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 MARCH 31, 2006


                                       OR


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


                         Commission File Number 0-23972

                      AMERICAN MORTGAGE ACCEPTANCE COMPANY
             (Exact name of Registrant as specified in its charter)



          MASSACHUSETTS                                          13-6972380
(State or other jurisdiction of                             (I.R.S. Employer
  incorporation or 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 (as defined in Rule 12b-2 of the
Exchange Act). Large Accelerated filer [ ] Accelerated filer [X] Non-accelerated
filer [ ]

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

As of April 28, 2006,  there were  8,303,838  outstanding  common  shares of the
registrant's shares of beneficial interest, $0.10 par value.


<PAGE>



                                TABLE OF CONTENTS

                      AMERICAN MORTGAGE ACCEPTANCE COMPANY

                                    FORM 10-Q

<TABLE>
<CAPTION>

                                                                                             PAGE
<S>           <C>         <C>                                                                 <C>
PART I
              Item 1.     Condensed Consolidated Financial Statements                          3
              Item 2.     Management's Discussion and Analysis of Financial Condition and
                             Results of Operations                                            14
              Item 3.     Quantitative and Qualitative Disclosures about Market Risk          19
              Item 4.     Controls and Procedures                                             20

PART II
              Item 1.     Legal Proceedings                                                   21
              Item 1A.    Risk Factors
              Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds         21
              Item 3.     Defaults Upon Senior Securities                                     21
              Item 4.     Submission of Matters to a Vote of Security Holders                 21
              Item 5.     Other Information                                                   21
              Item 6.     Exhibits                                                            21

SIGNATURES                                                                                    22

</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       2
<PAGE>



                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
                      Condensed Consolidated Balance Sheets
                    (In thousands, except per share amounts)


                                     ASSETS

<TABLE>
<CAPTION>
                                                                                March 31,    December 31,
                                                                                  2006          2005
                                                                               -----------   -----------
                                                                               (Unaudited)
<S>                                                                             <C>           <C>
Cash and cash equivalents                                                       $     678     $  11,214
 Investments
   Debt securities at fair value                                                  219,639       222,723
   Mortgage loans receivable, net                                                  53,297        51,981
   Notes receivable, net                                                           13,725        13,725
   Revenue bonds                                                                    6,581         6,626
   ARCap                                                                           20,152        20,678
   Real estate owned - held and used, net                                          68,033        68,793
Accounts receivable                                                                 2,644         3,079
Other assets                                                                        3,595         1,904
                                                                                ---------     ---------

Total assets                                                                    $ 388,344     $ 400,723
                                                                                =========     =========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:
  Repurchase facilities payable                                                 $ 205,650     $ 209,101
  Warehouse facility payable                                                           --         4,070
  Mortgages payable on real estate owned                                           40,355        40,487
  Preferred shares of subsidiary (subject to mandatory repurchase)                 25,000        25,000
  Accounts payable and accrued expenses                                             1,489         1,599
  Due to Advisor and affiliates                                                     1,044         2,961
  Distributions payable                                                             3,322         3,322
                                                                                ---------     ---------

Total liabilities                                                                 276,860       286,540
                                                                                ---------     ---------

Commitments and contingencies

Shareholders' equity:
  Shares of beneficial interest; $.10 par value; 25,000 shares authorized;
   8,719 issued and 8,304 outstanding in 2006 and 2005                                871           871
  Treasury shares of beneficial interest at par; 415 shares in 2006 and 2005          (42)          (42)
  Additional paid-in capital                                                      126,396       126,357
  Share-based compensation                                                           --             (20)
  Accumulated deficit                                                             (18,919)      (17,766)
  Accumulated other comprehensive income                                            3,178         4,783
                                                                                ---------     ---------

Total shareholders' equity                                                        111,484       114,183
                                                                                ---------     ---------

Total liabilities and shareholders' equity                                      $ 388,344     $ 400,723
                                                                                =========     =========

</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       3
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
                   Condensed Consolidated Statements of Income
                    (In thousands, except per share amounts)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                   Three Months Ended
                                                                                        March 31,
                                                                                  -------------------

                                                                                    2006       2005
                                                                                  --------   --------
<S>                                                                                <C>        <C>
Revenues:
   Interest income:
     Debt securities                                                               $ 3,219    $ 3,032
     Mortgage loans                                                                  1,989        615
     Notes receivable                                                                  233        479
     Revenue bonds                                                                     142        147
     Temporary investments                                                              83         17
   Rental income of real estate owned - held and used                                2,393      2,184
   Other revenues                                                                        5        229
                                                                                   -------    -------
     Total revenues                                                                  8,064      6,703
                                                                                   -------    -------

Expenses:
   Interest                                                                          2,216      1,182
   Interest - distributions to preferred shareholders of subsidiary (subject to
    mandatory repurchase)                                                              517         68
   Mortgage interest for real estate owned - held and used                             597        605
   Property operations of real estate owned - held and used                          1,465        920
   General and administrative                                                          487        437
   Fees to Advisor                                                                     827        694
   Depreciation                                                                        450        366
   Amortization and other                                                               15        133
                                                                                   -------    -------
     Total expenses                                                                  6,574      4,405
                                                                                   -------    -------

Other income:
   Equity in earnings of ARCap                                                         679        600
   Net loss on repayment of debt securities                                             --        (71)
                                                                                   -------    -------
     Total other income                                                                679        529
                                                                                   -------    -------

   Net income                                                                      $ 2,169    $ 2,827
                                                                                   =======    =======

   Net income per share (basic and diluted)                                        $  0.26    $  0.34
                                                                                   =======    =======

   Dividends per share                                                             $  0.40    $  0.40
                                                                                   =======    =======

   Weighted average shares outstanding:
     Basic                                                                           8,304      8,337
                                                                                   =======    =======
     Diluted                                                                         8,307      8,344
                                                                                   =======    =======

</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       4
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
                                 (In thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                                                        March 31,
                                                                  ---------------------

                                                                    2006         2005
                                                                  --------     --------
<S>                                                               <C>          <C>
Cash flows from operating activities:
   Net income                                                     $  2,169     $  2,827

   Adjustments to reconcile net income to net cash provided by
   operating activities:
     Depreciation expense                                              450          366
     Equity in earnings of ARCap                                      (679)        (600)
     Net loss on sale or repayment of assets                            --           71
     Amortization and accretion                                          8           79
     Other non-cash income                                             (85)          --
     Distributions received from equity investees                    1,037          600
     Changes in operating assets and liabilities:
       Accounts receivable                                             435         (264)
       Other assets                                                    307         (203)
       Due to Advisor and affiliates                                (1,917)         882
       Accounts payable and accrued expenses                           (71)         (26)
                                                                  --------     --------
Net cash provided by operating activities                            1,654        3,732
                                                                  --------     --------

