UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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                                    FORM 10-Q
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[X]   QUARTERLY REPORT PURSUANT TO SECTION 12 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED June 30, 2005

                                       OR

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

            FOR THE TRANSITION PERIOD FROM ___________ TO ___________

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                         COMMISSION FILE NUMBER 0-19564
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                       MUNICIPAL SECURITIES PURCHASE, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                  DELAWARE                                  13-3633082
---------------------------------------------    -------------------------------
(State or other jurisdiction incorporation or    (I.R.S. Employer Identification
                organization)                                  No.)

201 HIGH RIDGE ROAD, STAMFORD, CONNECTICUT                    06927
--------------------------------------------------------------------------------
 (Address of principal executive offices)                   (Zip Code)

       (REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA CODE) (203) 357-4000
                                                           --------------

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                      NONE

           SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                               TITLE OF EACH CLASS
                               -------------------

                    COMMON STOCK, PAR VALUE $10.00 PER SHARE

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 an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes     No X .
                                                ---   ---

At July 28, 2005, 10 shares of voting common stock, which constitutes all of the
outstanding common equity, with a par value of $10.00 per share were
outstanding.

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>

                       MUNICIPAL SECURITIES PURCHASE, INC.

                                                                            PAGE

PART I.       FINANCIAL INFORMATION

Item 1.    Financial Statements
                Statement of Financial Position                               1
                Statement of Income                                           2
                Statement of Changes in Shareowner's Equity                   3
                Statement of Cash Flows                                       4
                Notes to Unaudited Interim Financial Statements               5

Item 2.    Management's Discussion and Analysis of Results of Operations and
           Financial Condition                                                6

Item 4.    Controls and Procedures                                            7

PART II.      OTHER INFORMATION

Item 6.    Exhibits                                                           8
Signatures                                                                    9

Unless the context otherwise  requires,  the "Company,"  "Municipal-SPI,"  "We,"
"Us," or "Our" shall mean Municipal Securities Purchase, Inc.

FORWARD-LOOKING STATEMENTS

This  document  contains  "forward-looking  statements"  - that  is,  statements
related to future, not past, events. In this context, forward-looking statements
often address our expected future business and financial performance,  and often
contain words such as "expects,"  "anticipates," "intends," "plans," "believes,"
"seeks," or "will."  Forward-looking  statements by their nature address matters
that are, to different  degrees,  uncertain.  For us,  particular  uncertainties
arise from the behavior of financial markets, including fluctuations in interest
rates and from numerous  other  matters of national,  regional and global scale,
including those of a political,  economic,  business,  competitive or regulatory
nature. These uncertainties may cause our actual future results to be materially
different  than those  expressed in our  forward-looking  statements.  We do not
undertake to update our forward-looking statements.

<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                       MUNICIPAL SECURITIES PURCHASE, INC.

                         Statement of Financial Position

<TABLE>
<CAPTION>
                                                                JUNE 30,      DECEMBER 31,
                                                                  2005            2004
                                                             -------------   -------------
<S>                                                          <C>             <C>
                                    ASSETS                    (unaudited)

Liquidity fees receivable                                    $     907,593   $   1,081,133
Due from GE Capital                                              1,949,330       6,180,288
                                                             -------------   -------------
             Total assets                                    $   2,856,923   $   7,261,421
                                                             =============   =============

               LIABILITIES AND SHAREOWNER'S EQUITY

Deferred liquidity fee income                                $     576,890   $     686,223
Accounts payable and accrued expenses                               47,974          29,000
Taxes payable                                                      109,662         109,662
                                                             -------------   -------------
             Total liabilities                                     734,526         824,885
                                                             -------------   -------------

Common stock, par value $10.00 per share. Authorized,
    issued, and outstanding 10 shares                                  100             100
Additional paid-in capital                                         822,145         822,145
Retained earnings                                                1,300,152       5,614,291
                                                             -------------   -------------
             Total shareowner's equity                           2,122,397       6,436,536
                                                             -------------   -------------
             Total liabilities and shareowner's equity       $   2,856,923   $   7,261,421
                                                             =============   =============
</TABLE>

See accompanying notes to unaudited interim financial statements.


                                       1
<PAGE>

                       MUNICIPAL SECURITIES PURCHASE, INC.

