UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE
|X| QUARTERLY PERIOD ENDED:
MARCH 31, 2008
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR
THE TRANSITION PERIOD FROM TO
Commission File Number: 0-6729
FIRST MONTAUK FINANCIAL CORP.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
New Jersey 22-1737915
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(State of Incorporation) (I.R.S. Employer Identification No.)
Parkway 109 Office Center, 328 Newman Springs Road, Red Bank, New Jersey 07701
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(Address of principal executive offices)(Zip Code)
(732) 842-4700
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to the
filing requirements for the past 90 days.
Yes |X| No |_|
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company.
Large accelerated filer |_| Accelerated filer |_|
Non-accelerated filer |_| Smaller reporting company |X|
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). |_| Yes |X| No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
|_| Yes |_| No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 13,257,248 shares of common
stock were outstanding at May 15, 2008.
EXPLANATORY NOTE
We are filing this Amendment No. 1 to our Quarterly Report on Form 10-Q
for the quarter ended March 31, 2008, as filed with the Securities and Exchange
Commission ("SEC") on May 15, 2008, in order to revise the Principal Executive
Officer and Principal Financial Officer certifications originally filed as
Exhibits 31.1 and 31.2 pursuant to the requirements of Item 601(b)(31) of
Regulation S-K to include the introductory language of Paragraph 4 and the
language of Paragraph 4(b) of Item 601(b)(31) of Regulation S-K.
This Form 10-Q/A (Amendment No. 1) is limited in scope to the items
identified above and should be read in conjunction with the Form 10-K and our
other filings with the SEC.
This Form 10-Q/A (Amendment No. 1) does not reflect events occurring
after the filing of the Form 10-Q or modify or update those disclosures affected
by subsequent events. Consequently, all other information is unchanged and
reflects the disclosures made at the time of the filing of the Form 10-Q. With
this Form 10-Q/A (Amendment No. 1), the Principal Executive Officer and
Principal Financial Officer of the Company have reissued their certifications
required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002, included in
Part II, Item 6. Exhibits, furnished herewith.
Part II. OTHER INFORMATION
Item 6. Exhibits
The exhibits designated with an asterisk (*) are filed herewith. All
other exhibits have been previously filed with the Commission and, pursuant to
17 C.F.R. ss. 230.411, are incorporated by reference to the document referenced
in brackets following the description of such exhibits.
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- ---------------- Certification of President and Chief Executive Officer pursuant to Section 302 of the
*31.1 Sarbanes-Oxley Act of 2002
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*31.2 Certification of Acting Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
FIRST MONTAUK FINANCIAL CORP.
(Registrant)
Dated: September 5, 2008 /s/ Mindy A. Horowitz
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Mindy A. Horowitz
Acting Chief Financial Officer
/s/ Victor K. Kurylak
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Victor K. Kurylak
President and Chief Executive Officer