UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                   FORM 10-Q


            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934



                    For the Quarter Ended January 31, 1998


                        Commission file number 1-12006



                        FINANCIAL FEDERAL CORPORATION
            (Exact name of registrant as specified in its charter)


          Nevada                                   88-0244792
 (State of incorporation)            (I.R.S. Employer Identification Number)



                     400 Park Avenue, New York, NY 10022
                   (Address of principal executive offices)
                                  (Zip code)


                                (212) 888-3344
             (Registrant's telephone number, including area code) 



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 
such filing requirements for the past 90 days.  Yes   X    No        
                                                    -----     ----- 

At March 9, 1998, 14,820,930 shares of the Registrant's common stock, $.50 
par value, were outstanding. 
 
                                       1
<PAGE>
                         FINANCIAL FEDERAL CORPORATION
                               AND SUBSIDIARIES

                         Quarterly Report on Form 10-Q
                     for the quarter ended January 31, 1998


                                     INDEX



Part I - Financial Information                                                
                                                                     Page No.

Item 1    Financial Statements - FINANCIAL FEDERAL CORPORATION AND
                                 SUBSIDIARIES

          Consolidated Balance Sheet at January 31, 1998 (unaudited)
            and July 31, 1997 (audited)                                  3
 
          Consolidated Statement of Operations and Retained Earnings 
            for the three and six month periods ended January 31, 1998 
            and 1997 (unaudited)                                         4

          Consolidated Statement of Cash Flows for the six month 
            periods ended January 31, 1998 and 1997 (unaudited)          5

          Notes to Consolidated Financial Statements                     6


Item 2    Management's Discussion and Analysis of Financial Condition 
            and Results of Operations                                    7-9


Part II - Other Information

Item 4    Submission of matters to a vote of security holders            9

Item 6    Exhibits and Reports on Form 8-K                               9

                                       2
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<TABLE>
                         FINANCIAL FEDERAL CORPORATION
                               AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEET
                                (In Thousands)

<CAPTION>
                                                           January 31, 1998
                                                              (Unaudited)  July 31, 1997 *
                                                               ----------  -------------
ASSETS
<S>                                                              <C>          <C> 
Cash                                                               $2,110       $2,532

Finance receivables                                               660,347      581,363
     Less allowance for possible losses                           (11,701)     (10,303)
                                                                 --------     -------- 
Finance receivables - net                                         648,646      571,060

Other assets                                                        1,458        1,172
                                                                 --------     -------- 
TOTAL ASSETS                                                     $652,214     $574,764
                                                                 ========     ======== 

LIABILITIES

Senior debt:
     Short - term                                                 $25,967       $4,681
     Long - term ($26,382 at January 31, 1998 and $16,986
          at July 31, 1997 due to related parties)                484,971      434,680
Accrued interest, taxes and other liabilities                      12,895       16,224
Subordinated debentures ($2,181 at January 31, 1998
     and July 31, 1997 due to related parties)                      2,290        2,290
Deferred income taxes                                              12,285       11,285
                                                                 --------     -------- 
Total liabilities                                                 538,408      469,160
                                                                 --------     -------- 

STOCKHOLDERS' EQUITY

Common stock                                                        7,404        7,382
Additional paid-in capital                                         57,571       57,315
Warrants                                                               29           29
Retained earnings                                                  48,802       40,878
                                                                 --------     -------- 
Total stockholders' equity                                        113,806      105,604
                                                                 --------     -------- 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                       $652,214     $574,764
                                                                 ========     ======== 

<FN>
          *  Reproduced from balance sheet included in the 1997 Annual Report to Stockholders.

          The notes to consolidated financial statements are made a part hereof.
</FN>
                                          3
</TABLE>
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<TABLE>
                         FINANCIAL FEDERAL CORPORATION
                               AND SUBSIDIARIES

                      CONSOLIDATED STATEMENT OF OPERATIONS
                        AND RETAINED EARNINGS (UNAUDITED)
                      (In Thousands, Except Share Amounts)

<CAPTION>
                                                      Three Months Ended        Six Months Ended
                                                          January 31,              January 31,
                                                      -------------------      -------------------
                                                       1998        1997         1998        1997
                                                      -------     -------      -------     ------- 
<S>                                                   <C>         <C>          <C>         <C> 
Finance income                                        $17,622     $13,356      $33,991     $25,886

Interest expense                                        8,087       5,609       15,316      10,756
                                                      -------     -------      -------     ------- 
Finance income before provision for possible losses
     on finance receivables                             9,535       7,747       18,675      15,130

