Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Turtle Creek Revocable Trust
 2. Date of Event Requiring Statement (Month/Day/Year)
10/04/2017		 3. Issuer Name and Ticker or Trading Symbol
Hilltop Holdings Inc. [HTH]
(Last)
(First)
(Middle)
200 CRESCENT COURT, SUITE 1350		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DALLAS, TX 75201		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 22,563
D (1) (2) (3) (4) (5)
 
Common Stock 15,544,674
I
By Diamond A Financial, LP (2) (3) (4) (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Turtle Creek Revocable Trust
200 CRESCENT COURT, SUITE 1350
DALLAS, TX 75201		     X    
Diamond HTH Stock Company, LP
200 CRESCENT COURT, SUITE 1350
DALLAS, TX 75201		     X    
Diamond HTH Stock Co GP, LLC
200 CRESCENT COURT, SUITE 1350
DALLAS, TX 75201		     X    

Signatures

DIAMOND HTH STOCK COMPANY, LP By: Diamond HTH Stock Company GP, LLC Its: General Partner By: Turtle Creek Revocable Trust Its: Sole Member By: /s/ Gerald J. Ford Title: Trustee 10/06/2017
**Signature of Reporting Person Date
DIAMOND HTH STOCK COMPANY GP, LLC By: Turtle Creek Revocable Trust Its: Sole Member By: /s/ Gerald J. Ford Title: Trustee 10/06/2017
**Signature of Reporting Person Date
TURTLE CREEK REVOCABLE TRUST By: /s/ Gerald J. Ford Title: Trustee 10/06/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Represents securities of Hilltop Holdings Inc. (the "Issuer") owned directly by the Turtle Creek Revocable Trust, a revocable trust of Gerald J. Ford established for the benefit of the members of his family (the "Trust").
(2) This Form 3 is being jointly filed in connection with an internal reorganization of Diamond A Financial, LP ("Diamond A") by and on behalf of (i) Diamond HTH Stock Company, LP ("Diamond HTH LP"), (ii) Diamond HTH Stock Company GP, LLC ("Diamond HTH LLC"), and (iii) the Trust.
(3) Diamond HTH LP is the substitute general partner of, and may be deemed to beneficially own certain securities owned by, Diamond A. Diamond HTH LLC is the general partner of, and may be deemed to beneficially own certain securities owned by, Diamond HTH LP. The Trust is the sole member of, and may be deemed to beneficially own certain securities owned by, Diamond HTH LLC.
(4) The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
(5) The reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

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