Cash flows from investing activities:
   Investment in debt securities                                        --      (36,574)
   Principal repayments of debt securities                           1,458        5,839
   Funding and purchase of mortgage loans                           (1,263)          --
   Purchase of mortgage loans on real estate owned                      --      (17,150)
   Proceeds from sale of real estate owned                              --        7,474
   Principal repayment on real estate owned                             --          480
   Funding of notes receivable                                          --         (294)
   Repayment of notes receivable                                        --        6,829
   Principal repayment of revenue bonds                                 38           51
   Additions to real estate owned                                       --         (103)
                                                                  --------     --------
Net cash provided by (used in) investing activities                    233      (33,448)
                                                                  --------     --------

</TABLE>

                                    continued

                                       5
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
                                 (In thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                           Three Months Ended
                                                                March 31,
                                                          ---------------------

                                                            2006         2005
                                                          --------     --------
<S>                                                       <C>          <C>
Cash flows from financing activities:
   Proceeds from repurchase facilities                       3,830       40,402
   Repayments of repurchase facilities                      (7,281)     (19,710)
   Proceeds from warehouse facility                             --          243
   Repayments of warehouse facility                         (4,070)          --
   Proceeds from line of credit - related party                 --       14,761
   Repayments of line of credit - related party                 --      (19,361)
   Deferred financing costs                                 (1,580)        (802)
   Distributions paid to shareholders                       (3,322)      (3,334)
   Treasury stock purchases                                     --          (29)
   Issuance of preferred shares of subsidiary                   --       25,000
                                                          --------     --------

Net cash (used in) provided by financing activities        (12,423)      37,170
                                                          --------     --------

Net (decrease) increase in cash and cash equivalents       (10,536)       7,454

Cash and cash equivalents at the beginning of the year      11,214        2,674
                                                          --------     --------

Cash and cash equivalents at the end of the period        $    678     $ 10,128
                                                          ========     ========

</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       6
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



NOTE 1 - BASIS OF PRESENTATION

The condensed consolidated financial statements include the accounts of American
Mortgage Acceptance Company and its wholly owned subsidiaries.  All intercompany
accounts  and  transactions  have  been  eliminated  in  consolidation.   Unless
otherwise indicated, we herein refer to American Mortgage Acceptance Company and
its  subsidiaries  as "AMAC",  "we",  "us",  "our",  and "our  Company".  We are
externally  managed by CharterMac  AMI  Associates,  Inc.,  (the  "Advisor"),  a
subsidiary of CharterMac,  a publicly traded company. We operate in one business
segment, which focuses on investing in mortgage loans secured by multifamily and
commercial property throughout the United States.

In March  2006,  we formed  AMAC CDO  Funding  I ("AMAC  CDO"),  a wholly  owned
subsidiary,  for the purposes of managing our first planned  Collateralized Debt
Obligation ("CDO") securitization (see Note 5).

The condensed  consolidated  financial  statements  have been  prepared  without
audit.  In the  opinion of  management,  the  financial  statements  contain all
adjustments  (consisting  of only normal  recurring  adjustments)  necessary  to
present  fairly our financial  position as of March 31, 2006, and the results of
our operations and our cash flows.  However,  the operating  results for interim
periods may not be indicative of the results for the full year.

Certain  information  and  footnote  disclosures  normally  included  in  annual
consolidated   financial  statements  prepared  in  accordance  with  accounting
principles generally accepted in the United States of America ("GAAP") have been
condensed or omitted. It is suggested that these financial  statements should be
read in conjunction with the consolidated financial statements and notes thereto
included in our Form 10-K for the year ended December 31, 2005.

Our annual report on Form 10-K for the year ended December 31, 2005,  contains a
summary of our  significant  accounting  policies.  There have been no  material
changes to these  items since  December  31,  2005,  except as noted  below.  As
previously  disclosed,  we converted a portion of our  preferred  investment  in
ARCap  Investors,  LLC to common  units.  While we  continue to account for this
investment  under the equity method,  a portion of the equity income recorded is
based on the preferred dividend, while the balance is based on our proportionate
share of common units outstanding.

The preparation of the consolidated financial statements in conformity with GAAP
requires us to make estimates and assumptions  that affect the reported  amounts
of  assets  and  liabilities  and  the  disclosure  of  contingent   assets  and
liabilities  as of the date of the financial  statements as well as the reported
amounts of revenues and expenses  during the reporting  period.  Actual  results
could differ from those estimates.

Certain prior year amounts,  in particular,  the  reclassification of results of
operations  of our  real  estate  owned - held  and  used  portfolio  have  been
reclassified to conform to the current year presentation.

NEW ACCOUNTING PRONOUNCEMENTS

During the first quarter of 2006,  we were required to adopt the FASB  STATEMENT
OF  FINANCIAL  ACCOUNTING  STANDARDS  NO.  123(R),  SHARE-BASED  PAYMENT,  which
replaces  SFAS No. 123. The impact of adopting this Standard was not material to
us, as we had been accounting for share-based  payments following the fair value
provisions of SFAS No. 123.


                                       7
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



NOTE 2 - INVESTMENTS IN DEBT SECURITIES - AVAILABLE FOR SALE

Information regarding our investments in debt securities is as follows:

<TABLE>
<CAPTION>

(In thousands)
                                                 March 31,           December 31,
                                                   2006                 2005
                                                 ---------           -----------
<S>                                              <C>                  <C>
Amortized cost                                   $ 217,385            $ 218,891
Unrealized gains                                     6,601                5,707
Unrealized losses                                   (4,347)              (1,875)
                                                 ---------            ---------
Net unrealized gain                                  2,254                3,832
                                                 ---------            ---------
Fair value                                       $ 219,639            $ 222,723
                                                 =========            =========

</TABLE>

The fair value and gross unrealized losses of our debt securities  aggregated by
length of time that these  individual  debt securities have been in a continuous
unrealized  loss  position,  at March  31,  2006,  and  December  31,  2005,  is
summarized in the table below:

<TABLE>
<CAPTION>

(Dollars in thousands)
                                 March 31, 2006                    December 31, 2005
                       ---------------------------------   ---------------------------------
                       Less than   12 Months               Less than   12 Months
                       12 Months    or More      Total     12 Months    or More      Total
                       ----------  ----------  ---------   ----------  ----------  ---------
<S>                     <C>         <C>         <C>          <C>        <C>         <C>
Number of securities          13          19          32           8          16          24
Fair value              $ 63,801    $ 62,516    $126,317    $ 25,905    $ 56,281    $ 82,186
Gross unrealized
loss                    $    832    $  3,515    $  4,347    $    197    $  1,678    $  1,875

</TABLE>

These  unrealized  losses  are  as a  result  of  increases  in  interest  rates
subsequent to the acquisition of the securities.  All of the debt securities are
performing according to their terms. Furthermore, we have the intent and ability
to hold these  securities to maturity,  or at least until  interest rates change
such that the fair value is no longer less than book value. Accordingly, we have
concluded that these declines in value are temporary.

At March 31, 2006, all of our debt  securities  were partially or wholly pledged
as  collateral  under our  repurchase  facilities.  At March 31, 2006, we had no
availability to borrow against partially or unpledged debt securities.


