UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended ~~June~~September 30, 2012

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

For the transition period from

Commission_File_Number

333-177051-03

ICON OIL & GAS FUND-A L.P.

(Exact name of registrant as specified in its charter)

Delaware	45-3053605
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

427 South Boston Avenue, Suite 703, Tulsa, Oklahoma	74103
(Address of principal executive offices)	(Zip code)

(212) 418-4700

(Registrant's telephone number, including area code)

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.

[ X] Yes [X ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[ X] Yes [ ] No

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

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] (Do not check if a smaller reporting company) Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

[ ] Yes [X] No

Number of outstanding limited partner interests and investor general partner interests of the registrant on ~~August 24~~October 11, 2012 is 1 and 0, respectively.

ICON Oil & Gas Fund-A L.P. Table of Contents
Table of Contents
		Page
ICON Oil & Gas Fund-A L.P.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets	1	1
Notes to Balance Sheets	2	2
Item 2. Managing General Partner’s Discussion and Analysis of Financial Condition and Results of Operations	6	6
Item 3. Quantitative and Qualitative Disclosures About Market Risk	7	7
Item 4. Controls and Procedures	7	7
PART II – OTHER INFORMATION
Item 1. Legal Proceedings	8	8
Item 1A. Risk Factors	8	8
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	8	8
Item 3. Defaults Upon Senior Securities	8	8
Item 4. Mine Safety Disclosures	8	8
Item 5. Other Information	8	8
Item 6. Exhibits	9	9
Signatures	10	10

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

ICON Oil & Gas Fund-A L.P.

ICON Oil & Gas Fund-A L.P.
(A Delaware Limited Partnership)
Balance Sheets

Assets
	September 30, 2012
	(unaudited)	December 31, 2011
Cash	$ 1,001	$ 1,001

Total Assets	$ 1,001	$ 1,001

Partners' Equity

Partners’ Equity:
Limited Partner	$ 1,000	$ 1,000
Managing General Partner	1	1

Total Partners’ Equity	$ 1,001	$ 1,001

See Accompanying Notes to Balance Sheets

~~(A Delaware Limited Partnership)~~1

~~Balance~~Table ~~Sheets~~of Contents

~~Assets~~ICON Oil & Gas Fund-A L.P.

	June 30, 2012 (unaudited)		December 31, 2011
Cash	$	1,001	$	1,001
Total Assets	$	1,001	$	1,001
Partners’ Equity
Partners’ Equity:
Limited Partner	$	1,000	$	1,000
Managing General Partner		1		1
Total Partners’ Equity	$	1,001	$	1,001

(A Delaware Limited Partnership)

~~See Accompanying~~ Notes to Balance Sheets.

1September 30, 2012

~~Table of Contents~~(unaudited)

~~ICON~~1) Description ~~Oil~~of ~~& Gas Fund-A L.P.~~Business

(ICON Oil & Gas Fund-A L.P. (the “Partnership”) was formed on May 9, 2011 as a Delaware ~~Limited~~limited partnership. ICON Oil & Gas GP, LLC, a Delaware limited liability company (the “Managing GP”), is the managing general partner for the Partnership. The Partnership is offering investor general partner and limited partner interests (collectively, the “Interests”) on a “best efforts” basis with the intention of raising up to $200,000,000 of capital. Upon raising a minimum of $2,000,000, investors will be admitted and the Partnership will commence operations. The Partnership’s Registration Statement on Form S-1, as amended, was declared effective by the SEC on July 10, 2012.

~~Notes~~The Partnership’s primary investment objectives are to ~~Balance~~(i) ~~Sheets~~generate revenue from the production and sale of oil and natural gas, (ii) distribute cash to investors, and (iii) provide investors with tax benefits in the year that the offering commences and in future years. The proceeds from the sale of Interests will be used to invest primarily in oil and liquids-rich natural gas development wells, principally “fluid management” projects, where hydrocarbons are known to be present, located in the Mid-Continent region of the United States, with the potential investment in properties located within other types of projects and/or in other geographic areas that the Partnership may, from time to time, identify as prospective.

~~June~~The Partnership’s ~~30,~~fiscal ~~2012~~year ends on December 31.

~~(unaudited~~2) Summary of Significant Accounting Policies

~~(1) Description~~ Basis of ~~Business~~Presentation

~~ICON~~The accompanying ~~Oil~~balance &sheets ~~Gas~~of ~~Fund-A L.P. (~~the “Partnership”) ~~was~~have ~~formed~~been onprepared ~~May~~in 9,accordance with ~~2011~~U.S. asgenerally aaccepted ~~Delaware~~accounting ~~limited~~principles ~~partnership.~~(“US ~~ICON~~GAAP”) ~~Oil~~for &interim financial ~~Gas~~information ~~GP,~~and ~~LLC,~~pursuant ato ~~Delaware~~the ~~limited~~rules ~~liability~~and ~~company~~regulations (of the Securities ~~“Managing~~and GPExchange Commission (“SEC”), isfor ~~the~~Quarterly ~~managing~~Reports ~~general~~on ~~partner~~Form ~~for~~10-Q. The ~~the~~accompanying ~~Partnership.~~balance ~~The~~sheets ~~Partnership~~should isbe ~~offering~~read ~~investor~~in ~~general~~conjuction ~~partner~~with the balance sheet and ~~limited~~notes ~~partner~~thereto ~~interests~~as onof aDecember ~~“best~~31, ~~efforts”~~2011 ~~basis~~included ~~with~~in the ~~intention~~Partership's Prospectus, ofwhich ~~raising~~was upfiled towith ~~$200,000,000~~the ofSEC ~~capital~~on July 11, 2012. ~~Upon~~As ~~raising~~the aPartnership had ~~minimum~~no operations as of $2September 30,~~000~~ 2012,~~000,~~ ~~investors~~no ~~will~~statements beof ~~admitted~~operations, changes ~~and~~in ~~the~~equity ~~Partnership~~or ~~will~~cash ~~commence~~flows ~~operations~~are presented.