Provision for possible losses on finance receivables      800         625        1,425       1,150
                                                      -------     -------      -------     ------- 
Net finance income                                      8,735       7,122       17,250      13,980

Salaries and other expenses                             2,114       2,026        4,296       4,054
                                                      -------     -------      -------     ------- 
Earnings before income taxes                            6,621       5,096       12,954       9,926

Provision for income taxes                              2,571       1,962        5,030       3,820
                                                      -------     -------      -------     ------- 
NET EARNINGS                                            4,050       3,134        7,924       6,106

Retirements of treasury stock                                        (219)                    (463)
Retained earnings -  beginning of period               44,752      33,621       40,878      30,893
                                                      -------     -------      -------     ------- 
RETAINED EARNINGS -  END OF PERIOD                    $48,802     $36,536      $48,802     $36,536
                                                      =======     =======      =======     ======= 

Earnings per common share:
     Diluted                                            $0.25       $0.19        $0.48       $0.38
                                                        =====       =====        =====       ===== 
     Basic                                              $0.27       $0.21        $0.54       $0.41
                                                        =====       =====        =====       ===== 
<FN>
          The notes to consolidated financial statements are made a part hereof.
</FN>
                                          4
</TABLE>
<PAGE>
<TABLE>
                         FINANCIAL FEDERAL CORPORATION
                               AND SUBSIDIARIES

                CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
                                (In Thousands)
<CAPTION>
                                                                    Six Months Ended
                                                                       January 31,
                                                                  --------------------
                                                                   1998         1997
                                                                  -------      ------- 
<S>                                                               <C>          <C> 
Cash flows from operating activities:
     Net earnings                                                  $7,924       $6,106
     Adjustments to reconcile net earnings to net cash
       provided by operating activities:
        Depreciation                                                  115          105
        Provision for possible losses on finance receivables        1,425        1,150
        Amortization of deferred origination costs                  2,291        1,986
        Deferred income taxes                                       1,000          930
        Decrease (increase) in other assets                          (182)          84
        (Decrease) in accrued interest, taxes and other
           liabilities                                             (3,329)      (2,085)
                                                                  -------     -------- 
                    Net cash provided by operating activities       9,244        8,276
                                                                  -------     -------- 
Cash flows from investing activities:
     Finance receivables:
          Originated                                             (271,818)    (220,204)
          Collected                                               190,516      148,745
     Other                                                           (219)        (122)
                                                                  -------      ------- 
                    Net cash (used in) investing activities       (81,521)     (71,581)
                                                                  -------      ------- 
Cash flows from financing activities:
     Commercial paper:
          Maturities 90 days or less (net)                          6,181       17,084
          Maturities greater than 90 days:
               Proceeds                                            59,085       83,712
               Repayments                                         (61,255)     (47,267)
     Bank borrowings (net)                                         (5,225)      17,880
     Proceeds from medium term notes                               55,000
     Proceeds from term loan - bank                                10,000
     Proceeds from variable rate senior term notes                  7,791
     Repayments of subordinated debentures                                      (4,667)
     Acquisitions of treasury stock                                             (1,630)
     Proceeds from exercise of stock options                          278           54
     Tax benefit relating to stock options                                          10
                                                                  -------      ------- 
                    Net cash provided by financing activities      71,855       65,176
                                                                  -------      ------- 
NET INCREASE (DECREASE) IN CASH                                      (422)       1,871

Cash - beginning of period                                          2,532        2,426
                                                                  -------      ------- 
CASH - END OF PERIOD                                               $2,110       $4,297
                                                                  =======      ======= 
Supplemental disclosures of cash flow information:
     Interest paid                                                $14,777       $9,936
                                                                  =======      ======= 
     Income taxes paid                                             $3,877       $2,808
                                                                  =======      ======= 
<FN>
          The notes to consolidated financial statements are made a part hereof.
</FN>
                                          5
</TABLE>
<PAGE>
                FINANCIAL FEDERAL CORPORATION AND SUBSIDIARIES
                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION
In the opinion of the management of Financial Federal Corporation and 
Subsidiaries (the "Company"), the accompanying consolidated financial 
statements contain all adjustments (consisting only of normal recurring 
adjustments) necessary to present fairly the financial position as at January 
31, 1998, and the results of operations and cash flows for the three and six 
month periods ended January 31, 1998 and 1997.  These condensed financial 
statements should be read in conjunction with the consolidated financial 
statements and note disclosures included in the Company's Annual Report on 
Form 10-K for the year ended July 31, 1997.  The consolidated results of 
operations for the three and six month periods ended January 31, 1998 and 1997 
are not necessarily indicative of the results for the respective full years.


