UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934


For the quarterly period ended June 30, 2007


                                       OR


[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15(d)  OF  THE  SECURITIES
     EXCHANGE ACT OF 1934



                         COMMISSION FILE NUMBER 0-24652

                          FREEDOM TAX CREDIT PLUS L.P.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



                    Delaware                                      13-3533987
------------------------------------------------             -------------------
(State or other jurisdiction of incorporation or               (I.R.S. Employer
                 organization)                               Identification No.)

     625 Madison Avenue, New York, New York                         10022
------------------------------------------------             -------------------
    (Address of principal executive offices)                      (Zip Code)



Registrant's telephone number, including area code (212) 317-5700


     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 [ ]


     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer and large  accelerated  filer" in Rule 12b-2 of the Exchange  Act.  (Check
one):

Large accelerated filer [ ]    Accelerated filer [ ]   Non-accelerated filer [X]


     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]


<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                   June 30,       March 31,
                                                                     2007           2007
                                                                 ------------    ------------
                                                                 (Unaudited)      (Audited)
<S>                                                              <C>             <C>
ASSETS

Operating assets
  Property and equipment - (at cost, net of accumulated
    depreciation of $22,116,558 and $23,820,319, respectively)   $ 23,053,678    $ 24,877,432
  Cash and cash equivalents                                         5,636,897       5,899,857
  Cash held in escrow                                               2,649,660       2,869,341
  Deferred costs (net of accumulated amortization of $186,788
    and $204,969, respectively)                                       219,152         243,958
  Other assets                                                      1,113,606         852,070
                                                                 ------------    ------------

Total operating assets                                             32,672,993      34,742,658
                                                                 ------------    ------------

Assets held for sale (Note 4)
  Assets held for sale                                                      0           1,704
                                                                 ------------    ------------
Total assets - held for sale                                                0           1,704
                                                                 ------------    ------------

Total assets                                                     $ 32,672,993    $ 34,744,362
                                                                 ============    ============

LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

Operating liabilities
  Mortgage notes payable                                         $ 24,303,214    $ 25,276,141
  Accounts payable and other liabilities                            1,350,677       1,350,713
  Due to local general partners and affiliates                         71,830       1,078,112
  Due to general partners and affiliates (Note 2)                   3,235,331       3,229,196
                                                                 ------------    ------------

Total operating liabilities                                        28,961,052      30,934,162
                                                                 ------------    ------------

Liabilities related to discontinued  operations (Note 4)
  Liabilities  related to discontinued operations including
    minority interest                                                       0           7,113
                                                                 ------------    ------------
Total liabilities related to discontinued operations                        0           7,113
                                                                 ------------    ------------

Total liabilities                                                  28,961,052      30,941,275
                                                                 ------------    ------------

Minority interests                                                    689,299         672,373
                                                                 ------------    ------------

Commitments and contingencies (Note 5)

Partners' capital (deficit):
Limited partners (72,896 BACs issued and outstanding)                (493,423)       (386,432)
General partners                                                    3,516,065       3,517,146
                                                                 ------------    ------------

Total partners' capital (deficit)                                   3,022,642       3,130,714
                                                                 ------------    ------------

Total liabilities and partners' capital (deficit)                $ 32,672,993    $ 34,744,362
                                                                 ============    ============
</TABLE>

The  accompanying  notes are an integral  part of these  condensed  consolidated
financial statements.

                                       2
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                     Three Months Ended
                                                                          June 30,
                                                                 --------------------------
                                                                    2007           2006*
                                                                 -----------    -----------
<S>                                                              <C>            <C>
Revenues:
Rental income                                                    $ 1,297,443    $ 1,264,689
Other                                                                276,139        219,672
                                                                 -----------    -----------
Total revenues                                                     1,573,582      1,484,361
                                                                 -----------    -----------

Expenses:
General and administrative                                           342,207        322,989
General and administrative-related parties (Note 2)                  143,072        313,418
Repairs and maintenance                                              296,975        246,783
Operating and other                                                  179,990        180,331
Real estate taxes                                                     81,862         79,730
Insurance                                                             82,246         83,232
Financial                                                            359,030        378,568
Depreciation and amortization                                        345,198        345,670
                                                                 -----------    -----------

Total expenses                                                     1,830,580      1,950,721
                                                                 -----------    -----------

Loss before minority interest and discontinued operations           (256,998)      (466,360)

Minority interest in loss of subsidiaries from operations              2,786          2,796
                                                                 -----------    -----------

Loss from continuing operations                                     (254,212)      (463,564)

Discontinued operations:
Income (loss) from discontinued operations (including minority
  interest and gain (loss) on sale of properties) (Note 4)           146,140     (1,431,628)
                                                                 -----------    -----------
Net loss                                                         $  (108,072)   $(1,895,192)
                                                                 ===========    ===========

Loss from continuing operations - limited partners               $  (251,670)   $  (458,928)
Income (loss) from discontinued operations (including minority
  interest and gain (loss) on sale of properties) - limited
  partners                                                           144,679     (1,417,312)
                                                                 -----------    -----------
Net loss - limited partners                                      $  (106,991)   $(1,876,240)
                                                                 ===========    ===========

Weighted average number of BACs outstanding                           72,896         72,896
                                                                 ===========    ===========

Loss from continuing operations per BAC                          $     (3.45)   $     (6.30)
Income (loss) from discontinued operations per BAC                      1.98         (19.44)
                                                                 -----------    -----------

Net loss per BAC                                                 $     (1.47)   $    (25.74)
                                                                 ===========    ===========
</TABLE>

*  Reclassified for comparative purposes

The  accompanying  notes are an integral  part of these  condensed  consolidated
financial statements.

                                       3
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENT OF CHANGES
                         IN PARTNERS' CAPITAL (DEFICIT)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                               Limited        General
                                                 Total         Partners       Partners
                                              -----------    -----------    -----------
<S>                                           <C>            <C>            <C>
Partners' capital (deficit) - April 1, 2007   $ 3,130,714    $  (386,432)   $ 3,517,146

Net loss                                         (108,072)      (106,991)        (1,081)
                                              -----------    -----------    -----------

Partners' capital (deficit) - June 30, 2007   $ 3,022,642    $  (493,423)   $ 3,516,065
                                              ===========    ===========    ===========
</TABLE>

The  accompanying  notes are an integral  part of these  condensed  consolidated
financial statements.

                                       4
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                  Three Months Ended
                                                                                       June 30,
                                                                              --------------------------
                                                                                  2007           2006
                                                                              -----------    -----------
<S>                                                                           <C>            <C>
Cash flows from operating activities:

Net loss                                                                      $  (108,072)   $(1,895,192)

Adjustments to reconcile net loss to net cash used in operating activities:

   (Gain) loss on sale of properties                                              (24,264)        83,655
   Loss on impairment of property and equipment                                         0        400,000
   Depreciation and amortization                                                  379,248        890,131
   Minority interest in (loss) income of subsidiaries                            (155,663)       697,657
   Increase in cash held in escrow                                                (55,530)       (81,162)
   Increase in other assets                                                      (268,562)      (285,829)
   Increase (decrease) in accounts payable and other liabilities                  171,517     (1,846,145)
   Increase (decrease) in due to general partners and affiliates                   44,260     (2,049,503)
   Decrease in due to local general partners and affiliates                       (10,067)        (5,583)
                                                                              -----------    -----------

Net cash used in operating activities                                             (27,133)    (4,091,971)
                                                                              -----------    -----------

Cash flows from investing activities:

   Proceeds from sale of investment                                                30,767              0
   Acquisition of property and equipment                                         (205,937)      (208,061)
                                                                              -----------    -----------

Net cash used in investing activities                                            (175,170)      (208,061)
                                                                              -----------    -----------

Cash flows from financing activities:

   Repayments of mortgage notes                                                   (62,361)      (303,237)
   Increase in capitalization of consolidated subsidiaries attributable to
     minority interest                                                                  0      2,112,800
                                                                              -----------    -----------

Net cash (used in) provided by financing activities                               (62,361)     1,809,563
                                                                              -----------    -----------

Net decrease in cash and cash equivalents                                        (264,664)    (2,490,469)

Cash and cash equivalents at beginning of period                                5,901,561      4,672,266
                                                                              -----------    -----------

Cash and cash equivalents at end of period*                                   $ 5,636,897    $ 2,181,797
                                                                              ===========    ===========

Supplemental disclosure of cash flow information:
Cash paid during period for interest                                          $   643,861    $   897,583
                                                                              ===========    ===========

Summarized below are the components of the loss on sale of properties:

   Proceeds from sale of investments - net                                    $   (30,767)   $         0
   Decrease in property and equipment, net of accumulated depreciation          1,654,113      7,260,685
   Decrease in cash held in escrow                                                275,211        564,692
   Decrease in rents receivable                                                     3,416         47,376
   Decrease in other assets                                                         3,610        418,801
   Decrease in mortgage notes payable                                            (910,566)    (5,530,236)
   (Decrease) increase in accounts payable and other liabilities                 (178,670)       312,394
   Decrease in due to general partners and affiliates                             (38,125)       (87,000)
   Decrease in due to local general partners and affiliate                       (996,215)      (240,769)
   Decrease in deferred costs                                                      21,136         52,318
   Increase (decrease) in capitalization of consolidated subsidiaries
     attributable to minority interest                                            172,593     (2,714,606)
</TABLE>

See Note 4 for cash flows from discontinued operations.