~~The Partnership’s primary investment objectives are to (i) generate revenue from the production~~ Cash and ~~sale~~Cash of oil and natural gas, (ii) distribute cash to investors, and (iii) provide investors with tax benefits in the year that the offering commences and in future years. The proceeds from the sale of the Partnership’s interests (the “Interests”) will be used to invest primarily in oil and liquids-rich natural gas development wells, principally “fluid management” projects, where hydrocarbons are known to be present, located in the Mid-Continent region of the United States, with the potential investment in properties located within other types of projects and/or in other geographic areas that the Partnership may, from time to time, identify as prospective.Equivalents

The Partnership’s ~~fiscal~~cash ~~year~~is ~~ends~~held at one financial institution and at times may exceed insured limits. The Partnership periodically evaluates the creditworthiness of this institution and has not experienced any losses on ~~December~~such 31deposits. The Partnership did not have any cash equivalents at September 30, 2012.

~~(2) Summary of Significant Accounting Policies~~Deferred Charges

~~Basis~~The costs of ~~Presentation~~organizing the Partnership and offering the Interests will be recorded as a reduction of equity over the estimated offering period, which period will not exceed two years from the effective date of the offering. Following the effective date of the offering, the unamortized balance of these costs, if any, will be reflected in the balance sheets as deferred charges, net. Organizational and offering costs include (i) the dealer-manager fee, (ii) sales commissions and (iii) other costs related to the organization of the Partnership and the offering of the Interests.

~~The accompanying balance sheets~~ Use of the Partnership have been prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for Quarterly Reports on Form 10-Q. The accompanying balance sheets should be read in conjuction with the balance sheet and notes thereto as of December 31, 2011 included in the Partership's Prospectus, which was filed with the SEC on July 11, 2012. As the Partnership had no operations as of June 30, 2012, no statements of operations, changes in equity or cash flows are presented.Estimates

~~Cash~~The preparation ~~and~~of ~~Cash~~financial ~~Equivalents~~statements in conformity with US GAAP requires the Partnership to make estimates and

The Partnership’s cash is held at one financial institution and at times may exceed insured limits. The Partnership periodically evaluates the creditworthiness of this institution and has not experienced any losses on such deposits. The Partnership did not have any cash equivalents at June 30, 2012.2

~~Deferred~~Table ~~Charges~~of Contents

~~The~~ICON ~~costs~~Oil of& ~~organizing~~Gas the Partnership and offering the Interests will be recorded as a reduction of equity over the estimated offering period, which period will not exceed two years from the effective date of the offering. Following the effective date of the offering, the unamortized balance of these costs, if any, will be reflected in the balance sheets as deferred charges, net. Organizational and offering costs include (i) the dealerFund-~~manager~~A ~~fee, (ii) sales commissions and (iii) other costs related to the organization of the Partnership and the offering of the Interests~~L.P.

~~Use~~(A ofDelaware ~~Estimates~~Limited Partnership)

~~The~~Notes ~~preparation of financial statements in conformity with US GAAP requires the Partnership~~ to ~~make~~Balance estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the balance sheets. Actual results could differ from those estimates.Sheets

2September 30, 2012

~~Table of Contents~~(unaudited)

~~ICON~~assumptions ~~Oil~~that affect &the ~~Gas~~reported ~~Fund-A~~amounts Lof assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the balance sheets.P Actual results could differ from those estimates.

(AOil and ~~Delaware~~Gas ~~Limited Partnership)~~Properties

~~Notes~~The Partnership will use the successful efforts method of accounting for oil and gas producing activities. Costs to ~~Balance~~acquire ~~Sheets~~mineral interests in oil and gas properties and to drill and equip wells will be capitalized. Costs are transferred to proved properties when it has been determined that proved reserves have been found. If wells are determined to be commercially unsuccessful or dry holes, the applicable, previously capitalized costs are expensed in the period such determination is made. Depreciation and depletion will be computed on a field-by-field basis by the unit-of-production method based on periodic estimates of oil and gas reserves. Undeveloped leaseholds and proved properties will be assessed for impairment periodically or whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. Proved properties will be assessed based on estimates of future cash flows. Costs incurred to operate and maintain wells and equipment and to lift oil and natural gas to the surface are expensed as incurred.

~~(unaudited)~~Production Revenues

~~(2) Summary~~The Managing GP and the investors in the Partnership will share in all of ~~Significant~~the Partnership’s ~~Accounting~~production ~~Policies~~revenues -in ~~continued~~the same percentage as their respective capital contribution bears to the Partnership’s total net capital contributions, except that the Managing GP will receive an additional 10% of the Partnership’s production revenues.

