EXHIBIT
10.1


AMENDMENT NO. 4 TO REVOLVING CREDIT
AGREEMENT


AMENDMENT (this “Amendment”),
dated as October 31, 2006, among FIRST CITY FINANCIAL CORPORATION, a Delaware
corporation (the “Borrower”), the financial institutions which are
parties to the Agreement hereinafter referred to (each a “Lender” and
collectively, the “Lenders”), and BANK OF SCOTLAND, as agent for the
Lenders under such Agreement (in such capacity, the “Agent”), to the
Revolving Credit Agreement, dated as of November 12, 2004, among the Borrower,
the Lenders and the Agent (the “Agreement”).


W I  T  N  E  S  S
E  T  H:


WHEREAS, the Borrower has requested that certain amendments set forth
herein be made to the Agreement;


WHEREAS, subject to the terms and conditions contained below, the Agent
and the Lenders are willing to so amend the Agreement;


NOW, THEREFORE, it is agreed:


1.             Definitions. 
All terms used herein which are defined in the Agreement (including, to
the extent any such terms are to be added or amended by this Amendment, as if
such terms were already added or amended by this Amendment, unless the context
shall otherwise indicate) shall have the same meanings when used herein unless
otherwise defined herein.  All references
to Sections in this Amendment shall be deemed references to Sections in the
Agreement unless otherwise specified.


2.             Effect of Amendment.  As used in the Agreement (including all
Exhibits thereto), the Notes and the other Loan Documents and all other
instruments and documents executed in connection with any of the foregoing, on and subsequent to the Amendment
Closing Date (as hereinafter defined), any reference to the Agreement shall
mean the Agreement as amended hereby.


3.             Amendments. 
As of the Amendment Effective Date, the Agreement is hereby amended as
follows:


(a)          Annex I.  Annex I to the Agreement is amended as follows:


(i)              by
adding the following new defintion of “Amendment Closing Date” in appropriate
alphabetical order therein:


“Amendment
Closing Date” shall mean October 31, 2006.


(ii)             by
adding the following new definition of “Cumulative Original Projected
Collections” in appropriate alphabetical order therein:


“Cumulative
Original Projected Collections” shall mean an amount equal to the sum of
all anticipated future collections on all Assets described in Final NPV Pool
Certificates delivered in connection with Asset Pools acquired on or after
January 1, 2004, as projected at the time of the delivery of, and as set forth
in, all such Final NPV Pool Certificates.



 1
 






 



(iii)            by
adding the following new definition of “Cumulative Current Recovered and
Projected Collections” in appropriate alphabetical order therein:


“Cumulative
Current Recovered and Projected Collections” shall mean, at any date of
determination, an amount equal to the sum of (x) the aggregate amount of all cash
previously collected on Assets described in Final NPV Pool Certificates
delivered in connection with Asset Pools acquired on or after January 1, 2004, plus
(y) all reasonably anticipated future collections on such Assets.


(iv)           by
restating in its entirety the definition of “Applicable Margin” therein to read
as follows:


“Applicable
Margin” shall mean, for each period from and including each Payment Date to
but excluding the following Payment Date, the applicable percentages set forth
below opposite the applicable LTV Ratio; provided, if any change to
Total Outstandings occurring during such period would otherwise result in a
higher Applicable Margin, such higher Applicable Margin shall be in effect from
the date of such change to but excluding the following Payment Date:




	
  LTV Ratio

  	
   

  	
  Applicable 

  Margin for 

  Alternate Base 

  Rate Loans

  	
   

  	
  Applicable 

  Margin for 

  Eurocurrency 

  Loans

  	
   

  
	
  Greater than
  1.00 to 2.00

  	
   

  	
  0.25

  	
  %

  	
  2.25

  	
  %

  
	
  Less than or equal to
  1.00 to 2.00

  	
   

  	
  0.00

  	
  %

  	
  2.00

  	
  %

  






 


(v)            by
restating in its entirety Clause (A) of the definition of “Borrowing Base”
therein to read as follows:


