SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

               Date of Report: (Date of Earliest Event Reported):
                            May 6, 2005 (May 4, 2005)





                                 CRIIMI MAE INC.
             (Exact name of registrant as specified in its charter)

         Maryland                       1-10360                  52-1622022
(State or other jurisdiction          (Commission             (I.R.S. Employer
     of incorporation)                File Number)           Identification No.)


                              11200 Rockville Pike
                            Rockville, Maryland 20852
   (Address of principal executive offices, including zip code, of Registrant)

                                 (301) 255-4700
              (Registrant's telephone number, including area code)

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:

__      Writing 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 240.14A12)

__      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))


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Item 2.02.  Results of Operations and Financial Condition

     On May 5, 2005,  CRIIMI MAE Inc.  (the  "Company")  issued a press  release
reporting the Company's  financial results for the quarter ended March 31, 2005.
A copy of this press release is attached hereto as Exhibit 99.1. The information
in this Form 8-K under this Item 2.02 and Exhibit 99.1 attached hereto shall not
be deemed  "filed" for purposes of Section of 18 of the  Securities and Exchange
Act of 1934,  nor shall they be deemed  incorporated  by reference in any filing
under the  Securities  Act of 1933,  except as shall be  expressly  set forth by
specific reference in such filing.


Item 8.01.  Other Events.

     Attached  as  Exhibit  99.2 to this  Current  Report on Form 8-K is a press
release  issued by CRIIMI MAE Inc. on May 4, 2005  reporting the  declaration of
cash  dividends  for  the  second  quarter  of 2005 on the  Company's  Series  B
Cumulative  Convertible  Preferred  Stock. The above referenced press release is
incorporated by reference herein.

Item 9.01.  Financial Statements and Exhibits.

(a)  Exhibits.  The following exhibits are filed with this report:

     Exhibit 99.1 - Press Release dated May 5, 2005.

     Exhibit 99.2 - Press Release dated May 4, 2005.


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                                    SIGNATURE

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



                                          CRIIMI MAE Inc.



Dated: May 6, 2005                        By:/s/Cynthia O. Azzara
                                             ----------------------------
                                             Cynthia O. Azzara
                                             Executive Vice President,
                                             Chief Financial Officer,
                                             and Treasurer



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                                  EXHIBIT INDEX

Exhibit
No.                                Description
--------------------------------------------------------------------------------

*    99.1   Press Release dated May 5, 2005.

*    99.2   Press Release dated May 4, 2005.

*    Filed herewith.