NOTE 2 - EARNINGS PER COMMON SHARE
The Company has adopted Statement of Financial Accounting Standards ("SFAS") 
No. 128, "Earnings Per Share."  This standard replaced the presentation of 
primary and fully diluted earnings per share (both included the effects of 
dilutive stock options and warrants) with basic and diluted earnings per share 
for all periods presented.  Under SFAS 128, basic earnings per share is 
calculated by dividing net earnings by the weighted average number of common 
shares outstanding during the period, and diluted earnings per share is 
calculated by dividing net earnings by the weighted average number of common 
shares outstanding and the effect of dilutive stock options and warrants 
during the period.  Earnings per common share was calculated as follows (in 
thousands except per share amounts):

                                     Three months ended      Six months ended
                                        January 31,            January 31,
                                     -----------------       ---------------- 
                                      1998       1997         1998      1997
                                     ------     ------       ------    ------
   Net earnings                      $4,050     $3,134       $7,924    $6,106

   Weighted average common shares 
      outstanding                    14,795     14,771        14,782   14,809
   Effect of dilutive securities:
      Warrants                        1,383      1,187         1,363    1,164
      Stock options                     322        134           307      122
                                     ------     ------        ------   ------
   Weighted average common shares 
      and dilutive stock options 
      and warrants outstanding       16,500     16,092        16,452   16,095
                                     ======     ======        ======   ====== 
   Diluted net earnings per common 
      share                           $0.25      $0.19         $0.48    $0.38
                                      =====      =====         =====    ===== 
   Basic net earnings per common 
      share                           $0.27      $0.21         $0.54    $0.41
                                      =====      =====         =====    ===== 

NOTE 3 - LONG-TERM DEBT
At January 31, 1998, the Company had $297.5 million of committed unsecured 
revolving credit facilities expiring after one year with various banks.  Long-
term debt of $485.0 million at January 31, 1998 comprised $58.9 million of 
borrowings under these facilities, $238.6 million of commercial paper and 
short-term bank borrowings supported by these facilities and $187.5 million of 
term notes payable.

In January 1998, the Company established a $100.0 million 144A Medium-Term 
Note Program, rated 'BBB' by Fitch IBCA and Duff & Phelps Credit Rating Co.,
and issued $55.0 million of notes thereunder, with interest payable semi-
annually, as follows (dollars in millions): 

      Amount       Term           Maturity         Rate   
      ------     --------     ----------------     -----
       $30.0      5 years     January 29, 2003     6.45%
        20.0      7 years     January 31, 2005     6.68 
         5.0     10 years     January 29, 2008     6.80 

                                       6
<PAGE>
PART I
Item 2
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

Comparison of Three Months Ended January 31, 1998 to Three Months Ended 
January 31, 1997
-----------------------------------------------------------------------

Finance income increased 32% to $17.6 million in the second quarter of fiscal 
1998 from $13.4 million in the second quarter of fiscal 1997.  The increase 
was primarily the result of the $155 million, or 32%, increase in average 
finance receivables outstanding to $644 million in the second quarter of 
fiscal 1998 from $489 million in the second quarter of fiscal 1997.  Finance 
receivables booked in the second quarter of fiscal 1998 increased 25% to $141 
million from $112 million in the second quarter of fiscal 1997 primarily as a 
result of the expansion of the Company's marketing efforts into new geographic 
areas (primarily in the West) and further penetration in its existing areas 
(primarily in the Southeast).

Interest expense, incurred on borrowings used to fund finance receivables, 
increased by 44% to $8.1 million in the second quarter of fiscal 1998 from 
$5.6 million in the second quarter of fiscal 1997.  The increase was primarily 
due to the 38% increase in average debt outstanding in the second quarter of 
fiscal 1998 from the second quarter of fiscal 1997 and, to a lesser extent, 
the slight increases in average market interest rates and the Company's cost 
of funds due to the $50.0 million of term debt issued in July 1997.

Finance income before provision for possible losses on finance receivables 
increased by 23% to $9.5 million in the second quarter of fiscal 1998 from 
$7.7 million in the second quarter of fiscal 1997.  Finance income before 
provision for possible losses, expressed as a percentage of average finance 
receivables outstanding, decreased to 5.9% in the second quarter of fiscal 
1998 from 6.3% in the second quarter of fiscal 1997 primarily due to the 
Company's higher debt-to-equity ratio, 4.5 at January 31, 1998 compared to 3.9 
at January 31, 1997, and to the slight overall increase in interest costs.

