10-Q

          U.S. SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549

                         FORM 10-Q
  |X| Quarterly Report Pursuant to Section 13 or 15(d) of the
  Securities Exchange Act of 1934 For the Quarterly Period
  Ended September 30, 2005
  or
  |_| Transition Report Pursuant to Section 13 or 15(d) of the
  Securities Exchange Act of 1934 for the transition period
  from ____________ to _______________

               Commission File Number 0-22153

              AMERITRANS CAPITAL CORPORATION
   (Exact name of registrant as specified in its charter)


         Delaware                                          52-2102424
  (State of incorporation)                          (I.R.S. Employer
                                                    Identification No.)

          747 Third Avenue, New York, New York               10017
  (Address of Registrant's principal executive office)    (Zip Code)


                                 (800) 214-1047
                (Registrant's telephone number, including area code)


  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 requirements for the past 90 days.  Yes |X| No
  |_|

  Indicate by check mark whether the registrant is an accelerated filer
  (as defined in Rule 12b-2 of the Act).  Yes |_| No |X|

  The number of shares of Common Stock, par value $.0001 per share,
  outstanding as of November 13, 2005: 2,045,600



                AMERITRANS CAPITAL CORPORATION
                         FORM 10-Q

                     Table of Contents

PART I. FINANCIAL INFORMATION	                                             1

ITEM 1. FINANCIAL STATEMENTS	                                             1

AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES	                             1

Consolidated Balance Sheets	                                             1

Liabilities And Stockholders' Equity	                                     2

Consolidated Statements Of Operations	                                     3

Consolidated Statements Of Cash Flows	                                     4

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	                             5

Organization and Principal Business Activity	                             5

Income Taxes	                                                             6

Loan Valuations                                                              7

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
   AND RESULTS OF OPERATIONS	                                            12

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK           17

ITEM 4. CONTROLS AND PROCEDURES	                                            19

PART II. OTHER INFORMATION	                                            21

ITEM 1.LEGAL PROCEEDINGS	                                            21

ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS	                    21

ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K	                                    21

EXHIBIT INDEX	                                                            21

(a) Exhibits	                                                            21

(b) Reports on Form 8-K	                                                    22

SIGNATURES	                                                            23

EXHIBIT 31.1	                                                            24

EXHIBIT 32.1	                                                            25



  (All other items omitted from Part II are inapplicable)





                            -ii-


PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

      AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES

                CONSOLIDATED BALANCE SHEETS

      	September 30, 2005 (Unaudited) and June 30, 2005


                              ASSETS
                                                                 
                                   September 30, 2005           June 30, 2005

  Loans receivable                     $51,503,498              $52,060,254
  Less: unrealized
  depreciation on
  loans receivable                        (150,000)                (150,000)

  Loans receivable, net                 51,353,498               51,910,254

  Cash and cash equivalents                634,524                  327,793

  Accrued interest receivable, net
  of unrealized depreciation of
  $92,000 and $30,500, respectively        677,981                  756,701


  Assets acquired in satisfaction
  of loans                                 384,528                  384,528


  Receivables from debtors on sales of
  assets acquired in satisfaction
  of loans                                 414,475                  455,184


  Equity securities                        857,364                  908,457

  Furniture, equipment and leasehold
  improvements, net                        312,957                  329,573

  Medallions Under Lease                 2,224,701                2,282,201

  Prepaid expenses and other assets        543,462                  531,904

               TOTAL ASSETS            $57,403,490              $57,886.595




The accompanying notes are an integral part of these financial
                        statements.



    AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES

                CONSOLIDATED BALANCE SHEETS

      September 30, 2005 (Unaudited) and June 30, 2005

           LIABILITIES AND STOCKHOLDERS' EQUITY


                                                          
                                    September 30,2005        June 30, 2005

  LIABILITIES
    Debentures payable to SBA          $12,000,000          $12,000,000

    Notes payable, banks                29,650,652	     29,770,652

    Accrued expenses and other
    liabilities                    	   497,786		604,942

    Accrued interest payable               126,860	  	256,285

        Dividends payable                   84,375               84,375

            TOTAL LIABILITIES           42,359,673	     42,716,254


  COMMITMENTS AND CONTINGENCIES(Notes 3,4 and 5)
  STOCKHOLDERS' EQUITY
    Preferred stock 500,000
     shares authorized, none issued
     or outstanding                              -                    -

  9 3/8% cumulative participating
      callable preferred stock $.01 par
      value, $12.00 face value, 500,000
      shares authorized; 300,000 shares
      issued and outstanding             3,600,000            3,600,000

   Common stock, $.0001 par value:
      5,000,000 shares authorized;
      2,045,600 shares issued,
      2,035,600 outstanding                    205                  205

     Additional paid-in-capital         13,869,545           13,869,545
     Accumulated deficit                (2,202,565)	     (2,127,134)
     Accumulated other
      comprehensive loss            	  (153,368)	       (102,275)

                                        15,113,817           15,240,341

    Less: Treasury stock, at cost,
      10,000 shares of common stock        (70,000)             (70,000)

       TOTAL STOCKHOLDERS' EQUITY    	15,043,817	     15,170,341

       TOTAL LIABILITIES AND
              STOCKHOLDERS' EQUITY     $57,403,490          $57,886,595




     The accompanying notes are an integral part of these financial
                        statements.


      AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF OPERATIONS


For the Three Months Ended September 30, 2005 and 2004
                        (Unaudited)

                                              
                                Three Months   Three Months
                                    Ended           Ended
                                   Sept 30,       Sept 30,
                                     2005            2004
  INVESTMENT INCOME
   Interest on loans receivable    $1,149,783     $1,129,057
   Fees and other income               82,301	     100,540
   Leasing income                      49,468	      51,537
      TOTAL INVESTMENT INCOME       1,281,552	   1,281,134


  OPERATING EXPENSES
    Interest                          539,273	     382,156
    Salaries and employee benefits    276,238	     262,664
    Occupancy costs                    54,716	      49,183
    Professional fees                  69,812	     135,564
    Other administrative expenses     281,789	     245,468
    Loss and impairments on
    assets acquired in
       satisfaction of loans, net       3,000         10,393
    Foreclosure expenses                2,208	       5,000
    Write off and depreciation
       on interest and loans
       receivable                      35,848        101,518
       TOTAL OPERATING EXPENSES     1,262,884      1,191,946
          OPERATING INCOME             18,668         89,188

  OTHER EXPENSE
Equity in loss of investee              -             (2,011)

 TOTAL OTHER EXPENSE                 	    -         (2,011)
 INCOME BEFORE PROVISION
    FOR INCOME TAXES                   18,668         87,177

  PROVISION FOR INCOME TAXES        	9,724	       2,465
  NET INCOME                        $   8,944      $  84,712
  DIVIDENDS ON PREFERRED STOCK      $ (84,375)     $ (84,375)
  NET (LOSS) INCOME AVAILABLE TO
   COMMON SHAREHOLDERS              $ (75,431)     $     337

WEIGHTED AVERAGE SHARES OUTSTANDING

  - Basic                            2,035,600      2,035,600
  - Diluted                          2,035,600      2,035,600

  NET LOSS PER COMMON SHARE
  - Basic                           $    (0.03)    $    (0.00)
  - Diluted                         $    (0.03)    $    (0.00)




The accompanying notes are an integral part of these financial
                         statements





        AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF CASH FLOWS

   For the three Months Ended September 30, 2005 and 2004 (Unaudited)

                                         	    		              
                                         	    	     March 31,        March 31,
                                           	                2005             2004
CASH FLOWS FROM OPERATING ACTIVITIES

Net income						    $	  8,944	  $  	84,712
Adjustments to reconcile net income to net cash
	provided by (used in) operating activities:
	Depreciation and amortization				 31,735		39,888
	Equity in loss of investee				-	   	 2,011
Change in operating assets and liabilities:
	Changes in unrealized depreciation on loans
	  receivable and accrued interest receivable		(34,500)	56,319
		Accrued interest receivable			113,220	       201,238
		Prepaid expenses and other assets		(21,893)      (119,352)
		Accrued expenses and other liabilities	       (107,156)	(7,796)
		Accrued interest payable		       (129,425)       (99,706)
		                                               _________      __________

                        TOTAL ADJUSTMENTS                      (148,019)        72,602

                                                               _________        ________
			NET CASH (USED IN) PROVIDED BY
	 		  OPERATING ACTIVITIES		       (139,075)       157,314
                                                               _________       ________
CASH FLOWS FROM INVESTING ACTIVITIES

	Loans receivable					556,756	     1,576,888
	Assets acquired in satisfaction of loans		-	       377,231
	Receivables from debtors on sales of assets
	     acquired in satisfaction of loans			 40,709	       388,358
	Proceeds from sale of Medallion				 57,500		-
	Purchases of equity securities				-	       (54,153)
	Capital expenditures					 (4,784)	-
		                                               __________     __________

NET CASH PROVIDED BY INVESTING ACTIVITIES			650,181	     2,288,324
		                                               __________    ___________
CASH FLOWS FROM FINANCING ACTIVITIES
	Proceeds from notes payable, banks			500,000	     6,310,000
	Repayments of notes payable, banks		       (620,000)    (8,360,000)
	Dividends paid						(84,375)       (84,375)
		                                               __________    ___________

      NET CASH USED IN FINANCING ACTIVITIES		       (204,375)    (2,134,375)
                                                               __________    ___________

	NET INCREASE IN CASH AND CASH EQUIVALENTS		306,731	       311,263

CASH AND CASH EQUIVALENTS - Beginning				327,793	       416,600

CASH AND CASH EQUIVALENTS - Ending			   $	634,524	       727,863
		                                              ____________    __________
SUPPLEMENTAL DISCLOSURES OF NON-CASH
 INVESTING ACTIVITIES
	Unrealized loss on equity securities
	   arising during the period			   $    (51,093)    $	(5,448)





The accompanying notes are an integral part of these financial
                        statements.




AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.      Organization and Summary of Significant Accounting
Policies

        Financial Statements

         The consolidated balance sheet of Ameritrans Capital
Corporation ("Ameritrans" or the "Company") as of September 30,
2005, and the related consolidated statements of operations and
cash flows for the three months ended September 30, 2005 and
2004 have been prepared by the Company, without audit, pursuant
to the rules and regulations of the Securities and Exchange
Commission (the "Commission"). Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally
accepted in the United States have been condensed or omitted
pursuant to such rules and regulations. In the opinion of the
management of the Company ("Management"), the accompanying
consolidated financial statements include all adjustments
(consisting of normal, recurring adjustments) necessary to
summarize fairly the Company's financial position and results of
operations. The results of operations for the three months ended
September 30, 2005 are not necessarily indicative of the results of
operations for the full year or any other interim period. These
financial statements should be read in conjunction with the audited
financial statements and notes thereto included in the Company's
Annual Report on Form 10-K for the fiscal year ended June 30,
2005, as filed with the Commission.

Organization and Principal Business Activity

         Ameritrans, a Delaware corporation, is a specialty finance
company that through its subsidiary, Elk Associates Funding Corp.
("Elk"), makes loans primarily to taxi owners to finance the
acquisition and operation of taxi medallions and related assets, and
to other small businesses in the New York City, Chicago, Miami,
and Boston markets.  Ameritrans is a regulated investment
company as defined in the Internal Revenue Code (the "Code").

         Elk, a New York corporation, is licensed by the Small
Business Administration ("SBA") to operate as a Small Business
Investment Company ("SBIC") under the Small Business
Investment Act of 1958, as amended. Elk is also registered as an
investment company under the Investment Company Act of 1940
to make business loans.

Basis of Consolidation

         The consolidated financial statements include the
accounts of Ameritrans, Elk, and Elk's wholly owned subsidiaries,
EAF Holding Corporation, EAF Enterprises LLC, Medallion Auto
Management LLC, EAF Leasing LLC, EAF Leasing II LLC and
EAF Leasing III LLC, (collectively referred to as the "Company").
All significant inter-company transactions have been eliminated in
consolidation.

         EAF Holding Corporation, which was formed in June
1992 and began operations in December 1993, owns and operates
certain real estate assets acquired in satisfaction of defaulted loans
made by Elk.

          EAF Enterprises LLC, which was formed in June 2003
and began operations in July 2003, owns, leases and resells
medallions acquired in satisfaction of foreclosures by Elk.

          Medallion Auto Management LLC, which was formed in
June 2003 and began operations in July 2003, owns, leases and
resells automobiles in conjunction with the medallions owned by
EAF Enterprises LLC.

          EAF Leasing LLC and EAF Leasing II LLC, which were
formed in August 2003 and began operations in October 2003,
own and lease medallions acquired in satisfaction of foreclosures
by Elk.

          EAF Leasing III LLC, which was formed in January
2004 and began operations in April 2004, owns and leases
medallions acquired in satisfaction of foreclosures by Elk.

          Ameritrans organized another subsidiary on June 8,
1998, Elk Capital Corporation ("Elk Capital"), which may engage
in lending and investment activities similar to its parent.  Since its
inception, Elk Capital has had no operations.



Income Taxes

          The Company has elected to be taxed as a Regulated
Investment Company ("RIC") under the "Code".  A RIC generally
is not taxed at the corporate level to the extent its income is
distributed to its stockholders.  In order to qualify as a RIC, a
Company must payout at least ninety percent (90%) of its net
taxable investment income to its stockholders as well as meet other
requirements under the Code.  In order to preserve this election for
fiscal year 2006, the Company intends to make the required
distributions to its stockholders in accordance with the applicable
tax code.

         The Company is subject to certain state and local
franchise taxes, as well as related minimum filing fees assessed by
state taxing authorities.  Such taxes and fees are reported as
"provisions for income taxes" and reflected in each of the periods
presented.

        Earnings (Loss) Per Share

         Basic earnings (loss) per share is computed by dividing
income (loss) available to common stockholders by the weighted
average number of common shares outstanding for the period.
Diluted earnings per share reflect, in periods in which they have a
dilutive effect, the effect of common shares issuable upon the
exercise of stock options and warrants.  The difference between
reported basic and diluted weighted average common shares results
from the assumption that all dilutive stock options outstanding
were exercised.  For the periods presented, the effect of common
stock equivalents has been excluded from the diluted calculation
since the effect would be antidilutive.

        Loan Valuations

         The Company's loan portfolio is carried at fair value.
Since no ready market exists for these loans, the fair value is
determined in good faith by the board of directors of the Company
(the "Board of Directors").  In determining the fair value, the
Board of Directors considers factors such as the financial condition
of the borrower, the adequacy of the collateral to support the loans,
individual credit risks, historical loss experience and the
relationships between current and projected market rates and
portfolio rates of interest and maturities.  The Board of Directors
has determined that the fair value of the loans approximates cost
less unrealized depreciation.

         Unrealized depreciation in loan values has generally been
caused by specific events related to credit risk.  Loans are
considered "non-performing" once they become 90 days past due
as to principal or interest. These past due loans are periodically
evaluated by Management and if, in the judgment of management,
the amount is not collectible and the fair value of the collateral
exceeds the loan balance at the date of valuation, the Company
makes no write-down of the loan amount.

        Use of Estimates

         The preparation of financial statements in conformity
with U.S. generally accepted accounting principles requires
management to make extensive use of estimates and assumptions
that affect the reported amounts of assets and liabilities at the date
of the financial statements and the reported amounts of revenues
and expenses during the reporting period.  Actual results could
differ from those estimates.  Estimates that are particularly
susceptible to change relate to the determination of the fair value
of loans receivable and other financial instruments.

2.      Medallions

          During the year ended June 30, 2004, Elk transferred
Chicago taxicab medallions obtained from defaulted and
foreclosed loans to certain newly formed wholly-owned
subsidiaries.  The subsidiaries borrowed funds in the amount of
$2,382,201 from Elk to complete the purchases of the medallions
and gained title by paying related transfer fees and satisfying
outstanding liens with Elk and Chicago.

The subsidiaries in turn, lease these medallions to taxicab
operators or companies in the Chicago market under weekly and
long-term operating lease terms.  The weekly leases, which include
both medallions and automobiles, are with individuals and
automatically renew each week, up to a maximum period of 157
weeks, but may be terminated by the lessee at the conclusion of
any weekly period.  These weekly leases also include an option for
the lessee to purchase either the medallion or automobile, at an
amount defined in the agreement, at any time throughout the term
of the lease, with credit given for a portion of the lease payments
towards the purchase price.  As of September 30, 2005, no
purchase options had been exercised.  The long-term medallion
leases have been made with taxicab companies, expire from
December 31, 2005 through February 28, 2006, and may be
canceled by either party upon forty-five (45) days advance written
notice.

Leasing income under all medallion and taxi cab leases
for the three (3) months ended September 30, 2005 was $49,468.

         During the year ended June 30, 2005, the medallions
were written down by $100,000 to their estimated fair value, based
on current market conditions. During the quarter ended September
30, 2005, one medallion with a carrying value of $57,500 was sold.

3.      Debentures Payable to SBA

At September 30, 2005 and June 30, 2005, debentures payable to the SBA
consisted of subordinated debentures with interest payable semiannually,
as follows:

Issue Date        Due Date           Effective        9/30/05 amd 6/30/05
                                    Interest Rate     Principal Amount
_____________________________________________________________________

		    			           	    
July 2002       September 2012      4.67% (1)        $    2,050,000
December 2002   March 2013          4.63% (1)             3,000,000
September 2003  March 2014          4.12% (1)             5,000,000
February 2004   March 2014          4.12% (1)             1,950,000
                                                          _________
                                                     $   12,000,000




(1) Elk is required to pay an additional annual user fee of 0.866% on these
debentures.

         Under the terms of the subordinated debentures, Elk may
not repurchase or retire any of its capital stock or make any
distributions to its stockholders other than dividends out of
retained earnings (as computed in accordance with SBA
regulations) without the prior written approval of the SBA.