                               Statement of Income

                                   (Unaudited)

<TABLE>
<CAPTION>
                                           -------------------------   -------------------------
                                               THREE MONTHS ENDED          SIX MONTHS ENDED
                                                    JUNE 30                     JUNE 30
                                           -------------------------   -------------------------
                                               2005          2004          2005          2004
                                           -----------   -----------   -----------   -----------
<S>                                        <C>           <C>           <C>           <C>

Liquidity fee income                       $ 1,373,641   $ 1,616,357   $ 2,940,791   $ 3,195,199
                                           -----------   -----------   -----------   -----------
             Total revenues                  1,373,641     1,616,357     2,940,791     3,195,199
                                           -----------   -----------   -----------   -----------

General and administrative expenses              6,498        60,000        50,636       120,000
GE Capital commitment fees                      47,600        57,223       101,304       114,019
                                           -----------   -----------   -----------   -----------
             Total operating expenses           54,098       117,223       151,940       234,019
                                           -----------   -----------   -----------   -----------

             Income before provision for
               income taxes                  1,319,543     1,499,134     2,788,852     2,961,180
                                           -----------   -----------   -----------   -----------

Income tax expense:
    Federal:                                   426,298       487,968       907,771       963,865
    State and local                             91,677       104,940       195,220       207,283
                                           -----------   -----------   -----------   -----------

             Total income tax expense          517,975       592,908     1,102,991     1,171,148
                                           -----------   -----------   -----------   -----------

             Net income                    $   801,568   $   906,226   $ 1,685,861   $ 1,790,032
                                           ===========   ===========   ===========   ===========
</TABLE>

See accompanying notes to unaudited interim financial statements.


                                       2
<PAGE>

                       MUNICIPAL SECURITIES PURCHASE, INC.

                   Statement of Changes in Shareowner's Equity

                         Six-months ended June 30, 2005

<TABLE>
<CAPTION>
                                                        ADDITIONAL
                                           COMMON         PAID-IN       RETAINED
                                           STOCK          CAPITAL       EARNINGS          TOTAL

<S>                                     <C>            <C>            <C>             <C>
Balance, December 31, 2003              $        100   $    822,145   $ 37,002,347    $ 37,824,592
Dividends paid                                                         (35,000,000)    (35,000,000)
Net income                                                               3,611,944       3,611,944
                                        ------------   ------------   ------------    ------------
Balance, December 31, 2004              $        100   $    822,145   $  5,614,291    $  6,436,536
Dividends paid (unaudited)                                              (6,000,000)     (6,000,000)
Net income (unaudited)                                                   1,685,861       1,685,861
                                        ------------   ------------   ------------    ------------
Balance, June 30, 2005 (unaudited)      $        100   $    822,145   $  1,300,152    $  2,122,397
                                        ============   ============   ============    ============
</TABLE>

See accompanying notes to unaudited interim financial statements.


                                       3
<PAGE>

                       MUNICIPAL SECURITIES PURCHASE, INC.

                             Statement of Cash Flows

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                             ----------------------------
                                                                   SIX-MONTHS ENDED
                                                                       JUNE 30
                                                             ----------------------------
                                                                 2005            2004
                                                             ------------    ------------

<S>                                                          <C>             <C>
Operating activities:
Net income                                                   $  1,685,861    $  1,790,032
    Adjustments to reconcile net income to net cash
    provided by operating activities:
        Change in due from GE Capital                           4,230,958      33,303,081
        Change in liquidity fees receivable                       173,540         (82,271)
        Change in deferred liquidity fee income                  (109,333)        (10,844)
        Change in accounts payable and accrued expenses            18,974               2
                                                             ------------    ------------
           Cash from operating activities                       6,000,000      35,000,000

Financing activities:
    Dividends paid                                             (6,000,000)    (35,000,000)
                                                             ------------    ------------
           Cash used for financing activities                  (6,000,000)    (35,000,000)

Net change  in cash and cash equivalents                               --              --
Cash and cash equivalents at beginning of period                       --              --
                                                             ------------    ------------
Cash and cash equivalents at the end of period               $         --    $         --
                                                             ============    ============
</TABLE>

See accompanying notes to unaudited interim financial statements.


                                       4
<PAGE>

                       MUNICIPAL SECURITIES PURCHASE, INC.

