SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Spencer Capital Management, LLC (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/21/2006	3. Issuer Name and Ticker or Trading Symbol RESOURCE AMERICA INC [ REXI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	1,788,279	I(1)(2)	See footnotes(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Spencer Capital Management, LLC (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* Shubin Stein Kenneth H (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* Spencer Capital Partners, LLC (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* SPENCER CAPITAL OPPORTUNITY FUND LP (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* SPENCER CAPITAL OFFSHORE OPPORTUNITY FUND LTD (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* Spencer Capital Offshore Partners, LLC (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* Spencer Capital Small Cap Fund, LP (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

1. Name and Address of Reporting Person* Spencer Small Cap Partners, LLC (Last) (First) (Middle) 1995 BROADWAY SUITE 1801 (Street) NEW YORK NY 10023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnote 1

Explanation of Responses:

1. See Exhibit 99.1.

2. See Exhibit 99.1.

	/s/ Kenneth H. Shubin Stein, MD, CFA	02/23/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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