        SBA Commitment

          In January 2002, the Company and the SBA entered into
an agreement whereby the SBA committed to reserve debentures
in the amount of $12,000,000 to be issued by the Company on or
prior to September 30, 2006.  A 2% leverage fee will be deducted
pro rata as the commitment proceeds are drawn down.  A 1% non-
refundable commitment fee of $120,000 was paid by Elk in 2002
at the time the $12,000,000 commitment was obtained.  In
February 2004, Elk made the final draw down under this
commitment.

4.      Notes Payable to Banks

         At September 30, 2005 and June 30, 2005, Elk had loan
agreements with three banks for lines of credit aggregating
$40,000,000. At September 30, 2005 and June 30, 2005,
$29,650,652 and $29,770,652 respectively, were outstanding under
these lines. The loans, which mature at various dates between
December 31, 2005 and January 31, 2006, bear interest at the
lower of either the reserve adjusted LIBOR rate plus 1.5% or the
banks' prime rates minus 0.5%.

         Upon maturity, Elk anticipates that the banks will extend
these lines of credit for another year, as has been their practice in
previous years.  Pursuant to the terms of the agreements the
Company is required to comply with certain covenants and
conditions, as defined in the agreements. The Company has
pledged its loans receivable and all other assets as collateral for the
above lines of credit.  Pursuant to the SBA agreement and an
"intercreditor agreement" among the lending banks, the SBA
agreed to subordination in favor of the banks, provided that the
Company maintains certain debt levels based on performance of its
portfolio.

5.      Commitments and Contingencies

        Interest Rate Swaps

         On October 14, 2005, Elk entered into two interest rate
swap transactions both for $5,000,000 with a bank, which expire
October 15, 2007 and October 14, 2008, respectively. Elk entered
into these swap transactions to hedge against an upward movement
in interest rates relating to outstanding bank debt. The swap
transaction expiring October 15, 2007 provided for a fixed rate of
6.20% for Elk, and the swap transaction expiring October 14, 2008
provided for a fixed rate of 6.23% for Elk. If the Company's
floating borrowing rate (the one-month LIBOR rate plus 1.5%)
falls below the fixed rate, Elk is obligated to pay the bank the
difference in rates. If the Company's floating borrowing rate rises
above the fixed rate, the bank is obligated to pay Elk the
differences in rates.

6.	Comprehensive Income (Loss)

         Total comprehensive income (loss) for the three-month
periods ended September 30, 2005 and 2004, after considering
other comprehensive income (loss) including unrealized losses on
marketable securities of ($51,093) and ($5,448) was ($42,149) and
$79,264, respectively.

7.      Other Matters

Quarterly Dividend

          The Company has declared and paid the quarterly
dividend on the Company's 9 3/8 Cumulative Participating
Preferred Stock (the "Participating Preferred Stock") since the
Participating Preferred Stock was issued. Most recently, the
Company's Board of Directors declared a dividend of $0.28125 per
share on September 20, 2005 on the Participating Preferred Stock
for the period July 1, 2005 through September 30, 2005, payable
on October 17, 2005 to all holders of the Participating Preferred
Stock of record as of September 30, 2005.

Stock Offering

        On July 29, 2005, Ameritrans commenced a private
offering of Common Stock with warrants to "accredited investors,"
as that term is defined in Rule 501 of Regulation D promulgated
under the 1933 Act (the "Offering").  The shares of Common Stock
are offered at a price no less than book value as of the date of the
Offering.  For every four (4) shares of Common Stock purchased,
the Company will issue to the investor one (1) warrant, exercisable
for five (5) years from the date of issuance, to purchase one (1)
share of Common Stock of the Company at an exercise price equal
to 110% of the purchase price of the Shares.  On October 26, 2005,
the Company extended the Offering until January 25, 2006.  The
Board of Directors and Management believe that raising additional
capital pursuant to a private offering will allow the Company to
expand its investment portfolio and diversify the Company's
investments beyond the SBA-regulated loans and investments of
Elk.  This diversification will provide the Company with the
flexibility to participate in a wide range of investment
opportunities.  This private offering was approved by the requisite
vote of shareholders on July 21, 2005.

SBA Matter

          On August 29, 2005, the Company received a letter from
the US Small Business Administration together with a copy of the
Examination Report for the period ended March 31, 2004.  The
letter and Examination Report contained findings that Elk had
potentially violated certain provisions of the SBA regulations,
relating to (1) the sale of certain foreclosed Chicago medallions to
an associate of Elk without obtaining the SBA's final written
approval, and (2) the creation of subsidiary companies and
completion of certain related financings to those subsidiary
companies without obtaining the SBA's prior written approval.
The letter contained certain other comments with respect to partial
use of proceeds concerning one loan that the Company made to a
third party borrower, and the prepayment provision contained in
loan documents to a different borrower.  Management has already
responded to the SBA in writing concerning the findings, and
management recently met with the SBA in an effort to resolve
these findings in a timely manner.

          The Company believes that it was acting in good faith
when it effectuated the transactions with respect to the sale of the
foreclosed Chicago medallions to an associate, as it had applied for
permission from SBA prior to completion of the loan in question,
had obtained an indication of approval and SBA was in the process
of taking the steps to obtain formal written approval for the
transaction.  The Company believes that it was also acting in good
faith when it created the subsidiary companies (deemed
"associates" under SBA regulations) to purchase the foreclosed
medallions, as it was having ongoing discussions with SBA at the
time to obtain SBA's approval of the transaction and had received
verbal indications that it felt it had or would, in due course,
subsequently obtain SBA's written approval to the transactions.
The Company believes that it has adequate explanations for the use
of proceeds issue on the third party loan and the prepayment issue.

          The Company believes that the tone of the meeting with
SBA to reach resolution of the issues on these matters was positive
and the Company anticipates a speedy resolution by the SBA.
Neither the Company nor its counsel, however, can predict when
these matters will be resolved, or the manner in which they will be
resolved.  The Company believes that the resolution of these
matters with SBA will not have any material adverse financial or
regulatory consequences to the Company.
Chicago Medallion Sales

	At September 30, 2005 Elk had one executed contract with
one (1) purchaser to purchase a total of five (5) Chicago
medallions: one (1) being foreclosed and four (4) being sold by
one of Elk's subsidiaries, EAF Enterprises LLC.  As part of the
purchase contract, Elk agreed to finance the entire purchase price
plus applicable transfer taxes for a period of 8 years with a balloon
principal payment at the maturity date.   As of October 1, 2005,
Elk executed an additional contract with the same principal
purchaser to sell an additional five (5) Chicago medallions being
foreclosed on essentially the same terms and conditions as
previously described.  On October 24, 2005, Elk signed an
additional contract with a different purchaser to purchase six (6)
Chicago medallions being foreclosed.  In connection with this sale,
Elk agreed to finance the entire purchase price, but the purchaser is
paying the applicable transfer tax from its own funds.  The
purchaser is also supplying its own taxi vehicles as part of this
transaction.  The financing term of the loan is a sixty (60) month
period based upon a 120 month amortization schedule with a
balloon principal payment due at the end of the sixty (60) month
period.   This purchaser is also interested in purchasing an
additional six (6) Chicago medallions being foreclosed on the same
terms and conditions. The parties are presently working on
obtaining an additional executed contract of sale.

	New Accounting Standards

          In December 2004, the Financial Accounting Standards
Board ("FASB") issued the SFAS No. 123(R), "Share-Based
Payment" ("SFAS 123(R)"), which replaced SFAS No. 123,
"Accounting for Stock-Based Compensation," and superseded
APB Opinion 25, "Accounting for Stock Issued to Employees."
SFAS 123(R) requires that all share-based payments to employees
be recognized in the financial statements based on their fair values
on the date of grant.  The Company currently uses the intrinsic
value method to measure compensation expense for stock-based
awards.  On April 14, 2005, the SEC amended the compliance
dates for SFAS 123(R), which extended the Company's required
adoption date of SFAS 123R to its fiscal third quarter in its fiscal
year ended June 30, 2006.  The Company is evaluating the
requirements of SFAS 123(R) and expects that its adoption will not
have a material impact on its financial position on results of
operations and earnings per share.

         Also in December 2004, the FASB issued Statement No.
153, "Exchanges of Nonmonetary Assets," SFAS No. 153 which
addresses the measurement of exchanges of non-monetary assets
and eliminates the exception from fair value measurement for
nonmonetary exchanges of similar productive assets and replaces it
with an exception for exchanges that do not have commercial
substance.  SFAS No. 153 is effective for nonmonetary asset
exchanges occurring in fiscal periods beginning after June 15,
2005, with earlier application permitted.  The adoption of SFAS
No. 153 will have no impact on the Company's results of
operations or its financial position.

