SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* FMFG Ownership, Inc. (Last) (First) (Middle) 4201 MILLERSVILLE ROAD (Street) INDIANAPOLIS IN 46205 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol FIRST MONTAUK FINANCIAL CORP [ FMFK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/19/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, no par value	06/19/2006		C		2,380,000	A	$0.5(1)	4,539,348	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Convertible Preferred Stock, $.10 par value	(3)	06/19/2006		P		78,570		(3)	(3)	Common Stock no par value	157,140	$4	249,528	D(2)
6% Convertible Debenture 2008	$0.5	06/19/2006		P		80,000		(4)	12/12/2007	Common Stock no par value	160,000	$2	430,000	D(2)
6% Convertible Debenture due 2007	$0.5	06/19/2006		P		70,000		(4)	01/07/2008	Common Stock no par value	140,000	$2	170,000	D(2)
6% Convertible Debenture due 2007	$0.5	06/19/2006		P		120,000		(4)	10/07/2008	Common Stock no par value	240,000	$2	385,000	D(2)
6% Convertible Debentures 2007	$0.5	06/20/2006		P		5,000		(4)	12/30/2008	Common Stock no par value	10,000	$2	105,000	D(2)
6% Convertible Debenture 2008	$0.5	06/20/2006		C		100,000		(4)	12/07/2008	Common Stock no par value	200,000	$0	0	D(2)
6% Convertible Debenture 2008	$0.5	06/20/2006		C		105,000		(4)	12/30/2008	Common Stock no par value	210,000	$0	0	D(2)
6% Convertible Debenture 2008	$0.5	06/20/2006		C		170,000		(4)	01/07/2008	Common Stock no par value	340,000	$0	0	D(2)
6% Convertible Debenture due 2008	$0.5	06/20/2006		C		385,000		(4)	10/07/2008	Common Stock no par value	770,000	$0	0	D(2)
6% Convertible Debenture due 2007	$0.5	06/20/2006		C		430,000		(4)	12/12/2007	Common Stock no par value	860,000	$0	0	D(2)

1. Name and Address of Reporting Person* FMFG Ownership, Inc. (Last) (First) (Middle) 4201 MILLERSVILLE ROAD (Street) INDIANAPOLIS IN 46205 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Okun Edward Hugh (Last) (First) (Middle) 4201 MILLERSVILLE ROAD (Street) INDIANAPOLIS IN 46205 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The reporting persons converted an aggregate amount of $1,190,000 convertible debentures on June 20, 2005, at a conversion price of $.50 per share, resulting in the acquisition of 2,380,000 shares of common stock.

2. The reported securities are owned directly by FMFG Ownership, Inc. and indirectly by Edward H. Okun. Edward H. Okun is the sole stockholder and sole director of FMFG Ownership, Inc.

3. The Series A Convertible Preferred Stock is convertible on a one for two basis at any time, at the holders election, and has no expiration date.

4. The 6% convertible debentures are convertible at any time, at the holder's election.

Remarks:

This report is filed jointly by FMFG Ownership, Inc. and Edward H. Okun, each of whom are 10% owners.

	/s/ Edward H. Okun	06/21/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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