--------------------------------------------------------------------------------


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


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                                    FORM 8-K


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                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15 (D) OF THE

                       SECURITIES AND EXCHANGE ACT OF 1934

        DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 12, 2007


--------------------------------------------------------------------------------


                                   CHARTERMAC
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)


--------------------------------------------------------------------------------


                                    DELAWARE
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)


        1-13237                                         13-3949418
(COMMISSION FILE NUMBER)                    (IRS EMPLOYER IDENTIFICATION NUMBER)


                     625 MADISON AVENUE, NEW YORK, NY 10022
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 317-5700


                                 NOT APPLICABLE
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT


--------------------------------------------------------------------------------


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:


[ ]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)


[ ]  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)


[ ]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))


[ ]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))


--------------------------------------------------------------------------------


<PAGE>



--------------------------------------------------------------------------------



ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
           ---------------------------------------------

On March 12, 2007,  CharterMac  (the  "Company")  (NYSE:  CHC)  released a press
release  announcing its financial  results for the fourth quarter and year ended
December  31,  2006.  A copy of this press  release is attached to this  Current
Report as Exhibit 99.1 and incorporated herein by reference.

The  information  included in this Current  Report,  including  the  information
included in Exhibit 99.1 attached hereto,  is intended to be furnished  pursuant
to "Item 2.02.  Disclosure of Results of Operations and Financial Condition" and
not deemed to be "filed" for purposes of Section 18 of the  Securities  Exchange
Act of 1934, as amended (the "Exchange  Act"),  or  incorporated by reference in
any filing under the  Securities Act of 1933, as amended  ("Securities  Act") or
the Exchange  Act, or otherwise  subject to the  liabilities  of that Section or
Sections 11 and 12 (a) (2) of the Securities Act.

ITEM 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
           ------------------------------------------------------------------

(a).  Financial Statements
      --------------------

Not Applicable

(b).  Pro Forma Financial Information
      -------------------------------

Not Applicable

(c).  Exhibits
      --------

99.1 Press Release dated March 12, 2007,  "CharterMac Reports Fourth Quarter and
Year-End Financial Results".


<PAGE>



--------------------------------------------------------------------------------



                                   SIGNATURES

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


                                                   CharterMac
                                                   (Registrant)

                                                   BY:   /s/ Rob L. Levy
                                                         ---------------
                                                         Rob L. Levy
                                                         Chief Financial Officer


March 12, 2007


<PAGE>



AT THE COMPANY
--------------
Brenda Abuaf, Corporate Communications
(800) 831-4826


        CHARTERMAC REPORTS FOURTH QUARTER AND YEAR-END FINANCIAL RESULTS


NEW YORK, NY - MARCH 12, 2007 - CharterMac  (the  "Company")  (NYSE:  CHC) today
announced  financial  results for the fourth quarter and year ended December 31,
2006.

"We completed several major initiatives in 2006 that  significantly  changed our
Company and transformed  CharterMac from a firm focused mainly on affordable and
multifamily  housing  to a  full-service  real  estate  finance  and  investment
company,"  said Marc D.  Schnitzer,  Chief  Executive  Officer and  President of
CharterMac.  "Our accomplishments  included the acquisition of ARCap, one of the
nation's  leading  high-yield  CMBS fund  managers,  the  launch of  Centerbrook
Financial,  our  credit  risk  products  company,  the  rollout  of a new credit
approval process, the divestiture of two non-core investments and the completion
of a corporate  re-engineering.  We believe that all of these  initiatives  will
help  create  a  more  efficient  operating  structure  and  provide  us  with a
best-in-class platform to grow and compete in a very competitive industry. Today
we can  provide a broad array of debt and equity  products  for any type of real
estate property."

FINANCIAL HIGHLIGHTS

The table below summarizes  CharterMac's revenues,  revenues adjusted to exclude
the  impact  of  consolidated  partnerships,  Cash  Available  for  Distribution
("CAD"),  CharterMac's primary performance measure, and net income for the three
and twelve months ended December 31, 2006 and 2005.

<TABLE>
<CAPTION>

                                       THREE MONTHS ENDED DECEMBER 31,  TWELVE MONTHS ENDED DECEMBER 31,
                                       ------------------------------   -------------------------------
                                         2006       2005     % CHANGE     2006       2005     % CHANGE
(In thousands, except per share data)  --------   --------   --------   --------   --------   --------
<S>                                    <C>        <C>          <C>      <C>        <C>         <C>
Revenues                               $127,942   $ 79,828     60.3%    $387,259   $295,097     31.2%
Revenues Adjusted to exclude
  Consolidated Partnerships*           $107,783   $ 89,845     20.0%    $371,242   $320,520     15.8%
CAD**                                  $ 28,469   $ 27,287      4.3%    $111,030   $114,710     (3.2%)
Net Income                             $  7,818   $  6,107     28.0%    $ 41,294   $ 59,014    (30.0%)

Per Share Data (diluted):
  CAD**                                $   0.49   $   0.47      4.3%    $   1.89   $   1.97     (4.1%)
  Net Income                           $   0.11   $   0.08     41.8%    $   0.62   $   0.98    (36.5%)

</TABLE>

*    DISCUSSED ON PAGE (2) OF THIS PRESS RELEASE.

**   SEE FOOTNOTE (2) ON PAGE 6 TO THE SELECTED  FINANCIAL DATA FOR A DISCUSSION
     OF CAD.


<PAGE>



ADJUSTED REVENUES

As previously  reported,  CharterMac's  operating results include the results of
Low-Income Housing Tax Credit ("LIHTC")  Partnerships  consolidated  pursuant to
FASB  Interpretation 46 ( R ) or similar accounting  pronouncements,  as well as
other LIHTC and Property Partnerships we control, but in which we have little or
no equity  interest.  As CharterMac  has  virtually no equity  interest in these
partnerships,  the net losses they generated were allocated  almost  entirely to
their investors.  The consolidation,  therefore,  has an insignificant impact on
net income, although certain CharterMac revenues are eliminated in consolidation
and revenues and expenses of the consolidated  partnerships are reflected in the
income statement.

In connection with the ARCap acquisition,  we also consolidate a number of funds
which we manage  that  invest  in  Commercial  Mortgage  Backed  Securities  and
re-securitization  trusts  ("CMBS  Partnerships")  and a Direct Loan  Investment
fund. We maintain an equity  interest in each of these funds and  participate in
the profits they generate.

