FORM 10-K

Securities and Exchange Commission

Washington, D. C. 20549

Annual Report Under Section 13 or 15(d)

of the Securities Exchange Act of 1934

	For Year Ended	Commission File Numbers:

	December 31, 20002001	2-97573; 33-12626;
		and 33-19023**NATIONAL MORTGAGE ACCEPTANCE CORPORATION**
(Exact name of registrant as specified in its charter)

	Virginia	54-1294217

	(State or other Jurisdiction	(I.R.S. Employer

	of incorporation)	Identification number)

909 East Main Street

P. O. Box 1575

Richmond, Virginia  23218

(Address of principal executive offices)  (Zip Code)

Registrant's telephone number, including area code:

(804) 775-7904

Securities registered pursuant to Section 12(b) of the Act:

NONE

Securities registered pursuant to Section 12(g) of the Act:

NONE

	Indicate by checkmark 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 period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past ninety (90) days.

	Yes	      X  	No			  
	Aggregate market value of voting stock held by non-affiliates of the registrant as of March 1, 20010:

NONE

	Number of shares of common stock outstanding as of March 1, 20020:

 

			Class A:	730 shares

			Class B:	1,665 shares
**PART I****Item 1. Business
	National Mortgage Acceptance Corporation ("NMAC"), was incorporated under the laws of the Commonwealth of Virginia on October 19, 1984, as a limited purpose finance corporation under the name "Thrift Financing Corporation". NMAC adopted its present name in 1989. NMAC maintains its principal executive offices at 909 East Main Street, Richmond, Virginia 23219, and its telephone number is (804) 775-7904.

	Under its Restated and Amended Articles of Incorporation, NMAC's business is limited to issuing bonds ("Bonds") principally secured by, or with interests in, "Mortgage Collateral." Mortgage Collateral may include mortgage loans and deed of trust loans secured by real estate and certificates evidencing interests in pools of such mortgage and/or deed of trust loans, which certificates may be issued or guaranteed by the Government National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association, and/or private issuers. NMAC may lend the proceeds from the sale of its Bonds to participating borrowers pursuant to loan or funding agreements through which NMAC will obtain pledges of Mortgage Collateral to secure a related series of Bonds. NMAC also may use the proceeds from the sale of its Bonds to acquire Mortgage Collateral pledged to secure a series of its Bonds. NMAC's activities in connection with such transactions may include holding, transferring, assigning, pledging, financing, refinancing and otherwise dealing with mortgage loans and mortgage certificates and any activities incident to or necessary or convenient to accomplish the foregoing purposes.

	Each series of NMAC's Bonds is secured by collateral consisting primarily of (1) Mortgage Collateral owned by NMAC and pledged to secure that series of Bonds, (2) funding agreements with participating borrowers, which funding agreements are secured by Mortgage Collateral, (3) a combination of such Mortgage Collateral and funding agreements, and/or (4) amounts deposited in the various funds and accounts created for such series of NMAC's Bonds and investments made with such funds. Collateral for each series of NMAC's bonds is pledged and assigned by NMAC to a trustee on behalf of the holders of the Bonds of such series and, except for certain insurance policies (or deposits partially or entirely in lieu of such insurance policies), collateral for a particular series of Bonds will not be available for payment of Bonds of any other series or for payment of any other liabilities of NMAC. Funds held by the trustee with respect to each series of Bonds are restricted so as to assure the payment of principal and interest on the Bonds of such series to the extent of such funds. 

	With respect to any one or more series of its Bonds, NMAC may cause an election to be filed under the Internal Revenue Code of 1986, as amended (the "Code"), to have the segregated asset pool comprising the trust estate for such series of Bonds treated as a real estate mortgage investment conduit ("REMIC") as defined in the Code (each such series, a "REMIC Series"). If a REMIC election is to be made with respect to the trust estate for a series of NMAC's Bonds, the Bonds of such REMIC Series will be treated as "regular interests" in a REMIC, as such term is defined in the Code. In connection with one or more REMIC Series, NMAC expects that it will sell all or substantially all of the "residual interest," as such term is defined in the Code, in such REMIC Series to entities engaged, directly or through their owners or affiliates, in mortgage funding, financing or origination activities.

	Each series of NMAC's Bonds is to be secured by separate collateral that does not serve as security for any other series of NMAC's Bonds. The collateral pledged to the trustee securing a series of NMAC's Bonds is projected to produce cash flow sufficient, together with reinvestment income thereon at an assumed annual rate and assuming timely payment to the trustee of distributions on the Mortgage Collateral for such series, to make principal and interest payments required to be made on the outstanding Bonds of that series. With respect to any REMIC Series of NMAC's Bonds, the sale by NMAC of the "residual interest" in the trust estate for such REMIC Series will constitute a sale by NMAC of the economic benefit of the amounts remaining in the trust estate for such REMIC Series after payments of the Bonds of the related REMIC Series. Such amounts will be paid to the purchasers of the residual interest of such REMIC Series, and will not be available to creditors of NMAC or available to pay other liabilities or obligations of NMAC.