         In June 2005, the FASB issued Statement No. 154,
"Accounting Changes and Error Corrections," ("SFAS No. 154")
which changes the requirements for accounting for and reporting
of a change in accounting principle.  SFAS No. 154 requires
retrospective application to prior periods' financial statements of a
voluntary change in accounting principle unless it is impracticable.
SFAS No. 154 also requires that a change in method of
depreciation, amortization, or depletion for long-lived, non-
financial assets be accounted for as a change in accounting
estimate that is effected by a change in accounting principle.
SFAS No. 154 is effective for accounting changes and corrections
of errors made for fiscal years beginning after December 15, 2005,
but does not change the transition provisions of any existing
accounting pronouncements, including those that are in a transition
phase as of the effective date of the Statement.  The adoption of
SFAS No. 154 will not have a material effect on results of
operations or the Company's financial position.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

          The information contained in this section should be read
in conjunction with the consolidated Financial Statements and
Notes therewith appearing in this quarterly report on Form 10-Q
and in the Company's Annual Report on Form 10-K for the year
ended June 30, 2005, filed by the Company on September 28, 2005
which is available on the Company's web site at
www.ameritranscapital.com.

Critical Accounting Policies

          In the preparation of the Company's financial statements
in conformity with accounting principles generally accepted in the
United States, management uses judgment in selecting policies and
procedures and making estimates and assumptions that affect
amounts reported and disclosed in the financial statements and
related notes. Significant estimates that the Company makes
include valuation of loans and equity investments, evaluation of
the recoverability of various receivables and the assessment of
litigation and other contingencies. The Company's ability to collect
receivables and recover the value of its loans depends on a number
of factors, including the financial condition of the debtors and its
ability to enforce provisions of its contracts in the event of
disputes, through litigation if necessary. Although the Company
believes that estimates and assumptions used in determining the
recorded amounts of net assets and liabilities at September 30,
2005 are reasonable, actual results could differ materially from the
estimated amounts recorded in the Company's financial statements.
Our key critical accounting policies are those applicable to the
valuation of loans receivable and other investments including
medallions, and contingencies from daily operations, as discussed
below:

Valuation of Loans Receivable. For loans receivable, fair value
generally approximates cost less unrealized depreciation. Overall
financial condition of the borrower, the adequacy of the collateral
supporting the loans, individual credit risks, historical loss
experience and other factors are criteria considered in quantifying
the unrealized depreciation, if any, that might exist at the valuation
date.

Equity Securities. The fair value of publicly traded corporate
equity securities is based on quoted market prices. Privately held
corporate equity securities are recorded at the lower of cost or
estimated fair value. For these non-quoted investments, the
Company reviews the financial performance of the privately held
companies in which the investments are maintained. If and when a
determination is made that a decline in fair value below the cost
basis is other than temporary, the related investment is written
down to its estimated fair value.

Assets Acquired in Satisfaction of Loans. Assets acquired in
satisfaction of loans are carried at the lower of the net value of the
related foreclosed loan or the estimated fair value less cost of
disposal. Losses incurred at the time of foreclosure are charged to
the unrealized depreciation on loans receivable. Subsequent
reductions in estimated net realizable value are charged to
operations as losses on assets acquired in satisfaction of loans.
Medallions.  The Company obtained medallions through
foreclosure of loans and the value of such medallions are carried at
the lower of the net value of the related foreclosed loans or the fair
market value of the medallions.  The medallions are being treated
as having indefinite lives, therefore, the assets are not being
amortized.  However, the Company periodically tests their carrying
value for impairment.

Contingencies.  The Company is subject to legal proceedings in
the course of its daily operations from enforcement of its rights in
disputes pursuant to the terms of various contractual arrangements.
In this connection, the Company assesses the likelihood of any
adverse judgment or outcome to these matters as well as a potential
range of probable losses.  A determination of the amount of reserve
required, if any, for these contingencies is made after careful
analysis of each individual issue.  The required reserves may
change in the future due to new developments in each matter or
changes in approach, such as a change in settlement strategy in
dealing with these matters.
General

	Ameritrans acquired Elk on December 16, 1999 in a share
for share exchange. Elk is licensed by the Small Business
Administration (SBA) to operate as a Small Business Investment
Company (SBIC) under the Small Business Investment Act of
1958, as amended (the "1958 Act"). Both Ameritrans and Elk are
registered as investment companies under the Investment
Company Act of 1940.

	Elk makes loans to and investments in businesses that
qualify under SBA regulations for funding under the Small
Business Investment Act of 1958, as amended.  Elk's primary
lending activity is to originate and service loans collateralized by
the cities of New York, Boston, Chicago and Miami taxicab
medallions. Elk also makes loans and investments in other
diversified businesses.  At September 30, 2005, 74% of Elk's loan
portfolio consisted of loans secured by taxi medallions and 26%
consisted of loans to other diversified businesses.

	From inception through April 2002, Ameritrans' only
activity had been the operations of Elk. In May 2002, Ameritrans
began making loans to businesses using the proceeds raised from a
public offering, which was completed in April 2002.  Since July
2002 Ameritrans has been making equity investments.

	Elk has six (6) wholly-owned subsidiaries: EAF Holding
Corporation, EAF Enterprises LLC, Medallion Auto Management
LLC, EAF Leasing LLC, EAF Leasing II LLC and EAF Leasing
III LLC.

	EAF Holding Corporation was formed in 1992, and its sole
activity is owning and operating certain real estate assets acquired
in satisfaction of loans. EAF Enterprises LLC was formed in June
2003 to take title to some of the Company's remaining Chicago
foreclosure medallions, and to thereafter lease them to taxi drivers
on a 36-month lease.  Medallion Auto Management LLC was
formed in June 2003 to own taxi vehicles used primary in
conjunction with EAF Enterprises LLC's taxi medallion leasing
operation.  In order to lease the medallions, Medallion Auto
Management LLC was formed to purchase taxi vehicles and lease
the vehicles to the operators whereby each operator will own the
vehicle for a nominal payment at the end of the term of the lease,
or have an option to purchase the vehicle for its then unamortized
cost.  EAF Leasing LLC, EAF Leasing II LLC and EAF Leasing
III LLC were formed to take title to approximately 35 foreclosed
medallions and lease them to large medallion operators.
Results of Operations for the Three Months Ended September
30, 2005 and 2004
Total Investment Income

	The Company's interest income for the three months ended
September 30, 2005 increased $20,726 or 2% to $1,149,783 as
compared to the three months ended September 30, 2004, as a
result of an increase in the loan portfolio which was partially offset
by a decrease in average interest rates charged on new and
modified loans.
Operating Expenses

	Interest expense for the three months ended September 30,
2005 increased $157,117, or 41%, to $539,273 as compared to the
three months ended September 30, 2004, due to higher interest
rates charged on outstanding bank borrowing as well as higher
outstanding banks notes payable. Salaries and employee benefits
increased $13,574, or 5%, as compared to the similar period in the
prior year.  These increases resulted primarily from increases
specified in certain officers' employment agreements as well as
commissions paid to an employee.  Professional fees decreased
$65,752, or 48%, as compared to the comparable period in the
prior year, due primarily to a reduction in Chicago legal fees.
Foreclosure expenses decreased $2,792 or 56% and write off and
depreciation of interest and loans receivable decreased $65,670, or
65%, as compared to the similar quarter in the prior year.  Both of
these decreases reflect the reduction of foreclosures of Chicago
medallion loans. Other administrative expenses increased $36,321
or 15% as compared to the similar period in the prior year, due
primarily to an increase in Chicago service fees and computer
expense.

Net Income (Loss)

	Net income decreased from $84,712 for the three months
ended September 30, 2004 to $8,944 for the three months ended
September 30, 2005.  The decrease in net income between the
periods was attributable primarily to an increase in interest expense
only partially offset by an increase in interest income. Dividends
for Participating Preferred Stock were unchanged at $84,375 for
the three months ended September 30, 2005 and 2004.

Financial Condition at September 30, 2005 and 2004

Balance Sheet and Reserves

	Total assets decreased by $483,105 as of September 30,
2005 from $57,886,595 as of June 30, 2005. This decrease was
primarily due to lower outstanding loans receivable. In addition,
Elk's proceeds from notes payable from banks for the quarter were
$500,000 versus $620,000 in repayments made on notes payable
from banks. This resulted in a $120,000 decrease in its short-term
bank borrowings.

Liquidity and Capital Resources

	The Company has funded its operations through private and
public placements of its securities, bank financing, the issuance to
the SBA of its subordinated debentures and internally generated
funds.

	On July 29, 2005, Ameritrans commenced a private
offering of Common Stock with warrants to "accredited investors,"
as that term is defined in Rule 501 of Regulation D promulgated
under the 1933 Act (the "Offering").  The shares of Common Stock
are offered at a price no less than book value as of the date of the
offering.  For every four (4) shares of Common Stock purchased,
the Company will issue to the investor one (1) warrant, exercisable
for five (5) years from the date of issuance, to purchase one (1)
share of Common Stock of the Company at an exercise price equal
to 110% of the purchase price of the Shares.  On October 26, 2005,
the Company extended the Offering until January 25, 2006.  The
Offering was approved by the requisite vote of shareholders on July
21, 2005.

