Ownership Submission
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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