UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K


(Mark
One)


x ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d)


OF THE
SECURITIES EXCHANGE ACT OF 1934


For the
fiscal year ended March 30,
2010





OR





 ̈ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)


OF THE
SECURITIES EXCHANGE ACT OF 1934


For the
transition period from ______ to ____________





0-24600


(Commission
File Number)





American Tax Credit Trust, a
Delaware statutory business trust


Series I


(Exact
Name of Registrant as Specified in its Governing Instruments)





Delaware
                                  
                                  06-6385350(State
      or Other Jurisdiction of Organization)
                                  
                                  (I.R.S.
      Employer Identification No.)Richman
      American Credit Corp.
                                    340
      Pemberwick Road
                                    Greenwich,
      Connecticut
                                  
                                  06831(Address
      of Principal Executive Offices)
                                  
                                  (Zip
      Code)Registrant's
      Telephone Number, Including Area Code:
                                  
                                  (203) 869-0900Securities
      Registered Pursuant to Section 12(b) of the Act:None
                                  
                                  None(Title
      of Each Class)
                                  
                                  (Name
      of Each Exchange on Which
Registered)





Securities
registered pursuant to Section 12(g) of the Act:





Units
of Beneficial Ownership Interest





(Title of
Class)





Indicate
by check mark if the Registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.  Yes  ̈ No
x





Indicate by check mark if the
Registrant is not required to file reports pursuant to Section 13 or 15(d) of
the Act.  Yes ̈Nox





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 requirement for the past 90
days.  YesxNo ̈





Indicate
by check mark whether the Registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
Registrant was required to submit and post such files).  Yes  ̈   No   ̈





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the best
of Registrant's knowledge, in a definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. x





Indicate
by check mark whether the Registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting
company.  See the definitions of “accelerated filer,” large
accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange
Act.





Large
Accelerated Filer   ̈  Accelerated
Filer  ̈
Non-Accelerated Filer  ̈  Smaller
Reporting Company 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





Registrant
has no voting common equity.  There is no established public trading
market for Registrant’s Units.  Accordingly, accurate information as
to the market value of a Unit at any given date is not available.  As
of June 24, 2010, there are 18,654 units outstanding.  The aggregate
sales price for such units was $18,654,000.





Documents
incorporated by reference:


Pages 11
through 21, 26 through 48 and 63 through 65 of Registrant’s prospectus dated
September 7, 1993, as supplemented by Supplement No. 1, Supplement No. 2,
Supplement No. 3 and Supplement No. 4 dated September 7, 1993, November 16,
1993, November 23, 1994 and December 28, 1994, respectively, filed pursuant to
Rule 424(b)(3) under the Securities Act of 1933, and filed as Exhibits hereto,
are incorporated by reference into Part I of this Annual
Report.





PART
I





Item
      1.
            Business.





General Development of
Business and Narrative Description of Business





American
Tax Credit Trust, a Delaware statutory business trust (the "Registrant"), was
formed on February 4, 1993 to invest primarily in leveraged low-income
multifamily residential complexes (the "Property" or "Properties") that qualify
for the low-income tax credit in accordance with Section 42 of the Internal
Revenue Code (the "Low-income Tax Credit"), through the acquisition of limited
partner equity interests (the “Local Partnership Interests”) in partnerships
(the "Local Partnership" or "Local Partnerships") that are the owners of the
Properties.  The Local Partnerships hold their respective Properties
in fee.    Registrant considers its activity to constitute a
single industry segment.





Richman
American Credit Corp. (the "Manager"), a Delaware corporation, was formed on
April 5, 1993, under Chapter 1, Title 8 of the Delaware Code, to act as the
Manager of Registrant.  The majority owner of the Manager is Richard
Paul Richman.  The Manager is an affiliate of The Richman Group, Inc.
("Richman Group"), a Delaware corporation founded by Richard Paul Richman in
1988.





The
Amendment No. 4 to the Registration Statement on Form S-11 was filed with the
Securities and Exchange Commission (the "SEC") on August 25, 1993 pursuant to
the Securities Act of 1933 under Registration Statement No. 33-58032 and was
declared effective on August 26, 1993.  Reference is made to the
prospectus dated September 7, 1993, as supplemented by Supplement No. 1,
Supplement No. 2, Supplement No. 3 and Supplement No. 4 dated September 7, 1993,
November 16, 1993, November 23, 1994 and December 28, 1994, respectively, filed
with the SEC pursuant to Rule 424(b)(3) under the Securities Act of 1933 (the
"Prospectus"). Pursuant to Rule 12b-23 of the SEC's General Rules and
Regulations promulgated under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), the description of Registrant's business set forth under
the heading "Investment Objectives and Policies" at pages 30 through 48 of the
Prospectus is hereby incorporated into this Annual Report by
reference.





On
September 13, 1993, Registrant commenced, through Merrill Lynch, Pierce, Fenner
& Smith Incorporated ("Merrill Lynch") and PaineWebber Incorporated
(“PaineWebber”), the offering of up to 150,000 units of beneficial ownership
interest (the "Units") at $1,000 per Unit to investors (the "Beneficial Owners")
in one to twenty series (each a “Series”).  This filing is presented
for Series I only and as used herein, the term Registrant refers to Series I of
the Trust.  On November 29, 1993, January 28, 1994 and May 25, 1994
the closings for 8,460, 4,909 and 5,285 Units, respectively, took place,
amounting to aggregate Beneficial Owners’ capital contributions of
$18,654,000.





Registrant's
primary objective has been to provide Low-income Tax Credits to the Beneficial
Owners.  The relevant state tax credit agency allocated each of the
Local Partnerships an amount of Low-income Tax Credits, which are generally
available for a ten year period from the year the Property is placed in service
(the “Ten Year Credit Period”).  The Ten Year Credit Period was fully
exhausted with respect to all of the Properties as of December 31,
2006.  The required holding period of each Property, in order to avoid
Low-income Tax Credit recapture, is fifteen years from the year in which the
Low-income Tax Credits commence on the last building of the Property (the
"Compliance Period").  The Compliance Period of all but one of the
Local Partnerships had expired as of December 31, 2009, with the remaining Local
Partnership’s Compliance Period expiring on December 31, 2010.  In
addition, certain of the Local Partnerships entered into agreements with the
relevant state tax credit agencies whereby the Local Partnerships must maintain
the low-income nature of the Properties for a period which exceeds the
Compliance Period (in certain circumstances, up to 50 years from when the
Property is placed in service, but commonly 30 years from the date any such
Property is placed in service), regardless of a sale of the Properties by the
Local Partnerships after the Compliance Period (the “Extended Use
Provisions”).  Note that the existence of Extended Use Provisions does
not extend the Compliance Period of the respective Local
Partnerships.  However, such provisions may limit the number and
availability of potential purchasers of the Properties.  Accordingly,
a sale of a Property may happen well after the expiration of the Compliance
Period and/or may be significantly discounted.  Registrant is in the
process of disposing of its Local Partnership Interests.  With the
understanding of the expiration of the respective Compliance Periods as noted
above, Registrant has served a demand on the local general partners (the “Local
General Partners”) to commence a sale process to dispose of the
Properties.  In the event a sale cannot be consummated, it is the
Manager’s intention to sell or assign Registrant’s Local Partnership
Interests.  It is not possible to ascertain the amount, if any, that
Registrant will receive with respect to each specific Property from such sales
or assignments.  Registrant intends to dissolve after the final
disposition of its Local Partnership Interests.  There can be no
assurance as to when Registrant will dispose of its Local Partnership
Interests.


2


Item
      1.
            Business
      (Continued).





Financial Information About
Industry Segments





Registrant
is engaged solely in the business of owning a Local Partnership Interest in each
of the Local Partnerships.  A presentation of information regarding
industry segments is not applicable and would not be material to an
understanding of Registrant’s business taken as a whole.  See Item 8
below for a summary of Registrant's operations.





Competition





Pursuant
to Rule 12b-23 of the SEC's General Rules and Regulations promulgated under the
Exchange Act, the description of Registrant’s competition, general risks, tax
risks and partnership risks set forth under the heading "Risk Factors" at pages
11 through 21 of the Prospectus is hereby incorporated into this Annual Report
by reference.





Employees of
Registrant





Registrant
employs no personnel and incurs no payroll costs.  All management
activities of Registrant are conducted by the Manager.  An affiliate
of the Manager employs individuals who perform the management activities of
Registrant.  This entity also performs similar services for other
affiliates of the Manager.





Regulation





The
following is a brief summary of certain regulations applicable to Registrant and
is not, nor should it be considered, a full summary of the law or all related
issues.  Other than as set forth above and below, Registrant is not
aware of any existing or probable federal, state or local governmental
regulations, or any recent changes to such governmental regulations, which would
have an effect on Registrant’s business.





Virtually
all of the Properties owned by the Local Partnerships have some form of a
government funded rental subsidy that affords the low-income tenants the ability
to reside at the Properties.  During the period that a subsidy
agreement between the United States Department of Housing and Urban Development
(“HUD”) and a Local Partnership is in existence, the Local Partnership Interest
of such Local Partnership may not be sold, and the Property may not be
transferred by the Local Partnership to another entity, without HUD’s approval,
which may be subject to various conditions.  In particular, the
transfer of title of the Properties by the Local Partnerships is expected to be
required to be closed in escrow pending HUD approval.  In addition, as
a condition to certain disposals, Registrant anticipates that HUD will require
the Local Partnerships to dedicate resources to maintenance in order to correct
deficiencies in the physical condition of the Properties. Correction of such
deficiencies will probably require expenditures of significant amounts of funds,
thus effectively reducing the amount of any net proceeds from the sale of the
Property.  There can be no assurance that the required governmental
agencies will approve any of the requested transfers, that such approvals will
be received in a timely manner or that other conditions will not be imposed for
such approvals. The failure to obtain or a delay in obtaining any required
approvals would have adverse consequences to the Beneficial Owners.





In the
case of certain of the Local Partnerships, the local housing authority has the
right, for a period of time, to find a purchaser for the Property prior to the
Local General Partner beginning its own efforts to sell the
Property.  There can be no assurance that the local housing
authorities will be successful in finding purchasers for such Properties, which
may adversely impact the timing of Property sales.





Certain
of the Local Partnerships are subject to restrictions on the amount of annual
cash distributions to partners under the terms of such Local Partnerships’ loan,
regulatory or other agreements.





Registrant
is not aware of any non-compliance by the Local Partnerships with respect to
federal, state and local provisions regulating the discharge of material into
the environment or otherwise relating to the protection of the environment, and
is not aware of any condition that would have a material effect on the capital
expenditures or competitive position of Registrant.


3


Item
1A.   Risk
Factors.





Risks Relating to
Registrant’s Business and Industry





Properties
owned by the Local Partnerships are subject to certain risks relating to the
real estate industry in general that are outside of the control of the Local
Partnerships or Registrant and that may have an adverse affect on Registrant’s
investment in such Local Partnerships.





Registrant’s
investment in the Local Partnerships is subject to the risks associated with
multi-family rental property and real estate in general, including retail,
commercial and residential real estate.  Such risks, which are subject
to change and are not in the control of Registrant, include risks relating
to:





·
            the
      adverse use of adjacent or neighborhood real
  estate;





·
            regulated
      rents, which may adversely impact rent
  increases;





·
            utility
      allowances, which may adversely impact rents charged to tenants from year
      to year in certain locations;




·
            the
      inability of tenants to pay rent in light of current market
      conditions;




·
            changes
      in the demand for or supply of competing
  properties;





·
            changes
      in state or local tax rates and
assessments;





·
            increases
      in utility charges;





·
            unexpected
      expenditures for repairs and
maintenance;





·
            the
      discovery of previously undetected environmentally hazardous
      conditions;





·
            costs
      associated with complying with the Americans with Disabilities
      Act;





·
            uninsured
      losses relating to real property or excessively expensive premiums for
      insurance coverage;




·
            lawsuits
      from tenants or guests in connection with injuries that occur on the
      Properties;




·
            changes
      in local economic conditions; and





·
            changes
      in interest rates and the availability of financing (including changes
      resulting from current market
conditions).





The
occurrence of any of the above risks could have a negative impact on the
operating results of such Properties and the respective Local Partnerships and,
in turn, may render the sale or refinancing of the Properties difficult or
unattractive, which could adversely affect Registrant’s investment in such Local
Partnerships.





The
modification or elimination of government rental subsidies on which the Local
Partnerships rely would require the Local Partnerships to use existing funds or
obtain additional funds to continue to operate the respective
Properties.  Because Registrant’s investments in the Local
Partnerships are highly leveraged, it would be highly difficult to obtain such
additional funds.





Virtually
all of the Properties owned by the Local Partnerships have some form of a
government funded rental subsidy, which affords the low-income tenants the
ability to reside at the Properties.  The Local Partnerships are
extremely reliant on such subsidies.  If the respective rental subsidy
programs were to be materially modified or eliminated, the Local Partnerships’
rental revenue would likely be significantly reduced.  To the extent
that revenues are not sufficient to meet operating expenses and service the
respective mortgages of the Properties, such Local Partnership would be required
to use reserves and any other funds available to avoid foreclosure of the
subject Property.  Registrant’s investments in the Local Partnerships
are highly leveraged, and there can be no assurance that additional funds would
be available to any Local Partnership or Registrant, if needed.  In
addition, there can be no assurance that, when a Property is sold, the proceeds
from a sale will be sufficient to pay the balance due on the mortgage loans or
any other outstanding indebtedness to which the Local Partnership is
subject.


4


Item
1A.  Risk
Factors (Continued).





There
is no guarantee that the Properties will be sold or, if sold, that Registrant
would receive any proceeds.





As noted
above in Item 1 - Business, with the
understanding of the expiration of the respective Compliance Periods, Registrant
has served a demand on the Local General Partners to commence a sale process to
dispose of the Properties.  However, the market of interested buyers
of the Properties is limited.  Some of the factors which negatively
impact the marketability of the Properties, or equivalently, the Local
Partnership Interests, include:





·
            the
      Extended Use Provisions;





·
            the
      substantial remaining mortgage balances on the Properties, which are
      typically very near the initial balances as a result of the heavily
      subsidized debt of the Local Partnership and the lengthy (usually near
      40-year) amortization period of the debt;
and





·
            poor
      economic conditions.





It is
generally expected, therefore, that in the event a sale of a Property by a Local
Partnership can be consummated, the net proceeds of such sale, after repayment
of any outstanding debt and other liabilities, are not likely to be
significant.  Moreover, a portion of the net proceeds from the sale of
a Property by a Local Partnership may be payable to the Local General Partner
for prior operating advances or deferred fees.  As such, there will
likely not be significant proceeds, if any, upon a sale of a Property that will
be available for distribution by the Local Partnership to
Registrant.  In the event a sale cannot be consummated, it is the
Manager’s intention to sell or assign Registrant’s Local Partnership
Interests.  However, it is not possible to ascertain the amount, if
any, that Registrant will receive with respect to each specific Property from
such sales or assignments.





The
Local Partnerships may be required to continue to maintain the low-income nature
of the Properties beyond the Compliance Period under agreements with state tax
credit agencies.





As noted
above in Item 1 - Business, certain of
the Local Partnerships entered into agreements containing Extended Use
Provisions with the relevant state tax credit agencies whereby the Local
Partnerships must maintain the low-income nature of the Properties for a period
which exceeds the Compliance Period (in certain circumstances, up to 50 years
from when the Property is placed in service, but commonly 30 years from the date
any such Property is placed in service), regardless of a sale of the Properties
by the Local Partnerships after the Compliance Period.  Although the
Extended Use Provisions do not extend the Compliance Period of the respective
Local Partnerships, such provisions may limit the number and availability of
potential purchasers of the Properties.  Accordingly, a sale of a
Property may happen well after the expiration of the Compliance Period and/or
may be significantly discounted.





