~~843,~~004~~212 ~~partially~~during ~~offset~~the bythree ~~proceeds~~months ~~from~~ended ~~the~~June ~~sale~~30, of2016; ~~the~~partially ~~Airbus~~offset ~~A320-200 of $17,395,927.~~by

18· Impairment loss recognized on the Fund’s smart safes of $584,590 during the three months ended June 30, 2017 due to a decline in the market value of the safes.

~~Total~~As a result, the Fund’s net income ~~Liabilities~~for the three months ended June 30, 2017 was $17,185 compared to $1,410,204 for the three months ended June 30, 2016, a decrease of $1,393,019.

Total ~~liabilities~~revenue ~~decreased~~for the six months ended byJune 30, 2017 was $14,~~151~~757,~~353,~~111 ~~from~~compared to $166,~~919~~417,~~958~~747 asfor ofthe ~~December 31,~~six ~~2016~~months toended ~~$15~~June 30,~~768~~ 2016,~~605~~ asa decrease of ~~March 31~~$1,660,636. ~~2017~~The ~~primarily~~decrease was ~~due~~driven ~~to:~~by following;

· A decrease in ~~deferred~~ finance and rental income of $~~740~~2,~~809~~865,775 ~~due~~when compared to the ~~sale~~six ofmonths ~~the~~ended ~~Airbus~~June ~~A320-200~~30, in2016 ~~March~~due ~~2017.~~to ~~The~~sale ~~lessee~~of ~~paid~~leased ~~its~~equipment ~~rentals quarterly~~ in ~~advance,~~first asquarter ~~a result~~ of ~~the~~2017 ~~sale~~and ~~there~~second ~~was~~and nothird ~~advance~~quarters ~~rental~~of ~~received on March 31, 2017~~2016; and

· ~~Repayments~~A decrease in interest income of ~~principal~~$444,388 ondue ~~the~~a ~~Fund’s~~decrease ~~long-term~~in ~~debt~~interest income from participating interests with MBL UK. The participating interests with MBL UK were fully repaid in the fourth quarter of ~~$438~~2016 and no further advances were made during the six months ended June 30,~~645.~~ 2017; partially offset by

~~Members~~· Gains on sale of leased equipment of $1,686,927 recognized during the six months ended June 30, 2017 from the sale of the Fund’s ~~Equity~~ Airbus A320-200 Aircraft and the reclassification of the machine tool equipment from held for sale to a sales-type lease, an increase of $1,679,000 compared to the six months ended June 30, 2016;

~~Members’~~Total ~~equity decreased~~expenses byfor ~~$18,890,274~~the ~~from~~six ~~$45,280,821~~months asended June ~~of December 31~~30, ~~2016~~2017 towas $262,~~390~~262,~~547~~656 ascompared ~~of March 31, 2017. The decrease in members’ equity is primarily due~~ to ~~distributions declared to investors of 21~~$3,~~309~~369,~~200,~~994 offor ~~which~~the ~~20,686,028~~six ~~were~~months ~~paid~~ended ~~and $~~June ~~623~~30,~~172~~ ~~were~~2016, ~~payable~~a asdecrease of ~~March 31, 2017. Additionally, 11,834 shares were redeemed for~~ $581,~~344 during the three months ended March 31~~107, ~~2017~~338. ~~This~~Movements in ~~decrease~~expenses ~~was~~were ~~offset~~comprised ~~by net income~~ of ~~$2,477,270 for~~ the ~~same period.~~following;

~~Liquidity~~· A decrease in depreciation of $1,558,158 due to sale of leased assets during first quarter of 2017 and ~~Capital Resources~~second and third quarters of 2016 and the reclassification of machine tool equipment to held for sale in the fourth quarter of 2017; and

~~Cash~~· ~~Flows~~A ~~Summary~~ decrease in management fees of $103,378 due to the aforementioned sales of leased equipment; partially offset by

· An increase in other expenses of $65,302 primarily due to an increase in outperformance fees paid to the Manager. The ~~following~~Fund ~~table~~pays ~~sets forth~~the ~~summary~~Manager ~~cash~~1% ~~flow~~of ~~data~~each ~~for~~distribution. The Fund paid distributions of $23,134,386 during the ~~three~~six months ended ~~March 31~~June 30, 2017 ~~and~~compared to $7,692,896 during the six months ended June 30, 2016. The increase in outperformance was fees was partially offset by a decrease in professional fees during the six months ended June 30, 2017.

