<PAGE>
                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                   (Mark one)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002

                                       or

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                         Commission File Number: 0-20677

                           FIRSTCITY LIQUIDATING TRUST
             (Exact name of registrant as specified in its charter)

                             Texas                            06-6414468
               (State or other jurisdiction of             (I.R.S. Employer
               incorporation or organization)             Identification No.)

           1001 Fannin, Suite 505, Houston, Texas                77002
          (Address of principal executive offices)             (Zip Code)

       Registrant's telephone number, including area code: (713) 651-7841

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X   No
                                      ---    ---

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: As of March 31, 2002, 2,454,310
units of Class B Beneficial Interests and 725,729 units of Class C Beneficial
Interests were outstanding.




<PAGE>
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

This Form 10-Q may include "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The opinions, forecasts,
projections, guidance or other statements other than statements of historical
fact, are forward-looking statements. These statements are based upon
assumptions that are subject to change and other risks. Although the Trust
believes that the expectations reflected in such forward-looking statements are
reasonable, it can give no assurance that such expectations will prove to have
been correct. Certain risks and uncertainties inherent in the Trust's business
are set forth in the filings of the Trust with the Securities and Exchange
Commission.

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                  FIRSTCITY LIQUIDATING TRUST AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION
                             (DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                               MARCH 31,     DECEMBER 31,
                                                                                 2002            2001
                                                                              ----------     ------------
                                                                             (Unaudited)
<S>                                                                           <C>             <C>
               Assets, at estimated fair value
               -------------------------------
Cash and cash equivalents ..............................................      $    3,123      $    3,265
Trust assets, net ......................................................          35,383          35,316
                                                                              ----------      ----------
       Total assets ....................................................          38,506          38,581
                                                                              ----------      ----------

               Less liabilities at face or estimated amount
               --------------------------------------------
Payables and accrued liabilities .......................................           1,606           1,681
                                                                              ----------      ----------
       Total liabilities ...............................................           1,606           1,681
                                                                              ----------      ----------
Commitments and contingencies ..........................................              --              --

               Trust net asset value attributable to:
               --------------------------------------
Class "B" Certificate, 2,454,310 units outstanding .....................          36,900          36,900
Class "C" Certificate, 725,729 units outstanding .......................              --              --
                                                                              ----------      ----------
       Total net asset value ...........................................      $   36,900      $   36,900
                                                                              ==========      ==========
</TABLE>

                    CONSOLIDATED STATEMENTS OF OPERATIONS AND
                    CHANGES IN NET ASSET VALUE IN LIQUIDATION
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                              THREE MONTHS ENDED MARCH 31,
                                                                              ----------------------------
                                                                                 2002             2001
                                                                              ----------       -----------
<S>                                                                           <C>              <C>
Changes in fair value of trust assets ..................................      $      448       $      926
Interest income on short-term investments ..............................              14               49
Administrative expense .................................................            (462)            (621)
                                                                              ----------       ----------
       Net income ......................................................              --              354
                                                                              ----------       ----------
Net asset value, beginning of period ...................................          36,900           46,100
Distributions on Class "B" Certificate .................................              --           (2,454)
                                                                              ----------       ----------
Net asset value, end of period .........................................      $   36,900       $   44,000
                                                                              ==========       ==========
</TABLE>

See accompanying notes to consolidated financial statements.


                                       2
<PAGE>
                  FIRSTCITY LIQUIDATING TRUST AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                              THREE MONTHS ENDED MARCH 31,
                                                                                 2002              2001
                                                                              ----------       -----------
<S>                                                                           <C>              <C>
Cash flows from operating activities:
    Net income .........................................................      $       --       $      354
    Adjustments to reconcile net income to net cash provided
    by (used in) operating activities:
       Changes in fair value of trust assets ...........................            (448)            (926)
       Collections on trust assets, net of advances ....................             381            1,672
       Decrease in payables and accrued liabilities ....................             (75)            (259)
                                                                              ----------       ----------
          Net cash provided by (used in) operating activities ..........            (142)             841
                                                                              ----------       ----------

Cash flows from financing activities:
    Distributions on Class "B" Certificate .............................              --           (2,454)
                                                                              ----------       ----------
          Net cash used in financing activities ........................              --           (2,454)
                                                                              ----------       ----------
    Net decrease in cash and cash equivalents ..........................      $     (142)      $   (1,613)
    Cash and cash equivalents, beginning of period .....................           3,265            3,556
                                                                              ----------       ----------
    Cash and cash equivalents, end of period ...........................      $    3,123       $    1,943
                                                                              ==========       ==========
</TABLE>

See accompanying notes to consolidated financial statements.