	On April 24, 2002, Ameritrans completed a public offering
of 300,000 units, consisting of one share of Common Stock, one
share of 9 3/8% cumulative participating redeemable Preferred
Stock, face value $12.00, and one redeemable Warrant exercisable
into one share of Common Stock. The gross proceeds from the sale
were $5,700,000 less offering expenses of approximately
$1,704,399. A portion of the proceeds was used temporarily to
reduce bank and SBA indebtedness. Ameritrans also used part of
the proceeds to start its own loan portfolio.

	At September 30, 2005, 71% of Elk's indebtedness was
represented by indebtedness to its banks and 29% by debentures
issued to the SBA with fixed rates of interest plus user fees
resulting in rates ranging from 5.17% to 5.3125%. Elk currently
may borrow up to $40,000,000, $10,349,348 of which was
available for draw down as of September 30, 2005 under its
existing lines of credit, subject to limitations imposed by its
borrowing base agreement with its banks and the SBA, the
statutory and regulatory limitations imposed by the SBA and the
availability of funds. In addition, during January 2002, the
Company and the SBA entered into an agreement whereby the
SBA committed to reserve debentures in the amount of
$12,000,000 to be issued to the Company on or prior to September
30, 2006. In July and December 2002, new debentures payable to
the SBA were drawn from the reserved pool of $12,000,000 in the
amount of $2,050,000 and $3,000,000, respectively. The interim
interest rates assigned were 2.351% and 1.927%, respectively,
subsequently adjusted to long term fixed rates of 4.67% and
4.628% determined on the pooling dates of September 25, 2002
and March 26, 2003, respectively. On September 15, 2003 and
February 17, 2004, two new debentures payable to the SBA were
drawn in the amount of $5,000,000 and $1,950,000, respectively.
Interim interest rates assigned were 1.682% and 1.595%,
respectively, subsequently adjusted to the long term fixed rate of
4.12% on the pooling date of March 24, 2004. In addition to the
fixed rates, there is an additional annual SBA user fee on each
debenture of 0.87% per annum making the rates 5.54%, 5.498%
and 4.99% before applicable amortization of points and fees.  The
draw down in February 2004 was the final draw from the
$12,000,000 commitment.

	Loan amortization and prepayments also provide a source
of funding for Elk. Prepayments on loans are influenced
significantly by general interest rates, economic conditions and
competition.

	Like Elk, Ameritrans will distribute at least 90% of its
investment company taxable income and, accordingly, will
continue to rely upon external sources of funds to finance growth.
In order to provide the funds necessary for expansion, management
expects to raise additional capital and to incur, from time to time,
additional bank indebtedness and (if deemed necessary) to obtain
SBA loans. There can be no assurances that such additional
financing will be available on acceptable terms.
New Accounting Standards

	In December 2004, the Financial Accounting Standards
Board ("FASB") issued the SFAS No. 123(R), "Share-Based
Payment" ("SFAS 123(R)"), which replaced SFAS No. 123,
"Accounting for Stock-Based Compensation," and superseded
APB Opinion 25, "Accounting for Stock Issued to Employees."
SFAS 123(R) requires that all share-based payments to employees
be recognized in the financial statements based on their fair values
on the date of grant.  The Company currently uses the intrinsic
value method to measure compensation expense for stock-based
awards.  On April 14, 2005, the SEC amended the compliance
dates for SFAS 123(R), which extended the Company's required
adoption date of SFAS 123R to its fiscal third quarter in its fiscal
year ended June 30, 2006.  The Company is evaluating the
requirements of SFAS 123(R) and expects that its adoption will not
have a material impact on its financial position on results of
operations and earnings per share.

	Also in December 2004, the FASB issued Statement No.
153, "Exchanges of Nonmonetary Assets," SFAS No. 153 which
addresses the measurement of exchanges of non-monetary assets
and eliminates the exception from fair value measurement for
nonmonetary exchanges of similar productive assets and replaces it
with an exception for exchanges that do not have commercial
substance.  SFAS No. 153 is effective for nonmonetary asset
exchanges occurring in fiscal periods beginning after June 15,
2005, with earlier application permitted.  The adoption of SFAS
No. 153 will have no impact on the Company's results of
operations or its financial position.

	In June 2005, the FASB issued Statement No. 154,
"Accounting Changes and Error Corrections," ("SFAS No. 154")
which changes the requirements for accounting for and reporting
of a change in accounting principle.  SFAS No. 154 requires
retrospective application to prior periods' financial statements of a
voluntary change in accounting principle unless it is impracticable.
SFAS No. 154 also requires that a change in method of
depreciation, amortization, or depletion for long-lived, non-
financial assets be accounted for as a change in accounting
estimate that is effected by a change in accounting principle.
SFAS No. 154 is effective for accounting changes and corrections
of errors made a fiscal years beginning after December 15, 2005,
but does not change the transition provisions of any existing
accounting pronouncements, including those that are in a transition
phase as of the effective date of the Statement.  The adoption of
SFAS No. 154 will not have a material effect on results of
operations or the Company's financial position.

ITEM 3. QUANTITATIVE AND QUALITATIVE
DISCLOSURE ABOUT MARKET RISK

	We maintain disclosure controls and procedures that are
designed to ensure that information required to be disclosed in our
Exchange Act reports is recorded, processed, summarized and
reported within the time periods specified in the Commission's
rules and forms, and that such information is accumulated and
communicated to our management to allow timely decisions
regarding required disclosure based closely on the definition of
"disclosure controls and procedures" in Rule 13a-15(e)
promulgated under the Exchange Act. In designing and evaluating
the disclosure controls and procedures, management recognized
that any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the
desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

	The Company's business activities contain elements of risk.
The Company considers the principal types of risk to be
fluctuations in interest rates and portfolio valuations. The
Company considers the management of risk essential to conducting
its businesses. Accordingly, the Company's risk management
systems and procedures are designed to identify and analyze the
Company's risks, to set appropriate policies and limits and to
continually monitor these risks and limits by means of reliable
administrative and information systems and other policies and
programs.

	The Company values its portfolio of loans and investments
at fair value as determined in good faith by the Company's Board
of Directors in accordance with the Company's valuation policy.
Unlike certain lending institutions, the Company is not permitted
to establish reserves for loan losses. Instead, the Company must
value each individual investment and portfolio loan on a quarterly
basis. The Company records unrealized depreciation on
investments and loans when it believes that an asset has been
impaired and full collection is unlikely. Without a readily
ascertainable market value, the estimated value of the Company's
portfolio of investments and loans may differ significantly from
the values that would be placed on the portfolio if there existed a
ready market for the investments and loans. The Company adjusts
the valuation of the portfolio of loans and investments quarterly to
reflect the Board of Directors' estimate of the current fair value of
each investment and loan in the portfolio. Any changes in
estimated fair value of loans are recorded in the Company's
balance sheet as unrealized depreciation on loans receivable and
also in the Company's statement of operations as write off and
depreciation on interest and loans receivable.  Any changes in
estimated fair value of investments are recorded in the Company's
balance sheet as accumulated other comprehensive loss.

	In addition, the illiquidity of our investments and loan
portfolio may adversely affect our ability to dispose of investments
or loans at times when it may be advantageous for us to liquidate
such investments or loans. Also, if we were required to liquidate
some or all of these items in the portfolio, the proceeds of such
liquidation might be significantly less than the current value of
such investments or loans. Because we borrow money to make
loans and investments, our net operating income is dependent upon
the difference between the rate at which we borrow funds and the
rate at which we loan and invest these funds. As a result, there can
be no assurance that a significant change in market interest rates
will not have a material adverse effect on our interest income. As
interest rates rise, our interest costs increase, decreasing the net
interest rate spread we receive and thereby adversely affect our
profitability. Although we intend to continue to manage our
interest rate risk through asset and liability management, including
the use of interest rate swaps, general rises in interest rates will
tend to reduce our interest rate spread in the short term.

ITEM 4. CONTROLS AND PROCEDURES

	The Company maintains disclosure controls and procedures
as defined under the Securities Exchange Act Rule 13a-15(e), that
are designed to ensure that information required to be disclosed in
our periodic reports filed pursuant to the rules promulgated under
the Exchange Act are recorded, processed, summarized and
reported within the time periods specified in the SEC's rules and
forms and that such information is accumulated and communicated
to our management including our Chief Executive Officer (also
acting as Chief Financial Officer), to allow timely decisions
regarding required disclosure.  In designing and evaluating the
disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the
desired control objectives.  As of the end of the period covered by
this report, we carried out an evaluation, under the supervision and
with the participation of our management, including our Chief
Executive Officer (also acting as Chief Financial Officer), of the
effectiveness of the design and operation of our disclosure controls
and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the
Exchange Act. Based on that evaluation, the Company concluded
that, as of the end of the period covered by this report, our
disclosure controls and procedures are effective in timely
communicating the material information required to be included in
our periodic SEC filings.