	March 31, 2017			March 31, 2016
Net cash provided by/(used in) :
Operating activities	$	1,070,632		$	2,855,833
Investing activities		18,423,405			(6,025,000	)
Financing activities		(21,806,993	)		(2,459,070	)
Net decrease in cash and cash equivalents	$	(2,312,956	)	$	(5,628,237	)

Impairment loss recognized on the Fund’s smart safes of $584,590 during the six months ended June 30, 2017 due to a decline in the market value of the safes.

~~See the Statements of Cash Flows included in “Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for additional information.~~ 19

As ofa ~~March 31~~result, ~~2017,~~ the Fund’s ~~had~~net ~~cash and cash equivalents of $2,449,992. The cash provided by operating activities~~ income for the ~~three~~six months ended ~~March 31~~June 30, 2017 ~~consisted~~was ~~primarily~~$2,494,455 ofcompared ~~rentals~~to ~~and interest collected during the three months from equipment leases and loans partially offset by cash paid for ongoing expenses. The decrease of~~ $13,~~785~~047,~~202~~753 ~~from~~for the ~~three~~six months ended ~~March~~June 3130, 2016, isa ~~the result of~~decrease ~~sales~~ of ~~assets in the second and third quarters of 2016 and the first quarter of 2017~~$553,298.

~~The~~Inflation ~~cash~~and ~~provided~~changing byprices ~~investing activities~~have ~~for the three months ended March 31, 2017 of $18,423,406 is primarily attributable to the sale of the Airbus A320-200~~not ~~and~~had ~~repayments~~a ~~received~~material impact on the Fund’s ~~loans~~leasing ~~receivable~~and ofinterest $1revenue,~~027,478.~~ ~~Cash~~net ~~provided~~sales, byand ~~investing~~income ~~activities~~from ~~increased~~continuing ~~by $24,448,406~~operations ~~compared~~for to the three and six months ended ~~March~~June 3130, ~~2016~~2017 ~~primarily~~and ~~due~~2016, ~~to sales proceeds received for the sale of the Airbus A320-200~~respectively.

~~The~~Financial ~~increase~~Condition in cash used in financing activities for the three months ended March 31, 2017 of $19,347,923 when compared to the three months ended March 31, 2016 is primarily attributable to distributions paid to members of $21,310,004, repayment of principal on long-term debt, and share repurchases. Distributions paid to members increased from $1,851,290 during the three months ended March 31, 2016 to $21,310,004 during the three months ended March 31, 2017, an increase of $19,458,714.

~~Cash~~This ~~and~~section ~~cash~~discusses ~~equivalents include~~the ~~cash~~major inbalance sheet ~~banks~~variances ~~and~~from ~~highly~~June 30, ~~liquid~~2017 ~~investments~~compared ~~with~~to ~~original~~December ~~maturities of three months or less and are held in an operating account at Wells Fargo Bank~~31, N2016.A.

~~Sources~~Total ~~and Uses of Cash~~ Assets

~~The~~Total ~~Fund’s~~assets ~~main~~decreased ~~activities and~~by ~~our~~$22,294,835 ~~main~~from $62,200,779 ~~use~~as of ~~cash~~December ~~during~~31, ~~the~~2016 ~~offering and operating periods was~~ to ~~acquire a diversified portfolio of equipment~~$39,905,944 ~~equipment leases~~as and other equipment-related investments which are denominated in U.S. dollars and leased to corporate clients around the world. We have also made investments in other equipment-related transactions which has allowed us to directly or indirectly participate in the benefits and risks of ~~equipment~~June ~~ownership~~30, or2017 ~~usage~~primarily ~~and~~due ~~make loans collateralized by equipment.~~to:

19· A decrease in leased equipment at cost and held for sale by $20,212,774 during the six months ended June 30, 2017 due to the sale of the Fund’s Airbus A320-200, reclassification of the Fund’s machine tool equipment to a sales-type lease, and an impairment loss recorded on the smart safes during the second quarter of 2017and;