*  Cash and cash equivalents,  end of period, includes cash and cash equivalents
   from discontinued operations of $0 and $1,704, respectively.

The  accompanying  notes are an integral  part of these  condensed  consolidated
financial statements.

                                       5
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)


Note 1 - General

The condensed  consolidated financial statements include the accounts of Freedom
Tax Credit Plus L.P.  ("the  Partnership")  and twenty  subsidiary  partnerships
("subsidiaries", "subsidiary partnerships" or "Local Partnerships") in which the
Partnership is a limited partner.  Through the rights of the Partnership  and/or
an affiliate of Related Freedom Associates L.P., a Delaware limited  partnership
and  Freedom GP Inc.,  a Delaware  corporation  (each a  "General  Partner"  and
collectively,  the  "General  Partners"),  which  affiliate  has  a  contractual
obligation to act on behalf of the  Partnership to remove the general partner of
the  subsidiary  partnership  (each a "Local General  Partner"),  and to approve
certain  major  operating  and  financial  decisions,   the  Partnership  has  a
controlling  financial interest in the Local Partnerships.  As of June 30, 2007,
the Partnership's limited partnership interest in ten Local Partnerships and the
property and the related assets and  liabilities of thirteen Local  Partnerships
were sold (see Note 3).

The  Partnership's  first fiscal  quarter ends on June 30. The first quarter for
all  subsidiaries  ends  March  31 in  order  to  allow  adequate  time  for the
subsidiaries' financial statements to be prepared and consolidated.  Accounts of
the subsidiaries  have been adjusted for intercompany  transactions from April 1
through June 30.

All   intercompany   accounts  and   transactions   have  been   eliminated   in
consolidation.

Increases  (decreases)  in  the  capitalization  of  consolidated   subsidiaries
attributable to minority  interest arise from cash  contributions  from and cash
distributions to the minority interest partners.

Losses attributable to minority interests aggregated  approximately $156,000 and
$0 for the  three  months  ended  June 30,  2007 and 2006,  respectively.  These
amounts include approximately $153,000 and $0, respectively,  which were related
to discontinued  operations.  The Partnership's investment in each subsidiary is
generally equal to the respective  subsidiary's  partners'  equity less minority
interest capital, if any.

The books and records of the  Partnership are maintained on the accrual basis of
accounting in accordance with accounting  principles  generally  accepted in the
United  States  of  America.  In the  opinion  of the  General  Partners  of the
Partnership,   the  accompanying   unaudited  condensed  consolidated  financial
statements  contain  all  adjustments   (consisting  only  of  normal  recurring
adjustments)  necessary to present fairly the condensed  consolidated  financial
position of the  Partnership  as of June 30, 2007, its results of operations and
cash flows for the three  months  ended  June 30,  2007 and 2006.  However,  the
operating  results and cash flows for the three  months  ended June 30, 2007 may
not be indicative of the results for the entire year.

Certain  information  and  note  disclosures   normally  included  in  financial
statements prepared in accordance with accounting  principles generally accepted
in the United States of America have been omitted or condensed.  These condensed
consolidated  financial  statements  should  be read  in  conjunction  with  the
consolidated   financial   statements   and  notes   thereto   included  in  the
Partnership's Annual Report on Form 10-K for the year ended March 31, 2007.


Note 2 - Related Party Transactions

The costs incurred to related parties from operations for the three months ended
June 30, 2007 and 2006 were as follows:
<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                                 June 30,
                                                         -----------------------
                                                            2007         2006*
                                                         ----------   ----------
<S>                                                      <C>          <C>
Partnership management fees (a)                          $    4,964   $  163,875
Expense reimbursement (b)                                    34,092       52,120
Local administrative fee (c)                                  5,250        4,662
                                                         ----------   ----------

Total general and administrative-General Partners            44,306      220,657
                                                         ----------   ----------
Property management fees incurred to affiliates of the
  subsidiary partnerships' general partners (d)              98,766       92,761
                                                         ----------   ----------
Total general and administrative-related parties         $  143,072   $  313,418
                                                         ==========   ==========
</TABLE>

* Reclassified for comparative purposes.

                                       6
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)


The costs incurred to related parties from discontinued operations for the three
months ended June 30, 2007 and 2006 were as follows:
<TABLE>
<CAPTION>
                                                        Three Months Ended
                                                             June 30,
                                                     ---------------------
                                                        2007         2006*
                                                     ----------   ----------
<S>                                                  <C>          <C>
Local administrative fee (c)                         $    5,047   $    7,213
                                                     ----------   ----------
Total general and administrative-General Partners         5,047        7,213
                                                     ----------   ----------
Property management fees incurred to affiliates of
   the Local General Partners (d)                         2,520      121,769
                                                     ----------   ----------

Total general and administrative-related parties     $    7,567   $  128,982
                                                     ==========   ==========
</TABLE>

* Reclassified for comparative purposes.


(a) The General  Partners are entitled to receive a partnership  management fee,
after payment of all Partnership expenses,  which together with the annual local
administrative  fees  will not  exceed a maximum  of 0.5% per annum of  invested
assets (as defined in the  Partnership's  Amended  and  Restated  Agreement  and
Certificate  of  Limited   Partnership  (the  "Partnership   Agreement")),   for
administering  the  affairs  of  the  Partnership.   Subject  to  the  foregoing
limitation,  the  partnership  management  fee will be determined by the General
Partners in their sole discretion  based upon their review of the  Partnership's
investments.  Unpaid  Partnership  management  fees for any year will be accrued
without  interest and will be payable from  working  capital  reserves or to the
extent of available funds after the Partnership  has made  distributions  to the
limited partners and Beneficial Assignment Certificates ("BACs") holders of sale
or refinancing proceeds equal to their original capital contributions plus a 10%
priority return thereon (to the extent not  theretofore  paid out of cash flow).
Partnership   management  fees  owed  to  the  General  Partners   amounting  to
approximately  $2,953,000 and $2,948,000  were accrued and unpaid as of June 30,
2007 and March 31, 2007,  respectively.  Without the General Partners' continued
accrual without  payment,  the Partnership will not be in a position to meet its
obligations.  The General  Partners have continued  allowing the accrual without
payment of these amounts, but are under no obligation to continue to do so.
 The  Partnership  is  dependent  upon the support of the General  Partners  and
certain of their  affiliates in order to meet its obligations at the Partnership
level.  The General  Partners and these  affiliates have agreed to continue such
support for the foreseeable future.

(b) The  Partnership  reimburses the General  Partners and their  affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the  Partnership's  behalf.  The amount of reimbursement  from the
Partnership is limited by the provisions of the Partnership  Agreement.  Another
affiliate of the General Partners performs asset monitoring for the Partnership.
These   services   include  site  visits  and   evaluations  of  the  subsidiary
partnerships' performance.

(c) Freedom SLP L.P., a special limited partner of the subsidiary  partnerships,
is entitled to receive an annual  local  administrative  fee of up to $2,500 per
year from each subsidiary partnership.

(d) Property  management  fees incurred by subsidiary  partnerships  amounted to
$109,839  and  $227,307  for the  three  months  ended  June 30,  2007 and 2006,
respectively.  Of these fees,  $101,286 and $214,530 were incurred to affiliates
of the subsidiary partnerships, which include $2,520 and $121,769, respectively,
of fees relating to discontinued operations.