                                       8
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



NOTE 3 - REAL ESTATE OWNED

Real estate  owned at March 31, 2006,  and  December 31, 2005,  consisted of the
following:

<TABLE>
<CAPTION>

(Dollars in thousands)
                                                                               Carrying      Carrying
                                                                                 Value         Value
                                                                                 as of         as of
                                                Number of                      March 31,    December 31,
                                                  Units        Location          2006          2005
                                                ---------   ---------------    ---------    -----------
<S>                                                <C>      <C>                <C>           <C>
Real Estate Owned - Held and Used

Concord Portfolio                                    852        Houston, TX    $  53,267     $  53,407
   Less: accumulated depreciation                                                 (3,399)       (3,062)
                                                                               ---------     ---------
Subtotal                                                                          49,868        50,345
                                                                               ---------     ---------

Reserve at Autumn Creek                              212    Friendswood, TX       19,293        19,462
                                                --------
   Less: accumulated depreciation                                                 (1,128)       (1,014)
                                                                               ---------     ---------
Subtotal                                                                          18,165        18,448
                                                                               ---------     ---------

Total Real Estate  Owned - Held and Used, net      1,064                       $  68,033     $  68,793
                                                ========                       =========     =========

Mortgages Payable on Real Estate Owned

Concord Portfolio                                                              $  40,355     $  40,487
                                                                               ======== =    =========

</TABLE>

NOTE 4 - WAREHOUSE FACILITY

During   February  2006,  we  repaid  the  remaining   outstanding   balance  of
approximately $4.1 million on this facility. We can no longer borrow off of this
facility, as it has matured.

NOTE 5 - CDO RELATED REPURCHASE FACILITY

In addition to our existing repurchase facilities,  we executed a new repurchase
agreement  during March 2006 with Bank of America  ("BOA").  The purpose of this
facility is to fund up to $250.0  million of  investments  that are to be placed
into our first CDO  Securitization.  Advance rates on the  borrowings  from this
facility,  ranging from 50% to 95% of collateral  value, will be determined on a
draw-by-draw basis in accordance with the repurchase agreement.  Interest on the
borrowings,  which  range  from  LIBOR + 50 bps to  LIBOR + 225  bps,  are  also
determined  on a  draw-by-draw  basis.  The  repurchase  facility  expires  upon
inception of the CDO  securitization,  or six months after the  inception of the
repurchase  facility,  whichever comes first. There were no borrowings under the
new facility as of March 31, 2006. In connection with the CDO securitization, we
have prepaid  approximately $1.5 million of a 1% fee due in full when the CDO is
securitized.  These fees, which are non-refundable,  have been deferred and will
be amortized over the life of the CDO securitization.


                                       9
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



NOTE 6 - SHAREHOLDERS' EQUITY

Comprehensive Income

Comprehensive  income for the three months ended March 31, 2006 and 2005, was as
follows:

<TABLE>
<CAPTION>

(In thousands)
                                                            Three months ended
                                                                 March 31,
                                                           ---------------------
                                                             2006         2005
                                                           --------     --------
<S>                                                        <C>          <C>
Net income                                                 $ 2,169      $ 2,827
Net unrealized gain on interest rate derivatives               147          556
Net unrealized holding loss on investments                  (1,586)      (1,802)
Comprehensive income of equity investments                    (166)          --
                                                           -------      -------
Comprehensive income                                       $   564      $ 1,581
                                                           =======      =======

</TABLE>

NOTE 7 - SHARE BASED COMPENSATION

In  accordance  with our Amended and Restated  Incentive  Share Option Plan (the
"Plan"), our board of trustees can award share options to trustees, officers and
employees  of AMAC and our  Advisor  and its  affiliates.  A maximum  of 830,384
options can be granted,  with annual limits based upon formulas specified in the
Plan. Option terms and vesting requirements are determined at the time of grant,
provided that the term is no longer than ten years.

In accordance  with SFAS No. 123(R),  we accrue  compensation  cost based on the
estimated  fair value of the options  issued and  amortize  those costs over the
vesting period.  Because the grant  recipients are not our employees and vesting
of the options is contingent upon the recipient  continuing to provide  services
to us, we estimate  the fair value of the options at each  period-end  up to the
vesting date, and adjust recorded amounts accordingly.

The assumptions used for valuing these options and the results of the valuations
at March 31, 2006, were as follows:

<TABLE>
<CAPTION>

Weighted average assumptions:

   <S>                                                   <C>
   Dividend yield                                         9.98%
   Estimated volatility                                  25.00%
   Risk free interest rate                                4.73%
   Expected life (years)                                  4.91

</TABLE>

There were 643,332 shares available for grant as of March 31, 2006.


                                       10
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



The following table  summarizes  share option activity in the Plan for the three
months ended March 31, 2006:

<TABLE>
<CAPTION>

                                                                Weighted
                                                                 Average
                                                                Exercise
                                                    Options      Price
                                                   ---------    --------
<S>                                                 <C>         <C>
Outstanding at beginning of period                   187,052    $  15.78

Granted                                                   --          --
Forfeited                                                 --          --
Exercised                                                 --          --
                                                    --------    --------

Outstanding at end of period                         187,052    $  15.78
                                                    ========    ========

Exercisable at end of period                         146,385    $  15.78
                                                    ========    ========

Compensation cost recognized                        $ 59,000
                                                    ========

</TABLE>

NOTE 8 - EARNINGS PER SHARE

Diluted net income per share is calculated  using the weighted average number of
shares  outstanding  during the period plus the  additional  dilutive  effect of
common share  equivalents.  The dilutive effect of outstanding  share options is
calculated using the treasury stock method.

(In thousands, except per share amounts)

<TABLE>
<CAPTION>

Three Months Ended March 31, 2006:               Income     Shares    Per Share
                                                --------   --------   ---------
<S>                                              <C>         <C>       <C>
   Basic EPS                                     $2,169      8,304     $ 0.26
   Effect of dilutive securities                     --          3         --
                                                 ------     ------     ------
   Diluted EPS                                   $2,169      8,307     $ 0.26
                                                 ======     ======     ======

Three Months Ended March 31, 2005:

   Basic EPS                                     $2,827      8,337     $ 0.34
   Effect of dilutive securities                     --          7         --
                                                 ------     ------     ------
   Diluted EPS                                   $2,827      8,344     $ 0.34
                                                 ======     ======     ======

</TABLE>


                                       11
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



NOTE 9 - RELATED PARTY TRANSACTIONS

The costs paid or payable to our  Advisor  for the three  months  ended March 31
were as follows:

<TABLE>
<CAPTION>

(In thousands)
                                                     2006           2005
                                                  ----------     ----------
<S>                                               <C>            <C>
Shared services expenses                          $      202     $      246
Asset management fees (1)                                431            328
Incentive management fee (2)                             194            120
                                                   ---------      ---------

                                                  $      827     $      694
                                                   =========      =========

</TABLE>

(1)  These fees were incurred pursuant to our prior management agreement, which,
     as previously disclosed, has been amended effective April 1, 2006.
(2)  Accrual based on proportion of actual first quarter earnings as compared to
     our estimates of 2006 full-year results.

