8-K

UNITED STATES

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)

August 5, 2009

Medallion Financial Corp.

(Exact name of registrant as specified in its charter)

Delaware	814-00188	04-3291176
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

437 Madison Avenue, 38th Floor, New York, New York	10022
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 328-2100

Not Applicable

(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))

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

On August 5, 2009, Taxi Medallion Loan Trust III (the “Trust”), an indirect wholly-owned subsidiary of Medallion Financial Corp. (the “Company”), entered into an amendment (the “Amendment”) which amended the Loan and Security Agreement, dated December 12, 2008 (the “Credit Agreement”), by and among the Trust, Autobahn Funding Company LLC as the lender (the “Lender”) and DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main (“DZ Bank”) as Agent. The Amendment effectuated certain technical changes to the Credit Agreement.

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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

Medallion Financial Corp. (the “Company”) issued a press release to the news media announcing, among other things, the Company’s results for the quarter ended June 30, 2009.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in the press release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the press release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.	Description
10.1	Amendment No. 1 to Loan and Security Agreement, dated as of August 5, 2009, by and among Taxi Medallion Loan Trust III, Autobahn Funding Company LLC, as Lender, and DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, as Agent.
99.1	Press release, dated August 10, 2009.

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: August 10, 2009

Exhibit Index

Exhibit No.	Description
10.1	Amendment No. 1 to Loan and Security Agreement, dated as of August 5, 2009, by and among Taxi Medallion Loan Trust III, Autobahn Funding Company LLC, as Lender, and DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, as Agent.
99.1	Press release, dated August 10, 2009.

EX-10.1

Exhibit 10.1

AMENDMENT NO. 1

Dated as of August 5, 2009

to

LOAN AND SECURITY AGREEMENT

Dated as of December 12, 2008

THIS AMENDMENT NO. 1 (this “Amendment”) dated as of August 5, 2009 is entered into by and among TAXI MEDALLION LOAN TRUST III, a Delaware statutory trust (the “Borrower”), AUTOBAHN FUNDING COMPANY LLC, a Delaware limited liability company (the “Lender”), and DZ BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN, as agent (the “Agent”).

PRELIMINARY STATEMENTS

A. Reference is made to the Loan and Security Agreement dated as of December 12, 2008 among the Borrower, the Lender and the Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.

B. The parties hereto have agreed to amend the Loan Agreement on the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the premises set forth above, and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

SECTION 1. Amendments.

1.1 Section 6.02(h) of the Loan Agreement is amended and restated in its entirety to read as follows:

“(h) the Lockbox Collection Percentage shall be less than (i) 60% for any Monthly Period from and including September 2009 through and including December 2009; (ii) 70% for any Monthly Period from and including January 2010 through and including February 2010; and (iii) 80% for any Monthly Period after February 2010;”.

1.2 The definition of “Eligible Medallion Loan” in Schedule I of the Loan Agreement is amended to delete clause (c) thereof and to substitute the following therefor:

“(c) (i) The Medallion Loan and other Medallion Loan Documents have not been extended, restructured, waived, amended or otherwise modified except in accordance with the Credit and Collection Policy; (ii) neither such Medallion Loan nor the related Medallion Loan Documents have been extended, restructured, waived, amended or otherwise modified at any time as a result of a delinquency or default or for any other credit related reason in a manner to extend the maturity, reduce the interest rate, reduce the monthly payment amount or reduce the principal balance of such Mortgage Loan; provided that a Medallion Loan that has been extended, restructured, waived, amended or otherwise modified will not be an Eligible Medallion Loan if at the time of or on either of the two due dates immediately preceding such extension, restructuring, waiver, amendment or modification, any payment under such Medallion Loan was past due for one or more days; provided further that this clause (c)(ii) shall be deemed satisfied if (w) such Medallion Loan has matured and is in the process of being refinanced, (x) no more than 60 days shall have elapsed since the maturity date of such Medallion Loan (without giving effect to any extensions, waivers or other modifications to such maturity date) , (y) the Obligor has paid in full all monthly payments due on such Medallion Loan (determined as if the maturity date had not occurred and the monthly payments due during such 60 day period were the same as the monthly payments due prior to such period, but otherwise without giving effect to any extensions, waivers or other modifications to such Medallion Loan) and (z) such Medallion Loan would satisfy this clause (c)(ii) (without giving effect to this proviso) but for the occurrence of such maturity date; and (iii) the Agent shall be notified of any material change to the Credit and Collection Policy and shall have the right to declare ineligible any Medallion Loans originated or modified under such revised Credit and Collection Policy;”.