~~Oil~~Proceeds from ~~and~~the ~~Gas~~Sale ~~Properties~~of Wells/Leases

~~The~~If a ~~Partnership~~well ~~will~~is ~~use~~sold, the ~~successful~~portion ~~efforts method~~ of ~~accounting~~the ~~for~~sales ~~oil~~proceeds ~~and~~allocated ~~gas producing activities. Costs~~ to ~~acquire~~the ~~mineral interests in oil and gas properties and to drill and equip wells~~ Partnership will be ~~capitalized.~~allocated ~~Costs~~among ~~are~~the ~~transferred~~Managing toGP ~~proved~~and ~~properties when it has been determined that proved reserves have been found. If wells are determined to be commercially unsuccessful or dry holes,~~ the ~~applicable,~~investors ~~previously capitalized costs are expensed~~ in the ~~period~~Partnership ~~such~~in accordance ~~determination~~with ~~is made. Depreciation and depletion will be computed on a field-by-field basis by~~ the ~~unit-of-production~~sharing ~~method~~ratio ~~based~~utilized ~~on periodic estimates of oil and gas reserves. Undeveloped leaseholds and proved properties will be assessed~~ for ~~impairment periodically or whenever events or circumstances indicate that~~ the ~~carrying~~allocation ~~amount~~ of ~~these assets may not be recoverable~~production revenues. Proved properties will be assessed based on estimates of future cash flows. Costs incurred to operate and maintain wells and equipment and to lift oil and natural gas to the surface are expensed as incurred.

~~Production Revenues~~Equipment Proceeds

~~The~~Proceeds from ~~Managing~~the GPsale ~~and~~or ~~the~~other ~~investors~~disposition inof ~~the~~equipment ~~Partnership~~used ~~will~~to ~~share~~drill inand ~~all~~complete of the Partnership’s ~~production~~wells ~~revenues~~will inbe ~~the~~credited ~~same~~to ~~percentage~~the asManaging ~~their~~GP ~~respective~~and ~~capital~~the ~~contribution~~investors ~~bears to~~ in the Partnership’s ~~total~~in ~~net~~accordance ~~capital~~with ~~contributions, except that~~ the ~~Managing~~sharing GPratio ~~will~~utilized ~~receive~~for anthe allocation ~~additional 10%~~ of ~~the Partnership’s~~ production revenues.

~~Proceeds from the Sale of Wells/Leases~~Income Tax

IfThe Partnership ais ~~well~~taxed isas ~~sold,~~a ~~the~~partnership ~~portion~~for offederal ~~the~~and ~~sales~~State ~~proceeds~~income ~~allocated~~tax purposes. toNo ~~the~~provision ~~Partnership~~for ~~will~~income betaxes ~~allocated~~has ~~among~~been recorded since the ~~Managing~~liability for GPsuch ~~and~~taxes is that of each of the ~~investors~~partners inrather than the Partnership. inThe Partnership’s ~~accordance~~income ~~with~~tax returns will be subject to examination by the ~~sharing~~federal and ~~ratio~~State ~~utilized~~taxing ~~for~~authorities, and changes, if any, could adjust the ~~allocation~~individual income tax of ~~production~~the ~~revenues~~partners.

~~Equipment~~3) Participation ~~Proceeds~~in Costs and Revenues

~~Proceeds~~The Managing ~~from~~GP and investors in the ~~sale~~Partnership orwill ~~other~~participate ~~disposition~~in ofcertain ~~equipment~~costs (in ~~used~~excess toof ~~drill~~cumulative revenues) and ~~complete~~revenues (in excess of cumulative costs), after deducting from the Partnership’s ~~wells~~gross ~~will~~revenue bethe ~~credited~~landowners' royalties toand any other lease burdens. Following the Managing GP’s capital ~~and~~contribution ~~the~~equal ~~investors~~to in1% of the ~~Partnership~~total ininvestor ~~accordance~~capital ~~with~~ contributions, the ~~sharing~~Managing ~~ratio~~GP ~~utilized~~and ~~for~~investors in the ~~allocation~~Partnership ofwill ~~production~~participate in costs and revenues. as follows:

~~Income~~· Drilling, ~~Tax~~equipment, lease and organizational and offering costs will be charged 1% to the Managing GP and 99%

The Partnership is taxed as a partnership for federal and State income tax purposes. No provision for income taxes has been recorded since the liability for such taxes is that of each of the partners rather than the Partnership. The Partnership’s income tax returns will be subject to examination by the federal and State taxing authorities, and changes, if any, could adjust the individual income tax of the partners.3

~~(3) Participation~~Table inof ~~Costs and Revenues~~Contents

~~The~~ICON ~~Managing~~Oil GP& ~~and~~Gas ~~investors~~Fund-A in the Partnership will participate in certain costs (in excess of cumulative revenues) and revenues (in excess of cumulative costs), after deducting from the Partnership’s gross revenue the landowners' royalties and any other lease burdensL. Following the Managing GP’s capital contribution equal to 1% of the total investor capital contributions (net of organizational and offering costs and the management fee), the Managing GP and investors in the Partnership will participate in costs and revenues as follows:P.

3(A Delaware Limited Partnership)

~~Table~~Notes ofto ~~Contents~~Balance Sheets

~~ICON~~September ~~Oil~~30, ~~& Gas Fund-A L.P.~~2012

(~~A Delaware Limited Partnership~~unaudited)

~~Notes~~ to ~~Balance~~the ~~Sheets~~investors.