(A) the sum of (i) the amount by which the Net Present
Equity Value of all Portfolio Entities located in, or with Assets which
originated in Mexico exceeds $30,000,000, (ii) the amount by which the Net
Present Equity Value of all Portfolio Entities located in, or with Assets which
originated in Brazil exceeds $5,000,000, (iii) the amount by which the Net
Present Equity Value of all Portfolio Entities located in, or with Assets which
originated in Chile exceeds $10,000,000, (iv) the amount by which the Net
Present Equity Value of all Portfolio Entities with Assets located in, or which
originated in Argentina or Uruguay exceeds $6,000,000, (v) reserves as Agent
shall from time to time deem, in good faith to be appropriate, which is not
otherwise taken into account in determining the Net Present Value of an Asset
or the Net Present Equity Value of a Portfolio Entity, (vi) the Aggregate Net
Present Equity Value of each Portfolio Entity whose Equity Interests are owned
by any Subsidiary which has undertaken or is subject to any event described in
clauses (i) through (vii) of Section 9.8 of the Agreement, and (vii) the REO
Excess Value Adjustment, and



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(vi)           by
restating in its entirety the definition of “Eurosublimit” therein to read as
follows:


“Eurosublimit”
shall mean as to each Lender, the amount set forth opposite its name on
Schedule 2.1 under the heading “Eurosublimit” as such amount may be modified by
the provisions of any Transfer Supplement from time to time entered into and as
the same may from time to time be reduced or terminated pursuant to Section
2.6(c), Section 9 or any other Section of the Agreement.  The total of the Eurosublimits of all Lenders
as of the date hereof is $50,000,000.


(vii)          by
restating in its entirety the definition of “Letter of Credit Commitment”
therein to read as follows:


“Letter of
Credit Commitment” shall mean $40,000,000 (as the same may from time to
time be reduced pursuant to Section 2.6) less the amount, if any, by
which (A) the aggregate outstanding principal amount of Loans exceeds (B) the
amount equal to (x) the Total Loan Commitment less (y) $40,000,000 (or such
lesser amount that the fixed dollar component of this definition of “Letter of
Credit Commitment” has been reduced to pursuant to Section 2.6).


(viii)         by
restating in its entirety the definition of “Maturity Date” therein to read as
follows:


“Maturity
Date” shall mean November 12, 2010.


(ix)            by
restating in its entirety the definition of “Total Loan Commitment” therein to
read as follows:


“Total Loan
Commitment” shall mean the sum of the Loan Commitments of all of the
Lenders, as from time to time reduced pursuant to Section 2.6, which as of the
Amendment Closing Date shall be $175,000,000.


(x)             by
restating in its entirety the definition of “Working Capital Sublimit” therein
to read as follows:


“Working
Capital Sublimit” shall mean $35,000,000.


(b)          Section 2.6.              Section  2.6(a) of the Agreement is amended and
restated in its entirety to read as follows:


(a)              [Reserved]


(c)          Section 4.4.             Section 4.4 of the Agreement is
amended and restated in its entirety to read as follows:


Section 4.4             Upfront
Fee.  Borrower agrees to pay to
Agent, for the ratable account of each Lender (based upon the percentage that
each Lender’s Loan Commitment represents of the Total Loan Commitment) an
upfront fee (the “Upfront Fee”) in the amount of $460,000, on or before
the Effective Date, and 



 3
 






 



in the amount of $830,000, on or before the Amendment
Closing Date, which fee shall be due and payable in full on the Effective Date
and the Amendment Closing Date, respectively.


(d)          Section 8.18.           Section 8.18 of the Agreement is
amended as follows:


(i)              by amending and restating clause
(ii) of subsection (a) therein in its entirety to read as follows:


(ii)           maintain
a ratio of EBITDA to Interest Coverage of not less than 1.50 to 1.00 for the
four fiscal quarters then ended; and


(ii)             by adding the following new clause
(iv) to subsection (a) therein, immediately following clause (iii) therein:


(iv)          maintain
a ratio of Cumulative Current Recovered and Projected Collections to Cumulative
Original Projected Collections, of not less than 0.90 to 1.00.