                                       3
<PAGE>
                  FIRSTCITY LIQUIDATING TRUST AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                 March 31, 2002

(A)      Basis of Presentation

         The unaudited consolidated financial statements of FirstCity
Liquidating Trust (the "Trust", formerly the "Debtor") reflect, in the opinion
of management, all adjustments, consisting only of normal and recurring
adjustments, necessary to present fairly the Trust's net assets in liquidation
at March 31, 2002, and its changes in net asset value in liquidation and cash
flows for the three month periods ended March 31, 2002 and 2001.

         Management of the Trust has made certain estimates and assumptions
relating to the reporting of assets and liabilities and the disclosure of
contingent assets and liabilities to prepare these consolidated financial
statements in conformity with accounting principles generally accepted in the
United States of America. Actual results could differ from those estimates.

(B)      Trust Assets

         Trust assets are comprised of the following (dollars in thousands):

<TABLE>
<CAPTION>
                                                               March 31,        December 31,
         Estimated Gross Cash Flow by Type of Asset               2002              2001
         ------------------------------------------           ----------        ------------
                                                             (unaudited)
<S>                                                           <C>                <C>
         Borrowers' obligation on outstanding balance of:
             Performing loans ...........................     $    1,800         $    1,867
             Nonperforming loans ........................              9                 32
         Real estate and other assets ...................         38,667             38,651
                                                              ----------         ----------
             Total ......................................         40,476             40,550
                                                              ----------         ----------
             Discount required to reflect trust assets at
                  estimated fair value ..................         (5,093)            (5,234)
                                                              ----------         ----------

         Trust assets, net...............................     $   35,383         $   35,316
                                                              ==========         ==========
</TABLE>


         For each asset, estimates of income, expense and net cash flow on a
monthly basis through the expected final disposition date are prepared by
management of the Trust. The individual asset budget is developed based upon
factors which include physical inspection of the asset or the collateral
underlying the related loan, local market conditions, contractual payments or
rents, and discussions with the relevant borrower. The Trust's management and
the Portfolio Committee periodically reevaluate and revise projected monthly
cash flows on an asset by asset basis. At March 31, 2002 and December 31, 2001,
the projected monthly cash flows were discounted at 7% to reflect the Trust
assets at estimated fair value. The Trust assets are highly concentrated in
Texas.




                                       4
<PAGE>
                  FIRSTCITY LIQUIDATING TRUST AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (continued)


         On March 15, 2002, two subsidiaries of the Trust settled all existing
litigation with UIDC Management, Inc. ("UIDC") et al. The Trust and UIDC are
partners in FC Tower Property Partners, L.P., an entity which owns the First
City Tower building in Houston, Texas. The dispute between the parties traces to
a "right of first refusal" issue occurring in 1997.

         The settlement allows the Trust to market its interest in the
partnership. UIDC will retain its right of first refusal and may exercise that
right at a discount from the purchase price. The discount is equal to 50% of the
amount by which a third party offer exceeds $31 million. The Trust's share of
any sale proceeds would be $31 million plus 50% of the price in excess of $31
million. Further, if the Trust is unsuccessful in (a) obtaining a qualified
offer within fifteen months and (b) executing on a sale of the interest within
twenty-one months, its 67% interest in the partnership will be reduced to 45%
and UIDC's 33% interest will increase to 55%.

         At March 31, 2002, the partnership interest is valued at $38 million
(based on an estimated sale price of $45 million). The consolidated statement of
net assets in liquidation has never reflected any value for the Class C
Certificates, and it is highly unlikely that the Class C Certificates will have
any value.

(C)      Distribution Priorities

         The Trust is required to apply all proceeds from liquidation and
disposition of the Trust's assets first to payment of normal operating expenses.
Second, Trust proceeds totaling $188 million were distributed to FirstCity
Financial Corporation ("FirstCity") to retire the Class A Certificate in
December 1997. The third order of distribution of Trust proceeds is payments
pursuant to employment and bonus agreements with certain former employees of the
Debtor. The bonus pool and executive long-term incentive plan provides for the
payment of bonuses equal to 4.76% of additional distributions to Class B
Certificate holders and (if any) Class C Certificate holders.

         Fourth, Class B Certificate holders are entitled to distributions up to
the Pour-Over Level. The Pour-Over Level (approximately $53 million at March 31,
2002) is the liquidation preference on July 3, 1995 of the Debtor's Series B and
Series E preferred stock, less the nominal stated value of FirstCity special
preferred stock and the book value of FirstCity common stock issued to the
Series B and Series E holders, plus interest at an annual rate of 6.5% from July
3, 1995. The Pour-Over Level is reduced for distributions to Class B Certificate
holders. In the first quarter of 2001, $2.5 million, or $1.00 per Certificate,
was distributed to Class B Certificate holders and a $112,000 bonus was paid to
certain former employees of the Debtor.

