UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 4

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(h) of the Investment Company Act of 1940

o	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1.	Name and Address of Reporting Person* (Last, First, Middle)				2.	Issuer Name and Ticker or Trading Symbol	5.	Relationship of Reporting Person(s) to Issuer (Check All Applicable)
	Leu, Jeffery, D					FirstCity Financial Corporation (FCFC)		x  Director o  10% Owner	o  Officer (give title below) o  Other (specify below)
	12700 Whitewater Drive (Street)				3.	Date of Earliest Transaction (MM/DD/YYYY)		<%=formData.OfficerRelationshipDescription%><%=formData.OtherRelationshipDescription%>
						08/03/2006	6.	Individual or Joint/Group Filing (Check Applicable Line)
	Minnetonka, MN 55343-9439 (City)         (State)        (Zip)				4.	If Amendment, Date Original Filed (MM/DD/YYYY)		x Form filed by One Reporting Person o Form filed by More than One Reporting Person
						08/07/2006

Reminder:		Report on a separate line for each class of securities beneficially owned directly or indirectly.
*		If the form is filed by more than one reporting person, see instruction 4(b)(v).

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.

Title of Security (Instr. 3)

2.

Transaction Date (MM/DD/YYYY)

2a.

Deemed Execution Date, if any. (MM/DD/YYYY)

3.

Transaction Code (Instr. 8)

4.

Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5.

Amount of Securities Beneficially Owned Following Reported Transactions(s) (Instr. 3 and 4)

6.

Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7.

Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Equity Swap

Amount

(A) or (D)

Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned   (e.g., puts, calls, warrants, options, convertible securities)

1.

Title of Derivative Security (Instr. 3)

2.

Conversion or Exercise Price of Derivative Security

3.

Transaction Date (MM/DD/YYYY)

3a.

Deemed Execution Date, if any (MM/DD/YYYY)

4.

Transaction Code (Instr. 8)

5.

Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

Code

V

Equity Swap

Amount

(A)/(D)

Option to Aquire Common Stock

$9.84

08/03/2006

A

No

5000

A

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned - Continued (e.g., puts, calls, warrants, options, convertible securities)

6.

Date Exercisable and Expiration Date (MM/DD/YYYY)

7.

Title and Amount of Underlying Securities (Instr. 3 and 4)

8.

Price of Derivative Security (Instr. 5)

9.

Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10.

Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11.

Nature of Indirect Beneficial Ownership (Instr. 4)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

08/03/2006 (1)

08/03/2016

Common Stock

5000

$0.00

0 (2)

D

Explanation of Responses:

(1)	Options are/were exercisable as follows: 25% on August 3, 2006, 25% on November 3, 2006, 25% on February 3, 2007 and 25% on May 3, 2007
(2)	An option for 5,000 shares of the Company's common stock was granted to Cargill Financial Services, Inc("Cargill")for their representation on the Company’s Board of Directors through Jeffrey Leu. Mr. Leu is an officer of Cargill and disclaims beneficial ownership of such option.

Remarks:

Richard J. Vander Woude Attorney-in-fact for Jeffrey D. Leu		8/25/2006
**Signature of Reporting Person		Date

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