ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On February 6, 2013, the Small Business Administration (the "SBA") committed to reserve leverage in the form of debentures in an amount equal to $15.0 million (the "Commitment") to Freshstart Venture Capital Corp. ("Freshstart"), a wholly-owned subsidiary of Medallion Financial Corp. Freshstart accepted the Commitment on February 13, 2013 and paid to the SBA a leverage fee in the amount of $150,000.00. The remaining portion of the leverage fee in the amount of $300,000.00 will be deducted pro rata as Freshstart draws from the Commitment proceeds. Freshstart can draw from the Commitment proceeds, in whole or in part, until September 30, 2017, the Commitment's expiration date.

The foregoing description of the Commitment is qualified in its entirety by reference to the Commitment, which is attached as an exhibit hereto and is incorporated herein by reference in its entirety.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No. Description 10.1 Commitment Letter, dated February 6, 2013, by the Small Business Administration to Freshstart Venture Capital Corp., accepted and agreed to by Freshstart Venture Capital Corp. on February 13, 2013.

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