Columbia Lease Income Fund II-C LP – ‘10-K’ for 12/31/95

As of:  Monday, 4/1/96   ·   For:  12/31/95   ·   Accession #:  769334-96-5   ·   File #:  2-97907-02

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Columbia Lease Income Fund Ii-C                       34    132K 
 2: EX-27       Columbia Lease Income Fund Ii-C FDS                    1      5K 

10-K   —   Columbia Lease Income Fund Ii-C
Document Table of Contents

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 FORM 10-K

Annual Report Pursuant to Section 13 or 15(d) of
 the Securities Exchange Act of 1934

 For the fiscal year ended December 31, 1995 Commission File No. 2-97907

Columbia Lease Income Fund II-C L.P.
(Exact Name of Registrant as Specified in its Charter)

Delaware 13-3270727 
(State or other jurisdiction (IRS Employer Identification No.)
 of incorporation or organization)

One Financial Center, 21st Floor, Boston, MA 02111
(Address of principal executive offices) (Zip Code) 

Registrant's telephone number, including area code (617) 482-8000 

                                                        [Enlarge/Download Table]
                                                                                                  
Securities registered pursuant to Section 12(b) of the Act  None                                  

Securities registered pursuant to Section 12(g) of the Act  Units of Limited Partnership Interests


     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                              

State the aggregate market value of the voting stock held by  non-affiliates  of
the  registrant  as of March 26, 1996:  Not  applicable,  since  securities  are
non-voting.                                                                     

Documents incorporated by reference: None.

 Exhibit Index on Page: 36

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Graphic image depicting the corporate  organization as discussed in Part I, Item
1 Business as follows:                                                          

Continental  Information  Systems  Corporation   ("Continental")   controls  CIS
Corporation ("CIS") which controls CMI Holding Co. ("Holding"). Holding controls
TLP Leasing Programs, Inc. ("TLP"), CMI Corporation ("CMI"), and TLP Securities,
Inc. TLP controls TLP Columbia Management Corp. ("TCMC") which serves as General
Partner to the Columbia Lease Income Funds. CMI controls CIS Management Services
Corp. ("CISMS").  Torchmark Corporation ("Torchmark") controls TMK/United,  Inc.
which controls Waddell and Reed Financial Services, Inc. ("Waddell And Reed").  

Through various  dealer-manager  arrangements,  TLP, CISMS, and Waddell and Reed
serve  as  corporate  general  partners  to the  Wellesley  Leasing  Partnership
("Wellesley General Partner") and the Hanover Leasing Partnership. The Wellesley
General  Partner is the general  partner for the Wellesley  Lease Income Limited
Partnership.  Hanover  Leasing  Partnership  serves as the  General  Partner for
Hanover Lease Income Limited Partnership with BOT Financial  Corporation serving
as agent.                                                                       

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PART I

Item 1.       BUSINESS                                                          

General  Development  of Business.  Columbia  Lease  Income Fund II-C L.P.  (the
"Partnership")  is a limited  partnership  organized under the provisions of the
Delaware Revised Uniform Limited Partnership Act on May 1, 1985. At December 31,
1995, TLP Columbia Management Corporation ("TCMC"), a wholly-owned subsidiary of
its parent company,  TLP Leasing  Programs,  Inc.  ("TLP"),  is the sole General
Partner of the Partnership. TLP is a wholly-owned subsidiary of CMI Holding Co. 
CMI Holding Co. is a wholly-owned  subsidiary of Continental Information Systems
Corporation,  which  emerged  from  protection  under  Chapter 11 of the Federal
Bankruptcy  Code  ("Chapter  11") on  December  21,  1994  (see  Item  3.  Legal
Proceedings.).                                                                  

On January 9, 1996,  TLP Holding LLC  purchased all the common stock of TLP from
CMI Holding Co. Under the new  ownership,  it is expected that TLP will continue
to operate in the same manner of business as it has in the past.                

By the  Agreement  Relating to the  Admission of TCMC as an  Additional  General
Partner of Certain Limited  Partnerships  dated June 30, 1993 (the "Agreement"),
as referenced  in Form 8-K filing dated June 30, 1993,  the then current and now
former  General   Partner  of  the  Registrant,   Meridian-Columbia   Management
Corporation ("Meridian-CMC"),  agreed to admit TCMC as a co-General Partner (see
Management Agreement below).                                                    

Pursuant  to the above  Agreement  and as  referenced  in Form 8-K filing  dated
November 30, 1993, Meridian-CMC, co-General Partner withdrew, effective November
30, 1993, as  co-General  Partner  pursuant to Article II Section  2.4(b) of the
Limited   Partnership   Agreement  (see  Withdrawal  of   Meridian-CMC   below).
Meridian-CMC,   a  wholly-owned   subsidiary  of  Meridian  Leasing  Corporation
("Meridian") was admitted as an additional General Partner of the Partnership on
November 2, 1989.  TM-Columbia  Management  Corporation  ("TMC"), a wholly-owned
subsidiary of Thomson  McKinnon Inc.  ("TMI") was a General  Partner from May 1,
1985 until October 14, 1990 when TMC voluntarily withdrew from the Partnership. 

The  Partnership is engaged in the business of: (i) acquiring  certain types and
kinds of primarily new, but also used, equipment  consisting  principally of IBM
peripheral devices for large and small data processing systems, fully configured
small processing  systems,  computer terminals and other information  processing
devices ("Equipment"); and (ii) leasing Equipment primarily pursuant to a series
of short-term net operating leases, with an initial lease in effect or committed
to  at  the  time  of  acquisition   with  a  lessee  which  is  a  publicly  or
privately-held company considered creditworthy by the General Partner, generally
a "Fortune  1000"  company or  subsidiary,  bank,  insurance  company or utility
(lower credit criteria may be used for remarketed Equipment users).             

The  Partnership  has  acquired  and will  acquire  Equipment  using  funds from
non-recourse  borrowings.  Such  borrowings may equal up to 65% of the aggregate
purchase price of all Equipment acquired, but generally will not exceed 50%. The
Partnership is intended to provide the Limited  Partners of the Partnership (the
"Limited  Partners") with quarterly cash distributions from revenue derived from
Equipment and leases thereof.                                                   

The Partnership  also intends to reinvest a portion of its cash from operations,
and a substantial  portion of any available cash from sales or refinancings,  in
additional  Equipment  during its first nine years of operations,  provided that
distributions  are made to Limited  Partners in amounts  sufficient to pay their
federal income tax liability  (assuming each Limited Partner is in a 30% federal
income tax bracket) created by such operations, sales or refinancings.          

Until such time as the General Partner  determines that it would be advisable to
sell all or some of the  Equipment,  the  Partnership  will endeavor to keep the
Equipment on lease pursuant to a series of short-term net operating  leases.  It
is currently  anticipated that all of the Equipment will be disposed of, and the
Partnership  will be  terminated,  in or  about  the  year  2002,  although  the
Partnership  agreement provides for a term ending in the year 2011. In addition,
the General Partner may cause the Partnership to dispose of all of the Equipment
and to liquidate at any time after the Partnership's tenth year of operations.  

General  Partner.  The General Partner,  among other things,  (i) determines and
revises, as and when it deems necessary, a list of Equipment and equipment lease
characteristics, which make an item of Equipment suitable for acquisition by the
Partnership;  (ii) makes all final decisions regarding,  among other things, the
Partnership's acquisition,  financing,  refinancing, leasing, re-leasing or sale
of  Equipment;   (iii)  independently  verifies  certain  types  of  information
concerning selected Equipment and the leases therefore; and (iv) maintains books
and records  concerning  Equipment in addition to those  maintained by Suppliers
(as defined  below in Supplier  Agreements).  The  General  Partner  advises and
supervises  Suppliers  generally  with respect to: (a) locating,  evaluating and
negotiating  the  acquisition of Equipment;  (b) negotiating the terms of leases
for Equipment;  (c) negotiating the terms of Partnership debt  obligations;  (d)
negotiating  re-leases  or sales of  Equipment  upon the  expiration  or earlier
termination of the leases thereof; (e) supervising the payment of, or collecting
of, rentals from Partnership lessees;  (f) supervising,  monitoring and auditing
the  payment  of all  personal  property,  use and  sales  taxes  applicable  to
Equipment;  (g) inspecting Equipment;  (h) maintaining liaison with lessees, and
generally  supervising  lessees  to  assure  that  Equipment  is being  properly
operated  and  maintained;   (i)  supervising  maintenance  of  Equipment;   (j)
supervising and  coordinating  the acquisition of casualty,  liability and other
types of insurance  relating to Equipment;  and (k)  monitoring  performance  by
Partnership lessees of their obligations under their leases of Equipment.       

The  General  Partner is  entitled  to receive  acquisition  fees for  locating,
evaluating,  selecting,  negotiating and closing acquisitions of Equipment.  The
acquisition  fee  generally  equals  2.5%  of the  purchase  price  paid  by the
Partnership for each item of Equipment  acquired;  provided,  however,  that the
total amount of all  acquisition  fees paid to the General  Partner(s)  over the
life of the Partnership shall not exceed 15% of the total capital  contributions
received by such  Partnership.  In addition,  the General Partner is entitled to
receive an equipment management fee for its active management of Equipment and a
subordinated  resale fee for  arranging  the sale of  Equipment.  The  equipment
management fee equals up to 6% of gross rental payments  payable with respect to
Equipment  for the quarter for which such payment is made,  except for Equipment
subject to certain  leases  referred to in the  Partnership  agreement  as "Full
Payout  Leases",  for which the equipment  management fee shall not exceed 2% of
the gross  rental  payments.  The  resale fee equals the lesser of (i) 3% of the
sales proceeds or (ii) one-half of the competitive  equipment sales  commission.
In addition,  the General Partner is entitled to receive  reimbursement  for the
administrative services necessary for the prudent operation of the Partnership. 