During  April  2006,   we  purchased  a  loan  from   CharterMac   for  the  CDO
securitization (see Note 11).

During April 2006, we amended our loan agreement with CharterMac to increase our
borrowing  capacity and extend the maturity date of our related  party  facility
(see Note 11).

NOTE 10 - COMMITMENTS AND CONTINGENCIES

a) Legal
On October 27, 2003,  prior to taking  possession of the real estate  collateral
supporting a loan investment, we were named in a lawsuit, Concord Gulfgate, Ltd.
vs. Robert  Parker,  Sunrise  Housing  Ltd.,  and American  Mortgage  Acceptance
Company,  Cause No.  2003-59290 in the 133rd  Judicial  District Court of Harris
County,  Texas.  The suit  alleges  that the loan  transaction  was not properly
authorized by the borrower and was not for a legitimate  borrower  purpose.  The
suit claims,  among other causes of action  against the  respective  defendants,
wrongful foreclosure of the real estate collateral,  tortious  interference with
contract  and civil  conspiracy.  The suit seeks,  among other  relief,  actual,
consequential,  and exemplary damages, and a declaration that the loan documents
are  unenforceable and constitute a cloud on title. The basic claim of this suit
is for the amount of $1.5  million.  The  discovery  phase of this suit has been
completed. A motion for summary judgment was filed by us, but was denied on July
25, 2005. It is not known when the case will be called to trial.

We filed a countersuit on November 25, 2003, against Concord Gulfgate,  Ltd., as
guarantor,  seeking a  deficiency  on the loan and  recovery of unpaid taxes and
certain  property  receipts.  We are currently  unable to determine the possible
outcome of the litigation.

b) Guarantees

Prior to 2000, we entered into a loan program with Fannie Mae,  under which,  we
agreed to guarantee a  first-loss  position on certain  loans,  which could have
potentially  resulted  in an  aggregate  exposure of $7.5  million.  In June and
October  of 2000,  we  originated  two loans  totaling  $3.3  million  under the
program.  In September  2003, we transferred and assigned all of our obligations
with  respect  to these two loans to  CharterMac  Mortgage  Capital  ("CMC"),  a
subsidiary of CharterMac,  both of which are affiliates of the Advisor. Pursuant
to the agreement  with CMC,  CharterMac  guaranteed  CMC's  obligations,  and we
agreed to indemnify both CMC and CharterMac for any losses  incurred in exchange
for retaining all fees which we were  otherwise  entitled to receive from Fannie


                                       12
<PAGE>



              AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2006
                                   (Unaudited)



Mae under the program. The maximum exposure at March 31, 2006, was $3.2 million,
although we expect that we will not be called upon to fund these guarantees.

In the first quarter of 2003, we  discontinued  our loan program with Fannie Mae
and will issue no further guarantees pursuant to such program.

For these  guarantees,  we monitor the status of the  underlying  properties and
evaluate our exposure under the  guarantees.  To date, we have concluded that no
accrual  for  probable  losses is  required  under  SFAS No. 5,  ACCOUNTING  FOR
CONTINGENCIES.

Future Funding Commitments
--------------------------

We are committed to additionally fund the following bridge and mezzanine loans:

<TABLE>
<CAPTION>

                                                                                          (In thousands)
                                                                                   MAXIMUM AMOUNT OF COMMITMENT
                                                                              -------------------------------------
                                                                 NO. OF APT.                LESS THAN
ISSUE DATE        PROJECT            LOCATION                      UNITS         TOTAL        1 YEAR     1-3 YEARS
-------------------------------------------------------------------------------------------------------------------
<S>            <C>                     <C>                         <C>          <C>          <C>         <C>
  Jun-04       Woods of Mandarin       Jacksonville, FL              401        $   428      $   428     $    --
  Apr-05       Atlantic Hearthstone    Hillsborough, NJ              198          2,641        1,757         884
  May-05       Pasadena                Pasadena, FL                  198            556          556          --
  Jul-05       222 Pearson             Chicago, IL                   219            516          516          --
  Jul-05       Bayfront Villas         Gulfport, FL                  120            258          258          --
  Sep-05       Marbella                Clearwater, FL                 --            399          399          --
                                                               ----------------------------------------------------

TOTAL FUTURE FUNDING COMMITMENTS                                   1,136         $4,798       $3,914     $   884
                                                               ====================================================

</TABLE>

NOTE 11 - SUBSEQUENT EVENTS

During April 2006, AMAC CDO purchased a first mortgage loan from CharterMac, the
parent of our Advisor,  at approximately its $26.0 million par value. This note,
along with an existing $5.0 million subordinated  participation already owned by
us, were  assigned to AMAC CDO and pledged as  collateral  under the  repurchase
facility, in exchange for $29.2 million in funds.

In addition to the first mortgage loan purchased from  CharterMac,  we partially
or fully funded four first mortgage loans, totaling approximately $82.0 million,
for the CDO  securitization.  The loans  bear  interest  at a  weighted  average
interest  rate of  6.41%.  We  have  assigned  four  loans  to the  CDO  related
repurchase facility, receiving approximately $78.1 million in proceeds. Interest
is due on the facility, relating to these loans, at 30-day LIBOR plus a weighted
average  interest rate spread of 1.00%.  The loans funded included $16.9 million
pertaining  to a property  developed by a company  controlled by the Chairman of
CharterMac.

During April 2006, we sold a debt security and a mortgage loan,  both pertaining
to one property.  We received $14.6 million in partial proceeds,  of which $14.2
was used to repay funds borrowed from the securitization of the debt security on
our  repurchase  facilities.  We expect to receive the final payment of $850,000
after certain conditions are met pursuant to the purchase  agreement.  There was
no gain or loss resulting from this sale.

During April 2006, we amended our loan agreement with CharterMac to increase our
borrowing  capacity to $50.0 million under the related party  facility (see Note
9). The maturity of the facility was also extended to June 2007.

Effective  April  2006,  we  dissolved  one  subsidiary  that was formed for the
purposes of managing a repurchase facility, which expired in March 2004.


