SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

RANIERI LEWIS S

(Last)

(First)

(Middle)

C/O FRANKLIN BANK CORP.

9800 RICHMOND AVENUE, SUITE 680

(Street)

HOUSTON

77042

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/17/2003

3. Issuer Name and Ticker or Trading Symbol
FRANKLIN BANK CORP [ NASD: FBTX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			SEE REMARKS

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK, PAR VALUE $0.01 PER SHARE	1,459,500⁽¹⁾	I	By HYPERION BK2 L.P.
COMMON STOCK, PAR VALUE $0.01 PER SHARE	200,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
STOCK OPTIONS (RIGHT TO BUY)⁽²⁾	12/22/2003	11/04/2012	COMMON STOCK	165,300	$10	D
STOCK OPTIONS (RIGHT TO BUY)⁽³⁾	12/22/2003	11/04/2012	COMMON STOCK	17,100	$10	I	By Ranieri & Co.
STOCK OPTIONS (RIGHT TO BUY)⁽⁴⁾	04/30/2006	04/29/2013	COMMON STOCK	3,000	$12	D

Explanation of Responses:

1. The holder is the sole member and managing member of Hyperion BK2 LLC, the general partner of Hyperion BK2 Ventures L.P., which in turn is the general partner of Hyperion BK2 L.P. ("Hyperion"). The holder disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The holder holds an indirect interest in 493,241 shares of Franklin Bank Corp. common stock held by Hyperion through his ownership of limited partnership interests in Hyperion BK2 Ventures L.P., all of which shares are beneficially owned by Hyperion.

2. Represents the holder's interest in options to purchase common stock that were originally granted by Franklin Bank Corp. to Ranieri & Co., Inc. on November 4, 2002, which Ranieri & Co., Inc. transferred to the holder effective June 10, 2003. These options will vest and become exercisable on the completion of the initial public offering of Franklin Bank Corp.

3. Represents the holder's indirect interest (through Ranieri & Co., Inc., an affiliate of the holder) in options to purchase common stock that were originally granted by Franklin Bank Corp. to Ranieri & Co., Inc. on November 4, 2002, which Ranieri & Co., Inc. transferred to the holder effective June 10, 2003. These options will vest and become exercisable on the completion of the initial public offering of Franklin Bank Corp.

4. Represents the holder's interest in options to purchase shares of common stock granted under Franklin Bank Corp.'s 2002 Stock Option Plan that vest and become exercisable on 4/30/06.

Remarks:

NON-EXECUTIVE CHAIRMAN OF THE BOARD OF DIRECTORS

	Russell McCann, Attorney-in-Fact	12/17/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.