As· ofA ~~May 15,~~decrease ~~2017~~in ~~we have~~loan ~~used~~receivable ~~approximately~~by $~~188~~2,~~173~~044,~~701~~583 ofduring the ~~offering~~six ~~and~~months ~~equipment~~ended ~~sale~~June ~~proceeds~~30, 2017 due to ~~acquire~~principal ~~the~~repayments ~~following~~received; ~~assets:~~and

	Purchase Price
Financing provided under participating loan arrangements (fully repaid)	$	72,545,705
Aircraft engines (2 x CFM56-7B jet engines)		25,338,321
Aircraft (Airbus model A320-200) (sold in March 2017)		19,551,352
Financing provided to the US drilling company		15,000,000
Aircraft Bombardier CRJ 700 ER		9,786,555
Flat bed rail cars		7,777,356
Participation interest in Commercial jet aircraft engines (sold in March 2012)		6,500,000
Semiconductor manufacturing tools (sold in June 2012)		6,400,800
Machine tool equipment		5,768,966
Racetrack equipment		5,311,507
Smart safes		3,294,695
GA8-TC320 Airvan Aircraft		2,499,292
GA8-TC320 Airvan Aircraft (sold in May 2014, Aug 2014, Dec 2014 & Jan 2016)		2,184,398
Self-serve checkout equipment (sold in September 2015)		2,097,353
Financing provided to aircraft lessor		1,128,328
Furniture, office and other related equipments (sold in Nov 2013, Mar 2014 & Sep 2014)		1,012,843
Bus manufacturing equipment		854,333
Furniture, office and other related equipments		669,010
ETS-364B semiconductor test system (sold in May 2012)		383,898
Smart safes (sold in July 2013)		68,989
	$	188,173,701

A decrease in cash of $2,268,074 due to distributions paid during the six months ended June 30, 2017 of $23,156,654 partially offset by proceeds from the sale of the Airbus A320-200 of $17,395,927 and other cash flows from operating activities during the period; partially offset by

~~Sources~~· An increase in net investment in sales-type lease of ~~Liquidity~~ $2,596,436 due to the aforementioned reclassification of the Fund’s machine tool equipment.

WeTotal believe that cash generated from our operating activities and from debt borrowings will be sufficient to finance our liquidity requirements for the foreseeable future, and throughout the liquidation period, including distributions to our members, payment of management fees, equipment maintenance events, and administrative expense reimbursements. Our ability to generate cash in the future is subject to general economic, financial, competitive, regulatory and other factors that affect us and our lessees’ businesses that are beyond our control.Liabilities

~~The~~Total ~~Fund’s~~liabilities ~~liquidity may~~decreased ~~be adversely affected~~ by ~~unanticipated or greater than anticipated operating costs or losses~~$1, ~~including the inability of a~~537,149, ~~client of the Fund to make timely lease payments or costs associated with off lease assets or assets available for sale. The Fund anticipates that it will fund its operations~~ from ~~cash flow generated by operating activities and investing activities~~$16,919,958 ~~including the~~as ~~sale~~ of ~~leased~~December ~~assets~~31, ~~throughout~~2016 ~~the liquidation period. The Manager has no intent~~ to ~~permanently~~$15,382,809 ~~fund~~as ~~any cash flow deficit~~ of ~~the~~June ~~Fund~~30, or2017 ~~provide~~primarily ~~other~~due ~~financial assistance~~ to ~~the Fund.~~:

~~Distributions~~· A decrease in deferred finance and rental income of $768,525 due to the sale of the Airbus A320-200 in June 30 2017. The lessee paid its rentals quarterly in advance, and as a result of the sale there was no advance rental received on June 30, 2017; and

~~The~~· ~~Fund~~Repayments ~~paid total cash distributions~~ of $principal ~~21,310,004~~on ~~and $ 1,851,290 to our members during~~ the ~~three~~Fund’s ~~months~~long-term ~~ended~~debt ~~March 31,~~of ~~2017 and 2016~~$878, ~~respectively~~370.