1.3 The definition of “Eligible Medallion Loan” in Schedule I of the Loan Agreement is amended to delete clause (cc) thereof and to substitute the following therefor:

“(cc) (i) The Medallion Loan is not a Defaulted Medallion Loan; no continuing condition that with notice or the lapse of time would constitute a default, breach, violation, or event permitting acceleration under the terms of such Medallion Loan has arisen; neither the applicable Seller nor any Originator has waived any of the foregoing; and the Medallion related to the Medallion Loan has not been repossessed under the Medallion Loan; provided that this clause (cc)(i) shall be deemed satisfied if (w) such Medallion Loan has matured and is in the process of being refinanced, (x) no more than 60 days shall have elapsed since the maturity date of such Medallion Loan (without giving effect to any extensions, waivers or other modifications to such maturity date) , (y) the Obligor has paid in full all monthly payments due on such Medallion Loan (determined as if the maturity date had not occurred and the monthly payments due during such 60 day period were the same as the monthly payments due prior to such period, but otherwise without giving effect to any extensions, waivers or other modifications to such Medallion Loan) and (z) such Medallion Loan would satisfy this clause (cc)(i) (without giving effect to this proviso) but for the occurrence of such

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maturity date. (ii) To the best of each MF/Borrower Related Party’s knowledge, the related Obligor is not in default on any other debt obligation owed or owing to the Seller or any Affiliate of the Seller;”.

1.4 The definition of “Eligible Medallion Loan” in Schedule I of the Loan Agreement is further amended to delete clause (ccc) thereof and to substitute the following therefor:

“(ccc) The Obligor on such Medallion Loan is required to repay such Medallion Loan in full within 60 months after the date of its origination or the date of its most recent modification; provided that this clause (ccc) shall be deemed satisfied if (w) such Medallion Loan has matured and is in the process of being refinanced, (x) no more than 60 days shall have elapsed since the maturity date of such Medallion Loan (without giving effect to any extensions, waivers or other modifications to such maturity date) , (y) the Obligor has paid in full all monthly payments due on such Medallion Loan (determined as if the maturity date had not occurred and the monthly payments due during such 60 day period were the same as the monthly payments due prior to such period, but otherwise without giving effect to any extensions, waivers or other modifications to such Medallion Loan) and (z) the Obligor on such Medallion Loan is required to repay such Medallion Loan in full within such 60 day period;”.

SECTION 2. Conditions Precedent. This Amendment shall become effective as of the date (the “Effective Date”) on which the Agent has received a copy of this Amendment duly executed by the Borrower, the Lender, Medallion Funding and the Agent.

SECTION 3. Reference to and Effect on the Loan Agreement.

3.1 Upon the effectiveness of this Amendment, each reference in the Loan Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” “hereby” or words of like import shall mean and be a reference to the Loan Agreement as amended hereby, and each reference to the Loan Agreement in any other document, instrument and agreement executed and/or delivered in connection with the Loan Agreement shall mean and be a reference to the Loan Agreement as amended hereby

3.2 Except as specifically provided herein, the Loan Agreement, the other Loan Documents and all other documents, instruments and agreements executed and/or delivered in connection therewith shall remain in full force and effect and are hereby ratified and confirmed.

3.3 The execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Agent or the Lender under the Loan Agreement, the other Loan Documents or any other document, instrument, or agreement executed in connection therewith, nor constitute a waiver of any provision contained therein.

SECTION 4. Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK (INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK BUT OTHERWISE WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES).

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SECTION 5. Execution in Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. Delivery of an executed counterpart of this Amendment by facsimile or electronic mail shall be effective as delivery of a manually executed counterpart of this Amendment.

SECTION 6. Headings. Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.

[Remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized as of the date first written above.

TAXI MEDALLION LOAN TRUST III, as Borrower
By	/s/ Brian S. O’Leary
Name	Brian S. O’Leary
Title	Vice President

DZ BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN, as Agent
By	/s/ Sandeep Srinath
Name:	Sandeep Srinath
Title:	Vice President
By	/s/ Jayan Krishnan
Name:	Jayan Krishnan
Title:	Assistant Vice President
AUTOBAHN FUNDING COMPANY LLC, as Lender
By: DZ BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN, its Attorney-in-Fact
By	/s/ Sandeep Srinath
Name:	Sandeep Srinath
Title:	Vice President
By	/s/ Jayan Krishnan
Name:	Jayan Krishnan
Title:	Assistant Vice President

The undersigned hereby (i) acknowledges and consents to the foregoing Amendment, (ii) reaffirms all of its obligations under the Limited Recourse Guaranty and the other Loan Documents to which it is a party and (iii) acknowledges and agrees that the Limited Recourse Guaranty and such other Loan Documents remain in full force and effect.