As many of our revenues are eliminated when consolidating these partnerships, we
are presenting our revenues adjusted to exclude the impact of the consolidation.

SUMMARY OF 2006 FINANCING AND INVESTMENT ACTIVITY

The following is a summary of CharterMac's and its  subsidiaries'  financing and
investment  activity for the fourth quarter and twelve months ended December 31,
2006:

<TABLE>
<CAPTION>

        FINANCING/ INVESTMENT ACTIVITY:

                                                   THREE MONTHS ENDED   TWELVE MONTHS ENDED
                                                    DECEMBER 31, 2006    DECEMBER 31, 2006
                                                   ------------------   -------------------
                                                              (In thousands)
<S>                                                    <C>                  <C>
Revenue Bonds                                          $  109,458           $  379,027
Equity raised for Investment in LIHTC Properties          382,563            1,184,321
Credit Intermediation on LIHTC Funds                      135,540              368,675
Agency Loans (Fannie Mae/Freddie Mac)                     134,957              900,676
CharterMac Direct(1)                                      216,504              535,554
Conduits/Insurance Company/Other Loans                      6,291              105,567
High-Yield CMBS Certificates(2)                            94,567               94,567
Credit Default Swaps on Tax-Exempt Revenue Bonds(3)       164,404            1,145,711
CharterMac Urban Capital(4)                                62,783               63,617
                                                       ----------           ----------
       TOTAL                                           $1,307,067           $4,777,715
                                                       ==========           ==========

</TABLE>

(1)  CharterMac  Direct includes first mortgages,  bridge and mezzanine loans or
     equity  investments  funded through American  Mortgage  Acceptance  Company
     ("AMAC"),  ARCap Investors, LLC ("ARCap") or a fund managed by ARCap. Loans
     funded by ARCap or a fund  managed by ARCap are for the period  from August
     15, 2006 (when ARCap became a  subsidiary  of  CharterMac)  to December 31,
     2006.
(2)  Total purchase price of the CMBS certificates purchased for the period from
     August 15, 2006 (when ARCap became a subsidiary of  CharterMac) to December
     31, 2006.
(3)  Most of the Credit Default Swaps were provided for the re-securitization of
     existing revenue bonds within CharterMac's portfolio.
(4)  Includes  mezzanine loans and preferred  equity  investments in multifamily
     properties for the period from September 5, 2006  (subsequent to CharterMac
     ownership) to December 31, 2006.


<PAGE>



MANAGEMENT CONFERENCE CALL

Management  will conduct a conference  call  tomorrow,  March 13, 2007, at 10:00
a.m. Eastern Time to review the Company's fourth quarter and year-end  financial
results for the period ended December 31, 2006.  Investors,  brokers,  analysts,
and shareholders wishing to participate should call (800) 310-6649. A webcast of
the  presentation  will be  available  live  and  can be  accessed  through  the
Company's  website,  www.chartermac.com.  To  listen  to  the  presentation  via
webcast,  please go to the website's  "Investor  Relations"  section at least 15
minutes  prior to the  start of the  presentation.  For  interested  individuals
unable to join the  conference  call,  a replay  of the call  will be  available
through Saturday, March 17, 2007, at (888) 203-1112 (Passcode 4294865) or on our
website, through Wednesday, June 13, 2007.

ABOUT THE COMPANY

CharterMac,   through  its   subsidiaries,   is  one  of  the  nation's  leading
full-service  real estate finance and investment  companies.  CharterMac  offers
capital solutions to developers and owners of properties  throughout the country
and  quality  real  estate  investment  products  to  institutional  and  retail
investors.   For  more  information,   please  visit  CharterMac's   website  at
http://www.chartermac.com  or contact the Investor Relations Department directly
at 800-831-4826.


<PAGE>



                           CHARTERMAC AND SUBSIDIARIES
                             SELECTED FINANCIAL DATA
                    (In thousands, except per share amounts)

<TABLE>
<CAPTION>


                                                             December 31,   December 31,
                                                                 2006           2005
                                                             ------------   ------------
<S>                                                           <C>            <C>
Revenue bonds - at fair value                                 $2,397,738     $2,294,787
                                                              ----------     ----------
Net addition to assets from consolidation of partnerships     $5,498,208     $3,355,614
                                                              ----------     ----------
Total assets                                                  $9,688,516     $6,968,757
                                                              ----------     ----------

Liabilities:
  Financing arrangements                                      $1,801,170     $1,429,692
                                                              ----------     ----------
  Preferred shares of subsidiary (subject to mandatory
    repurchase)                                               $  273,500     $  273,500
                                                              ----------     ----------
  Notes payable                                               $  591,165     $  304,888
                                                              ----------     ----------
  Liabilities of consolidated partnerships                    $2,700,154     $1,618,395
                                                              ----------     ----------

Total liabilities                                             $5,580,333     $3,804,840
                                                              ----------     ----------

Minority interests in consolidated subsidiaries               $  247,390     $  262,274
                                                              ----------     ----------
Preferred shares of subsidiary (not subject to mandatory
  repurchase)                                                 $  104,000     $  104,000
                                                              ----------     ----------
Partners' interests in consolidated partnerships              $2,806,661     $1,747,808
                                                              ----------     ----------

Total shareholders' equity                                    $  950,132     $1,049,835
                                                              ----------     ----------

</TABLE>
<TABLE>
<CAPTION>

                                              ======================================================================================
                                                                         Three Months Ended December 31,
                                              --------------------------------------------------------------------------------------
                                                                2006                                          2005
                                              ----------------------------------------     -----------------------------------------

                                                  As                           As              As                            As
                                               Reported    Adjustments(1)  Adjusted(1)      Reported    Adjustments(1)   Adjusted(1)
                                              ---------    --------------  -----------     ----------   --------------   -----------
<S>                                           <C>            <C>            <C>            <C>            <C>            <C>
Total revenues                                $ 127,942      $ (20,159)     $ 107,783      $  79,828      $  10,017      $  89,845

Interest expense                                (35,130)            --        (35,130)       (23,002)            --        (23,002)
General and administrative                      (49,543)            --        (49,543)       (38,964)            --        (38,964)
Depreciation and amortization                   (12,966)            --        (12,966)       (10,728)            --        (10,728)
Write-off of goodwill and intangible assets         (97)            --            (97)       (22,567)            --        (22,567)
Loss on impairment of mortgage revenue bonds
  and other assets                               (2,338)            --         (2,338)        (2,653)            --         (2,653)
Expenses and equity losses of consolidated
  partnerships                                 (117,032)       117,032             --        (83,889)        83,889             --
Equity and other income                           1,703          3,225          4,928          5,547             (3)         5,544
Gain on sale or repayment of loans and
  revenue bonds                                   2,113             --          2,113         (2,824)            --         (2,824)
Income allocated to preferred shareholders
and minority interests                           (4,349)            --         (4,349)        (3,405)            --         (3,405)

