NT 10-Q 1 w58756nt10vq.htm LEAF EQUIPMENT LEASING INCOME FUND III, L.P. nt10vq
     
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  SEC FILE NUMBER  
 
333-137734
 
     
  CUSIP NUMBER  
 
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
           
(Check one):   o  Form 10-K o  Form 20-F o  Form 11-K þ  Form 10-Q o  Form 10-D o  Form N-SAR o  Form N-CSR
 
         
 
  For Period Ended:   March 31, 2008
 
     
 
         
    o   Transition Report on Form 10-K  
 
         
    o   Transition Report on Form 20-F  
 
         
    o   Transition Report on Form 11-K  
 
         
    o   Transition Report on Form 10-Q  
 
         
    o   Transition Report on Form N-SAR  
 
         
 
  For the Transition Period Ended:   Not applicable  
 
       

Read Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
PART I — REGISTRANT INFORMATION
LEAF Equipment Leasing Income Fund III, L.P.
 
Full Name of Registrant
N/A
 
Former Name if Applicable
110 South Poplar Street, Suite 101
 
Address of Principal Executive Office (Street and Number)
Wilmington, Delaware 19801
 
City, State and Zip Code
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
           
þ
    (a)   The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense
       
    (b)   The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
       
      (c)   The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The preparation of the financial statements of the Registrant has been delayed as the Registrant has been unable to obtain all information necessary to finalize its analysis of certain valuation allowances, as well as to review and interpret that information in connection with the preparation of the financial statements. The analysis has affected the timetable for completion of the Registrant’s financial statements. Registrant does not believe that the finalized analysis will materially affect its financial condition or results of operations.

These delays will prevent the Registrant from completing the consolidating procedures and preparing the financial and other disclosures necessary to enable the Registrant to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 by the May 15, 2008 due date.

SEC 1344 (05-06)   Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 


 

(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
(1)   Name and telephone number of person to contact in regard to this notification
         
Robert K. Moskovitz     (215)    231-7087 
(Name)
  (Area Code)   (Telephone Number)
(2)   Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
    Yes þ     No o
 
(3)   Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
    Yes  þ     No  o
 
 
    If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

The Registrant expects a material change for the three months ended March 31, 2008 as compared to the three months ended March 31, 2007 due to an expected increase in equity of approximately $63 million from $8 million, as of March 31, 2008 as compared to March 31, 2007, respectively. The Registrant broke escrow on March 13, 2007. Total assets are expected to be approximately $584 million for the three months ended March 31, 2008 compared to $24.9 million for the three months ended March 31, 2007. Total revenues are expected to be approximately $14.0 million for the three months ended March 31, 2008 compared to $11,000 for the three months ended March 31, 2007. Net Income is expected to be approximately $1.0 million for the three months ended March 31, 2008 compared to a loss of $8,000 for the three months ended March 31, 2007.
 
 
LEAF Equipment Leasing Income Fund III, L.P.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
             
 
      LEAF EQUIPMENT LEASING INCOME FUND III, L.P.
 
      By:   LEAF Asset Management, LLC, its general partner
 
Date
  May 16, 2008   By:   /s/ Robert Moskovitz
 
           
 
          Robert K. Moskovitz
 
          Chief Financial Officer