	On July 1, 2001, NMAC caused all of its issued and outstanding Thrift Industry Mortgage Collateralized Obligation (TIMCO) Bonds, Series 1985-A (FHLMMLC Certificates) (the "1985-A Bonds") to be redeemed.  The redemption of the Series 1985-A Bonds was effected through the provisions of the Indenture and the Series Supplement for the 1985-A Bonds, which permitted the 1985-A Bonds to be redeemed, in whole but not in part, on any Series 1985-A Bond Payment Date, commencing with the July 1, 2001 Bond Payment Date for the Series 1985-A Bonds.  Moneys to effect the redemption of the Series 1985-A Bonds were obtained by NMAC through its sale of the Funding Agreements pledged to secure the Series 1985-A Bonds to BB&T Capital Markets, a division of Scott & Stringfellow, Inc.. ("S&S" ,formally Craigie Incorporated, an affiliated company at a price in excess of the amounts required to effect the redemption of the Series 1985-A Bonds on July 1, 2001).  Sale of the Funding Agreements securing the Series 1985-A Bonds in connection with the July 1, 2001 redemption resulted in NMAC not receiving any interest payments on the loans evidenced by the Funding Agreements.  Offsetting this reduction in revenues for the period ending DecemberSeptember 310, 2001, is an elimination of the costs to NMAC represented by the interest on the Series 1985-A Bonds.  

 
** 

	On September 17, 1999, NMAC offered to subscribe to 1,000 shares of the Common Stock ("Stock") of National Mortgage Securities Corporation ("NMSC") and agreed, in consideration therefor, to transfer cash in the amount of $10,000 to NMSC.  NMAC also represented that the Stock would be held for investment and not for the purpose of distribution or resale.  NMAC transferred cash in December 1999 and recorded an investment in subsidiary on its books.  This investment along with certain costs incurred in the formation of NMSC, areis included in "Other Assets" on the Balance Sheet for December 31, 20002001.  NMSC is a wholly owned subsidiary of NMAC.

NMSC was formed to purchase or otherwise acquire, own, hold, pledge, finance, transfer, assign and otherwise deal in or with mortgage assets (including mortgage loans), mortgage-backed securities, asset-backed securities, mortgage collateralized obligations, other interests in real estate, and any combination of the foregoing, including, but not limited to, (1) mortgage assets secured by senior or subordinate liens on residential property, (2) participation interests in mortgage assets, (3) pass-through, mortgage-backed certificates as to which Federal National Mortgage Association guarantees the timely payment of interest at the pass-through rate and the timely payment of principal, and other securities as dictated in NMSCs Articles of Incorporation.  NMSC has no salaried employees and its officers and directors also hold offices in NMAC. Shelf Registration fees and organization costs are being amortized over 10 years and 15 years, respectively.

	NMAC has no salaried employees and has entered into management and administrative services agreements with S&Scott & Stringfellow, Inc. ("S&S", formally Craigie Incorporated, an affiliated company), pursuant to which S&S provides NMAC with administrative, accounting and clerical services, office space and the use of the registered service mark "TIMCO" for NMAC's Bonds. NMAC also enters into management agreements with non-affiliates with respect to certain services to be provided by NMAC with respect to REMIC Series of its Bonds.

 

 

	Information as of December 31, 20002001 with respect to NMAC's outstanding Bonds is included in Notes 45 and 56 of NMAC's Financial Statements included herein.
**Item 2. Properties
	NMAC has no material physical properties.
**Item 3. Legal Proceedings
	None.
**Item 4. Submission of Matters to a Vote of Security Holders
	On March 2826, 20021, a meeting of the Shareholders was held and the following persons were elected to NMACs Board of Directors:  Steven C. DeLaney, John B. Jung, Jr., Merlin T. Grim and William E. Hardy. **OPEN.**Also, a change of Independent Public Accountants to PricewaterhouseCoopers LLP for the fiscal year ending December 31, 2002.

 
**PART II****Item 5. Market for Registrant's Common Equity and Related Shareholder Matters
	There is no market for NMAC common stock. All outstanding common stock of NMAC is owned by S&S and by the service corporation subsidiaries of what were originally nine savings and loan associations and savings banks. As of December 31, 20002001, four of the nine savings and loan associations and savings banks are believed to be under the management of federal banking regulators. There has been no transfer of common stock ownership and no dividends were paid with respect to NMAC common stock in 19992000 or 20002001.
**Item 6. Selected Financial Data
	The following data are for the years ended December 31, 20002001, 19992000, 1999, 1998, 1997, and 19976.
 
Year Ended December 31,  
20002001
19992000
19981999
19971998
19961997**Statement of Operations Data     
Revenues
$840,242383,9754
$840,242$1,107,885
$1,107,885$1,411,916
$1,411,916$1,742,471
$1,742,471$2,164,745
Net Income (Loss)
((33,29526,605))(13,0478)
(26,605)(1,502)
(1,502)3,641
3,6416,473
6,473(3,210)
Earnings (Loss) Per Share
(113.1190)(5.45)
(11.11)(0.63)
(0.63)1.52
1.522.70
2.70(1.34)**Balance Sheet     
Total Assets
$7,111,657234,145
$7,111,657$9,236,904
$9,236,904$12,057,732
$12,057,732$14,998,274
$14,998,274$18,617,696
Receivables Pursuant to******************