                                       13
<PAGE>



ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Forward-Looking Statements
--------------------------

Certain   statements  made  in  this  report  may  constitute   "forward-looking
statements"  within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities and Exchange Act of 1934, as amended.
Such forward-looking  statements include statements regarding the intent, belief
or current  expectations  of us and our management  (which includes our Advisor)
and involve known and unknown risks,  uncertainties  and other factors which may
cause the actual results, performance or achievements to be materially different
from any future  results,  performance or  achievements  expressed or implied by
such forward-looking statements.  These factors, which are outlined in detail in
our annual report on Form 10-K for the year ended December 31, 2005, include the
following:

o    Risks of investing in uninsured and  non-investment  grade mortgage  assets
     and subordinated Commercial Mortgage-Backed Securities ("CMBS");

o    Competition in acquiring desirable investments;

o    Interest rate fluctuations;

o    Risks  associated  with  hedging  transactions,  which can limit  gains and
     increase exposure to loss.

o    Risks  associated  with  investments  in  real  estate  generally  and  the
     properties which secure many of our investments;

o    General economic  conditions,  particularly as they affect the value of our
     assets and the credit status of our borrowers;

o    Dependence  on our  external  Advisor for all  services  necessary  for our
     operations;

o    Conflicts  which may arise among us and other entities  affiliated with our
     Advisor which have similar investment policies to ours; and

o    Risks  associated with the repurchase  agreements we utilize to finance our
     investments and the availability of financing generally.

o    Risks associated with our contemplated CDO transactions, which include, but
     are not limited to:

     o    The inability to acquire eligible investments for a CDO issuance;

     o    The   inability   to  find   suitable   replacement   investments   in
          collateralized debt obligations with reinvestment periods; and

     o    The  negative  impact on our cash flow that may result from the use of
          CDO  financings  with  over-collateralization  and  interest  coverage
          requirements.

Readers  are  cautioned  not to place undue  reliance  on these  forward-looking
statements, which speak only as of the date of this quarterly report.

Factors Affecting Comparability
-------------------------------

During March 2005, we issued $25.0 million of Floating Rate Preferred Securities
through  a  subsidiary.  Due  to  the  mandatory  redemption  feature  of  these
securities,  the payments or accruals of dividends  and other amounts to be paid
to the holders of these  securities are reported as interest costs. As a result,
these  interest costs are  classified as Interest -  Distributions  to Preferred
Shareholders of Subsidiary (Subject to Mandatory  Repurchase).  During the first
quarter of 2006, we recorded a full period of these costs,  as compared to costs
relating to a half of a month in the comparable 2005 period.


                                       14
<PAGE>



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

The  following is a summary of our  operations  for the three months ended March
31, 2006 and 2005:

<TABLE>
<CAPTION>

(In thousands)

                                    Three Months Ended March 31,
                                    ----------------------------
                                      2006      2005     Change
                                     ------    ------    ------
<S>                                  <C>       <C>        <C>
Total revenues                       $8,064    $6,703     20.3 %
Total expenses                        6,574     4,405     49.2
Total other income                      679       529     28.4
                                     ------    ------    -----
Net income                           $2,169    $2,827    (23.3)%
                                     ======    ======    =====

</TABLE>

In the  three-month  period ended March 31, 2006, as compared to the same period
in 2005,  revenues  increased mainly due to the funding of several new mezzanine
loans during the second half of 2005.  Expenses  have also  increased  for these
periods due to the  recognition of certain  property level costs for Real Estate
Owned and financing costs  (particularly  due to a trust preferred  offering and
higher  interest  rates).  Other income has increased  due to the  conversion of
ARCap shares from preferred to common, earning higher equity income.

<TABLE>
<CAPTION>

REVENUES
                                                         Three Months
                                                     Ended March 31, 2006
                                              ---------------------------------
                                                  % Change         % of Total
                                              from Prior Period     Revenues
                                              ---------------------------------
<S>                                                 <C>              <C>
Interest income:
   Debt securities                                    6.2 %           39.9 %
   Mortgage loans                                   223.4             24.7
   Notes receivable                                 (51.4)             2.9
   Revenue bonds                                     (3.4)             1.7
   Temporary investments                            388.2              1.0
Other revenues                                      (97.8)             0.1
                                                    -----            -----
  Subtotal                                           25.5             70.3

Rental income                                         9.6             29.7
                                                    -----            -----

Total revenues                                       20.3 %          100.0 %
                                                    =====            =====

</TABLE>

We had the following investments (exclusive of Real Estate Owned and ARCap):

<TABLE>
<CAPTION>

(In thousands)
                                As of                              As of
                            March 31, 2006                     March 31, 2005
                  ---------------------------------- ---------------------------------
                                           Weighted                          Weighted
                                            Average                           Average
                    Carrying      % of     Interest   Carrying     % of      Interest
                     Amount       Total      Rate      Amount      Total       Rate
                  --------------------------------------------------------------------
<S>                 <C>           <C>       <C>       <C>          <C>        <C>
Debt securities     $219,639       74.9%     6.23%    $223,429      83.3%      6.33%
Mortgage loans        53,297       18.2     14.98       21,395       8.0      11.68
Notes receivable      13,725        4.7     10.26       16,584       6.2       9.31
Revenue bonds          6,581        2.2      8.68        6,604       2.5       8.69
                    --------     ------     -----     --------    ------      -----
                    $293,242      100.0%     8.18%    $268,012     100.0%      7.12%
                    ========     ======     =====     ========    ======      =====

</TABLE>

Interest income from debt securities increased, primarily due to the purchase of
seven new FNMA certificates during the second half of 2005,  partially offset by
the  repayment of two GNMA  certificates.  The decrease in the weighted  average
interest  rate on debt  securities as of March 31, 2006, as compared to December
31, 2005, was primarily due to the rising  interest rates on mortgage  loans; as


                                       15
<PAGE>



mortgage interest rates rise, yields on debt securities tend to decrease.

Interest  income from mortgage loans  increased for the three months ended March
31, 2006,  as compared to 2005,  primarily  due to the funding of six  mezzanine
loans during the second and third quarters of 2005. The increase in the weighted
average  interest  rates on mortgage  loans as of March 31, 2006, as compared to
December 31, 2005, was primarily due to the increase in market  interest  rates,
as many of our mezzanine loans have variable interest rates.

Interest income from notes receivable decreased for the three months ended March
31, 2006, as compared to 2005,  primarily due to the payoff of four notes during
2005.

Rental  income  increased for the three months ended March 31, 2006, as compared
to 2005,  due to the  recognition  of a full  period  of  income  from  property
operations  of Autumn Creek in 2006 (as  compared to a partial  period in 2005),
offset by the Plaza at San Jacinto sale in February 2005.

<TABLE>
<CAPTION>

EXPENSES
                                                                 Three Months
                                                             Ended March 31, 2006
                                                          --------------------------
                                                          % Change from   % of Total
                                                           Prior Period    Revenues
                                                          -------------   ----------
<S>                                                           <C>            <C>
Interest                                                       87.5%         27.5%
Distributions to preferred shareholders                       660.3           6.4
General and administrative                                     11.4           6.0
Fees to Advisor                                                19.2          10.3
Amortization and other                                        (88.7)          0.2
                                                              -----          ----
  Subtotal                                                     61.6          50.4

Property operations                                            59.2          18.2
Depreciation                                                   23.0           5.6
Mortgage interest for real estate owned - held and used        (1.3)          7.4
                                                              -----         -----

Total expenses                                                 49.2%         81.5%
                                                              =====         =====

</TABLE>

At March 31, 2006, excluding the non-recourse  mortgage on real estate owned, we
had total debt of approximately  $230.7 million with a weighted average interest
rate of 5.04% per year, including the effect of our swap agreement. At March 31,
2005,  we had a  comparable  balance  of  approximately  $207.4  million  with a
weighted  average  interest rate of 3.43% per year. The increase in the weighted
average interest rate is due to steady increases in market interest rates during
2005 and 2006.