Note 3 - Sale of Properties

The Partnership is currently in the process of disposing of its investments.  As
of June 30, 2007, the Partnership's  limited  partnership  interest in ten Local
Partnerships and the property and the related assets and liabilities of thirteen
Local  Partnerships  have been sold.  There can be no  assurance  as to when the
Partnership will dispose of its remaining  investments or the amount of proceeds
which may be received. However, based on the historical operating results of the
Local Partnerships and the current economic conditions, including changes in tax
laws,  it is  unlikely  that  the  proceeds  from  such  sales  received  by the
Partnership  will be sufficient to return to the limited partners their original
investments.  All  gains  and  losses  on sales  are  included  in  discontinued
operations.

During the quarter ended June 30, 2007,  Brookwood  Associates,  Ltd., Shadowood
Apartments,  Ltd., Heflin Hills Apartments L.P., Hidden Valley Apartments, Ltd.,
West Hill  Apartments,  L.P.  and Winsor  Place,  L.P.  (collectively  "Farmers'
Homes") all entered into agreements to sell their  properties and related assets
and  liabilities  to an  unaffiliated  third  party  purchaser  ("Buyer").  This
transaction was disclosed as a subsequent event in the  Partnership's  Form 10-K
for the year ended March 31, 2007.  However,  during the same quarter ended June
30, 2007, the Buyer  withdrew from the  contracts,  at which time the properties
were placed back on the market.  As of June 30, 2007 the Farmers' Homes were not
classified as assets held for sale, and, therefore, not included in discontinued
operations.

On May 3, 2007, the  Partnership's  limited  partnership  interest in 220 Cooper
Street  Limited  Partnership  ("Cooper  Street")  was sold to the Local  General
Partner for a sales price of $50,000.  The Partnership  received net proceeds of

                                       7
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)


approximately  $12,000  from this  sale.  Because  Cooper  Street  was sold to a
related  party  of the  Local  Partnership,  the  sale  resulted  in a  non-cash
contribution  to the  Local  Partnership  from  the  Local  General  Partner  of
approximately  $173,000.  Such contribution flows through minority interest as a
result of the  write-off  of the  partners'  deficit  basis in the  property  of
approximately $161,000 and the $12,000 cash received from the sale.

On July 26,  2006,  the  property  and the  related  assets and  liabilities  of
Washington  Brooklyn  Limited   Partnership   ("Washington")  were  sold  to  an
unaffiliated  third party purchaser for a sales price of approximately  $160,000
and the  assumption  of the  related  mortgage  liabilities  and the  litigation
discussed in Note 5. After the repayment of other  liabilities and closing costs
of approximately  $60,000,  the Partnership  will receive an additional  payment
estimated  to be  approximately  $100,000  to be paid at a later  date  upon the
settlement of a foreclosure  dispute (see Note 5). During the quarter ended June
30, 2006, in accordance with SFAS No. 144, the  Partnership  deemed the building
impaired  and  wrote  it down to its  fair  value  which  resulted  in a loss on
impairment of $400,000.  The sale resulted in a loss of  approximately  $384,000
resulting  from  the  write-off  of  the  partners'  basis  in the  property  of
approximately  $384,000 at the date of the sale.  An  adjustment  to the loss of
approximately  $5,000 was  recorded  during  the  quarter  ended June 30,  2007,
resulting in overall loss of approximately $379,000. The sale also resulted in a
non-cash  contribution to the Local  Partnership  from an affiliate of the Local
General  Partner  of  approximately  $30,000  as a result  of the  write-off  of
payables  owed by Local  Partnership.  The sale resulted in the  liquidation  of
Washington.

On June 26, 2006, the property and the related assets and liabilities of Hunters
Chase  Apartments  ("Hunters  Chase") were sold to an  unaffiliated  third party
purchaser for a sales price of $2,730,000.  The Partnership received $334,243 as
a  distribution  from  this  sale  after  the  repayment  of  mortgages,   other
liabilities and closing costs of approximately $2,396,000.  The sale resulted in
a gain of approximately $1,192,000 resulting from the write-off of the partners'
deficit  basis in the property of  approximately  $1,192,000  at the date of the
sale,  which was  recorded  during the quarter  ended  September  30,  2006.  An
adjustment to the gain of approximately  $72,000 was recorded during the quarter
ended December 31, 2006, resulting in overall gain of approximately  $1,264,000.
The sale also resulted in a non-cash  contribution to the Local Partnership from
the  Local  General  Partner  of  approximately  $1,245,000  as a result  of the
write-off of payables  owed by the Local  Partnership.  The sale resulted in the
liquidation of Hunters Chase.

On June 26,  2006,  the  property  and the  related  assets and  liabilities  of
Wilshire  Apartments  ("Wilshire")  were  sold to an  unaffiliated  third  party
purchaser for a sales price of $1,700,000. The Partnership received $31,986 as a
distribution from this sale after the repayment of mortgages,  other liabilities
and closing costs of  approximately  $1,668,000.  The sale resulted in a gain of
approximately  $680,000  resulting  from the write-off of the partners'  deficit
basis in the property of  approximately  $680,000 at the date of the sale, which
was recorded during the quarter ended September 30, 2006. A downward  adjustment
to the gain of  approximately  $161,000  was recorded  during the quarter  ended
December 31, 2006, resulting in overall gain of approximately $519,000. The sale
also resulted in a non-cash contribution to the Local Partnership from the Local
General  Partner of  approximately  $1,179,000  as a result of the  write-off of
payables owed by the Local Partnership.  The sale resulted in the liquidation of
Wilshire.

On June 20, 2006, the property and the related assets and  liabilities of Bethel
Park  Apartments  ("Bethel  Park")  were  sold to an  unaffiliated  third  party
purchaser for a sales price of $2,500,000.  The Partnership received $620,674 as
a  distribution  from  this  sale  after  the  repayment  of  mortgages,   other
liabilities and closing costs of approximately $1,879,000.  The sale resulted in
a gain of approximately  $319,000  resulting from the write-off of the partners'
deficit basis in the property of approximately $319,000 at the date of the sale,
which was recorded during the quarter ended September 30, 2006. An adjustment to
the gain of  approximately  $11,000 was recorded  during the quarter ended March
31, 2007,  resulting in overall gain of  approximately  $330,000.  The sale also
resulted  in a non-cash  contribution  to the Local  Partnership  from the Local
General  Partner  of  approximately  $298,000  as a result of the  write-off  of
payables owed by the Local Partnership.  The sale resulted in the liquidation of
Bethel Park.

On June 20, 2006, the property and the related assets and liabilities of Zebulon
Park Apartments  ("Zebulon") were sold to an unaffiliated  third party purchaser
for a  sales  price  of  $2,000,000.  The  Partnership  received  $420,305  as a
distribution from this sale after the repayment of mortgages,  other liabilities
and closing costs of  approximately  $1,580,000.  The sale resulted in a gain of
approximately  $115,000  resulting  from the write-off of the partners'  deficit
basis in the property of  approximately  $115,000 at the date of the sale, which
was recorded during the quarter ended September 30, 2006. A downward  adjustment
to the gain of  approximately  $3,000  was  recorded  during the  quarter  ended
December 31, 2006, resulting in overall gain of approximately $112,000. The sale
also resulted in a non-cash contribution to the Local Partnership from the Local
General  Partner  of  approximately  $264,000  as a result of the  write-off  of
payables owed by the Local Partnership.  The sale resulted in the liquidation of
Zebulon.

On June 5,  2006,  the  property  and the  related  assets  and  liabilities  of
Northwood Apartments of Georgia ("Northwood") were sold to an unaffiliated third
party  purchaser  for a sales  price of  $6,050,000.  The  Partnership  received
$3,197,019  as a  distribution  from this sale after the repayment of mortgages,
other  liabilities,  closing costs and  distributions  to minority  interests of
approximately  $2,853,000.   The  sale  resulted  in  a  gain  of  approximately
$2,367,000  resulting from the write-off of the partners'  basis in the property
of  approximately  $2,367,000 at the date of the sale, which was recorded during
the quarter ended September 30, 2006. An adjustment to the gain of approximately
$81,000 was  recorded  during the quarter  ended March 31,  2007,  resulting  in
overall gain of approximately  $2,448,000.  The sale also resulted in a non-cash
distribution  from  the  Local  Partnership  to the  Local  General  Partner  of
approximately  $868,000 as a result of the write-off of receivables  owed to the
Local Partnership. The sale resulted in the liquidation of Northwood.