~~While~~Equity ~~the Fund anticipates making monthly cash distributions, it may vary the amount of, or completely suspend making distributions at any time and without notice.~~

~~Commitments~~Total members’ equity decreased by $20,757,686, ~~Contingencies~~from $45,280,821 as of December 31, 2016 to $24,523,135 as of June 30, 2017. The decrease in equity is primarily due to distributions declared to investors of $23,134,386, of which $22,532,678 were paid and ~~Off-Balance~~$601,708 ~~Sheet~~were ~~Transactions~~payable as of June 30, 2017. Additionally, 32,463 shares were redeemed during the six months ended June 30, 2017 resulting in a decrease in equity of $117,755.

~~Other~~Liquidity ~~than obligations associated with our investing activities or as set forth in our operating agreement, we have no contractual obligations~~ and ~~commitments, contingencies~~Capital ~~or off-balance sheet transactions as of March 31, 2017 and December 31, 2016, respectively.~~Resources

~~Critical~~Cash ~~Accounting Policies~~Flows ~~and~~Summary ~~Estimates~~

The ~~discussion~~following ~~and~~table ~~analysis of~~sets ~~our~~forth ~~financial condition and results of operations are based upon our financial statements, which have been prepared in accordance~~summary ~~with~~cash ~~U.S.~~flow ~~GAAP.~~data ~~The~~for ~~preparation of these financial statements requires us to make estimates and judgments that affect~~ the ~~reported amounts~~six ofmonths ~~our~~ended ~~assets,~~June ~~liabilities~~30, ~~revenues~~2017 and ~~expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements~~2016. ~~Actual results may differ from these estimates under different assumptions or conditions.~~

Accounting Policies, Accounting Changes and Future Application of Accounting Standards

	June 30, 2017			June 30, 2016
Net cash provided by/(used in) :
Operating activities	$	2,424,660		$	5,608,947
Investing activities		19,463,076			(5,352,787	)
Financing activities		(24,155,810	)		(8,998,297	)
Net decrease in cash and cash equivalents	$	(2,268,074	)	$	(8,742,137	)

See ~~Note~~the 2,Statements ~~“Significant Accounting~~of ~~Policies”,~~Cash inFlows ~~our financial statements~~ included in “~~Financial~~Item ~~Statements~~1. ~~and~~Financial ~~Supplementary Data~~Statements” ~~in Part I, Item 1,~~ of this Quarterly Report on Form 10-Q for ~~financial~~additional information ~~and further discussions, for a summary of the Company’s significant accounting policies, including a discussion of recently adopted and issued accounting pronouncements~~.

~~Item~~As 3of June 30, 2017, the Fund had cash and cash equivalents of $2,494,874. ~~Quantitative~~The amount of cash provided by operating activities for the six months ended June 30, 2017 of 2,424,660 consisted primarily of rentals and ~~Qualitative~~interest ~~Disclosures~~collected ~~about~~during ~~Market~~the ~~Risk~~period from equipment leases and loans. The decrease of $3,184,287 from the six months ended June 30, 2016 is primarily due to sales of leased equipment in the first quarter of 2017 and the second and third quarters of 2016.

~~Although~~The ~~this~~cash ~~information~~used in investing activities for the six months ended June 30, 2017 is ~~not~~primarily ~~required~~attributable to beproceeds ~~disclosed~~of ~~for~~$17,395,927 ~~smaller~~from ~~reporting~~the ~~companies~~sale of Airbus A320-200, weand ~~believe~~loan repayments ~~that~~of ~~there~~$2,067,149. ~~have~~There ~~been~~were no ~~material~~cash ~~changes~~outflows toduring the ~~disclosures~~six months ended June 30, 2017 from investing activities. Cash ~~reported~~provided inby ~~our~~investing ~~Annual~~increased ~~Report~~by on$24,815,863 ~~Form~~when ~~10-K~~compared to the six months ended June 30, ~~dated~~2016, asprimarily ~~filed~~due ~~with~~to sales proceeds received for the ~~Securities~~Airbus ~~and~~A320-200 ~~Exchange~~in ~~Commission~~the onfirst ~~February~~quarter ~~24,~~of 2017 and funding of a finance facility for a U.S. drilling company in the first quarter of 2016.