Supplier  Agreements.  Certain of the  General  Partner's  responsibilities  are
performed by equipment  leasing companies  ("Suppliers")  with experience in the
business of owning,  leasing and managing  equipment.  Suppliers  perform  these
services   pursuant  to   agreements   with  the  General   Partner   ("Supplier
Agreements"),  subject to the  General  Partner's  supervision.  Pursuant to the
admission of TCMC as a co-General  Partner and the withdrawal of Meridian-CMC as
discussed above, TCMC has agreed to the existing supplier agreements as executed
by Meridian.  Meridian has entered into  Supplier  Agreements  with Meridian and
Meridian Sales and Leasing,  Inc.,  ("MSL") (formerly Thomson McKinnon Sales and
Leasing Inc.). MSL was a wholly-owned  subsidiary of TMI until June 22, 1988, at
which time it was acquired by Meridian.  The General Partner may also enter into
agreements  for the purchase of specific  items of Equipment  with other leasing
companies.                                                                      

Pursuant to the Supplier  Agreements,  each Supplier is responsible,  subject to
the supervision of the General  Partner,  for the performance of certain general
and day-to-day  management services of the Partnership,  including  acquisition,
management and reporting services, which services generally are performed at the
Supplier's sole cost and expense,  in a commercially  reasonable manner and with
no less care than would be given to other equipment owned,  leased or managed by
the Supplier or any of its affiliates.                                          

Under the Supplier Agreements, compensation for locating, managing and reselling
equipment is paid to each Supplier in amounts  deducted  from the  corresponding
compensation  payable by the Partnership to the General  Partner.  Generally,  a
Supplier's compensation for such services equals 80% of the acquisition fee, 50%
of the  management  fee and 50% of the resale  fee.  MSL's  resale  fees will be
subordinated to the same extent as resale fees earned by the General Partner.   

A Supplier  may also be  entitled  to receive  incentive  fees in the  following
circumstances:  (i) if it locates a possible transaction which meets the General
Partner's  criteria for  acceptable  Partnership  investments  and the Equipment
subject to the possible transaction is purchased by the Partnership; and (ii) if
it benefits the  Partnership  by obtaining a lease for  Equipment  with a better
than market  rental  rate,  a loan to acquire  Equipment  at a lower than market
interest  rate,  Equipment  at a lower than  market  purchase  price,  favorable
payment terms from the vendor, or a combination of the foregoing.               

Withdrawal  of  Meridian-CMC.  During 1993,  Meridian-CMC  notified  TCMC of its
desire to voluntarily  withdraw as a co-General  Partner of the Partnership.  To
withdraw as a general partner, the Partnership agreement requires:  (i) there is
remaining  at least one other  general  partner who is willing to  continue  the
operations  of the  Partnership;  (ii) the  Partnership  shall have  received an
opinion of Counsel to the  Partnership to the effect that such  withdrawal  will
not  constitute  a  termination  of  the  Partnership  or  otherwise  materially
adversely  affect the status of the Partnership for federal income tax purposes;
and (iii) the Limited Partners shall have received at least sixty days notice of
the general partner's intention to withdraw. As previously  discussed,  TCMC was
admitted  as a  co-General  Partner  on June 30,  1993  and has been  exercising
management  control over the Partnership since that date and intends to continue
operating in that capacity. Meridian-CMC withdrew from the Partnership effective
on November 30,  1993.  TMC, the former  co-General  Partner with  Meridian-CMC,
voluntarily withdrew from the Partnership on October 14, 1990.                  

Management  Agreement.  Prior to the Agreement Relating to the Admission of TCMC
as an Additional General Partner of Certain Limited  Partnerships dated June 30,
1993 (the "Agreement"), TCMC (the "New General Partner") agreed on April 1, 1993
to  assume  overall  responsibility,  subject  to final  approval  and  ultimate
authority of Meridian-CMC (the "Former General  Partner"),  for  administration,
management and operation of the  Partnership and the Other Columbia Lease Income
Funds  ("CLIF")  Partnerships  (see  Related  Parties and  Conflicts of Interest
below) except that TCMC had no responsibility for communicating with the Limited
Partners or making  distributions to the Limited Partners or Meridian-CMC  prior
to November 30, 1993.                                                           

As compensation for these services under the above Agreement,  all fees and cash
distributions  derived from the  Partnership's  operations  to which the General
Partner is entitled and which accrues on and after April 1, 1993,  including but
not limited to,  Distributable  Cash From Operations and Distributable Cash From
Sales or Refinancings (as those terms are defined in the Partnership  Agreement)
shall be allocated to the New General  Partner.  All  management  fees for rents
received on or after April 1, 1993 that relate to the period on or before  March
31,  1993 shall be  allocated  to the Former  General  Partner.  The New General
Partner  is to remit such fees to the  Former  General  Partner as they are paid
after April 1, 1993. Prior to the New General  Partner's  admission,  the Former
General Partner was entitled to receive 100% of the acquisition fees, management
fees and resale fees (net of amounts payable to Suppliers) until the agreed upon
threshold was reached;  thereafter,  all acquisition  fees and 60% of management
fees and resale fees (net of amounts  payable to Suppliers) were allocated based
upon a sharing agreement with TMC.                                              

TCMC was formed on April 1, 1993 for the specific  purpose of being  admitted as
the  new  general   partner,   managing  the  Partnership  and  the  Other  CLIF
Partnerships   (see  Related  Parties  and  Conflicts  of  Interest  below)  and
discharging the administrative duties of the Former General Partner. TLP Leasing
Programs,  Inc., has extensive experience  administering  numerous publicly-held
limited partnerships owning leased equipment.                                   

Related  Parties and Conflicts of Interest.  The General  Partner  serves or has
served as a general partner of Columbia Lease Income Fund I-A L.P. ("CLIF I-A"),
Columbia  Lease Income Fund I-B L.P.  ("CLIF I-B"),  Columbia  Lease Income Fund
II-A L.P.  ("CLIF II-A"),  Columbia  Lease Income Fund II-B L.P.  ("CLIF II-B"),
Columbia Lease Income Fund II-D L.P.  ("CLIF  II-D"),  and Columbia Lease Income
Fund II-E L.P. ("CLIF II-E"),  which have investment  objectives similar to that
of the Partnership. CLIF II-A and CLIF I-B were terminated during the year as of
August 31, 1995 and December 29, 1995, respectively.  For additional information
regarding  CLIF  I-A,  CLIF  II-B,  CLIF II-D,  and CLIF II-E (the  "Other  CLIF
Partnerships"),  reference is made to Form 10-K of each such partnership for the
year ended December 31, 1995.                                                   

Certain  affiliates  of the  General  Partner,  including  TLP,  are  engaged in
business  activities that are directly in competition with the Partnership,  and
are expected to continue to engage in additional  business activities which will
be competitive with the Partnership. The General Partner, in good faith, devotes
time to the  affairs  of the  Partnership  as it  deems  necessary,  in its sole
discretion to fulfill its fiduciary  obligation and other  obligations under the
Partnership agreement.                                                          

Competition for  opportunities  to acquire,  lease,  re-lease and sell equipment
exists between and among the  Partnership and the General  Partner,  one or more
Suppliers  and  their   affiliates,   the  Other  CLIF  Partnerships  and  other
partnerships and entities formed by the General Partner, or its affiliates.     

If the Partnership and any other  partnership  with which the General Partner is
affiliated are seeking to acquire the same equipment,  conflicts of interest may
arise as to which entity should acquire that equipment. In such situations,  the
General  Partner will analyze the portfolio of equipment  already  purchased by,
and investment objectives of, each such entity, and will make its decision as to
which entity will purchase the equipment based upon such factors,  among others,
as: (a) the amount and origin (that is, net  proceeds,  Cash From  Operations or
Cash From Sales or  Refinancings)  of cash available in each such entity and the
length of time such funds have been available;  (b) the liabilities of each such
entity;  (c) the effect of such acquisition on the  diversification of each such
entity's equipment portfolio by the type of equipment;  (d) the estimated income
tax  consequences  to each  such  entity  from  such  acquisition  and each such
entity's  needs for current and future  income;  (e) the cash  distribution  and
reinvestment  objectives  of  each  such  entity;  (f)  the  lessee  and  credit
diversification  (geographically or by industry) of each such entity's equipment
portfolio; and (g) the policy of each entity relating to leverage.              

In allocating equipment, the General Partner may conclude that it is in the best
interest of the  Partnership  to own  equipment  jointly with one or more of the
Other CLIF  Partnerships.  Such joint venture agreements have been negotiated in
the past and  additional  joint  venture  agreements  may be  negotiated  in the
future.                                                                         

Risks of Ownership  and  Operation of Equipment.  The  Partnership's  ability to
attain its  investment  objectives is subject to various risks  associated  with
ownership and operation of the Equipment.  In certain  respects,  the success of
the  Partnership  will depend upon the  residual  value of, the demand for,  the
viability  of the  manufacturers  of,  and the  ability  of the  Partnership  to
remarket  Equipment.  Equipment  leasing is subject to, among other things,  the
risk  of  credit  losses,  technological  and  economic  obsolescence,  physical
deterioration  and  malfunction,  and  the  risk  of  defaults  by  lessees  and
purchasers of Equipment.  Technological  developments  can adversely  affect the
ability of the  Partnership  to obtain  renewal or new leases  for,  or to sell,
Equipment. No combination of management ability, experience,  knowledge, care or
scientific approach can avoid the inherent possibilities of loss.               

