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



                                   FORM 10-Q


                               QUARTERLY REPORT


       Under Section 13 or 15(d) of the Securities Exchange Act of 1934


                     FOR THE QUARTER ENDED March 31, 2000


                          Commission File No. 0-19564


                        FGIC SECURITIES PURCHASE, INC.
                            A Delaware Corporation
                  IRS Employer Identification No. 13-3633082
                    115 Broadway, New York, New York 10006
                          Telephone - (212) 312-3000


     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 and (2) has been subject to such filing
requirements for the past 90 days.


                           Yes   X        No _____
                               --------



                                                          Shares Outstanding
Title of Class                                              at May 12, 2000
--------------

Common Stock (voting), $10.00 par value                           10





Registrant meets the conditions set forth in general instruction H(1)(a) and
(b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced
disclosure format.


<PAGE>



                               TABLE OF CONTENTS


                                                                           PAGE


PART I.  FINANCIAL INFORMATION


      Item 1.     Financial Statements

                  Balance Sheets                                           3
                  Statements of Operations                                 4
                  Statements of Cash Flows                                 5
                  Notes to Unaudited Interim Financial Statements        6-8


      Item 2.     Management's Discussion and Analysis of
                  Financial Condition and Results of
                  Operations                                               8


PART II. OTHER INFORMATION

      Item 1 - Item 6                                                      9


      Signatures                                                          10



<PAGE>



Item 1.        Financial Statements and Supplementary Data.



                        FGIC Securities Purchase, Inc.
              (a wholly-owned subsidiary of FGIC Holdings, Inc.)
                                Balance Sheets



ASSETS                                     March 31,             December 31,
                                              2000                    1999
                                         (Unaudited)


Short-term investments              $              -            $    132,383
Liquidity fees receivable                  1,142,549                 728,904
Due from GE Capital                       26,285,433              25,253,791
Other assets                                 209,872                 339,990
                                       -------------           -------------

     Total assets                        $27,637,854             $26,455,068
                                         ===========             ===========


LIABILITIES AND STOCKHOLDER'S EQUITY

Liabilities:

Deferred liquidity fee income            $   333,289             $   251,324
Due to affiliates                            141,881                  40,000
Commitment fees payable to GE Capital        360,740                 320,831
Accounts payable and accrued expenses        332,760                 326,759
Deferred tax liability                             -                   1,111
Taxes payable                              4,745,554               4,655,157
                                           ---------               ---------

     Total liabilities                     5,914,224               5,595,182
                                          ----------              ----------

Stockholder's Equity:

Common stock, par value $10.00 per share;
     10 shares authorized, issued and
     outstanding                                 100                     100
Additional paid in capital                   822,145                 822,145
Retained earnings                         20,901,385              20,037,641
                                         -----------             -----------

     Total stockholder's equity           21,723,630              20,859,886
                                         -----------             -----------

     Total liabilities and stockholder's
     equity                              $27,637,854             $26,455,068
                                         ===========             ===========






            See accompanying notes to interim financial statements.


                        FGIC Securities Purchase, Inc.
              (a wholly-owned subsidiary of FGIC Holdings, Inc.)
                           Statements of Operations
                                  (Unaudited)





                                                 For The Three Months Ended
                                                           March 31,
                                                    2000              1999
                                                    ----              ----

Liquidity fee income                             $1,611,308        $1,635,466
Investment income                                     1,339             1,406
                                                 ----------        ----------
Total revenues                                    1,612,647         1,636,872
General and administrative expenses                 183,790           187,954
                                                 ----------        ----------
Income before provision for income taxes          1,428,857         1,448,918
                                                 ----------        ----------
Provisions for income taxes
    Federal                                         465,093           471,623
    State and local                                 100,020           101,424
                                                 ----------        ----------
Total provisions for income taxes                   565,113           573,047
                                                 ----------        ----------
Net income                                       $  863,744        $  875,871
                                                 ==========        ==========



            See accompanying notes to interim financial statements


<PAGE>

<TABLE>
<CAPTION>


                        FGIC Securities Purchase, Inc.
              (a wholly-owned subsidiary of FGIC Holdings, Inc.)
                           Statements of Cash Flows
                                  (Unaudited)


                                                                 For the Three Months Ended
                                                                           March 31,
                                                                   2000            1999

Operating activities:

<S>                                                             <C>              <C>
Net income                                                      $863,744         $875,871
   Adjustments to reconcile net
   income to net cash provided by
   operating activities:
      Deferred income tax expense                                 (1,111)         (35,498)
      Change in taxes payable                                     90,397          608,545
      Change in due from affiliates                           (1,031,642)      (1,559,405)
      Change in due to affiliates                                101,881                -
      Change in other assets                                     130,118                -
      Change in liquidity fees receivable                       (413,645)          66,540
      Change in deferred liquidity fee income                     81,965            5,516
      Change in accounts payable and accrued expenses              6,001                -
      Change in commitment fees payable to GE Capital             39,909           39,837
                                                              ----------       ----------

     Cash provided by operating activities                      (132,383)           1,406
                                                              -----------      ----------

 Net change in cash and cash equivalents                        (132,383)           1,406
                                                              -----------      ----------

   Cash and cash equivalents at beginning of period              132,383          126,285
                                                              ----------       ----------

   Cash and cash equivalents at end of period                 $        -         $127,691
                                                              ==========       ==========

</TABLE>



            See accompanying notes to interim financial statements.