         Lastly, Class C Certificate holders receive distributions, if any,
after any remaining payments to Class B Certificate holders up to the Pour-Over
Level (approximately $21.39 per unit as of March 31, 2002).


                                       5
<PAGE>
                  FIRSTCITY LIQUIDATING TRUST AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (continued)


         The ultimate amounts to be distributed to the holders of the B and C
Certificates will result from the cash flow actually realized from the
liquidation of the non-cash Trust assets (principally the partnership interest
discussed in Note B). The determination of the net asset value of the Trust in
the accompanying consolidated statements of net assets in liquidation is based
upon estimates of future cash flows. The actual cash flows and the timing of
such cash flows may vary significantly from those estimates, thus affecting the
final distributions to the Certificate holders.

(D)      Commitments and Contingencies

         The Trust is involved in various legal proceedings in the ordinary
course of business. In the opinion of management of the Trust, the resolution of
such matters will not have a material adverse impact on the consolidated
financial position, results of operations or liquidity of the Trust.

         In 1996 the FDIC closed the receiverships of the Debtor's banks and
distributed the remaining surplus of those receiverships to the Trust. In
accordance with a conveyance and indemnification agreement, the Trust is
required, among other things, to provide indemnity to the FDIC against any known
or unknown liabilities, obligations or actual expenses associated with the
receiverships, in an aggregate amount up to $10 million until the termination of
the Trust. Management of the Trust does not believe that, to the extent the
Trust is obligated to pay certain claims or expenses associated with the past
obligations of the Debtor's banks, such payments will have a material adverse
impact on the consolidated financial position, results of operations or
liquidity of the Trust.












                                       6
<PAGE>
Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations.

         The operations of the Trust for the first quarter of 2002 and 2001 are
summarized below (dollars in thousands):

<TABLE>
<CAPTION>
                                                               First Quarter        First Quarter
                                                                   2002                 2001
                                                               -------------        -------------

<S>                                                             <C>                  <C>
Changes in fair value of trust assets ......................    $      448           $      926
Interest income on short-term investments ..................            14                   49
Administrative expense .....................................          (462)                (621)
                                                                ----------           ----------
       Net income ..........................................    $       --           $      354
                                                                ==========           ==========
</TABLE>

         The estimated fair value of the Trust's assets increased $.4 million in
the first quarter of 2002 as compared to $.9 million in the first quarter of
2001. Factors which contributed to the enhancement of the net asset value of the
Trust's assets in the first quarters of 2002 and 2001 include (i) the
appreciation in value of certain assets attributable to a favorable interest
rate environment and the effect of such favorable interest rates on the
marketability of real estate and (ii) the increase in the estimated market value
of the Trust's assets that naturally occurs as the remaining life of the Trust
(and concomitantly the discount factor applied in calculating net asset value)
decreases.

         Interest income on short-term investments decreased in 2002 as compared
to 2001 because less excess funds were available.

         Administrative expense totaled $.5 million in the first quarter of 2002
as compared to $.6 million in 2001. A $112,000 bonus, based on distributions to
Class B Certificate holders, was paid to certain former employees of the Debtor
in the first quarter of 2001 as compared to no bonus paid to such employees in
2002.

         Net collections on Trust assets in the first quarter of 2002 totaled
$.4 million as compared to $1.7 million in 2001. The Class B Beneficial
Interests were valued at $36.9 million at March 31, 2002.

         Non-cash trust assets at March 31, 2002 and December 31, 2001 were
comprised of the following (dollars in thousands):


<Table>
<Caption>
                                                                 March 31,        December 31,
Estimated Gross Cash Flow by Type of Asset                         2002               2001
------------------------------------------                      ----------        ------------
<S>                                                             <C>               <C>
Borrowers' obligation on outstanding balance of:
    Performing loans .......................................    $    1,800         $    1,867
    Nonperforming loans ....................................             9                 32
Real estate and other assets ...............................        38,667             38,651
                                                                ----------         ----------
    Total ..................................................        40,476             40,550
                                                                ----------         ----------

    Discount required to reflect trust assets at
         estimated fair value ..............................        (5,093)            (5,234)
                                                                ----------         ----------

Trust assets, net ..........................................    $   35,383         $   35,316
                                                                ==========         ==========
</TABLE>


                                       7
<PAGE>
         For each asset, estimates of income, expense and net cash flow on a
monthly basis through the expected final disposition date are prepared by
management of the Trust. The individual asset budget is developed based upon
factors which include physical inspection of the asset or the collateral
underlying the related loan, local market conditions, contractual payments or
rents, and discussions with the relevant borrower. The Trust's management and
the Portfolio Committee periodically reevaluate and revise projected monthly
cash flows on an asset by asset basis. At March 31, 2002 and December 31, 2001,
the projected monthly cash flows were discounted at 7% to reflect the Trust
assets at estimated fair value. The Trust assets are highly concentrated in
Texas.

