Exhibit 99.1



     First Montauk Financial Corp. Signs Definitive Merger Agreement


May 8, 2006 -- Red Bank, NJ -- First Montauk Financial Corp. (OTCBB: FMFK)
announced today that it has entered into a definitive merger agreement with an
affiliate of Investment Properties of America, LLC (IPofA), a privately owned,
diversified real estate investment and management company. Pursuant to the
merger agreement, each holder of First Montauk common stock will receive $1.00
per share in cash, each holder of First Montauk Series A Preferred Stock, which
is convertible into two shares of common stock, will be entitled to receive
$2.00 per Series A share in cash, and each holder of First Montauk Series B
Preferred Stock, which is convertible into ten shares of common stock, will be
entitled to receive $10.00 per Series B share in cash.

In addition, the purchaser has agreed to contribute at least $3,000,000 of new
equity capital to the surviving corporation in the merger on or before the
closing date. In conjunction with the signing of the merger agreement, certain
directors and officers of First Montauk, who beneficially own approximately
29.6% of the outstanding voting shares of First Montauk, have entered into
agreements with the purchaser to vote their shares in favor of the merger.

"The acquisition of First Montauk will position us to continue our positive
momentum and improve our presence in the independent brokerage marketplace. The
infusion of additional capital will be instrumental in building upon our growth
and support structure. We remain committed to empowering our financial
professionals to independently grow and manage successful businesses," stated
Victor K. Kurylak, President and Chief Executive Officer of First Montauk.
Following the merger, Mr. Kurylak will continue to serve as the President and
Chief Executive Officer.

"I would like to add how pleased we are to welcome First Montauk into the
Investment Properties of America family. Our company's complement each other
exceptionally well in terms of talent, geographic coverage and business
orientation. We are excited about the opportunity to expand First Montauk's
business platform. Together, we will enhance our companies' future growth
potential, which is very exciting," stated Edward H. Okun, President and Chief
Executive Officer of Investment Properties of America.

The definitive merger agreement is subject to, among other conditions,
compliance with state and federal securities laws and regulations, and
shareholder and regulatory approvals. The transaction is expected to close by
the end of the third quarter of 2006. However, as a result of the foregoing
uncertainties, there can be no assurances that the transaction will be
completed.

A special committee of the Board of Directors of First Montauk consisting of all
independent directors received an opinion from Capitalink, an independent
investment banking firm, that the merger consideration was fair from a financial
point of view to the First Montauk shareholders.

On March 13, 2006, First Montauk previously announced that it entered into a
preliminary letter of intent to sell the company to a private investor for a
price of $1.00 per share in cash.

First Montauk Financial Corp. is the parent company of First Montauk Securities
Corp., a registered securities broker/dealer headquartered in Red Bank, NJ.
First Montauk conducts securities brokerage, insurance, investment banking and
advisory business and has approximately 285 registered representatives and
services over 50,000 retail and institutional accounts, which comprise over $3.2
billion in customer assets.





Investment Properties of America, LLC is a full-service, investment and
management company grounded in its philosophy of creativity, diversity,
consistency and integrity. IPofA acquires, owns and operates properties,
primarily leased to major national and regional retail companies under net
leases.




The Private Securities  Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements. This press release may contain certain statements of
a   forward-looking   nature  relating  to  future  events  or  future  business
performance.  Any such  statements  that  refer to the  Company's  estimated  or
anticipated future results or other non-historical facts are forward-looking and
reflect the Company's  current  perspective of existing trends and  information.
These  statements  involve risks and  uncertainties  that cannot be predicted or
quantified and,  consequently,  actual results may differ  materially from those
expressed  or  implied  by  such  forward-looking  statements.  Such  risks  and
uncertainties  include,  among others,  risks and uncertainties  detailed in the
Company's  Securities and Exchange Commission  filings,  including the Company's
Annual   Reports  on  Form  10-K  and  Quarterly   Reports  on  Form  10-Q.  The
forward-looking  statements  speak  only as of the  date of  this  release.  The
Company  undertakes  no  obligation  to  update  publicly  any   forward-looking
statement, whether as a result of new information, future events or otherwise.




Contact:

First Montauk Financial Corp.
Victor K. Kurylak,
President and
Chief Executive Officer
(800) 876-3672, ext. 4230
info@montaukfinancial.com
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