Loss allocated to partners of consolidated
  partnerships                                  100,098       (100,098)            --         93,903        (93,903)            --
                                              ---------      ---------      ---------      ---------      ---------      ---------

Income before income taxes                       10,401             --         10,401         (8,754)            --         (8,754)

Income tax (provision) benefit                   (2,583)            --         (2,583)        14,861             --         14,861
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income                                    $   7,818      $      --      $   7,818      $   6,107      $      --      $   6,107
                                              =========      =========      =========      =========      =========      =========

  4.4% CRA Preferred dividend requirements       (1,188)            --         (1,188)        (1,188)            --         (1,188)
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income available to common and CRA
  shareholders                                $   6,630      $      --      $   6,630      $   4,919      $      --      $   4,919
                                              =========      =========      =========      =========      =========      =========

Net income per share:
   Basic                                      $    0.11      $      --      $    0.11      $    0.08      $      --      $    0.08
                                              =========      =========      =========      =========      =========      =========
   Diluted                                    $    0.11      $      --      $    0.11      $    0.08      $      --      $    0.08
                                              =========      =========      =========      =========      =========      =========

Weighted average shares outstanding:
   Basic                                         57,878             --         57,878         58,294             --         58,294
                                              =========      =========      =========      =========      =========      =========
   Diluted                                       58,458             --         58,458         58,532             --         58,532
                                              =========      =========      =========      =========      =========      =========

</TABLE>


<PAGE>



                           CHARTERMAC AND SUBSIDIARIES
                             SELECTED FINANCIAL DATA
                    (In thousands, except per share amounts)

<TABLE>
<CAPTION>

                                              ======================================================================================
                                                                          Twelve Months Ended December 31,
                                              --------------------------------------------------------------------------------------
                                                                2006                                          2005
                                              ----------------------------------------     -----------------------------------------

                                                  As                           As              As                            As
                                               Reported    Adjustments(1)  Adjusted(1)      Reported    Adjustments(1)   Adjusted(1)
                                              ---------    --------------  -----------     ----------   --------------   -----------
<S>                                           <C>            <C>            <C>            <C>            <C>            <C>

Total revenues                                $ 387,259      $ (16,017)     $ 371,242      $ 295,097      $  25,423      $ 320,520

Interest expense                               (115,953)            --       (115,953)       (75,596)            --        (75,596)
General and administrative                     (165,648)            --       (165,648)      (128,613)            --       (128,613)
Depreciation and amortization                   (47,527)            --        (47,527)       (44,195)            --        (44,195)
Write-off of goodwill and intangible assets      (2,644)            --         (2,644)       (22,567)            --        (22,567)
Loss on impairment of assets                     (5,003)            --         (5,003)        (4,555)            --         (4,555)
Expenses and equity losses of consolidated
  partnerships                                 (402,104)       402,104             --       (324,118)       324,118             --
Equity and other income                           1,978         15,290         17,268          7,037            (10)         7,027
                                              ---------      ---------      ---------      ---------      ---------      ---------
Gain on sale or repayment of loans and
  revenue bonds                                  18,370             --         18,370          8,062             --          8,062

Income allocated to preferred shareholders
and minority interests                          (22,319)            --        (22,319)       (29,646)            --        (29,646)

Loss allocated to partners of consolidated
  partnerships                                  401,377       (401,377)            --        349,531       (349,531)            --
                                              ---------      ---------      ---------      ---------      ---------      ---------

Income before income taxes                       47,786             --         47,786         30,437             --         30,437

Income tax (provision) benefit                   (6,492)            --         (6,492)        28,577             --         28,577
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income                                    $  41,294      $      --      $  41,294      $  59,014      $      --      $  59,014
                                              =========      =========      =========      =========      =========      =========

  4.4% CRA Preferred dividend requirements       (4,752)            --         (4,752)        (2,020)            --         (2,020)
                                              ---------      ---------      ---------      ---------      ---------      ---------


Net income available to common
  and CRA shareholders                        $  36,542      $      --      $  36,542      $  56,994      $      --      $  56,994
                                              =========      =========      =========      =========      =========      =========

Net income per share:
   Basic                                      $    0.63      $      --      $    0.63      $    0.98      $      --      $    0.98
                                              =========      =========      =========      =========      =========      =========
   Diluted                                    $    0.62      $      --      $    0.62      $    0.98      $      --      $    0.98
                                              =========      =========      =========      =========      =========      =========

Weighted average shares outstanding:
   Basic                                         58,154             --         58,154         58,018             --         58,018
                                              =========      =========      =========      =========      =========      =========
   Diluted                                       58,711             --         58,711         58,291             --         58,291
                                              =========      =========      =========      =========      =========      =========

</TABLE>
<TABLE>
<CAPTION>

   Reconciliation of Net Income to Cash Available for Distribution ("CAD")(2)

                                                       -------------------------------    -------------------------------
                                                       Three Months Ended December 31,    Twelve Months Ended December 31,
                                                       -------------------------------    -------------------------------
                                                             2006            2005              2006            2005
                                                          ----------      ----------        ----------      ----------
(In thousands)
<S>                                                       <C>             <C>               <C>             <C>
Net income                                                $   7,818       $   6,107         $  41,294       $  59,014

4.4% CRA Preferred dividends                                 (1,188)         (1,188)           (4,752)         (2,020)

Interest income yield adjustments                                52              64             4,137            (596)

Fees deferred for GAAP                                        6,612           2,172            30,426          23,930

Depreciation and amortization expense                        13,065          33,295            50,171          66,762

Gain on sale of loans                                        (1,855)           (773)          (10,855)        (11,140)

Tax adjustment                                                1,898         (15,839)            2,180         (27,866)

Non-cash compensation                                         6,766           3,242            19,348           8,541

Difference between subsidiary equity distributions
   and income allocated to subsidiary equity holders         (6,031)         (6,873)          (19,243)        (11,245)

Non-cash equity income                                         (499)            124            (6,253)            358

Loss on impairment of assets                                  2,338           2,653             5,003           4,555

