UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2008 or [ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from ------------to------------ Commission File Number 000-25919 American Church Mortgage Company (Exact name of registrant as specified in its charter) Minnesota 41-1793975 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 10237 Yellow Circle Drive Minnetonka, MN 55343 (Address of principal executive offices) (Zip Code) (952) 945-9455 (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 a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer __ Accelerated filer __ Non-accelerated filer __ Smaller reporting company X (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at December 4, 2008 - --------------------------------------- ---------------------------------- Common Stock, $0.01 par value per share 2,472,081 shares Explanatory Note This Amendment No. 1 on Form 10-Q/A (the "Amendment") to the Quarterly Report on Form 10-Q for the period ended September 30, 2008, which was originally filed with the Securities and Exchange Commission on November 14, 2008 (the "Original Filing"), is being filed solely to refile Exhibit 31.1, which now includes the complete statutory references in paragraph 4 required by Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934. Except for the changes described above, this Amendment does not modify or update other disclosures in, or exhibits to, the Original Filing. The remainder of the Form 10-Q is unchanged and is not reproduced in this filing. This Amendment No. 1 does not reflect events occurring after the original filing date of the Form 10-Q. AMERICAN CHURCH MORTGAGE COMPANY INDEX Page No. PART II. OTHER INFORMATION Item 6. Exhibits...........................................................2 Signatures..................................................................3 Item 6. Exhibits Exhibit Number Title of Document 31.1 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: December 5, 2008 AMERICAN CHURCH MORTGAGE COMPANY By: /s/ Philip J. Myers -------------------------- Philip J. Myers Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer) 3