	There were no changes to the Company's internal controls
over financial reporting  as defined in Rule 13a-15(f) of the
Exchange Act that occurred during our most recently completed
fiscal quarter that materially affected, or is reasonably likely to
materially affect our internal control over financial reporting.

IMPORTANT FACTORS RELATING TO FORWARD-LOOKING STATEMENTS

Cautionary Note Regarding Forward-Looking Statements

	This report, including, but not limited to, "Management's
Discussion and Analysis of Financial Condition and Results of
Operations," may contain certain forward-looking statements
within the meaning of the federal securities laws.  Some of the
forward-looking statements can be identified by the use of
forward-looking words. When used in this report, statements which
are not historical in nature, including the words "anticipate,"
"may," "estimate," "should," "seek," "expect," "plan," "believe,"
"intend," and similar words, or the negatives of those words, are
intended to identify forward-looking statements. Statements which
also contain a projection of revenues, earnings (loss), capital
expenditures, dividends, capital structure or other financial terms
are intended to be forward-looking statements.

	The Private Securities Litigation Reform Act of 1995
provides a 'safe harbor' for forward-looking statements so long as
those statements are identified as forward-looking and are
accompanied by meaningful cautionary statements identifying
important factors that could cause actual results to differ materially
from those projected in such statements. In connection with certain
forward-looking statements contained in this Form 10-Q and those
that may be made in the future by or on behalf of Ameritrans,
Ameritrans notes that there are various factors that could cause
actual results to differ materially from those set forth in any such
forward-looking statements. The forward looking statements
contained in this Form 10-Q were prepared by management and
are qualified by, and subject to, significant business, economic,
competitive, regulatory and other uncertainties and contingencies,
all of which are difficult or impossible to predict and many of
which are beyond the control of Ameritrans. Accordingly, there
can be no assurance that the forward-looking statements contained
in this Form 10-Q will be realized or that actual results will not be
significantly higher or lower.  Readers of this Form 10-Q should
consider these facts in evaluating the information contained herein.
In addition, the business and operations of Ameritrans are subject
to substantial risks which increase the uncertainty inherent in the
forward-looking statements contained in this Form 10-Q. The
inclusion of the forward-looking statements contained in this Form
10-Q should not be regarded as a representation by Ameritrans or
any other person that the forward-looking statements contained in
this Form 10-Q, will be achieved. In light of the foregoing, readers
of this Form 10-Q are cautioned not to place undue reliance on the
forward-looking statements contained herein. These risks and
others that are detailed in this Form 10-Q and other documents that
Ameritrans files from time to time with the Commission, including
quarterly reports on Form 10-Q and any current reports on Form 8-
K must be considered by any investor or potential investor in
Ameritrans.



PART II. OTHER INFORMATION
INFORMATION INCORPORATED BY REFERENCE. Certain
information previously disclosed in Part I of this quarterly report
on Form 10-Q are incorporated by reference into Part II of this
quarterly report on Form 10-Q.

Item 1. Legal Proceedings

The Company is not currently a party to any material legal
proceeding. From time to time, the Company is engaged in various
legal proceedings incident to the ordinary course of its business. In
the opinion of the Company's management and based upon the
advice of legal counsel, there is no proceeding pending, or to the
knowledge of management threatened, which in the event of an
adverse decision would result in a material adverse effect on the
Company's results of operations or financial condition.

Item 2 Changes in Securities and Use of Proceeds

None

Item 3 Default upon Senior Securities

None

Item 4 Submission of Matters to a Vote of Security Holders

As previously disclosed in Part I of this quarterly report on Form
10-Q are incorporated by reference into Part II of this quarterly
report on Form 10-Q.

ITEM 6-- Exhibits and Reports on Form 8-K

The Exhibits filed as part of this report on Form 10-Q are listed on
the Exhibit Index immediately preceding such Exhibits, which
Exhibit index is incorporated by reference.

Exhibit Index

(a) Exhibits

10.1	Letter Agreement between Israel Discount Bank of New
York and Elk dated November 1, 2005 extending the line
of credit.

10.2	Promissory Note dated November 1, 2005 between
Ameritrans and Bank Leumi USA and Letter Agreement dated
November 1, 2005 between aforementioned parties.

31.1	Certification of the Chief Executive and Chief Financial
Officer of the Company pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.

32.1	Certification of the Chief Executive and Chief Financial
Officer of the Company pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K

On October 18, 2005, the Company filed a current report on Form
8-K reporting under Item 8.01 that the Company issued a press
release announcing the Company's completion of interest rate
swaps.

On September 29, 2005 the Company filed a current report on
Form 8-K, reporting under items 2.02 and 9.01 that the Company
issued a press release announcing the Company's results for the
fourth quarter and fiscal year ending June 30, 2005.

(All other items of Part II are inapplicable)


AMERITRANS CAPITAL CORPORATION

SIGNATURES

Pursuant to the requirements 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.

AMERITRANS CAPITAL CORPORATION

Dated:  November 14, 2005

	By: /s/ Gary C. Granoff
	Gary C. Granoff
	President, Chief Executive Officer and
	Chief Financial Officer


































2


3

EX-10

                                                                   Exhibit 10.1

                                                            November 1, 2005


Mr. Gary Granoff
Elk Associates Funding Corp.
747 Third Avenue
New York, NY 10017

Dear Gary:

We are pleased to confirm that we hold available a line of credit for Elk
Associates Funding Corp. in the amount of $16,000,000.

Credit availability under this line is subject to the receipt of and continuing
satisfaction with current financial and other information which current
information is to be furnished by you to the Bank as we may, from time to time,
require.

The line of credit expires on January 31, 2006.

As in the past, the line of credit may be withdrawn at the Bank's sole
discretion at any time.

If you have any questions, please call me.

                                               Very truly yours,

                                               /s/ Robert J. Fainelli

                                               Robert J. Fainelli
                                               First Vice President


ISRAEL DISCOUNT BANK OF NEW YORK o MEMBER FDIC
511 FIFTH AVE. NEW YORK, NY 10017-4997 o TEL: (212) 551-8500

EX-10

                                                                Exhibit 10.2


                                        November 1, 2005

Elk Associates Funding Corporation ("Borrower")
747 Third Avenue, 4th Floor
New York, New York 10017

Attn: Mr. Gary Granoff, President

Dear Mr. Granoff:

      Reference is made to promissory note dated November 1, 2005 in the
principal amount of $8,000,000.

      You have agreed that for good and valuable consideration including but not
limited to the extension and increase of credit accommodations to Borrower, in
the amount of $8,000,000, that letter agreement dated January 20, 1998 shall
continue to be in full force and effect with respect to credit accommodations
now or in the future outstanding to Borrower.

      You have agreed that the first paragraph of such letter is modified to
      provide as follows:

      "In order to induce you to make and/or continue loans for the account of
      the undersigned pursuant to Promissory Note (Grid) dated November 1, 2005
      as such note is hereafter modified, extended, renewed or replaced with
      other notes, the Borrower will, and will cause each affiliate and
      subsidiary (to the extent applicable) to:"

      Please confirm your agreement to the foregoing by signing and returning a
copy of this letter to the undersigned.

                                              Very truly yours,

                                              BANK LEUMI USA


                                              By: /s/ Iris Schechter
                                                  --------------------------
                                                  Iris Schechter, Vice President

Consented and Agreed to:

ELK ASSOCIATES FUNDING CORPORATION


By: /s/ Gary Granoff
    -----------------------
    Gary Granoff, President


By: /s/ Silvia Mullens
    ----------------------------------
    Silvia Mullens, Vice President









"THIS NOTE SUPERSEDES AND REPLACES THAT CERTAIN PROMISSORY NOTE (GRID) DATED
January 3, 2005 IN THE ORIGINAL PRINCIPAL AMOUNT OF $8,000,000.00."

                             PROMISSORY NOTE (GRID)

New York, N.Y. November 1, 2005                                   $8,000,000

      For Value Received, ELK ASSOCIATES FUNDING CORP. promises to pay to the
order of BANK LEUMI USA (the "Bank"), at its offices at 579 Fifth Avenue, New
York, New York, the principal sum of Eight Million Dollars ("Maximum Principal
Amount") or, if less, the aggregate unpaid principal sum of all loans made by
the Bank, in its sole discretion, to the maker of this Note from time to time.
The principal sum of each such loan shall be payable January 3, 2006.

      Within the limits of the Maximum Principal Amount, the maker may borrow,
prepay, and reborrow in the manner provided herein.

