Form 4

OMB APPROVAL

OMB Number: 3235-0287

Expires: February 28, 2011

Estimated average burden
hours per response...0.5

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

x 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)

Vander Woude, Richard, John
FirstCity Financial Corporation (FCFC)
o Director
o 10% Owner x Officer (give title below)
x Other (specify below)

510 N. Valley Mills Dr.

(Street)
3. Date of Earliest Transaction
(MM/DD/YYYY) Officer: Senior Vice President Other: General Counsel

06/04/2009
6. Individual or Joint/Group Filing
(Check Applicable Line)

Waco, TX 76710

(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

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

Page 2

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 acquire common stock $2.00 06/04/2009 A (1)(2) No 25000 A

Option to acquire common stock $3.06 06/04/2009 A (1)(2) No 25000 A

Option to acquire common stock $7.25 06/04/2009 A (1)(2) No 15000 A

Option to acquire common stock $11.77 06/04/2009 A (1)(2) No 8000 A

Option to acquire common stock $9.85 06/04/2009 A (1)(2) No 8000 A

Page 3

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

06/04/2009 06/01/2010 (1)(2) Common stock 25000 $0.00 25000 D

06/04/2009 12/20/2009 (1)(2) Common stock 25000 $0.00 25000 D

06/04/2009 06/01/2010 (1)(2) Common stock 15000 $0.00 15000 D

06/04/2009 (3)(4) 06/01/2010 (1)(2) Common stock 8000 $0.00 8000 D

06/04/2009 (3)(4) 06/01/2010 (1)(2) Common stock 8000 $0.00 8000 D

Explanation of Responses:

(1) This report relates to the amendment of options to purchase 25,000 shares of the issuer's common stock at an exercise price of $2.00 per share that were granted on December 1, 2000; 25,000 shares of FirstCity Financial Corporation common stock at an exercise price of $3.06 per share that were granted on December 20, 2001; 15,000 shares of FirstCity Financial Corporation common stock at an exercise price of $7.25 per share that were granted on May 13, 2004; 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $11.77 per share granted on October 25, 2005; and 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $9.85 per share granted on October 11, 2007. The amendments were entered into pursuant to a Separation Agreement, Release and Amendment to Award Agreements executed on June 4, 2009. (Continued in Footnote 2)

(2) As granted, the options were to terminate on the earlier of ten years from the grant date (eight years as to the December 20, 2001 grant), immediately upon voluntary termination or termination for cause by the issuer, or within three months after termination if by the issuer without cause. In connection with his resignation, the reporting person and the issuer agreed to amend the award agreements and options to provide that termination date of the options granted December 20, 2001 would be extended to December 20, 2009 and to amend the other options and award agreements to provide that termination date of those options would be extended to June 1, 2010. Except for such changes to the termination dates and vesting provisions (described in Footnotes 3 and 4) of the options, the terms of the options remained unchanged.

(3) This report relates to the amendment of options to purchase 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $11.77 per share granted on October 25, 2005 and 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $9.85 per share granted on October 11, 2007. As granted the options were to vest and become exercisable in four equal annual installments commencing one year from the grant date. As of the date of the amendment, options for 6,000 shares granted on October 25, 2005 were vested and exercisable and options for 4,000 shares granted on October 11, 2007 were vested and exercisable. In connection with his resignation, the reporting person and the issuer agreed that unvested options for 2,000 shares granted October 25, 2005 and 4,000 shares granted on October 11, 2007 were fully vested as of June 4, 2009. (Continued in Footnote 4)

(4) Except for such changes to the termination dates (described in Footnotes 1 and 2) and vesting provisions of the options, the terms of the options remained unchanged.

Remarks:

Richard J. Vander Woude 6/8/2009

**Signature of Reporting Person
Date

**		Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Page 4

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).

(1)	This report relates to the amendment of options to purchase 25,000 shares of the issuer's common stock at an exercise price of $2.00 per share that were granted on December 1, 2000; 25,000 shares of FirstCity Financial Corporation common stock at an exercise price of $3.06 per share that were granted on December 20, 2001; 15,000 shares of FirstCity Financial Corporation common stock at an exercise price of $7.25 per share that were granted on May 13, 2004; 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $11.77 per share granted on October 25, 2005; and 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $9.85 per share granted on October 11, 2007. The amendments were entered into pursuant to a Separation Agreement, Release and Amendment to Award Agreements executed on June 4, 2009. (Continued in Footnote 2)
(2)	As granted, the options were to terminate on the earlier of ten years from the grant date (eight years as to the December 20, 2001 grant), immediately upon voluntary termination or termination for cause by the issuer, or within three months after termination if by the issuer without cause. In connection with his resignation, the reporting person and the issuer agreed to amend the award agreements and options to provide that termination date of the options granted December 20, 2001 would be extended to December 20, 2009 and to amend the other options and award agreements to provide that termination date of those options would be extended to June 1, 2010. Except for such changes to the termination dates and vesting provisions (described in Footnotes 3 and 4) of the options, the terms of the options remained unchanged.
(3)	This report relates to the amendment of options to purchase 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $11.77 per share granted on October 25, 2005 and 8,000 shares of FirstCity Financial Corporation common stock at an exercise price of $9.85 per share granted on October 11, 2007. As granted the options were to vest and become exercisable in four equal annual installments commencing one year from the grant date. As of the date of the amendment, options for 6,000 shares granted on October 25, 2005 were vested and exercisable and options for 4,000 shares granted on October 11, 2007 were vested and exercisable. In connection with his resignation, the reporting person and the issuer agreed that unvested options for 2,000 shares granted October 25, 2005 and 4,000 shares granted on October 11, 2007 were fully vested as of June 4, 2009. (Continued in Footnote 4)
(4)	Except for such changes to the termination dates (described in Footnotes 1 and 2) and vesting provisions of the options, the terms of the options remained unchanged.

Richard J. Vander Woude		6/8/2009
**Signature of Reporting Person		Date