· Administrative, direct and other costs will be charged 11% to the Managing GP and 89% to the investors. (~~unaudited~~1)

~~(3) Participation~~· Production inrevenues and ~~Costs~~other proceeds will be credited 11% to the Managing GP and ~~Revenues~~89% –to ~~continued~~the investors.

•(1) ~~Drilling~~Production revenue otherwise allocable between the investors and the Managing GP is intended to be used to pay these costs. If, ~~equipment~~however, ~~lease~~these ~~and~~costs ~~organizational~~exceed the Partnership’s production revenue, then in any given year the investors and ~~offering~~the Managing GP may bear a percentage of these costs ~~will~~that bediffers ~~charged~~from 1%their share of the production revenue in that year, which share may vary from year to year under the Partnership’s limited partnership agreement. Other such costs also include the plugging and abandonment costs of the wells after their economic reserves have been produced and depleted. If the Managing GP ~~and~~pays ~~99%~~for toany portion of any of these costs, the ~~investors~~Managing GP will receive a share of the Partnership’s revenues in the same percentage as such costs are paid by the Managing GP.

~~• Administrative, direct and other costs will be charged 11% to the Managing GP and 89% to the investors. (1~~4) Capital Contributions

•The Managing ~~Production~~GP ~~revenues~~has ~~and~~made ~~other~~an ~~proceeds~~initial ~~will~~capital becontribution ~~credited~~of ~~11%~~$1 to the ~~Managing~~Partnership. In GPaddition, ~~and~~ICON ~~89%~~Investment Group, LLC made an initial capital contribution of $1,000 to the ~~investors~~Partnership and was admitted as a limited partner on September 19, 2011.

(15) Oil ~~Production revenue otherwise allocable between the investors~~ and ~~the~~Gas Managing GP is intended to be used to pay these costs. If, however, these costs exceed the Partnership’s production revenue, then in any given year the investors and the Managing GP may bear a percentage of these costs that differs from their share of the production revenue in that year, which share may vary from year to year under the Partnership’s limited partnership agreement. Other such costs also include the plugging and abandonment costs of the wells after their economic reserves have been produced and depleted. If the Managing GP pays for any portion of any of these costs, the Managing GP will receive a share of the Partnership’s revenues in the same percentage as such costs are paid by the Managing GP.Operations

~~(4) Capital~~The Partnership ~~Contributions~~expects to partner with one or more oil and gas operators, in each case, subject to a participation agreement. Each participation agreement is generally expected to provide that the related operator will conduct and direct, and have full control of, all operations with respect to specified oil and natural gas prospects within one or more projects. Each participation agreement is expected to continue in force so long as any of the oil and natural gas leases subject to such participation agreement remain or are continued in force as to the projects, whether by production, extension, renewal or otherwise.

The operators ~~Managing~~will GPreceive ~~has~~compensation, ~~made~~at ancompetitive ~~initial~~rates, ~~capital~~for ~~contribution~~drilling ofand completing $1the Partnership’s wells pursuant to the ~~Partnership~~related participation agreement. InWhen ~~addition,~~the ~~ICON~~Partnership’s ~~Investment~~wells ~~Group~~begin producing oil and/or natural gas in commercial quantities, ~~LLC~~the ~~made~~related anoperators ~~initial~~may ~~capital~~receive ~~contribution~~any or all of ~~$1,000~~the following: (i) compensation equal to a percentage of certain costs, (ii) reimbursement at actual cost for all direct expenses incurred by the operator on behalf of the Partnership, (iii) well supervisory fees, at competitive rates, for maintaining and ~~was~~operating ~~admitted~~the aswells aduring ~~limited~~operations, ~~partner~~and on(iv) gathering ~~September~~fees, 19at competitive rates, ~~2011~~for their services in gathering and transporting the Partnership’s oil and/or natural gas production.

(56) ~~Oil~~ Transactions with ~~and~~Related ~~Gas Operations~~Parties

~~The~~Pursuant to ~~Partnership~~the ~~expects~~terms toof ~~partner~~an ~~with~~administration ~~one~~agreement, orthe ~~more~~Partnership ~~oil~~has ~~and~~engaged ~~gas operators~~an affiliate, inICON ~~each~~Capital ~~case~~Corp., ~~subject to~~ a ~~participation~~Delaware ~~agreement.~~corporation ~~Each~~(“ICON ~~participation~~Capital”), ~~agreement~~to, among isother ~~generally~~things, ~~expected to~~ provide ~~that~~ the ~~related~~Partnership ~~operator~~with ~~will conduct and direct~~facilities, ~~and~~investor ~~have full control of, all operations with respect to specified oil~~ relations and ~~natural~~administrative ~~gas~~support. ~~prospects~~ICON ~~within~~Securities ~~one or more projects~~Corp. ~~Each~~(“ICON ~~participation~~Securities”), ~~agreement~~which is an ~~expected~~affiliate ~~to continue in force so long as any~~ of the ~~oil~~Managing ~~and~~GP, ~~natural~~will ~~gas~~act ~~leases subject to such participation agreement remain or are continued in force~~ as to the ~~projects,~~dealer-manager ~~whether~~for bythe offering ~~production,~~of ~~extension,~~the ~~renewal or otherwise~~Interests.