~~Item~~The 4.cash ~~Controls~~used in financing activities for the six months ended June 30, 2017 is primarily attributable to distributions to members, repayment of principal on long-term debt, and ~~Procedures~~share repurchases. The increase in cash used in financing activities of $15,157,513 compared to the six months ended June 30, 2016 is due to the fact that the Fund paid distributions of $23,156,654 during the six months ended June 30, 2017 compared to $7,716,966 paid during the six months ended June 30, 2016.

~~Under~~Cash ~~the direction~~ and ~~with~~ ~~the~~cash ~~participation~~equivalents ofinclude ~~our~~cash in ~~Manager’s~~banks ~~President~~ and ~~Principal~~highly ~~Financial~~liquid ~~Officer,~~investments wewith ~~evaluated~~original ~~our~~maturities ~~disclosure~~of ~~controls~~three ~~and procedures~~months ~~(as such term is defined under Rule 13a-15(e)~~ or ~~Rule~~less ~~15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, our Manager’s President~~ and ~~Principal~~are ~~Financial~~held ~~Officer~~in ~~concluded~~operating ~~that our disclosure controls~~ and ~~procedures~~money ~~were effective as of March 31, 2017. There has been no change in our internal controls over financial~~market ~~reporting~~accounts ~~(as~~at ~~defined~~Wells inFargo ~~Rule 13a-15(f) or Rule 15d-15(f) of the Exchange Act) that occurred during the three months ended March 31~~Bank, ~~2017~~ ~~that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting~~N.A.

~~PART~~Sources ~~II.~~and ~~OTHER~~Uses ~~INFORMATION~~of Cash

~~Item~~The 1Fund’s main activities and our main use of cash has been to acquire a diversified portfolio of equipment, equipment leases, loans and other equipment-related investments which are denominated in U.S. ~~Legal~~dollars ~~Proceedings~~and are on lease to corporate clients around the world. We have also made investments in other equipment-related transactions which allowed us to directly or indirectly participate in the benefits and risks of equipment ownership or usage and make loans collateralized by equipment.

InAs ~~the ordinary course~~ of ~~conducting our business~~August14, ~~there~~2017 ~~may~~we behave ~~certain~~used ~~claims~~approximately $188,173,701 ~~suits and complaints filed against us. In the opinion~~ of ~~management,~~ the ~~outcome~~ ofoffering ~~such~~and ~~matters,~~equipment ifsale ~~any,~~proceeds ~~will not have a material impact on our financial position. No material legal proceedings are currently pending or threatened,~~ to ~~our~~acquire ~~knowledge,~~the ~~against~~following ~~us or against any of our~~ assets.:

Item 1A. Risk Factors

	Purchase Price
Financing provided under participating loan arrangements (fully repaid)	$	72,545,705
Aircraft engines (2 x CFM56-7B jet engines)		25,338,321
Aircraft (Airbus model A320-200) (sold in March 2017)		19,551,352
Financing provided to the US drilling company		15,000,000
Aircraft Bombardier CRJ 700 ER		9,786,555
Flat bed rail cars		7,777,356
Participation interest in Commercial jet aircraft engines (sold in March 2012)		6,500,000
Semiconductor manufacturing tools (sold in June 2012)		6,400,800
Machine tool equipment		5,768,966
Racetrack equipment		5,311,507
Smart safes		3,294,695
GA8-TC320 Airvan Aircraft		2,499,292
GA8-TC320 Airvan Aircraft (sold in May 2014, Aug 2014, Dec 2014 & Jan 2016)		2,184,398
Self-serve checkout equipment (sold in September 2015)		2,097,353
Financing provided to aircraft lessor		1,128,328
Furniture, office and other related equipments (sold in Nov 2013, Mar 2014 & Sep 2014)		1,012,843
Bus manufacturing equipment		854,333
Furniture, office and other related equipments		669,010
ETS-364B semiconductor test system (sold in May 2012)		383,898
Smart safes (sold in July 2013)		68,989
	$	188,173,701

~~Not applicable.~~21

~~Item~~Sources ~~2. Unregistered Sales~~ of ~~Equity Securities and Use of Proceeds~~Liquidity

~~(a)~~We ~~None~~believe that cash generated from our operating activities and from debt borrowings will be sufficient to finance our liquidity requirements for the foreseeable future, including distributions to our members, funding of new investment opportunities, payment of management fees, equipment maintenance events, and administrative expense reimbursements. Our ability to generate cash in the future is subject to general economic, financial, competitive, regulatory and other factors that affect us and our lessees’ businesses that are beyond our control.