On March 31, 2006, the Partnership's  limited  partnership  interest in Davidson
Court  Limited  Partnership  ("Davidson  Court") was sold to an affiliate of the
general  partner of the Local  Partnership  (the "Local General  Partner") for a
sales price of $1,100,000.  The Partnership received proceeds of $1,066,715 from

                                       8
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)


this sale after the payment of closing costs of  approximately  $33,000 from the
sales price.  Because  Davidson  Court was sold to a related  party of the Local
Partnership,  the  sale  resulted  in  a  non-cash  contribution  to  the  Local
Partnership  from the Local  General  Partner  of  approximately  $68,000.  Such
contribution flows through minority interest as a result of the write-off of the
partners'  basis in the property of  approximately  $999,000 and the  $1,066,715
cash received from the sale.

On March  31,  2006,  the  Partnership's  limited  partnership  interest  in CLM
Equities  Limited  Partnership  ("Morris  Avenue") was sold to the Local General
Partner  and its  affiliate  for a sales  price  of  $265,000.  The  Partnership
received proceeds of $264,990 from this sale.  Because Morris Avenue was sold to
a related  party of the  Local  Partnership,  the sale  resulted  in a  non-cash
distribution  from  the  Local  Partnership  to the  Local  General  Partner  of
approximately  $424,000,  which was recorded  during the quarter  ended June 30,
2006. A downward  adjustment  of  approximately  $9,000 was recorded  during the
quarter ended December 31, 2006,  resulting in overall non-cash  distribution of
approximately  $415,000.  Such distribution flows through minority interest as a
result of the write-off of the partners' basis in the property of  approximately
$680,000 and the $264,990 cash received from the sale.

On February 1, 2006, the Partnership's  limited partnership  interest in Ivanhoe
Apartments Limited Partnership ("Ivanhoe") was sold to the Local General Partner
for a sales price of $150,000.  The  Partnership  received  proceeds of $150,000
from  this  sale.  Because  Ivanhoe  was sold to a  related  party of the  Local
Partnership,  the sale  resulted  in a  non-cash  distribution  from  the  Local
Partnership to the Local General  Partner of  approximately  $50,000,  which was
recorded  during the quarter  ended June 30, 2006. An adjustment to the non-cash
distribution  of  approximately  $35,000 was recorded  during the quarter  ended
March 31, 2007,  resulting in overall  non-cash  distribution  of  approximately
$85,000.  Such  distribution  flows through minority interest as a result of the
write-off of the partners' basis in the property of  approximately  $235,000 and
the $150,000 cash  received from the sale.  The sale also resulted in a non-cash
contribution to the Local  Partnership  from an affiliate of the General Partner
of approximately  $35,000 as a result of the write-off of payables owed by Local
Partnership.

On January 19, 2006, the Partnership's  limited  partnership  interest in Nelson
Anderson Affordable Housing Limited Partners ("Nelson Anderson") was sold to the
Local General Partner for a sales price of $490,000.  The  Partnership  received
proceeds of  $489,990  from this sale.  Because  Nelson  Anderson  was sold to a
related  party  of the  Local  Partnership,  the  sale  resulted  in a  non-cash
distribution  from  the  Local  Partnership  to the  Local  General  Partner  of
approximately  $196,000,  which was recorded  during the quarter  ended June 30,
2006. A downward adjustment to the non-cash distribution of approximately $1,000
was  recorded  during the quarter  ended March 31,  2007,  resulting  in overall
non-cash distribution of approximately $197,000. Such distribution flows through
minority  interest as a result of the  write-off of the  partners'  basis in the
property of approximately $687,000 and the $489,990 cash received from the sale.
The sale also resulted in a non-cash  contribution to the Local Partnership from
an affiliate of the General Partner of approximately  $28,000 as a result of the
write-off of payables owed by Local Partnership.


Note 4 - Discontinued Operations

The following table summarizes the financial  position of the Local Partnerships
that are classified as  discontinued  operations  because the  respective  Local
Partnerships  were  classified  as assets held for sale. As of June 30, 2007 and
March 31, 2007,  there were no Local  Partnerships  classified  as  discontinued
operations in the  consolidated  balance sheets.  The amounts shown below, as of
March 31, 2007,  represent residual cash and accounts payable balances as of the
balance sheet date from the sale of Washington, which subsequently were paid.

Consolidated Balance Sheets of Discontinued Operations:
<TABLE>
<CAPTION>
                                                  June 30,    March 31,
                                                    2007        2007
                                                ----------   ----------
     <S>                                        <C>          <C>
     Assets
       Cash and cash equivalents                $        0   $    1,704
                                                ----------   ----------
     Total assets                               $        0   $    1,704
                                                ==========   ==========

     Liabilities
       Accounts payable and other liabilities   $        0   $    7,113
                                                ----------   ----------
     Total liabilities                          $        0   $    7,113
                                                ==========   ==========
</TABLE>

The  following  table   summarizes  the  results  of  operations  of  the  Local
Partnerships  that are  classified  as  discontinued  operations.  For the three
months  ended June 30,  2007,  Cooper  Street,  which was sold  during the three
months ended June 30, 2007,  was  classified as  discontinued  operations on the
condensed consolidated financial statements. For the three months ended June 30,
2006, Nelson Anderson, Ivanhoe, Davidson Court, Morris Avenue, Northwood, Bethel
Park,  Zebulon,  Hunters  Chase and  Wilshire,  which were sold during the three
months ended June 30, 2006,  and  Mulberry,  Oxford Trace,  Tivoli  Place,  Twin
Trees,  Eagle Ridge,  Lauderdale  Lakes,  Washington and Manhattan B, which were
classified  as assets held for sale,  and  Abraham  Lincoln,  Harmony  Gates and
Cooper Street, in order to present comparable results for the three months ended
June 30, 2007, were all classified as  discontinued  operations on the condensed
consolidated financial statements.

                                       9
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)
<TABLE>
<CAPTION>
Condensed Consolidated Statements of Discontinued Operations:

                                                                                     Three Months Ended
                                                                                           June 30,
                                                                                  --------------------------
                                                                                      2007          2006*
                                                                                  -----------    -----------
<S>                                                                               <C>            <C>
Revenues

Rental income                                                                     $    51,688    $ 2,243,260
Other                                                                                   2,306         88,518
Gain (loss) on sale of properties                                                      24,264        (83,655)
                                                                                  -----------    -----------
Total revenue                                                                          78,258      2,248,123
                                                                                  -----------    -----------

Expenses

General and administrative                                                              8,164        496,198
General and administrative-related parties (Note 2)                                     7,567        128,982
Repairs and maintenance                                                                 6,208        344,428
Operating and other                                                                     9,278        243,542
Real estate taxes                                                                       4,931        167,708
Insurance                                                                               3,064         90,790
Interest                                                                               11,733        563,190
Depreciation and amortization                                                          34,050        544,460
Loss on impairment of property and equipment                                                0        400,000
                                                                                  -----------    -----------

Total expenses                                                                         84,995      2,979,298
                                                                                  -----------    -----------

Loss from discontinued operations before minority interest                             (6,737)      (731,175)
Minority interest in (loss) income of subsidiaries from discontinued operations       152,877       (700,453)
                                                                                  -----------    -----------
Net income (loss) from discontinued operations                                    $   146,140    $(1,431,628)
                                                                                  ===========    ===========

Net income (loss) - limited partners from discontinued operations                 $   144,679    $(1,417,312)
                                                                                  ===========    ===========

Weighted average number of BACs outstanding                                            72,896         72,896
                                                                                  ===========    ===========

Net income (loss) from discontinued operations per BAC                            $      1.98    $    (19.44)
                                                                                  ===========    ===========
</TABLE>


Cash flows from Discontinued Operations:
<TABLE>
<CAPTION>
                                                                                     Three Months Ended
                                                                                           June 30,
                                                                                  --------------------------
                                                                                      2007          2006*
                                                                                  -----------    -----------
<S>                                                                               <C>            <C>
Net cash (used in) provided by discontinued operating activities                  $  (126,970)   $   830,359
                                                                                  -----------    -----------

Net cash provided by (used in) discontinued investing activities                  $    27,321    $(1,688,079)
                                                                                  -----------    -----------

Net cash (used in) provided by discontinued financing activities                  $  (196,030)   $   668,239
                                                                                  -----------    -----------
</TABLE>

* Reclassified for comparative purposes.