(e)          Schedule 2.1.          Schedule 2.1 (Original Principal
Amount) to the Agreement is amended and restated in its entirety as set forth
in Schedule 2.1 hereto.


(f)           Exhibit G. Exhibit G (Borrowing Base Certificate) to the
Agreement is amended and restated in its entirety as set forth in Exhibit G
hereto.


4.             Representations. 
In order to induce the Agent and the Lenders to execute this Amendment,
the Borrower hereby represents, warrants and covenants to the Agent and the
Lenders as of the date hereof and (if different) as of the Amendment Closing
Date (which representations, warranties and covenants shall survive the
execution, delivery and effectiveness of this Amendment) as follows:


(a)          No Default or Event of Default exists.


(b)          Each representation and warranty made
by Borrower, each Primary Obligor, each Portfolio Entity, each Related Entity
and each other Loan Party in the Loan Documents is true and correct.


5.             Effectiveness. 
This Amendment shall become effective as of October 31, 2006 (the “Amendment
Effective Date”) when each of the following conditions have been fulfilled to
the satisfaction of the Agent (or waived by the Agent).  The first date on which all of the following
conditions have been so fulfilled (or so waived) is herein referred to as the “Amendment
Closing Date.”  If the Amendment
Closing Date shall not have occurred by the close of business (New York time)
on October 31, 2006 (or such later time or date as the Agent consents to in
writing), the provisions of this Amendment shall (except as may otherwise be
specified in this Amendment) be deemed rescinded, null and void.


(a)          Signed Copies.  The Borrower, the Lenders and the Agent shall
have executed a copy hereof and delivered the same to the Agent at 565 Fifth
Avenue, New York, New York 10017 (Attention:  Joseph Fratus) or such other place directed
by the Agent.


(b)          Guarantor’s Consent.  Each Guarantor shall have executed a
confirming consent, substantially in the form attached hereto as Annex A or
otherwise satisfactory to the Agent (a 



 4
 






 



“Confirming
Consent”), and delivered the same to the Agent at 565 Fifth Avenue, New
York, New York 10017 (Attention:  Joseph
Fratus) or such other place directed by the Agent.


(c)          No Defaults.  No Default or Event of Default shall exist.


(d)          Accuracy of Representations.  Each representation and warranty made by the
Borrower, each Primary Obligor, each Portfolio Entity, each Related Entity and
each other Loan Party in the Agreement and the other Loan Documents shall be
true and correct in all material respects as of the Amendment Closing Date with
the same effect as though made at and as of such date (except for those that
specifically speak as of a prior date).


6.             Limited Nature of Amendments.  The amendments set forth herein are limited
precisely as written and shall not be deemed to (a) be a consent by the Agent
or the Lenders to any waiver of, or modification of, any other term or
condition of the Agreement, or any of the documents referred to in any of the
foregoing or (b) prejudice any right or rights which any of the Lenders or the
Agent may now have or may have in the future under or in connection with the
Agreement, or any of the documents referred to in any of the foregoing.  Except as expressly amended hereby, the terms
and provisions of the Agreement shall remain in full force and effect.


7.             Governing Law. 
THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH,
THE LAWS OF THE STATE OF NEW YORK WITHOUT REFERENCE TO CHOICE OF LAW DOCTRINE
THAT WOULD RESULT IN THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION.


8.             Jurisdiction, Waiver of Jury Trial.  THE BORROWER HEREBY AGREES THAT ANY LEGAL
ACTION OR PROCEEDING AGAINST IT WITH RESPECT TO THIS AMENDMENT MAY BE BROUGHT
IN THE COURTS OF THE STATE OF NEW YORK LOCATED IN NEW YORK CITY OR OF THE
UNITED STATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW YORK AS THE AGENT OR
ANY LENDER MAY ELECT, and, by execution and delivery hereof, the Borrower
accepts and consents for itself and in respect to its property, generally and
unconditionally, the exclusive jurisdiction of the aforesaid courts, unless
waived in writing by the Agent and the Majority Lenders.  EACH OF THE BORROWER, THE AGENT AND THE
LENDERS HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY AND ALL
RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, OR
ARISING OUT OF, UNDER, OR IN CONNECTION WITH, THIS AMENDMENT OR ANY OTHER LOAN
DOCUMENT, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER
VERBAL OR WRITTEN), OR ACTIONS OF THE BORROWER, ANY AFFILIATE OF THE BORROWER,
THE AGENT OR ANY LENDER.  THIS PROVISION
IS A MATERIAL INDUCEMENT FOR THE AGENT AND THE LENDER ENTERING INTO THIS
AMENDMENT.