Tax Risks Associated With
Low-income Housing and the Low-income Housing Tax Credit





Failure
to remain in compliance with various requirements may result in such Local
Partnership losing its eligibility for Low-income Tax Credits, which would
result in additional tax liability to holders of the Units of Ownership Interest
of the Registrant.





Once a
Local Partnership has become eligible for the Low-income Tax Credit, it may lose
such eligibility and suffer an event of recapture if its Property fails to
remain in compliance with various requirements including rent restrictions and
tenant income limitations (the “Low-income Tax Credit
Requirements”).  The Internal Revenue Code provides that Low-income
Tax Credits allocated to a Beneficial Owner with respect to a Property will be
recaptured, and the Beneficial Owner will be required to pay additional federal
income tax in an amount equal to the credits recaptured, in the case of
occurrence of certain events during the Compliance Period.  The
recapture rules provide that a portion of the previously claimed credits equal
to the excess of the credits claimed over the amount that would have been
available if the credits were claimed on a straight-line basis over 15 years
instead of on a straight line basis over 10 years must be reported as additional
tax liability in the year of recapture, by unit holders at the time of the
recapture event.  The additional tax liability cannot be offset
by any other nonrefundable tax credits.  In addition, nondeductible
interest on the recaptured amount is imposed from the year in which the credits
recaptured were originally claimed to the year of the
recapture.


5


Item
1A.  Risk
Factors (Continued).





Beneficial
Owners may not be able to use all of the carried forward Low-income Tax
Credits.





While a
limited exception is provided for Low-income Tax Credits in the case of
individuals, tax losses and credits allocated to a Beneficial Owner who is an
individual, trust, estate or personal service corporation generally may be used
to reduce the Beneficial Owner’s tax liability only to the extent that such
liability arises from passive activities.  Therefore, tax losses and
credits allocated to such a Beneficial Owner are not expected to be available to
offset tax liabilities that arise from salaries, dividends and interest and
other forms of income.  In addition, Low-income Tax Credits cannot be
used to offset alternative minimum tax.  Accordingly, there is no
guarantee that Beneficial Owners will receive or be able to utilize all of the
carried forward Low-income Tax Credits.





Risks Relating to Ownership
of Units of Beneficial Ownership Interest of Registrant





There
is no existing market for the Units.





There is
no trading market for Units and there are no assurances that any market will
develop.  In addition, the Units may be transferred only if certain
requirements are satisfied, including requirements that such transfer would not
impair Registrant’s tax status for federal income tax purposes and would not be
a violation of federal or state securities laws.  Accordingly,
Beneficial Owners may not be able to sell their Units promptly and bear the
economic risk of their investment for an indefinite period of time.





Under
certain circumstances, Beneficial Owners of Registrant may incur out-of-pocket
tax costs.





At some
point, Registrant’s operations (including the sale or refinancing of the
Properties owned by the Local Partnerships) may generate less cash flow than
taxable income, and the income, as well as the income taxes payable with respect
to Registrant’s taxable income, may exceed cash flow available for distribution
to the Beneficial Owners in such years.  This may result in an
out-of-pocket tax cost to the Beneficial Owners.  In addition, a
Beneficial Owner may experience taxable gain or credit recapture on disposition
of Units or upon a disposition of the Local Partnership Interests or of the
Properties even though no cash is realized on the disposition; in such
circumstances, the Beneficial Owners may experience an out-of-pocket tax
cost.





Beneficial
Owners of Registrant may not receive a return of any portion of their original
capital investment in Registrant.





To date,
the Beneficial Owners of Registrant have not received a return of any portion of
their original capital.  Accordingly, the only benefit of this
investment may be the Low-income Tax Credits.





Item
1B.  Unresolved Staff
Comments.





Not
applicable.


6


Item
2.   Properties.





The
executive offices of Registrant and the Manager are located at 340 Pemberwick
Road, Greenwich, Connecticut 06831.  Registrant does not own or lease
any properties.  Registrant pays no rent; all charges for leased space
are borne by an affiliate of the Manager.





Registrant's
primary objective is to provide Low-income Tax Credits to the Beneficial
Owners.  The relevant state tax credit agency allocated each of the
Local Partnerships an amount of Low-income Tax Credits, which are generally
available for the Ten Year Credit Period (see discussion above in Item 1A -
Risk Factors
regarding the Compliance Periods and Low-income Tax Credit Requirements of the
Local Partnerships).  Such Ten Year Credit Period was fully exhausted
in connection with all of the Properties as of December 31, 2006.  The
required holding period of each Property, in order to avoid Low-income Tax
Credit recapture, is fifteen years from the year in which the Low-income Tax
Credits commence on the last building of the Property.  The Compliance
Period of all but one of the Local Partnerships had expired as of December 31,
2009, with the remaining Local Partnership’s Compliance Period expiring on
December 31, 2010.





Registrant
originally acquired Local Partnership Interests in ten Local
Partnerships.  With the understanding of the expiration of the
respective Compliance Periods as noted above in Item 1 - Business, Registrant
has served a demand on the Local General Partners of the Local Partnerships to
commence a sale process to dispose of the Properties.  Registrant
intends that such sales will result in the termination of Registrant’s Local
Partnership Interests and ultimately the dissolution of
Registrant.  In the event a sale of the Properties cannot be
consummated, it is the Manager’s intention to sell or assign Registrant’s Local
Partnership Interests.  It is not possible to ascertain the amount, if
any, that Registrant will receive with respect to each specific Property from
such sales or assignments.  In addition, certain of the Local
Partnerships entered into agreements with Extended Use Provisions with the
relevant state tax credit agencies whereby the Local Partnerships must maintain
the low-income nature of the Properties for a period which exceeds the
Compliance Period (in certain circumstances, up to 50 years from when the
Property is placed in service, but commonly 30 years from the date any such
Property is placed in service), regardless of a sale of the Properties by the
Local Partnerships after the Compliance Period.  While the Extended
Use Provisions do not extend the Compliance Period of the respective Local
Partnerships, such provisions may limit the number and availability of potential
purchasers of the Properties.  Accordingly, a sale of a Property may
happen well after the expiration of the Compliance Period and/or may be
significantly discounted.  There can be no assurance as to when the
Local Partnerships will dispose of the Properties, when Registrant will dispose
of the Local Partnership Interests or the amount of proceeds which may be
received in such dispositions.  In addition to amounts that remain
outstanding under the terms of the debt structure of the respective Local
Partnerships, certain Local Partnerships have outstanding obligations to the
Local General Partners and/or affiliates thereof for operating advances made
over the years and for certain fees that were deferred.





Certain
of the Local Partnerships receive rental subsidy payments, including payments
under Section 8 of Title II of the Housing and Community Development Act of 1974
(“Section 8”) (see descriptions of the subsidies below).  The subsidy
agreements expire at various times.  Since October 1997, HUD has
issued a series of directives related to project based Section 8 contracts that
define owners’ notification responsibilities, advise owners of project based
Section 8 properties of what their options are regarding the renewal of Section
8 contracts, provide guidance and procedures to owners, management agents,
contract administrators and HUD staff concerning renewal of Section 8 contracts,
provide policies and procedures on setting renewal rents and handling renewal
rent adjustments and provide the requirements and procedures for opting-out of a
Section 8 project based contract.  Registrant cannot reasonably
predict legislative initiatives and governmental budget negotiations, the
outcome of which could result in a reduction in funds available for the various
federal and state administered housing programs including the Section 8
program.  Such changes could adversely affect the future net operating
income before debt service and debt structure of any or all Local Partnerships
currently receiving such subsidy or similar subsidies.  Four Local
Partnerships’ Section 8 contracts are currently subject to renewal under
applicable HUD guidelines.  Of the four Local Partnerships noted
above, three have entered into restructuring agreements, resulting in a change
to both rent subsidy and mandatory debt service.





Registrant
owns a 98.9%-99% Local Partnership Interest in ten Local Partnerships reflected
below, all of which were acquired from 1993 to 1995.


7





Item
      2.
            Properties
      (Continued).


Name of Local Partnership
                        Name of apartment complex
                      
                      Number
                        of rental
                      
                      
                      Capital
                      
                      
                      Mortgage
                        loans payable as of
                        December 31,
                      
                      
                      Subsidy
                        (seeApartment
      complex location
                      
                      Units
                      
                      
                      contribution
                      
                      
                      2009
                      
                      
                      footnotes)ACP
      Housing Associates, L.P.
                        ACP
      Housing Apartments
                        New
      York, New York
                      
                      
                      28
                      
                      
                      $
                      737,222
                      
                      
                      $
                      1,461,862
                      
                      
                      
                      (1b
                      )Creative
      Choice Homes VII, Ltd.
                        Coral
      Gardens
                        Homestead,
      Florida
                      
                      
                      91
                      
                      
                      
                      2,382,812
                      
                      
                      
                      1,481,636
                      
                      
                      (1a
      & c)Edgewood
      Manor Associates, L.P. (2)
                        Edgewood
      Manor Apartments
                        Philadelphia,
      Pennsylvania
                      
                      
                      49
                      
                      
                      
                      2,053,799
                      
                      
                      
                      1,817,774
                      
                      
                      
                      (1b
                      )Ledge/McLaren
      Limited Partnership
                        Ledge/McLaren
      Apartments
                        Nashua,
      New Hampshire
                      
                      
                      8
                      
                      
                      
                      343,079
                      
                      
                      
                      416,139
                      
                      
                      
                      (1b
                      )Penn
      Apartment Associates
                        Penn
      Apartments
                        Chester,
      Pennsylvania
                      
                      
                      15
                      
                      
                      
                      852,180
                      
                      
                      
                      963,000
                      
                      
                      
                      (1b
                      )SB-92
      Limited Partnership
                        Shaker
      Boulevard Gardens
                        Cleveland,
      Ohio
                      
                      
                      73
                      
                      
                      
                      795,255
                      
                      
                      
                      2,978,923
                      
                      
                      (1a,b,c
      & d)St.
      Christopher’s Associates, L.P. V (2)
                        Lehigh
      Park
                        Philadelphia,
      Pennsylvania
                      
                      
                      29
                      
                      
                      
                      2,081,877
                      
                      
                      
                      2,180,000
                      
                      
                      
                      (1b
                      )St.
      John Housing Associates, L.P.
                        St.
      John Homes
                        Gary,
      Indiana
                      
                      
                      144
                      
                      
                      
                      3,546,861
                      
                      
                      
                      3,456,631
                      
                      
                      (1a,
      c & d)Starved
      Rock - LaSalle ManorLimited
      Partnership
                        LaSalle
      Manor
                        LaSalle,
      Illinois
                      
                      
                      48
                      
                      
                      
                      634,327
                      
                      
                      
                      1,938,112
                      
                      
                      (1a,
      c & e)Vision
      Limited Dividend HousingAssociation
      Limited Partnership
                        Helen
      Odean Butler Apartments
                        Detroit,
      Michigan
                      
                      
                      97
                      
                      
                      
                      1,410,544
                      
                      
                      
                      3,351,930
                      
                      
                      
                      (1b
                      )$
                      14,837,956
                      
                      
                      $
                      20,046,007





(1)
            Description
      of subsidies:





(a)
            Section
      8 of Title II of the Housing and Community Development Act of 1974 allows
      qualified low-income tenants to pay thirty percent of their monthly income
      as rent with the balance paid by the federal
  government.





(b)
            The
      Local Partnership’s debt structure includes a principal or interest
      payment subsidy.





(c)
            The
      Local Partnership’s Section 8 contracts are currently subject to renewal
      under applicable HUD
guidelines.


8


Item
      2.
            Properties
      (Continued).





(d)
            The
      Local Partnership entered into a restructuring agreement of its Section 8
      contract and debt structure under applicable HUD guidelines in
      2005.





(e)
            The
      Local Partnership entered into a restructuring agreement of its Section 8
      contract and debt structure under applicable HUD guidelines in
      2007.





(2)
            Capital
      contribution includes voluntary advances made to the Local
      Partnership.





Item
      3.
            Legal
      Proceedings.





None.





Item
      4.
            Reserved.


9


PART
II





Item
      5.
            Market for
      Registrant's Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity
Securities.





Market Information and
Holders





There is
no established public trading market for the Units.  Accordingly,
accurate information as to the market value of a Unit at any given date is not
available.  The number of record holders of Units as of approximately
June 15, 2010 was approximately 790 holding an aggregate of 18,654
Units.





Merrill
Lynch and PaineWebber follow internal guidelines for providing estimated values
of limited partnerships and other direct investments reported on client account
statements.  Pursuant to such guidelines, estimated values for limited
partnership interests reported on Merrill Lynch and PaineWebber client account
statements (such as Registrant’s Units) are separately provided to Merrill Lynch
and PaineWebber by independent valuation services, whose estimated values are
based on financial and other information available to them.  In
addition, Registrant may provide an estimate of value to Unit holders from time
to time in Registrant's reports to Beneficial Owners.  The estimated
values provided by the independent services and Registrant, which may differ,
are not market values and Unit holders may not be able to sell their Units or
realize either amount upon a sale of their Units.  Unit holders may
not realize such estimated values upon the liquidation of
Registrant.





Distributions





Registrant
owns a Local Partnership Interest in Local Partnerships that are the owners of
Properties that are leveraged and receive government assistance in various forms
of rental and debt service subsidies.  The distribution of cash flow
generated by the Local Partnerships may be restricted, as determined by each
Local Partnership's financing and subsidy agreements.  Accordingly,
Registrant does not anticipate that it will provide significant cash
distributions to its Beneficial Owners in the future.  There were no
cash distributions to the Beneficial Owners during the years ended March 30,
2010 and 2009.





Low-income
Tax Credits, which are subject to various limitations, may be used by the
Beneficial Owners to offset federal income tax liabilities.  The
cumulative Low-income Tax Credits per Unit for each of the three closings
generated by Registrant and allocated to the Beneficial Owners, net of
recaptured Low-income Tax Credits and notwithstanding future circumstances which
may give rise to recapture (see Part I, Item 2 - Properties) and Part
II, Item 7 - Management’s Discussion and
Analysis of Financial Condition and Results of Operations, herein),
allocated from inception through December 31, 2009 are as follows:





First closing
                  
                  
                  Second closing
                  
                  
                  Third closingNovember 29, 1993
                  
                  
                  January 28, 1994
                  
                  
                  May 25, 1994$
                  1,377.87
                  
                  
                  $
                  1,375.59
                  
                  
                  $
                  1,363.07





The Ten
Year Credit Period with respect to all of the Properties was fully exhausted as
of December 31, 2006.  The Compliance Period of all but one of the
Local Partnerships had expired as of December 31, 2009, with the remaining Local
Partnership’s Compliance Period expiring as of December 31,
2010.  With the understanding of the expiration of the respective
Compliance Periods as noted above, Registrant has served a demand on the Local
General Partners of the Local Partnerships to commence a sale process to dispose
of the Properties.  In the event a sale cannot be consummated, it is
the Manager’s intention to sell or assign Registrant’s Local Partnership
Interests.  It is not possible to ascertain the amount, if any, that
Registrant will receive with respect to each specific Property from such sales
or assignments.





Recent Sales of Unregistered
Securities





None.





Item
      6.
            Selected Financial
      Data.





Registrant
is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and
is not required to provide the information required under this
Item.


10


Item
      7.
            Management's
      Discussion and Analysis of Financial Condition and Results of
      Operations.





As used
herein, the term Registrant refers to Series I of American Tax Credit Trust, a
Delaware statutory business trust.  References to any right,
obligation, action, asset or liability of Series I mean such right, obligation,
action, asset or liability of Registrant in connection with Series
I.