Interest  expense  increased  for the three  months  ended  March 31,  2006,  as
compared to 2005,  primarily due to the increased  borrowings on the  repurchase
facilities  stemming  from an  increased  investment  base and the  increase  in
interest rates during 2005 and 2006.

Distributions  to preferred  shareholders  increased  for the three months ended
March 31,  2006,  as  compared to 2005 due to the  issuance  of trust  preferred
securities in March 2005.

General and  administrative  expenses increased for the three months ended March
31,  2006,  as compared  to 2005,  primarily  due to  increased  accounting  and
Sarbanes-Oxley  compliance fees, excise taxes,  insurance and stock option costs
(the last  factor due to a rising  stock  price and the  accelerated  vesting of
certain  options).  These  increases were offset by decreased legal and investor
services expenses.

Fees to Advisor increased for the three months ended March 31, 2006, as compared
to 2005,  due to the  accrual  of  incentive  management  fees  relating  to the
projected  2006  earnings.  We  accrue  these  costs  proportionately  with  our
projected quarterly earnings. In addition, we incurred higher overhead costs and
asset  management  fees  because of  expansion  of our business and an increased
asset base  (approximately  $381.4 million in first quarter of 2006, as compared
to  approximately  $359.2 million in comparable  2005 period).  Effective in the


                                       16
<PAGE>



second  quarter of 2006,  the asset  management  fees due to our Advisor will be
based on our shareholder's equity balance, instead of our asset base.

Property  operations  represent all non-interest  costs at the property level on
all of our Real Estate  Owned - Held and Used  properties.  The increase for the
three months ended March 31, 2006, as compared to 2005, was mainly due to higher
property tax costs.

Depreciation  expense  increased  for the three months ended March 31, 2006,  as
compared to 2005, due to a higher base of depreciable  real estate owned in 2006
as  compared to the 2005  period.  In  February  2005,  we sold the Plaza at San
Jacinto property and, in 2006, foreclosed on the larger Autumn Creek property.

OTHER INCOME

Other income increased for the three months ended March 31, 2006, as compared to
2005,  due to the  conversion  of  315,000  of our  800,000  ARCap  shares  from
preferred to common at the end of 2005. Upon conversion, we are earning a higher
level of equity  income  from the common  share  portion of the  investment.  In
addition,  2005 includes the  recognition of a loss resulting from the sale of a
GNMA certificate, with no comparable loss in 2006.


Funds from Operations
---------------------

Funds  from  operations  ("FFO"),  represents  net income or loss  (computed  in
accordance  with  GAAP),  excluding  gains or  losses  from  sales of  property,
excluding  depreciation and amortization  related to real property and including
funds from operations for unconsolidated  joint ventures  calculated on the same
basis.  FFO is calculated in accordance  with the National  Association  of Real
Estate  Investment  Trusts  ("NAREIT")  definition.  FFO does not represent cash
generated  from  operating  activities  in  accordance  with  GAAP  and  is  not
necessarily  indicative of cash available to fund cash needs.  FFO should not be
considered  as an  alternative  to net income as an indicator  of the  Company's
operating  performance  or as an  alternative  to cash  flows  as a  measure  of
liquidity.  Our  management  considers FFO a  supplemental  measure of operating
performance,  and,  along with cash flows from operating  activities,  financing
activities,  and investing activities,  it provides investors with an indication
of our ability to incur and service debt,  make capital  expenditures,  and fund
other cash needs.

The  following  table  reconciles  net income to FFO for the three  months ended
March 31, 2006 and 2005:

<TABLE>
<CAPTION>

(In thousands)
                                                         2006            2005
                                                       --------        --------
<S>                                                    <C>             <C>
Net income                                             $  2,169        $  2,827

Add back: depreciation of real property                $    450             366
                                                       --------        --------

FFO                                                    $  2,619        $  3,193
                                                       ========        ========

Cash flows from:
  Operating activities                                 $  1,654        $  3,732
                                                       ========        ========
  Investing activities                                 $    233        $(33,448)
                                                       ========        ========
  Financing activities                                 $(12,423)       $ 37,170
                                                       ========        ========

Weighted average shares outstanding:
Basic                                                     8,304           8,337
                                                       ========        ========
Diluted                                                   8,307           8,344
                                                       ========        ========

</TABLE>

Since not all companies  calculate  FFO in a similar  fashion,  our  calculation
presented above may not be comparable to similarly  titled measures  reported by
other companies.


                                       17
<PAGE>



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

SOURCES OF FUNDS

We expect that cash  generated  from our  investments,  as well as our borrowing
capacity, will meet our needs for short-term liquidity and will be sufficient to
pay all expenses and distributions to our shareholders in amounts  sufficient to
retain our Real  Estate  Investment  Trust  ("REIT")  status in the  foreseeable
future.  In order to  qualify  as a REIT under the  Internal  Revenue  Code (the
"Code"), as amended, we must, among other things, distribute at least 90% of our
taxable  income.  We believe  that we are in  compliance  with the  REIT-related
provisions of the Code.

We finance our  investing  activity  primarily  through  borrowing  from various
facilities at short-term  rates. At March 31, 2006, we had  approximately  $20.0
million available to borrow,  contractually,  under our debt facilities  without
exceeding limits imposed by debt covenants and our declaration of trust. We also
had $250.0 million available to borrow, contractually,  under our new repurchase
facility at March 31, 2006. Subsequently,  we borrowed $29.2 million off of this
facility  to  purchase  a note from  CharterMac  (see  Note 11 to the  condensed
consolidated financial statements).  In April 2006, an amendment was approved to
extend  our  facility  with  CharterMac  to June 2007 and  increase  the  amount
available to borrow from $20.0 million to $50.0 million.

From time to time,  we may also  issue  common  shares  or other  equity to fund
investing  activity.  During  2005,  our  subsidiary  issued  $25.0  million  of
variable-rate Preferred Securities.  The proceeds received were used to purchase
FNMA certificates.

We have capacity to raise  approximately  $170.0 million of additional  funds by
issuing  either  common or  preferred  shares  pursuant to a shelf  registration
statement filed with the SEC. If market conditions warrant, we may seek to raise
additional funds for investment through further  offerings,  although the timing
and amount of such offerings cannot be determined at this time.

We are  expecting  to utilize  Collateralized  Debt  Obligations  ("CDOs")  as a
financing  tool to lower our cost of capital and thereby  enhance our investment
capabilities  and  opportunities.  Tapping these  securitization  markets should
enable the  Company to  compete  in debt  markets in which we have not  competed
effectively  in the past  and to  originate  a wide  variety  of debt  products,
including   floating  or  fixed  rate  assets,   first  mortgages,   subordinate
participations in first mortgages, bridge loans, mezzanine loans, etc. We intend
for the assets to be aggregated on our balance sheet and later  securitized.  It
is  anticipated  that our  origination  activity  would begin to increase in the
second quarter of 2006 with the goal of completing our first CDO  securitization
by the third  quarter of 2006,  although  there are no  assurances  that we will
proceed with such a program.

