Summary of FIRSTCITY FINANCIAL CORP

Item 1.01 Entry into a Material Definitive Agreement.

Amendment to FirstCity Revolving Credit Agreement.

On December 12, 2008, FirstCity Financial Corporation ("FirstCity") and Bank of Scotland, as agent for the lenders and as lender, entered into Amendment No. 27 dated December 12, 2008, to the Revolving Credit Agreement dated November 12, 2004 (the "Credit Agreement") to (1) amend and restate Section 8.18(a)(i) to change the ratio of indebtedness to tangible net worth from being equal to or less than 3.0 to 1.00 to being equal to or less than 5.25 to 1.00, provided that such ratio shall reduce to 5.00 to 1.00 effective upon FirstCity's certification to the lenders, and the lenders' written approval of such certification, that FirstCity has received net proceeds ("Litigation Proceeds") from the lawsuit related to the Prudential demutualization proceeds of at least $3,500,000,
(2) amend and restate Section 8.18(a)(iii) to reduce the required tangible net worth from being equal to or greater than $85,000,000 to being equal to or greater than $50,000,000, provided that the tangible net worth requirement will be increased upon receipt of any Litigation Proceeds by the amount of the Litigation Proceeds received, and (3) revise the definition of the base rate interest so that the rate would be at least as high as the adjusted one month LIBOR Rate in effect for each day. The foregoing description of Amendment No. 27 is qualified in its entirety by reference to the full text of Amendment No. 27 attached hereto as Exhibit 10.1 and is incorporated herein by this reference.

Amendment to FirstCity Subordinated Delayed Draw Credit Agreement.

On December 12, 2008, FirstCity and BoS(USA) Inc., as agent for the lenders and as lender, entered into Amendment No. 14 dated December 12, 2008, to the Subordinated Delayed Draw Credit Agreement dated as of September 5, 2007 (the "Subordinated Credit Agreement") to (1) amend and restate Section 8.18(a)(i) to change the ratio of indebtedness to tangible net worth from being equal to or less than 3.0 to 1.00 to being equal to or less than 5.25 to 1.00, provided that such ratio shall reduce to 5.00 to 1.00 effective upon FirstCity's certification to the lenders, and the lenders' written approval of such certification, that FirstCity has received Litigation Proceeds of at least $3,500,000, (2) amend and restate Section 8.18(a)(iii) to reduce the required tangible net worth from being equal to or greater than $85,000,000 to being equal to or greater than $50,000,000,provided that the tangible net worth requirement will be increased upon receipt of any Litigation Proceeds by the amount of the Litigation Proceeds received, and (3) revise the definition of the base rate interest so that the rate would be as at least high as the adjusted one month LIBOR Rate in effect for each day. The foregoing description of Amendment No. 14 is qualified in its entirety by reference to the full text of Amendment No. 14 attached hereto as Exhibit 10.2 and is incorporated herein by this reference.

Amendment to FH Partners LLC Revolving Credit Agreement.

On December 12, 2008, FH Partners LLC, an indirect wholly-owned subsidiary of FirstCity, and Bank of Scotland, as agent for the lenders and as lender, entered into Amendment No. 7 dated December 12, 2008, to the Revolving Credit Agreement dated as of August 26, 2005 (the "FH Partners Credit Agreement") to (1) amend and restate Section 8.18A(a)(i) to change the ratio of indebtedness to tangible net worth from being equal to or less than 3.0 to 1.00 to being equal to or less than 5.25 to 1.00, provided that such ratio shall reduce to 5.00 to 1.00 effective upon FirstCity's certification to the lenders, and the lenders' written approval of such certification, that FirstCity has received Litigation Proceeds of at least $3,500,000, (2) amend and restate Section 8.18A(a)(iii) to reduce the required tangible net worth from being equal to or greater than $85,000,000 to being equal to or greater than $50,000,000,provided that the tangible net worth requirement will be increased upon receipt of any Litigation Proceeds by the amount of the Litigation Proceeds received, and (3) revise the definition of the base rate interest so that the rate would be at least as high as the adjusted one month LIBOR Rate in effect for each day. The foregoing description of Amendment No. 7 is qualified in its entirety by reference to the full text of Amendment No. 7 attached hereto as Exhibit 10.3 and is incorporated herein by this reference.

Nature of Material Relationship with Bank of Scotland.