The provision for possible losses on finance receivables increased by 28% to 
$800,000 in the second quarter of fiscal 1998 from $625,000 in the second 
quarter of fiscal 1997.  The increase was primarily due to the increase in 
finance receivables.  The allowance for possible losses, which increased to 
$11.7 million at January 31, 1998 from $9.0 million at January 31, 1997, was 
1.8% of finance receivables at January 31, 1998 and 1997.  The allowance is 
periodically reviewed by the Company's management and is estimated based on 
management's current assessment of the risks inherent in the Company's finance 
receivables from national and regional economic conditions, industry 
conditions, concentrations, the financial condition of counterparties and 
other factors.  Future additions to the allowance may be necessary based on 
changes in these factors.  Non-performing finance receivables were $5.6 
million, or 0.8% of total finance receivables, at January 31, 1998, compared 
to $5.4 million, or 1.1% of total finance receivables, at January 31, 1997.

Salaries and other expenses increased by 4% to $2.1 million in the second 
quarter of fiscal 1998 from $2.0 million in the second quarter of fiscal 1997 
primarily due to the increase in the number of employees and salary increases.

Net earnings increased by 29% to $4.1 million in the second quarter of fiscal 
1998 from $3.1 million in the second quarter of fiscal 1997.  Diluted earnings 
per share increased by 32% to $0.25 per share in the second quarter of fiscal 
1998 from $0.19 per share in the second quarter of fiscal 1997 and basic 
earnings per share increased by 29% to $0.27 per share in the second quarter 
of fiscal 1998 from $0.21 per share in the second quarter of fiscal 1997.


Comparison of Six Months Ended January 31, 1998 to Six Months Ended 
January 31, 1997
-------------------------------------------------------------------

Finance income increased 31% to $34.0 million in the first half of fiscal 1998 
from $25.9 million in the first half of fiscal 1997.  The increase was 
primarily the result of the $147 million, or 31%, increase in average finance 
receivables outstanding to $619 million in the first half of fiscal 1998 from 
$472 million in the first half of fiscal 1997.  Finance receivables booked in 
the first half of fiscal 1998 increased 24% to $270 million from $218 million 
in the first half of fiscal 1997 primarily as a result of the expansion of the 
Company's marketing efforts into new geographic areas (primarily in the West) 
and further penetration in its existing areas (primarily in the Southeast).

                                       7
<PAGE>
Interest expense, incurred on borrowings used to fund finance receivables, 
increased by 42% to $15.3 million in the first half of fiscal 1998 from $10.8 
million in the first half of fiscal 1997.  The increase was primarily due to 
the 37% increase in average debt outstanding in the first half of fiscal 1998 
from the first half of fiscal 1997 and, to a lesser extent, the slight 
increases in average market interest rates and the Company's cost of funds due 
to the $50.0 million of term debt issued in July 1997.

Finance income before provision for possible losses on finance receivables 
increased by 23% to $18.7 million in the first half of fiscal 1998 from $15.1 
million in the first half of fiscal 1997.  Finance income before provision for 
possible losses, expressed as a percentage of average finance receivables 
outstanding, decreased to 6.0% in the first half of fiscal 1998 from 6.4% in 
the first half of fiscal 1997 primarily due to the Company's higher debt-to-
equity ratio, 4.5 at January 31, 1998 compared to 3.9 at January 31, 1997, and 
to the slight overall increase in interest costs.

The provision for possible losses on finance receivables increased by 24% to 
$1.4 million in the first half of fiscal 1998 from $1.2 million in the first 
half of fiscal 1997.  The increase was primarily due to the increase in 
finance receivables. 

Salaries and other expenses increased by 6% to $4.3 million in the first half 
of fiscal 1998 from $4.1 million in the first half of fiscal 1997 primarily 
due to the increase in the number of employees and salary increases, partially 
offset by the reduction in overhead costs that resulted from the relocation of 
the Company's machine tool division into the Company's Charlotte, NC office in 
November 1996.

Net earnings increased by 30% to $7.9 million in the first half of fiscal 1998 
from $6.1 million in the first half of fiscal 1997.  Diluted earnings per 
share increased by 26% to $0.48 per share in the first half of fiscal 1998 
from $0.38 per share in the first half of fiscal 1997 and basic earnings per 
share increased by 32% to $0.54 per share in the first half of fiscal 1998 
from $0.41 per share in the first half of fiscal 1997.


