The information set forth in Item 8.01 hereof is incorporated herein by reference.

The shares issued and sold in the transaction described in Item 8.01 were sold in a private placement under Rule 4(2) of the Securities Act of 1933, as amended.

On April 3, 2009, the Company repurchased one million shares of outstanding Common Stock from William C. Erbey, the Company's Chairman and Chief Executive Officer, at a purchase price of $11.00 per share.

On April 6, 2009, the Company issued a press release announcing the closing on April 3, 2009 of the previously disclosed agreement to sell 5,471,500 shares of the Company's Common Stock in a private placement transaction for a price of $11.00 per share. The Company also announced in the same press release the consummation of the repurchase from the Company's Chairman of the Board and Chief Executive Officer of one million shares of the Company's Common Stock, also at a per-share price of $11.00, pursuant to a Stock Repurchase Agreement.

The foregoing description of the Stock Repurchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Stock Repurchase Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

A copy of the press release is attached as exhibit 99.1 to this Form 8-K.

(c) Exhibits:

Exhibit
  No.     Document


10.1      Stock Repurchase Agreement between FF Plaza Partners and Ocwen Financial
          Corporation, dated as of April 3, 2009.

99.1      Press release dated April 6, 2009.