Capital Resources and
Liquidity





Registrant
admitted beneficial owners (the “Beneficial Owners”) in three closings with
aggregate Beneficial Owners’ capital contributions of $18,654,000.  In
connection with the offering of the sale of units (the “Units”) of beneficial
ownership, Registrant incurred organization and offering costs of approximately
$2,331,000 and established a working capital reserve of approximately
$1,287,000. The remaining net proceeds of approximately $15,036,000 (the “Net
Proceeds”) were available to be applied to the acquisition of limited partner
interests (the “Local Partnership Interests”) in partnerships (the “Local
Partnerships”) which own low-income multifamily residential complexes (the
“Property” or “Properties”) that qualify for the low-income tax credit in
accordance with Section 42 of the Internal Revenue Code (the “Low-income Tax
Credit”).  The Net Proceeds were utilized in acquiring a Local
Partnership Interest in ten Local Partnerships.





As of
March 30, 2010, Registrant has cash and cash equivalents and investment in
mutual fund totaling $1,400,280, which is available for operating expenses of
Registrant and circumstances which may arise in connection with the Local
Partnerships.  Future sources of Registrant funds are expected to be
primarily from interest earned on working capital and limited cash distributions
from Local Partnerships.  In addition, although it is not possible to
ascertain the amount, if any, that Registrant will receive with respect to each
specific Property, Registrant may be entitled to sales proceeds of certain Local
Partnerships’ Properties.





During
the year ended March 30, 2010, Registrant received cash from interest revenue
and distributions from Local Partnerships and utilized cash for operating
expenses and making voluntary advances to St. Christopher's Associates, L.P. V
(“St. Christopher’s”) (see discussion below under Local Partnership
Matters).  Cash and cash equivalents and investment in mutual
funds decreased, in the aggregate, by approximately $61,000 during the year
ended March 30, 2010.





During
the year ended March 30, 2010, the investment in local partnerships increased as
a result of Registrant’s equity in the Local Partnerships’ net income for the
year ended December 31, 2009 of $103,033 and voluntary advances of $6,092 to St.
Christopher's (see discussion below under Local Partnership
Matters), partially offset by cash distributions received from Local
Partnerships of $60,233.  Payable to manager and affiliates in the
accompanying balance sheet as of March 30, 2010 represents deferred management
fees.





Results of
Operations





Registrant’s
operating results are dependent, in part, upon the operating results of the
Local Partnerships and are impacted by the Local Partnerships’
policies.  In addition, the operating results herein are not
necessarily the same for tax reporting.  Registrant accounts for its
investment in local partnerships in accordance with the equity method of
accounting.  Accordingly, the investment is carried at cost and is
adjusted for Registrant’s share of each Local Partnership’s results of
operations and by cash distributions received.  In the event the
operations of a Local Partnership result in a loss, equity in loss of each
investment in Local Partnership allocated to Registrant is recognized to the
extent of Registrant’s investment balance in each Local
Partnership.  Equity in loss in excess of Registrant’s investment
balance in a Local Partnership is allocated to other partners’ capital in any
such Local Partnership.  However, the combined statements of
operations of the Local Partnerships reflected in Note 6 to Registrant’s
financial statements include the operating results of all Local Partnerships,
irrespective of Registrant’s investment balances.





Cumulative
losses and cash distributions in excess of investment in local partnerships may
result from a variety of circumstances, including a Local Partnership's
accounting policies, subsidy structure, debt structure and operating deficits,
among other things.  In addition, the book value of Registrant’s
investment in each Local Partnership (the “Local Partnership Carrying Value”)
may be reduced if the Local Partnership Carrying Value is considered to exceed
the estimated value derived by management.  Accordingly, cumulative
losses and cash distributions in excess of the investment or an adjustment to a
Local Partnership’s Carrying Value are not necessarily indicative of adverse
operating results of a Local Partnership.


11


Item
7.   Management's Discussion and
Analysis of Financial Condition and Results of Operations
(Continued).





Registrant’s
operations for the years ended March 30, 2010, 2009 and 2008 resulted in net
losses of $137,903, $151,904 and $428,175, respectively.  Registrant
did not experience a significant change in results of operations from fiscal
2009 to fiscal 2010.  The decrease in net loss from fiscal 2008 to
fiscal 2009 is primarily attributable to a decrease in equity in loss of
investment in local partnerships of approximately $328,000, offset by a decrease
in interest revenue of approximately $55,000.  The decrease in equity
in loss of investment in local partnerships is primarily attributable to (i)
Registrant adjusting the Local Partnership Carrying Value in connection with its
investment in a certain Local Partnership in fiscal 2008 as reflected in Note 6
to the financial statements, (ii) fluctuations in the nonrecognition of losses
in accordance with the equity method of accounting, (iii) voluntary advances
made to a certain Local Partnership that were written off as additional equity
in loss of investment in local partnerships in fiscal 2008 and (iv) changes in
the net operating results of the Local Partnership in which Registrant continues
to have an investment balance.





The Local
Partnerships’ net loss of approximately $600,000 for the year ended December 31,
2009 includes depreciation and amortization expense of approximately $1,116,000
and interest on non-mandatory debt of approximately $423,000, and does not
include principal payments on permanent mortgages of approximately
$474,000.  The Local Partnerships’ net income of approximately $32,000
for the year ended December 31, 2008 includes depreciation and amortization
expense of approximately $1,120,000 and interest on non-mandatory debt of
approximately $399,000, and does not include principal payments on permanent
mortgages of approximately $455,000.   The net income also
includes approximately $700,000 of income recorded by Creative Choice Homes VII,
Ltd. (“Creative Choice”) resulting from a reduction in accrued expenses to an
affiliate of the Local General Partner of Creative Choice; such expenses were
accrued in a prior year in connection with damages resulting from a major
hurricane.  The Local Partnerships’ net loss of approximately
$1,178,000 for the year ended December 31, 2007 includes depreciation and
amortization expense of approximately $1,138,000 and interest on non-mandatory
debt of approximately $394,000, and does not include principal payments on
permanent mortgages of approximately $388,000.  The results of
operations of the Local Partnerships for the year ended December 31, 2009 are
not necessarily indicative of the results that may be expected in future
periods.





Local Partnership
Matters





Registrant's
primary objective has been to provide Low-income Tax Credits to its Beneficial
Owners.  The relevant state tax credit agency allocated each of the
Local Partnerships an amount of Low-income Tax Credits, which are generally
available for a ten year period from the year the Property is placed in service
(the “Ten Year Credit Period”).  The Ten Year Credit Period was fully
exhausted with respect to all of the Properties as of December 31,
2006.  The required holding period of each Property, in order to avoid
Low-income Tax Credit recapture, is fifteen years from the year in which the
Low-income Tax Credits commence on the last building of the Property (the
"Compliance Period").  The Properties must satisfy various
requirements including rent restrictions and tenant income limitations (the
"Low-income Tax Credit Requirements") in order to maintain eligibility for the
recognition of the Low-income Tax Credit at all times during the Compliance
Period.  Once a Local Partnership has become eligible for the
Low-income Tax Credit, it may lose such eligibility and suffer an event of
recapture if its Property fails to remain in compliance with the Low-income Tax
Credit Requirements.  The Compliance Period of all but one of the
Local Partnerships had expired as of December 31, 2009, with the remaining Local
Partnership’s Compliance Period expiring on December 31, 2010.  In
addition, certain of the Local Partnerships entered into agreements with the
relevant state tax credit agencies whereby the Local Partnerships must maintain
the low-income nature of the Properties for a period which exceeds the
Compliance Period (in certain circumstances, up to 50 years from when the
Property is placed in service, but commonly 30 years from the date any such
Property is placed in service), regardless of a sale of the Properties by the
Local Partnerships after the Compliance Period (the “Extended Use
Provisions”).  Although the Extended Use Provisions do not extend the
Compliance Period of the respective Local Partnerships, such provisions limit
the number and availability of potential purchasers of the
Properties.  Accordingly, a sale of a Property may happen well after
the expiration of the Compliance Period and/or may be significantly
discounted.  Registrant is in the process of disposing of its limited
partner interests in the Local Partnerships (the “Local Partnership
Interests”).  With the understanding of the expiration of the
respective Compliance Periods as noted above, Registrant has served a demand on
the local general partners (the “Local General Partners”) to commence a sale
process to dispose of the Properties.  In the event a sale cannot be
consummated, it is the Manager’s intention to sell or assign Registrant’s Local
Partnership Interests.  It is not possible to ascertain the amount, if
any, that Registrant will receive with respect to each specific Property from
such sales or assignments.  Registrant intends to dissolve after the
final disposition of its Local Partnership Interests.  There can be no
assurance as to when Registrant will dispose of its Local Partnership
Interests.


12


Item
7.   Management's Discussion and
Analysis of Financial Condition and Results of Operations
(Continued).





The
Properties are principally comprised of subsidized and leveraged low-income
multifamily residential complexes located throughout the United
States.  Certain of the Local Partnerships receive rental subsidy
payments, including payments under Section 8 of Title II of the Housing and
Community Development Act of 1974 (“Section 8”).  The subsidy
agreements expire at various times.  Since October 1997, the United
States Department of Housing and Urban Development (“HUD”) has issued a series
of directives related to project based Section 8 contracts that define owners’
notification responsibilities, advise owners of project based Section 8
properties of what their options are regarding the renewal of Section 8
contracts, provide guidance and procedures to owners, management agents,
contract administrators and HUD staff concerning renewal of Section 8 contracts,
provide policies and procedures on setting renewal rents and handling renewal
rent adjustments and provide the requirements and procedures for opting-out of a
Section 8 project based contract.  Registrant cannot reasonably
predict legislative initiatives and governmental budget negotiations, the
outcome of which could result in a reduction in funds available for the various
federal and state administered housing programs including the Section 8
program.  Such changes could adversely affect the future net operating
income before debt service (“NOI”) and debt structure of any or all Local
Partnerships currently receiving such subsidy or similar
subsidies.  Four Local Partnerships’ Section 8 contracts are currently
subject to renewal under applicable HUD guidelines.  Of the four Local
Partnerships noted above, three have entered into restructuring agreements,
resulting in changes to both rent subsidy and mandatory debt
service.





The Local
Partnerships have various financing structures which include (i) required debt
service payments (“Mandatory Debt Service”) and (ii) debt service payments which
are payable only from available cash flow subject to the terms and conditions of
the notes, which may be subject to specific laws, regulations and agreements
with appropriate federal and state agencies (“Non-Mandatory Debt Service or
Interest”).  Registrant has no legal obligation to fund any operating
deficits of the Local Partnerships.





Edgewood
Manor Associates, L.P. (“Edgewood”) is currently in default under the terms of
its first mortgage and a default has been declared by the lender; delinquent
payments of principal, interest and certain fees represent a cumulative
arrearage of approximately $32,000 as of June 2010.  Registrant has
made cumulative voluntary advances of $90,000 to Edgewood to fund operating
deficits as of March 30, 2010, none of which were made during the year then
ended.  Registrant’s investment balance in Edgewood, after cumulative
equity losses, became zero during the year ended March 30, 2005 and voluntary
advances made by Registrant were recorded as investment in local partnerships
and written off as additional equity in loss of investment in local
partnerships.  The Compliance Period for Edgewood has
expired.





During
the year ended March 30, 2010, Registrant made voluntary advances of $6,092 to
St. Christopher's to fund operating deficits.  Cumulative voluntary
advances as of March 30, 2010 are $6,092.  St. Christopher’s withdrew
approximately $41,000 from its operating reserve during the year ended December
31, 2009 to fund operating deficits; St. Christopher’s has a remaining operating
reserve of approximately $63,000 as of December 31, 2009.  There is no
Mandatory Debt Service and the Local General Partner of St. Christopher’s
represents that payments on the real estate taxes are
current.  Registrant’s investment balance in St. Christopher’s, after
cumulative equity losses, became zero during the year ended March 30, 2004 and
voluntary advances made by Registrant were recorded as investment in local
partnerships and written off as additional equity in loss of investment in local
partnerships.  The Compliance Period for St. Christopher’s has
expired.





Inflation





Inflation
is not expected to have a material adverse impact on Registrant’s
operations.





Contractual
Obligations





Registrant
is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and
is not required to provide the information required under this
Item.





Off - Balance Sheet
Arrangements





Registrant
does not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on Registrant’s financial condition,
changes in financial condition, revenue or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
investors.


13


Item
      7.
            Management's
      Discussion and Analysis of Financial Condition and Results of Operations
      (Continued).





Critical Accounting Policies
and Estimates





The
accompanying financial statements are prepared in accordance with accounting
principles generally accepted in the United States of America (“GAAP”), which
requires Registrant to make certain estimates and assumptions.  A
summary of significant accounting policies is provided in Note 1 to the
accompanying financial statements.  The following section is a summary
of certain aspects of those accounting policies that may require subjective or
complex judgments and are most important to the portrayal of Registrant’s
financial condition and results of operations.  Registrant believes
that there is a low probability that the use of different estimates or
assumptions in making these judgments would result in materially different
amounts being reported in the accompanying financial statements.





·
            Registrant
      accounts for its investment in local partnerships in accordance with the
      equity method of accounting.





·
            If
      the book value of Registrant’s investment in a Local Partnership exceeds
      the estimated value derived by management, Registrant reduces its
      investment in any such Local Partnership and includes such reduction in
      equity in loss of investment in local partnerships.  Registrant
      makes such assessment at least annually in the fourth quarter of its
      fiscal year or whenever there are indications that a permanent impairment
      may have occurred.  A loss in value of an investment in a Local
      Partnership other than a temporary decline would be recorded as an
      impairment loss.  Impairment is measured by comparing the
      investment carrying amount to the estimated residual value of the
      investment.





·
            Registrant
      does not consolidate the accounts and activities of the Local
      Partnerships, which are considered Variable Interest Entities as defined
      by Financial Accounting Standards Board (“FASB”) Accounting Standards
      Codification (“ASC”) Topic 810; Subtopic 10, because Registrant is not
      considered the primary beneficiary.  Registrant’s balance in
      investment in local partnerships, plus the risk of recapture of tax
      credits previously recognized on certain of such investments, represents
      the maximum exposure to loss in connection with such
      investments.  Registrant’s exposure to loss on the Local
      Partnerships is mitigated by the condition and financial performance of
      the underlying Properties as well as the financial strength of the Local
      General Partners and their guarantees against credit
      recapture.





Recent Accounting
Pronouncements





ASC Topic
740; Subtopic 10 requires all taxpayers to analyze all material positions they
have taken or plan to take in all tax returns that have been filed or should
have been filed with all taxing authorities for all years still subject to
challenge by those taxing authorities.  If the position taken is
“more-likely-than-not” to be sustained by the taxing authority on its technical
merits and if there is more than a 50% likelihood that the position would be
sustained if challenged and considered by the highest court in the relevant
jurisdiction, the tax consequences of that position should be reflected in the
taxpayer’s GAAP financial statements.  Because Registrant is a
pass-through entity and is not required to pay income taxes, ASC Topic 740;
Subtopic 10 does not currently have any impact on its financial
statements.





ASC Topic
820 defines fair value, establishes a framework for measuring fair value in
accordance with GAAP and expands disclosures about fair value
measurements.  ASC Topic 820 applies to other accounting
pronouncements that require or permit fair value measurements. Accordingly, ASC
Topic 820 does not require any new fair value measurements.  ASC Topic
820 is effective for fiscal years beginning after November 15,
2007.  Registrant adopted ASC Topic 820 effective March 31,
2008.  On February 6, 2008 FASB deferred the effective date of ASC
Topic 820 by one year for nonfinancial assets and liabilities that are
recognized or disclosed at fair value in the financial statements on a
nonrecurring basis.  The partial adoption of ASC Topic 820 for
financial assets and liabilities did not have a material impact on Registrant’s
financial position, results of operations or cash flows.  Registrant
adopted ASC Topic 820 as of March 31, 2008, with the exception of the
application of this topic to nonrecurring nonfinancial assets and nonfinancial
liabilities.  Nonrecurring nonfinancial assets and liabilities for
which Registrant had not applied the provisions of ASC Topic 820 to include
investment in local partnerships, which is accounted for under the equity method
of accounting.  Registrant’s full adoption of ASC Topic 820 as of
March 31, 2009 did not have an impact on its financial statements.