MEDALLION FUNDING CORP.
By	/s/ Michael J. Kowalsky
Name:	Michael J. Kowalsky
Title:	President

EX-99.1

Exhibit 99.1

FOR FURTHER INFORMATION:
AT MEDALLION FINANCIAL CORP.	AT ZLOKOWER COMPANY
437 Madison Avenue, New York, NY 10022	PUBLIC RELATIONS
Andrew Murstein, President	Harry Zlokower
Larry D. Hall, CFO	David Closs
(212) 328-2100	(212) 447-9292

FOR IMMEDIATE RELEASE

MEDALLION FINANCIAL CORP. REPORTS

2009 SECOND QUARTER RESULTS

• New York City taxi medallion prices increase 20% to $766,000, a record high

• Net interest margin at strong 4.56%; At 6.30% when combined with Medallion Bank

• $0.19 per share dividend declared

NEW YORK, N.Y. — August 10, 2009 — Medallion Financial Corp. (NASDAQ:TAXI), a specialty finance company with a leading position servicing the taxicab industry and other niche markets, announced that net increase in net assets resulting from operations, was $2,003,000 or $0.11 per diluted common share in the 2009 second quarter, down from $4,377,000 or $0.25 per diluted common share in the 2008 second quarter. Net investment income after income taxes was $2,116,000, or $0.12 per share in the 2009 second quarter, down from $3,825,000 or $0.22 per share in the year ago period. Net investment income after income taxes on a combined basis with Medallion Bank was $5,829,000, or $0.33 per share, up from $5,828,000, or $0.33 per share in the respective period.

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Medallion Financial Corp. Announces 2009 Second Quarter Results – p. 2

Medallion’s on balance sheet taxicab medallion loan portfolio was $375,894,000 at the end of the 2009 second quarter, down from $401,751,000 at the end of the 2008 second quarter. The decrease resulted from our continuing ability to participate these high-quality loans to financial institutions which desire safe and profitable loan growth, and which provide Medallion a servicing fee for managing the loans. Our on balance sheet commercial loan portfolio was $82,889,000, down from $99,771,000, a year ago.

Medallion’s managed taxicab medallion loan portfolio, which includes Medallion Bank, our unconsolidated wholly-owned portfolio investment, and loans serviced for or by third parties, was $581,920,000, up from $557,452,000, a year ago. Our managed commercial loan portfolio was $157,840,000, down from $174,838,000, a year ago.

In addition, Medallion Bank’s consumer loan portfolio increased to $196,930,000, up from $172,996,000, a year ago. Total assets under management increased to $1,052,000,000, up from $1,015,000,000, a year ago.

Andrew Murstein, President of Medallion stated, “We are very pleased with our continuing trends of increased spreads. During this quarter, New York City and Chicago medallion prices also continued to rise. The industry remains strong. Taxi medallion prices in New York reached over $760,000 in July up from $625,000 one year ago, for an increase of over 20%. This is the highest they have ever been. Very few assets have appreciated over the last year, and taxi medallions are, and continue to be, one of the best investments.”

Larry Hall, CFO, stated, “The weighted average interest rate on our managed loan portfolio at the end of the 2009 second quarter was 9.57%, the same as a year ago, very solid performance given the continuing declining interest rate environment.

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Medallion Financial Corp. Announces 2009 Second Quarter Results – p. 3

“Medallion continues to benefit from a low cost of funds. Our weighted average cost of borrowed funds dropped to 3.86% in the quarter, down from 4.53% a year ago, and was 3.62% on a managed basis, combined with Medallion Bank, compared to 4.61% a year ago. As a result, our net interest margin was 4.56%, down slightly from 4.63% in the 2008 quarter. However, the net interest margin on a combined basis including Medallion Bank, grew to 6.30%, up from 5.18% last year. That is the highest it has ever been in the history of the Company. At quarter end, our medallion portfolio yielded 6.33%, compared to borrowing costs of 1.91% on our medallion loan revolving lines of credit, a spread of 4.42% for this low-risk, high-quality loan portfolio,” Mr. Hall said.

“In addition, Medallion Bank’s current weighted average cost of funds at quarter end was 2.73%. However, new CD’s issued during June 2009 averaged 0.50%. Thus, as the older CD’s continue to mature and are replaced, spreads should increase, as long as rates remain at these low levels,” Mr. Hall added.

“Our loan quality, which continues to remain one of the hallmarks of Medallion, remains strong. While delinquencies increased during the quarter, they are still quite low and well within our historical ranges. On a managed basis, including Medallion Bank, delinquent medallion loans 90 days or more past due were 0.3%, down from 0.4% one year ago. Delinquent consumer loans were 0.7%, up from 0.4% a year ago. Delinquent commercial loans were 9.4%, similar to last quarter’s 9.2%, and up from 0.2%, one year ago. On a combined basis, the delinquency totals were 2.2%, up from 0.4%, one year ago.”

