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 SEPTEMBER 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
                  organization)                             Identification  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_.

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

At October 21, 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



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>

                                                                                SEPTEMBER 30,         DECEMBER 31,
                                                                                    2005                  2004
                                                                             --------------------   ------------------
                                          ASSETS                                 (unaudited)

<S>                                                                           <C>                    <C>
Liquidity fees receivable                                                     $        1,397,591     $      1,081,133
Due from GE Capital                                                                    2,134,945            6,180,288
                                                                             --------------------   ------------------
             Total assets                                                     $        3,532,536     $      7,261,421
                                                                             ====================   ==================

               LIABILITIES AND SHAREOWNER'S EQUITY

Deferred liquidity fee income                                                 $          516,712     $        686,223
Accounts payable and accrued expenses                                                     15,782               29,000
Taxes payable                                                                            109,662              109,662
                                                                             --------------------   ------------------
             Total liabilities                                                           642,156              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                                                                      2,068,135            5,614,291
                                                                             --------------------   ------------------
             Total shareowner's equity                                                 2,890,380            6,436,536
                                                                             --------------------   ------------------
             Total liabilities and shareowner's equity                        $        3,532,536     $      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                 NINE MONTHS ENDED
                                                          SEPTEMBER 30                       SEPTEMBER 30
                                                ---------------------------------  ---------------------------------
                                                     2005             2004              2005              2004
                                                ---------------  ----------------  ---------------   ---------------

<S>                                              <C>               <C>              <C>                <C>
Liquidity fee income                             $   1,336,962     $   1,610,649    $   4,277,753      $  4,805,848
                                                ---------------  ----------------  ---------------   ---------------
             Total revenues                          1,336,962         1,610,649        4,277,753         4,805,848
                                                ---------------  ----------------  ---------------   ---------------

General and administrative expenses                     20,635            60,000           71,271           180,000
GE Capital commitment fees                              45,884            57,156          147,187           171,175
                                                ---------------  ----------------  ---------------   ---------------
             Total operating expenses                   66,519           117,156          218,458           351,175
                                                ---------------  ----------------  ---------------   ---------------

             Income before provision for
               income taxes                          1,270,443         1,493,493        4,059,295         4,454,673
                                                ---------------  ----------------  ---------------   ---------------

Income tax expense:
    Federal                                            413,529           486,131        1,321,300         1,449,996
    State and local                                     88,931           104,544          284,151           311,827
                                                ---------------  ----------------  ---------------   ---------------

             Total income tax expense                  502,460           590,675        1,605,451         1,761,823
                                                ---------------  ----------------  ---------------   ---------------

             Net income                          $     767,983     $     902,818     $  2,453,844      $  2,692,850
                                                ==============   ===============   ==============    ==============
</TABLE>

See accompanying notes to unaudited interim financial statements.


                                       2
<PAGE>


                       MUNICIPAL SECURITIES PURCHASE, INC.


                   Statement of Changes in Shareowner's Equity

                      Nine-months ended September 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)                                                                  2,453,844         2,453,844
                                                ----------------  ---------------  ---------------   ---------------
Balance, September 30, 2005 (unaudited)           $         100    $     822,145    $   2,068,135     $   2,890,380
                                                ================  ===============  ===============   ===============
</TABLE>


See accompanying notes to unaudited interim financial statements.


                                       3
<PAGE>


                       MUNICIPAL SECURITIES PURCHASE, INC.


                             Statement of Cash Flows

                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                               -----------------------------------
                                                                                       NINE MONTHS ENDED
                                                                                          SEPTEMBER 30
                                                                               -----------------------------------
                                                                                    2005               2004
                                                                               ----------------   ----------------
<S>                                                                              <C>               <C>
Operating activities:
Net income                                                                       $   2,453,844     $    2,692,850
    Adjustments to reconcile net income to net cash
      provided by operating activities:
        Change in due from GE Capital                                                4,045,343         32,417,690
        Change in liquidity fees receivable                                           (316,458)           (98,949)
        Change in deferred liquidity fee income                                       (169,511)           (11,591)
        Change in accounts payable and accrued expenses                                (13,218)                --
                                                                               ----------------   ----------------
           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 September 30, 2005, the Company had  approximately  $2.9 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 $2.9 billion
     as of September 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 income, 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  nine-months  ended September 30, 2005, we did not
          commit to any new liquidity facilities.

          We  earned  liquidity  fees of  approximately  $4.3  million  and $4.8
          million  during the  nine-months  ended  September  30, 2005 and 2004,
          respectively  and  approximately  $1.3 million and $1.6 million during
          the three-months ended September 30, 2005 and 2004, respectively.  The
          total  liquidity  facility  in  force  as of  September  30,  2005 and
          December 31, 2004 was  approximately  $2.9  billion and $3.6  billion,
          respectively.

          OPERATING EXPENSES

          We incurred  $218,458 and $351,175 of total operating  expenses during
          the nine-months ended September 30, 2005 and 2004,  respectively,  and
          $66,519  and  $117,156  of  total   operating   expenses   during  the
          three-months ended September 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  $147,187  and  $171,175 for the
          nine-months  ended  September  30,  2005 and 2004,  respectively,  and
          $45,884 and $57,156 for the three-months  ended September 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 $71,271 and $180,000 for the nine-months ended September
          30,  2005 and 2004,  respectively,  and  $20,635  and  $60,000 for the
          three-months  ended  September  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
          September 30, 2005 and 2004 was 35%. Our effective tax rate was 39.55%
          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


                                       6
<PAGE>

          agreements with GE Capital.  Since the standby loan agreements with GE
          Capital are irrevocable during the period the liquidity agreements are
          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 ($2.1 million at September 30,
          2005) is sufficient to fund our general and administrative expenses.

          Net cash  provided by  operating  activities  was $6.0 million for the
          nine-months  ended September 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  nine-months  ended  September 30,
          2005. There were no cash flows related to investing activities for the
          nine-months ended September 30, 2005.


                                       7
<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)


October 24, 2005                              /s/ LeAnn Rogers
----------------                              ----------------
Date                                              LeAnn Rogers
                                                  Chairman
                                                  (Principal Executive Officer)

October 24, 2005                              /s/ Peter Graham
----------------                              ----------------
Date                                              Peter Graham
                                                  Vice President and Treasurer
                                                  (Principal Financial and
                                                  Accounting Officer)


                                       9