Other risk factors include: (i) changes in technology,  whereby the introduction
of an  entirely  new  technology  could lead to a radical  reduction  in, or the
complete  elimination  of, the value of  certain  Equipment  and make  Equipment
difficult,  or  impossible,  to re-lease or to sell;  (ii) the  residual  (i.e.,
continuing)  values of Equipment  which,  in turn, will affect the return on the
Partnership's equity investments,  and will depend on factors neither controlled
nor controllable by the Partnership, such as: the quality, condition, technology
and  timing  of the  acquisition  of  Equipment;  the  cost  of  comparable  new
equipment; the General Partner's ability to forecast technological changes which
may  adversely  affect the value of  Equipment;  and market  factors;  (iii) the
potential inability of the Partnership to keep all of the Equipment fully leased
at rentals which,  together with any anticipated sale proceeds or salvage value,
will provide an acceptable rate of return on its equity  investment in Equipment
resulting  from:  general  economic  conditions,  including  inflation  and  the
availability  of financing;  fluctuations in supply and demand for various types
of equipment  resulting from,  among other things,  technological  obsolescence;
faster than  expected  introduction  of  replacement  technology;  unanticipated
manufacturers'  price  reductions;  changes in tax laws which may  increase  the
desirability of owning rather than leasing equipment; and increases in operating
expenses  borne by the  Partnership,  if any,  which  cannot be  transferred  to
lessees or matched by commensurate increases in lease revenues; (iv) competition
from other lessors;  competition  from full payout leases,  which  generally are
written for a longer term and at a lower rental rate than the  operating  leases
to be offered by the Partnership;  competition from equipment  manufacturers and
their financing subsidiaries which have the capacity to offer users alternatives
to the purchase of nearly every type of equipment; and competition from numerous
other potential investors,  including limited partnerships organized and managed
similarly to the Partnership,  seeking to purchase  equipment  subject either to
operating  leases or full payout  leases,  many of which have greater  financial
resources and more  experience  than the Partnership and the General Partner and
some of which may be  willing  to  purchase  or lease  Equipment  at rates  less
favorable to the lessor  thereof due to different  residual  value  assumptions,
required  rates of return or other factors;  (v) changes in marketing  policies,
such that benefits derived from lease credit (i.e., applying lease payments as a
credit  toward  purchase of  equipment)  and volume  discounts  which permit the
Partnership  to purchase  Equipment  at a cost lower than its fair market  value
could be  eliminated,  thus  making it more  difficult  for the  Partnership  to
successfully  compete as a lessor of  Equipment;  and (vi)  defaults  by lessees
which may cause  Equipment to be returned to the  Partnership at a time when the
Partnership may be unable to arrange  promptly for its re-lease or sale on terms
satisfactory to the General Partner or on any terms,  thus resulting in the loss
of anticipated revenues and the inability of the Partnership to recover all or a
portion of its equity  investment in the Equipment and to repay the non-recourse
debt, if any, secured by such Equipment and the rentals therefrom.              

Two  lessees,  Halliburton  Company and Thomas James  Associates,  Incorporated,
lease  equipment in which the related rental payments exceed 10% of total rental
income. The related rental payments comprise 19.35% and 39.25%, respectively, of
the total  rental  income  for the year ended  December  31,  1995.  Halliburton
Company and Thomas James  Associates,  Incorporated  lease equipment  comprising
12.20% and 32.13%,  respectively,  of the total equipment  portfolio at December
31, 1995.                                                                       

Foreign  Operations and Segment Data. The Partnership has not engaged,  and does
not intend to engage,  in material  operations  in foreign  countries,  nor is a
material  portion of the  Partnership's  revenue  intended  to be  derived  from
customers  in foreign  countries.  Since the  Partnership  will  engage  only in
equipment leasing, no industry segment information is provided herein.          

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Item 2.       PROPERTIES                                                        

At  December  31,  1995,  the  Partnership  owned  computer   equipment  with  a
depreciated  cost basis of $1,352,682,  subject to existing leases and equipment
with a  depreciated  cost basis of $252,689 in  inventory  awaiting  re-lease or
sale. All purchases of computer  equipment are subject to a 2.5% acquisition fee
paid to the General Partner.                                                    

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Item 3.       LEGAL PROCEEDINGS                                                 

There are no material  pending legal  proceedings to which the  Partnership is a
party or of which any of its  equipment or leases is the subject;  however,  see
Item 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF  OPERATIONS.  and note 14 to the  financial  statements  included  in Item 8.
FINANCIAL  STATEMENTS AND SUPPLEMENTARY DATA. of this report regarding voluntary
bankruptcy  proceedings and the  reorganization  involving certain affiliates of
the Corporate General Partner involved in those proceedings.                    

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Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                  

None.                                                                           

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 PART II

Item 5.    MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS 

Market  Information.  There is no  established  public  market  for the  Limited
Partnership Units ("Units"), and it is not anticipated that any such market will
develop. Although under no obligation to do so, Prudential Securities,  Inc. has
offered to attempt to match and sell  Units  with  unsolicited  requests  to buy
Units, but may discontinue this service at any time.  Limited Partners also have
a limited right to request the  Partnership  to  repurchase  Units for cash at a
discount  from net asset value.  To date, no such requests have been accepted by
the Partnership.                                                                

Holders.  Except for the General  Partner's  interest,  the only class of equity
held in the Partnership is Units of Limited Partnership Interest. As of December
31, 1995, 199 Limited Partners owned the 9,529 issued and outstanding Units.    

Dividends.  Cash  distributions  are  made to the  Limited  Partners  and to the
General Partner on a quarterly basis from available funds in accordance with the
Partnership  agreement.  Cash  distributions  to the General Partner are further
subject to the Management Agreement between TCMC and TLP. Cash distributions are
derived from (1) Distributable  Cash From Operations and (2) Distributable  Cash
From Sales or Refinancings. "Distributable Cash From Operations" means cash from
operations,  as reduced by (i)  amounts  which the  General  Partner  determines
(through the ninth anniversary of the Partnership's final closing date) shall be
reinvested in additional Equipment and which ultimately are so reinvested,  (ii)
payments of all accrued but unpaid equipment management fees (to the extent that
payment  thereof is required by the Partnership  agreement to be deferred),  and
(iii) after Payout, payments of all accrued but unpaid subordinated resale fees.
"Distributable  Cash  From  Sales or  Refinancings"  means  cash  from  sales or
refinancings,  as reduced by (i) amounts  which the General  Partner  determines
(through the ninth anniversary of the Partnership's final closing date) shall be
reinvested in additional Equipment and which ultimately are so reinvested,  (ii)
payments of all accrued but unpaid  equipment  management  fees, and (iii) after
Payout, payments of all accrued but unpaid subordinated resale fees.            

Each distribution of Distributable Cash From Operations of the Partnership shall
be  allocated  95% to the Limited  Partners and 5% to the General  Partner.  Any
Distributable  Cash From Sales or  Refinancings  from gains and losses  shall be
allocated  99% to the  Limited  Partners  and 1% to the  General  Partner  until
"Payout" has occurred.  "Payout" means the time when the aggregate amount of all
distributions to the Limited Partners of Distributable  Cash From Operations and
of Distributable Cash From Sales or Refinancings  equals the aggregate amount of
the Limited  Partners'  original  invested  capital plus a cumulative  8% annual
return  (compounded  daily)  on  their  aggregate  unreturned  invested  capital
(calculated  from the beginning of the first full fiscal  quarter  following the
Partnership's closing date). Thereafter,  85% will be distributed to the Limited
Partners  and  15% to the  General  Partner,  subject  to  certain  adjustments.
Including  the  distribution  for the fourth  quarter of 1995 made  February 15,
1996, the cumulative  distributions to date are $440.93 per Limited  Partnership
Unit.  This  cumulative  distribution  per Limited  Partnership  Unit represents
24.52%  of  Payout.  It is not  anticipated  that  Payout  will  occur as of the
liquidation of this Partnership.                                                

Distributable Cash From Operations, if any, and Distributable Cash From Sales or
Refinancings,  if any, are  distributed  within 60 days after the  completion of
each of the first three fiscal quarters of the Partnership's  December 31 fiscal
year,  and within 120 days after the  completion  of each fiscal year  beginning
after the first full fiscal quarter  following the  Partnership's  final closing
date.                                                                           

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During the fiscal year ended  December 31,  1995,  the  Partnership  distributed
Distributable Cash From Operations  aggregating $381,162 to the Limited Partners
as follows:                                                                     

                                                                [Download Table]

Distribution            Record                Total           Distribution 
     Date                Date              Distribution       per $500 Unit
---------------       ---------            ------------       -------------

                                                                           
May 15, 1995          March 31, 1995       $ 119,113          $    12.50   
August 15, 1995       June 30, 1995          119,113               12.50   
November 15, 1995     September 30, 1995      71,468                7.50   
February 15, 1996     December 31, 1995       71,468                7.50   
                                           ---------          ----------   

                          Total            $ 381,162          $    40.00   
                                           =========          ==========   

During the fiscal year ended December 31, 1995, the Partnership did not have any
Distributable Cash From Sales or Refinancings.                                  

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Item 6.       SELECTED FINANCIAL DATA                                           

The following  table sets forth  selected  financial  information  regarding the
Partnership's operations and financial position at the dates and for the periods
shown.  This  information  should  be used in  conjunction  with  the  financial
statements  and notes  thereto  and  Management's  Discussion  and  Analysis  of
Financial  Condition and Results of  Operations,  which are included in Items 7.
and 8.                                                                          
below.                                                                          

                                                        [Enlarge/Download Table]

                                           For the Years Ended December 31,                        
                                 1995          1994             1993            1992        1991   
                             -----------   ----------        ----------      ----------  ----------
                                                                                                   
Operating Data                                                                                     
Rental income on operating                                                                         
   leases                    $   874,992   $  709,373        $  840,408      $  887,423  $  891,390
Net (loss) income               (205,029)     144,955           247,624         209,748     179,640
Net (loss) income per                                                                              
   Limited Partnership Unit       (21.30)       14.45             24.69           20.91       17.91

Balance Sheet Data                                                                                 
Total assets                 $ 1,836,832   $1,589,811        $1,934,099      $2,264,934  $2,934,939
Long-term debt                   612,152         --              20,736          79,542     150,158
Net asset value                  752,014    1,358,265         1,714,837       1,965,502   2,232,204
Net asset value per Limited                                                                        
   Partnership Unit                78.92       142.54            179.96          206.61      237.23
Distributions to partners        401,222      501,527           498,289         476,450     482,719
Distributions per Limited                                                                          
   Partnership Unit                40.00        50.00             50.00           50.00       50.00

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Item 7.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF                           
FINANCIAL CONDITION AND RESULTS OF OPERATIONS       

Results of Operations.                                                          

The following discussion relates to Partnership's  operations for the year ended
December 31, 1995, in comparison to the years ended December 31, 1994 and 1993. 

