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): March 13, 2006

                          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          (I.R.S. Employer Identification No.)
 incorporation or organization)

                            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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Item 8.01     Other Events

          On March 13, 2006, the  Registrant  issued a press  release disclosing
          the execution of a letter of intent with a private investor.  A copy
          of this press  release  is  attached  as  Exhibit  99.1 to this
          Current  Report.  Exhibit 99.1 is being  "furnished"  and shall not be
          deemed "filed" for purposes of Section 18 of the  Securities  Exchange
          Act of 1934, nor shall it be deemed  incorporated  by reference in any
          filing under the Securities Act of 1933 or the Securities Exchange Act
          of 1934, except as shall be expressly set forth by specific  reference
          in such filing.



Item 9.01    Financial Statements and Exhibits

 (c)          Exhibits

              The following exhibit is filed or furnished herewith:

              99.1      Press Release dated March 13, 2006






                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.

                                           FIRST MONTAUK FINANCIAL CORP.


                                           By:   /s/ Victor K. Kurylak
                                              -----------------------------
                                              Name:  Victor K. Kurylak
                                              Title: Chief Executive Officer
                                              Date:  March 14, 2006


                                  EXHIBIT INDEX

    Exhibit
     Number        Description
    -------        -----------

      99.1         Press Release dated March 13, 2006