Mr. Hall concluded, “Lastly our liquidity remains solid. Our strong capital levels, both at Medallion and Medallion Bank, allow for growth of up to $80,000,000 of deposits at the Bank, and complement the available liquidity in Medallion’s other various sources of capital.”

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Medallion Financial Corp. Announces 2009 Second Quarter Results – p. 4

The Company also announced that its Board of Directors declared a dividend of $0.19 per share on its common stock for the 2009 second quarter. The dividend is payable on September 14, 2009 to shareholders of record on August 28, 2009. Since the Company’s initial public offering in 1996, the Company has paid out over $138,255,000 in dividends, or $8.91 per share.

Medallion Financial Corp. is a specialty finance company with a leading position in the origination and servicing of loans financing the purchase of taxicab medallions and related assets. The Company also originates and services other commercial loans in targeted niche industries and its wholly owned portfolio company Medallion Bank also originates and services consumer loans. The Company and its subsidiaries have lent over $3 billion.

Please note that this press release contains forward-looking statements that involve risks and uncertainties relating to business performance, cash flow, costs, sales, net investment income, earnings, and growth. Medallion’s actual results may differ significantly from the results discussed in such forward-looking statements. Factors that might cause such a difference include, but are not limited to, those factors discussed under the heading “Risk Factors,” in Medallion’s 2008 Annual Report on Form 10-K.

MEDALLION FINANCIAL CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in thousands, except per share data)	2009			2008			2009			2008
Total investment income	$	10,613		$	12,730		$	21,347		$	27,174
Total interest expense		4,236			5,605			8,881			12,808
Net interest income		6,377			7,125			12,466			14,366
Total noninterest income		764			1,310			1,463			2,113
Salaries and benefits		2,875			2,717			5,990			5,344
Professional fees		676			588			1,079			957
Occupancy expense		281			350			574			693
Other operating expenses		1,193			955			2,262			2,263
Total operating expenses		5,025			4,610			9,905			9,257
Net investment income before income taxes		2,116			3,825			4,024			7,222
Income tax (provision) benefit		—			—			—			—
Net investment income after income taxes		2,116			3,825			4,024			7,222
Net realized losses on investments		(1,526	)		(5,124	)		(1,890	)		(3,977	)
Net change in unrealized appreciation on investments		1,182			5,905			2,049			5,688
Net change in unrealized appreciation (depreciation) on Medallion Bank and other controlled subsidiaries		231			(229	)		(292	)		(635	)
Net unrealized appreciation on investments		1,413			5,676			1,757			5,053
Net realized/unrealized gains (losses) on investments		(113	)		552			(133	)		1,076
Net increase in net assets resulting from operations	$	2,003		$	4,377		$	3,891		$	8,298
Net investment income after income taxes per common share
Basic	$	0.12		$	0.22		$	0.23		$	0.41
Diluted		0.12			0.22			0.23			0.41
Net increase in net assets resulting from operations per common share
Basic	$	0.11		$	0.25		$	0.22		$	0.47
Diluted		0.11			0.25			0.22			0.47
Dividends declared per share	$	0.19		$	0.19		$	0.38		$	0.38
Weighted average common shares outstanding
Basic		17,570,909			17,508,354			17,563,396			17,500,616
Diluted		17,692,070			17,714,888			17,670,842			17,722,161

MEDALLION FINANCIAL CORP.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)	UNAUDITED June 30, 2009		December 31, 2008
Assets
Medallion loans, at fair value	$	375,894	$	402,964
Commercial loans, at fair value		82,889		89,611
Investment in Medallion Bank and other controlled subsidiaries, at fair value		76,901		74,750
Investment securities, at fair value		—		—
Equity investments, at fair value		2,515		3,272
Net investments ($285,436 at June 30, 2009 and $347,517 at December 31, 2008 pledged as collateral under borrowing arrangements)		538,199		570,597
Cash and cash equivalents ($0 at June 30, 2009 and December 31, 2008 restricted as to use by lender)		19,477		32,075
Accrued interest receivable		2,108		2,149
Fixed assets, net		317		411
Goodwill, net		5,069		5,069
Other assets, net		39,949		36,384
Total assets	$	605,119	$	646,685
Liabilities
Accounts payable and accrued expenses	$	6,223	$	7,074
Accrued interest payable		2,088		2,015
Funds borrowed		424,394		462,650
Total liabilities		432,705		471,739
Commitments and contingencies		—		—
Total shareholders’ equity (net assets)		172,414		174,946
Total liabilities and shareholders’ equity	$	605,119	$	646,685
Number of common shares outstanding		17,575,877		17,549,224
Net asset value per share	$	9.81	$	9.97
Total managed loans	$	931,490	$	945,294
Total managed assets		1,052,165		1,075,509