8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):	Commission File Number:
July 28, 2009	814-00188

MEDALLION FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

Delaware	04-3291176
(State or other jurisdiction of incorporation)	(IRS Employer Identification Number)

437 Madison Avenue

New York, New York 10022

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:

(212) 328-2100

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEMS 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT AND 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION.

On July 28, 2009, Medallion Funding Corp. (“Medallion Funding”), a wholly-owned subsidiary of Medallion Financial Corp., entered into an amendment (the “Amendment”) to its Amended and Restated Revolving Secured Line of Credit Promissory Note, dated March 6, 2006 (the “Note”), in favor of New York Commercial Bank, successor in interest to Atlantic Bank, for up to $8 million in principal amount. Under the terms of the Amendment, the maturity date of the Note was extended to May 1, 2010 and the interest rate of the Note was changed to the benchmark rate plus 50 basis points.

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

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

4.1 Amendment to Revolving Secured Line of Credit Promissory Note, dated as of July 28, 2009, by Medallion Funding Corp., in favor of New York Commercial Bank.

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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 hereunto duly authorized.

MEDALLION FINANCIAL CORP.
By:	/s/ Larry D. Hall
Name:	Larry D. Hall
Title:	Chief Financial Officer

Date: July 31, 2009

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Exhibit Index

Exhibit No.	Description
4.1	Amendment to Revolving Secured Line of Credit Promissory Note, dated as of July 28, 2009, by Medallion Funding Corp., in favor of New York Commercial Bank.

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EX-4.1

Exhibit 4.1

AMENDMENT TO

RESOLVING SECURED LINE OF CREDIT PROMISSORY NOTE

This Amendment entered into as of July 28, 2009 by and between the undersigned Borrower (the “Borrower”) and NEW YORK COMMERCIAL BANK, successor in interest to ATLANTIC BANK (the “Bank”).

WHEREAS, the Bank extended a revolving line of credit to the Borrower as evidenced by an Amended and Restated Revolving Secured Line of Credit Promissory Note dated March 6, 2006 in the principal balance of Six Million Dollars ($6,000,000) and subsequently increased to Eight Million Dollars ($8,000,000) by amendment dated March 22, 2007 (the “Note”), (all documents and agreements executed by the Borrower in connection with the Note are hereinafter referred to as the “Loan Documents”),

WHEREAS, the Borrower has requested, and the Bank has agreed, to make certain amendments to the Note.

NOW THEREFORE, the parties, intending to be legally bound, hereby agree as follows:

1. Any term not defined herein shall have the same meaning as in the Note.

2. Section 1. is amended by changing the “Maturity Date” to May 1, 2010.

3. Section 2. is amended by changing the “Interest Rate” to “Benchmark Rate” plus 50 basis points.

4. The Borrower hereby represents and warrants to the Bank that:

(a) Each and every one of the representations and warranties set forth in the Loan Documents is true as of the date hereof and with the same effect as though made on the date hereof, and is hereby incorporated herein in full by reference as if fully restated herein in its entirety.

(b) No Default or Event of Default and no event or condition which, with the giving of notice or lapse of time or both, would constitute such a Default or Event of Default, now exists or would exist.

5. Except as set forth herein and amended and modified hereby, the Note and Loan Documents have not been amended or modified and remain in full force and effect.

6. Borrower waives any offset defense or counterclaim Borrower may now have or may have had in the future with regard to the Note and Loan Documents.

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed and delivered on the date first written above.

ACKNOWLEDGMENT AND SIGNATURE PAGE TO FOLLOW

Amendment to Amended and Restated Revolving Secured Line of Credit

    Promissory Note

As of July 28, 2009

Page -2-

Borrower:
MEDALLION FUNDING CORP.
By:	/s/ Brian S. O’Leary
Print Name:	Brian S. O’Leary
Title:	Chief Operating Officer

Accepted By: NEW YORK COMMERCIAL BANK, as successor in interest to Atlantic Bank

By:	/s/ Christopher Lynch
	Christopher Lynch
	Vice President