UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K


                                 CURRENT REPORT


     PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934


       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 16, 2004

                          FIRST MONTAUK FINANCIAL CORP.
             (Exact name of registrant as specified in its charter)




                         COMMISSION FILE NUMBER: 0-6729

              NEW JERSEY                                        22-1737915
              ----------                                        ----------
(State or other jurisdiction of incorporation or             (I.R.S. Employer
             organization)                                  Identification No.)

                            Parkway 109 Office Center
                             328 Newman Springs Road
                               Red Bank, NJ 07701
              (Address and zip code of principal executive offices)

                                 (732) 842-4700
               (Registrant's telephone number, including area code




CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO
SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE
FOLLOWING PROVISIONS:


      |_| Written communications pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)
      |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
          CFR 240.14a-12)
      |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
          Exchange Act (17 CFR 240.14d-2(b))
      |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
          Exchange Act (17 CFR 240.13e-4(c))





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02



Item 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITION

          On November 16, 2004, First Montauk Financial Corp. (the "Registrant")
     issued a press  release  announcing  results for the fiscal  quarter  ended
     September  30,  2004.  A copy of the press  release is  attached as exhibit
     99.1.

          The  information  in this report shall not be deemed to be "filed" for
     purposes  of Section  18 of, or  otherwise  regarded  as filed  under,  the
     Securities Exchange Act of 1934, as amended.  Unless expressly incorporated
     into a filing  of the  Registrant  under  the  Securities  Act of 1933,  as
     amended, or the Securities Exchange Act of 1934, as amended, made after the
     date hereof, the information  contained herein shall not be incorporated by
     reference into any filing of the  Registrant,  whether made before or after
     the date hereof,  regardless of any general incorporation  language in such
     filing.

Item 9.01     FINANCIAL STATEMENTS AND EXHIBITS

      Exhibit     Press Release of First Montauk  Financial Corp. dated
       99.1       November 16, 2004.


                                    SIGNATURE

                                            FIRST MONTAUK FINANCIAL CORP.



                                            By: /s/ William J. Kurinsky
                                               -------------------------------
                                               Name:  William J. Kurinsky
                                               Title: Chief Financial Officer
                                               Date:  November 17, 2004




                                  EXHIBIT INDEX

    Exhibit     Description
     Number

      99.1      Press Release of First Montauk Financial Corp. dated
                November 16, 2004.




03                                                        Exhibit 99.1

                          FIRST MONTAUK FINANCIAL CORP.
                                  [Letterhead]



                                [GRAPHIC OMITTED]

                FIRST MONTAUK ANNOUNCES THIRD CONSECUTIVE QUARTER
                              OF OPERATING PROFITS

Red Bank, NJ - November 16, 2004 - First Montauk Financial Corp. (OTC/BB: FMFK),
a nationwide  provider of  investment  services  through  independent  financial
professionals,  today announced financial results for the third quarter and nine
months ended  September 30, 2004,  reporting a profit for the third  consecutive
quarter.

Revenues for the third quarter of 2004 decreased 23% to $11,747,000, compared to
$15,172,000  for the same  period in 2003.  The  Company  reported  a net income
applicable  to common  stockholders  of $17,306,  or $0.00 per basic and diluted
share for the third quarter of 2004,  compared to a net loss of  ($288,541),  or
($0.03) per basic and diluted share, for the same three month period in 2003.

For  the  nine  months  ended  September  30,  2004,  revenues  increased  7% to
$44,810,000,  compared to  $42,030,000  for the same period in 2003. The Company
reported net income applicable to common  stockholders of $234,628,  or $.03 per
basic and $.02 per diluted  share for the nine month  period,  compared to a net
loss applicable to common stockholders of ($2,124,192), or ($0.25) per basic and
diluted share, for the same period in 2003.

Victor K. Kurylak, President and COO of Montauk Financial Group, commented, "Our
revenues and operating  results are  influenced  by general  economic and market
conditions.  Uncertainties  about interest rates, the November  election and the
continued  threat of  terrorism  have all  contributed  to the lack of  investor
confidence and a reduction in securities transaction volume."

"Despite decreased revenues compared to the same quarter in 2003, the Company is
pleased to report a profit for the third consecutive quarter. This profitability
is due largely to carefully  targeted cost cutting  measures and risk management
strategies instituted by the firm. As we continue to implement and institute new
initiatives, we are cautiously optimistic that the Company will be successful in
these efforts as we work towards the goal of continued  profitability."  Kurylak
added.

Montauk  Financial  Group is a service mark of First Montauk  Securities  Corp.,
Member  NASD/SIPC.  First Montauk Financial Corp. is the parent company of First
Montauk Securities Corp., a registered securities broker/dealer headquartered in
Red Bank, NJ, with approximately 61,000 retail and institutional  accounts.  The
Company's  ability  to  offer  quality  support  services,  research,  web-based
information systems and a competitive  commission payout structure has attracted
approximately 396 independent,  professional  registered  representatives across
the country.  Additional  information  is available at the Company's  website at
www.montaukfinancial.com.

     Statements  contained in this news  release  regarding  expected  financial
results of the Company and First Montauk  Securities Corp., are  forward-looking
statements,  subject to  uncertainties  and risks,  many of which are beyond the
Company's control,  including,  but not limited to, market conditions,  interest
rate and currency fluctuations,  dependence on key personnel,  each of which may
be  impacted,  among  other  things,  by  economic,  competitive  or  regulatory
conditions.  These and other  applicable  risks are summarized under the caption
"Factors  Affecting  Forward Looking  Statements" in the Company's Form 10-Q for
the third quarter ended  September  30, 2004, as filed with the  Securities  and
Exchange  Commission.   Forward-looking   statements  by  their  nature  involve
substantial  risks and  uncertainties.  As a result,  actual  results may differ
materially  depending on many factors,  including  those  described  above.  The
Company cautions that historical  results are not necessarily  indicative of the
Company's future performance.





                                                                                     


                                    FIRST MONTAUK FINANCIAL CORP. AND SUBSIDIARIES
                                                 SELECTED FINANCIAL DATA

                                        In 000's (except for per share amounts)


                                             Nine months                                 Three months
                                         Ended September 30,                         Ended September 30,
                                             (unaudited)                                  (unaudited)

                                         2004              2003                     2004             2003


Revenues                                 $44,810        $42,030                   $11,747          $15,172

Expenses                                  44,507         44,129                    11,707           15,460

Net income (loss)                          $ 303        $(2,099)                     $ 40            $(288)

Net income (loss) applicable               $ 235        $(2,124)                     $ 17            $(289)
to common stockholders


Earnings (loss) per share of
common stock:
Basic

                                           $ .03        $ (0.25)                   $ 0.00           $(0.03)
Diluted                                    $ .02        $ (0.25)                   $ 0.00           $(0.03)

Weighted average number of
shares of stock outstanding:
Basic
Diluted
                                       9,291,318      8,666,358                 9,516,709        8,940,207
                                      15,713,258      8,666,358                 9,618,770        8,940,207




Contacts:

Montauk Financial Group                     Montauk Financial Group
Victor K. Kurylak                           Katy Paul
President, COO                              Shareholder Relations
732-842-4700, ext. 4227                     732-842-4700, ext. 4220
                    info@montaukfinancial.com