9.             Headings. 
The descriptive headings of the various provisions of this Amendment are
inserted for convenience of reference only and shall not be deemed to affect
the meaning or construction of any of the provisions hereof.


10.           Writings Only.  BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT
NO TERM OR PROVISION OF THE AGREEMENT, THE NOTES OR ANY OF THE OTHER LOAN
DOCUMENTS MAY BE CHANGED, WAIVED, SUPPLEMENTED OR OTHERWISE MODIFIED VERBALLY,
BUT ONLY BY AN INSTRUMENT IN WRITING SIGNED BY THE RELEVANT PARTIES, AS FURTHER
PROVIDED IN SECTION 12.2 OF THE CREDIT AGREEMENT.



 5
 






 



11.           Counterparts.  This Amendment may be executed in any number
of counterparts, and by the different parties on the same or separate
counterparts, each of which when so executed and delivered shall be deemed to
be an original, but all of which together shall constitute one and the same
agreement. Telecopied signatures hereto and to the Confirming Consent shall be of
the same force and effect as an original of a manually signed copy.


[Signature page
follows.]



 6
 






 



IN WITNESS WHEREOF, the parties hereto have caused
this Amendment to be duly executed and delivered by their respective duly
authorized officers.


	
   

  	
  BANK OF SCOTLAND,

  
	
   

  	
  Individually and
  as Agent

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By

  	
   

  
	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  FIRSTCITY
  FINANCIAL CORPORATION

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By

  	
   

  
	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
  Title:

  	
   

  



[Signature Page to
Amendment No. 4 to Revolving Credit Agreement]


 



 7














 


 


Annex A


CONFIRMING CONSENT


Reference
is hereby made to the foregoing Amendment (the “Amendment”) to the
Revolving Credit Agreement dated as of October 31, 2006 among the Borrower, the
Lenders and the Agent; said agreement, as amended and modified by the Amendment
and from time to time hereafter further amended or otherwise modified, the “Amended
Agreement”).


Each
Guarantor hereby consents to the terms and provisions of the Amendment and
confirms and acknowledges that:


(a)  its obligations under the Loan Documents to
which it is a party remain in full force and effect and the terms “Obligations”
and “Secured Obligations” used in such Loan Documents include all Obligations
of the Borrower under the Amended Agreement; and


(b)  its consent and acknowledgement hereunder is
not required under the terms of such Loan Documents and any failure to obtain
its consent or acknowledgment to any subsequent amendment to the Agreement or
the Amended Agreement or any of the other Loan Documents will not affect the
validity of its obligations under the aforesaid Loan Documents or any other
Loan Document, and this consent and acknowledgement is being delivered for
purposes of form only.


Capitalized
terms used herein and not otherwise defined have the same meanings as in the
Amended Agreement.  This Consent is dated
as of the Amendment Closing Date (as defined in the Amendment).


	
  FIRSTCITY COMMERCIAL
  CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FC CAPITAL CORP.

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  CONSUMER LENDING CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
				



 









 



 


	
  FIRSTCITY EUROPE CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  HOLDINGS CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  HOLDINGS CORPORATION OF MINNESOTA

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  INTERNATIONAL CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  MEXICO, INC.

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  FIRSTCITY
  SERVICING CORPORATION

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  BOSQUE ASSET
  CORP.

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
	
  BOSQUE LEASING,
  L.P.

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
	
   

  	
   

  	
   

  
					



 









 



 


	
  BOSQUE LEASING GP CORP.