SUMMARY OF CASH FLOWS

During the three months  ended March 31,  2006,  as compared to the three months
ended  March 31,  2005,  the net change in cash and cash  equivalents  decreased
approximately  $18.0  million.  Despite  increased  cash flows from  receivables
collected  and  equity  income  received,  operating  cash  flows  decreased  by
approximately  $2.1 million  primarily due to lower  earnings and the payment of
certain payables and Advisory fees incurred in 2005.

A  decrease  in net  cash  used in  investing  activities  (approximately  $33.7
million) was due to the decline in investments  made during the first quarter of
2006,  as compared to 2005.  This was due to shifting  our focus to  originating
loans for our first CDO  securitization,  most of which are due to close  during
the second  quarter of 2006.  There was also a decrease in net cash  provided by
financing activities (approximately $49.6 million) that can be attributed to the
lower level of  investing  activity  during the 2006  period,  offset by partial
repayments  made to the  repurchase  facilities  and the full  repayment  of the
warehouse facility.

LIQUIDITY REQUIREMENTS AFTER MARCH 31, 2006

During April 2006, we have closed approximately $108.0 million of first mortgage
loans,  including a $26.0 million loan purchased from CharterMac,  the parent of
our Advisor (see Note 11 to our condensed consolidated financial statements). We
plan to securitize  these loans in our first CDO. In addition to these loans, we
anticipate  approximately  another $226.0 million in acquisition  volume for the
CDO securitization to close during the second quarter of 2006. Financing for the
anticipated  acquisitions  is  expected to be made  through  our new  repurchase
facility  with  BOA  (see  Note  5  to  our  condensed   consolidated  financial
statements).


                                       18
<PAGE>



During May 2006,  distributions of approximately $3.3 million ($0.40 per share),
which were declared in March 2006, will be paid to common shareholders.

We are 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.

Dividends
---------

The following table outlines our total dividends and return of capital  amounts,
determined in accordance with GAAP, for the three months ended March 31:

<TABLE>
<CAPTION>

(In thousands)
                                               2006         2005
                                              ------       ------
<S>                                           <C>          <C>
Total dividends                               $3,322       $3,334
Return of capital:
  Amount                                      $1,152       $  508
  Per share                                    $0.14        $0.06
  Percent of total dividends                   34.69%       15.22%

</TABLE>

Commitments, Contingencies and Off-Balance Sheet Arrangements
-------------------------------------------------------------

See Note 10 to our condensed  consolidated financial statements for a summary of
our guarantees and commitments and contingencies.

We  have no  unconsolidated  subsidiaries,  special  purpose  off-balance  sheet
financing entities, or other off-balance sheet arrangements.

CONTRACTUAL OBLIGATIONS

In conducting business, we enter into various contractual  obligations.  Details
of these  obligations,  including  expected  settlement  periods,  are contained
below.

<TABLE>
<CAPTION>

                                                             Payments Due by Period
                                                                 (In thousands)
                                           -----------------------------------------------------------
                                                       Less than                             More than
                                             Total       1 Year    1 - 3 Years  3 - 5 Years   5 Years
                                           ---------   ---------   -----------  -----------  ---------
<S>                                         <C>         <C>         <C>          <C>         <C>
Debt:
  Repurchase facilities                     $205,650    $205,650    $     --     $     --    $     --
  Mortgage loan on real estate owned (1)      40,355         504       1,200        1,350      37,301
  Preferred shares of subsidiary
    (subject to mandatory repurchase)         25,000          --          --           --      25,000
Funding Commitments:
  Standby and forward loan commitments         4,798       3,914         884           --          --
                                            --------    --------    --------     --------    --------

Total                                       $275,803    $210,068    $  2,084     $  1,350    $ 62,301
                                            ========    ========    ========     ========    ========

</TABLE>

(1) Represents a first  mortgage on  properties we report as Real Estate Owned -
    Held and Used (Concord  Portfolio) as a sale of the  properties did not meet
    the  criteria  for sale  recognition  in  accordance  with  GAAP.  The first
    mortgage loan is non-recourse with respect to AMAC, the debt service is paid
    from  the cash  flows of the  properties,  and we will  not be  required  to
    satisfy the obligation.

Inflation
---------

Inflation  did not  have a  material  effect  on our  results  for  the  periods
presented.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk is the exposure to loss resulting from changes in interest rates and
equity  prices.  The  primary  market  risk to which the  Company  is exposed is
interest  rate  risk,  which is  highly  sensitive  to many  factors,  including
governmental monetary and tax policies,  domestic and international economic and
political considerations and other factors beyond the control of our Company.


                                       19
<PAGE>



INTEREST RATE RISK

Interest  rate  fluctuations  can  adversely  affect our income in many ways and
present a variety of risks,  including the risk of mismatch between asset yields
and borrowing rates.

Our operating  results  depend in large part on  differences  between the income
from our assets (net of credit losses) and our borrowing costs.  Although we are
increasing our originations of variable rate loans,  most of our assets generate
fixed  returns and have terms in excess of five years.  We fund the  origination
and  acquisition of a significant  portion of our assets with  borrowings  which
have variable  interest  rates that reset  relatively  rapidly,  such as weekly,
monthly,  or quarterly.  In most cases, the income from assets will respond more
slowly to interest rate  fluctuations  than the cost of  borrowings,  creating a
mismatch  between asset yields and  borrowing  rates.  Consequently,  changes in
interest rates,  particularly  short-term  interest rates, may influence our net
income. Our borrowings under repurchase and our trust preferred  securities bear
interest at rates that fluctuate with LIBOR.

Various  financial  vehicles  exist which would allow our management to mitigate
the impact of interest  rate  fluctuations  on our cash flows and  earnings.  We
enter into certain  hedging  transactions to protect our positions from interest
rate  fluctuations and other changes in market  conditions.  These  transactions
include  interest  rate swaps and fair value  hedges.  Interest  rates swaps are
entered  into in order to  hedge  against  increases  in  floating  rates on our
repurchase  facilities.  Fair  value  hedges  are  entered  into for some of our
investments  to hedge our risk that interest  rates may affect the fair value of
these investments, prior to securitization.

Based on the $200.7 million unhedged portion of the $230.7 million of borrowings
outstanding  at March 31, 2006, and a fair value hedge on a $5.0 million note, a
1%  change in LIBOR  would  impact  our  annual  net  income  and cash  flows by
approximately  $2.0 million.  However,  as the interest  income from some of our
loans is also based on LIBOR,  a 1% increase in LIBOR would  increase our annual
net income and cash flows  from such loans by  approximately  $387,000.  The net
effect of a 1% increase in LIBOR would  therefore  result in a reduction  of our
annual net income by  approximately  $1.6 million.  In addition,  an increase in
LIBOR could also impede the collections of interest on our variable-rate  loans,
as  there  might  not be  sufficient  cash  flow  at the  properties  to pay the
increased debt service. Because the value of our debt securities fluctuates with
changes in interest rates,  rate  fluctuations will also affect the market value
of our net assets.

