SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Devaney John

(Last)

(First)

(Middle)

240 CRANDON BOULEVARD

SUITE 167

(Street)

KEY BISCAYNE

33149

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
COMPUCREDIT CORP [ CCRT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2006

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/22/2006		S		2,200	D	$38.8401	2,482,414	I	See Note 1⁽¹⁾
Common Stock	12/26/2006		S		400	D	$39.16	2,482,014	I	See Note 1⁽¹⁾
Common Stock								400,000	I	See Note 2⁽²⁾
Common Stock								2,300,654	I	See Note 3⁽³⁾
Common Stock								320,700	I	By wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The securities are directly held by United Capital Markets, Inc. ("UCM"), a wholly-owned subsidiary of United Capital Markets Holdings, Inc., of which the Reporting Person is the sole shareholder. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the UCM shares in which the Reporting Person has no actual pecuniary interest. Excludes 400,000 shares previously owned by UCM which were transferred to United Capital Markets Holdings, Inc. on December 21, 2006.

2. The securities are directly held by United Capital Markets Holdings, Inc. ("UCMH"), of which the Reporting Person is the sole shareholder. The Reporting Person disclaims benefiicial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the UCMH shares in which the Reporting Person has no actual pecuniary interest. Includes 400,000 shares previously owned by UCM which were transferred to UCMH on December 21, 2006.

3. The securities are directly held by United Real Estate Ventures, Inc. ("UREV"), of which the Reporting Person is the sole shareholder. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the UREV shares in which the Reporting Person has no actual pecuniary interest. Includes 180 shares previously reported as acquired on December 19, 2006, but which were not added to the number reported in Column 5 "Amount of Securities Beneficially Owned Following Reported Transaction" in the Form 4 filed for to report such transaction.

Remarks:

For purposes of determining whether the Reporting Person is the beneficial owner of more than 10% of the Common Stock of the Issuer, the reporting person may rely upon information regarding the number of shares outstanding set forth in the Issuer's most recent Quarterly Report on Form 10-Q. In the Issuer's Quarterly Report for the period ended September 30, 2006, the Issuer reports 55,034,179 shares outstanding at September 30, 2006, including 5,677,950 shares of Common Stock that were loaned to a third party. The Issuer also reports that as of November 1, 2006, 49,359,896 shares were outstanding, excluding the 5,677,950 shares that were loaned to a third party. Based upon the Issuer's reported information, as of November 1, 2006, there were 55,037,846 shares outstanding, including such loaned shares. Consequently, the Reporting Person's current beneficial ownership is less than 10% of such outstanding shares, and the Reporting Person is not subject to Section 16 of the Securities Exchange Act.

	/s/ Ivan Harris, attorney-in-fact	12/27/2006
	** 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 4 (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.