Other, net                                                     (507)          4,303              (426)          4,417
                                                          ---------       ---------         ---------       ---------
CAD                                                       $  28,469       $  27,287         $ 111,030       $ 114,710
                                                          =========       =========         =========       =========

</TABLE>

<PAGE>



(1) As previously reported, CharterMac's earnings results include the results of
LIHTC  Partnerships  consolidated  pursuant  to  FASB  Interpretation  46 (R) or
similar  accounting  pronouncements,   as  well  as  other  LIHTC  and  Property
Partnerships we control,  but in which we have little or no equity interest.  As
CharterMac  has  virtually  no equity  interest in these  partnerships,  the net
losses generated by them were allocated almost entirely to their investors.  The
consolidation of these partnerships,  therefore,  has an insignificant impact on
net income, although certain CharterMac revenues are eliminated in consolidation
and revenues and expenses of the consolidated  partnerships are reflected in the
income  statement.  We act as a  general  partner  of the CMBS  Partnerships  we
sponsor and own a portion of the funds.  Adjusted  equity  income  includes  our
proportionate  share of the  profits as well as other  allocations  for  general
partner  services.  The adjusted  figures  presented are not in accordance  with
generally  accepted  accounting  principles  ("GAAP") but are  presented for the
purpose of comparability.

(2) CharterMac believes that Cash Available for Distribution  ("CAD") is helpful
to investors in measuring the performance of our Company. CAD is the performance
measure  used by our  chief  decision-makers  to  allocate  resources  among our
segments. CAD represents net income (computed in accordance with GAAP), adjusted
for:

     o    Cash fees and other revenues  received but deferred in accordance with
          GAAP.  Fees  recognized  for CAD but  deferred  for GAAP  purposes are
          generally  earned over a period of time in connection  with certain of
          our product lines,  such as fund sponsorship and credit  intermediated
          fees.
     o    The effect of straight line revenue  recognition of interest income on
          revenue bonds with fixed changes in interest rates.
     o    Depreciation  and  amortization,  including  write-off  of  intangible
          assets.
     o    Non-cash  gains  recognized on sale of mortgage  loans when  servicing
          rights are retained.
     o    Losses on sales of loans or repayment of revenue bonds.
     o    Impairment losses.
     o    The portion of tax  benefit or  provision  that is not  expected to be
          realized in cash.
     o    Non-cash compensation expenses.
     o    The  difference  between  earnings  allocated to Subsidiary  Equity in
          accordance with GAAP and distributions to holders of that equity.

There is no generally accepted  methodology for computing CAD, and the Company's
computation of CAD may not be comparable to CAD reported by other companies. CAD
does not  represent  net cash  provided by operating  activities  determined  in
accordance  with GAAP and  should not be  considered  as an  alternative  to net
income  (determined  in accordance  with GAAP) as an indication of the Company's
performance,  as an alternative  to net cash provided from operating  activities
(determined  in accordance  with GAAP) as a measure of our  liquidity,  or as an
indication of our ability to make cash distributions.


CERTAIN  STATEMENTS IN THIS DOCUMENT MAY CONSTITUTE  FORWARD-LOOKING  STATEMENTS
WITHIN THE MEANING OF THE "SAFE  HARBOR"  PROVISIONS  OF THE PRIVATE  SECURITIES
LITIGATION  REFORM  ACT OF 1995.  THESE  STATEMENTS  ARE  BASED ON  MANAGEMENT'S
CURRENT  EXPECTATIONS  AND  BELIEFS  AND ARE  SUBJECT TO A NUMBER OF FACTORS AND
UNCERTAINTIES  THAT COULD CAUSE ACTUAL RESULTS TO DIFFER  MATERIALLY  FROM THOSE
DESCRIBED IN THE FORWARD-LOOKING  STATEMENTS.  THESE RISKS AND UNCERTAINTIES ARE
DETAILED IN CHARTERMAC'S MOST RECENT ANNUAL REPORT ON FORM 10-K AND IN ITS OTHER
FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION,  AND INCLUDE, AMONG OTHERS,
ADVERSE  CHANGES IN THE REAL  ESTATE  MARKETS  INCLUDING,  AMONG  OTHER  THINGS,
COMPETITION WITH OTHER COMPANIES;  INTEREST RATE FLUCTUATIONS;  GENERAL ECONOMIC
AND BUSINESS CONDITIONS, WHICH WILL, AMONG OTHER THINGS, AFFECT THE AVAILABILITY
AND CREDIT  WORTHINESS  OF  PROSPECTIVE  TENANTS,  LEASE RENTS AND THE TERMS AND
AVAILABILITY OF FINANCING FOR PROPERTIES  FINANCED BY MORTGAGE  REVENUE BONDS WE
OWN;   ENVIRONMENT/SAFETY   REQUIREMENTS;   CHANGES  IN   APPLICABLE   LAWS  AND
REGULATIONS;  OUR TAX TREATMENT,  THE TAX TREATMENT OF OUR  SUBSIDIARIES AND THE
TAX TREATMENT OF OUR INVESTMENTS;  RISK OF DEFAULT  ASSOCIATED WITH THE MORTGAGE
REVENUE  BONDS  AND  OTHER  SECURITIES  HELD  BY US OR OUR  SUBSIDIARIES;  RISKS
ASSOCIATED  WITH PROVIDING  CREDIT  INTERMEDIATION;  RISK OF LOSS UNDER MORTGAGE
BANKING LOSS SHARING AGREEMENTS;  THE RISK THAT RELATIONSHIPS WITH KEY INVESTORS
AND  DEVELOPERS  MAY NOT  CONTINUE;  OUR ABILITY TO GENERATE  FEE INCOME MAY NOT
CONTINUE;  AND  RISKS  RELATED  TO THE  FORM  AND  STRUCTURE  OF  OUR  FINANCING
ARRANGEMENTS.. SUCH FORWARD-LOOKING STATEMENTS SPEAK ONLY AS OF THE DATE OF THIS
DOCUMENT.  CHARTERMAC  EXPRESSLY  DISCLAIMS  ANY  OBLIGATION OR  UNDERTAKING  TO
RELEASE  PUBLICLY  ANY UPDATES OR REVISIONS  TO ANY  FORWARD-LOOKING  STATEMENTS
CONTAINED HEREIN TO REFLECT ANY CHANGE IN CHARTERMAC'S  EXPECTATIONS WITH REGARD
THERETO  OR CHANGE IN EVENTS,  CONDITIONS,  OR  CIRCUMSTANCES  ON WHICH ANY SUCH
STATEMENT IS BASED.