FirstCity has had a significant relationship with Bank of Scotland and The Governor and The Company of the Bank of Scotland ("BoS-UK") and their subsidiaries since September 1997. FirstCity and its wholly-owned subsidiaries have entered into loan agreements with Bank of Scotland, BoS(USA) Inc. and BoS-UK from time to time since 1997.

Since December 2002, the Bank of Scotland has provided to FirstCity and its subsidiaries a loan facility under a revolving credit loan facility consisting of (i) a revolving acquisition loan facility providing for a maximum principal balance of loans outstanding at any time of $45,000,000, and (ii) a revolving loan facility in the maximum principal amount of $5,000,000 for corporate purposes. This facility is secured by all of the assets of FirstCity and certain of its wholly-owned subsidiaries and is guaranteed by certain of the wholly-owned subsidiaries. The outstanding balances under this facility were converted to loans under the revolving credit agreement between FirstCity and the Bank of Scotland dated November 12, 2004, which amended and restated the revolving loan facility and increased the loan facility to a maximum loan amount of $96,000,000. This revolving facility was most recently amended on August 22, 2007, to increase the maximum available commitment under the revolving credit facility from $175,000,000 to $225,000,000.

On August 26, 2005, FH Partners LLC and Bank of Scotland entered into the FH Partners Credit Agreement which provided a $50,000,000 revolving loan facility to be used to finance portfolio and asset purchases made by FH Partners LLC. The FH Partners Credit Agreement was amended on August 22, 2007, to increase the maximum loan amount under the revolving loan facility to $100,000,000. The FH Partners Credit Agreement is secured by all of the assets of FH Partners LLC. The obligations of FH Partners LLC under the FH Partners Credit Agreement are guaranteed by FirstCity and the primary wholly-owned subsidiaries of FirstCity.

On September 5, 2007, FirstCity and BoS(USA), Inc. entered into the Subordinated Credit Agreement which provides a $25,000,000 loan facility to FirstCity. This $25,000,000 loan facility can be used to finance equity investments in new ventures approved by BoS(USA) Inc. to be funded under the facility, the senior debt and equity portion of portfolio and asset purchases, to provide for the issuance of letters of credit and for working capital loans. The Subordinated Credit Agreement is secured by all of the assets of FirstCity and certain of its wholly-owned subsidiaries and is guaranteed by certain of the wholly-owned subsidiaries.

On September 21, 2004, FirstCity, FirstCity Consumer Corporation ("Consumer Corp."), FirstCity Funding LP ("Funding LP") and FirstCity Funding GP ("Funding GP"), all affiliates of FirstCity, entered into a Securities Purchase Agreement (the "2004 Securities Purchase Agreement") to sell a 31% beneficial ownership interest in Drive Financial Services, L.P. and its general partner, Drive GP LLC, to IFA Drive GP Holdings LLC ("IFA-GP"), IFA Drive LP Holdings LLC ("IFA-LP") and Drive Management LP ("MG-LP"), all affiliates of Bank of Scotland. In the 2004 Securities Purchase Agreement, FirstCity, Consumer Corp., Funding LP and Funding GP made various representations and warranties concerning
(i) their respective organizations, (ii) their power and authority to enter into the 2004 Securities Purchase Agreement and the transactions contemplated therein, (iii) the ownership of the limited partnership interests in Drive by Funding LP, (iv) the ownership of membership interests in Drive-GP by Consumer Corp., and (iv) the capital structure of Funding LP. FirstCity, Consumer Corp., Funding LP and Funding GP also agreed to indemnify BoS (USA), IFA-GP, IFA-LP and MG-LP from damages resulting from a breach of any representation or warranty contained in the 2004 Securities Purchase Agreement or otherwise made by FirstCity, Consumer Corp. or Funding LP in connection with the transaction. The indemnity obligations under the 2004 Securities Purchase Agreement survive for a maximum period of five (5) years from November 1, 2004. Neither FirstCity, Consumer Corp., Funding LP, or Funding GP is required to make any payments as a result of the indemnity provided under the 2004 Securities Purchase Agreement until the aggregate amount payable exceeds $25,000, and then only for the amount in excess of $25,000 in the aggregate; however certain representations and warranties are not subject to this $25,000 threshold. On November 1, 2004, FirstCity and certain of its subsidiaries completed the sale of a 31% beneficial

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