      Each loan shall bear interest (from the date of such loan), at the option
of the maker, at a rate per annum which shall be equal to (a) the rate of
interest designated by the Bank, and in effect from time to time, as its
"Reference Rate" minus 1/2% per annum, adjusted when said Reference Rate changes
(the maker acknowledges that the Reference Rate may not necessarily represent
the lowest rate of interest charged by the Bank to customers) or (b) 1 1/2% per
annum above the Libor Rate (Reserve Adjusted)* for a one, two or three month
term, as elected by the maker and calculated by the Bank, in the manner
hereinafter provided, but in no event in excess of the maximum rate permitted by
applicable law; provided, that in the event the Bank shall have determined that
by reason of circumstances affecting the Libor Rate (Reserve Adjusted) adequate
and reasonable means do not exist for ascertaining the Libor Rate (Reserve
Adjusted) for any Interest Period, the applicable rate of interest during such
Interest Period shall be equal to its Reference Rate minus 1/2% per annum
adjusted when said Reference Rate changes, but in no event in excess of the
maximum rate permitted by law; further provided that if, at the end of any
Interest Period, the maker has failed to timely notify the Bank of its election
of the choice of interest rate for or length of the next Interest Period, then
the interest rate in effect thereafter shall be at the Libor Rate (Reserve
Adjusted) plus 1 1/2% per annum for an Interest Period the length of which shall
be the same length as the immediately preceding Interest Period unless such
Interest Period would end after the stated maturity date of this Note, in which
case the Interest Period shall be of a duration equal to the next longest
Interest Period which would end prior to such scheduled maturity date, provided
further that no Libor Rate (Reserve Adjusted)-based loan shall be made less than
one month before the stated maturity date of this Note, or after the occurrence
and continuance of an Event of Default or an event which, upon notice, passage
of time or both would constitute an Event of Default.

- ----------

*     "Libor Rate" means, relative to any Interest Period (hereinafter defined)
      for loans made pursuant to this Note and which bear interest at the "Libor
      Rate (Reserve Adjusted)", the rate of interest per annum determined by the
      Bank to be the arithmetic mean (rounded upward to the next 1/16th of 1%)
      of the rates of interest per annum at which dollar deposits in the
      approximate amount of the amount of the loan to be made or continued
      hereunder by the Bank and having a maturity comparable to such Interest
      Period would be offered to the Bank in the London Interbank market at its
      request at approximately 11:00 a.m. (London time) two Business Days prior
      to the commencement of such Interest Period.

      "Libor Reserve Percentage" means, relative to any Interest Period for
      loans hereunder, the percentage (expressed as a decimal, rounded upward to
      the next 1/100th of 1%) in effect on such day (whether or not applicable
      to the Bank) under the regulations issued from time to time by the Federal
      Reserve System Board for determining the maximum reserve requirement
      (including any emergency, supplemental or other marginal reserve
      requirement) with respect to Eurocurrency funding (currently referred to
      as a "Eurocurrency Liabilities" in Regulation D of the Federal Reserve
      System Board).

      "Libor Rate (Reserve Adjusted)" means, relative to any loan to be made or
      continued hereunder for any Interest Period, the rate of interest per
      annum (rounded upwards to the next 1/16th of 1%) determined by the Bank as
      follows:

                                                         Libor Rate
                       Libor Rate        =    ---------------------------------
                   (Reserve Adjusted)          1.00 - Libor Reserve Percentage



Interest hereunder shall be payable on the last day of each Interest Period and
at maturity (whether by acceleration or otherwise). The term "Interest Period"
as used in this Note shall mean a period of one, two or three month(s), as
elected by the maker by written or facsimile notice to the Bank given not later
than 12:00 noon three Business Days prior to the commencement of an Interest
Period. No Interest Period shall extend beyond the stated maturity date of this
Note. The initial Interest Period for this Note shall begin on the day of the
initial draw down under the Note, and each subsequent Interest Period shall
begin on the last day of the immediately preceding Interest Period. The Bank
shall give notice to the maker of the interest rate determined for each Interest
Period as provided herein, and such notice shall be conclusive and binding upon
the maker for all purposes absent manifest error. The maker shall pay to the
Bank to compensate it for any loss, cost or expense that the Bank determines is
attributable to any prepayment of a loan made by the Bank to the maker using the
Libor Rate (Reserve Adjusted). Such compensation shall include an amount equal
to the excess (if any) of (i) the amount of interest that otherwise would have
accrued on the principal amount so prepaid for the period from the date of such
prepayment to the last day of the then current Interest Period for such loan at
the applicable rate of interest for such loan provided herein over (ii) the
amount of interest that otherwise would have accrued to such principal amount at
a rate per annum equal to the interest component of the amount the Bank would
have bid in The London Interbank market for dollar deposits of leading banks in
amounts comparable to such principal amount and with maturities comparable to
such period (as reasonably determined by the Bank). The term "Business Day"
shall mean any day of the year on which the Bank is open for business (as
required or permitted by law or otherwise) and on which dealings in the U.S.
dollar deposits are carried on in London, England.

      If any law, treaty, rule, regulation or determination of a court or
governmental authority or any change therein or in the interpretation or
application thereof (each, a "Change in Law") shall make it unlawful for the
Bank to make Libor Rate (Reserve Adjusted)-based loans, or to maintain interest
rates based on Libor, then in the former event, any obligation of the Bank
contained herein or in any agreement of the Bank to make available such unlawful
Libor Rate (Reserve Adjusted)-based loans shall immediately be cancelled, and in
the latter event, any such unlawful Libor Rate (Reserve Adjusted)-based loans
then outstanding shall be converted, at the Bank's option, so that interest on
the outstanding principal balance subject hereto is determined in relation to
the Reference Rate as hereinabove provided; provided however, that if any such
Change in Law shall permit any Libor Rate (Reserve Adjusted)-based loans to
remain in effect until the expiration of the Interest Period applicable thereto,
then such permitted Libor Rate (Reserve Adjusted)-based loans shall continue in
effect until the expiration of such Interest Period. Upon the occurrence of any
of the foregoing events, maker shall pay to the Bank immediately upon demand
such amounts as may be necessary to compensate the Bank for any fines, fees,
charges, penalties or other costs incurred or payable by the Bank as a result
thereof and which are attributable to any Libor Rate (Reserve Adjusted) options
made available to maker hereunder, and any reasonable allocation made by the
Bank among its operations shall be conclusive and binding upon maker.

      If any Change in Law or compliance by the Bank with any request or
directive (whether or not having the force of law) from any central bank or
other governmental authority shall:

      (A)   subject the Bank to any tax, duty or other charge with respect to
            any Libor Rate (Reserve Adjusted) options, or change the basis of
            taxation of payments to the Bank of principal, interest, fees or any
            other amount payable hereunder (except for changes in the rate of
            tax on the overall net income of the Bank); or

      (B)   impose, modify or hold applicable any reserve, special deposit,
            compulsory loan or similar requirement against assets held by,
            deposits or other liabilities in or for the account of, advances or
            loans by, or any other acquisition of funds by any office of the
            Bank; or

      (C)   impose on the Bank any other condition;

and the result of any of the foregoing is to increase the cost to the Bank of
making, renewing or maintaining any Libor Rate (Reserve Adjusted)-based loan
hereunder and/or to reduce any amount receivable by the Bank in connection
therewith, then in any such case, maker shall pay to the Bank immediately upon
demand such amounts as may be necessary to compensate the Bank for any
additional costs incurred by the Bank and/or reductions received by the Bank
which are attributable to such Libor Rate (Reserve Adjusted)-based loan. In
determining which costs incurred by the Bank and/or reductions in amounts
received by the Bank


                                      -2-


are attributable to any Libor Rate (Reserve Adjusted)-based loan made to maker
hereunder, any reasonable allocation made by the Bank among its operations shall
be conclusive and binding upon maker.

      The Bank is hereby authorized to enter on the schedule attached hereto the
amount of each loan and each payment of principal thereon, without any further
authorization on the part of the maker or any endorser or guarantor of this
Note, but the Bank's failure to make such entry shall not limit or otherwise
affect the obligations of the maker or any endorser or guarantor of this Note.
In the event that any Liabilities (as hereinafter defined) of maker to the Bank
are due at any time that the Bank receives a payment from maker on account of
this Note or any such other Liabilities of maker, the Bank may apply such
payments to amounts due under this Note or any such other Liabilities in such
manner as the Bank, in its discretion, elects, regardless of any instructions
from maker to the contrary.

      The maker and each endorser and guarantor of this Note acknowledge and
agree that the use of this form of Note is for their convenience, and there is
no obligation on the part of the Bank to make loans to the maker whatsoever.

      Interest shall be computed on the basis of a 360-day year.

      Each maker or endorser authorizes (but shall not require) the Bank to
debit any account maintained by the maker or endorser with the Bank, at any date
on which the payment of principal or of interest on any of the Liabilities is
due, in an amount equal to any unpaid portion of such payment. If the time for
payment of principal of or interest on any of the Liabilities or any other money
payable hereunder or with respect to any of the Liabilities becomes due on a day
on which the Bank's offices are closed (as required or permitted by law or
otherwise), such payment shall be made on the next succeeding business day, and
such extension shall be included in computing interest in connection with such
payment. All payments by any maker or endorser of this Note on account of
principal, interest or fees hereunder shall be made in lawful money of the
United States of America, in immediately available funds.