Note 5 - Commitments and Contingencies

Washington
----------
On July 26, 2006,  the sale of Washington was completed (see Note 3) pursuant to
the purchase and sale  agreement.  Upon closing,  the  purchaser  assumed all of
Washington's  rights and  liabilities  with respect to the litigation  described
below.

In  or  about  September  2003,  a  putative  mortgagee   commenced  a  mortgage
foreclosure  action in the Supreme Court of the State of New York,  Kings County
(the  "Court"),  entitled  150 Beach 120th  Street Inc. v.  Washington  Brooklyn
Limited  Partnership,  Index No. 35255/2003,  seeking to foreclose on an alleged
$100,000 loan and mortgage  against the real property (the "Apartment  Complex")

                                       10
<PAGE>

                          FREEDOM TAX CREDIT PLUS L.P.
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2007
                                   (Unaudited)


owned by Washington. Apparently, the former general partner of Washington, BUFNY
Houses of  Brooklyn,  Inc.  ("BUFNY"),  allegedly  granted two  mortgages in the
amounts of $225,000 and $100,000 secured by the Apartment  Complex.  Each of the
foregoing  mortgages was granted without the knowledge of Freedom SLP, L.P. (the
"Special Limited  Partner") or the Partnership  (collectively the "Freedom LPs")
or the  consent of the Special  Limited  Partner,  as  required by  Washington's
Amended  and  Restated   Agreement  of  Limited   Partnership  (the  "Washington
Partnership  Agreement").  The Freedom  LPs  believe  that BUFNY did not use the
alleged loan proceeds for the benefit of  Washington  or the Apartment  Complex.
For these and other reasons,  the Freedom LPs contend that the alleged mortgages
are invalid.

In addition, BUFNY allegedly failed to comply with the terms of either mortgage,
which resulted in the holders of the alleged  $100,000  mortgage  commencing the
foreclosure  proceedings.  BUFNY did not appear in or  otherwise  respond to the
foreclosure  proceedings.  The holders of the alleged $225,000 mortgage have not
yet, to the knowledge of the Freedom LPs, commenced any foreclosure proceedings.

Due to  BUFNY's  breach of  fiduciary  duties  and  breaches  of the  Washington
Partnership  Agreement,  the Special Limited Partner  exercised its rights under
the Washington  Partnership  Agreement to remove BUFNY as  Washington's  general
partner  and to  substitute  itself  as the  new  replacement  general  partner,
effective April 26, 2004.

Shortly  after the Freedom LPs became  aware of these  foreclosure  proceedings,
their counsel  contacted  counsel for the plaintiffs and mortgagees in an effort
to learn more about the alleged  mortgages and to resolve the disputes  relating
to the mortgages.  When those efforts failed,  the Freedom LPs filed a motion to
intervene  in the  foreclosure  action  and to file a late  answer  on behalf of
themselves  and  Washington.  The  Freedom LPs contend  that the  mortgages  are
invalid  and  that   Washington  is  not  liable  for  them  or  the  underlying
indebtedness. In an order dated September 7, 2004, the Court granted the Freedom
LPs' motion to intervene and to file a late answer on behalf of Washington.

On or about  September 21, 2004,  the Freedom LPs, on behalf of  themselves  and
Washington, served an answer, counterclaims and crossclaims in defending against
the action.  The answer  denied the material  allegations  of the  complaint and
asserted certain  affirmative  defenses,  counterclaims  and crossclaims.  Among
other things, the Freedom LPs, on behalf of themselves and Washington, added The
Levites  Organization,  one of the two  co-holders of the $225,000  mortgage for
which the  plaintiffs'  complaint  did not seek  foreclosure,  as an  additional
counterclaim defendant,  and the Freedom LPs asserted that both the $100,000 and
$225,000 mortgages are invalid and void ab initio.

After  obtaining  discovery  from the putative  mortgagees,  Washington  and the
Freedom LPs on July 12, 2005 made a motion for summary  judgment  dismissing the
complaint and declaring the mortgages  invalid and void ab initio.  The putative
mortgagees  cross-moved for summary  judgment  declaring the mortgages valid and
enforceable.  Subsequently,  by decision dated January 3, 2006, the Court denied
both  motions,  finding  that  questions  of  fact  exist  for  trial  as to the
reasonableness of the putative mortgagees' reliance on BUFNY.

On February 14, 2006,  the Freedom LPs filed a notice of appeal from the January
3, 2006 decision.

On July 18,  2006,  the  Freedom  LPs  perfected  their  appeal from the Court's
January 3, 2006 decision.

Pine Shadow, Ltd. ("Pine Shadow")
---------------------------------
During  2005,  Pine Shadow  suffered  damages  from  flooding  due to  Hurricane
Katrina.  However,  in 2006,  Pine Shadow  entered into an agreement  with Rural
Housing  Services  ("RHS") in which Pine Shadow is to receive funding to replace
all damages to the property. The funds to be received will be a Second Soft Loan
in the amount of $4,384,000  with an annual interest rate of 1%. Payments on the
loan will be deferred for a 20 year period. In accordance with SFAS No. 144, the
Partnership has determined that there is no impairment and the carrying  amounts
of the assets are recoverable, therefore, no adjustments are required. As of the
filing date of this report, the funds have not yet been received.

Other
-----

The  Partnership is subject to risks  incident to potential  losses arising from
the management and ownership of improved real estate.  The  Partnership can also
be affected by poor economic conditions  generally,  however no more than 32% of
the properties are located in any single state. There are also substantial risks
associated with owning properties receiving government  assistance,  for example
the  possibility  that  Congress  may not  appropriate  funds to enable the U.S.
Department of Housing and Urban  Development  ("HUD") to make rental  assistance
payments.  HUD also  restricts  annual cash  distributions  to partners based on
operating  results and a percentage of the owners'  equity  contribution.  As of
June 30,  2007,  there were three  Local  Partnerships  subsidized  by HUD.  The
Partnership cannot sell or substantially liquidate its investments in subsidiary
partnerships  during the period that the  subsidy  agreements  are in  existence
without  HUD's  approval.  Furthermore  there  may  not  be  market  demand  for
apartments at full market rents when the rental assistance contract expires.

Except as  described  above,  management  is not aware of any  trends or events,
commitments or uncertainties, which have not otherwise been disclosed, that will
or are likely to impact  liquidity in a material  way.  Management  believes the
only impact would be from laws that have not yet been adopted.  The portfolio is
diversified by the location of the  properties  around the United States so that
if one  area of the  country  is  experiencing  downturns  in the  economy,  the
remaining  properties  in the  portfolio  may  not  be  affected.  However,  the
geographic  diversification  of the portfolio may not protect  against a general
downturn in the national economy.

                                       11
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

Liquidity and Capital Resources
-------------------------------

The   Partnership's   capital  was  originally   invested  in  forty-two   Local
Partnerships.  As of  June  30,  2007,  the  Partnership's  limited  partnership
interest in ten Local  Partnerships  and the property and the related assets and
liabilities of thirteen Local Partnerships have been sold.

Off-Balance Sheet Arrangements
------------------------------
The Partnership has no off-balance sheet arrangements.

Tabular disclosure of Contractual Obligations
---------------------------------------------
The Partnership  discloses in Item 7 of the Partnership's  Annual Report on Form
10-K for the year ended March 31, 2007,  the  Partnership's  commitments to make
future  payments under its debt  agreements and other  contractual  obligations.
There are no material changes to such disclosure or amounts as of June 30, 2007.

Short-Term
----------

The  Partnership's  primary  sources  of funds  included:  (i)  working  capital
reserves;  (ii)  interest  earned on the working  capital  reserves;  (iii) cash
distributions from operations of the Local Partnerships; and (iv) sales proceeds
and distributions.  Such funds,  although minimal (other than sales proceeds and
sales distributions),  are available to meet the obligations of the Partnership.
The Partnership does not anticipate providing cash distributions to BACs holders
in circumstances  other than refinancing or sales. During the three months ended
June 30, 2007 and 2006,  distributions from operations of the Local Partnerships
amounted to  approximately  $66,000 and $54,000,  respectively,  which have been
eliminated in  consolidation.  Additionally,  during the three months ended June
30,  2007  and  2006,  the  Partnership  received   approximately   $31,000  and
$4,602,000,  respectively,  of  proceeds  and  distributions  from  the  sale of
investments.