                        FGIC Securities Purchase, Inc.
              (a wholly-owned subsidiary of FGIC Holdings, Inc.)
                     Notes to Interim Financial Statements
                                March 31, 2000
                                  (Unaudited)


(1)      Business

         FGIC Securities Purchase, Inc. ("FGIC-SPI") is a wholly-owned
         subsidiary of FGIC Holdings, Inc. (the "Parent") which, in turn, is
         wholly-owned by General Electric Capital Corporation ("GE Capital").
         FGIC-SPI provides liquidity for certain floating rate municipal
         securities whereby FGIC-SPI will, under certain circumstances,
         purchase such securities in the event they are tendered by the
         holders thereof as permitted under the terms of the respective bond
         indentures. As of March 31, 2000, FGIC-SPI had approximately $2.9
         billion (par and interest) of potential obligations under such
         arrangements. In order to obtain funds to purchase the securities,
         FGIC-SPI has entered into standby loan agreements with GE Capital
         totaling $5.0 billion at March 31, 2000, under which GE Capital will
         be irrevocably obligated to lend funds as needed for FGIC-SPI to
         purchase the securities.

(2)      Significant Accounting Policies

         The interim financial statements of FGIC-SPI in this report reflect
         all normal recurring adjustments necessary, in the opinion of
         management, for a fair statement of (a) results of operations for
         three months ending March 31, 2000 and 1999, (b) the financial
         position at March 31, 2000 and December 31, 1999, and (c) cash flows
         for the three months ended March 31, 2000 and 1999.

         These interim financial statements should be read in conjunction with
         the financial statements and related notes included in the 1999
         audited financial statements.

         Significant accounting policies are as follows:

         Cash and Cash Equivalents

         Cash and cash equivalents are carried at cost, which approximates
         fair value. For purposes of the statement of cash flows, FGIC-SPI
         considers all highly liquid investments with original maturities of
         three months or less to be cash equivalents.

         Revenue Recognition

         Fees are paid up-front and in installments. Up-front fees are earned
         on a straight-line basis over the life of the liquidity commitment,
         and installment fees are earned straight-line over the installment
         period.


<PAGE>

         Fair Values of Financial Instruments

         The carrying amounts of FGIC-SPI's financial instruments, relating
         primarily to short term investments and liquidity fees, approximate
         their fair values.

         SEC Registration Fees

         SEC registration fees are reimbursable to FGIC-SPI, as a separate
         item at the closing, by issuers, as transactions are consummated.
         Such fees are deferred when paid, and netted against the related
         reimbursement as transactions are consummated. Management evaluates
         the recoverability of such deferred fees at each reporting date.

         Expenses

         Direct expenses incurred by the Parent are fully allocated to
         FGIC-SPI on a specific identification basis. Employee related
         expenses are allocated by affiliates to FGIC-SPI based on the
         percentage of time such employees devote to the activities of
         FGIC-SPI. Management believes that such allocation method is
         reasonable. Management believes that such expenses, as reported in
         the statement of income, would not differ materially from what
         expenses would have been on a stand-alone basis.

         Commitment Fees

         The commitment fees are accrued on the outstanding liquidity
         facilities (see Note 4).

         Reserve for Losses

         It is management's policy to establish a reserve for losses based
         upon its estimate of the ultimate aggregate losses relative to its
         obligations under the liquidity facility arrangements written.

         At March 31, 2000, management does not anticipate any losses
         relative to such arrangements.

         Income Taxes

         Deferred tax assets and liabilities are recognized for the future tax
         consequences attributable to differences between the financial
         statement carrying amounts of existing assets and liabilities and
         their respective tax bases, on a stand alone basis, as provided in
         SFAs No. 109, "Accounting for Income Taxes". Deferred tax assets and
         liabilities are measured using enacted tax rates expected to apply to
         taxable income in the years in which those temporary differences are
         expected to be recovered or settled. The effect on deferred tax
         assets and liabilities of a change in tax rates is recognized in
         income in the period that includes the enactment date.

(3)      Income Taxes

         Under an intercompany tax-sharing agreement with its parent, FGIC-SPI
         is included in the consolidated Federal income tax returns filed by
         GE Capital. FGIC-SPI provides for taxes as if it filed a separate tax
         return in accordance with SFAS No. 109.


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

               Liquidity fees are received up-front at the inception of the
               contract and in installments over the life of the contract.
               Up-front fees are earned on a straight-line basis over the life
               of the liquidity commitment, and installment fees are earned
               straight-line over the installment period. For the three months
               ended March 31, 2000, FGIC-SPI earned liquidity fees of
               $1,611,308 compared to $1,635,466 for the three months ended
               1999. The decrease in earnings is primarily due to a renewal of
               existing deals at lower basis points. FGIC-SPI incurred
               $183,790 and $187,594 of general and administrative expenses
               for the three months ended March 31, 2000 and 1999,
               respectively. The expenses incurred primarily include fees
               associated with establishing the liquidity facilities.

<PAGE>



                          PART II - Other Information



Item 1.       Legal Proceedings

              FGIC-SPI is not involved in any pending legal proceedings.


Item 2.       Changes in Securities

              None.


Item 3.       Defaults on Senior Securities

              None.


Item 4.       Submission of Matters to a Vote of Security Holders

              None.


Item 5.       Other Information

              None.


Item 6.       Exhibits and Reports on Form 8-K

              a)    Exhibits

                    None.

              b)    Reports on Form 8-K

                    None.


<PAGE>



                                  SIGNATURES




Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                               FGIC SECURITIES PURCHASE, INC.
                                               ------------------------------
                                                         (Registrant)



Date:      May 11, 2000
           ------------                        -----------------------------
                                                       Ann C. Stern
                                                       President (principal
                                                       executive officer)



Date:      May 11, 2000
           ------------                       ------------------------------
                                                       Rick J. Filippelli
                                                       Treasurer (principal
                                                       financial and
                                                       accounting officer)