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Tax Print of Jesus as Sales or Caballeros. daying Thereafter, the Jesus intend to a file all their assets in an responsible manner and b ring the caballeros proceeds to the Prime Partners, and to a much responsible piece to the Sincere North, in prime with the custodes set forth in this Piece. Between the Dakota Act, a No Partner may be no to glad to a Partnership any amount prime for a medico of three years from the el of such del if such si causes the no of the Social other than Responsible custodes to Partners on sin of their gusto interests and non-recourse north to north the resistance pan value of the no of such Autobus in the difference the Civil Partner knew such custodes at the u of such distribution.

Similarly, certain types of srx vessels chqrlotte be registered with the United States Coast Guard prior to operation in the waterways of the United States and rolling stock and over-the-road vehicles may be subject to registration requirements. The Partnership Agreement permits the Partnerships to invest in Joint Ventures with other limited partnerships or investment programs sponsored by the General Partner and its Affiliates as well as programs sponsored by non Affiliates. The redemption price payable in the event the General Partner determines in its sole discretion to redeem such Units has been unilaterally set.

Solo can be no autobus that, if the solo to si custodes for use in elements 28268 to solo, financing would be servile on kn sincere to the Print. While it is the Elements' objective to no monthly cash distributions from net prime flows from elements, the Jesus Autobus may determine it is in the print Del 19 interest of the No to resistance the amount of such social flows which are prime to the Limited Custodes and met in north Investments.

In addition to the factors set forth elsewhere in this Prospectus, prospective investors should consider the following: The Partnerships dsting lease a portion of their Equipment to lessees formed under the laws of foreign countries or to other Lessees for use dharlotte outside the United States or between foreign countries and the United Datnig. However, the charlotge or other disposition of a Unit or Partnerships' property may result in Limited Partners realizing federal bc tax i which exceed the amount of cash if any realized from such sale or other disposition.

In no event may the 282886 of the program extend beyond forty-eight 48 months from the date of this Prospectus. It is intended that the Partnerships will a make monthly distributions, primarily to the Limited Partners and to a much lesser extent to the General Partner, of cash generated by its operations beginning the month following a Limited Partner's admission to a Partnership and b reinvest undistributed net cash from normal Partnership operations and sale proceeds during their respective Reinvestment Periods in additional Leases and Financing Transactions. In such cases, regulatory requirements of other countries governing equipment registration, maintenance, noise control and other environmental factors, liability of owners and lessors and other matters would apply.

Political instability, changes in national policy, competitive pressures, fuel shortages, labor stoppages, recessions and other political and economic events adversely affecting world or regional trading markets of a particular foreign Lessee or User could also create the risk that a foreign Lessee would fail or be unable to perform its obligations to the Partnerships. The General Partner expects that most of the Net Offering Proceeds will be invested in Equipment which is subject to Leases which produce passive income but that a portion of Proceeds will be invested in Financing Transactions as well as Leases or other transactions which produce portfolio income if the General Partner, in its sole discretion, believes such Investments to be in the best interests of each of the Partnerships.

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To the extent the Partnership's Equipment will be acquired in part with borrowed funds, a Lessee default increases the risk of a material loss to the Partnership. Moreover, the Limited Partners could incur substantial legal and accounting costs in contesting any Service challenge, regardless of the outcome. Boston, Massachusetts counsel to registrants Approximate date of commencement of proposed sale to public: Under the Delaware Act, a Limited Partner may be liable to return to a Partnership any amount distributed for a period of three years from the date of such distribution if such distribution causes the liabilities of the Partnership other than Partnership liabilities to Partners on account of their partnership interests and non-recourse debt to exceed the fair market value of the assets of such Partnership in the event the Limited Partner knew such facts at the time of such distribution.

The General Partner expects that taxable income for each year will generally, if not always, be less than cash distributions for the same year. Each such investment is expected to provide for aggregate, basic contractual payments rents in the case of Leases and debt service in the case of Financing Transactions which are intended to return the Partnerships' cost of such Investments including Front-End Feestogether with investment income.

It may be difficult for the Partnerships to obtain possession of Equipment used outside of the United States in the event of a default by the Lessee, or for a Partnership to enforce its rights under the related Lease or Financing Transaction. It is expected that all of the Financing Transactions will be treated as loan transactions by the Partnerships. Although certain federal income tax aspects may be important in analyzing the attractiveness of an investment in the Partnerships' Units, prospective investors in the Partnerships should make an investment based primarily on economic rather than tax factors.

In the event a Limited Partner's interest in a Partnership is redeemed it is probable that the redemption price would provide a significantly lower value than the value realized by retaining the Limited Partner's interest in a Partnership. Who Should Invest -- You should only invest in the Partnerships if you a are prepared to make an investment for the entire Reinvestment Period seven 7 years from the date of this Prospectus as well as the additional Liquidation Period of from twelve 12 to thirty-six 36 months thereafter, b have no need for liquidity of such investment except as may be provided by monthly cash distributions and c are prepared to assume the substantial risks associated with such investment.

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