                 NOTES TO UNAUDITED INTERIM FINANCIAL STATEMENTS

(1)         BUSINESS DESCRIPTION

            Municipal Securities Purchase,  Inc. (the Company) is a wholly-owned
            subsidiary of GE Funding  Services  Inc.  (the  Parent),  which is a
            wholly-owned  subsidiary of GEI, Inc., and in turn,  wholly owned by
            General  Electric  Capital  Corporation  (GE Capital),  the ultimate
            parent of which is  General  Electric  Company  (GE).  In the fourth
            quarter of 2003, FGIC Securities  Purchase,  Inc. (FGIC-SPI) changed
            its name to Municipal Securities Purchase, Inc. The Company provides
            liquidity for certain floating rate municipal securities whereby the
            Company will, under certain circumstances,  purchase such securities
            in the event they are tendered by the holders as permitted under the
            terms of the respective  bond  indentures.  As of June 30, 2005, the
            Company had approximately  $3.1 billion (par amount and interest) of
            potential obligations under such arrangements.  When issued, each of
            the  liquidity  facilities  had a  term  not  exceeding  five  years
            (subject  to  renewal).  In order to obtain  funds to  purchase  the
            securities,  in the event such purchases are necessary,  the Company
            has entered into standby loan  agreements  with GE Capital  totaling
            $3.1  billion  as of June  30,  2005,  under  which  GE  Capital  is
            irrevocably  obligated  to lend funds as needed  for the  Company to
            purchase the securities.

            BASIS OF CONSOLIDATION

            The  preparation  of financial  statements in  conformity  with U.S.
            generally accepted accounting principles requires management to make
            estimates and assumptions  that affect reported  amounts and related
            disclosures. Actual results could differ from those estimates.

            The unaudited interim financial  statements of the Company contained
            in this report reflect all normal recurring  adjustments  necessary,
            in the opinion of management, for a fair statement of the results of
            operations,  financial position and cash flows. The results reported
            in these quarterly  financial  statements  should not be regarded as
            necessarily  indicative  of  results  that may be  expected  for the
            entire year.  We label our  quarterly  information  using a calendar
            convention,  that is,  first  quarter is labeled as ending March 31,
            second  quarter as ending on June 30, and third quarter as ending on
            September 30. It is our longstanding  practice to establish  interim
            quarterly closing dates using a fiscal calendar,  which requires our
            business to close  their  books on a  Saturday.  The effects of this
            practice are modest and only exist within a reporting year.

            These  unaudited  interim  financial  statements  should  be read in
            conjunction with the financial statements and related notes included
            in the 2004 Form 10-K.

(2)         INCOME TAXES

            We are included in GE's  consolidated U.S. federal income tax return
            under an  intercompany  tax-sharing  agreement.  The  provision  for
            current tax expense includes our effect on the consolidated  return.
            We provide for taxes as if we filed a separate return.


                                       5
<PAGE>

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

            RESULTS OF OPERATIONS

            REVENUES

            We provide liquidity  facilities for certain floating rate municipal
            securities  whereby we will, under certain  circumstances,  purchase
            such  securities  in the event they are tendered by the holders.  We
            earn liquidity fees from the issuers of these securities,  municipal
            governments in the U.S., for providing the liquidity facilities.

            During  2004 and the  six-months  ended  June 30,  2005,  we did not
            commit to any new liquidity facilities.

            We earned liquidity fees of $2.9 million and $3.2 million during the
            six-months  ended  June 30,  2005 and  2004,  respectively  and $1.4
            million and $1.6 million during the three-months ended June 30, 2005
            and 2004, respectively.  The total liquidity facility in force as of
            June 30,  2005 and  December  31,  2004  was $3.1  billion  and $3.6
            billion, respectively.

