UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): ~~November~~April 274, ~~2023~~2024

COMMONWEALTH INCOME & GROWTH FUND VII, LP

(Exact name of registrant as specified in its charter)

Commission File Number: 333-156357

Pennsylvania		26-3733264
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

4532 US Highway 19

Suite 200

New Port Richey, FL 34652

(Address, including zip code, of principal executive offices)

(877) 654-1500

(Registrant’s telephone number including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Section 45 – ~~Matters~~Corporate ~~Related~~Governance ~~to Accountants~~ and ~~Financial Statements~~Management

Item 45.02 ~~Non-Reliance~~Departure onof ~~Previously~~Directors ~~Issued~~or ~~Financial~~Principal ~~Statements~~Officers; orElection aof ~~Related~~Directors; ~~Audit~~Appointment ~~Report~~of orCertain ~~Completed~~Officers; ~~Interim~~Compensatory ~~Review~~Arrangements of Certain Officers.

On ~~November~~Monday ~~15,~~April ~~2023~~1, ~~the General Partner of Commonwealth Income & Growth Fund VII~~2024, ~~LP,~~Peter ~~(the “Partnership”)~~Daley, inOutside ~~consultation~~Director ~~with~~on ~~management~~the ~~and~~Commonwealth ~~MORISON~~Capital ~~COGEN, LLP, the Partnership'~~Corporation’s ~~independent~~Board ~~registered~~of ~~public~~Directors, ~~accounting~~resigned ~~firm,~~his ~~concluded~~position ~~that~~as ~~the~~Outside ~~Partnership’s~~Director ~~previously~~with ~~issued~~Commonwealth ~~interim~~Capital ~~financial~~Corporation ~~statements~~as ~~contained~~he ~~within~~moves ~~the~~into ~~quarterly~~partial ~~Report~~retirement. onHe ~~Form~~thanked ~~10-Q~~Kim ~~for~~and the ~~quarter~~Commonwealth ~~ended~~team ~~(Q3),~~and ~~should~~will noremain ~~longer~~available ~~be relied upon due~~ to ~~errors~~Commonwealth inas ~~such~~an ~~financial~~Accredited ~~statements,~~Senior ~~and~~Appraiser ~~therefore~~through a2027. ~~restatement~~He ofplans ~~these~~to ~~prior~~start ~~financial~~enjoying ~~statements~~a ispartial ~~required~~retirement.

Commonwealth Income & Growth Fund VII, LP announced it’s in the process of re-stating its 10-Qs and 10-K financials for fiscal 2022. The restatement was deemed appropriate given the increase in notes payable and additional revenue within associated private entities in which the partnership is invested. 2

2SIGNATURES

~~SIGNATURES~~Pursuant to the requirements 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.

~~Pursuant~~COMMONWEALTH toINCOME ~~the~~& ~~requirements~~GROWTH ofFUND ~~the Securities Exchange Act of 1934~~VII, ~~the~~LP ~~registrant~~BY: ~~has~~COMMONWEALTH ~~duly~~INCOME ~~caused~~& ~~this~~GROWTH ~~report~~FUND, ~~to be signed on its behalf by the undersigned~~INC., ~~thereunto~~General ~~duly authorized.~~Partner

COMMONWEALTH INCOME & GROWTH FUND VII, LP BY: COMMONWEALTH INCOME & GROWTH FUND, INC., General Partner

April 4, 2024

By:

/s/ Kimberly A. Springsteen-Abbott

Date

Kimberly A. Springsteen-Abbott

Chief Executive Officer

Commonwealth Income & Growth Fund, Inc.

Date: November 28, 2023	By:	/s/ Kimberly A. Springsteen-Abbott
	Kimberly A. Springsteen-Abbott
	Chief Executive OfficerCommonwealth Income & Growth Fund, Inc.

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