ASC Topic
825; Subtopic 10 permits entities to choose to measure many financial
instruments and certain other items at fair value.  The fair value
election is designed to improve financial reporting by providing entities with
the opportunity to mitigate volatility in reported earnings caused by measuring
related assets and liabilities differently without having to apply complex hedge
accounting provisions.  ASC Topic 825; Subtopic 10 is effective for
fiscal years beginning after November 15, 2007.  On March 31, 2008,
Registrant adopted ASC Topic 825; Subtopic 10 and elected not to apply the
provisions to its eligible financial assets and financial liabilities on the
date of adoption.  Accordingly, the initial application of ASC Topic
825; Subtopic 10 had no effect on Registrant’s financial
statements.


14


Item
      7.
            Management's
      Discussion and Analysis of Financial Condition and Results of Operations
      (Continued).





ASC Topic
825; Subtopic 10 requires disclosure about the method and significant
assumptions used to establish the fair value of financial instruments for
interim reporting periods as well as annual statements.  ASC Topic
825; Subtopic 10 is effective for Registrant as of June 30, 2009 and its
adoption did not impact Registrant’s financial condition or results of
operations.  Registrant had no financial instruments during any
interim reporting period during the year ended March 30, 2010.





In May
2009, FASB issued guidance regarding subsequent events, which was subsequently
updated in February 2010. This guidance established general guidelines of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be
issued.  In particular, this guidance sets forth the period after the
balance sheet date during which management of a reporting entity should evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial statements, the circumstances under which an entity should
recognize events or transactions occurring after the balance sheet date in its
financial statements, and the disclosures that an entity should make about
events or transactions that occurred after the balance sheet date. This guidance
was effective for financial statements issued for fiscal years and interim
periods ending after June 15, 2009, and was therefore adopted by Registrant
for the quarter ended June 29, 2009. The adoption did not have a significant
impact on the subsequent events that Registrant reports, either through
recognition or disclosure, in the financial statements.  In February
2010, FASB amended its guidance on subsequent events to remove the requirement
to disclose the date through which an entity has evaluated subsequent events,
alleviating conflicts with current SEC guidance. This amendment was effective
immediately and therefore Registrant did not include the disclosure in the notes
to the accompanying financial statements.





ASC Topic
810; Subtopic 10 amends existing consolidation guidance for variable interest
entities, requires ongoing reassessment to determine whether a variable interest
entity must be consolidated, and requires additional disclosures regarding
involvement with variable interest entities and any significant changes in risk
exposure due to that involvement.  ASC Topic 810; Subtopic 10 is
effective for Registrant’s fiscal year beginning March 31, 2010 and its adoption
did not have an impact on Registrant’s  financial
statements.





In
January 2010, ASC Topic 820 was amended to increase disclosure requirements
regarding recurring and nonrecurring fair value
measurements.  Registrant adopted ASC 820, as amended, for the period
ending March 30, 2010, except for the disclosures about activity in Level 3 fair
value measurements which are effective for Registrant’s fiscal year beginning
March 31, 2010.  The initial adoption of ASC Topic 820 and the full
implementation thereof did not have a material impact on Registrant’s financial
statements.





Forward-Looking
Information





As a
cautionary note, with the exception of historical facts, the matters discussed
in this annual report on Form 10-K are “forward-looking” statements within the
meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform
Act”).  Forward-looking statements may relate to, among other things,
current expectations, forecasts of future events, future actions, future
performance generally, business development activities, capital expenditures,
strategies, the outcome of contingencies, future financial results, financing
sources and availability and the effects of regulation and
competition.  Words such as “anticipate,” “expect,” “intend,” “plan,”
“seek,” “estimate” and other words and terms of similar meaning in connection
with discussions of future operating or financial performance signify
forward-looking statements.  Registrant may also provide written
forward-looking statements in other materials released to the
public.  Such statements are made in good faith by Registrant pursuant
to the “Safe Harbor” provisions of the Reform Act.  Registrant
undertakes no obligation to update publicly or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise.  Such forward-looking statements involve known risks,
uncertainties and other factors that may cause Registrant’s actual results of
operations or actions to be materially different from future results of
operations or actions expressed or implied by the forward-looking
statements.


Item
7A.  Quantitative and Qualitative
Disclosure about Market Risk.





Registrant’s
investment in mutual fund (the “Fund”) is subject to certain
risk.  The fixed income securities in which the Fund invests are
subject to interest rate risk, credit risk, prepayment risk, counterparty risk,
municipal securities risk, liquidity risk, management risk, government security
risk and valuation risk.  Typically, when interest rates rise, the
market prices of fixed income securities go down.  The Fund is
classified as “non-diversified,” and thus may invest most of its assets in
securities issued by or representing a small number of issuers.  As a
result, the Fund may be more susceptible to the risks associated with these
particular issuers, or to a single economic, political or regulatory occurrence
affecting these issuers.  These risks could adversely affect the
Fund’s net asset value (“NAV”), yield and total return.


15


AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I





Item
      8.
            Financial Statements
      and Supplementary Data.





Table of Contents
                
                PageReport
      of Independent Registered Public Accounting Firm
                
                17Balance
      Sheets
                
                18Statements
      of Operations
                
                19Statements
      of Changes in Owners' Equity (Deficit)
                
                20Statements
      of Cash Flows
                
                21Notes
      to Financial Statements
                
                23





No
financial statement schedules are included because of the absence of the
conditions under which they are required or because the information is included
in the financial statements or the notes thereto.


16





REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the
Manager and Beneficial Owners


American
Tax Credit Trust, a Delaware statutory business trust Series I





We have audited the accompanying
balance sheets of American Tax Credit Trust, a Delaware statutory business trust
Series I (the “Trust”) as of March 30, 2010 and 2009, and the related statements
of operations, changes in owners' equity (deficit) and cash flows for the years
ended March 30, 2010, 2009 and 2008.  These financial statements are
the responsibility of the Trust's management.  Our responsibility is
to express an opinion on these financial statements based on our
audits.





We conducted our audits in accordance
with the standards of the Public Company Accounting Oversight Board (United
States).  Those standards require that we plan and perform the audits
to obtain reasonable assurance about whether the financial statements are free
of material misstatement.  The Trust has determined that it is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting.  Our audits included consideration
of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Trust’s internal control over
financial reporting.  Accordingly, we express no such
opinion.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.





In our opinion, the financial
statements referred to above present fairly, in all material respects, the
financial position of American Tax Credit Trust, a Delaware statutory business
trust Series I as of March 30, 2010 and 2009, and the results of its operations,
changes in owners’ equity (deficit) and its cash flows for the years ended March
30, 2010, 2009 and 2008, in conformity with accounting principles generally
accepted in the United States of America.





/s/Reznick Group, P.C.Sacramento,
      CaliforniaJune
      24, 2010


17




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


BALANCE
SHEETS


MARCH
30, 2010 AND 2009





2010
                  
                  
                  2009ASSETSCash
      and cash equivalents
                  
                  $
                  286,543
                  
                  
                  $
                  1,461,329Restricted
      cash
                  
                  
                  
                  
                  
                  
                  3,008Investment
      in mutual fund
                  
                  
                  1,113,737Investment
      in local partnerships
                  
                  
                  2,126,698
                  
                  
                  
                  2,077,806$
                  3,526,978
                  
                  
                  $
                  3,542,143LIABILITIES
      AND OWNERS' EQUITY (DEFICIT)LiabilitiesAccounts
      payable and accrued expenses
                  
                  $
                  32,561
                  
                  
                  $
                  39,880Payable
      to manager and affiliates
                  
                  
                  959,099
                  
                  
                  
                  826,034Interest
      payable
                  
                  
                  
                  
                  
                  
                  3,008991,660
                  
                  
                  
                  868,922Commitments
      and contingenciesOwners'
      equity (deficit)Manager
                  
                  
                  (138,529
                  )
                  
                  
                  (137,150
                  )Beneficial
      owners (18,654 units of beneficial ownership interest
      outstanding)
                  
                  
                  2,673,847
                  
                  
                  
                  2,810,3712,535,318
                  
                  
                  
                  2,673,221$
                  3,526,978
                  
                  
                  $
                  3,542,143





See Notes
to Financial Statements.


18




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


STATEMENTS
OF OPERATIONS


YEARS
ENDED MARCH 30, 2010, 2009 AND 2008





2010
                
                
                2009
                
                
                2008REVENUEInterest
                
                $
                751
                
                
                $
                15,736
                
                
                $
                70,435Other
      income from local partnerships
                
                
                
                
                
                
                750TOTAL
      REVENUE
                
                
                751
                
                
                
                16,486
                
                
                
                70,435EXPENSESManagement
      fee - affiliate
                
                
                192,141
                
                
                
                192,141
                
                
                
                192,141Professional
      fees
                
                
                42,659
                
                
                
                51,333
                
                
                
                42,819Printing,
      postage and other
                
                
                6,887
                
                
                
                4,243
                
                
                
                15,354TOTAL
      EXPENSES
                
                
                241,687
                
                
                
                247,717
                
                
                
                250,314(240,936
                )
                
                
                (231,231
                )
                
                
                (179,879
                )Equity
      in income (loss) of investment in local partnerships
                
                
                103,033
                
                
                
                79,327
                
                
                
                (248,296
                )NET
      LOSS
                
                
                (137,903
                )
                
                
                (151,904
                )
                
                
                (428,175
                )Other
      comprehensive loss, net
                
                
                
                
                
                
                (903
                )
                
                
                (1,792
                )COMPREHENSIVE
      LOSS
                
                $
                (137,903
                )
                
                $
                (152,807
                )
                
                $
                (429,967
                )NET
      LOSS ATTRIBUTABLE TOManager
                
                $
                (1,379
                )
                
                $
                (1,519
                )
                
                $
                (4,282
                )Beneficial
      owners
                
                
                (136,524
                )
                
                
                (150,385
                )
                
                
                (423,893
                )$
                (137,903
                )
                
                $
                (151,904
                )
                
                $
                (428,175
                )NET LOSSper unit of
      beneficial ownership interest (18,654 units of beneficial ownership
      interest)
                
                $
                (7.32
                )
                
                $
                (8.06
                )
                
                $
                (22.72
                )





See Notes
to Financial Statements.


19




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


STATEMENTS
OF CHANGES IN OWNERS' EQUITY (DEFICIT)


YEARS
ENDED MARCH 30, 2010, 2009 AND 2008





Manager
              
              
              Beneficial
                  Owners
              
              
              Accumulated
                  Other
                  Comprehensive
                  Income (Loss),
                  Net
              
              
              TotalOwners'
      equity (deficit), March 30, 2007
              
              $
              (131,349
              )
              
              $
              3,384,649
              
              
              $
              2,695
              
              
              $
              3,255,595Net
      loss
              
              
              (4,282
              )
              
              
              (423,893
              )
              
              
              
              
              
              
              (428,175
              )Other
      comprehensive loss, net
              
              
              
              
              
              
              
              
              
              
              (1,792
              )
              
              
              (1,792
              )Owners'
      equity (deficit), March 30, 2008
              
              
              (135,631
              )
              
              
              2,960,756
              
              
              
              903
              
              
              
              2,826,028Net
      loss
              
              
              (1,519
              )
              
              
              (150,385
              )
              
              
              
              
              
              
              (151,904
              )Other
      comprehensive loss, net
              
              
              
              
              
              
              
              
              
              
              (903
              )
              
              
              (903
              )Owners'
      equity (deficit), March 30, 2009
              
              
              (137,150
              )
              
              
              2,810,371
              
              
              
              —
              
              
              
              2,673,221Net
      loss
              
              
              (1,379
              )
              
              
              (136,524
              )
              
              
              
              
              
              
              (137,903
              )Owners'
      equity (deficit), March 30, 2010
              
              $
              (138,529
              )
              
              $
              2,673,847
              
              
              $
              —
              
              
              $
              2,535,318





See Notes
to Financial Statements.


20




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


STATEMENTS
OF CASH FLOWS


YEARS
ENDED MARCH 30, 2010, 2009 AND 2008





2010
                
                
                2009
                
                
                2008CASH
      FLOWS FROM OPERATING ACTIVITIESInterest
      received (paid)
                
                $
                (2,257
                )
                
                $
                11,042
                
                
                $
                19,576Cash
      paid forManagement
      fee
                
                
                (59,076
                )
                
                
                (189,924
                )
                
                
                (161,510
                )Professional
      fees
                
                
                (50,533
                )
                
                
                (46,726
                )
                
                
                (52,018
                )Printing,
      postage and other expenses
                
                
                (6,332
                )
                
                
                (14,981
                )
                
                
                (4,593
                )Net
      cash used in operating activities
                
                
                (118,198
                )
                
                
                (240,589
                )
                
                
                (198,545
                )CASH
      FLOWS FROM INVESTING ACTIVITIESVoluntary
      advances made to local partnerships
                
                
                (6,092
                )
                
                
                
                
                
                
                (45,000
                )Distributions
      received from local partnerships
                
                
                60,233
                
                
                
                56,190
                
                
                
                63,855Investments
      in mutual fund
                
                
                (1,114,401
                )Redemptions
      from mutual fund
                
                
                664Transfer
      from restricted cash
                
                
                3,008
                
                
                
                6,227
                
                
                
                53,400Proceeds
      from maturities/redemptions and sales of investments in
    bonds
                
                
                
                
                
                
                59,276
                
                
                
                64,000Net
      cash provided by (used in) investing activities
                
                
                (1,056,588
                )
                
                
                121,693
                
                
                
                136,255Net
      decrease in cash and cash equivalents
                
                
                (1,174,786
                )
                
                
                (118,896
                )
                
                
                (62,290
                )Cash
      and cash equivalents at beginning of year
                
                
                1,461,329
                
                
                
                1,580,225
                
                
                
                1,642,515CASH
      AND CASH EQUIVALENTS AT END OF YEAR
                
                $
                286,543
                
                
                $
                1,461,329
                
                
                $
                1,580,225SIGNIFICANT
      NON-CASH INVESTING ACTIVITIESUnrealized
      loss on investments in bonds, net
                
                
                
                
                
                $
                (903
                )
                
                $
                (1,792
                )











See Notes
to Financial Statements.


21




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


STATEMENTS
OF CASH FLOWS - CONTINUED


YEARS
ENDED MARCH 30, 2010, 2009 AND 2008





2010
              
              
              2009
              
              
              2008RECONCILIATION
      OF NET LOSS TO NET CASHUSED
      IN OPERATING ACTIVITIESNet
      loss
              
              $
              (137,903
              )
              
              $
              (151,904
              )
              
              $
              (428,175
              )Adjustments
      to reconcile net loss to net cash used in operating
    activitiesEquity
      in loss (income) of investment in local partnerships
              
              
              (103,033
              )
              
              
              (79,327
              )
              
              
              248,296Other
      income from local partnerships
              
              
              
              
              
              
              (750
              )Amortization
      of net premium on investments in bonds
              
              
              
              
              
              
              
              
              
              
              1,644Gain
      on sale of investments in bonds
              
              
              
              
              
              
              (158
              )Decrease
      in interest receivable
              
              
              
              
              
              
              1,691
              
              
              
              897Increase
      (decrease) in accounts payable and accrued expenses
              
              
              (7,319
              )
              
              
              (6,131
              )
              
              
              1,562Increase
      in payable to manager and affiliates
              
              
              133,065
              
              
              
              2,217
              
              
              
              30,631Decrease
      in interest payable
              
              
              (3,008
              )
              
              
              (6,227
              )
              
              
              (53,400
              )NET
      CASH USED IN OPERATING ACTIVITIES
              
              $
              (118,198
              )
              
              $
              (240,589
              )
              
              $
              (198,545
              )





See Notes
to Financial Statements.