The ~~operators will receive compensation, at competitive rates, for drilling and completing the~~ Partnership’s ~~wells~~has ~~pursuant~~entered tointo ~~the~~certain ~~related~~agreements ~~participation~~with ~~agreement. When~~ the ~~Partnership’s~~Managing ~~wells~~GP, ~~begin~~ICON Capital ~~producing oil~~ and~~/or~~ ~~natural~~ICON ~~gas in commercial quantities~~Securities, ~~the~~whereby ~~related operators may receive any or all of~~ the ~~following:~~Partnership ~~(i)~~pays ~~compensation equal to a percentage of~~ certain ~~costs, (ii) reimbursement at actual cost for all direct expenses incurred by the operator on behalf of the Partnership, (iii) well supervisory~~ fees, ~~at competitive rates, for maintaining~~ and ~~operating the wells during operations, and (iv) gathering fees, at competitive rates, for their services in gathering and transporting the~~ ~~Partnership’s~~reimbursements ~~oil~~to ~~and/or~~these ~~natural~~parties ~~gas~~as ~~production.~~follows:

~~(6) Transactions with Related Parties~~4

~~Pursuant~~Table ~~to the terms~~ of an administration agreement, the Partnership has engaged an affiliate, ICON Capital Corp., a Delaware corporation (“ICON Capital”), to, among other things, provide the Partnership with facilities, investor relations and administrative support. ICON Securities Corp. (“ICON Securities”), which is an affiliate of the Managing GP, will act as the dealer-manager for the offering of the Interests.Contents

~~The Partnership has entered into certain agreements with the Managing GP and~~ ICON ~~Securities,~~Oil ~~whereby~~& ~~the~~Gas ~~Partnership~~Fund-A ~~pays certain fees and reimbursements to these parties as follows:~~L.P.

4(A Delaware Limited Partnership)

~~Table~~Notes ofto ~~Contents~~Balance Sheets

~~ICON~~September ~~Oil~~30, ~~& Gas Fund-A L.P.~~2012

(~~A Delaware Limited Partnership~~unaudited)

~~Notes~~· ICON Securities is entitled to ~~Balance~~receive ~~Sheets~~a 3% dealer-manager fee from the gross offering proceeds from the sale of the Interests.

~~(unaudited)~~· The selling dealers are entitled to receive a sales commission of up to 7% of the gross offering proceeds, which sales commissions may be subject to reduction for certain large purchases of Interests.

· The Managing GP will receive a management fee from the Partnership equal to 15% of gross offering proceeds less the sum of (6i) ~~Transactions~~ ~~with~~the ~~Related~~dealer-manager ~~Parties~~fee, -(ii) ~~continued~~all sales commissions, and (iii) all organizational and offering costs.

•· The ~~ICON~~Partnership ~~Securities~~will isreimburse the ~~entitled~~Managing toGP ~~receive~~and aits 3%affiliates ~~dealer-manager~~for ~~fee~~their ~~from~~(i) ~~the~~administrative ~~gross~~costs, ~~offering~~(ii) direct ~~proceeds~~costs, ~~from~~and ~~the~~(iii) ~~sale~~other costs incurred on behalf of the ~~Interests~~Partnership in drilling and maintaining its wells.

• The Managing GP will receive a share of the Partnership’s revenues. The ~~selling~~Managing GP’s ~~dealers~~revenue ~~are~~share ~~entitled~~will be in the same percentage that its capital contribution bears to ~~receive~~the atotal ~~sales~~capital ~~commission~~contributions, plus an additional 10% of upthe Partnership’s revenues. The Managing GP will make a minimum capital contribution at least equal to 71% of ~~the~~total ~~gross~~investor ~~offering~~capital ~~proceeds~~contributions. In addition, ~~which~~the Managing ~~sales~~GP ~~commissions~~and ~~may~~its beaffiliates ~~subject~~will tobe ~~reduction~~reimbursed for ~~certain~~organizational ~~large~~and offering ~~purchases~~expenses incurred in connection with the Partnership’s organization and offering of the Interests and administrative expenses incurred in connection with the Partnership’s operations.

•Administrative expense ~~The~~reimbursements are costs incurred by the Managing GP ~~will~~or ~~receive~~its aaffiliates that ~~management~~are ~~fee~~necessary ~~from~~to the Partnership’s ~~equal~~operations. toThese ~~15%~~costs ofinclude ~~gross~~the Managing ~~offering~~GP’s ~~proceeds~~and ~~less~~its ~~the~~affiliates’ ~~sum~~legal, ofaccounting, ~~(i)~~investor ~~the~~relations ~~dealer-manager~~and operations ~~fee~~personnel, ~~(ii)~~as ~~all~~well ~~sales~~as ~~commissions~~professional fees and other costs that are charged to the Partnership, based upon the percentage of time such personnel dedicate to the Partnership. Excluded are salaries and ~~(iii)~~related ~~all~~costs, ~~organizational~~office rent, travel expenses and ~~offering~~other administrative costs incurred by individuals with a controlling interest in the Managing GP.

