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

                                    FORM 8-K

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


       Date of Report (Date of earliest event reported): May 23, 2005


                       CAPITAL ALLIANCE INCOME TRUST LTD.,
                         A REAL ESTATE INVESTMENT TRUST
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Delaware                     333-11625                  94-3240473
          --------                     ---------                  ----------
(State or other jurisdiction     (Commission File Number)      (IRS Employer
      of incorporation)                                      Identification No.)

              100 Pine Street, Suite 2450
               San Francisco, California                           94111
       ----------------------------------------                    -----
       (Address of principal executive offices)                  (Zip Code)

  Registrant's telephone number, including area code:         (415) 288-9575
                                                              --------------


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

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

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

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

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


Item 8.01      Other Events.

     On May 23, 2005, Capital Alliance Income Trust, Ltd. announced its first
quarter earnings for 2005 and the Board of Directors postponement of a decision
for the second quarter's Common share dividend and May Preferred share dividend.
A copy of the press release is attached as Exhibit 99.1.

(c) Exhibits:

    99.1       Press Release dated May 23, 2005.


                                    SIGNATURE

     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 hereunto duly authorized.

                                      CAPITAL ALLIANCE INCOME TRUST LTD.
                                      A Real Estate Investment Trust
                                      (Registrant)

Date:  May 23, 2005               By: /s/ Richard J. Wrensen
                                      --------------------------
                                      Richard J. Wrensen
                                      Executive Vice President and
                                      Chief Executive Officer




                                INDEX TO EXHIBITS

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

   99.1         Press Release dated May 23, 2005