            OPERATING EXPENSES

            We incurred $151,940 and $234,019 of total operating expenses during
            the  six-months  ended  June 30,  2005 and 2004,  respectively,  and
            $54,098  and  $117,223  of  total  operating   expenses  during  the
            three-months ended June 30, 2005 and 2004, respectively. Included in
            total  operating  expenses were  commitment  fees owed to GE Capital
            under  the  standby  loan   agreements,   which  are  based  on  the
            outstanding  par in force on each of the  liquidity  facilities at a
            rate of 0.625  basis  points.  Commitment  fees  were  $101,304  and
            $114,019  for  the   six-months   ended  June  30,  2005  and  2004,
            respectively,  and $47,600 and  $57,223 for the  three-months  ended
            June 30, 2005 and 2004,  respectively.  The  decrease in  commitment
            fees from 2004 to 2005 corresponds  with the respective  decrease in
            liquidity fees earned,  which is also based upon the par in force on
            each  of  the  liquidity  facilities  outstanding.  Total  operating
            expenses also includes general and  administrative  expenses,  which
            are   principally   comprised  of  intercompany   overhead   expense
            allocation.  General and  administrative  expenses  were $50,636 and
            $120,000  for  the   six-months   ended  June  30,  2005  and  2004,
            respectively, and $6,498 and $60,000 for the three-months ended June
            30,  2005 and  2004,  respectively.  The  decrease  in  general  and
            administrative  expenses  from 2004 to 2005  reflects the decline in
            the Company's activities, as the total outstanding par amount of the
            liquidity facilities has decreased.

            INCOME TAX EXPENSE

            The statutory U.S.  Federal tax rate during the  three-months  ended
            June 30, 2005 and 2004 was 35%.  Our  effective  tax rate was 39.25%
            including the net effect of state taxes.

            CAPITAL RESOURCES AND LIQUIDITY

            Liquidity is a measure of the ability to generate sufficient cash to
            meet cash obligations as they come due. The largest use of potential
            liquidity  would be if we were  required to purchase all  securities
            under the liquidity facilities issued. Since inception,  we have not
            been  required to purchase any  securities.  If we were  required to
            purchase  such  securities,  we  would  draw  on  the  standby  loan
            agreements  with GE Capital.  Since the standby loan agreements with
            GE  Capital  are   irrevocable   during  the  period  the  liquidity
            agreements are


                                       6
<PAGE>

            outstanding,  we believe we have  sufficient  liquidity in the event
            that we are  required  to fund any draw  downs  under the  liquidity
            facilities issued.

            Our other primary source of cash is from liquidity fee income, which
            we lend to GE Capital. We believe that such income and access to the
            intercompany  receivable  from GE Capital  ($1.9 million at June 30,
            2005) is sufficient to fund our general and administrative expenses.

            Net cash provided by operating  activities  was $6.0 million for the
            six-months  ended  June 30,  2005 as we  collected  a portion of the
            intercompany  receivable from GE Capital.  We used the cash to pay a
            $6.0  million  dividend to the Parent,  resulting  in a $6.0 million
            financing cash outflow  during the  six-months  ended June 30, 2005.
            There were no cash flows  related to  investing  activities  for the
            six-months ended June 30, 2005.

ITEM 4.     CONTROLS AND PROCEDURES

            Under the  direction  of our  Chairman of the Board  (serving as the
            principal  executive  officer)  and  Vice  President  and  Treasurer
            (serving  as  the  chief  financial   officer),   we  evaluated  our
            disclosure   controls  and  procedures  and  internal  control  over
            financial  reporting and concluded that (i) our disclosure  controls
            and  procedures  were  effective  as of June 30,  2005,  and (ii) no
            change in internal control over financial  reporting occurred during
            the quarter ended June 30, 2005, that has materially affected, or is
            reasonably likely to materially  affect,  such internal control over
            financial reporting.


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<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6.     EXHIBITS

            Exhibit  31(a) -  Certification  Pursuant  to  Rules  13a-14(a)  and
            15d-14(a) under the Securities Exchange Act of 1934, as Amended.

            Exhibit  31(b) -  Certification  Pursuant  to  Rules  13a-14(a)  and
            15d-14(a) under the Securities Exchange Act of 1934, as Amended.

            Exhibit 32 - Certification Pursuant to 18 U.S.C. Section 1350.


                                       8
<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of Section 13 or 15(d) of the  Securities  Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                       Municipal Securities Purchase, Inc.
                                  (Registrant)

July 29, 2005                                      /s/ LeAnn Rogers
-------------                                      ----------------
Date                                               LeAnn Rogers
                                                   Chairman
                                                   (Principal Executive Officer)

July 29, 2005                                      /s/ Kathleen Gan
-------------                                      ----------------
Date                                               Kathleen Gan
                                                   Vice President and Treasurer
                                                   (Principal Financial and
                                                   Accounting Officer)


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