UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                                   
                        WASHINGTON, D.C. 20549-1004
                                   
                                   
                                 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):  September 14, 2005
                                   
                                   
                       FINANCIAL FEDERAL CORPORATION
          (Exact name of Registrant as specified in its charter)


         Nevada                     1-12006                88-0244792
(State of incorporation)    (Commission file number)    (I.R.S. Employer
                                                       Identification No.)

                733 Third Avenue, New York, New York 10017
           (Address of principal executive offices)  (Zip Code)


                              (212) 599-8000
           (Registrant's telephone number, including area code)
                                   
                                   
       (Former name or former address, if changed since last report)


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))




Item 5.02(b)  Departure of Directors or Principal Officers; Election of 
              Directors; Appointment of Principal Officers
              ----------------------------------------------------------------

     On September 14, 2005, William C. MacMillen, Jr., 92 years old, gave 
notice of his decision not to stand for re-election to the Board of Directors
at the 2005 Annual Meeting of Stockholders to be held December 13, 2005.

                                    2


                                SIGNATURE


     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 hereunto duly authorized.



                                   FINANCIAL FEDERAL CORPORATION
                                   -----------------------------
                                   (Registrant)


                                   By:  /s/ Steven F. Groth
                                        ----------------------------------
                                        Senior Vice President and
                                        Chief Financial Officer (Principal
                                        Financial Officer)


September 16, 2005
------------------
(Date)

                                    3