The  Partnership  realized a net loss of $205,029 and net income of $144,955 and
$247,624,  for the years ended December 31, 1995, 1994, and 1993,  respectively.
Rental  income on  operating  leases  increased  $165,619  or 23% and  decreased
$131,035 or 16% in 1995 and 1994,  respectively.  The current  year  increase in
rental income can be attributed to leases resulting from equipment  acquisitions
of $1,178,227 in 1995 and  $1,590,802 in 1994. The prior year decrease in rental
income is  primarily  due to lower  rental  rates  obtained on  equipment  lease
extensions  and  remarketing  resulting  after the initial  lease term  expires.
Earned income on existing  sales-type and direct  financing leases declined each
year as more of the  minimum  lease  payments,  as  calculated  using  the  rate
implicit in the leases,  are  allocated to the recovery of the fair market value
of the equipment at the inception of the leases. The Partnership has no existing
sales-type and direct financing leases as of December 31, 1995.  Interest income
decreased $22,988 and $4,493 during 1995 and 1994, respectively,  as a result of
lower average short-term investment balances held during each year. The net loss
on sale of  equipment  recognized  in 1995 is  attributed  to sales of equipment
carrying high net book values,  in comparison to the prior year, which reflected
sales of equipment carrying lower net book values.                              

Total costs and expenses  increased  $427,532 or 65% and decreased $29,340 or 4%
in 1995 and 1994,  respectively,  compared to prior  periods.  The current  year
increase  in costs and  expenses is  primarily  a result of higher  depreciation
expense.  Depreciation  expense  increased  $389,655  in 1995 as a result of the
equipment  purchases  during 1995 and 1994,  as  discussed  above.  Depreciation
expense  decreased  $72,995  from  1993 to 1994  due to a large  portion  of the
equipment  portfolio becoming fully  depreciated.  Also included in depreciation
expense  for the year  ended  December  31,  1995 and 1993,  is a  provision  of
$146,879  and  $150,000,   respectively,   to  properly  reflect  the  equipment
portfolio's net realizable value during those years.  Interest expense increased
$33,362 in 1995, due to the continued paydown on the installment notes payable -
affiliate and long-term debt, in 1995. Interest expense decreased $4,136 in 1994
over 1993 due to the lower debt balance  carried in 1994 in  comparison to 1993.
Such  debt  was used to  leverage  equipment  purchases.  Management  fees  have
increased each year due to management fees incurred on rentals received from new
equipment acquisitions during 1995 and 1994. General and administrative expenses
increased in 1995 by 49% over 1994. A major factor contributing to this increase
is that  salaries  and  expenses of the  partnership  accounting  and  reporting
personnel,  of the  General  Partner,  which  are  reimbursable  by the  various
partnerships  under management are being allocated over a diminishing  number of
partnerships.   The  General   Partner  managed  15  partnerships  in  1995,  19
partnerships  in 1994 and 21  partnerships  in 1993. The Partnership was able to
reduce its  provision  for  doubtful  accounts  during the  current  year due to
successful collection efforts on delinquent accounts receivable. The Partnership
established  a provision for doubtful  accounts in the amount of $29,581  during
1994 to reserve against delinquent accounts.                                    

The  Partnership  recorded  net (loss)  income per Limited  Partnership  Unit of
$(21.30), $14.45 and $24.69 in 1995, 1994 and 1993, respectively.               

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Liquidity and Capital Resources.                                                

For the year ended December 31, 1995,  rental  revenue  generated from operating
leases was the primary source of funds for the Partnership.  As equipment leases
terminate,  the General Partner  determines if the equipment will be extended to
the same lessee,  remarketed  to another  lessee,  or if it is less  marketable,
sold.  This decision is made upon analyzing which option would generate the most
favorable results.                                                              

Rental income on operating  leases will continue to decrease due to two factors.
The first factor is the rate  obtained  when the original  leases expire and are
remarketed at a lower rate. Typically, the remarketed rates are lower due to the
decrease in useful life of the equipment.  Secondly,  the  increasing  change of
technology  in the  computer  industry  usually  decreases  the demand for older
equipment,  thus  increasing  the  possibility  of  obsolescence.  Both of these
factors together will cause remarketed rates to be lower than original rates and
will cause certain leases to terminate upon expiration.  This decrease, however,
should  not  affect  the   Partnership's   ability  to  meet  its  future   cash
requirements.  To the extent that future cash flows  should be  insufficient  to
meet the  Partnership's  operating  expenses and  liabilities,  additional funds
could be obtained through the sale of equipment, or from a reduction in the rate
of cash  distributions.  Future rental revenues from operating  leases amount to
$2,508,117  are to be  received  over the next  seven  years  (see note 8 to the
financial statements).                                                          

The  Partnership's  investing  activities  for the year  resulted  in  equipment
purchases of  $1,178,227  and equipment  sales with a depreciated  cost basis of
$17,720,  generating $15,564 in sales proceeds.  The Partnership has no material
capital expenditure  commitments,  but expects to continue to purchase equipment
as new operating leases are presented.                                          

The  Partnership's  financing  activities  resulted in $534,691 of cash proceeds
received from the borrowing of five notes payable  affiliates and the paydown on
the notes during 1995 in the amount of  $310,179.  The  Partnership's  financing
activities  also  resulted in proceeds from  borrowing on long-term  debt in the
amount of  $781,604  and the  paydown on the debt  during  1995 in the amount of
$169,452.  The new debt was  incurred  during the second and fourth  quarters of
1995 and bears interest of 8% and 7.75%,  respectively,  with installments to be
paid monthly,  maturing in 1998. The Partnership  will continue to take down new
long-term debt as necessary to purchase equipment.                              

Cash  distributions paid in the first quarter of 1996 are currently at an annual
level of 6% per Limited  Partnership  Unit,  or $30.00 per  Limited  Partnership
Unit. During 1995, the Partnership distributed or declared a total of $40.00 per
Limited Partnership Unit, which represents a return of capital.  For the quarter
ended December 31, 1995, the Partnership declared a cash distribution of $75,229
of  which  $3,761  was  distributed  to the  General  Partner  and  $71,468  was
distributed to the Limited Partners.  The distribution  subsequently occurred on
February 15, 1996. The Partnership  expects to continue paying  distributions at
or near  this  level in the  future.  The  effects  of  inflation  have not been
significant  to the  Partnership  in the  past  and are not  expected  to have a
material impact in future periods.                                              

On January 9, 1996,  TLP Holding LLC  purchased all the common stock of TLP from
CMI Holding Co. Under the new  ownership,  it is expected that TLP will continue
to operate in the same manner of business as it has in the past.                

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Item 8.       FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                       

Independent Auditors' Report

To the Partners of Columbia Lease Income Fund II-C L.P.:                        

We have audited the  accompanying  balance  sheets of Columbia Lease Income Fund
II-C L.P. (a Delaware Limited Partnership) as of December 31, 1995 and 1994, and
the related statements of operations,  partners' equity (deficit) and cash flows
for each of the years in the  three-year  period ended  December  31,  1995.  In
connection with our audits of the financial statements, we have also audited the
accompanying  financial  statement  schedule  II for  each of the  years  in the
three-year  period ended December 31, 1995. These financial  statements and this
financial  statement  schedule  are  the  responsibility  of  the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and this financial statement schedule based on our audits.           

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.          

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Columbia Lease Income Fund II-C
L.P. as of December 31, 1995 and 1994, and the results of its operations and its
cash flows for each of the years in the  three-year  period  ended  December 31,
1995, in conformity with generally accepted accounting principles.  Also, in our
opinion,  the related financial statement schedule,  when considered in relation
to the basic financial  statements  taken as a whole,  presents  fairly,  in all
material respects, the information set forth therein.                           

                 KPMG Peat Marwick LLP

Boston, Massachusetts                                                           
March 15, 1996                                                                  

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

Balance Sheets
December 31, 1995 and 1994

                                                        [Enlarge/Download Table]

                                     Assets                                                       
                                                                     1995              1994       
                                                                ---------------   --------------- 
                                                                                                  
Investment property, at cost (notes 3 & 8):                                                       
   Computer equipment                                           $     3,632,277   $     3,163,201 
     Less accumulated depreciation                                    2,026,906         1,798,666 
                                                                ---------------   --------------- 
       Investment property, net                                       1,605,371         1,364,535 

Cash and cash equivalents                                               108,173           205,090 
Net investment in sales-type and                                                                  
   direct financing leases (note 7)                                           -            11,625 
Rents receivable, net (notes 2 & 8)                                      37,391             8,561 
Accounts receivable - affiliates (note 4)                                15,037                 - 
Other assets                                                             70,860                 - 
                                                                ---------------   --------------- 

     Total assets                                               $     1,836,832   $     1,589,811 
                                                                ===============   =============== 

                        Liabilities and Partners' Equity                                          
Liabilities:                                                                                      
   Notes payable - affiliate (notes 4 & 5)                      $       224,512   $             - 
   Current portion of long-term debt (note 6)                           260,384                 - 
   Accounts payable and accrued expenses - affiliates (note 4)           83,950            51,661 
   Accounts payable and accrued expenses                                 78,943            48,234 
   Distributions payable (note 9)                                        85,261           131,651 
   Long-term debt, less current portion (note 6)                        351,768                 - 
                                                                ---------------   --------------- 

     Total liabilities                                                1,084,818           231,546 
                                                                ---------------   --------------- 