• The Partnership will reimburse the Managing GP and its affiliates for their (i) administrative costs, (ii) direct costs, and (iii) other costs incurred on behalf of the Partnership in drilling and maintaining its wells.5

~~The~~Table ~~Managing GP will receive a share~~ of the Partnership’s revenues. The Managing GP’s revenue share will be in the same percentage that its capital contribution bears to the total capital contributions, plus an additional 10% of the Partnership’s revenues. The Managing GP will make a minimum capital contribution at least equal to 1% of total investor capital contributions (net of organizational and offering costs and the management fee). In addition, the Managing GP and its affiliates will be reimbursed for organizational and offering expenses incurred in connection with the Partnership’s organization and offering of the Interests and administrative expenses incurred in connection with the ~~Partnership’s operations.~~ Contents

~~Administrative~~Item ~~expense~~2. ~~reimbursements are costs incurred by the~~ Managing GPGeneral ~~or its affiliates that are necessary to the Partnership~~Partner’s ~~operations.~~Discussion ~~These costs include the Managing GP’s~~ and ~~its~~Analysis ~~affiliates’~~of ~~legal,~~Financial ~~accounting,~~Condition ~~investor relations~~ and ~~operations~~Results ~~personnel, as well as professional fees and other costs that are charged to the Partnership, based upon the percentage~~ of time such personnel dedicate to the Partnership. Excluded are salaries and related costs, office rent, travel expenses and other administrative costs incurred by individuals with a controlling interest in the Managing GP.Operations

This discussion should be read together with our unaudited balance sheet and related notes included elsewhere in this Quarterly Report on Form 10-Q and our Prospectus, dated July 10, 2012, which was filed with the Securities and Exchange Commission (7"SEC") on July 11, 2012. ~~Subsequent~~This discussion ~~Event~~should also be read in conjunction with the disclosures below regarding “Forward-Looking Statements” and the “Risk Factors” set forth in Item 1A of Part II of this Quarterly Report on Form 10-Q.

~~The~~As used ~~Partnership’s~~in ~~Registration~~this ~~Statement~~Quarterly Report on Form S10-1Q, asreferences ~~amended~~to “we,” ~~was~~“us,” ~~declared~~“our” ~~effective~~or similar byterms ~~the~~include ~~SEC~~ICON onOil ~~July~~& ~~10,~~Gas ~~2012~~Fund-A L.P.

5Forward-Looking Statements

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

~~Item 2. Managing General Partner’s Discussion and Analysis of Financial Condition and Results of Operations~~Overview

~~This~~We are ~~discussion~~a ~~should~~newly beorganized ~~read~~oil ~~together~~and ~~with~~gas ~~our~~drilling ~~unaudited~~fund ~~balance~~whose ~~sheet~~primary ~~and~~investment objectives ~~related~~are ~~notes~~to ~~included~~(i) ~~elsewhere~~generate inrevenue ~~this~~from ~~Quarterly~~the ~~Report~~production onand ~~Form~~sale ~~10-Q~~of oil and natural ~~our Prospectus~~gas, ~~dated~~(ii) ~~July~~distribute ~~10,~~cash ~~2012~~to investors, ~~which~~and ~~was~~(iii) ~~filed~~provide investors with tax benefits in the ~~Securities~~year ~~and~~that ~~Exchange~~the ~~Commission~~offering ~~("SEC") on~~commences ~~July~~and ~~11,~~in ~~2012~~future years. ~~This~~ The ~~discussion~~proceeds ~~should~~from ~~also~~the sale of the Interests will be ~~read~~used to invest primarily in oil ~~conjunction~~and ~~with~~liquids-rich ~~the~~natural ~~disclosures~~gas ~~below~~development ~~regarding~~wells, principally “~~Forward~~fluid management” projects, where hydrocarbons are known to be present, located in the Mid-~~Looking~~Continent ~~Statements”~~region ~~and~~of the ~~“Risk~~United ~~Factors”~~States, ~~set~~with ~~forth~~the potential investment in properties ~~Item~~located 1Awithin other types of ~~Part~~projects IIand/or in other geographic areas that we may, from time to time, identify as prospective. A development well is a well drilled within the proved area of ~~this~~an ~~Quarterly~~oil ~~Report~~or onnatural ~~Form~~gas reservoir ~~10-Q~~to the depth of a stratigraphic horizon known to be productive.

~~As used in this Quarterly Report on Form 10-Q, references to “we,” “us,” “our” or similar terms include ICON Oil & Gas Fund-A L.P.~~Operations

~~Forward~~As of September 30, 2012, we had no operations and had not made any investments. We will commence operations following receipt and acceptance of subscriptions for 200 Interests and the admission of subscribers as limited partners or investor general partners. Our Registration Statement on Form S-~~Looking~~1, ~~Statements~~as amended, was declared effective by the SEC on July 10, 2012.

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

~~Overview~~Summary

~~We are a newly organized oil and gas drilling fund whose primary investment objectives are to (i) generate revenue from the production and sale~~ As of ~~oil~~September ~~and natural gas~~30, ~~(ii) distribute cash to investors~~2012, ~~and~~we ~~(iii)~~had provide investors with tax benefits in the year that the offering commences and in future years. The proceeds from the sale of the Interests will be used to invest primarily in oil and liquids-rich natural gas development wells$1,001 ~~principally “fluid management” projects, where hydrocarbons are known to be present, located~~ in the Mid-Continent region of the United States, with the potential investment in properties located within other types of projects and/or in other geographic areas that we may, from time to time, identify as prospectivecash. ~~A development well is a well drilled within the proved area of an oil or natural gas reservoir to the depth of a stratigraphic horizon known to be productive.~~

~~Operations~~As we sell Interests, we will experience a relative increase in liquidity as cash is received and then, a relative decrease in liquidity as cash is expended to make investments.

