Debt Financing

The Company currently has outstanding debt financing of $112.5 million under separate credit facilities.

Tender Option Bond Financings

In July 2011, the Company closed a $10.0 million financing utilizing a Tender Option Bond ("TOB") structure with the Deutsche Bank ("DB"). The first TOB was structured as a securitization of the Company's $13.4 million Autumn Pines Apartments tax-exempt mortgage revenue bond. In December 2011, the Company closed a second TOB financing structure in the amount of $7.8 million with DB. The second TOB was structured as a securitization of the Company's $15.6 million GMF-Warren/Tulane Apartments and GMF-Madison apartments tax-exempt mortgage revenue and taxable mortgage revenue bonds. At March 31, 2012 and December 31, 2011, the Company owed $17.7 million on both TOB facilities. Under the TOB structure, the Company transferred the bonds to a custodian and trustee that provide these services on behalf of DB. The TOB trustee then issued senior floating-rate participation interests ("SPEARS"), and residual participation interests, ("LIFERS"). The SPEARS and LIFERS represent beneficial interests in the securitized asset held by the TOB trustee. The SPEARS were credit-enhanced by DB and sold through a placement agent to unaffiliated investors. The gross proceeds from the sale of the SPEARS were remitted to the Company. The LIFERS were retained by the Company and are pledged to DB to secure certain reimbursement obligations.

As a result, the TOB trusts essentially provide the Company with a secured variable rate debt facility at interest rates that reflect the prevailing short-term tax-exempt rates paid by the TOB trusts on the SPEARS. Payments made to the holders of the SPEARS and the amount of trust fees essentially represent the Company's effective cost of borrowing on the net proceeds it received from the sale of the SPEARS and are expected to vary over time. The total fixed trust fees are 1.77% and 2.10% per annum, respectively, and as of March 31, 2012 the rates paid on the TOBs on the SPEARS were .28% and .26% per annum, resulting in a total cost of borrowing of 2.05% and 2.36%, respectively. The Company is accounting for these transactions as secured financing arrangements.

Tax Exempt Bond Securitization Financing ("TEBS")

As of September 1, 2010, the Partnership and its Consolidated Subsidiary ATAX TEBS I, LLC, entered into a number of agreements relating to a new long-term debt financing facility provided through the securitization of 13 tax-exempt mortgage revenue bonds owned by the ATAX TEBS I, LLC (the “Sponsor”) pursuant to the TEBS Financing. The TEBS Financing essentially provides the Partnership with a long-term variable-rate debt facility at interest rates reflecting prevailing short-term tax-exempt rates.

Effective September 1, 2010, the Partnership transferred the following bonds to ATAX TEBS I, LLC, a special purpose entity controlled by the Partnership pursuant to the TEBS Financing. The par value of the bonds included in this Financing facility as of March 31, 2012 and December 31, 2011 are as follows.



Description of Tax-Exempt	Outstanding Bond Par Amounts
Mortgage Revenue Bonds	March 31, 2012		December 31, 2011		Financial Statement Presentation
Ashley Square	$	5,296,000	$	5,308,000	Tax-exempt mortgage revenue bond
Bella Vista	6,650,000		6,650,000		Tax-exempt mortgage revenue bond
Bent Tree	7,668,000		7,686,000		Consolidated VIE
Bridle Ridge	7,790,000		7,815,000		Tax-exempt mortgage revenue bond
Brookstone	9,472,684		9,490,809		Tax-exempt mortgage revenue bond
Cross Creek	8,618,501		8,634,693		Tax-exempt mortgage revenue bond
Fairmont Oaks	7,502,000		7,520,000		Consolidated VIE
Lake Forest	9,177,000		9,201,000		Consolidated VIE
Runnymede	10,685,000		10,685,000		Tax-exempt mortgage revenue bond
Southpark	14,000,000		14,000,000		Tax-exempt mortgage revenue bond
Woodlynn Village	4,492,000		4,492,000		Tax-exempt mortgage revenue bond
Ohio Series A Bond ⁽¹⁾	14,645,000		14,666,000		Consolidated MF Property
Villages at Lost Creek	18,500,000		18,500,000		Tax-exempt mortgage revenue bond
Total	$	124,496,185	$	124,648,502

(1) Collateralized by Crescent Village, Postwoods and Willow Bend (Note 2)

The securitization of these assets occurred through two classes of certificates. The Class A TEBS Certificates were issued in an initial principal amount of $95.8 million and were sold through a placement agent to unaffiliated investors. The Class B TEBS Certificates were issued in an initial principal amount of $20.3 million and were retained by the Sponsor. The holders of the Class A TEBS Certificates are entitled to receive regular payments of interest from Freddie Mac at a variable rate which resets periodically based on the weekly Securities Industry and Financial Markets Association (“SIFMA”) floating index rate plus certain credit, facility, remarketing and servicing fees (the “Facility Fees”). The total Facility Fees are 1.9%, and as of March 31, 2012, the SIFMA rate was equal to 0.24% resulting in a total cost of borrowing of 2.14% on the outstanding balance on the TEBS Financing facility of $94.8 million. The TEBS Financing and the associated TEBS Trust are presented as secured financings within the consolidated financial statements.

The term of the TEBS Financing coincides with the terms of the assets securing the TEBS Certificates, except that the Partnership may terminate the TEBS Financing at its option on either September 15, 2017 or September 15, 2020. Should the Partnership not elect to terminate the TEBS Financing on these dates, the full term of the TEBS Financing runs through the final principal payment date associated with the securitized bonds, or July 15, 2050.

The Company's TOB facilities mature in December 2012. The Company is looking at extending or refinancing the facilities and expects to execute on one of those alternatives before the facilities come due. The Company’s Debt Financing as of March 31, 2012, contractually matures over the next five years and thereafter as follows:



2012	$	18,549,000
2013	1,009,000
2014	1,083,000
2015	1,139,000
2016	1,192,000
Thereafter	89,565,000
Total	$	112,537,000