On December 31, 2008, JMP Group LLC, our wholly owned subsidiary (the "Company") entered into Amendment Number Three to Credit Agreement (the "Third Amendment"), which amends certain provisions of the Credit Agreement, dated as of August 3, 2006, by and between the Company and City National Bank (the "Lender"), as amended by Amendment Number One to Credit Agreement, dated as of December 17, 2007 and as further amended by Amendment Number Two to Credit Agreement, dated as of March 25, 2008 (collectively, the "Credit Agreement").

The Third Amendment amends the Credit Agreement, to, among other things,
(i) modify, amortize and extend certain loans available under the Credit Agreement, (ii) convert the outstanding principal amount of the revolving loans to term loans, (iii) remove and add certain financial covenants and (iv) modify the applicable interest rates.

The Third Amendment provides that the Company's outstanding revolving loans in the aggregate amount of approximately $8.7 million will be converted into a single term loan as of December 31, 2008. This term loan will be repaid in equal quarterly payments commencing on March 31, 2009 through December 31, 2013. The Third Amendment also provides that of the original $30 million, $21 million remains available under the revolving portion of the Credit Agreement and the annual interest rate provisions of the Credit Agreement are increased from the prime rate minus 1.25% to the prime rate and from LIBOR plus 1.25% to LIBOR plus 2.25%. The Lender will continue to provide revolving loans of up to $21 million through December 31, 2010, on which date the then existing revolving loans will convert into term loans. The Third Amendment provides that such term loans will be repaid in twelve equal quarterly principal payments, with the balance due on December 31, 2013.

The parties to the Third Amendment also agreed to modify the financial covenants in the Credit Agreement to remove both the minimum requirement of Net Income (as defined in the Credit Agreement) and the minimum requirement of EBITDA (as defined in the Credit Agreement). The Third Amendment also amended the Fixed Charge Coverage Ratio (as defined in the Credit Agreement) and added a new financial covenant regarding the Company's liquidity.

In connection with the Third Amendment, the Company paid to the Lender an amendment fee of $74,202.

A copy of the Third Amendment is filed as exhibit 10.1 to this report and is incorporated by reference into this Item.

The information contained in Item 1.01 of this report is incorporated by reference into this Item 2.03.

(d) Exhibits.

Exhibit No.      Description
   10.1          Amendment Number Three to Credit Agreement, dated as of December
                 31, 2008.