  
	
   

  
	
  By:

  	
   

  	
   

  
	
   

  	
  Name: 

  	
  James C. Holmes

  
	
   

  	
  Title: 

  	
  Executive Vice
  President

  
				



 


 















 


Schedule 2.1


	
  Lender

  	
   

  	
  Revolving Credit Commitment*

  	
   

  	
  Eurosublimit*

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Bank of Scotland, acting
  through its New York branch

  	
   

  	
  $175,000,000

  	
   

  	
  $50,000,000

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Total

  	
   

  	
  $175,000,000

  	
   

  	
  $50,000,000

  







*                    Subject
to reduction in accordance with the terms and provisions of the Credit
Agreement.















 


Exhibit G


Exhibit G to the Revolving Credit
Agreement


 


FIRSTCITY FINANCIAL CORPORATION

BANK OF SCOTLAND

BORROWING BASE CERTIFICATE

FUNDING COMMITMENT RECONCILIATION

Date:


	
  I.

  	
   

  	
  AGGREGATE NET PRESENT EQUITY VALUE [ANPEV]
  

  	
   

  	
  $

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	 

	
  II.

  	
   

  	
  ADJUSTMENTS TO ANPEV PURSUANT TO LOAN AGREEMENT

  	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
  1

  	
   

  	
  Balance of CFSC/Holdings Loan Agreement
  [Borrowing Base Definition (A)(i)]

  	
  $

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  2

  	
   

  	
  Latin American Concentration Tests[BB Definition
  (A)(ii),(iii),(iv) and (v)]

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  NPEV

  	
   

  	
  Cap

  	
   

  	
  Deduction

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
  Mexico

  	
   

  	
  $

  	
   

  	
  $30,000,000

  	
   

  	
  $

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
  Brazil

  	
   

  	
  $

  	
   

  	
  $5,000,000

  	
   

  	
  $

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
  Chile

  	
   

  	
  $

  	
   

  	
  $10,000,000

  	
   

  	
  $

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
  Argentina and Uruguay

  	
   

  	
  $

  	
   

  	
  $6,000,000

  	
   

  	
  $

  	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	
  Total Deduction for Latin American Concentration

  	
   

  	
   

  	
   

  	
  $

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  3

  	
   

  	
  Other Adjustments/Reserves per Agent[Borrowing
  Base Definition (A)(vi)]

  	
  $

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  4

  	
   

  	
  Insolvency Issues [Borrowing Base Definition
  (A)(vii)]

  	
  $

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  5

  	
   

  	
  REO Excess Value Adjustment [Borrowing Base
  Definition (A)(viii)]

  	
  $

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  6

  	
   

  	
  90 Day Unperfected Portfolio Entities [Borrowing
  Base Definition (B)]

  	
  $

  	
   

  	
   

  
	
   

  	
   

  	
  (See Concentration Conditions Worksheet
  Attached)

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL ADJUSTMENTS to AGGREGATE NET PRESENT
  EQUITY VALUE

  	
   

  	
  $

  	
   

  	
  $

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  III.

  	
   

  	
  BORROWING BASE

  	
   

  	
   

  	
   

  	
  $

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  IV.

  	
   

  	
  BORROWING BASE AVAILABILITY

  	
   

  	
  60%

  	
   

  	
  $

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  V.

  	
   

  	
  CURRENT LOAN COMMITMENT

  	
   

  	
   

  	
   

  	
   

  	
  $175,000,000.00

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  VI.

  	
   

  	
  CURRENT BALANCES on REVOLVER

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  USD
  Equivalent

  	
   

  	
  Euro

  	
   

  	
  Exchange
  Rate

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  1

  	
   

  	
  Euro Advances [Cap of $50,000,000]

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  2

  	
   

  	
  USD Advances

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  3

  	
   

  	
  Working Capital Advances

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL CURRENT BALANCE $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  SUBJECT ADVANCE [Galicia]

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
  —

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  BALANCE WITH SUBJECT ADVANCE

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Letter
  of Credit Commitments

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL OUTSTANDINGS

  	
   

  	
  $

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  LTV RATIO

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL FUNDING AVAILIABILITY

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  VII.

  	
   

  	
  APPROVALS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FirstCity Financial Corporation

  	
   

  	
   

  	
   

  	
   

  	
  Date