ITEM 4.   CONTROLS AND PROCEDURES

(a)       EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.  Our Chief Executive
          Officer and Chief Financial  Officer have evaluated the  effectiveness
          of  our  disclosure  controls  and  procedures  (as  defined  in  Rule
          13a-15(e) or Rule 15a-15(e) of the Securities Exchange Act of 1934, as
          amended (the  "Exchange  Act")) as of the end of the period covered by
          this quarterly  report.  Based on such evaluation,  such officers have
          concluded that our disclosure controls and procedures as of the end of
          the period covered by this  quarterly  report were effective to ensure
          that  information  required  to be  disclosed  by the  Company  in the
          reports  that the Company  files or submits  under the Exchange Act is
          recorded, processed,  summarized and reported, within the time periods
          specified  in the  SEC  rules  and  forms,  and to  ensure  that  such
          information  is  accumulated   and   communicated   to  the  Company's
          management,  including the Chief Executive Officer and Chief Financial
          Officer, as appropriate,  to allow timely decisions regarding required
          disclosure.

(b)       INTERNAL  CONTROL  OVER  FINANCIAL  REPORTING.  In January  2006,  our
          Advisor  initiated  an internal  audit  function by hiring an external
          specialty  firm to execute  the  function.  Other than the  foregoing,
          there have not been any  significant  changes in our 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, our internal control over financial reporting.


                                       20
<PAGE>



                           PART II. OTHER INFORMATION


ITEM 1.    LEGAL PROCEEDINGS

           On October 27, 2003,  prior to taking  possession  of the real estate
           collateral supporting a loan investment,  we were named in a lawsuit,
           Concord Gulfgate,  Ltd. vs. Robert Parker,  Sunrise Housing Ltd., and
           American  Mortgage  Acceptance  Company,  Cause No. 2003-59290 in the
           133rd  Judicial  District  Court of Harris  County,  Texas.  The suit
           alleges that the loan transaction was not properly  authorized by the
           borrower  and was not for a  legitimate  borrower  purpose.  The suit
           claims,   among  other  causes  of  action   against  the  respective
           defendants,  wrongful  foreclosure  of the  real  estate  collateral,
           tortious  interference with contract and civil  conspiracy.  The suit
           seeks,  among other  relief,  actual,  consequential,  and  exemplary
           damages,  and a declaration that the loan documents are unenforceable
           and constitute a cloud on title.  The basic claim of this suit is for
           the amount of $1.5 million. The discovery phase of this suit has been
           completed.  A motion for  summary  judgment  was filed by us, but was
           denied on July 25, 2005. It is not known when the case will be called
           to trial.

           We  filed  a  countersuit  on  November  25,  2003,  against  Concord
           Gulfgate,  Ltd., as  guarantor,  seeking a deficiency on the loan and
           recovery  of  unpaid  taxes and  certain  property  receipts.  We are
           currently unable to determine the possible outcome of the litigation.

ITEM 1A.   RISK FACTORS

           There have been no material  changes to the risk factors as disclosed
           in our filing on form 10-K for the year ended December 31, 2005.

ITEM 2.    UNREGISTERED SALES OF EQUITY 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

           31.1   Chief Executive Officer certification  pursuant to Section 302
                  of the Sarbanes-Oxley Act of 2002.*

           31.2   Chief Financial Officer certification pursuant to  Section 302
                  of the Sarbanes-Oxley Act of 2002.*

           32.1   Certification  pursuant  to Section 906 of the  Sarbanes-Oxley
                  Act of 2002.*

           *      Filed herewith.


                                       21
<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.



                      AMERICAN MORTGAGE ACCEPTANCE COMPANY
                                  (Registrant)



Date: May 10, 2006          By:     /s/ Jeff T. Blau
                                    ----------------
                                    Jeff T. Blau
                                    Chairman of the Board of Trustees
                                    and Chief Executive Officer


Date: May 10, 2006          By:     /s/ Alan P. Hirmes
                                    ------------------
                                    Alan P. Hirmes
                                    Managing Trustee and Chief Financial Officer


<PAGE>



                                                                    Exhibit 31.1


                                  CERTIFICATION

I, Jeff T. Blau, hereby certify that:

     1.  I have  reviewed  this  quarterly  report on Form  10-Q for the  period
         ending March 31, 2006, of American Mortgage Acceptance Company;

     2.  Based on my  knowledge,  this  quarterly  report  does not  contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary  in  order  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 quarterly report;

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

         a) designed  such  disclosure  controls and  procedures  or caused such
         disclosure   controls  and   procedures   to  be  designed   under  our
         supervision,  to  ensure  the  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 quarterly 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 financial  statements for
         external  purposes in accordance  with  generally  accepted  accounting
         principles;

         c) evaluated the effectiveness of the registrant's  disclosure controls
         and procedures presented in this quarterly 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:  May 10, 2006                        By:  /s/ Jeff T. Blau
                ------------                             ----------------
                                                         Jeff T. Blau
                                                         Chief Executive Officer


<PAGE>



                                                                    Exhibit 31.2


                                  CERTIFICATION

I, Alan P. Hirmes, hereby certify that:

     1.  I have  reviewed  this  quarterly  report on Form  10-Q for the  period
         ending March 31, 2006, of American Mortgage Acceptance Company;

     2.  Based on my  knowledge,  this  quarterly  report  does not  contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary  in  order  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 quarterly report;

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

         a) designed  such  disclosure  controls and  procedures  or caused such
         disclosure   controls  and   procedures   to  be  designed   under  our
         supervision,  to  ensure  the  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 quarterly 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 financial  statements for
         external  purposes in accordance  with  generally  accepted  accounting
         principles;

         c) evaluated the effectiveness of the registrant's  disclosure controls
         and procedures presented in this quarterly 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:  May 10, 2006                        By:  /s/ Alan P. Hirmes
                ------------                             ------------------
                                                         Alan P. Hirmes
                                                         Chief Financial Officer


<PAGE>



                                                                    Exhibit 32.1



                            CERTIFICATION PURSUANT TO
                             18.U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of American Mortgage  Acceptance Company
(the  "Company") on Form 10-Q for the period ending March 31, 2006 as filed with
the Securities and Exchange  Commission on the date hereof (the "Report"),  Jeff
T. Blau, as Chief Executive Officer of the Company, and Alan P. Hirmes, as Chief
Financial  Officer of the Company each hereby  certifies,  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 results of operations of the
Company.



By:  /s/ Jeff T. Blau                               By:  /s/ Alan P. Hirmes
     ----------------                                    ------------------
     Jeff T. Blau                                        Alan P. Hirmes
     Chief Executive Officer                             Chief Financial Officer
     May 10, 2006                                        May 10, 2006


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