         On March 15, 2002, two subsidiaries of the Trust settled all existing
litigation with UIDC Management, Inc. ("UIDC") et al. The Trust and UIDC are
partners in FC Tower Property Partners, L.P., an entity which owns the First
City Tower building in Houston, Texas. The dispute between the parties traces to
a "right of first refusal" issue occurring in 1997.

         The settlement allows the Trust to market its interest in the
partnership. UIDC will retain its right of first refusal and may exercise that
right at a discount from the purchase price. The discount is equal to 50% of the
amount by which a third party offer exceeds $31 million. The Trust's share of
any sale proceeds would be $31 million plus 50% of the price in excess of $31
million. Further, if the Trust is unsuccessful in (a) obtaining a qualified
offer within fifteen months and (b) executing on a sale of the interest within
twenty-one months, its 67% interest in the partnership will be reduced to 45%
and UIDC's 33% interest will increase to 55%.

         At March 31, 2002, the partnership interest is valued at $38 million
(based on an estimated sale price of $45 million). The consolidated statement of
net assets in liquidation has never reflected any value for the Class C
Certificates, and it is highly unlikely that the Class C Certificates will have
any value.









                                       8
<PAGE>
PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K.

         (a) Exhibits.

         Exhibit
           No.                      Description
         -----   ---------------------------------------------------------------

         2.1(1)   Joint Plan of Reorganization for First City Bancorporation of
                  Texas, Inc., as modified, under Chapter 11 of the United
                  States Bankruptcy Code, as confirmed by the U.S. Bankruptcy
                  Court for the Northern District of Texas, Dallas Division, on
                  May 31, 1995.

         2.2(5)   Order To Extend Term of FirstCity Liquidating Trust, dated
                  June 11, 2001.

         3.1(1)   The Liquidating Trust Agreement, dated as of July 3, 1995, by
                  and between First City Bancorporation of Texas, Inc. and
                  Shawmut Bank Connecticut, National Association (subsequently
                  Fleet National Bank, now State Street Bank and Trust Company),
                  as Trustee.

         10.1(3)  Employment Agreement, effective as of July 3, 1995, by and
                  between FCLT Loans Asset Corp. and Robert W. Brown, as amended
                  May 1, 1996.

         10.2(2)  Settlement Agreement, dated as of June 22, 1994, as amended as
                  of January 30, 1995, by and among FDIC-Corporate, the
                  FDIC-Receivers and the First City Parties.

         10.3(3)  Conveyance and Indemnification Agreement, dated December 23,
                  1996, between FDIC-Corporate, the FDIC-Receivers, FCLT Loans,
                  L.P. and the Trust.

         10.4(4)  Extension of Conveyance and Indemnification Agreement, dated
                  in April 1999, between FDIC-Corporate, the FDIC-Receivers,
                  FCLT Loans, L.P. and the Trust.

-------------------------------

         (1) Filed as the exhibit indicated to the Registration Statement on
         Form 10 filed with the Securities and Exchange Commission on May 1,
         1996 and incorporated herein by reference.

         (2) Filed as the exhibit indicated to the Registration Statement on
         Form 10/A filed with the Securities and Exchange Commission on July 10,
         1996 and incorporated herein by reference.

         (3) Filed as the exhibit indicated to the Form 10-K for the fiscal year
         ended December 31, 1996 filed with the Securities and Exchange
         Commission and incorporated herein by reference.

         (4) Filed as the exhibit indicated to the Form 10-Q for the quarter
         ended March 31, 1999 filed with the Securities and Exchange Commission
         and incorporated herein by reference.

         (5) Filed as the exhibit indicated to the Form 10-Q for the quarter
         ended June 30, 2001 filed with the Securities and Exchange Commission
         and incorporated herein by reference.

         (b) Reports on Form 8-K. No report on Form 8-K was filed by the
         Registrant with the Commission during the quarterly period ended March
         31, 2002.




                                       9



<PAGE>
                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                      STATE STREET BANK AND TRUST COMPANY,
                                      as Trustee


Date: April 25, 2002                  /s/ Cauna Silva
                                      ------------------------------------------
                                      Name: Cauna Silva
                                           -------------------------------------
                                      Title: Vice President
                                            ------------------------------------




















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