Partners' equity:                                                                                 
   General Partner:                                                                               
     Capital contribution                                                 1,000             1,000 
     Cumulative net income                                               56,448            58,498 
     Cumulative cash distributions                                     (174,377)         (154,317)
     Reallocation of capital accounts (note 11)                         116,929            94,819 
                                                                ---------------   --------------- 
                                                                              -                 - 
                                                                ---------------   --------------- 
   Limited Partners (9,529 units):                                                                
     Capital contribution, net of                                                                 
       offering costs                                                 4,168,940         4,168,940 
     Cumulative net income                                              908,478         1,111,457 
     Cumulative cash distributions                                   (4,208,475)       (3,827,313)
     Reallocation of capital accounts (note 11)                        (116,929)          (94,819)
                                                                ---------------   --------------- 
                                                                        752,014         1,358,265 
                                                                ---------------   --------------- 
     Total partners' equity                                             752,014         1,358,265 
                                                                ---------------   --------------- 

     Total liabilities and partners' equity                     $     1,836,832   $     1,589,811 
                                                                ===============   =============== 

 See accompanying notes to financial
statements.                                                                     

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

Statements of Operations
For the Years Ended December 31, 1995, 1994 and 1993

                                                        [Enlarge/Download Table]


                                              1995               1994             1993     
                                         ---------------   ---------------  ---------------
                                                                                           
Revenue:                                                                                   
   Rental income on operating leases     $       874,992   $       709,373  $       840,408
   Earned income on sales-type and                                                         
     direct financing leases (note 7)                394             1,744            3,896
   Interest income                                 8,865            31,853           36,346
   Net (loss) gain on sale of equipment           (2,156)           61,577           55,906
                                         ---------------   ---------------  ---------------

       Total revenue                             882,095           804,547          936,556
                                         ---------------   ---------------  ---------------

Costs and expenses:                                                                        
   Depreciation                                  920,908           531,253          604,248
   Interest                                       33,731               369            4,505
   Related party expenses (note 4):                                                        
     Management fees                              55,352            48,483           43,584
     General and administrative                   74,512            49,906           36,595
   Provision for doubtful accounts                 2,621            29,581                -
                                         ---------------   ---------------  ---------------

       Total costs and expenses                1,087,124           659,592          688,932
                                         ---------------   ---------------  ---------------

Net (loss) income                        $      (205,029)  $       144,955  $       247,624
                                         ===============   ===============  ===============

Net (loss) income per Limited                                                              
   Partnership Unit                      $        (21.30)  $         14.45  $         24.69
                                         ===============   ===============  ===============

 See accompanying notes to financial statements.

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

Statements of Partners' Equity (Deficit)
For the Years Ended December 31, 1995, 1994 and 1993

                                                        [Enlarge/Download Table]


                                            General Partner         Limited Partners                Total        
                                                  Amount      Units                 Amount          Amount       
                                            -------------    --------        ----------------   ---------------- 

                                                                                                                 
Equity (deficit) at                                                                                              
   December 31, 1992                        $      (3,238)      9,529        $      1,968,740      $   1,965,502 

Distributions (note 9)                            (21,839)          -                (476,450)          (498,289)

Net income (note 10)                               12,381           -                 235,243            247,624 

Reallocation of capital accounts (note 11)         12,696           -                 (12,696)                 - 
                                            -------------    --------        ----------------   ---------------- 

Equity at                                                                                                        
   December 31, 1993                                    -       9,529               1,714,837          1,714,837 

Distributions (note 9)                            (25,076)          -                (476,451)          (501,527)

Net income (note 10)                                7,248           -                 137,707            144,955 

Reallocation of capital accounts (note 11)         17,828           -                 (17,828)                 - 
                                            -------------    --------        ----------------   ---------------- 

Equity at                                                                                                        
   December 31, 1994                                    -       9,529               1,358,265          1,358,265 

Distributions (note 9)                            (20,060)          -                (381,162)          (401,222)

Net income (note 10)                               (2,050)          -                (202,979)          (205,029)

Reallocation of capital accounts (note 11)         22,110           -                 (22,110)                 - 
                                            -------------    --------        ----------------   ---------------- 

Equity at                                                                                                        
   December 31, 1995                        $           -       9,529        $        752,014   $        752,014 
                                            =============    ========        ================   ================ 

 See accompanying notes to financial statements.

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

Statements of Cash Flows
For the Years Ended December 31, 1995, 1994 and 1993

                                                        [Enlarge/Download Table]

                                                                 1995            1994              1993   
                                                                 ----            ----              ----   
                                                                                                          
Cash flows from operating activities:                                                                     
   Net (loss) income                                        $    (205,029)  $     144,955   $     247,624 
                                                            -------------   -------------   ------------- 

Adjustments to  reconcile  net (loss)  income to net                                                      
   cash  provided by operating activities:                                                                
     Depreciation                                                 920,908         531,253         604,248 
     Net loss (gain) on sale of equipment                           2,156         (61,577)        (55,906)
     Provision for doubtful accounts                                2,621          29,581               - 
     Net (increase) decrease in current assets                   (106,960)         55,323          26,296 
     Net increase (decrease) in current liabilities                62,998          26,751         (27,634)
                                                            -------------   -------------   ------------- 

       Total adjustments                                          881,723         581,331         547,004 
                                                            -------------   -------------   ------------- 

       Net cash provided by operating activities                  676,694         726,286         794,628 
                                                            -------------   -------------   ------------- 

Cash flows from investing activities:                                                                     
   Purchase of investment property                             (1,178,227)     (1,590,802)       (219,544)
   Proceeds from sales of investment property                      15,564         252,730          64,537 
                                                            -------------   -------------   ------------- 

       Net cash used in investing activities                   (1,162,663)     (1,338,072)       (155,007)
                                                            -------------   -------------   ------------- 

Cash flows from financing activities:                                                                     
   Proceeds from borrowings on notes payable - affiliate          534,691               -               - 
   Principal payments on notes payable - affiliate               (310,179)              -               - 
   Proceeds from borrowings on long-term debt                     781,604               -               - 
   Principal payments on long-term debt                          (169,452)        (20,736)        (58,806)
   Cash distributions to partners                                (447,612)       (495,258)       (492,019)
                                                            -------------   -------------   ------------- 

       Net cash provided by (used in) financing activities        389,052        (515,994)       (550,825)
                                                            -------------   -------------   ------------- 

Net (decrease) increase in cash and cash equivalents              (96,917)     (1,127,780)         88,796 

Cash and cash equivalents at beginning of year                    205,090       1,332,870       1,244,074 
                                                            -------------   -------------   ------------- 

Cash and cash equivalents at end of year                    $     108,173   $     205,090   $   1,332,870 
                                                            =============   =============   ============= 

Supplemental cash flow information:                                                                       
   Interest paid during the year                            $      33,731   $         369   $       4,505 
                                                            =============   =============   ============= 

Non-cash investing activities:                                                                            
   Reclassification of residual value of expired                                                          
     direct financing lease to operating lease              $       1,237   $      20,049   $           - 
                                                            =============   =============   ============= 

 See accompanying notes to financial statements.

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements
December 31, 1995, 1994 and 1993

(1)   Organization                                                              

Columbia  Lease Income Fund II-C L.P. (the  "Partnership")  was formed under the
Delaware Revised Uniform Limited  Partnership Act on May 1, 1985. The purpose of
the  Partnership is to acquire certain types and kinds of new and used equipment
which are leased to third parties. The Partnership has the right to borrow up to
65% of the  aggregate  purchase  price  of all  equipment  acquired  by it,  but
anticipates  borrowing no more than 50%. The Partnership  agreement provides for
the  Partnership  to continue  until  December  31,  2011,  although the General
Partner  may cause the  Partnership  to dispose of all of the  equipment  and to
liquidate at any time after the Partnership's tenth year of operations.         

At  December  31,  1995,   TLP-Columbia   Management   Corporation  ("TCMC"),  a
wholly-owned  subsidiary  of TLP Leasing  Programs,  Inc.  ("TLP"),  is the sole
General Partner of the Partnership. TCMC was admitted as a co-General Partner of
the Partnership on June 30, 1993 and has exercised  control over the Partnership
since that date.  Pursuant  to TCMC's  admission,  Meridian-Columbia  Management
Corporation  ("Meridian-CMC")  voluntarily withdrew as co-General Partner of the
Partnership,  effective November 30, 1993.  TM-Columbia  Management  Corporation
("TMC"),  a  wholly-owned  subsidiary of Thomson  McKinnon Inc.  ("TMI"),  was a
General  Partner  from May 1, 1985 until  October 14, 1990 when TMC  voluntarily
withdrew from the Partnership. Meridian-CMC was admitted as a General Partner of
the Partnership on November 2, 1989.                                            

The General Partner has contributed $1,000 to the Partnership.  The subscription
period for the Partnership commenced on August 9, 1986 and terminated on January
15, 1987. Admissions of Limited Partners occurred as follows:                   

                                                                [Download Table]

                     Units of Limited                   
                   Partnership Interest  Total Capital  
Date of Admission         ("Units")      Contribution   

                                                        
January 9, 1987               8,077      $     4,038,500
January 30, 1987              1,452              726,000
                         ----------      ---------------
       Total                  9,529      $     4,764,500
                         ==========      ===============

(2)   Significant Accounting Policies                                           

General                                                                         

The  Partnership's  records are maintained on the accrual basis of accounting so
that revenues are  recognized as earned and expenses are recognized as incurred.
Assets and  liabilities  are those of the  Partnership  and do not  include  any
assets and liabilities of the individual partners.  The preparation of financial
statements in conformity with generally accepted accounting  principles requires
management to make estimates and assumptions that affect the reported amounts of
assets and  liabilities  and disclosure of contingent  assets and liabilities at
the date of the financial  statements  and the reported  amounts of revenues and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.                                                                      

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

Cash and Cash Equivalents                                                       

The  Partnership  considers  cash  and  short-term   investments  with  original
maturities of three months or less to be cash and cash equivalents.             