For the three  months  ended June 30,  2007,  cash and cash  equivalents  of the
Partnership and its  consolidated  Local  Partnerships  decreased  approximately
$265,000 due to net cash used in operating activities of approximately  $27,000,
acquisition of property and equipment of  approximately  $206,000 and repayments
of mortgage notes of approximately $62,000. Such outflows exceeded proceeds from
sale of investment of  approximately  $31,000.  Included in the  adjustments  to
reconcile the net loss to net cash used in operating  activities is depreciation
and  amortization  of  approximately  $379,000 and gain on sale of properties of
approximately $24,000.

Total  expenses  for the three  months  ended June 30, 2007 and 2006,  excluding
depreciation and amortization,  interest and general and  administrative-related
parties,  totaled $983,280 and $913,065,  respectively.  As of June 30, 2007 and
March 31, 2007,  accounts payable and other liabilities  totaled  $1,350,677 and
$1,350,713, which are comprised of the following amounts:
<TABLE>
<CAPTION>
                                                     June 30,     March 31,
                                                       2007         2007
                                                    ----------   ----------
     <S>                                            <C>          <C>
     Accounts payable                               $  832,713   $  534,287
     Accrued interest payable                          306,437      579,535
     Security deposits payable                         211,527      236,891
                                                    ----------   ----------
     Total accounts payable and other liabilities   $1,350,677   $1,350,713
                                                    ==========   ==========
</TABLE>

Accounts payable are short term  liabilities  which are expected to be paid from
operating cash flows,  working capital balances at the Local Partnership  level,
Local General Partner advances and, in certain circumstances,  advances from the
Partnership.  Because the provisions of the secondary loans defer the payment of
accrued interest of the respective Local Partnerships,  the Partnership believes
it (and the applicable Local Partnerships) has sufficient  liquidity and ability
to generate cash and to meet existing and known or reasonably likely future cash
requirements over both the short and long term.

Accrued interest payable  represents the accrued interest on all mortgage loans,
which  include  primary  and  secondary  loans.  Certain  secondary  loans  have
provisions  such that  interest is accrued but not payable  until a future date.
The  Partnership  anticipates  the payment of accrued  interest on the secondary
loans (which make up the  majority of the accrued  interest  payable  amount and
which  have  been  accumulating  since  the  Partnership's   investment  in  the
respective  Local  Partnership)  will be made from future  refinancings or sales
proceeds  of  the  respective  Local  Partnerships.   In  addition,  each  Local
Partnership's mortgage notes are collateralized by the land and buildings of the
respective  Local   Partnership,   and  are  without  further  recourse  to  the
Partnership.

Security  deposits payable are offset by cash held in security  deposits,  which
are included in "Cash held in escrow" on the financial statements.

A working  capital  reserve  of  approximately  $4,794,000,  exclusive  of Local
Partnerships'  working capital,  remained unused at June 30, 2007. It is used to
pay operating expenses of the Partnership, including partnership management fees
payable to the General Partners and advances to Local Partnerships if warranted.

Long-Term
---------

Partnership  management  fees and  expense  reimbursements  owed to the  General
Partners  amounting to approximately  $2,987,000 and $2,983,000 were accrued and
unpaid as of June 30, 2007 and March 31, 2007, respectively. Without the General
Partners' continued accrual without payment of the partnership  management fees,
the Partnership will not be in a position to meet its  obligations.  The General
Partners  have  allowed  for the  accrual  without  payment  of a portion of the

                                       12
<PAGE>

partnership  management  fees but are under no  obligation to continue to do so.
The  Partnership  is  dependent  upon the  support of the General  Partners  and
certain of its affiliates in order to meet its  obligations  at the  Partnership
level.  The General  Partners and these  affiliates have agreed to continue such
support for the foreseeable future.

For a discussion of contingencies affecting certain Local Partnerships, see Note
5 to the condensed consolidated financial statements. Since the maximum loss the
Partnership  would be liable for is its net investment in the  respective  Local
Partnerships, the resolution of the existing contingencies is not anticipated to
impact  future  results of  operations,  liquidity or  financial  condition in a
material  way.  However,  the  Partnership's  loss of its  investment in a Local
Partnership  may result in  recapture of Tax Credits if the  investment  is lost
before the expiration of the applicable Compliance Period.

The Local  Partnerships  are impacted by inflation  in several  ways.  Inflation
allows for  increases in rental rates  generally to reflect the impact of higher
operating and  replacement  costs.  Furthermore,  inflation  generally  does not
impact the fixed long-term financing under which real property  investments were
purchased. Inflation also affects the Local Partnerships adversely by increasing
operating costs,  such as fuel,  utilities,  and labor.  Since revenues from the
sales of assets are driven by market conditions, inflation has little impact.

Management is not aware of any trends or events,  commitments or  uncertainties,
which have not  otherwise  been  disclosed,  that will,  or are likely to impact
liquidity in a material way.  Management  believes the only impact would be from
laws  that  have not yet been  adopted.  The  portfolio  is  diversified  by the
location of the  properties  around the United States so that if one area of the
country is experiencing  downturns in the economy,  the remaining  properties in
the  Partnership's  portfolio  may  not be  affected.  However,  the  geographic
diversification  of the portfolio may not protect against a general  downturn in
the national economy.

The  Partnership  has fully  invested  the proceeds of its offering in forty-two
local  partnerships,  all of which  have  their Tax  Credits  in place.  The Tax
Credits  are  attached  to the  property  for a  period  of ten  years  and  are
transferable  with the property during the remainder of such ten year period. As
of December 31, 2002 all the Local  Partnerships have completed their tax credit
periods and the  Partnership  has met its primary  objective of  generating  Tax
Credits  for  qualified  BACs  holders.  However,  each Local  Partnership  must
continue  to  comply  with  the Tax  Credit  requirements  until  the end of the
Compliance Period in order to avoid recapture of the Tax Credits. The Compliance
Periods will continue  through  December 31, 2007 with respect to the Properties
depending upon when the Compliance Period commenced.

Discontinued Operations
-----------------------

The Partnership is currently in the process of disposing of its investments. The
disposals  meet the  criteria  established  for  recognition  as a  discontinued
operation  under SFAS No.  144.  SFAS No. 144  specifically  requires  that such
amounts must differentiate a component of a business comprised of operations and
cash flows that can be clearly  distinguished  operationally  and for  financial
reporting  purposes,  from the rest of the entity.  See Note 3 to the  condensed
consolidated financial statements for a discussion of the sale of properties. As
of June 30, 2007, there were no assets held for sale.

Critical Accounting Policies
----------------------------

In preparing the condensed  consolidated  financial  statements,  management has
made estimates and  assumptions  that affect the reported  amounts of assets and
liabilities at the date of the financial  statements and the reported amounts of
revenues and expenses during the reporting periods.  Actual results could differ
from those  estimates.  Set forth below is a summary of the accounting  policies
that  management  believes  are  critical to the  preparation  of the  condensed
consolidated  financial  statements.  The summary  should be read in conjunction
with  the  more  complete  discussion  of the  Partnership  accounting  policies
included  in Item 8,  Note 2 to the  consolidated  financial  statements  in the
Annual Report on Form 10-K for the year ended March 31, 2007.

Property and Equipment
----------------------

Property and  equipment  to be held and used are carried at cost which  includes
the purchase price,  acquisition fees and expenses, and any other costs incurred
in acquiring the  Properties.  The cost of property and equipment is depreciated
over their estimated useful lives using accelerated and  straight-line  methods.
Expenditures  for repairs and  maintenance  are charged to expense as  incurred;
major  renewals  and  betterments  are  capitalized.  At the time  property  and
equipment  are  retired  or  otherwise  disposed  of,  the cost and  accumulated
depreciation  are  eliminated  from  the  assets  and  accumulated  depreciation
accounts  and the profit or loss on such  disposition  is reflected in earnings.
The  Partnership  complies  with SFAS No. 144. A loss on impairment of assets is
recorded when management estimates amounts recoverable through future operations
and sale of the property on an undiscounted basis are below depreciated cost. At
that time, property  investments  themselves are reduced to estimated fair value
(generally using discounted cash flows).