                                       ###
[{"type": "8-K", "sequence": "1", "filename": "f8k_dec2006press-charter.txt", "description": "CHARTERMAC DECEMBER 2006 PRESS RELEASE", "secsgml_size_bytes": 34882}]
{"company-data": {"conformed-name": "CHARTERMAC", "cik": "0001043325", "assigned-sic": "6500", "irs-number": "133916825", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-13237", "film-number": "07689703"}, "business-address": {"street1": "625 MADISON AVENUE", "city": "NEW YORK", "state": "NY", "zip": "10022", "phone": "2124215333"}, "mail-address": {"street1": "625 MADISON AVENUE", "city": "NEW YORK", "state": "NY", "zip": "10022"}, "former-company": {"former-conformed-name": "CHARTER MUNICIPAL MORTGAGE ACCEPTANCE CO", "date-changed": "19970801"}}
--------------------------------------------------------------------------------

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

--------------------------------------------------------------------------------

                                    FORM 8-K

--------------------------------------------------------------------------------

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15 (D) OF THE

                       SECURITIES AND EXCHANGE ACT OF 1934

        DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 12, 2007

--------------------------------------------------------------------------------

                                   CHARTERMAC
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

--------------------------------------------------------------------------------

                                    DELAWARE
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

        1-13237                                         13-3949418
(COMMISSION FILE NUMBER)                    (IRS EMPLOYER IDENTIFICATION NUMBER)

                     625 MADISON AVENUE, NEW YORK, NY 10022
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 317-5700

                                 NOT APPLICABLE
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT

--------------------------------------------------------------------------------

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

[ ]  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
           ---------------------------------------------

On March 12, 2007,  CharterMac  (the  "Company")  (NYSE:  CHC)  released a press
release  announcing its financial  results for the fourth quarter and year ended
December  31,  2006.  A copy of this press  release is attached to this  Current
Report as Exhibit 99.1 and incorporated herein by reference.

The  information  included in this Current  Report,  including  the  information
included in Exhibit 99.1 attached hereto,  is intended to be furnished  pursuant
to "Item 2.02.  Disclosure of Results of Operations and Financial Condition" and
not deemed to be "filed" for purposes of Section 18 of the  Securities  Exchange
Act of 1934, as amended (the "Exchange  Act"),  or  incorporated by reference in
any filing under the  Securities Act of 1933, as amended  ("Securities  Act") or
the Exchange  Act, or otherwise  subject to the  liabilities  of that Section or
Sections 11 and 12 (a) (2) of the Securities Act.

ITEM 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
           ------------------------------------------------------------------

(a).  Financial Statements
      --------------------

Not Applicable

(b).  Pro Forma Financial Information
      -------------------------------

Not Applicable

(c).  Exhibits
      --------

99.1 Press Release dated March 12, 2007,  "CharterMac Reports Fourth Quarter and
Year-End Financial Results".
--------------------------------------------------------------------------------

                                   SIGNATURES

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

                                                   CharterMac
                                                   (Registrant)

                                                   BY:   /s/ Rob L. Levy
                                                         ---------------
                                                         Rob L. Levy
                                                         Chief Financial Officer

March 12, 2007
AT THE COMPANY
--------------
Brenda Abuaf, Corporate Communications
(800) 831-4826

        CHARTERMAC REPORTS FOURTH QUARTER AND YEAR-END FINANCIAL RESULTS

NEW YORK, NY - MARCH 12, 2007 - CharterMac  (the  "Company")  (NYSE:  CHC) today
announced  financial  results for the fourth quarter and year ended December 31,
2006.

"We completed several major initiatives in 2006 that  significantly  changed our
Company and transformed  CharterMac from a firm focused mainly on affordable and
multifamily  housing  to a  full-service  real  estate  finance  and  investment
company,"  said Marc D.  Schnitzer,  Chief  Executive  Officer and  President of
CharterMac.  "Our accomplishments  included the acquisition of ARCap, one of the
nation's  leading  high-yield  CMBS fund  managers,  the  launch of  Centerbrook
Financial,  our  credit  risk  products  company,  the  rollout  of a new credit
approval process, the divestiture of two non-core investments and the completion
of a corporate  re-engineering.  We believe that all of these  initiatives  will
help  create  a  more  efficient  operating  structure  and  provide  us  with a
best-in-class platform to grow and compete in a very competitive industry. Today
we can  provide a broad array of debt and equity  products  for any type of real
estate property."

FINANCIAL HIGHLIGHTS

The table below summarizes  CharterMac's revenues,  revenues adjusted to exclude
the  impact  of  consolidated  partnerships,  Cash  Available  for  Distribution
("CAD"),  CharterMac's primary performance measure, and net income for the three
and twelve months ended December 31, 2006 and 2005.
THREE MONTHS ENDED DECEMBER 31,  TWELVE MONTHS ENDED DECEMBER 31,
                                       ------------------------------   -------------------------------
                                         2006       2005     % CHANGE     2006       2005     % CHANGE
(In thousands, except per share data)  --------   --------   --------   --------   --------   --------
Revenues                               $127,942   $ 79,828     60.3%    $387,259   $295,097     31.2%
Revenues Adjusted to exclude
  Consolidated Partnerships*           $107,783   $ 89,845     20.0%    $371,242   $320,520     15.8%
CAD**                                  $ 28,469   $ 27,287      4.3%    $111,030   $114,710     (3.2%)
Net Income                             $  7,818   $  6,107     28.0%    $ 41,294   $ 59,014    (30.0%)

Per Share Data (diluted):
  CAD**                                $   0.49   $   0.47      4.3%    $   1.89   $   1.97     (4.1%)
  Net Income                           $   0.11   $   0.08     41.8%    $   0.62   $   0.98    (36.5%)
*    DISCUSSED ON PAGE (2) OF THIS PRESS RELEASE.

**   SEE FOOTNOTE (2) ON PAGE 6 TO THE SELECTED  FINANCIAL DATA FOR A DISCUSSION
     OF CAD.
ADJUSTED REVENUES

As previously  reported,  CharterMac's  operating results include the results of
Low-Income Housing Tax Credit ("LIHTC")  Partnerships  consolidated  pursuant to
FASB  Interpretation 46 ( R ) or similar accounting  pronouncements,  as well as
other LIHTC and Property Partnerships we control, but in which we have little or
no equity  interest.  As CharterMac  has  virtually no equity  interest in these
partnerships,  the net losses they generated were allocated  almost  entirely to
their investors.  The consolidation,  therefore,  has an insignificant impact on
net income, although certain CharterMac revenues are eliminated in consolidation
and revenues and expenses of the consolidated  partnerships are reflected in the
income statement.