~~(b)~~The ~~None~~Fund’s liquidity may be adversely affected by unanticipated or greater than anticipated operating costs or losses, including the inability of a client of the Fund to make timely lease payments or costs associated with off lease assets or assets available for sale. The Fund anticipates that it will fund its operations from cash flow generated by operating and financing activities. The Manager has no intent to permanently fund any cash flow deficit of the Fund or provide other financial assistance to the Fund.

~~(c)~~Distributions ~~A summary of the share repurchases during the quarter is as follows:~~

	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs
January 1 to January 31, 2017		11,834	$	4.93		11,834		-
February 1 to February 28, 2017		-		-		-		-
March 1 to March 31, 2017		-		-		-		-
Total		11,834	$	4.93		11,834		-

The Fund paid total cash distributions of $1,846,650 and $5,865,676 to our members during the three months ended June 30, 2017 and 2016, respectively and cash distributions of $23,156,654 and $7,716,966 to our members during the six months ended June 30, 2017 and 2016, respectively. While the Fund anticipates making monthly cash distributions, it may vary the amount of, or completely suspend making distributions at any time and without notice.

~~(1) Our operating agreement~~Commitments, ~~dated~~ ~~June~~Contingencies ~~19, 2009,~~ and ~~which does not have an expiration date, allows for the repurchase of shares according to a specified repurchase~~Off-Balance ~~formula~~Sheet ~~set~~Transactions forth therein. Our operating agreement limits the number of shares that can be repurchased in any one year, but there is no maximum number of shares that may be repurchased over time. Repurchased shares may not be reissued.

21Other than obligations associated with our investing activities or as set forth in our operating agreement, we have no contractual obligations and commitments, contingencies or off-balance sheet transactions as of June 30, 2017 and December 31, 2016, respectively.

~~Item~~Critical 3.Accounting ~~Defaults~~Policies ~~Upon~~and ~~Senior Securities~~Estimates

~~Not~~The ~~applicable~~discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of our assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from these estimates under different assumptions or conditions.

~~Item~~Accounting 4.Policies, ~~Mine~~Accounting ~~Safety~~Changes and ~~Disclosures~~Future Application of Accounting Standards

~~Not~~See ~~applicable~~Note 2, “Significant Accounting Policies”, in our financial statements in “Financial Statements and Supplementary Data” in Part I, Item 1, of this Quarterly Report on Form 10-Q for financial information and further discussions, for a summary of the Company’s significant accounting policies, including a discussion of recently adopted and issued accounting pronouncements.

Item 53. ~~Other~~Quantitative ~~Information~~and Qualitative Disclosures about Market Risk

~~None~~Although this information is not required to be disclosed for smaller reporting companies, we believe that there have been no material changes to the disclosures reported in our Annual Report on Form 10-K, dated as filed with the Securities and Exchange Commission on February 24, 2017.

Item 64. ~~Exhibits~~Controls and Procedures

AnUnder ~~exhibit~~the ~~index~~direction ~~has~~and ~~been~~with ~~filed~~the participation of our Manager’s President and Principal Financial Officer, we evaluated our disclosure controls and procedures (as ~~part~~such term is defined under Rule 13a-15(e) or Rule 15d-15(e) of ~~this~~ ~~Quarterly~~the ~~Report~~Exchange Act) as of the end of the period covered by this report. Based on ~~Form~~that 10evaluation, our Manager’s President and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2017. There has been no change in our internal controls over financial reporting (as defined in Rule 13a-Q15(f) onor ~~page~~Rule E15d-1. 15(f) of the Exchange Act) that occurred during the three months ended June 30, 2017 that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

~~SIGNATURES~~PART II. OTHER INFORMATION

~~Pursuant~~Item to1. ~~the~~Legal ~~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.~~Proceedings

MACQUARIE EQUIPMENT LEASING FUND, LLC
By:	/S/ DAVID FAHY
Name:	David Fahy
Title:	President of the Manager and Principal Executive Officer of Registrant
Date: May 15, 2017
By:	/S/ BRETT BELDNER
Name:	Brett Beldner
Title:	Principal Financial Officer of the Manager and Principal Accounting Officer of Registrant
Date: May 15, 2017

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 financial position. No material legal proceedings are currently pending or threatened, to our knowledge, against us or against any of our assets.