Allowance for Doubtful Accounts                                                 

The financial statements include an allowance for estimated losses on receivable
balances.  The  allowance  for  doubtful  accounts  is based on past  write  off
experience  and an evaluation  of potential  uncollectible  accounts  within the
current  receivable  balances.  Receivable  balances  which are determined to be
uncollectible  are charged against the allowance and subsequent  recoveries,  if
any, are credited to the allowance. At December 31, 1995 and 1994, the allowance
for  doubtful  accounts  included  in rents  receivable  was $6,757 and  $4,136,
respectively.                                                                   

Income Taxes                                                                    

No provision  for federal  income taxes has been made as the  liability for such
taxes is that of the  Partners  rather  than  that of the  Partnership.  Taxable
(loss)  income,  as reported  on Schedule  K-1,  Form 1065  "Partner's  Share of
Income,  Credits,  Deductions,  etc.", was $(263,228),  $185,415 and $375,171 in
1995, 1994 and 1993, respectively (see note 12).                                

Equipment on Operating Leases                                                   

The Partnership has determined that its equipment leases are properly classified
as either operating  leases,  sales-type or direct financing  leases.  Under the
operating  method of accounting for leases,  the leased equipment is recorded as
an asset at cost including  acquisition  fees and other expenses  related to the
purchase of equipment.  Equipment  placed in service prior to January 1, 1990 is
depreciated on a  straight-line  basis over five years to its estimated  salvage
value.  Equipment  placed in service  after January 1, 1990 and prior to July 1,
1993 is depreciated on a  straight-line  basis over the term of the lease to its
estimated residual value at the end of the lease. Equipment placed in service on
or after  July 1,  1993 is  depreciated  using  an  accelerated  method  over an
economic life of five years. The Partnership's  policy is to periodically review
the estimated fair market value of its equipment to assess the recoverability of
its undepreciated  cost. In accordance with this policy, the Partnership records
a charge  to  depreciation  expense  in  instances  when  the net book  value of
equipment exceeds its net realizable value.  Included in depreciation expense in
1995 and 1993,  is a provision  for  $146,879  and  $150,000,  respectively,  to
properly  reflect the equipment  portfolio's  net realizable  value during those
years. Rental income is determined on the basis of rental payments due under the
terms of the lease.                                                             

Net Investment in Sales-Type and Direct Financing Leases                        

Under the  sales-type  method of  accounting  for leases,  the present  value of
future  rentals is recorded as revenue at the inception of the lease.  Equipment
cost,  including  acquisition fees and other expenses related to the purchase of
the equipment, less the present value of the residual is recorded as an expense.
The present value of future  rentals and of the residual are recorded as the net
investment in sales-type leases ("net investment").  Earned income is recognized
monthly as a constant percentage return of the net investment.                  

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

Under the  direct  finance  method of  accounting  for  leases,  the cost of the
equipment,  including  acquisition  fees  and  other  expenses  related  to  the
purchase,  is recorded as the net  investment in direct  financing  leases ("net
investment"). Earned income over the term of the lease consists of the excess of
lease  payments  over  equipment  cost  less  the  residual.  Earned  income  is
recognized monthly as a constant percentage return on the net investment.       

(3)   Investment Property                                                       

At  December  31,  1995,  the  Partnership  owned  computer   equipment  with  a
depreciated  cost basis of $1,352,682,  subject to existing leases and equipment
with a  depreciated  cost basis of $252,689 in  inventory  awaiting  re-lease or
sale. All purchases of computer  equipment are subject to a 2.5% acquisition fee
paid to the General Partner.                                                    

(4)   Conflicts of Interest and Related Party Transactions                      

Compensation to General Partner                                                 

The General  Partner  has  ultimate  responsibility  for the  management  of the
Partnership's  business.  Such  management  includes  the  acquisition,   lease,
re-lease and sale of Partnership  equipment,  the  responsibility to arrange for
non-recourse  debt financing for Partnership  equipment,  and the performance of
general administration and accounting activities.                               

The General Partner is entitled to receive (1)  acquisition  fees of 2.5% of the
purchase price paid by the Partnership for each item of equipment acquired;  (2)
equipment  management  fees of up to 6% of gross rental  payments  received with
respect to the Partnership's equipment,  except for equipment subject to certain
leases  referred to in the Partnership  agreement as "Full Payout  Leases",  for
which the  equipment  management  fee shall  not  exceed 2% of the gross  rental
payments;  and (3)  subordinated  resale  fees not to exceed 3% of the  proceeds
derived  from the sale of  Partnership  equipment.  The General  Partner and its
affiliates  may  also  receive  reimbursement  for the  administrative  services
necessary  for the  prudent  operation  of the  Partnership  subject  to certain
limitations.                                                                    

Fees,  commissions  and other expenses paid or accrued by the Partnership to the
General  Partner or  affiliates  of the  General  Partner are as follows for the
years ended December 31, 1995, 1994 and 1993 are as follows:                    

                                                                [Download Table]

                               1995            1994           1993     
                            ------------  --------------  -------------
                                                                       
Equipment acquisition fees  $     28,737  $       38,800  $       5,353
Management fees                   74,512          48,483         43,584
Reimbursable expenses paid        70,181          46,445         14,924
                            ------------  --------------  -------------

                            $    173,430  $      133,728  $      63,861
                            ============  ==============  =============


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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

The management  agreement  signed in 1993 between  Meridian-CMC and TCMC and the
Agreement  Relating to the Admission of TCMC as an Additional General Partner of
Certain Limited  Partnerships dated June 30, 1993 resulted in definitive sharing
arrangements   between  Meridian-CMC  and  TCMC  related  to  acquisition  fees,
equipment management fees, resale fees and General Partner distributions.  These
sharing  agreements remain unaffected by Meridian-CMC's  withdrawal as a General
Partner of the Partnership.                                                     

Under the terms of the Partnership Agreement, the General Partner is entitled to
an  equipment  acquisition  fee  of  2.5%  of the  purchase  price  paid  by the
Partnership  for the  equipment.  The  General  Partner  is also  entitled  to a
management fee equal to 6% of the monthly rental billings,  paid quarterly based
on rents received. In addition,  the Partnership  reimburses the General Partner
and its affiliates for certain expenses  incurred by them in connection with the
operation of the Partnership.                                                   

Compensation to Suppliers                                                       

The General Partner has contracted with several  independent  leasing  companies
(collectively,  the  "Suppliers")  which  perform  most  of  the  marketing  and
financing activities. Agreements with Suppliers provide for compensation to each
Supplier in amounts which are deducted from the above corresponding compensation
payable by the Partnership to the General Partner.                              

Conflicts of Interest                                                           

The General Partner, the Suppliers and their affiliates are engaged directly and
indirectly  in the  business  of  acquiring,  leasing,  re-leasing  and  selling
equipment and have formed or sponsored or are acting as the general  partner of,
and in the future may form or sponsor or act as the general  partner  of,  other
investment entities which may have the same or similar investment objectives.   

(5)   Notes Payable-Affiliate                                                   

Notes  payable-affiliate  at December  31,  1995,  consist of five  non-recourse
promissory  notes  payable  to TLP  Leasing  Programs,  Inc.  in the  amount  of
$224,512,  bearing  interest at the rate of 8.75%.  The notes payable  mature in
1996.                                                                           

(6)   Long-term Debt                                                            

Long-term debt at December 31, 1995 consists of four installment  loans totaling
$468,419 from Pullman Capital  Corporation  bearing  interest at a rate of 8.00%
and three installment loans totaling $143,733 from Liberty Bank bearing interest
at a rate of  8.25%.  All  loans  are  non-recourse  and are  collateralized  by
equipment on lease.                                                             

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

The annual maturities of long-term debt for the next three years are as follows:

                               1996                   $      260,384
                               1997                          233,869
                               1998                          117,899
                                                      --------------

                                                      $      612,152
                                                      ==============

(7)   Net Investment in Sales-Type and Direct Financing Leases                  

There are no future minimum lease  payments  outstanding as of December 31, 1995
as all of the remaining  sales-type and direct  financing  leases expired during
1995.                                                                           

The components of the net investment in sales-type and direct  financing  leases
at December 31, 1994 are as follows:                                            

                                                                [Download Table]

                                                                     1994     
                                                                 ------------ 
                                                                              
Minimum lease payments receivable                                $     10,782 
Estimated residual values                                               1,237 
Less unearned income                                                     (394)
                                                                 -------------
Net investment in sales-type and direct                                       
   financing leases                                              $     11,625 
                                                                 =============

(8)   Equipment on Operating Leases                                             

Equipment on  operating  leases is  comprised  primarily of computer  peripheral
devices,  small  data  processing  systems/attachments  and  computer  terminals
purchased from Suppliers.                                                       

Future  minimum  lease  payments  to  be  received as of December 31, 1995 under
existing noncancelable operating leases are as follows:                         

                                      1996                      $      872,964
                                      1997                             715,836
                                      1998                             506,738
                                      1999                             230,948
                                      2000                             158,920
                                      2001                              22,330
                                      2002                                 381
                                                                --------------

                                                                $    2,508,117
                                                                ==============

Two  lessees,  Halliburton  Company and Thomas James  Associates,  Incorporated,
lease  equipment in which the related rental payments exceed 10% of total rental
income. The related rental payments comprise 19.35% and 39.25%, respectively, of
the total  rental  income  for the year ended  December  31,  1995.  Halliburton
Company and Thomas James  Associates,  Incorporated  lease equipment  comprising
12.20% and 32.13%,  respectively,  of the total equipment  portfolio at December
31, 1995.                                                                       

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

(9)   Distributions to Partners                                                 

For  the  years  ended  December  31,  1995,  1994  and  1993,  declarations  of
distributions of distributable cash were as follows:                            

                                                                [Download Table]


                                     Limited Partners                       
                         Distribution                             General   
       Year Ended        Per $500 Unit                 Total      Partner   
-----------------------  -------------                 -----      -------   

                                                                            
December 31, 1995         $    40.00                $    381,162  $   20,060
December 31, 1994         $    50.00                $    476,451  $   25,076
December 31, 1993         $    50.00                $    476,450  $   21,839