In connection with the ARCap acquisition,  we also consolidate a number of funds
which we manage  that  invest  in  Commercial  Mortgage  Backed  Securities  and
re-securitization  trusts  ("CMBS  Partnerships")  and a Direct Loan  Investment
fund. We maintain an equity  interest in each of these funds and  participate in
the profits they generate.

As many of our revenues are eliminated when consolidating these partnerships, we
are presenting our revenues adjusted to exclude the impact of the consolidation.

SUMMARY OF 2006 FINANCING AND INVESTMENT ACTIVITY

The following is a summary of CharterMac's and its  subsidiaries'  financing and
investment  activity for the fourth quarter and twelve months ended December 31,
2006:
FINANCING/ INVESTMENT ACTIVITY:

                                                   THREE MONTHS ENDED   TWELVE MONTHS ENDED
                                                    DECEMBER 31, 2006    DECEMBER 31, 2006
                                                   ------------------   -------------------
                                                              (In thousands)
Revenue Bonds                                          $  109,458           $  379,027
Equity raised for Investment in LIHTC Properties          382,563            1,184,321
Credit Intermediation on LIHTC Funds                      135,540              368,675
Agency Loans (Fannie Mae/Freddie Mac)                     134,957              900,676
CharterMac Direct(1)                                      216,504              535,554
Conduits/Insurance Company/Other Loans                      6,291              105,567
High-Yield CMBS Certificates(2)                            94,567               94,567
Credit Default Swaps on Tax-Exempt Revenue Bonds(3)       164,404            1,145,711
CharterMac Urban Capital(4)                                62,783               63,617
                                                       ----------           ----------
       TOTAL                                           $1,307,067           $4,777,715
                                                       ==========           ==========
(1)  CharterMac  Direct includes first mortgages,  bridge and mezzanine loans or
     equity  investments  funded through American  Mortgage  Acceptance  Company
     ("AMAC"),  ARCap Investors, LLC ("ARCap") or a fund managed by ARCap. Loans
     funded by ARCap or a fund  managed by ARCap are for the period  from August
     15, 2006 (when ARCap became a  subsidiary  of  CharterMac)  to December 31,
     2006.
(2)  Total purchase price of the CMBS certificates purchased for the period from
     August 15, 2006 (when ARCap became a subsidiary of  CharterMac) to December
     31, 2006.
(3)  Most of the Credit Default Swaps were provided for the re-securitization of
     existing revenue bonds within CharterMac's portfolio.
(4)  Includes  mezzanine loans and preferred  equity  investments in multifamily
     properties for the period from September 5, 2006  (subsequent to CharterMac
     ownership) to December 31, 2006.
MANAGEMENT CONFERENCE CALL

Management  will conduct a conference  call  tomorrow,  March 13, 2007, at 10:00
a.m. Eastern Time to review the Company's fourth quarter and year-end  financial
results for the period ended December 31, 2006.  Investors,  brokers,  analysts,
and shareholders wishing to participate should call (800) 310-6649. A webcast of
the  presentation  will be  available  live  and  can be  accessed  through  the
Company's  website,  www.chartermac.com.  To  listen  to  the  presentation  via
webcast,  please go to the website's  "Investor  Relations"  section at least 15
minutes  prior to the  start of the  presentation.  For  interested  individuals
unable to join the  conference  call,  a replay  of the call  will be  available
through Saturday, March 17, 2007, at (888) 203-1112 (Passcode 4294865) or on our
website, through Wednesday, June 13, 2007.

ABOUT THE COMPANY

CharterMac,   through  its   subsidiaries,   is  one  of  the  nation's  leading
full-service  real estate finance and investment  companies.  CharterMac  offers
capital solutions to developers and owners of properties  throughout the country
and  quality  real  estate  investment  products  to  institutional  and  retail
investors.   For  more  information,   please  visit  CharterMac's   website  at
http://www.chartermac.com  or contact the Investor Relations Department directly
at 800-831-4826.
CHARTERMAC AND SUBSIDIARIES
                             SELECTED FINANCIAL DATA
                    (In thousands, except per share amounts)
December 31,   December 31,
                                                                 2006           2005
                                                             ------------   ------------
Revenue bonds - at fair value                                 $2,397,738     $2,294,787
                                                              ----------     ----------
Net addition to assets from consolidation of partnerships     $5,498,208     $3,355,614
                                                              ----------     ----------
Total assets                                                  $9,688,516     $6,968,757
                                                              ----------     ----------

Liabilities:
  Financing arrangements                                      $1,801,170     $1,429,692
                                                              ----------     ----------
  Preferred shares of subsidiary (subject to mandatory
    repurchase)                                               $  273,500     $  273,500
                                                              ----------     ----------
  Notes payable                                               $  591,165     $  304,888
                                                              ----------     ----------
  Liabilities of consolidated partnerships                    $2,700,154     $1,618,395
                                                              ----------     ----------

Total liabilities                                             $5,580,333     $3,804,840
                                                              ----------     ----------

Minority interests in consolidated subsidiaries               $  247,390     $  262,274
                                                              ----------     ----------
Preferred shares of subsidiary (not subject to mandatory
  repurchase)                                                 $  104,000     $  104,000
                                                              ----------     ----------
Partners' interests in consolidated partnerships              $2,806,661     $1,747,808
                                                              ----------     ----------

Total shareholders' equity                                    $  950,132     $1,049,835
                                                              ----------     ----------
======================================================================================
                                                                         Three Months Ended December 31,
                                              --------------------------------------------------------------------------------------
                                                                2006                                          2005
                                              ----------------------------------------     -----------------------------------------

                                                  As                           As              As                            As
                                               Reported    Adjustments(1)  Adjusted(1)      Reported    Adjustments(1)   Adjusted(1)
                                              ---------    --------------  -----------     ----------   --------------   -----------
Total revenues                                $ 127,942      $ (20,159)     $ 107,783      $  79,828      $  10,017      $  89,845

