SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

_____________

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. ____________) 

ARBOR REALTY TR REIT

(Name of Issuer)

Common Stock                                    

(Title of Class of Securities)

038923108

(CUSIP Number)

December 31, 2005

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which 
this Schedule is filed:

X     Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)

CUSIP NO.  038923108

13G

Page  2 of 6  Pages

1.

NAMES OF REPORTING PERSONS  Systematic Financial Management, L.P.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
22-3367558

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               
(a)  
(b)  
N/A

3.

SEC USE ONLY

4.

CITIZENSHIP OR PLACE OF ORGANIZATION
Teaneck, New Jersey

NUMBER OF 
SHARES 
BENEFICIALLY 
OWNED BY 
EACH 
REPORTING 
PERSON WITH

5.

SOLE VOTING POWER
275

6.

SHARED VOTING POWER
0

7.

SOLE DISPOSITIVE POWER
275

8.

SHARED DISPOSITIVE POWER
0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
275

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
SHARES* 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.00%

12.

TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP NO.  038923108

13G

Page  3 of 6  Pages

Item 1(a).      Name of Issuer:

ARBOR REALTY TR REIT                                    

Item 1(b).      Address of Issuer's Principal Executive Offices:

333 Earle Ovington Blvd., #900, Uniondale, NY  11553

Item 2(a).      Name of Person Filing:

Michele Egeberg for Systematic Financial Management, L.P.           

Item 2(b).      Address of Principal Business Office or, if None, Residence:

300 Frank W. Burr Blvd., Glenpointe East, 7th Floor, Teaneck, NJ  07666

Item 2(c).      Citizenship:

U.S.A.                                                                                       

Item 2(d).      Title of Class of Securities:

Common Stock                                                                          

Item 2(e).      CUSIP Number:

038923108                                                                    

Item 3.  If This Statement is Filed Pursuant to Rule 13d-1(b),
or 13d-2(b) or (c), Check Whether the Person Filing is a:

(a)     Broker or dealer registered under Section 15 of the Exchange Act.

(b)     Bank as defined in Section 3(a)(6) of the Exchange Act.

(c)     Insurance company as defined in Section 3(a)(19) of the Exchange Act.
(d)     Investment company registered under Section 8 of the Investment Company 
Act.

CUSIP NO.  038923108

13G

Page  4 of 6  Pages

(e)      X An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)       An employee benefit plan or endowment fund in accordance with Rule 13d-
1(b)(1)(ii)(F);

(g)       A parent holding company or control person in accordance with Rule 13d-
1(b)(1)(ii)(G);

(h)       A savings association as defined in Section 3(b) of the Federal Deposit 
Insurance Act;

(i)       A church plan that is excluded from the definition of an investment 
company under 
Section 3(c)(14) of the Investment Company Act;

(j)       Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.  Ownership.

(a)     Amount beneficially owned:

275                                                          

(b)     Percent of class:

0.00%                                                               

(c)     Number of shares as to which such person has:

(i)     Sole power to vote or to direct the vote        275

(ii)    Shared power to vote or to direct the vote      0                   

(iii)   Sole power to dispose or to direct the disposition of   275

(iv)    Shared power to dispose or to direct the disposition of    0        

CUSIP NO.  038923108

13G

Page  5 of 6  Pages

Item 5. Ownership of Five Percent or Less of a Class.      

If this statement is being filed to report the fact that as of the date hereof 
the reporting person has 
ceased to be the beneficial owner of more than five percent of the class of 
securities, check the 
following: [ x ]

Item 6. Ownership of More than Five Percent on Behalf of Another Person

N/A

Item 7. Identification and Classification of the Subsidiary Which Acquired 
the Security Being 
Reported on by the Parent Holding Company.

N/A         

Item 8. Identification and Classification of Members of the Group.

N/A

Item 9. Notice of Dissolution of Group.

N/A

Item 10.        Certifications.

[If filed pursuant to Rule 13d-1(b)]:

By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired  
and are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the securities 
and were not acquired and are not held in connection with or as a 
participant in any transaction having that purpose or effect.

[If filed pursuant to Rule 13d-1(c)]:

By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for 
the purpose of or with the effect of changing or influencing the 
control of the issuer of the securities and were not acquired and are 
not held in connection with or as a participant in any transaction 
having that purpose or effect.

CUSIP NO.  038923108

13G

Page  6 of 6  Pages

SIGNATURE        

After reasonable inquiry and to the best of my knowledge and belief, 
I certify that the information set forth in this statement is true, 
complete and correct.

February 10, 2006
(Date)

Michele Egeberg, Mgr. of Operations
(Name/Title)

The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class 
of securities, and for any subsequent amendment containing information 
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall 
not be deemed to be "filed" for the purpose of Section 18 of the 
Securities Exchange Act of 1934 or otherwise subject to the liabilities 
of that section of the Act but shall be subject to all other provisions 
of the Act (however, see the Notes).