~~As of June 30~~However, unanticipated ~~2012,~~or wegreater ~~had~~than noanticipated ~~operations~~operating ~~and~~costs ~~had~~or ~~not~~losses ~~made~~would adversely ~~any~~affect ~~investments~~our liquidity. WeTo ~~will~~the ~~commence~~extent ~~operations~~that ~~following~~working ~~receipt~~capital ~~and~~may ~~acceptance~~be insufficient ofto ~~subscriptions~~satisfy ~~for~~our ~~200~~cash ~~Interests~~requirements, ~~and~~we ~~the~~anticipate ~~admission~~that ofwe ~~subscribers~~would asfund our ~~limited partners or investor general partners.~~

~~Subsequent Event~~6

~~Our~~Table ~~Registration Statement on Form S-1, as amended, was declared effective by the~~of Contents ~~SEC on July 10, 2012.~~

~~Liquidity~~operations from cash flow generated by operating and ~~Capital~~financing ~~Resources~~activities. Our Managing GP does not intend to fund any cash flow deficit of ours or provide other financial assistance to us, except as may be described in our Prospectus, dated July 10, 2012, which was filed with the SEC on July 11, 2012.

~~Summary~~Commitments and Contingencies and Off-Balance Sheet Transactions

AsCommitments ofand ~~June 30, 2012, we had $1,001 in cash.~~Contingencies

6None.

~~Table~~Off-Balance ofSheet ~~Contents~~Transactions

~~As we sell Interests, we will experience a relative increase in liquidity as cash is received and then, a relative decrease in liquidity as cash is expended to make investments~~None.

~~However,~~Item ~~unanticipated or greater than anticipated operating costs or losses would adversely affect our liquidity~~3. ToQuantitative ~~the extent that working capital may be insufficient to satisfy our cash requirements, we anticipate that we would fund our operations from cash flow generated by operating~~ and ~~financing~~Qualitative ~~activities.~~Disclosures ~~Our~~About ~~Managing~~Market GP does not intend to fund any cash flow deficit of ours or provide other financial assistance to us, except as may be described in our Prospectus, dated July 10, 2012, which was filed with the SEC on July 11, 2012.Risk

~~Commitments and Contingencies and Off-Balance Sheet Transactions~~Not applicable.

~~Commitments~~Item 4. Controls and ~~Contingencies~~Procedures

~~None.~~Evaluation of disclosure controls and procedures

~~Off~~In connection with the preparation of this Quarterly Report on Form 10-~~Balance~~Q ~~Sheet~~for ~~Transactions~~the three months ended September 30, 2012, our Managing GP carried out an evaluation, under the supervision and with the participation of the management of our Managing GP, including its Co-Chief Executive Officers and the Principal Financial and Accounting Officer, of the effectiveness of the design and operation of our Managing GP’s disclosure controls and procedures as of the end of the period covered by this report pursuant to the Securities Exchange Act of 1934, as amended. Based on the foregoing evaluation, the Co-Chief Executive Officers and the Principal Financial and Accounting Officer concluded that our Managing GP’s disclosure controls and procedures were effective.

~~None~~In designing and evaluating our Managing GP’s disclosure controls and procedures, our Managing GP recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Our Managing GP’s disclosure controls and procedures have been designed to meet reasonable assurance standards. Disclosure controls and procedures cannot detect or prevent all error and fraud. Some inherent limitations in disclosure controls and procedures include costs of implementation, faulty decision-making, simple error and mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all anticipated and unanticipated future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with established policies or procedures.

~~Item~~Evaluation 3.of ~~Quantitative~~internal ~~and~~control ~~Qualitative~~over ~~Disclosures~~financial ~~About Market Risk~~reporting

~~Not~~There have ~~applicable~~been no changes in our internal control over financial reporting during the three months ended September 30, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Item 4. Controls and Procedures~~7

~~Evaluation~~Table of ~~disclosure controls and procedures~~ Contents

InPART ~~connection~~II ~~with the preparation of this Quarterly Report on Form 10~~-Q ~~for~~OTHER the three months ended June 30, 2012, our Managing GP carried out an evaluation, under the supervision and with the participation of the management of our Managing GP, including its Co-Chief Executive Officers and the Principal Financial and Accounting Officer, of the effectiveness of the design and operation of our Managing GP’s disclosure controls and procedures as of the end of the period covered by this report pursuant to the Securities Exchange Act of 1934, as amended. Based on the foregoing evaluation, the Co-Chief Executive Officers and the Principal Financial and Accounting Officer concluded that our Managing GP’s disclosure controls and procedures were effective.INFORMATION

InItem designing and evaluating our Managing GP’s disclosure controls and procedures, our Managing GP recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met1. ~~Our~~ ~~Managing~~Legal GP’s disclosure controls and procedures have been designed to meet reasonable assurance standards. Disclosure controls and procedures cannot detect or prevent all error and fraud. Some inherent limitations in disclosure controls and procedures include costs of implementation, faulty decision-making, simple error and mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all anticipated and unanticipated future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with established policies or procedures. Proceedings

~~Evaluation of internal control over financial reporting~~None.

~~There~~Item ~~have~~1A. ~~been~~Risk no changes in our internal control over financial reporting during the three months ended June 30, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.Factors

7There have been no material changes from the risk factors disclosed in our Prospectus, dated July 10, 2012, which was filed with the SEC on July 11, 2012.