In  accordance  with SFAS No. 144, the results of  discontinued  operations  are
reported as a separate  component of income  before  extraordinary  items on the
condensed consolidated statements of operations. Discontinued operations include
the results of operations and any gain or loss recognized for Local Partnerships
that have been  disposed of or are held for sale. A gain or loss  recognized  on
the disposal is disclosed in the notes to the condensed  consolidated  financial
statements.  Adjustments to amounts  previously  reported in operations that are
directly related to the disposal of a Local  Partnership are reclassified in the
current period as discontinued operations for comparability purposes. Assets and
liabilities  of a Local  Partnership  that are  classified  as held for sale are
presented separately in the asset and liability sections,  respectively,  of the
condensed consolidated balance sheets.

During the three months ended June 30, 2007,  the  Partnership  has not recorded
any loss on impairment of assets or reduction to estimated  fair value.  Through
June 30, 2007, the Partnership has recorded  approximately  $5,726,000 as a loss
on impairment of assets or reduction to estimated fair value.

At the time  management  commits to a plan to dispose  of the  assets,  the said
assets are adjusted to the lower of carrying  amount or fair value less costs to
sell.  These assets are classified as property and  equipment-held  for sale and
are not depreciated.

                                       13
<PAGE>

Revenue Recognition
-------------------

Rental income is earned  primarily under standard  residential  operating leases
and is typically  due the first day of each month,  but can vary by property due
to the terms of the tenant leases.  Rental income is recognized  when earned and
as rents become due and charged to tenants' accounts  receivable if not received
by the due  date.  Rental  payments  received  in  advance  of the due  date are
deferred until earned.  Rental  subsidies are recognized as rental income during
the month in which they are earned.

Other  revenues are  recorded  when earned and consist of the  following  items:
Interest  income  earned on cash and cash  equivalent  balances and cash held in
escrow balances,  income from forfeited security deposits, late charges, laundry
and vending income, and other rental related items.

Results of Operations
---------------------

Three months ended June 30, 2007 as compared to the same period in 2006
-----------------------------------------------------------------------

The results of operations  for the three months ended June 30, 2007 and 2006, as
discussed below, continued to be in the form of rental income with corresponding
expenses divided among operations, depreciation and mortgage interest, excluding
the results of its discontinued operations (see Item 1, Note 4).

Rental  income  increased  approximately  3% for the three months ended June 30,
2007 as  compared  to the  corresponding  period  in 2006,  primarily  due to an
increase in rental rates and a decrease in vacancies at two Local Partnerships.

Other income increased by approximately  $56,000 for the three months ended June
30, 2007 as compared to the  corresponding  period in 2006,  primarily due to an
increase in late fees and other tenant charges at one Local  Partnership  and an
increase in interest income earned at the  Partnership  level due to higher cash
balances available for investment resulting from the sale of properties.

Total expenses, excluding general and administrative-related parties and repairs
and maintenance, remained fairly consistent with an increase of less than 1% for
the three months ended June 30, 2007 as compared to the corresponding  period in
2006.

General and  administrative-related  parties  expenses  decreased  approximately
$171,000  for  the  three  months  ended  June  30,  2007  as  compared  to  the
corresponding  period  in  2006,  primarily  due to a  decrease  in  partnership
management  fees and  expense  reimbursement  charges at the  Partnership  level
resulting from the sale of properties.

Repairs and maintenance expenses increased  approximately  $50,000 for the three
months  ended June 30,  2007 as compared  to the  corresponding  period in 2006,
primarily  due  to an  increase  in  building  exterior  repairs  at  one  Local
Partnership  and an  increase  in  maintenance  repairs  at  three  other  Local
Partnerships,  partially offset by a decrease in ground maintenance contracts at
one  Local  Partnership  and a  decrease  in  building  interior,  plumbing  and
exterminating expenses at a second Local Partnership.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

The  Partnership  has  mortgage  notes  that are  payable in  aggregate  monthly
installments including principal and interest at rates varying from 1% to 13.50%
per annum.  The Partnership does not believe there is a material risk associated
with the  various  interest  rates  associated  with the  mortgage  notes as the
majority  of  the  Local  Partnership  mortgage  notes  have  fixed  rates.  The
Partnership disclosed in Item 8, Note 3 to the consolidated financial statements
in the  Partnership's  Annual  Report on Form 10-K for the year ended  March 31,
2007,  the fair value of the mortgage notes payable.  The  Partnership  does not
have any other market  sensitive  instruments.  There are no material changes to
such disclosure or amounts as of June 30, 2007.

The Partnership does not have any other market risk sensitive instruments.

Item 4. Controls and Procedures

(a)  EVALUATION  OF  DISCLOSURE  CONTROLS AND  PROCEDURES.  The Chief  Executive
Officer and Chief  Financial  Officer of Related  Freedom  Associates  L.P.  and
Freedom G.P. Inc., the general partners of the  Partnership,  have evaluated the
effectiveness of the Partnership's  disclosure  controls and procedures (as such
term is defined in Rules 13a-15(e) and 15d-15(e)  under the Securities  Exchange
Act of 1934, as amended ("Exchange Act")) as of the end of the period covered by
this report. Based on such evaluation,  such officers have concluded that, as of
the end of such period, the Partnership's disclosure controls and procedures are
effective.

(b) CHANGES IN INTERNAL CONTROLS OVER FINANCIAL  REPORTING.  There have not been
any changes in the  Partnership's  internal  control  over  financial  reporting
during the fiscal  quarter to which this  report  relates  that have  materially
affected,  or are  reasonably  likely to materially  affect,  the  Partnership's
internal control over financial reporting.

                                       14
<PAGE>

                           PART II. OTHER INFORMATION


Item 1.  Legal Proceedings - See Item I. Financial Statements - Note 5

Item 1A. Risk Factors - No changes

Item 2.  Changes in Securities and Use of Proceeds - None

Item 3.  Defaults Upon Senior Securities - None

Item 4.  Submission of Matters to a Vote of Security Holders - None

Item 5.  Other Information - None

Item 6.  Exhibits

         (3A)   The  Partnership's  Amended and  Restated  Agreement  of Limited
                Partnership,  incorporated  herein as an exhibit by reference to
                Exhibit A to the  Partnership's  Prospectus,  dated  February 9,
                1990, as supplemented  by supplements  thereto dated December 7,
                1990,  May 10,  1991,  July 10,  1991  and July 23,  1991 (as so
                supplemented,  the "Prospectus"),  filed with the Securities and
                Exchange  Commission on July 30, 1992, as part of Post-Effective
                Amendment No. 6 to the Partnership's  registration  statement on
                Form S-11, File No.
                33-30859 ("Post-Effective Amendment No. 6")

         (3B)   The Partnership's  Certificate of Limited Partnership,  as filed
                with  Secretary  of State of the State of Delaware on August 28,
                1989,  incorporated herein as an exhibit by reference to Exhibit
                (3C) to the Partnership's  registration  statement on Form S-11,
                File No.  33-30859,  as filed with the  Securities  and Exchange
                Commission on September 1, 1989 (the "Initial S-11")

         (10A)  Form  of  Subscription  Agreement,  incorporated  herein  as  an
                exhibit by reference to Exhibit B to the  Prospectus as filed as
                part of Post-Effective Amendment No. 6

         (10B)  Form  of  Purchase  and  Sale   Agreement   pertaining   to  the
                Partnership's   acquisition  of  Local  Partnership   Interests,
                incorporated  herein as an exhibit by reference to Exhibit (10C)
                to the Initial S-11

         (10C)  Form of Amended and Restated Agreement of Limited Partnership of
                Local  Partnerships,   incorporated  herein  as  an  exhibit  by
                reference to Exhibit (10D) to  Pre-Effective  Amendment No. 1 to
                the Partnership's  registration statement on Form S-11, File No.
                33-30859,  as filed with the Securities and Exchange  Commission
                on December 21, 1989

         (10D)  to   Pre-Effective   Amendment   No.  1  to  the   Partnership's
                registration statement on Form S-11, File No. 33-30859, as filed
                with the Securities and Exchange Commission on December 21, 1989

         (31.1) Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)

         (31.2) Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)

         (32.1) Certification  Pursuant to Rule  13a-14(b) or Rule 15d-14(b) and
                Section  1350 of Title 18 of the United  States  Code (18 U.S.C.
                1350)

                                       15
<PAGE>

                                   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.


