Filed Pursuant to Rule 424(B)(3)
Registration Statement No. 333-116806
PROSPECTUS SUPPLEMENT NO. 8
(To Prospectus Dated November 10, 2004)
FINANCIAL FEDERAL CORPORATION
$175,000,000
2.0% Convertible Senior Debentures Due 2034
and Shares of Common Stock Issuable upon Conversion of the Debentures
This Prospectus Supplement supplements information contained in
the Prospectus dated November 10, 2004 (the "Prospectus") and as
supplemented by prospectus supplement No. 3 dated November 17, 2004,
prospectus supplement No. 4 dated December 15, 2004, prospectus
supplement No. 5 dated March 11, 2005, prospectus supplement No. 6
dated April 5, 2005 and prospectus supplement No. 7 dated October 14,
2005 of Financial Federal Corporation relating to the potential sales
of up to $175,000,000 aggregate principal amount of Debentures and the
Conversion Shares by the Selling Securityholders. This Prospectus
Supplement is not complete without, and may not be delivered or utilized
except in connection with, the Prospectus. Capitalized terms used herein
but not defined have the meanings assigned to such terms in the
Prospectus.
The table below sets forth updated information concerning beneficial
ownership of the Debentures and supplements and amends the table appearing
under "Selling Securityholders" beginning on page 15 of the Prospectus.
To the extent that a Selling Securityholder is listed in the table below
and in the table in the Prospectus, the information set forth below
regarding the Selling Securityholder supersedes the information in the
Prospectus. We have prepared this table based on information given to us
by the Selling Securityholder(s) listed below prior to the date hereof.
NUMBER OF
PRINCIPAL AMOUNT PERCENTAGE OF CONVERSION PERCENTAGE OF
OF DEBENTURES DEBENTURES SHARES THAT COMMON STOCK
NAME THAT MAY BE SOLD OUTSTANDING MAY BE SOLD OUTSTANDING
------------------------------------------------ ---------------- ------------- ----------- -------------
S G Cowen & Co, LLC ............................ $285,000 * 9,832 *
* less than 1%
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INVESTING IN THE DEBENTURES INVOLVES RISKS. SEE "RISK FACTORS"
BEGINNING ON PAGE 6 OF THE PROSPECTUS.
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We will not receive any of the proceeds from the sale of the
Debentures or the underlying shares of common stock by any of the
Selling Securityholders. The Selling Securityholders may sell the
Debentures or common stock either directly or through underwriters,
broker-dealers or agents and in one or more transactions at market
prices prevailing at the time of sale or at negotiated prices.
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES
OR DETERMINED IF THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT IS
ACCURATE OR ADEQUATE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
The date of this Prospectus Supplement is February 6, 2006