      All Property (as hereinafter defined) held by the Bank shall be subject to
a security interest in favor of the Bank or holder hereof as security for any
and all Liabilities. The term "Property" shall mean the balance of every deposit
account of the maker with the Bank or any of the Bank's nominees or agents and
all other obligations of the Bank or any of its nominees or agents to the maker,
whether now existing or hereafter arising, and all other personal property of
the maker (including without limitation all money, accounts, general
intangibles, goods, instruments, documents and chattel paper) which, or evidence
of which, are now or at any time in the future shall come into the possession or
under the control of or be in transit to the Bank or any of its nominees or
agents for any purpose, whether or not accepted for the purposes for which it
was delivered. The term "Liabilities" shall mean the indebtedness evidenced by
this Note and all other indebtedness, liabilities and obligations of any kind of
the maker (or any partnership or other group of which the maker is a member) to
(a) the Bank, (b) any group of which the Bank is a member, or (c) any other
person if the Bank has a participation or other interest in such indebtedness,
liabilities or obligations, whether (i) for the Bank's own account or as agent
for others, (ii) acquired directly or indirectly by the Bank from the maker or
others, (iii) absolute or contingent, joint or several, secured or unsecured,
liquidated or unliquidated, due or not due, contractual or tortious, now
existing or hereafter arising, or (iv) incurred by the maker as principal,
surety, endorser, guarantor or otherwise, and including without limitation all
expenses, including attorneys' fees, incurred by the Bank in connection with any
indebtedness, liabilities or obligations or any of the Property (including any
sale or other disposition of the Property).

      Upon the happening, with respect to any maker, endorser or guarantor of
this Note or any assets of any such maker, endorser or guarantor, of any of the
following events (each an "Event of Default"): death of the maker, endorser or
guarantor or any member of the maker, endorser or guarantor (if a partnership);
the failure to furnish the Bank with any requested information or failing to
permit inspection of books or records by the Bank or any of its agents; the
making of any misrepresentation to the Bank in obtaining credit for any of them;
dissolution (if a corporation or partnership); the making of a mortgage or
pledge; the commencement of a foreclosure proceeding; default in the payment of
principal or interest on this Note or in the payment of any other obligation of
any said maker, endorser or guarantor held by the Bank or holder hereof or in
the performance or observance of any covenant or agreement contained in the
instrument evidencing such obligation; default in the payment of principal of or
interest on any indebtedness for borrowed money owed to any other person or
entity (including any such indebtedness in the nature of a lease) or default


                                      -3-


in the performance or observance of the terms of any instrument pursuant to
which such indebtedness was created or is secured, the effect of which default
is to cause or permit any hoder of any such indebtedness to cause the same to
become due prior to its stated maturity (and whether or not such default is
waived by the holder thereof); a change in the financial condition or affairs of
any of them which in the opinion of the Bank or subsequent holder hereof
materially reduces his, their or its ability to pay all of his their or its
obligations; the suspension of business; the making of an assignment for the
benefit of creditors, or appointment of a trustee, receiver or liquidator for
the maker, endorser or guarantor or for any of his, its or their property, or
the commencement of any proceedings by the maker, endorser or guarantor under
any bankruptcy, reorganization, arrangement of debt, insolvency, readjustment of
debt, receivership, liquidation or dissolution law or statute (including, if the
maker, endorser or guarantor is a partnership, its dissolution pursuant to any
agreement or statute), or the commencement of any such proceedings without the
consent of the maker, endorser or guarantor, as the case may be, and such
proceedings shall continue undischarged for a period of 30 days; the sending of
notice of an intended bulk sale; the entry of judgments or any attachment, levy
or execution against any of his, their or its properties shall not be released,
discharged dismissed, stayed or fully bonded for a period of 30 days or more
after its entry, issue or levy, as the case may be; or the issuance of a warrant
of distraint or assertion of a lien for unpaid taxes, this Note, if not then due
or payable on demand, shall become due and payable immediately without demand or
notice and all other debts or obligations of the makers and endorsers hereof to
the Bank or holder hereof, whether due or not due and whether direct or
contingent and however evidenced, shall, at the option of the Bank or holder
hereof, also become due and payable immediately without demand or notice. After
this Note becomes due, at stated maturity or on acceleration, any unpaid balance
hereof shall bear interest from the date it becomes due until paid at a rate per
annum 3% above the rate borne by this Note when it becomes due or, if such rate
shall not be lawful with respect to the undersigned, then at the highest lawful
rate. The liability of any party to commercial paper held by the Bank or holder
hereof, other than the makers and endorsers hereof, shall remain unaffected
hereby and such parties shall remain liable thereon in accordance with the
original tenor thereof. Each maker and endorser agrees that if an attorney is
retained to enforce or collect this Note or any other obligations by reason of
non-payment of this Note when due or made due hereunder, a reasonable attorneys'
fee shall be paid in addition, which fees shall be computed as follows: 15% of
the principal, interest and all other sums due and owing to the payee or holder
or the reasonable value of the attorneys' services, whichever is greater.

      This Note shall be governed by the laws of the State of New York and shall
be binding upon the maker and each endorser and the maker's and each endorser's
heirs, administrators, successors and assigns. The maker and each endorser
hereby irrevocably consent to the jurisdiction of any New York State or Federal
court located in New York City over any action or proceeding arising out of any
dispute between the maker and each endorser and the Bank, and the maker further
irrevocably consents to the service of process in any such action or proceeding
by the mailing of a copy of such process to the maker at the address set forth
below. In the event of litigation between the Bank and the maker over any matter
connected with this Note or resulting from the transactions hereunder, the right
to a trial by jury is hereby waived by the Bank and the maker. The maker also
waives the right to interpose any set-off or counterclaim of any nature. The
Bank or any holder may accept late payments, or partial payments, even though
marked "payment in full" or containing words of similar import or other
conditions, without waiving any of its rights. No amendment, modification or
waiver of any provision of this Note nor consent to any departure by maker
therefrom shall be effective, irrespective of any course of dealing, unless the
same shall be in writing and signed by the Bank, and then such waiver or consent
shall be effective only in the specific instance and for the specific purpose
for which given.

      The rights and remedies of the Bank provided for hereunder (including but
not limited to the right to accelerate Liabilities of maker and to realize on
any security for any such Liabilities) are cumulative with the rights and
remedies of the Bank available under any other instrument or agreement or under
applicable law.

      The undersigned, if more than one, shall be jointly and severally liable
hereunder.

                                ELK ASSOCIATES FUNDING CORPORATION


                                By: /s/ Gary Granoff
                                    ------------------------------
                                    Gary Granoff, President





                                By: /s/ Margaret Chance
                                    ------------------------------
                                    Margaret Chance, Vice President
                                    and secretary

                                (Address)

                                        747 Third Avenue
                                        New York, New York 10017


Value Received

EX-31

                                  EXHIBIT 31.1
        CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
                 DISCLOSURE IN THE REGISTRANT'S QUARTERLY REPORT



I, Gary C. Granoff, President, Chief Executive Officer, and Chief Financial
Officer of Ameritrans Capital Corporation, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Ameritrans Capital
Corporation (the "report");

2. Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by the report;

3.  Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operation, and cash flows of the
registrant as of, and for, the periods presented in the report.

4.  I am responsible for establishing and maintaining disclosure controls
and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such
                disclosure controls and procedures to be designed under our
                supervision, to ensure that material information relating to the
                registrant, including its consolidated subsidiaries, is
                made known to me by others within those entities, particularly
                during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused
                such internal controls over financial reporting to be designed
                under our supervision, to provide reasonable assurance regarding
                the reliability of financial reporting and the preparation of
                financial statements for external purposes in accordance
                with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant's disclosure controls
                and procedures and presented in this report our conclusions
                about the effectiveness of the disclosure controls and
                procedures,as of the end of the period covered by this report
                based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant's internal
                control over financial reporting that occurred during the
                registrant's most recent fiscal quarter (the registrant's fourth
                fiscal quarter in the case of an annual report) that has
                materially affected, or is reasonably likely to materially
                affect, the registrant's internal control over financial
                reporting; and

5.	I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant's auditors and the audit committee
of the board of directors (or persons performing the equivalent functions):

	(a)	All significant deficiencies and material weaknesses in the design or
                operation of internal control over financial reporting which
                are reasonably likely to adversely affect the registrant's
                ability to record, process, summarize and report financial
                information; and

	(b)	Any fraud, whether or not material, that involves management or other
                employees who have a significant role in the registrant's
                internal control over financial reporting.


Dated:  November 14, 2005


                       /s/ GARY C. GRANOFF
                       --------------------------------------
                       GARY C. GRANOFF
                       PRESIDENT, CHIEF EXECUTIVE OFFICER AND
                       CHIEF FINANCIAL OFFICER

EX-32

                                                                    EXHIBIT 32.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ameritrans Capital Corporation (the
"Company") on Form 10-Q for the quarter ended September 30, 2005, as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Gary C. Granoff, President, Chief Executive Officer, and Chief Financial Officer
of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.


/s/ GARY C. GRANOFF
- ----------------------------------------------
GARY C. GRANOFF
PRESIDENT, CHIEF EXECUTIVE OFFICER, AND CHIEF FINANCIAL OFFICER
November 14, 2005