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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * MILLER JAMES B JR   2. Issuer Name and Ticker or Trading Symbol FIDELITY SOUTHERN CORP [LION] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) __X__ Other (specify below) Executive Officer / Executive Officer (Last) (First) (Middle) 3490 PIEDMONT ROAD, SUITE 1550 3. Date of Earliest Transaction (Month/Day/Year) 05/22/2009 (Street) ATLANTA, GA 30305 4. If Amendment, Date 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 (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Fidelity Southern Corporation - Common Stock 05/22/2009   P   3,641.6606 A $ 2.746 3,641.6606 I By Grandchild - C. E. Armstrong Fidelity Southern Corporation - Common Stock 05/22/2009   P   3,641.6606 A $ 2.746 3,641.6606 I By Grandchild - T. W. Armstrong III Fidelity Southern Corporation - Common Stock               2,249,019.7886 D   Fidelity Southern Corporation - Common Stock               104,367.607 (1) I By 401(k) (1) Fidelity Southern Corporation - Common Stock               6,056.6826 I By Berlin American Co LLC Fidelity Southern Corporation - Common Stock               33,174 I By Child - B.P.Miller Fidelity Southern Corporation - Common Stock               39,688.24 I By Child - E.P. Miller Fidelity Southern Corporation - Common Stock               31,286 I By Child - K. Lane Miller Fidelity Southern Corporation - Common Stock               6,852.3653 I By Grandchild - N.P. Miller Fidelity Southern Corporation - Common Stock               1,195 I By IRA Fidelity Southern Corporation - Common Stock               181,335.165 I By Shares Held By Ltd Partnership Fidelity Southern Corporation - Common Stock               89,689.0891 I By Spouse Fidelity Southern Corporation - Common Stock               214,836 I By Trust - Family

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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy)

$ 0 (2)

(3)

12/16/2006(4)

Fidelity Southern Corporation - Common Stock

75,000

75,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MILLER JAMES B JR 3490 PIEDMONT ROAD SUITE 1550 ATLANTA, GA 30305	X	X	Executive Officer	Executive Officer

Signatures

By: Martha C. Fleming, Attorney in Fact		05/27/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Purchased 2200.4284 shares of Fidelity Southern Corporation stock in the 401(k) Plan at various times and prices during 2004.
(2)	7/22/08 exercise price is $4.60 (closing price as of 7/21/08)
(3)	Exercisable: 1/3 on 7/22/09; 1/3 on 7/22/10; 1/3 on 7/22/11
(4)	Grant expires 7/22/2013

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