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ASSIGNMENT AND ASSUMPTION AGREEMENT

Assignment and Assumption Agreement

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This Assignment and Assumption Agreement involves

MUNICIPAL MORTGAGE & EQUITY, LLC | MMA FINANCIAL, INC | MICHAEL L. FALCONE

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Title: ASSIGNMENT AND ASSUMPTION AGREEMENT
Governing Law: Maryland     Date: 6/22/2006
Industry: FSCONS     Sector: FINANC

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EXHIBIT 10.18.2

Exhibit 10.18.2

ASSIGNMENT AND ASSUMPTION AGREEMENT

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Assignment”) is made this 1st day of January, 2006 (the “Effective Date”), by and between MUNICIPAL MORTGAGE & EQUITY, LLC, a Delaware limited liability company (“Assignor”) and MMA FINANCIAL, INC., a Maryland corporation (“Assignee”) and acknowledged and consented to by MICHAEL L. FALCONE (the “Employee”).

WHEREAS, Assignor and Employee are parties to that certain Employment Agreement dated as of January 1, 2005 attached hereto as Exhibit A (the “Employment Agreement”); and

WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to assume the rights and obligations under the Employment Agreement; and

WHEREAS, Assignor desires to document Employee’s acknowledgment and agreement to this Assignment in accordance with Section 10(b) of the Employment Agreement;

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Assignment and Assumption. As of the Effective Date and in accordance with this Assignment, Assignor hereby conveys and assigns and Assignee hereby assumes all of the obligations of the ̶

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