23Item 1A. Risk Factors

~~Exhibit~~Not ~~Index~~applicable.

Exhibit
Number	Description
31.1*	Rule 13a-14(a)/15d-14(a) Certification of President of the Manager and Principal Executive Officer of Registrant.
31.2*	Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer of the Manager and Principal Accounting Officer Of Registrant.
32.1**	Section 1350 Certification of President of the Manager and Principal Executive Officer of Registrant.
32.2**	Section 1350 Certification of Principal Financial Officer of the Manager and Principal Accounting Officer of Registrant.
101.0*	The following materials from the Quarterly Report on Form 10-Q of Macquarie Equipment Leasing Fund, LLC for the three months ended March 31, 2017, filed on May 15, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Balance Sheets as of March 31, 2017 (Unaudited) and December 31, 2016, (ii) the Statement of Operations for the Three Months Ended March 31, 2017 and 2016 (Unaudited), (iii) the Statements of Cash Flows for the Three Months Ended March 31, 2017 and 2016 (Unaudited), (iv) the Statements of Changes in Members’ Equity for the Three Months Ended March 31, 2017 (Unaudited) and, (v) the Notes to Financial Statements (Unaudited).

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

~~___________________~~(a) None.

*(b) ~~Filed herewith~~None.

**(c) ~~Furnished,~~A ~~rather~~summary ~~than~~of ~~filed~~the ~~herewith.~~share repurchases during the quarter is as follows:

E-1

Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs ⁽¹⁾
April 1 to April 30, 2017		-		-		-		-
May 1 to May 31, 2017		20,629	$	2.88		20,629		-
June 1 to June 30, 2017		-		-		-		-
Total		20,629	$	2.88		20,629		-

(1) Our operating agreement, dated June 19, 2009, and which does not have an expiration date, allows for the repurchase of shares according to a specified repurchase formula set forth therein. Our operating agreement limits the number of shares that can be repurchased in any one year, but there is no maximum number of shares that may be repurchased over time. Repurchased shares may not be reissued.

Item 3.

Defaults Upon Senior Securities

Not applicable.

Item 4.

Mine Safety Disclosures

Not applicable.

Item 5.

Other Information

None.

Item 6.

Exhibits

An exhibit index has been filed as part of this Report on page E-1.

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.

MACQUARIE EQUIPMENT LEASING FUND, LLC

By:	/S/ DAVID FAHY
Name:	David Fahy
Title:	President of the Manager and Principal Executive
	Officer of Registrant

Date: August 14, 2017

By:	/S/ BRETT BELDNER
Name:	Brett Beldner
Title:	Principal Financial Officer of the Manager and Principal
	Accounting Officer of Registrant

Date: August 14, 2017

Exhibit Index

Exhibit
Number		Description

31.1*		Rule 13a-14(a)/15d-14(a) Certification of President of the Manager and Principal Executive Officer of Registrant.

31.2*		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer of the Manager and Principal Accounting Officer Of Registrant

32.1**		Section 1350 Certification of President of the Manager and Principal Executive Officer of Registrant

32.2**		Section 1350 Certification of Principal Financial Officer of the Manager and Principal Accounting Officer of Registrant

101.0*		The following materials from the Quarterly Report on Form 10-Q of Macquarie Equipment Leasing Fund, LLC for the three months ended June 30, 2017, filed on Aug 14, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016, (ii) the Statements of Operations for the Three and Six Months Ended June 30, 2017 and 2016 (Unaudited), (iii) the Statements of Cash Flows for the Six Months Ended June 30, 2017 and 2016 (Unaudited), (iv) the Statements of Changes in Members’ Equity for the Six Months Ended June 30, 2017 (Unaudited) and, (v) the Notes to Financial Statements (Unaudited).

Filed herewith.

Furnished, rather than filed herewith.

Filing Compare · Macquarie Equipment Leasing Fund, LLC