22




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS


MARCH
30, 2010, 2009 AND 2008





1.
            Organization,
      Purpose and Summary of Significant Accounting
  Policies





American
Tax Credit Trust, a Delaware statutory business trust (the "Trust") was formed
on February 4, 1993 under Chapter 38 of Title 12 of the Delaware
Code.  There was no operating activity until admission of the
investors (the “Beneficial Owners”) on November 29, 1993.  The Trust
was formed to invest primarily in leveraged low-income multifamily residential
complexes (the "Property" or "Properties") that qualify for the low-income tax
credit in accordance with Section 42 of the Internal Revenue Code (the
"Low-income Tax Credit"), through the acquisition of limited partner equity
interests (the “Local Partnership Interests”) in partnerships (the "Local
Partnership" or "Local Partnerships") that are the owners of the
Properties.  Richman American Credit Corp. (the "Manager") was formed
on April 5, 1993 to act as the Manager of the Trust.





On
September 13, 1993, the Trust commenced the offering for sale of units of
beneficial ownership (the "Units") to Beneficial Owners in one to twenty series
("Series I through Series XX"; each a "Series").  These notes and the
accompanying financial statements are presented for Series I only.





Basis of Accounting and
Fiscal Year





The
Trust’s records are maintained on the accrual basis of accounting for both
financial reporting and tax purposes.  For financial reporting
purposes, the Trust's fiscal year ends March 30 and its quarterly periods end
June 29, September 29 and December 30.  The Local Partnerships have a
calendar year for financial reporting purposes.  The Trust and the
Local Partnerships each have a calendar year for income tax
purposes.





Accounting Standards
Codification





In June
2009, the Financial Accounting Standards Board (“FASB”) issued the Accounting
Standards Codification (the “Codification”). Effective July 1, 2009, the
Codification is the single source of authoritative accounting principles
recognized by FASB to be applied by nongovernmental entities in the preparation
of financial statements in conformity with U.S. generally accepted accounting
principles (“GAAP”).  The Codification is intended to reorganize,
rather than change, existing GAAP.  Accordingly, all references to
currently existing GAAP have been removed and have been replaced with plain
English explanations of the Trust’s accounting policies.  The adoption
of the Codification did not have a material impact on the Trust’s financial
position or results of operations.





Investment in Local
Partnerships





The Trust
accounts for its investment in local partnerships in accordance with the equity
method of accounting, under which the investment is carried at cost and is
adjusted for the Trust's share of each Local Partnership's results of operations
and by cash distributions received.  Equity in loss of each investment
in Local Partnership allocated to the Trust is recognized to the extent of the
Trust’s investment balance in each Local Partnership.  Equity in loss
in excess of the Trust’s investment balance in a Local Partnership is allocated
to other partners' capital in any such Local Partnership.  Previously
unrecognized equity in loss of any Local Partnership is recognized in the fiscal
year in which equity in income is earned by such Local Partnership or additional
investment is made by the Trust.  Distributions received subsequent to
the elimination of an investment balance for any such investment in a Local
Partnership are recorded as other income from local partnerships.





The Trust
assesses the carrying value of its investment in local partnerships at least
annually in the fourth quarter of its fiscal year or whenever there are
indications that a permanent impairment may have occurred.  If the
carrying value of an investment in a Local Partnership exceeds the estimated
value derived by management, the Trust reduces its investment in any such Local
Partnership (unless the impairment is considered to be temporary) and includes
such reduction in equity in loss of investment in local
partnerships.  Impairment is measured by comparing the investment
carrying amount to the estimated residual value of the
investment.


23




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





1.
            Organization,
      Purpose and Summary of Significant Accounting Policies
      (Continued)





The Trust
does not consolidate the accounts and activities of the Local Partnerships,
which are considered Variable Interest Entities as defined by the Codification,
because the Trust is not considered the primary beneficiary.  The
Trust's balance in investment in local partnerships, plus the risk of recapture
of tax credits previously recognized on certain of such investments, represents
the maximum exposure to loss in connection with such investments.  The
Trust's exposure to loss on the Local Partnerships is mitigated by the condition
and financial performance of the underlying Properties as well as the financial
strength of the local general partners (the “Local General Partners”) and their
guarantees against credit recapture.





Advances
and additional capital contributions (collectively the “Advances”) that are not
required under the terms of the Local Partnerships’ partnership agreements but
which are made to the Local Partnerships are recorded as investment in local
partnerships.  Certain Advances are considered by the Trust to be
voluntary loans to the respective Local Partnerships and the Trust may be
reimbursed at a future date to the extent such Local Partnerships generate
distributable cash flow or receive proceeds from sale or
refinancing.





Fair Value
Measurement





ASC Topic
820 defines fair value, establishes a framework for measuring fair value in
accordance with GAAP and expands disclosures about fair value
measurements.  ASC Topic 820 applies to other accounting
pronouncements that require or permit fair value measurements. Accordingly, ASC
Topic 820 does not require any new fair value measurements.  ASC Topic
820 is effective for fiscal years beginning after November 15,
2007.  The Trust adopted ASC Topic 820 effective March 31,
2008.  On February 6, 2008 FASB deferred the effective date of ASC
Topic 820 by one year for nonfinancial assets and liabilities that are
recognized or disclosed at fair value in the financial statements on a
nonrecurring basis.  The partial adoption of ASC Topic 820 for
financial assets and liabilities did not have a material impact on the Trust’s
financial position, results of operations or cash flows.  The Trust
adopted ASC Topic 820 as of March 31, 2008, with the exception of the
application of this topic to nonrecurring nonfinancial assets and nonfinancial
liabilities.  Nonrecurring nonfinancial assets and liabilities for
which the Trust had not applied the provisions of ASC Topic 820 to include
investment in local partnerships, which is accounted for under the equity method
of accounting.  The Trust’s full adoption of ASC Topic 820 as of March
31, 2009 did not have an impact on its financial statements.





Cash and Cash
Equivalents





The Trust
considers all highly liquid investments purchased with an original maturity of
three months or less at the date of acquisition to be cash
equivalents.  Cash and cash equivalents are stated at cost, which
approximates market value.





Restricted
Cash





Restricted
cash was set aside to pay accrued interest on a previously outstanding capital
contribution to a Local Partnership (see Note 6).





Investment in Mutual
Fund





The Trust
carries its investment in mutual fund at estimated fair
value.  Capital gains (losses) are included in (offset against)
interest revenue.  Investment in mutual fund is classified as
available-for-sale and unrealized gains or losses are included as items of
comprehensive income (loss) and are reported as a separate component of owners'
equity (deficit).





Investments in
Bonds





Investments
in bonds were classified as available-for-sale and represented investments that
the Trust intended to hold for an indefinite period of time but not necessarily
to maturity.  Any decision to sell an investment was based on various
factors, including significant movements in interest rates and liquidity
needs.  Investments in bonds were carried at estimated fair value and
unrealized gains or losses are included as items of comprehensive income (loss)
and are reported as a separate component of owners' equity
(deficit).


24




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





1.
            Organization,
      Purpose and Summary of Significant Accounting Policies
      (Continued)





Premiums
and discounts on investments in bonds were amortized (accreted) using the
effective yield method over the life of the investment.  Amortized
premiums offset interest revenue, while the accretion of discounts and zero
coupon bonds were included in interest revenue.  Realized gain (loss)
on redemptions or sales of investments in bonds were included in, or offset
against, interest revenue on the basis of the adjusted cost of each specific
investment redeemed or sold.  All such investments had matured and/or
been redeemed or sold as of March 30, 2009.





Interest on Capital
Contributions Payable to Local Partnerships





Pursuant
to agreements with certain Local Partnerships, interest was accrued on certain
installments of capital contributions.  Such amounts were recorded as
a liability and an offset to interest revenue.





Income
Taxes





The Trust
is a pass-through entity for income tax purposes and, as such, is not subject to
income taxes.  Rather, all items of taxable income and deductions are
passed through to and are reported by its owners on their respective income tax
returns.  The Trust’s federal tax status as a pass-through entity is
based on its legal status as a trust.  Accordingly, the Trust is not
required to take any tax positions in order to qualify as a pass-through
entity.  The Trust is required to file and does file tax returns with
the Internal Revenue Service and other taxing
authorities.  Accordingly, these financial statements do not reflect a
provision for income taxes and the Trust has no other tax positions which must
be considered for disclosure.  In accordance with ASC Topic 740;
Subtopic 10, the Trust has included in Note 8 disclosures related to differences
in the financial and tax bases of accounting.





ASC Topic
740; Subtopic 10 requires all taxpayers to analyze all material positions they
have taken or plan to take in all tax returns that have been filed or should
have been filed with all taxing authorities for all years still subject to
challenge by those taxing authorities.  If the position taken is
“more-likely-than-not” to be sustained by the taxing authority on its technical
merits and if there is more than a 50% likelihood that the position would be
sustained if challenged and considered by the highest court in the relevant
jurisdiction, the tax consequences of that position should be reflected in the
taxpayer’s GAAP financial statements.  Because the Trust is a
pass-through entity and is not required to pay income taxes, ASC Topic 740;
Subtopic 10 does not currently have any impact on its financial
statements.





Use of
Estimates





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





Recent Accounting
Pronouncements





ASC Topic
825; Subtopic 10 permits entities to choose to measure many financial
instruments and certain other items at fair value.  The fair value
election is designed to improve financial reporting by providing entities with
the opportunity to mitigate volatility in reported earnings caused by measuring
related assets and liabilities differently without having to apply complex hedge
accounting provisions.  ASC Topic 825; Subtopic 10 is effective for
fiscal years beginning after November 15, 2007.  On March 31, 2008,
the Trust adopted ASC Topic 825; Subtopic 10 and elected not to apply the
provisions to its eligible financial assets and financial liabilities on the
date of adoption.  Accordingly, the initial application of ASC Topic
825; Subtopic 10 had no effect on the Trust’s financial statements.





ASC Topic
825; Subtopic 10 requires disclosure about the method and significant
assumptions used to establish the fair value of financial instruments for
interim reporting periods as well as annual statements.  ASC Topic
825; Subtopic 10 is effective for the Trust as of June 30, 2009 and its adoption
did not impact the Trust’s financial condition or results of
operations.  The Trust had no financial instruments during any interim
reporting period during the year ended March 30, 2010.


25




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





1.
            Organization,
      Purpose and Summary of Significant Accounting Policies
      (Continued)





In May
2009, FASB issued guidance regarding subsequent events, which was subsequently
updated in February 2010. This guidance established general guidelines of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be
issued.  In particular, this guidance sets forth the period after the
balance sheet date during which management of a reporting entity should evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial statements, the circumstances under which an entity should
recognize events or transactions occurring after the balance sheet date in its
financial statements, and the disclosures that an entity should make about
events or transactions that occurred after the balance sheet date. This guidance
was effective for financial statements issued for fiscal years and interim
periods ending after June 15, 2009, and was therefore adopted by the Trust
for the quarter ended June 29, 2009. The adoption did not have a significant
impact on the subsequent events that the Trust reports, either through
recognition or disclosure, in the financial statements.  In February
2010, FASB amended its guidance on subsequent events to remove the requirement
to disclose the date through which an entity has evaluated subsequent events,
alleviating conflicts with current SEC guidance. This amendment was effective
immediately and therefore the Trust did not include the disclosure in the notes
to the accompanying financial statements.





ASC Topic
810; Subtopic 10 amends existing consolidation guidance for variable interest
entities, requires ongoing reassessment to determine whether a variable interest
entity must be consolidated, and requires additional disclosures regarding
involvement with variable interest entities and any significant changes in risk
exposure due to that involvement.  ASC Topic 810; Subtopic 10 is
effective for the Trust’s fiscal year beginning March 31, 2010 and its adoption
did not have an impact on the Trust’s financial statements.





In
January 2010, ASC Topic 820 was amended to increase disclosure requirements
regarding recurring and nonrecurring fair value measurements.  The
Trust adopted ASC Topic 820, as amended, for the period ending March 30, 2010,
except for the disclosures about activity in Level 3 fair value measurements
which are effective for the Trust’s fiscal year beginning March 31,
2010.  The initial adoption of ASC Topic 820 and the full
implementation thereof did not have a material impact on the Trust’s financial
statements.





Reclassifications





Certain
prior year Local Partnership amounts (see Note 6) have been reclassified to
conform to the current year presentation.





2.
            Capital
      Contributions





On
September 13, 1993, the Trust commenced the offering of Units through Merrill
Lynch, Pierce, Fenner & Smith Incorporated and PaineWebber Incorporated (the
“Selling Agents”).  On November 29, 1993, January 28, 1994 and May 25,
1994, under the terms of the Fourth Amended and Restated Agreement of Trust of
the Trust (the "Trust Agreement"), the Manager admitted Beneficial Owners to the
Trust in three closings.  At these closings, subscriptions for a total
of 18,654 Units representing $18,654,000 in Beneficial Owners’ capital
contributions were accepted.  In connection with the offering of
Units, the Trust incurred organization and offering costs of $2,330,819, of
which $75,000 was capitalized as organization costs and $2,255,819 was charged
to the Beneficial Owners' equity as syndication costs.  The Manager
contributed $100 to the Trust.





Net loss
is allocated 99% to the Beneficial Owners and 1% to the Manager in accordance
with the Trust Agreement.





3.
            Cash
      and Cash Equivalents





As of
March 30, 2010, the Trust has cash and cash equivalents of
$286,543.  Of such amount, $250,116 is held in accounts at two
financial institutions in which the aggregate amount on deposit at each
institution is insured up to $250,000 by the Federal Deposit Insurance
Corporation (“FDIC”).  The entire amount is FDIC insured as of March
30, 2010.  The remaining $36,427 is held in an account at a financial
institution in which such amount is invested in a portfolio of securities that
are direct obligations of the U.S. Treasury and are backed by the full faith and
credit of the United States of America.


26


AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





4.
            Investment
      in Mutual Fund





The Trust
carries its investment in mutual fund (the “Fund”) at estimated fair
value.  The Fund is a short duration bond fund organized as a
non-diversified open-end management
investment company registered under the Investment Company Act of 1940, as
amended, that seeks maximum current income consistent with liquidity
and stability of principal.  In selecting portfolio securities for the
Fund, the investment advisor of the Fund (the “Advisor”) will select investments
so that substantially all of the Fund’s assets will be rated “A” or better by a
nationally recognized statistical rating organization (“NRSRO”) such as Moody’s
Investor Services, Inc. (“Moody’s”) and/or by Standard & Poor’s Financial
Services, LLC (“S&P”) or, if a rating is not available, deemed to be of
comparable quality by the Advisor.  It is anticipated that
approximately 90% or more of the Fund’s assets (excluding floating rate or fixed
to float securities issued by banking institutions having assets in excess of
$200 billion) will be rated “AA” or better by an NRSRO or, if a rating is not
available, deemed to be of comparable quality by the Advisor.  The
Fund is valued at $10 per share in the accompanying balance sheet as of March
30, 2010.





The
Advisor is an affiliate of the Manager.  For its services, the Advisor
is entitled to receive an annual advisory fee of 0.50% of the average daily net
assets of the Fund.  The Advisor may, in its discretion, voluntarily
waive its fees or reimburse certain Fund expenses; however, the Advisor is not
required to do so.  The Advisor has waived 60% of its fee earned
through March 30, 2010.