                          FREEDOM TAX CREDIT PLUS L.P.
                          ----------------------------


                                By:  RELATED FREEDOM ASSOCIATES L.P.
                                     a general partner


                                     By:  RELATED FREEDOM ASSOCIATES INC.,
                                          a general partner



Date: August 10, 2007
      ---------------
                                          By: /s/ Robert L. Levy
                                              ------------------
                                              Robert L. Levy
                                              Chief Financial Officer



Date: August 10, 2007
      ---------------
                                          By: /s/ Andrew J. Weil
                                              ------------------
                                              Andrew J. Weil
                                              President, Chief Executive Officer



                                     By:  FREEDOM GP INC.
                                          a general partner



Date: August 10, 2007
      ---------------
                                          By: /s/ Robert L. Levy
                                              ------------------
                                              Robert L. Levy
                                              Chief Financial Officer



Date: August 10, 2007
      ---------------
                                          By: /s/ Andrew J. Weil
                                              ------------------
                                              Andrew J. Weil
                                              President, Chief Executive Officer

                                       16
<PAGE>

                                                                    Exhibit 31.1



                         CERTIFICATION PURSUANT TO RULE
                           13a-14(a) OR RULE 15d-14(a)


I, Robert L. Levy, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q for the period ended
         June 30, 2007 of Freedom Tax Credit Plus L.P.;

     2.  Based  on my  knowledge,  this  report  does  not  contain  any  untrue
         statement of a material fact or omit to state a material fact necessary
         to make the statements made, in light of the circumstances  under which
         such  statements  were made, not misleading  with respect to the period
         covered by this report;

     3.  Based on my knowledge, the condensed consolidated financial statements,
         and other financial information included in this report, fairly present
         in all material respects the consolidated financial condition,  results
         of  operations  and cash flows of the  registrant  as of, and for,  the
         periods presented in this report;

     4.  The  registrant's  other  certifying  officer and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules  13a-15(e)  and  15d-15(e))  and internal
         control  over  financial  reporting  (as defined in Exchange  Act Rules
         13a-15(f) and 15d-15(f)) for the registrant and have:

         a) Designed such  disclosure  controls and  procedures,  or caused such
         disclosure   controls  and   procedures   to  be  designed   under  our
         supervision,  to  ensure  that  material  information  relating  to the
         registrant,  including its consolidated subsidiaries,  is made known to
         us by others within those entities,  particularly  during the period in
         which this report is being prepared;

         b) Designed such internal control over financial  reporting,  or caused
         such internal control over financial reporting to be designed under our
         supervision,  to provide reasonable assurance regarding the reliability
         of financial  reporting and the  preparation of condensed  consolidated
         financial statements for external purposes in accordance with generally
         accepted accounting principles;

         c) Evaluated the effectiveness of the registrant's  disclosure controls
         and procedures and presented in this report our  conclusions  about the
         effectiveness of the disclosure controls and procedures,  as of the end
         of the period covered by this report based on such evaluation; and

         d)  Disclosed  in this report any change in the  registrant's  internal
         control over financial  reporting that occurred during the registrant's
         most  recent  fiscal  quarter  that  has  materially  affected,  or  is
         reasonably  likely to  materially  affect,  the  registrant's  internal
         control over financial reporting; and

     5.  The registrant's other certifying  officer and I have disclosed,  based
         on our most  recent  evaluation  of  internal  control  over  financial
         reporting,  to the registrant's auditors and the audit committee of the
         registrant's  board of directors (or persons  performing the equivalent
         functions):

         a) All significant  deficiencies and material  weaknesses in the design
         or operation of internal  control over  financial  reporting  which are
         reasonably  likely to  adversely  affect  the  registrant's  ability to
         record, process, summarize and report financial information; and

         b) Any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal control over financial reporting.



         Date:  August 10, 2007
                ---------------

                                                    By:  /s/ Robert L. Levy
                                                         ------------------
                                                         Robert L Levy
                                                         Chief Financial Officer

                                       17
<PAGE>

                                                                    Exhibit 31.2



                         CERTIFICATION PURSUANT TO RULE
                           13a-14(a) OR RULE 15d-14(a)


I, Andrew J Weil, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q for the period ended
         June 30, 2007 of Freedom Tax Credit Plus L.P.;

     2.  Based  on my  knowledge,  this  report  does  not  contain  any  untrue
         statement of a material fact or omit to state a material fact necessary
         to make the statements made, in light of the circumstances  under which
         such  statements  were made, not misleading  with respect to the period
         covered by this report;

     3.  Based on my knowledge, the condensed consolidated financial statements,
         and other financial information included in this report, fairly present
         in all material respects the consolidated financial condition,  results
         of  operations  and cash flows of the  registrant  as of, and for,  the
         periods presented in this report;

     4.  The  registrant's  other  certifying  officer and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules  13a-15(e)  and  15d-15(e))  and internal
         control  over  financial  reporting  (as defined in Exchange  Act Rules
         13a-15(f) and 15d-15(f)) for the registrant and have:

         a) Designed such  disclosure  controls and  procedures,  or caused such
         disclosure   controls  and   procedures   to  be  designed   under  our
         supervision,  to  ensure  that  material  information  relating  to the
         registrant,  including its consolidated subsidiaries,  is made known to
         us by others within those entities,  particularly  during the period in
         which this report is being prepared;

         b) Designed such internal control over financial  reporting,  or caused
         such internal control over financial reporting to be designed under our
         supervision,  to provide reasonable assurance regarding the reliability
         of financial  reporting and the  preparation of condensed  consolidated
         financial statements for external purposes in accordance with generally
         accepted accounting principles;

         c) Evaluated the effectiveness of the registrant's  disclosure controls
         and procedures and presented in this report our  conclusions  about the
         effectiveness of the disclosure controls and procedures,  as of the end
         of the period covered by this report based on such evaluation; and

         d)  Disclosed  in this report any change in the  registrant's  internal
         control over financial  reporting that occurred during the registrant's
         most  recent  fiscal  quarter  that  has  materially  affected,  or  is
         reasonably  likely to  materially  affect,  the  registrant's  internal
         control over financial reporting; and

     5.  The registrant's other certifying  officer and I have disclosed,  based
         on our most  recent  evaluation  of  internal  control  over  financial
         reporting,  to the registrant's auditors and the audit committee of the
         registrant's  board of directors (or persons  performing the equivalent
         functions):

         a) All significant  deficiencies and material  weaknesses in the design
         or operation of internal  control over  financial  reporting  which are
         reasonably  likely to  adversely  affect  the  registrant's  ability to
         record, process, summarize and report financial information; and

         b) Any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal control over financial reporting.



         Date:  August 10, 2007
                ---------------

                                                    By:  /s/ Andrew J. Weil
                                                         ------------------
                                                         Andrew J. Weil
                                                         Chief Executive Officer

                                       18
<PAGE>

                                                                    Exhibit 32.1



                             CERTIFICATION PURSUANT
                       TO RULE 13a-14(b) OR RULE 15d-14(b)
                          AND SECTION 1350 OF TITLE 18
                   OF THE UNITED STATES CODE (18 U.S.C. 1350)


In connection with the Quarterly  Report of Freedom Tax Credit Plus L.P. on Form
10-Q for the  period  ended  June  30,  2007 as filed  with the  Securities  and
Exchange Commission ("SEC") on the date hereof (the "Report"), I, Robert L. Levy
and I, Andrew J. Weil, certify,  pursuant to 18 U.S.C.  Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:


       (1) The Report fully complies with the  requirements  of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and


       (2) The  information  contained  in the Report  fairly  presents,  in all
material  respects,  the  financial  condition  and result of  operations of the
registrant.

A signed  original of this  written  statement  required by Section 906 has been
provided to the  registrant and will be retained by the registrant and furnished
to the SEC or its staff upon request.



By:  /s/ Robert L. Levy                             By:  /s/ Andrew J. Weil
     ------------------                                  ------------------
     Robert L. Levy                                      Andrew J. Weil
     Chief Financial Officer                             Chief Executive Officer
     August 10, 2007                                     August 10, 2007

                                       19