SECURITIES AND EXCHANGE ~~COMMISSION~~COMMISSIONWashington, D.C. 20549

~~Washington, D.C. 20549~~ ___________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities ~~the~~Exchange Act of 1934

~~Securities~~Date ~~Exchange~~of ~~Act~~Report: December 30, 2002(Date of ~~1934~~earliest event reported)

~~Date~~TFC ofENTERPRISES, INC. ~~Report:~~(Exact ~~September~~Name ~~17,~~of ~~2002~~Registrant as Specified in its Charter)

(Date of earliest event reported)

Delaware (State or Other Jurisdiction of Incorporation)	0-22910 (Commission File Number)		54-1306895 (IRS Employer Identification No.)

5425 Robin Hood Road, Suite 101B Norfolk, Virginia (Address of Principal Executive Offices)		23513 (Zip Code)

~~TFC~~Registrant's ~~Enterprises~~telephone number, ~~Inc.~~including area code:(757) 858-1400

~~(Exact~~Item ~~Name~~5. ofOther ~~Registrant~~Events asand ~~Specified~~Required ~~in its~~FD ~~Charter)~~ Disclosure.

Delaware	0-22910	54-1306895
(State or Other Jurisdiction	(Commission	(IRS Employer of
Incorporation)	File Number)	Identification No.)

Registrant and General Electric Capital Corporation ("Lender") are parties to an Amended and Restated Motor Vehicle Installment Contract Loan and Security Agreement dated March 31, 2001, as amended by Amendment No. 1 dated June 27, 2001, as amended by Amendment No. 2 dated November 29, 2001, as amended by Amendment No. 3 dated March 12, 2002, as amended by Amendment No. 4 dated August 30, 2002, as amended by Amendment No. 5 dated October 7, 2002, as amended by Amendment No. 6 dated October 18, 2002, as amended by Amendment No. 7 dated November 27, 2002 (as so amended, the "Agreement"). On December 30, 2002, Registrant and Lender executed an Amendment No. 8 to the Agreement ("Amendment No. 8"). Amendment No. 8 reduces Registrant's advance rate used to determine availability on its line of credit and prorates Registrant's line fee on a monthly basis. Registrant and Lender have agreed that if Registrant pays its indebtedness under its line of credit with Lender in full before February 1, 2003, Lender will waive its rights to acquire Registrant common stock pursuant to certain warrants previously provided by Registrant to Lender.

5425 Robin Hood Road, Suite 101B	23513
Norfolk, Virginia	(Zip Code	)
(Address of Principal Executive Offices)

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

~~Registrant’s telephone~~ ~~number, including area code:~~ (c) Exhibits.

~~(757)~~ Exhibit ~~858-1400~~ No. Description

Item 5. Other Events

10.1	Amendment No. 8 to Amended and Restated Vehicle Installment Contract Loan and Security Agreement between Registrant and General Electric Capital Corporation dated December 30, 2002.
99.1	Letter from General Electric Capital Corporation to Registration dated December 30, 2002 regarding Amendment No. 8 to Amended and Restated Vehicle Installment Contract Loan and Security Agreement.

~~In September, 2002 The Finance Company, a wholly-owned subsidiary of the Company, adjusted the terms of its employment agreements with Ronald Tray, Delma Ambrose,~~ Richard Lieberman, and Pat Piccola to update the final year of the term of each agreeement, as did First Community Finance, Inc. (“First Community”), a wholly-owned subsidiary of the Company, with the employment agreement with G. Kent Brooks. These agreements provide for their continued employment upon a change of control of the Company. In addition, the Ambrose agreement was changed to reflect her promotion to Executive Vice President and the appropriate salary adjustments. SIGNATURE

~~Item~~ Pursuant ~~7. Financial~~to ~~Statements~~the requirements of the Securities Exchange Act of 1934, ~~Pro~~as ~~Forma~~amended, ~~Financial~~the ~~Information~~registrant has ~~and~~duly ~~Exhibits.~~caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~(c)~~ TFC ~~Exhibits.~~ENTERPRISES, INC.

Exhibit No.		Description
10.1		Amended and Restated Change of Control Agreement with Ronald G. Tray, dated September 17, 2002.
10.2		Amended and Restated Change of Control Agreement with G. Kent Brooks, dated September 17, 2002.
10.3		Amended and Restated Change of Control Agreement with Delma Ambrose, dated September 17, 2002.
10.4		Amended and Restated Change of Control Agreement with Pat Piccola, dated September 17, 2002.
10.5		Amended and Restated Change of Control Agreement with Richard Lieberman, dated September 17, 2002.

Dated:   January 8, 2003                                   By:  /s/ Robert S. Raley, Jr.
                                                                                  Robert S. Raley, Jr.
                                                                                  President and Chief Executive Officer

~~SIGNATURE~~INDEX TO EXHIBITS

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

No.	Description
10.1	Amendment No. 8 to Amended and Restated Vehicle Installment Contract Loan and Security Agreement between Registrant and General Electric Capital Corporation dated December 30, 2002.
99.1	Letter from General Electric Capital Corporation to Registration dated December 30, 2002 regarding Amendment No. 8 to Amended and Restated Vehicle Installment Contract Loan and Security Agreement.

Dated: October 1, 2002	TFC ENTERPRISES, INC.
	By:	/s/ Robert S. Raley, Jr.
		Robert S. Raley, Jr.

INDEX TO EXHIBITS

No.		Description
10.1		Amended and Restated Change of Control Agreement with Ronald G. Tray, dated September 17, 2002.
10.2		Amended and Restated Change of Control Agreement with G. Kent Brooks, dated September 17, 2002.
10.3		Amended and Restated Change of Control Agreement with Delma Ambrose, dated September 17, 2002.
10.4		Amended and Restated Change of Control Agreement with Pat Piccola, dated September 17, 2002.
10.5		Amended and Restated Change of Control Agreement with Richard Lieberman, dated September 17, 2002.

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