The
Codification clarifies the principle that fair value should be based on the
assumptions that market participants would use when pricing the asset or
liability and establishes the following fair value hierarchy:





Level 1
inputs utilize quoted prices (unadjusted) in active markets for identical assets
or liabilities that the Trust has the ability to access;





Level 2
inputs may include quoted prices for similar assets and liabilities in active
markets, as well as interest rates and yield curves that are observable at
commonly quoted intervals; and





Level 3
inputs are unobservable inputs for the asset or liability that are typically
based on an entity’s own assumptions as there is little, if any, related market
activity.





For
instances in which the determination of the fair value measurement is based on
inputs from different levels of the fair value hierarchy, the fair value
measurement will fall within the lowest level input that is significant to the
fair value measurement in its entirety.





The fair
value of the Trust’s investment in mutual fund is classified within Level 1
of the fair value hierarchy of the guidance on Fair Value
Measurements.  No other assets or liabilities of the Trust are
measured at fair value under the guidance on Fair Value Measurements as of
March 30, 2010 and 2009.





5.
            Investments
      in Bonds





The Trust
carried its investments in bonds as available-for-sale because such investments
were used to facilitate and provide flexibility for the Trust's obligations,
including resolving circumstances that may have arisen in connection with the
Local Partnerships.  All such investments had matured and/or been
redeemed or sold as of March 30, 2009.


27




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships





As of
March 30, 2010, the Trust owns a 98.9% - 99% Local Partnership Interest in the
following Local Partnerships:





1.
              
              ACP
      Housing Associates, L.P.;2.
              
              Creative
      Choice Homes VII, Ltd. (“Creative Choice”);3.
              
              Edgewood
      Manor Associates, L.P. (“Edgewood”);4.
              
              Ledge/McLaren
      Limited Partnership;5.
              
              Penn
      Apartment Associates;6.
              
              SB-92
      Limited Partnership;7.
              
              St.
      Christopher's Associates, L.P. V (“St. Christopher’s”);8.
              
              St.
      John Housing Associates, L.P. (“St. John Housing”);9.
              
              Starved
      Rock - LaSalle Manor Limited Partnership (“Starved Rock”);
    and10.
              
              Vision
      Limited Dividend Housing Association Limited
  Partnership.





The
Properties are principally comprised of subsidized and leveraged low-income
multifamily residential complexes located throughout the United
States.  The required holding period of each Property, in order to
avoid Low-income Tax Credit recapture, is fifteen years from the year in which
the Low-income Tax Credits commence on the last building of the Property (the
“Compliance Period”).  The rents of the Properties are controlled by
federal and state agencies pursuant to applicable laws and
regulations.  Under the terms of each of the Local Partnership’s
partnership agreements, the Trust has committed to make capital contribution
payments in the aggregate amount of $14,837,956, which includes Advances made to
certain Local Partnerships (see discussion below) and all of which has been
paid.  Restricted cash in the accompanying balance sheet as of March
30, 2009 represents accrued interest of $3,008 on a previously outstanding
capital contribution.  As of December 31, 2009 the Local Partnerships
have outstanding mortgage loans payable totaling approximately $20,046,000 and
accrued interest payable on such loans totaling approximately $4,119,000, which
are secured by security interests and liens common to mortgage loans on the
Local Partnerships' real property and other assets.





Equity in
loss of investment in local partnerships is limited to the Trust’s investment
balance in each Local Partnership; any excess is applied to other partners'
capital in any such Local Partnership (see Note 1).  The amount of
such excess losses applied to other partners' capital was $696,720, $47,615, and
$1,124,445 for the years ended December 31, 2009, 2008 and 2007, respectively,
as reflected in the combined statements of operations of the Local Partnerships
herein Note 6.





As a
result of management’s assessment of the carrying value of the investment in
local partnerships under applicable accounting guidelines (see Note 1), the
Trust reduced its investment in Starved Rock by $206,098 for the year ended
March 30, 2008.  Such loss is included in equity in loss of investment
in local partnerships in the accompanying statement of operations of the Trust
for the year ended March 30, 2008.





The
difference between the Partnership’s investment in local partnerships as of
March 30, 2010 and 2009 and the amounts reflected as the Partnership’s
investment balance in the combined balance sheets of the Local Partnerships as
of December 31, 2009 and 2008 herein Note 6 represents cumulative carrying value
adjustments made by the Partnership (see Note 1) in the amount of
$1,667,948.





Edgewood
is in default under the terms of its first mortgage and a default has been
declared by the lender; delinquent payments of principal, interest and certain
fees represent a cumulative arrearage of approximately $32,000 as of June
2010.  During the year ended March 30, 2008, the Trust made Advances
of $45,000 to Edgewood to fund operating deficits; cumulative Advances as of
March 30, 2010 and 2009 are $90,000.  The Trust’s investment balance
in Edgewood, after cumulative equity losses, became zero during the year ended
March 30, 2005 and Advances made by the Trust were recorded as investment in
local partnerships and written off as additional equity in loss of investment in
local partnerships.





During
the year ended March 30, 2010, the Trust made Advances of $6,092 to St.
Christopher's to fund operating deficits.  Cumulative Advances as of
March 30, 2010 are $6,092.  The Trust’s investment balance in St.
Christopher’s, after cumulative equity losses, became zero during the year ended
March 30, 2004 and Advances made by the Trust were recorded as investment in
local partnerships and written off as additional equity in loss of investment in
local partnerships.


28




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





Creative
Choice reported net income for the year ended December 31, 2008 resulting from a
reduction in accrued expenses to an affiliate of the Local General Partner of
Creative Choice of approximately $700,000, which amount is included in interest
and other revenue in the combined statement of operations of the Local
Partnerships for the year ended December 31, 2008 herein Note 6.  Such
expenses were accrued in a prior year in connection with damages resulting from
a major hurricane.  Such adjustment to the accounts of Creative Choice had
no impact on the financial statements of the Trust.  The Trust’s investment
balance in Creative Choice, after cumulative equity losses, became zero during
the year ended March 30, 2006.





The
combined balance sheets of the Local Partnerships as of December 31, 2009 and
2008 and the combined statements of operations of the Local Partnerships for the
years ended December 31, 2009, 2008 and 2007 are reflected on pages 30 and 31,
respectively.


29




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





The
combined balance sheets of the Local Partnerships as of December 31, 2009 and
2008 are as follows:





2009
                        
                        
                        2008ASSETSCash
      and cash equivalents
                        
                        $
                        427,374
                        
                        
                        $
                        405,372Rents
      receivable
                        
                        
                        70,342
                        
                        
                        
                        64,307Escrow
      deposits and reserves
                        
                        
                        1,982,368
                        
                        
                        
                        1,970,445Land
                        
                        
                        1,213,303
                        
                        
                        
                        1,213,303Buildings
      and improvements (net of accumulated depreciation of $16,718,268 and
      $15,616,658)
                        
                        
                        18,204,730
                        
                        
                        
                        19,210,075Intangible
      assets (net of accumulated amortization of $193,618 and
      $179,500)
                        
                        
                        238,362
                        
                        
                        
                        252,480Other
      assets
                        
                        
                        457,981
                        
                        
                        
                        477,214$
                        22,594,460
                        
                        
                        $
                        23,593,196LIABILITIES
      AND PARTNERS' EQUITY (DEFICIT)LiabilitiesAccounts
      payable and accrued expenses
                        
                        $
                        893,753
                        
                        
                        $
                        1,062,470Due
      to related parties
                        
                        
                        2,216,407
                        
                        
                        
                        2,280,137Mortgage
      loans
                        
                        
                        20,046,007
                        
                        
                        
                        20,535,639Notes
      payable
                        
                        
                        100,000
                        
                        
                        
                        100,000Accrued
      interest
                        
                        
                        4,119,368
                        
                        
                        
                        3,738,421Other
      liabilities
                        
                        
                        394,734
                        
                        
                        
                        397,88627,770,269
                        
                        
                        
                        28,114,553Partners'
      equity (deficit)American
      Tax Credit Trust, Series ICapital
      contributions, net of distributions
                        
                        
                        13,855,466
                        
                        
                        
                        13,909,607Cumulative
      loss
                        
                        
                        (10,060,820
                        )
                        
                        
                        (10,163,853
                        )3,794,646
                        
                        
                        
                        3,745,754General
      partners and other limited partnersCapital
      contributions, net of distributions
                        
                        
                        472,225
                        
                        
                        
                        472,833Cumulative
      loss
                        
                        
                        (9,442,680
                        )
                        
                        
                        (8,739,944
                        )(8,970,455
                        )
                        
                        
                        (8,267,111
                        )(5,175,809
                        )
                        
                        
                        (4,521,357
                        )$
                        22,594,460
                        
                        
                        $
                        23,593,196


30




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





The
combined statements of operations of the Local Partnerships for the years ended
December 31, 2009, 2008 and 2007 are as follows:





2009
                        
                        
                        2008
                        
                        
                        2007REVENUERental
                        
                        $
                        4,558,362
                        
                        
                        $
                        4,381,951
                        
                        
                        $
                        4,339,971Interest
      and other
                        
                        
                        309,213
                        
                        
                        
                        1,041,420
                        
                        
                        
                        201,100TOTAL
      REVENUE
                        
                        
                        4,867,575
                        
                        
                        
                        5,423,371
                        
                        
                        
                        4,541,071EXPENSESAdministrative
                        
                        
                        1,071,204
                        
                        
                        
                        1,023,796
                        
                        
                        
                        1,072,012Utilities
                        
                        
                        743,172
                        
                        
                        
                        856,384
                        
                        
                        
                        865,125Operating
      and maintenance
                        
                        
                        1,224,343
                        
                        
                        
                        1,095,304
                        
                        
                        
                        1,278,158Taxes
      and insurance
                        
                        
                        470,561
                        
                        
                        
                        555,088
                        
                        
                        
                        584,747Financial
                        
                        
                        842,269
                        
                        
                        
                        741,004
                        
                        
                        
                        781,769Depreciation
      and amortization
                        
                        
                        1,115,729
                        
                        
                        
                        1,119,777
                        
                        
                        
                        1,137,709TOTAL
      EXPENSES
                        
                        
                        5,467,278
                        
                        
                        
                        5,391,353
                        
                        
                        
                        5,719,520NET
      INCOME (LOSS)
                        
                        $
                        (599,703
                        )
                        
                        $
                        32,018
                        
                        
                        $
                        (1,178,449
                        )NET
      INCOME (LOSS) ATTRIBUTABLE TOAmerican
      Tax Credit Trust, Series I
                        
                        $
                        103,033
                        
                        
                        $
                        79,327
                        
                        
                        $
                        (42,198
                        )General
      partners and other limited partners (includes $696,720, $47,615 and
      $1,124,445 of Trust loss in excess of investment)
                        
                        
                        (702,736
                        )
                        
                        
                        (47,309
                        )
                        
                        
                        (1,136,251
                        )$
                        (599,703
                        )
                        
                        $
                        32,018
                        
                        
                        $
                        (1,178,449
                        )


31




AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment in Local
      Partnerships (Continued)





Investment
and capital contribution activity with respect to each Local Partnership for the
year ended March 30, 2010 is as follows:





Name of Local Partnership
                
                Investment in
                    Local
                    Partnership
                    balance as of
                    March 30,
                    2009
                
                
                Investments
                    (voluntary
                    advances)
                    during the year
                    ended
                    March 30,
                    2010
                
                
                Trust's
                    equity in
                    income (loss)
                    for the year
                    ended
                    March 30,
                    2010
                
                
                Adjustment to
                    carrying value
                    during the
                    year ended
                    March 30,
                    2010
                
                
                Cash
                    Distributions
                    received during
                    the year ended
                    March 30,
                    2010
                
                
                Investment in
                    Local
                    Partnership
                    balance as of
                    March 30,
                    2010ACP
      Housing Associates, L.P.
                
                $
                —
                
                
                $
                —
                
                
                $
                —
                (1)
                
                $
                —
                
                
                $
                —
                
                
                $
                —Creative
      Choice Homes VII, Ltd.
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —Edgewood
      Manor Associates, L.P.
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —Ledge/McLaren
      Limited Partnership
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —Penn
      Apartment Associates
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —SB-92
      Limited Partnership
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —St.
      Christopher’s Associates, L.P. V
                
                
                —
                
                
                
                6,092
                
                
                
                (6,092
                )
      (2)
                
                
                —
                
                
                
                —
                
                
                
                —St.
      John Housing Associates, L.P.
                
                
                2,077,806
                
                
                
                —
                
                
                
                109,125
                
                
                
                —
                
                
                
                (60,233
                )
                
                
                2,126,698Starved
      Rock - LaSalle Manor Limited Partnership
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —Vision
      Limited Dividend Housing Association Limited Partnership
                
                
                —
                
                
                
                —
                
                
                
                —
                (1)
                
                
                —
                
                
                
                —
                
                
                
                —$
                2,077,806
                
                
                $
                6,092
                
                
                $
                103,033
                
                
                $
                —
                
                
                $
                (60,233
                )
                
                $
                2,126,698





(1)
            Additional
      equity in loss of investment is not allocated to the Trust until equity in
      income is earned or additional investment is made by the
    Trust


(2)
            The
      Trust’s equity in loss of an investment in a Local Partnership is limited
      to the remaining investment
balance.




32







AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





Investment
and capital contribution activity with respect to each Local Partnership for the
year ended March 30, 2009 is as follows:





Name of Local Partnership
              
              Investment in
                  Local
                  Partnership
                  balance as of
                  March 30,
                  2008
              
              
              Investments
                  (voluntary
                  advances)
                  during the year
                  ended
                  March 30,
                  2009
              
              
              Trust's
                  equity in
                  income for the
                  year ended
                  March 30,
                  2009
              
              
              Adjustment to
                  carrying value
                  during the
                  year ended
                  March 30,
                  2009
              
              
              Cash
                  distributions
                  received during
                  the year ended
                  March 30,
                  2009 (2)
              
              
              Investment in
                  Local
                  Partnership
                  balance as of
                  March 30,
                  2009ACP
      Housing Associates, L.P.
              
              $
              —
              
              
              $
              —
              
              
              $
              —
              (1)
              
              $
              —
              
              
              $
              —
              
              
              $
              —Creative
      Choice Homes VII, Ltd.
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —Edgewood
      Manor Associates, L.P.
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —Ledge/McLaren
      Limited Partnership
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —Penn
      Apartment Associates
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —SB-92
      Limited Partnership
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —St.
      Christopher’s Associates, L.P. V
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —St.
      John Housing Associates, L.P.
              
              
              2,053,919
              
              
              
              —
              
              
              
              79,327
              
              
              
              —
              
              
              
              (55,440
              )
              
              
              2,077,806Starved
      Rock - LaSalle Manor Limited Partnership
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —Vision
      Limited Dividend Housing Association Limited Partnership
              
              
              —
              
              
              
              —
              
              
              
              —
              (1)
              
              
              —
              
              
              
              —
              
              
              
              —$
              2,053,919
              
              
              $
              —
              
              
              $
              79,327
              
              
              $
              —
              
              
              $
              (55,440
              )
              
              $
              2,077,806





(1)
            Additional
      equity in loss of investment is not allocated to the Trust until equity in
      income is earned or additional investment is made by the
    Trust


(2)
            The
      total excludes $750 of distributions received classified as other income
      from local partnerships.




33





AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





Property
information for each Local Partnership as of December 31, 2009 is as
follows:





Name of Local Partnership
                    
                    Mortgage
                        loanspayable
                    
                    
                    Land
                    
                    
                    Buildings and
                        improvements
                    
                    
                    Accumulated
                        depreciationACP
      Housing Associates, L.P.
                    
                    $
                    1,461,862
                    
                    
                    $
                    14,000
                    
                    
                    $
                    2,505,364
                    
                    
                    $
                    (916,937
                    )Creative
      Choice Homes VII, Ltd.
                    
                    
                    1,481,636
                    
                    
                    
                    500,000
                    
                    
                    
                    4,137,851
                    
                    
                    
                    (1,737,811
                    )Edgewood
      Manor Associates, L.P.
                    
