Item 1.01 Entry into a Material Definitive Agreement.

On January 26, 2007, Fieldstone Investment Corporation ("Fieldstone") and Fieldstone Mortgage Company, a direct wholly owned subsidiary of Fieldstone ("Fieldstone Mortgage" and collectively with Fieldstone, the "Sellers") entered into the Fifth Amendment (the "Fifth Amendment") to the Second Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans, dated as of December 29, 2004, as amended (the "Lehman Master Repurchase Agreement"), with Lehman Brothers Bank, FSB. The Fifth Amendment extends the Lehman Master Repurchase Agreement until January 25, 2008 and permanently increases the maximum facility amount from $300 million to $400 million, which facility had been temporarily increased to $500 million during the fourth quarter. In addition, the Fifth Amendment amended certain definitions and certain covenants, including the adjusted tangible net worth, which was increased from $250 million to the higher of $350 million or the highest adjusted tangible net worth contained in any warehouse lending or similar facility involving Sellers to be in line with Sellers other facilities.

The foregoing description of the Fifth Amendment is qualified in its entirety by the Fifth Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1 Fifth Amendment, dated as of January 26, 2007, by and among Lehman Brothers Bank, FSB, Fieldstone Investment Corporation and Fieldstone Mortgage Company to the Second Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans, dated as of December 29, 2004 as amended.

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.

Exhibit Index