THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

RESOURCE AMERICA, INC. (REXI)

3/16/2006 Proxy Information

Edward E. Cohen served as Chief Executive Officer of RESOURCE AMERICA, INC. from 1988 to 2004 and President from 2000 to 2003.

B. Cohen is the spouse of Edward E. Cohen, our Chairman of the Board. D. Cohen, a son of E. and B. Cohen and brother of Jonathan Z. Cohen, our Chief Executive Officer and President, is a former officerdand director.

Relationship with Equipment Finance Partnerships. In fiscal 2005, we received fees from equipment finance investment partnerships in which we were the general partner of $2.9 million.

Relationship with Real Estate Investment Partnerships. In fiscal 2005, we received fees from real estate investment partnerships in which we were the general partner of $3.6 million. We also recorded losses of $2.2 million relating to our equity interests in these partnerships.

Relationship with Atlas America. On June 30, 2005, we completed the spin-off of Atlas America. Atlas America reimburses us for various costs and expenses incurred on its behalf, primarily payroll and rent. For fiscal 2005, these costs totaled $602,000. Certain operating expenditures totaling $111,000 that remain to be settled between us and Atlas America are reflected in our consolidated balance sheets as receivables from related parties.

Relationship with Anthem Securities. Anthem is a wholly-owned subsidiary of Atlas America and a registered broker dealer which serves as the dealer-manager of investment programs sponsored by our real estate and equipment finance businesses. In fiscal 2005, we paid Anthem $270,000 to cover certain operating and overhead costs for Anthem’s office of supervisory jurisdiction, principally licensing fees and costs, pursuant to a cost sharing agreement. In fiscal 2005, Anthem reimbursed us $653,000 of its operating expenses paid by us, principally personnel costs, pursuant to a reimbursement agreement.

Relationships with Trapeza Entities. In fiscal 2005, we received fees from Trapeza partnerships in which we were the general partner and manager of $3.2 million.

Relationship with Resource Capital Corp. In fiscal 2005, we received management fees and net equity compensation revenue of $3.2 million from Resource Capital Corp., which began operations in March 2005. In addition, we were reimbursed by Resource Capital Corp. for $631,000 of its operating expenses paid by us in fiscal 2005. We are the external manager of Resource Capital Corp. In addition, in fiscal 2005 Resource Capital Corp. paid our equipment finance subsidiary a $247,000 acquisition fee in connection with the sale to Resource Capital Corp. of $24.7 million of equipment finance assets.

Relationship with The Bancorp, Inc. We own 3.0% of the outstanding common stock of The Bancorp, Inc. Betsy Z. Cohen (“B. Cohen”) and Daniel G. Cohen (“D. Cohen”) are officers and directors of The Bancorp, Inc. B. Cohen is the spouse of Edward E. Cohen, our Chairman of the Board. D. Cohen, a son of E. and B. Cohen and brother of Jonathan Z. Cohen, our Chief Executive Officer and President, is a former officer and director.

Relationship with Ledgewood, P.C. Until April 1996, E. Cohen was of counsel to Ledgewood. We paid Ledgewood $1.0 million during fiscal 2005 for legal services rendered. E. Cohen receives certain debt service payments from Ledgewood related to the termination of his affiliation with Ledgewood and its redemption of his interest.

Relationship with Retirement Trusts. In connection with E. Cohen’s retirement in fiscal 2004, E. Cohen is receiving payments from a Supplemental Employee Retirement Plan or SERP. We have established two trusts to fund the SERP. The 1999 Trust, a secular trust, purchased 100,000 shares of the common stock of The Bancorp, Inc. The fair value of the 1999 secular trust is approximately $1.6 million at September 30, 2005.

This trust and its assets are not included in our consolidated balance sheets. However, its assets are considered in determining the amount of our liability under the SERP. The 2000 Trust, a “Rabbi Trust,” holds 123,719 shares of common stock of The Bancorp, Inc. and a loan to a limited partnership in which E. Cohen and D. Cohen own the beneficial interests. This loan was acquired for its outstanding balance of $720,000 by the 2000 Trust in April 2001 from a corporation of which E. Cohen was chairman and J. Cohen was the president. The loan balance as of September 30 2005 was $297,000. In addition, the 2000 Trust invested $1.0 million in Financial Securities Fund, an investment partnership which is managed by a corporation of which D. Cohen is the principal shareholder and a director. The carrying value of the assets in the 2000 Rabbi Trust is approximately $5.0 million at September 30, 2005.

Relationship with 9 Henmar. We own interests in the Trapeza entities that have sponsored CDO issuers and manage pools of trust preferred securities acquired by the CDO issuers. The Trapeza entities and CDO issuers were originated and developed in large part by D. Cohen. We agreed to pay his company, 9 Henmar LLC (“9 Henmar”), 10% of the fees we receive in connection with the first four Trapeza CDOs. In fiscal 2005, we received $4.8 million of such fees from these transactions and paid 9 Henmar $438,000.

Relationship with Brandywine Construction & Management, Inc. (“BCMI”). BCMI manages the properties underlying nine of the Company’s real estate loans and assets. The President of BCMI, or an entity affiliated with him, has also acted as the general partner, president or trustee of five of the borrowers. E. Cohen, the Company’s Chairman, is the chairman of BCMI and holds approximately 8% of its common stock.

Relationship with Lienholder. In September 2005, a hotel property owned by us, and previously owned by a corporation in which J. Cohen and E. Cohen had a 19% interest, was sold to an unrelated third party for cash of $332,000 and a note of $2.2 million which bears interest at a rate equal to the greater of eight percent (8%) per annum or the prime rate plus 150 basis points. The Company recorded a loss of $590,000 on the sale of this property.