                    
                    1,817,774
                    
                    
                    
                    —
                    
                    
                    
                    8,551
                    
                    
                    
                    —Ledge/McLaren
      Limited Partnership
                    
                    
                    416,139
                    
                    
                    
                    123,673
                    
                    
                    
                    695,545
                    
                    
                    
                    (310,130
                    )Penn
      Apartment Associates
                    
                    
                    963,000
                    
                    
                    
                    13,357
                    
                    
                    
                    1,839,906
                    
                    
                    
                    (759,902
                    )SB-92
      Limited Partnership
                    
                    
                    2,978,923
                    
                    
                    
                    73,000
                    
                    
                    
                    4,534,111
                    
                    
                    
                    (2,059,291
                    )St.
      Christopher’s Associates, L.P. V
                    
                    
                    2,180,000
                    
                    
                    
                    31,829
                    
                    
                    
                    2,868,893
                    
                    
                    
                    (1,980,733
                    )St.
      John Housing Associates, L.P.
                    
                    
                    3,456,631
                    
                    
                    
                    74,800
                    
                    
                    
                    8,279,308
                    
                    
                    
                    (3,740,696
                    )Starved
      Rock – LaSalle Manor Limited Partnership
                    
                    
                    1,938,112
                    
                    
                    
                    202,845
                    
                    
                    
                    3,088,189
                    
                    
                    
                    (1,205,629
                    )Vision
      Limited Dividend Housing Association Limited Partnership
                    
                    
                    3,351,930
                    
                    
                    
                    179,799
                    
                    
                    
                    6,965,280
                    
                    
                    
                    (4,007,139
                    )$
                    20,046,007
                    
                    
                    $
                    1,213,303
                    
                    
                    $
                    34,922,998
                    
                    
                    $
                    (16,718,268
                    )





Property
information for each Local Partnership as of December 31, 2008 is as
follows:





Name of Local Partnership
                    
                    Mortgage
                        loanspayable
                    
                    
                    Land
                    
                    
                    Buildings and
                        improvements
                    
                    
                    Accumulated
                        depreciationACP
      Housing Associates, L.P.
                    
                    $
                    1,467,056
                    
                    
                    $
                    14,000
                    
                    
                    $
                    2,505,364
                    
                    
                    $
                    (856,670
                    )Creative
      Choice Homes VII, Ltd.
                    
                    
                    1,567,443
                    
                    
                    
                    500,000
                    
                    
                    
                    4,137,851
                    
                    
                    
                    (1,625,182
                    )Edgewood
      Manor Associates, L.P.
                    
                    
                    1,817,774
                    
                    
                    
                    —
                    
                    
                    
                    8,551
                    
                    
                    
                    —Ledge/McLaren
      Limited Partnership
                    
                    
                    420,132
                    
                    
                    
                    123,673
                    
                    
                    
                    695,545
                    
                    
                    
                    (289,095
                    )Penn
      Apartment Associates
                    
                    
                    963,000
                    
                    
                    
                    13,357
                    
                    
                    
                    1,832,106
                    
                    
                    
                    (706,678
                    )SB-92
      Limited Partnership
                    
                    
                    3,000,308
                    
                    
                    
                    73,000
                    
                    
                    
                    4,518,906
                    
                    
                    
                    (1,891,074
                    )St.
      Christopher’s Associates, L.P. V
                    
                    
                    2,180,000
                    
                    
                    
                    31,829
                    
                    
                    
                    2,863,993
                    
                    
                    
                    (1,868,899
                    )St.
      John Housing Associates, L.P.
                    
                    
                    3,621,846
                    
                    
                    
                    74,800
                    
                    
                    
                    8,279,308
                    
                    
                    
                    (3,534,491
                    )Starved
      Rock – LaSalle Manor Limited Partnership
                    
                    
                    1,960,226
                    
                    
                    
                    202,845
                    
                    
                    
                    3,019,829
                    
                    
                    
                    (1,101,313
                    )Vision
      Limited Dividend Housing Association Limited Partnership
                    
                    
                    3,537,854
                    
                    
                    
                    179,799
                    
                    
                    
                    6,965,280
                    
                    
                    
                    (3,743,256
                    )$
                    20,535,639
                    
                    
                    $
                    1,213,303
                    
                    
                    $
                    34,826,733
                    
                    
                    $
                    (15,616,658
                    )




34





AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





6.
            Investment
      in Local Partnerships (Continued)





The
summary of property activity during the year ended December 31, 2009 is as
follows:





Balance asof
                    December31,
                    2008
                
                
                Net change during
                    the
      year ended
                    December 31,
                    2009
                
                
                Balance as of
                    December 31,
                    2009Land
                
                $
                1,213,303
                
                
                $
                —
                
                
                $
                1,213,303Buildings
      and improvements
                
                
                34,826,733
                
                
                
                96,265
                
                
                
                34,922,99836,040,036
                
                
                
                96,265
                
                
                
                36,136,301Accumulated
      depreciation
                
                
                (15,616,658
                )
                
                
                (1,101,610
                )
                
                
                (16,718,268
                )$
                20,423,378
                
                
                $
                (1,005,345
                )
                
                $
                19,418,033





The
Trust’s investment in St. John Housing represents more then 20% of the Trust’s
total assets as of March 30, 2010 and 2009 and the equity in income recognized
by the Trust for the years ended March 30, 2010 and 2009 in connection with St.
John Housing represents more than 20% of the Trust’s net loss for such
years.  The following financial information represents certain balance
sheet and operating statement data of St. John Housing as of and for the years
ended December 31, 2009 and 2008:





2009
                
                
                2008Total
      assets
                
                $
                5,794,519
                
                
                $
                5,996,231Total
      liabilities
                
                $
                3,680,470
                
                
                $
                3,931,568Revenue
                
                $
                1,393,140
                
                
                $
                1,313,998Net
      income
                
                $
                110,227
                
                
                $
                80,128





7.
            Transactions
      with Manager and Affiliates





Pursuant
to the Trust Agreement, the Trust incurs an annual management fee (the
“Management Fee”) payable to the Manager for its services in connection with the
management of the affairs of the Trust.  The annual Management Fee is
equal to 0.5% of all proceeds as of December 31 of any year, invested or
committed for investment in Local Partnerships plus all debts of the Local
Partnerships related to the Properties.  The Trust incurred a
Management Fee of $192,141 for each of the years ended March 30, 2010, 2009 and
2008.  Unpaid Management Fees in the amount of $959,099 and $826,034
are recorded as payable to manager and affiliates in the accompanying balance
sheets as of March 30, 2010 and 2009, respectively.


35





AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





8.
            Taxable
      Loss





A
reconciliation of the financial statement net loss of the Trust for the years
ended March 30, 2010, 2009 and 2008 to the tax return loss for the years ended
December 31, 2009, 2008 and 2007 is as follows:





2010
                
                
                2009
                
                
                2008Financial
      statement net loss for the years ended March 30, 2010, 2009 and
      2008
                
                $
                (137,903
                )
                
                $
                (151,904
                )
                
                $
                (428,175
                )Add
      (less) net transactions occurring betweenJanuary
      1, 2007 and March 30, 2007
                
                
                —
                
                
                
                —
                
                
                
                (36,415
                )January
      1, 2008 and March 30, 2008
                
                
                —
                
                
                
                (61,054
                )
                
                
                61,054January
      1, 2009 and March 30, 2009
                
                
                (65,961
                )
                
                
                65,961
                
                
                
                —January
      1, 2010 and March 30, 2010
                
                
                64,011
                
                
                
                —
                
                
                
                —Adjusted
      financial statement net loss for the years ended December 31, 2009, 2008
      and 2007
                
                
                (139,853
                )
                
                
                (146,997
                )
                
                
                (403,536
                )Adjustment
      to management fee pursuant to Internal Revenue Code Section
      267
                
                
                (49,225
                )
                
                
                183,496
                
                
                
                30,631Differences
      arising from equity in loss of investment in local
      partnerships
                
                
                (1,016,795
                )
                
                
                (368,062
                )
                
                
                (1,553,847
                )Other
      income from local partnerships
                
                
                —
                
                
                
                (750
                )
                
                
                —Other
      differences
                
                
                799
                
                
                
                499
                
                
                
                (99
                )Tax
      return loss for the years ended December 31, 2009, 2008 and
      2007
                
                $
                (1,205,074
                )
                
                $
                (331,814
                )
                
                $
                (1,926,851
                )





The
differences between the investment in local partnerships for tax and financial
reporting purposes as of December 31, 2009 and 2008 are as follows:





2009
                
                
                2008Investment
      in local partnerships - financial reporting
                
                $
                2,126,698
                
                
                $
                2,077,806Investment
      in local partnerships – tax
                
                
                (3,645,493
                )
                
                
                (2,671,498
                )$
                5,772,191
                
                
                $
                4,749,304





Payable
to manager and affiliates in the accompanying balance sheets represents accrued
management fees, which are not deductible for tax purposes until paid pursuant
to Internal Revenue Code Section 267.


36





AMERICAN
TAX CREDIT TRUST,


a
Delaware statutory business trust


Series
I


NOTES
TO FINANCIAL STATEMENTS - CONTINUED


MARCH
30, 2010, 2009 AND 2008





9.
            Fair
      Value of Financial Instruments





The
estimated fair value amounts have been determined using available market
information, assumptions, estimates and valuation methodologies.





Investment in Mutual
Fund





The
investment in mutual fund is carried at estimated fair value.





Cash andCashEquivalents andRestrictedCash





The
carrying amounts approximate fair value.





InterestPayable





The
carrying amount approximates fair value in accordance with the Local
Partnerships' partnership agreements.


37





Item
9.     Changes in and Disagreements
with Accountants on Accounting and Financial
Disclosure.





None.





Item
9A. Controls and
Procedures.





Disclosure
controls and procedures are controls and procedures that are designed to ensure
that information required to be disclosed by Registrant in reports that
Registrant files or submits under the Exchange Act is recorded, processed,
summarized and timely reported as provided in SEC rules and
forms.  Registrant periodically reviews the design and effectiveness
of its disclosure controls and procedures, including compliance with various
laws and regulations that apply to its operations.  Registrant makes
modifications to improve the design and effectiveness of its disclosure controls
and procedures, and may take other corrective action, if its reviews identify a
need for such modifications or actions.  In designing and evaluating
the disclosure controls and procedures, Registrant recognizes that any controls
and procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control objectives.




Registrant
has carried out an evaluation, under the supervision and the participation of
its management, including the Chief Executive Officer and Chief Financial
Officer of the Manager, of the effectiveness of the design and operation of its
disclosure controls and procedures (as defined in Rule 13a-15(e) and
15d-15(e) under the Exchange Act), as of the year ended March 30,
2010.  Based upon that evaluation, the Chief Executive Officer and
Chief Financial Officer of the Manager concluded that Registrant’s disclosure
controls and procedures were effective as of March 30, 2010.





Item
9A(T).  Management’s Annual Report
on Internal Control over Financial Reporting.





Management’s Annual Report
on Internal Control Over Financial Reporting





Registrant
is responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Exchange Act
Rule 13a-15(f).  Under the supervision and with the participation
of its management, including the Chief Executive Officer and Chief Financial
Officer of the Manager, Registrant conducted an evaluation of the effectiveness
of its internal control over financial reporting based on the framework set
forth in Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission.  Based on its evaluation, management has
concluded that Registrant’s internal control over financial reporting was
effective as of March 30, 2010.




This
Annual Report does not include an attestation report of Registrant’s independent
registered public accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by
Registrant’s independent registered public accounting firm pursuant to temporary
rules of the SEC that permit Registrant to provide only management’s report
in this Annual Report on Form 10-K.





Changes in Internal Control
Over Financial Reporting





There
were no changes in Registrant’s internal control over financial reporting during
the three months ended March 30, 2010 that have materially affected, or are
reasonably likely to materially affect, Registrant’s internal control over
financial reporting.





Item
9B.  Other
Information.





None.




38




PART
III





Item
10.  Directors, Executive
Officers and Corporate Governance.





Registrant
has no officers or directors.  The Manager manages Registrant's
affairs and has general responsibility and authority in all matters affecting
its business.  The executive officers and director of the Manager
are:





Name
                      
                      Served
      in present
                        capacity since1
                      
                      Position heldRichard
      Paul Richman
                      
                      May
      10, 1993
                      
                      DirectorDavid
      A. Salzman
                      
                      February
      1, 2001
                      
                      PresidentJames
      Hussey
                      
                      January
      20, 2009
                      
                      Vice
      President and TreasurerGina
      K. Dodge
                      
                      May
      10, 1993
                      
                      SecretaryCharles
      L. Krafnick
                      
                      February
      1, 2003
                      
                      Assistant
      Treasurer







1Director
holds office until his successor is elected and qualified.  All
officers serve at the pleasure of the Director.





Richard Paul Richman, age 62,
is the sole Director of the Manager.  Mr. Richman is the Chairman and
a stockholder of Richman Group.  Mr. Richman is involved in the
syndication, development and management of residential property.  Mr.
Richman is also a director of Wilder Richman Resources Corp., an affiliate of
the Manager and the general partner of Secured Income L.P., a director of Wilder
Richman Historic Corporation, an affiliate of the Manager and the general
partner of Wilder Richman Historic Properties II, L.P., the director of Richman
Tax Credit Properties Inc., an affiliate of the Manager and the general partner
of the general partner of American Tax Credit Properties L.P., the director of
Richman Tax Credits Inc., an affiliate of the Manager and the general partner of
the general partner of American Tax Credit Properties II L.P. and the director
of Richman Housing Credits Inc., an affiliate of the Manager and the general
partner of the general partner of American Tax Credit Properties III
L.P.





David A. Salzman,age 49, is
the President of the Manager and is a stockholder and the President of Richman
Group.  Mr. Salzman has been employed by Richman Group or an affiliate
since 1986 and is responsible for the acquisition of residential real estate for
syndication for Richman Group.





James Hussey, age 49, is a
Vice President and the Treasurer of the Manager.  Mr. Hussey, the
Treasurer of Richman Group, is engaged primarily in the finance operations of
Richman Group.  In addition, Mr. Hussey is a Vice President and the
Treasurer of Richman Asset Management, Inc. (“RAM”), an affiliate of the
Manager.  Mr. Hussey’s is engaged primarily in the partnership
management and finance operations of RAM.  Prior to joining RAM, Mr.
Hussey, a Certified Public Accountant, was the Chief Financial Officer of WCI
Communities Inc. NE Region and Spectrum Communities, LLC.  From 1989
to 1998, Mr. Hussey held various positions with Center Development Corp, a
developer of affordable housing in the New York metropolitan area.





Gina K. Dodge, age 54, is the
Secretary of the Manager and a Vice President and the Secretary of Richman
Group.  Ms. Dodge has been employed by Richman Group or an affiliate
since 1988 and, as the Director of Investor Services, Ms. Dodge is responsible
for communications with investors.





Charles L. Krafnick, age 48,
is the Assistant Treasurer of the Manager and is the Assistant Treasurer of
Richman Group.  Mr. Krafnick has been employed by Richman Group or an
affiliate since 1994 and is engaged primarily in the finance operations of
Richman Group.  In addition, Mr. Krafnick is the Assistant Treasurer of
RAM.  Mr. Krafnick's responsibilities in connection with RAM include
various finance and partnership management functions.





Registrant
is not aware of any family relationship between the director and executive
officers listed in this Item 10.





Registrant
is not aware of the involvement in certain legal proceedings with respect to the
director and executive officers listed in this Item 10.





Mr.
Richman, Mr. Hussey and Mr. Krafnick serve on a committee that performs the
functions of an audit committee on behalf of Registrant (the “Audit Committee”).
Each of Mr. Richman, Mr. Hussey and Mr. Krafnick meets the qualifications of an
audit committee financial expert. Mr. Richman, Mr. Hussey and Mr. Krafnick are
not independent under the Nasdaq Stock Market independence standards; however
Registrant believes that each exercises his judgment in the best interest of
Registrant with respect to matters that would ordinarily be passed upon by an
audit committee.