LIQUIDITY AND CAPITAL RESOURCES

The Company is dependent upon the continued availability of funds primarily to 
originate or acquire finance receivables and to purchase portfolios of finance 
receivables.  The Company may obtain required funds from a variety of sources, 
including internal generation, direct issuance of and dealer placed commercial 
paper, borrowings under revolving credit facilities, placements of term debt 
and sales of common and preferred equity.  Management believes that the 
Company has available sufficient liquidity to support its operations.

The Company issues investment grade commercial paper directly and through a 
program with recognized commercial paper dealers.  The Company increased the 
size of the program by $100 million in February 1998 to $350 million.  
Commercial paper outstanding at January 31, 1998 was $248.6 million.  The 
Company's commercial paper is unsecured and matures within 270 days.  
Increases in commercial paper are generally offset by decreases in bank 
borrowings, and vice versa.  The Company's policy is to maintain committed 
revolving credit facilities from banks so that the aggregate amount available 
thereunder exceeds commercial paper outstanding. 

At January 31, 1998, the Company had $117.5 million of short-term committed 
unsecured revolving credit facilities with various banks under which $16.0 
million was outstanding, and $297.5 million of long-term committed unsecured 
revolving credit facilities with various banks under which $58.9 million was 
outstanding. 

At January 31, 1998, the Company had $45.0 million available under its 144A 
Medium-Term Note Program.

                                       8
<PAGE>
OTHER

The Company has reviewed its various computer applications and systems and has 
determined that they are primarily Year 2000 compliant.  Therefore, the future 
costs to the Company for becoming Year 2000 compliant are not expected to be 
significant.


FORWARD-LOOKING STATEMENTS

The above discussion contains forward-looking statements that involve risks 
and uncertainties. The Company's actual results could differ materially from
those anticipated by such forward-looking statements due to the impact of 
many factors outside the Company's control including economic, geographic and 
industry conditions, fluctuations in market interest rates, prepayments, 
competitive conditions and changes in existing laws or regulations.


PART II
Item 4
             SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the Company's Annual Meeting of Stockholders held on December 9, 1997, the 
following nominees (followed by the total number of votes for and votes 
abstained) were elected to the Board of Directors: Lawrence B. Fisher, 
12,898,385, 368,745; William C. MacMillen, Jr., 12,927,035, 340,095; Bernard 
G. Palitz, 12,898,385, 368,745; Clarence Y. Palitz, Jr., 12,898,385, 368,745; 
Michael C. Palitz, 12,898,385, 368,745 and Paul R. Sinsheimer, 12,898,385, 
368,745. 

The proposal for the appointment of Eisner & Lubin LLP as independent auditors 
of the Company and its subsidiaries for the fiscal year ending July 31, 1998 
was ratified at the Annual Meeting.  A total of 13,167,330 shares were voted 
for the ratification of the appointment of Eisner & Lubin LLP; 98,900 shares 
voted against; and 900 shares abstained.


Item 6
EXHIBITS AND REPORTS ON FORM 8-K

   (a) Exhibits:

       4.8   - Indenture dated January 14, 1998 for Financial Federal Credit
               Inc.'s Rule 144A Medium-Term Note Program
       10.24 - Deferred Compensation Agreement dated January 2, 1998 between
               the Registrant and Clarence Y. Palitz, Jr.
       27    - Financial Data Schedule (EDGAR version only)


   (b) Reports on Form 8-K

       The Company did not file any Reports on Form 8-K during the quarter
       ended January 31, 1998.

                                       9
<PAGE>
                                   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.


                                           FINANCIAL FEDERAL CORPORATION
                                           (Registrant)




                                           By:   /s/ Michael C. Palitz
                                                 ------------------------ 
                                                 Executive Vice President
                                                 and Treasurer


                                           By:   /s/ David H. Hamm
                                                 ------------------------
                                                 Controller and Assistant
                                                 Treasurer 







March 11, 1998
(Date)

                                       10
<PAGE>
                                INDEX TO EXHIBITS



Exhibit No.    Exhibits                                                   Page

 4.8            Indenture dated January 14, 1998 for Financial Federal 
                Credit Inc.'s Rule 144A Medium-Term Note Program            12

 10.24          Deferred Compensation Agreement dated January 2, 1998 
                between the Registrant and Clarence Y. Palitz, Jr.          97

 27             Financial Data Schedule (EDGAR version only)

                                       11
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