~~Table~~Item 2. Unregistered Sales of ~~Contents~~Equity Securities and Use of Proceeds

~~PART~~On September II19, -2011, ~~OTHER~~we ~~INFORMATION~~were capitalized with the issuance to (i) ICON Oil & Gas GP, LLC of a managing general partnership interest for a purchase price of $1.00 and (ii) ICON Investment Group, LLC of one (1) Interest for a purchase price of $1,000. These partnership interests were purchased for investment and for the purpose of organizing us. We issued the partnership interests in reliance on an exemption from registration under Section 4(2) of the Securities Act of 1933.

~~Item~~Our Registration Statement on Form S-1, as amended, was declared effective by the SEC on July 10, 2012 (SEC File No. 333-177051). ~~Legal~~Our ~~Proceedings~~offering period commenced on July 10, 2012.

~~None~~Item 3. Defaults Upon Senior Securities

~~Item 1A~~Not applicable. ~~Risk Factors~~

~~There~~Item ~~have~~4. ~~been~~Mine noSafety ~~material changes from the risk factors disclosed in our Prospectus, dated July 10, 2012, which was filed with the SEC on July 11, 2012.~~Disclosures

~~Item 2~~Not applicable. ~~Unregistered Sales of Equity Securities and Use of Proceeds~~

OnItem ~~September 19, 2011, we were capitalized with the issuance to (i) ICON Oil & Gas GP, LLC of a managing general partnership interest for a purchase price of $1~~5.00 ~~and~~Other (ii) ICON Investment Group, LLC of one (1) Interest for a purchase price of $1,000. These partnership interests were purchased for investment and for the purpose of organizing us. We issued the partnership interests in reliance on an exemption from registration under Section 4(2) of the Securities Act of 1933.Information

~~Our Registration Statement on Form S-1, as amended, was declared effective by the SEC on July 10, 2012 (SEC File No~~Not applicable. ~~333-177051). Our offering period commenced on July 10, 2012 and will end no earlier than December 31, 2012.~~

~~Item 3. Defaults Upon Senior Securities~~8

~~Not~~Table ~~applicable.~~of Contents

Item 46. ~~Mine~~ ~~Safety Disclosures~~Exhibits

Not applicable.

3.1	Certificate of Limited Partnership of ICON Oil & Gas Fund-A L.P. filed with the Delaware Secretary of State (Incorporated by reference to Exhibit 3.1 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).

4.1	Form of Limited Partnership Agreement of Registrant (Incorporated by reference to Exhibit 4.1 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).

10.1	Form of Participation Agreement (Incorporated by reference to Exhibit 10.2 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).

31.1	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.

31.2	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.

31.3	Rule 13a-14(a)/15d-14(a) Certification of Principal Financial and Accounting Officer.

32.1	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.3	Certification of Principal Financial and Accounting Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*	XBRL Instance Document.
101.SCH*	XBRL Taxonomy Extension Schema Document.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.



*	XBRL (eXtensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

~~Item 5. Other Information~~9

~~Not~~Table ~~applicable.~~of Contents

8SIGNATURES

~~Table~~Pursuant to the requirements of ~~Contents~~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.

~~Item~~ICON 6.Oil & ~~Exhibits~~Gas Fund-A L.P.

3.1	Certificate of Limited Partnership of ICON Oil & Gas Fund-A L.P. filed with the Delaware Secretary of State (Incorporated by reference to Exhibit 3.1 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).
4.1	Form of Limited Partnership Agreement of Registrant (Incorporated by reference to Exhibit 4.1 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).
10.1	Form of Participation Agreement (Incorporated by reference to Exhibit 10.2 to Registrant’s Registration Statement on Form S-1 filed with the SEC on September 28, 2011 (File No. 333-177051)).
31.1	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.
31.2	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.
31.3	Rule 13a-14(a)/15d-14(a) Certification of Principal Financial and Accounting Officer.
32.1	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(Registrant)

32.2	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.3	Certification of Principal Financial and Accounting Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document.
101.SCH*	XBRL Taxonomy Extension Schema Document.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.
*	XBRL (eXtensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

By: ICON Oil & Gas GP, LLC

9 (Managing General Partner of the Registrant)

~~Table~~October ~~of Contents~~11, 2012

~~SIGNATURES~~By: /s/ Michael A. Reisner Michael A. Reisner Co-Chief Executive Officer and Co-President (Co-Principal Executive Officer)

~~Pursuant~~By: to/s/ ~~the~~Mark ~~requirements~~Gatto ofMark ~~the~~Gatto ~~Securities~~Co-Chief ~~Exchange~~Executive ~~Act~~Officer ofand ~~1934,~~Co-President ~~the~~(Co-Principal ~~registrant~~Executive ~~has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~Officer)

~~ICON~~By: ~~Oil~~/s/ &Nicholas ~~Gas~~Sinigaglia ~~Fund-A~~Nicholas ~~L.P.~~Sinigaglia Managing Director (Principal Financial and Accounting Officer)

~~(Registrant)~~10

By: ICON Oil & Gas GP, LLC

(Managing General Partner of the Registrant)

August 24, 2012

By: /s/ Michael A. Reisner Michael A. Reisner Co-Chief Executive Officer and Co-President (Co-Principal Executive Officer)

By: /s/ Mark Gatto Mark Gatto Co-Chief Executive Officer and Co-President (Co-Principal Executive Officer)

By: /s/ Nicholas Sinigaglia Nicholas Sinigaglia Managing Director (Principal Financial and Accounting Officer)

Filing Compare · ICON Oil & Gas Fund-A L.P.