39





Item
10.  Directors, Executive
Officers and Corporate Governance (Continued).





The Board
of Director of the Manager has adopted a code of ethics for senior financial
officers of Registrant, applicable to Registrant's principal executive officer,
principal financial officer and comptroller or principal accounting officer, or
persons performing similar functions.  Registrant will provide to any
person without charge a copy of such code of ethics upon written request to the
Manager at 340 Pemberwick Road, Greenwich, Connecticut 06831, Attention:
Secretary.





Item
11.  Executive
Compensation.





Registrant
has no officers or directors.  Registrant does not pay or accrue any
fees, salaries or other forms of compensation to the officers or director of the
Manager and did not pay any such compensation during the year ended March 30,
2010 or during the prior two fiscal years.  During the year ended
March 30, 2010 and during the prior two fiscal years, the Manager did not pay
any compensation to any of its officers or its director.  The director
and certain officers of the Manager receive compensation from certain affiliates
of the Manager for services performed for various affiliated entities which may
include services performed for Registrant.





Under the
terms of the Trust Agreement, Registrant has entered into certain arrangements
with the Manager and certain of its affiliates which provide for compensation to
be paid to the Manager and certain of its affiliates.  See Note 7 to
the audited financial statements included in Item 8 - “Financial Statements and
Supplementary Data” of this Annual Report.





Tabular
information concerning salaries, bonuses and other types of compensation payable
to executive officers has not been included in this Annual Report.  As
noted above, Registrant has no executive officers.  The levels of
compensation payable to the Manager and/or its affiliates are limited by the
terms of the Trust Agreement and may not be increased therefrom on a
discretionary basis.





Item
12.  Security Ownership of
Certain Beneficial Owners and Management and Related Stockholder
Matters.





Two
affiliates of Everest Properties, Inc., having the mailing address 199 S. Los
Robles Avenue, Suite 200, Pasadena, California 91101, together own 2,214 Units,
representing approximately 11.9% of all such Units.  As of
approximately June 15, 2010, no person or entity, other than the affiliates of
Everest Properties, Inc. noted above, was known by Registrant to be the
beneficial owner of more than five percent of the Units.





Neither
the Manager nor the director or any officer of the Manager own any
Units.  The majority owner of the Manager is Richard Paul
Richman.





Item
13.  Certain
Relationships and Related Transactions and Director
Independence.





Transactions with Related
Persons





The
Manager and certain of its affiliates are entitled to receive certain fees and
reimbursement of expenses and have received/earned fees for services provided to
Registrant as described in Note 7 to the audited financial statements included
in Item 8 - "Financial Statements and Supplementary Data”
herein.  Such fees will continue to be incurred by Registrant during
the fiscal year ending March 30, 2011.





Review, Approval or
Ratification of Transactions with Related Parties





Pursuant
to the terms of the Trust Agreement, Registrant has specific rights
and limitations in conducting business with the Manager and affiliates.  To
date, Registrant has followed such provisions of the Trust Agreement. 
Registrant's unwritten policies for transacting business
with related parties are to first refer to the Trust
Agreement in connection with conducting such business or making
payments and then, if circumstances arise for which a new
related party transaction is contemplated, present the proposed
transaction to certain officers of the Manager for review and
approval.  If any matter in connection with such transaction might be
unclear under the terms of the Trust Agreement, such matter is presented to
general or outside counsel for review prior to any such
transaction being entered into by Registrant.





Indebtedness of
Management





No
officer or director of the Manager or any affiliate of the foregoing was
indebted to Registrant at any time during the fiscal years ended March 30, 2010
and 2009.


40





Item
13.  Certain
Relationships and Related Transactions and Director Independence
(Continued).





Corporate
Governance





As
discussed elsewhere in this annual report, Registrant does not have any
directors, although as noted above Mr. Richman, Mr. Hussey and Mr. Krafnick
serve on a committee that performs the functions of an audit committee on behalf
of Registrant. Under Nasdaq Stock Market independence standards, Mr. Richman,
Mr. Hussey and Mr. Krafnick would not be considered independent as they serve as
officers of the Manager. Although Mr. Richman, Mr. Hussey and Mr. Krafnick are
not independent under Nasdaq rules, Registrant believes that each exercises his
judgment in the best interest of Registrant with respect to matters that would
ordinarily be passed upon by an audit committee.  Registrant is not a
listed issuer whose securities are listed on a national securities exchange, or
an inter-dealer quotation system which has requirements that a majority of the
board of directors be independent, and Registrant is not required to have an
audit committee which consists of independent directors and meets the other
requirements of the Securities Exchange Act of 1934 and the rules promulgated
thereunder.





Item
14.  Principal Accountant Fees
and Services.





Registrant’s
independent registered public accounting firm billed Registrant the following
fees for professional services rendered for the years ended March 30, 2010 and
2009:





2010
                    
                    
                    2009Audit
      Fees
                    
                    $
                    21,600
                    
                    
                    $
                    24,000Audit-Related
      Fees
                    
                    
                    —
                    
                    
                    
                    —Tax
      Fees
                    
                    $
                    7,200
                    
                    
                    $
                    8,000All
      Other Fees
                    
                    
                    —
                    
                    
                    
                    —





Audit
fees consist of fees for the annual audit and review of Registrant’s financial
statements and assistance with and review of documents filed with the
SEC.  Tax fees generally represent fees for annual tax return
preparation.  There were no other accounting fees incurred by
Registrant in fiscal 2010 and 2009.





The Audit
Committee has adopted a set of pre-approval policies and procedures under which,
pursuant to the requirements of the Sarbanes-Oxley Act of 2002, all audit and
permitted non-audit services to be performed by the independent registered
public accounting firm require pre-approval by the Audit Committee.





The Audit
Committee approved all fiscal 2010 and 2009 principal accountant fees and
services.


41





PART
IV





Item
15.  Exhibits and Financial
Statement Schedules.





(a)
Financial Statements,
Financial Statement Schedules and Exhibits





(1)  Financial
Statements





See Item
8 - "Financial Statements and Supplementary Data."





(2)  Financial Statement
Schedules





No
financial statement schedules are included because of the absence of the
conditions under which they are required or because the information is included
in the financial statements or notes thereto.





(3)  Exhibits





Exhibit
                      
                      Incorporated
      by
                        Reference to4.1
                      
                      Fourth
      Amended and Restated Agreement of Trust of Registrant
                      
                      Appendix
      A to Registrant’s Prospectus filed September 21, 1993 (File No.
      33-58032)10.1
                      
                      Credit
      Agreement dated as of December 27, 1993 between Trust and Citibank
      N.A.
                      
                      Exhibit
      10.1 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.2
                      
                      Security
      and Pledge Agreement dated as of December 27, 1993 between Trust and
      Citibank N.A.
                      
                      Exhibit
      10.2 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.3
                      
                      Cash
      Collateral Agreement dated as of December 27, 1993 between Trust and
      Citibank N.A.
                      
                      Exhibit
      10.3 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.4
                      
                      Promissory
      Note dated December 27, 1993 from Trust to Citibank N.A.
                      
                      Exhibit
      10.4 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.5
                      
                      Tri-Party
      Agreement dated as of December 27, 1993 between Trust, Citibank N.A. and
      United States Trust Company of New York
                      
                      Exhibit
      10.5 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.6
                      
                      ACP
      Housing Associates, L.P. Amended and Restated Agreement of Limited
      Partnership
                      
                      Exhibit
      10.1 to Form 10-Q Report for the period ended September 29, 1995 (File No.
      0-24600)10.7
                      
                      Creative
      Choice Homes VII, Ltd. Amended and Restated Agreement of Limited
      Partnership
                      
                      Exhibit
      10.1 to Form 10-Q Report for the period ended December 30, 1994 (File No.
      0-24600)10.8
                      
                      Edgewood
      Manor Associates, L.P. Amended and Restated Agreement of Limited
      Partnership
                      
                      Exhibit
      10.6 to Form 10-K Report for the year ended March 30, 1994 (File No.
      33-58032)10.9
                      
                      Ledge
      / McLaren Limited Partnership Amended and Restated Agreement of Limited
      Partnership
                      
                      Exhibit
      10.2 to Form 10-Q Report for the period ended December 30, 1994 (File No.
      0-24600)


42





Exhibit
                    
                    Incorporated
      by
                      Reference to10.10
                    
                    Penn
      Apartment Associates Amended and Restated Agreement of Limited
      Partnership
                    
                    Exhibit
      10.7 to Form 10-K Report for the year ended March 30, 1994 (File No.
      33-58032)10.11
                    
                    First
      Amendment to Penn Apartment Associates Amended and Restated Agreement of
      Limited Partnership
                    
                    Exhibit
      10.8 to Form 10-K Report for the year ended March 30, 1994 (File No.
      33-58032)10.12
                    
                    Second
      Amendment to Penn Apartment Associates Amended and Restated Agreement of
      Limited Partnership
                    
                    Exhibit
      10.9 to Form 10-K Report for the year ended March 30, 1994 (File No.
      33-58032)10.13
                    
                    SB-92
      Limited Partnership Amended and Restated Agreement of Limited
      Partnership
                    
                    Exhibit
      10.6 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.14
                    
                    St.
      Christopher's Associates, L.P. V Amended and Restated Agreement of Limited
      Partnership
                    
                    Exhibit
      10.1 to Form 10-Q Report for the period ended June 29, 1994 (File No.
      33-58032)10.15
                    
                    St.
      John Housing Associates, L.P. Amended and Restated Agreement of Limited
      Partnership
                    
                    Exhibit
      10.7 to Form 10-Q Report for the period ended December 30, 1993 (File No.
      33-58032)10.16
                    
                    Starved
      Rock - LaSalle Manor Limited Partnership Amended and Restated Agreement of
      Limited Partnership
                    
                    Exhibit
      10.2 to Form 10-Q Report for the period ended September 29, 1995 (File No.
      0-24600)10.17
                    
                    Vision
      Limited Dividend Housing Association Limited Partnership Amended and
      Restated Agreement of Limited Partnership
                    
                    Exhibit
      10.3 to Form 10-Q Report for the period ended December 30, 1994 (File No.
      0-24600)*31.1
                    
                    Rule
      13a-14(a)/15d-14(a) Certification of Chief Executive
    Officer*31.2
                    
                    Rule
      13a-14(a)/15d-14(a) Certification of Chief Financial
    Officer.*32.1
                    
                    Section
      1350 Certification of Chief Executive Officer.*32.2
                    
                    Section
      1350 Certification of Chief Financial
                      Officer.99.1
                    
                    Pages
      11 through 21 of Prospectus of Registrant dated September 7, 1993 filed
      pursuant to Rule 424 (b)(3) under the Securities Act of
    1933
                    
                    Exhibit
      99.1 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)99.2
                    
                    Pages
      26 through 48 of Prospectus of Registrant dated September 7, 1993 filed
      pursuant to Rule 424 (b)(3) under the Securities Act of
    1933
                    
                    Exhibit
      99.2 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)99.3
                    
                    Pages
      63 through 65 of Prospectus of Registrant dated September 7, 1993 filed
      pursuant to Rule 424 (b)(3) under the Securities Act of
    1933
                    
                    Exhibit
      99.3 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)99.4
                    
                    Supplement
      No. 2 dated November 16, 1993 to Prospectus of Registrant dated September
      7, 1993 filed pursuant to Rule 424 (b)(3) under the Securities Act of
      1933
                    
                    Exhibit
      99.4 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)99.5
                    
                    Supplement
      No. 3 dated November 23, 1994 to Prospectus of Registrant dated September
      7, 1993 filed pursuant to Rule 424 (b)(3) under the Securities Act of
      1933
                    
                    Exhibit
      99.5 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)


43





Exhibit
                    
                    Incorporated
      by
                      Reference to99.6
                    
                    Supplement
      No. 4 dated December 28, 1994 to Prospectus of Registrant dated September
      7, 1993 filed pursuant to Rule 424 (b)(3) under the Securities Act of
      1933
                    
                    Exhibit
      99.6 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)99.7
                    
                    Independent
      Auditor’s Report of ACP Housing Associates, L.P. as of and for the year
      ended December 31, 2004
                    
                    Exhibit
      99.10 to Form 10-K Report for the year ended March 30, 2005 (File No.
      0-24600)99.8
                    
                    Independent
      Auditors’ Report of Creative Choice Homes VII, Ltd. as of and for the year
      ended December 31, 2004
                    
                    Exhibit
      99.11 to Form 10-K Report for the year ended March 30, 2005 (File No.
      0-24600)99.9
                    
                    Report
      of Independent Registered Public Accounting Firm of Vision L.D.H.A.
      Limited Partnership as of and for the year ended December 31,
      2004
                    
                    Exhibit
      99.12 to Form 10-K Report for the year ended March 30, 2005 (File No.
      0-24600)99.10
                    
                    Report
      of Independent Registered Public Accounting Firm of Vision L.D.H.A.
      Limited Partnership as of and for the year ended December 31,
      2005
                    
                    Exhibit
      99.8 to Form 10-K Report for the year ended March 30, 2006 (File No.
      0-24600)99.11
                    
                    Audited
      Financial Statements of Creative Choice Homes VII, Ltd. as of and for the
      year ended December 31, 2005
                    
                    Exhibit
      99.9 to Form 10-K Report for the year ended March 30, 2006 (File No.
      0-24600)99.12
                    
                    Audited
      Financial Statements of St. John Housing Associates Limited Partnership as
      of and for the year ended December 31, 2005
                    
                    Exhibit
      99.10 to Form 10-K Report for the year ended March 30, 2006 (File No.
      0-24600)99.13
                    
                    Independent
      Auditors’ Report of Ledge/McLaren Limited Partnership as of and for the
      year ended December 31, 2006
                    
                    Exhibit
      99.11 to Form 10-K Report for the year ended March 30, 2007 (File No.
      0-24600)99.14
                    
                    Audited
      Financial Statements of St. John Housing Associates Limited Partnership as
      of and for the year ended December 31, 2006
                    
                    Exhibit
      99.12 to Form 10-K Report for the year ended March 30, 2007 (File No.
      0-24600)99.15
                    
                    Audited
      Financial Statements of Vision L.D.H.A. Limited Partnership as of and for
      the year ended December 31, 2006
                    
                    Exhibit
      99.13 to Form 10-K Report for the year ended March 30, 2007 (File No.
      0-24600)99.16
                    
                    Deferred
      Fee Agreement between Registrant, the Manager and ML Fund Administrators
      Inc.
                    
                    Exhibit
      99.16 to Form 10-K Report for the year ended March 30, 2009 (File No.
      0-24600)





*Filed
herewith.





(b)
Exhibits





See
(a)(3) above.





(c)
Financial Statement
Schedules





See
(a)(2) above.


44





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
      TAX CREDIT TRUST,a
      Delaware statutory business trustSeries
      IBy:  Richman
      American Credit Corp.,The
      ManagerDated:  June 24,
      2010
                                    /s/David SalzmanDavid
      SalzmanChief
      Executive OfficerDated:  June 24,
      2010
                                    /s/James HusseyJames
      HusseyChief
      Financial
Officer





Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant in the
capacities and on the dates indicated.





Signature
                              
                              Title
                              
                              Date/s/David Salzman
                              
                              Chief
      Executive Officer of  the Manager
                              
                              June 24, 2010(David
      Salzman)/s/James Hussey
                              
                              Chief
      Financial Officer of the Manager
                              
                              June 24, 2010(James
      Hussey)/s/Richard Paul Richman
                              
                              Director
      of the Manager
                              
                              June 24, 2010(Richard
      Paul Richman)




45