U.S. 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


                                 March 2, 2006
                                  ------------
                                 Date of Report
                       (Date of Earliest Event Reported)


                         AMERITRANS CAPITAL CORPORATION


             (Exact name of Registrant as specified in its charter)


          Delaware                   333-63951             52-2102424
   -------------------------------      -----------         ----------------
   (State or other jurisdiction of      (Commission         (I.R.S. Employee
    incorporation or organization)        File No.)            I.D. Number)

                          747 Third Avenue, 4th Floor
                New York, New York                         10017
          ---------------------------------------           ----------
          (Address of principal executive offices           (Zip Code)

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


Check  the  appropriate  box  below  if  the  Form  8-K  filing  is  intended to
simultaneously satisfy the filing obligation of the registrant under any  of the
following provisions (see General Instruction A.2. below):

[ ]   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(17CFR240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17CFR240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17CFR240.13e-4(c))
  ------------------------------------------------------------------------------
- --






Items to be Included in this Report

Item 2.02.    Results of Operations and Financial Condition

 Ameritrans  Capital  Corporation  (the "Company") issued a press release to the
news media announcing,  the Company's final closing of its private offering.

The information furnished is not deemed  "filed"  for  purposes of Section 18 of
the Securities Exchange Act
 of 1934, as amended, is not subject to the liabilities  of  that section and is
not deemed  incorporated by reference in any filing under the  Securities Act of
1933, as amended.


A  copy  of  the  press  release  is  attached  hereto  as  Exhibit 99.1 and  is
incorporated herein by reference.


                                    SIGNATURES

  Pursuant  to  the  requirements of the Securities Exchange Act  of  1934,  the
Registrant has duly authorized and caused the undersigned to sign this Report on
the Registrant's behalf.

                                           AMERITRANS CAPITAL CORPORATION


                                           By:  /s/ Gary C. Granoff
                                              ----------------------------------
                                                Name:  Gary C. Granoff
                                                Title: President,
                                                Chief Executive Officer,
                                                Chief Financial Officer

Dated: March 2, 2006


Exhibit Index


Exhibit
Number                   Description

99.1                     Press Release dated March 2, 2006