Interest expense                                (35,130)            --        (35,130)       (23,002)            --        (23,002)
General and administrative                      (49,543)            --        (49,543)       (38,964)            --        (38,964)
Depreciation and amortization                   (12,966)            --        (12,966)       (10,728)            --        (10,728)
Write-off of goodwill and intangible assets         (97)            --            (97)       (22,567)            --        (22,567)
Loss on impairment of mortgage revenue bonds
  and other assets                               (2,338)            --         (2,338)        (2,653)            --         (2,653)
Expenses and equity losses of consolidated
  partnerships                                 (117,032)       117,032             --        (83,889)        83,889             --
Equity and other income                           1,703          3,225          4,928          5,547             (3)         5,544
Gain on sale or repayment of loans and
  revenue bonds                                   2,113             --          2,113         (2,824)            --         (2,824)
Income allocated to preferred shareholders
and minority interests                           (4,349)            --         (4,349)        (3,405)            --         (3,405)

Loss allocated to partners of consolidated
  partnerships                                  100,098       (100,098)            --         93,903        (93,903)            --
                                              ---------      ---------      ---------      ---------      ---------      ---------

Income before income taxes                       10,401             --         10,401         (8,754)            --         (8,754)

Income tax (provision) benefit                   (2,583)            --         (2,583)        14,861             --         14,861
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income                                    $   7,818      $      --      $   7,818      $   6,107      $      --      $   6,107
                                              =========      =========      =========      =========      =========      =========

  4.4% CRA Preferred dividend requirements       (1,188)            --         (1,188)        (1,188)            --         (1,188)
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income available to common and CRA
  shareholders                                $   6,630      $      --      $   6,630      $   4,919      $      --      $   4,919
                                              =========      =========      =========      =========      =========      =========

Net income per share:
   Basic                                      $    0.11      $      --      $    0.11      $    0.08      $      --      $    0.08
                                              =========      =========      =========      =========      =========      =========
   Diluted                                    $    0.11      $      --      $    0.11      $    0.08      $      --      $    0.08
                                              =========      =========      =========      =========      =========      =========

Weighted average shares outstanding:
   Basic                                         57,878             --         57,878         58,294             --         58,294
                                              =========      =========      =========      =========      =========      =========
   Diluted                                       58,458             --         58,458         58,532             --         58,532
                                              =========      =========      =========      =========      =========      =========
CHARTERMAC AND SUBSIDIARIES
                             SELECTED FINANCIAL DATA
                    (In thousands, except per share amounts)
======================================================================================
                                                                          Twelve Months Ended December 31,
                                              --------------------------------------------------------------------------------------
                                                                2006                                          2005
                                              ----------------------------------------     -----------------------------------------

                                                  As                           As              As                            As
                                               Reported    Adjustments(1)  Adjusted(1)      Reported    Adjustments(1)   Adjusted(1)
                                              ---------    --------------  -----------     ----------   --------------   -----------
Total revenues                                $ 387,259      $ (16,017)     $ 371,242      $ 295,097      $  25,423      $ 320,520

Interest expense                               (115,953)            --       (115,953)       (75,596)            --        (75,596)
General and administrative                     (165,648)            --       (165,648)      (128,613)            --       (128,613)
Depreciation and amortization                   (47,527)            --        (47,527)       (44,195)            --        (44,195)
Write-off of goodwill and intangible assets      (2,644)            --         (2,644)       (22,567)            --        (22,567)
Loss on impairment of assets                     (5,003)            --         (5,003)        (4,555)            --         (4,555)
Expenses and equity losses of consolidated
  partnerships                                 (402,104)       402,104             --       (324,118)       324,118             --
Equity and other income                           1,978         15,290         17,268          7,037            (10)         7,027
                                              ---------      ---------      ---------      ---------      ---------      ---------
Gain on sale or repayment of loans and
  revenue bonds                                  18,370             --         18,370          8,062             --          8,062

Income allocated to preferred shareholders
and minority interests                          (22,319)            --        (22,319)       (29,646)            --        (29,646)

Loss allocated to partners of consolidated
  partnerships                                  401,377       (401,377)            --        349,531       (349,531)            --
                                              ---------      ---------      ---------      ---------      ---------      ---------

Income before income taxes                       47,786             --         47,786         30,437             --         30,437

Income tax (provision) benefit                   (6,492)            --         (6,492)        28,577             --         28,577
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income                                    $  41,294      $      --      $  41,294      $  59,014      $      --      $  59,014
                                              =========      =========      =========      =========      =========      =========

  4.4% CRA Preferred dividend requirements       (4,752)            --         (4,752)        (2,020)            --         (2,020)
                                              ---------      ---------      ---------      ---------      ---------      ---------

Net income available to common
  and CRA shareholders                        $  36,542      $      --      $  36,542      $  56,994      $      --      $  56,994
                                              =========      =========      =========      =========      =========      =========

Net income per share:
   Basic                                      $    0.63      $      --      $    0.63      $    0.98      $      --      $    0.98
                                              =========      =========      =========      =========      =========      =========
   Diluted                                    $    0.62      $      --      $    0.62      $    0.98      $      --      $    0.98
                                              =========      =========      =========      =========      =========      =========

Weighted average shares outstanding:
   Basic                                         58,154             --         58,154         58,018             --         58,018
                                              =========      =========      =========      =========      =========      =========
   Diluted                                       58,711             --         58,711         58,291             --         58,291
                                              =========      =========      =========      =========      =========      =========
Reconciliation of Net Income to Cash Available for Distribution ("CAD")(2)

                                                       -------------------------------    -------------------------------
                                                       Three Months Ended December 31,    Twelve Months Ended December 31,
                                                       -------------------------------    -------------------------------
                                                             2006            2005              2006            2005
                                                          ----------      ----------        ----------      ----------
(In thousands)
Net income                                                $   7,818       $   6,107         $  41,294       $  59,014

4.4% CRA Preferred dividends                                 (1,188)         (1,188)           (4,752)         (2,020)

Interest income yield adjustments                                52              64             4,137            (596)

Fees deferred for GAAP                                        6,612           2,172            30,426          23,930

Depreciation and amortization expense                        13,065          33,295            50,171          66,762

Gain on sale of loans                                        (1,855)           (773)          (10,855)        (11,140)

Tax adjustment                                                1,898         (15,839)            2,180         (27,866)

Non-cash compensation                                         6,766           3,242            19,348           8,541

Difference between subsidiary equity distributions
   and income allocated to subsidiary equity holders         (6,031)         (6,873)          (19,243)        (11,245)

Non-cash equity income                                         (499)            124            (6,253)            358

Loss on impairment of assets                                  2,338           2,653             5,003           4,555