Each distribution of Distributable Cash From Operations of the Partnership shall
be  allocated  95% to the Limited  Partners and 5% to the General  Partner.  Any
Distributable  Cash From Sales or  Refinancings  from gains and losses  shall be
allocated  99% to the  Limited  Partners  and 1% to the  General  Partner  until
"Payout" has occurred.  "Payout" means the time when the aggregate amount of all
distributions to the Limited Partners of Distributable  Cash From Operations and
of Distributable Cash From Sales or Refinancings  equals the aggregate amount of
the Limited  Partners'  original  invested  capital plus a cumulative  8% annual
return  (compounded  daily)  on  their  aggregate  unreturned  invested  capital
(calculated  from the beginning of the first full fiscal  quarter  following the
Partnership's closing date). Thereafter,  85% will be distributed to the Limited
Partners  and  15% to the  General  Partner,  subject  to  certain  adjustments.
Including  the  distribution  for the fourth  quarter of 1995 made  February 15,
1996, the cumulative  distributions to date are $440.93 per Limited  Partnership
Unit.  This  cumulative  distribution  per Limited  Partnership  Unit represents
24.52%  of  Payout.  It is not  anticipated  that  Payout  will  occur as of the
liquidation  of this  Partnership.  Distributions  to  partners in excess of net
income  represent a return of capital.  See note 11  regarding  General  Partner
distributions which have been returned to the Partnership during the current and
prior years.                                                                    

(10)  Net Income or Loss per Unit                                               

Net income for financial reporting purposes is allocated to partners in the same
proportions as  Distributable  Cash From  Operations is distributed to partners.
Net loss for financial  reporting  purposes is allocated to partners in the same
proportions as  Distributable  Cash From Sales or Refinancings to partners.  Net
income or loss per Limited  Partnership  Unit is calculated based on the Limited
Partners'  share of net  income or loss and the  number of  Limited  Partnership
Units outstanding.                                                              

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

(11)  Reallocation of Capital Accounts                                          

Under the terms of the  Partnership  agreement,  the amount of  deficit  capital
account that any general partner can be required to fund upon termination of the
Partnership is limited to a percentage of the capital contributed by the limited
partners (the "Maximum Deficit"). Consequently, the General Partner's equity has
been adjusted to reflect this limitation, with a corresponding adjustment to the
Limited   Partners'  equity.   TMC  and  Meridian-CMC   agreed  that  once  they
collectively  received  $500,000  of  general  partner  distributions  from  the
Partnership and the Other CLIF Partnerships subsequent to October 24, 1989, they
would return their  distributions  to the Partnership  until the Maximum Deficit
had been eliminated.  TMC and Meridian-CMC  received a total of $500,000 via the
May 15, 1991 distribution.                                                      

To the extent that the General  Partner's  distributions  less its allocation of
net  income  or loss has  exceeded  or does in the  future  exceed  the  Maximum
Deficit,  a memo account will be created for this excess. If, in the future, net
income allocated to the General Partner exceeds distributions,  this excess will
be credited to the Limited  Partners  until the memo account has been reduced to
zero.                                                                           

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

(12)  Reconciliation  of Financial  Statement  Net (Loss) Income to Taxable     
(Loss) Income to Partners                                                       

A  reconciliation  of financial  statement net (loss)  income to taxable  (loss)
income to partners is as follows for the years ended December 31, 1995, 1994 and
1993:                                                                           

                                                        [Enlarge/Download Table]

                                                                   1995            1994             1993    
                                                             --------------   -------------   ------------- 

                                                                                                            
Net (loss) income per financial statements                   $     (205,029)  $     144,955   $     247,624 

Rent not included for financial statement purposes                                                          
     included in rental income for tax purposes                         582           8,389               - 

Income on sales-type and direct financing leases                                                            
     for financial statement purposes less than income                                                      
     for tax purposes                                                10,388          13,830          18,522 

Provision for doubtful accounts expense for financial                                                       
     statement purposes in excess of provision for doubtful                                                 
     accounts expense for tax purposes                                2,621           4,136               - 

Depreciation expense for financial statement purposes in                                                    
     excess of depreciation expense for tax purposes                 85,426          40,426         128,428 

Net gain on sale of equipment for financial statement                                                       
     purposes in excess of net gain on sale of equipment                                                    
     for tax purposes                                               (86,356)        (26,321)        (19,403)

Prepaid expense for financial statement purposes in                                                         
     excess of prepaid expense for tax purposes                     (70,860)              -               - 
                                                             --------------   -------------   ------------- 

Taxable (loss) income to partners                            $     (263,228)  $     185,415   $     375,171 
                                                             ==============   =============   ============= 


Losses for federal tax purposes are allocated 99% to Limited  Partners and 1% to
the General Partner.  Profits for federal tax purposes are allocated in the same
manner as losses if the Partnership has cumulative taxable losses from inception
and are allocated 95% to the Limited  Partners and 5% to the General  Partner if
the Partnership has cumulative taxable profits.                                 

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

 Notes to Financial Statements

(13)  Equipment Joint Venture                                                   

On January 30, 1988, the Partnership entered into a joint venture agreement with
Columbia  Lease Income Fund B L.P.  ("CLIF I-B") and Columbia  Lease Income Fund
II-E  L.P.  ("CLIF  II-E"),   affiliated  limited   partnerships,   whereby  the
Partnership  and these  Other CLIF  Partnerships  each share an  interest in the
capital and profits of certain  equipment  with an  original  aggregate  cost of
$619,297.  The respective percentage interests are: the  Partnership--20%,  CLIF
I-B--30% and CLIF  II-E--50%.  Such equipment was subject to a lease with a term
of 15 months with one lessee.  During 1991 equipment with an original  aggregate
cost of $527,436 was sold for $300. As of December 31, 1994,  equipment  with an
original aggregate cost of $91,861 was scrapped due to the equipment being fully
depreciated and obsolete.                                                       

On December 31, 1991,  the  Partnership  entered into a joint venture  agreement
with Columbia Lease Income Fund II-D L.P. ("CLIF II-D"),  an affiliated  limited
partnership, whereby the Partnership and CLIF II-D each share an interest of 50%
in the capital and profits of certain equipment with an original  aggregate cost
of $707,648.  As of December 31, 1994, such leases expired and the equipment was
sold in February, 1995.                                                         

(14)  Bankruptcy of Continental Information Systems Corporation                 

On  January  13,  1989  ("Petition  Date"),   Continental   Information  Systems
Corporation  ("Continental"),  CMI Holding Co. ("Holding"), CMI Corporation, CIS
Corporation  ("CIS"),  and  certain  of  their  affiliates  (collectively,   the
"Debtors")  voluntarily  petitioned  for relief  under  Chapter 11 of the United
States  Bankruptcy  Code  ("Chapter  11"),  and  thereafter   continued  in  the
management  and  operation  of their  businesses  and  property  as  Debtors  In
Possession until October 25, 1989, when the United States  Bankruptcy Court (the
"Court")  confirmed  the  appointment  of James P. Hassett as Chapter 11 trustee
(the "Trustee") of the Debtors.  TLP Leasing Programs,  Inc. ("TLP"), the parent
company of  TLP-Columbia  Management  Corporation  ("TCMC"),  is a  wholly-owned
subsidiary of Holding,  but did not file under Chapter 11. TCMC has continued to
manage  and  provide  services  for  the  Partnership  in  accordance  with  the
Partnership  Agreement,  as they have in the past. Holding became a wholly-owned
subsidiary of CIS pursuant to a Court ordered settlement on July 20, 1993.      

On November 29, 1994, the Court  confirmed the Trustee's  proposed Joint Plan of
Reorganization  dated October 4, 1994,  and the Debtors  emerged from Chapter 11
bankruptcy protection on December 21, 1994.                                     

(15)  Subsequent Events                                                         

On January 9, 1996,  TLP Holding LLC  purchased all the common stock of TLP from
Holding.  Under the new  ownership,  it is  expected  that TLP will  continue to
operate in the same manner of business as it has in the past.                   

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COLUMBIA LEASE INCOME FUND II-C L.P.
(A Delaware Limited Partnership)

Schedule II - Valuation and Qualifying Accounts and Reserves                    

                                                        [Enlarge/Download Table]


                      Balance at        Additions                               Balance      
                      beginning         charged to                              at end       
Classification          of year      costs and expenses        Charge-offs        of year    

                                                                                             
Year ended                                                                                   
December 31, 1993  $              -   $              -   $              -   $               -
                   ================   ================   ================   =================

Year ended                                                                                   
December 31, 1994  $              -   $         29,581   $         25,445   $           4,136
                   ================   ================   ================   =================

Year ended                                                                                   
December 31, 1995  $          4,136   $          2,621   $              -   $           6,757
                   ================   ================   ================   =================

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     Item 9. Changes in and  Disagreements  with  Accountants  on Accounting and
Financial Statement Disclosures.                                                

None.                                                                           

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Part III

Item 10.  Directors and Executive Officers of the Partnership.                  

(a-b) Identification of Directors and Executive Officers                        

The  Partnership  has no Directors or Officers.  As indicated in Item 1. of this
report,  the General Partner of the  Partnership is TCMC.  Under the Partnership
Agreement,  the General  Partner is solely  responsible for the operation of the
Partnership's properties,  and the Limited Partners have no right to participate
in the  control  of such  operations.  The names and ages of the  Directors  and
Executive Officers of the General Partner are as follows:                       

TLP Columbia Management Corporation                                             

                                                                [Download Table]

          Name                        Title              Age 

                                                             
Arthur P. Beecher   President                             59 
Thomas J. Prinzing  Director                              49 
Frank J. Corcoran   Vice President, Treasurer and Clerk   45 


(c) Identification of certain significant persons                               

See Item 10. (a-b)                                                              

(d) Family relationship                                                         

No  family  relationship  exists  between  any of  the  foregoing  Directors  or
Officers.                                                                       

(e) Business experience                                                         

Arthur P. Beecher is President of TCMC and  President  and Director of TLP.   He
is  also  President  and   Assistant   Secretary   of  CIS  Management  Services
Corporation  ("CISMS").  Prior to joining  TLP,  Mr.  Beecher  was an Officer of
Computer  Systems of America,  Inc. in Boston,  Massachusetts,  most recently as
Vice President,  Finance and Administration since 1975. Mr. Beecher holds a B.S.
from Boston University and is a Certified Public Accountant.                    

