X0303 4 2009-06-11 0 0001313918 Deerfield Capital Corp. DFR 0001331564 Fischer Robert E 6250 NORTH RIVER ROAD ROSEMONT IL 60018 1 0 0 0 Performance Shares 2009-06-11 4 A 0 12019 0.00 A 2012-05-19 2012-05-19 Common Stock 12019 12019 D Performance Shares are awards that are issued pursuant to the Company's First Amended and Restated Stock Incentive Plan, are stated with reference to a specified number of shares of the Company's Common Stock, and entitle the holder to receive a cash payment or shares of Common Stock or a combination thereof. Each Performance Share awarded to the reporting person represents the right to receive one share of the Company's Common Stock on May 19, 2012, subject to acceleration upon a change in control of the Company, and to certain adjustments, as specified in the Performance Share Award Agreement. The Performance Shares were awarded to the reporting person as the equity component of his compensation for 2009 as a director of the Company. The date of the Performance Share Award Agreement awarding the Performance Shares to the reporting person. The Company customarily awards the equity component of a director's compensation in May or June of each year. Each Performance Share awarded to the reporting person represents the right to receive one share of the Company's Common Stock on May 19, 2012, subject to acceleration upon a change in control of the Company, and to certain adjustments, as specified in the Performance Share Award Agreement. The Performance Shares were awarded to the reporting person as the equity component of his 2009 compensation as a director. /s/ Robert E. Fischer 2009-06-15