Other, net                                                     (507)          4,303              (426)          4,417
                                                          ---------       ---------         ---------       ---------
CAD                                                       $  28,469       $  27,287         $ 111,030       $ 114,710
                                                          =========       =========         =========       =========
(1) As previously reported, CharterMac's earnings results include the results of
LIHTC  Partnerships  consolidated  pursuant  to  FASB  Interpretation  46 (R) or
similar  accounting  pronouncements,   as  well  as  other  LIHTC  and  Property
Partnerships we control,  but in which we have little or no equity interest.  As
CharterMac  has  virtually  no equity  interest in these  partnerships,  the net
losses generated by them were allocated almost entirely to their investors.  The
consolidation of these partnerships,  therefore,  has an insignificant impact on
net income, although certain CharterMac revenues are eliminated in consolidation
and revenues and expenses of the consolidated  partnerships are reflected in the
income  statement.  We act as a  general  partner  of the CMBS  Partnerships  we
sponsor and own a portion of the funds.  Adjusted  equity  income  includes  our
proportionate  share of the  profits as well as other  allocations  for  general
partner  services.  The adjusted  figures  presented are not in accordance  with
generally  accepted  accounting  principles  ("GAAP") but are  presented for the
purpose of comparability.

(2) CharterMac believes that Cash Available for Distribution  ("CAD") is helpful
to investors in measuring the performance of our Company. CAD is the performance
measure  used by our  chief  decision-makers  to  allocate  resources  among our
segments. CAD represents net income (computed in accordance with GAAP), adjusted
for:

     o    Cash fees and other revenues  received but deferred in accordance with
          GAAP.  Fees  recognized  for CAD but  deferred  for GAAP  purposes are
          generally  earned over a period of time in connection  with certain of
          our product lines,  such as fund sponsorship and credit  intermediated
          fees.
     o    The effect of straight line revenue  recognition of interest income on
          revenue bonds with fixed changes in interest rates.
     o    Depreciation  and  amortization,  including  write-off  of  intangible
          assets.
     o    Non-cash  gains  recognized on sale of mortgage  loans when  servicing
          rights are retained.
     o    Losses on sales of loans or repayment of revenue bonds.
     o    Impairment losses.
     o    The portion of tax  benefit or  provision  that is not  expected to be
          realized in cash.
     o    Non-cash compensation expenses.
     o    The  difference  between  earnings  allocated to Subsidiary  Equity in
          accordance with GAAP and distributions to holders of that equity.

There is no generally accepted  methodology for computing CAD, and the Company's
computation of CAD may not be comparable to CAD reported by other companies. CAD
does not  represent  net cash  provided by operating  activities  determined  in
accordance  with GAAP and  should not be  considered  as an  alternative  to net
income  (determined  in accordance  with GAAP) as an indication of the Company's
performance,  as an alternative  to net cash provided from operating  activities
(determined  in accordance  with GAAP) as a measure of our  liquidity,  or as an
indication of our ability to make cash distributions.

CERTAIN  STATEMENTS IN THIS DOCUMENT MAY CONSTITUTE  FORWARD-LOOKING  STATEMENTS
WITHIN THE MEANING OF THE "SAFE  HARBOR"  PROVISIONS  OF THE PRIVATE  SECURITIES
LITIGATION  REFORM  ACT OF 1995.  THESE  STATEMENTS  ARE  BASED ON  MANAGEMENT'S
CURRENT  EXPECTATIONS  AND  BELIEFS  AND ARE  SUBJECT TO A NUMBER OF FACTORS AND
UNCERTAINTIES  THAT COULD CAUSE ACTUAL RESULTS TO DIFFER  MATERIALLY  FROM THOSE
DESCRIBED IN THE FORWARD-LOOKING  STATEMENTS.  THESE RISKS AND UNCERTAINTIES ARE
DETAILED IN CHARTERMAC'S MOST RECENT ANNUAL REPORT ON FORM 10-K AND IN ITS OTHER
FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION,  AND INCLUDE, AMONG OTHERS,
ADVERSE  CHANGES IN THE REAL  ESTATE  MARKETS  INCLUDING,  AMONG  OTHER  THINGS,
COMPETITION WITH OTHER COMPANIES;  INTEREST RATE FLUCTUATIONS;  GENERAL ECONOMIC
AND BUSINESS CONDITIONS, WHICH WILL, AMONG OTHER THINGS, AFFECT THE AVAILABILITY
AND CREDIT  WORTHINESS  OF  PROSPECTIVE  TENANTS,  LEASE RENTS AND THE TERMS AND
AVAILABILITY OF FINANCING FOR PROPERTIES  FINANCED BY MORTGAGE  REVENUE BONDS WE
OWN;   ENVIRONMENT/SAFETY   REQUIREMENTS;   CHANGES  IN   APPLICABLE   LAWS  AND
REGULATIONS;  OUR TAX TREATMENT,  THE TAX TREATMENT OF OUR  SUBSIDIARIES AND THE
TAX TREATMENT OF OUR INVESTMENTS;  RISK OF DEFAULT  ASSOCIATED WITH THE MORTGAGE
REVENUE  BONDS  AND  OTHER  SECURITIES  HELD  BY US OR OUR  SUBSIDIARIES;  RISKS
ASSOCIATED  WITH PROVIDING  CREDIT  INTERMEDIATION;  RISK OF LOSS UNDER MORTGAGE
BANKING LOSS SHARING AGREEMENTS;  THE RISK THAT RELATIONSHIPS WITH KEY INVESTORS
AND  DEVELOPERS  MAY NOT  CONTINUE;  OUR ABILITY TO GENERATE  FEE INCOME MAY NOT
CONTINUE;  AND  RISKS  RELATED  TO THE  FORM  AND  STRUCTURE  OF  OUR  FINANCING
ARRANGEMENTS.. SUCH FORWARD-LOOKING STATEMENTS SPEAK ONLY AS OF THE DATE OF THIS
DOCUMENT.  CHARTERMAC  EXPRESSLY  DISCLAIMS  ANY  OBLIGATION OR  UNDERTAKING  TO
RELEASE  PUBLICLY  ANY UPDATES OR REVISIONS  TO ANY  FORWARD-LOOKING  STATEMENTS
CONTAINED HEREIN TO REFLECT ANY CHANGE IN CHARTERMAC'S  EXPECTATIONS WITH REGARD
THERETO  OR CHANGE IN EVENTS,  CONDITIONS,  OR  CIRCUMSTANCES  ON WHICH ANY SUCH
STATEMENT IS BASED.

                                       ###