Thomas  J.  Prinzing  is  a  Director of  TLP and CISMS.  On December  18, 1995,
Mr.  Prinzing was elected  President,  Chief  Executive  Officer and Director of
Continental  Information Systems Corporation ("CISC").  Mr. Prinzing is also the
President of CIS Air  Corporation,  a position he has held since 1991. From 1984
to 1991 he was Senior Vice  President  and Chief  Financial  Officer of CIS. Mr.
Prinzing has an Honors  Bachelor of Commerce degree of the University of Windsor
and is a Certified Public Accountant.                                           

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Frank J. Corcoran  is  Director,  Vice President,  Treasurer and  Clerk  of TLP,
and is also Vice President, Treasurer and Clerk of CISMS. Mr. Corcoran is Senior
Vice  President,  Chief Financial  Officer,  Treasurer and Director of CIS and a
Vice President and Treasurer of Holding.  Prior to joining CIS in November 1994,
he was with Unisys Finance Corporation,  from 1985 to 1994, most recently as the
Vice President and General  Manager.  Mr. Corcoran holds a B.S. from Wayne State
University,  a M.S. in  Taxation  from Walsh  College and is a Certified  Public
Accountant.                                                                     

(f) Involvement in certain legal proceedings                                    

The  Partnership is not aware of any legal  proceedings  against any Director or
Executive  Officer  of the  General  Partner  which  may be  important  for  the
evaluation of any such person's ability and integrity.                          

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Item 11.  Management Remuneration and Transactions.                             

(a), (b),  (c), (d), and (e): The Officers and Directors of the General  Partner
receive no current or proposed direct remuneration in such capacities,  pursuant
to any standard  arrangements or otherwise,  from the Partnership.  In addition,
the Partnership  has not paid and does not propose to pay any options,  warrants
or rights to the Officers and Directors of the General Partner.  There exists no
remuneration  plan or  arrangement  with any  Officer or Director of the General
Partner resulting from the resignation, retirement or any other termination. See
note 4 to the  financial  statements  included  in Item 8. of this  report for a
description of the  remuneration  paid by the Partnership to the General Partner
and its affiliates during 1995, 1994 and 1993.                                  

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Item 12.  Security Ownership of Certain Owners and Management.                  

By virtue of its organization as a limited  partnership,  the Partnership has no
outstanding  securities  possessing  traditional  voting  rights.   However,  as
provided  for in Section 13.2 of the Amended  Agreement  of Limited  Partnership
(subject to Section  13.3),  a majority  interest of the Limited  Partners  have
voting rights with respect to:                                                  

1.  Amendment of the Limited Partnership Agreement;                             

2.  Termination of the Partnership;                                             

3.  Removal of the General Partner; and                                         

4.  Approval or disapproval of the sale of substantially all the assets         
of the Partnership.                                                     

No person or group is known by the General Partner to own beneficially more than
5% of  the Partnership's  9,529  outstanding  Limited Partnership  Units  as  of
December 31, 1995.                                                              

By  virtue  of its organization  as  a  limited partnership, the Partnership has
no Officers or Directors.  See also note 1 to the financial  statements included
in Item 8. and Item 10. of this report.                                         

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Item 13.  Certain Relationships and Related Transactions.                       

See Items  1., 8. (note 4),  11.,  and  12.  above  for  information  concerning
transactions  with TCMC and  Meridian-CMC  and their affiliates.                

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 Part IV

                                                        [Enlarge/Download Table]

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K: None.                

  (a) 1.  Financial Statements                                                    Page No.     

                                                                                               
          Independent Auditors' Report - KPMG Peat Marwick LLP                          16     
          Balance Sheets at December 31, 1995 and 1994                                  17     
          Statements of Operations for the Years Ended                                         
             December 31, 1995, 1994 and 1993                                           18     
          Statements of Partners' Equity (Deficit) for                                         
             the Years Ended December 31, 1995, 1994 and 1993                           19     
          Statements of Cash Flows for the Years                                               
             Ended December 31, 1995, 1994 and 1993                                     20     
          Notes to Financial Statements                                                 21 - 29

       2. Financial Statement Schedules                                                        

          Schedule II - Valuation and Qualifying Accounts and Reserves                  30     

          All other financial  statement  schedules are omitted because they are               
          not  applicable,  the  data  is  not  significant,   or  the  required               
          information is shown elsewhere in this report.                                       


3.A.   Exhibit Index                                                      

                                                        [Enlarge/Download Table]

   Exhibit                              Description                                                             Page         

                                                                                                                             
   4.1              Copy of First Restated Agreement of Limited                                                   -          
                    Partnership dated January 9, 1987. (1)                                                                   

   4.2              Copy of Amendment No. 1 to First Restated Agreement                                           -          
                    of Limited Partnership dated January 30, 1987. (1)                                                       

   4.3              Copy of Amended and Restated Certificate                                                      -          
                    of Limited Partnership filed with the Delaware                                                           
                    Secretary of State on October 25, 1985. (2)                                                              

   4.4              Copy of Amendment No. 2 to First Restated Agreement                                           -          
                    of Limited Partnership dated as of February 18, 1987. (1)                                                

   4.5              Amendment to First Restated Agreement of Limited                                              -          
                    Partnership. (5)                                                                                         

   10.1             Copy of Supplier Agreement dated July 19, 1984                                                -          
                    between TMSI and Meridian Leasing Corporation,                                                           
                    amendment thereto dated September 5, 1985, and                                                           
                    assignment thereof from TMSI to the General Partner                                                      
                    dated December 4, 1985. (2)                                                                              

   10.2             Copy of Supplier Agreement dated August 8, 1984                                               -          
                    between TMSI and Capital Rental Corporation                                                              
                    (guaranteed by Capital Associates International, Inc.),                                                  
                    amendment thereto dated November 1, 1985, and assignment                                                 
                    thereof by TMSI to the General Partner dated                                                             
                    December 9, 1985. (2)(3)                                                                                 

   10.3             Copy of Supplier Agreement dated March 26, 1985                                               -          
                    between the General Partner and Technology                                                               
                    Finance Group, Inc. and amendment thereto dated                                                          
                    September 10, 1985. (3)                                                                                  

   10.4             Copy of Supplier Agreement dated September 30, 1985                                           -          
                    between the General Partner and Comdisco, Inc. (2)                                                       

   10.5             Copy of Supplier Agreement dated December 1, 1985                                             -          
                    between the General Partner and Meridian Sales and                                                       
                    Leasing Inc. (formerly Thomson McKinnon Sales and                                                        
                    Leasing Inc.). (2)                                                                                       

   10.6             Management Agreement dated June 22, 1988 between the                                          -          
                    General Partner and Meridian-Columbia Management                                                         
                    Corporation. (4)                                                                                         

   10.7             Agreement Relating to the Admission of Meridian-Columbia                                      -          
                    Management Corporation as an Additional General Partner                                                  
                    of Certain Limited Partnerships. (5)                                                                     

   Footnotes:                                                                                                                

   (1)              Exhibits 4.1, 4.2 and 4.4 are  incorporated by reference to Exhibits 4.1, 4.2 and 4.4,  respectively,  to
                    registrant's Annual Report on Form 10-K for the year ended December 31, 1986.                            

   (2)              Exhibits 4.3, 10.1,  10.2, 10.3, 10.4 and 10.5 are incorporated by reference to Exhibits 4.4, 10.5, 10.8,
                    10.7, 10.6 and 10.9, respectively,  to Amendment No. 1 to registrant's Registration Statement on Form S-1
                    (File No. 2-97907) filed December 11, 1985.                                                              

   (3)              This Supplier Agreement has been terminated during 1988.                                                 

   (4)              Exhibit 10.6 is incorporated by reference to Exhibit 10.6 to registrant's  Quarterly  Report on Form 10-Q
                    for the quarter ended June 30, 1988.                                                                     

   (5)              Exhibits  4.5 and 10.7  are  incorporated  by  reference  to  Exhibits  4.1 and  10.1,  respectively,  to
                    registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 1989.                     

B. Reports on Form 8-K                                                                                                       

   1                Form 8-K Filing and Agreement Relating to the Admission of                                    -          
                    TLP-Columbia Management Corporation as an Additional                                                     
                    General Partner of Certain Limited Partnerships dated                                                    
                    June 30, 1993.                                                                                           

   2                Form 8-K filing dated November 9, 1993 relating to the                                        -          
                    Change in Registrant's Certifying Accountant.                                                            

   3                Agreement and 8-K filing dated November 30, 1993 relating                                     -          
                    to the withdrawal of Meridian-Columbia Management                                                        
                    Corporation as a co-General Partner.                                                                     


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SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.                           

COLUMBIA LEASE INCOME FUND II-C L.P.                                            
(Registrant)                                                                    

By: TLP COLUMBIA MANAGEMENT CORPORATION,                                        
its General Partner                                                             

Date: March 28, 1996                                                            

By: Arthur P. Beecher,                                                          
President                                                               

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘10-K’ Filing		Date		First		Last			Other Filings
		12/31/11		17					None on these Dates
Filed on:		4/1/96
		3/28/96		34
		3/26/96		1
		3/15/96		12
		2/15/96		7		22
		1/9/96		3		25
For Period End:		12/31/95		1		33
		12/29/95		3
		12/18/95		28
		11/15/95		8
		8/31/95		3
		8/15/95		8
		5/15/95		8
		3/31/95		8
		12/31/94		10		33
		12/21/94		3		25
		11/29/94		25
		10/4/94		25
		12/31/93		10		33
		11/30/93		3		33
		11/9/93		33
		7/20/93		25
		7/1/93		18
		6/30/93		3		33
		4/1/93		3
		3/31/93		3
		12/31/92		15
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