LAW OFFICES OF DERENTHAL & DANNHAUSER LLP ONE POST STREET, SUITE 575 SAN FRANCISCO, CALIFORNIA 94104 (415) 981-4844 FACSIMILE: (415) 981-4840 March 25, 2005 BY OVERNIGHT DELIVERY AND EDGAR Mr. Andrew Schoeffler Division of Corporation Finance, Mail Stop 4-4 Securities and Exchange Commission 450 Fifth Street. N.W. Washington, D.C. 20549 Facsimile: 202-942-9531 Re: ATEL Capital Equipment Fund XI, LLC Registration Statement on Form S-1 SEC File No. 333-120276 Dear Mr. Schoeffler: We are responding to comments on supplemental sales materials set forth in Ms. Long's letter dated March 8, 2005. The numbered responses below correspond to the numbered comments in the letter. 4. Enclosed are complete copies of the proposed supplemental sales materials, as revised through the date of this letter. 5. We have attempted to integrate the cover page risk factors throughout the text of the materials. In the case of the PowerPoint presentation, we have included required "talking points" to be used with the slides in order to address some of the qualifications of potential benefits noted in the slides. 6. See the revised prospecting letters. Please contact us with any further comments you may have in this regard or to notify us that you have cleared all outstanding comments. Very truly yours, Paul J. Derenthal cc: Mr. Paritosh Choksi Ms. Merriah Harkins Mr. Daniel Courtney