FINANCIAL FEDERAL CORP.
 

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

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO.        )

FINANCIAL FEDERAL CORP.


(Name of Issuer)

COMMON STOCK


(Title of Class of Securities)

317492106


(CUSIP Number)

Check the following box if a fee is being paid with this statement [   ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SEC 1745 (2-95)

PAGE 1 OF 7


 

         
CUSIP NO. 317492106   13G   PAGE 2 OF 7 PAGES
               

1   NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC   - 95-4575414

2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)    [   ]
  (b)    [   ]
        

3   SEC USE ONLY
 

4   CITIZENSHIP OR PLACE OF ORGANIZATION
 
IS A CALIFORNIA LIMITED LIABILITY COMPANY

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
  5   SOLE VOTING POWER
 
0

  6   SHARED VOTING POWER
 
947,990

  7   SOLE DISPOSITIVE POWER
 
0

  8   SHARED DISPOSITIVE POWER
 
947,990

9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
 
947,990

10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
[   ]

11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
5.70%

12   TYPE OF REPORTING PERSON*
 
IA

*SEE INSTRUCTIONS BEFORE FILLING OUT!

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United States
Securities and Exchange Commission

Schedule 13G

*********************

             
Item 1.   (a)   Issuer:   FINANCIAL FEDERAL CORP.
 
    (b)   Address:   733 THIRD AVENUE
NEW YORK, NY 10017
 
Item 2.   (a)   Filing Person:   Kayne Anderson Rudnick Investment Management, LLC
 
    (b)   Addresses:   1800 Avenue of the Stars, Second Floor
Los Angeles, CA 90067
 
    (c)   Citizenship:   Kayne Anderson Rudnick Investment Management, LLC is a California limited liability company
 
    (d)   Title of Class of Services:   Common Stock
 
    (e)   Cusip Number:   317492106
 
Item 3.   If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check whether the person filing is a:        
 
    (e)   Kayne Anderson Rudnick Investment Management, LLC, is an investment adviser registered under section 203 of the Investment Advisers Act of 1940    
 
Item 4.   Ownership        
 
    (a)   Amount Beneficially Owned:    
        Kayne Anderson Rudnick Investment Management, LLC    
             
    • Managed accounts     947,990  
  (b) Percent of Class:     5.70 %

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United States
Securities and Exchange Commission

Schedule 13G

FINANCIAL FEDERAL CORP. (Issuer)
**************************

     
Item 5.   Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [    ].
Not applicable.
 
Item 6.   Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
 
Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not applicable.
 
Item 8.   Identification and Classification of Members of the Group
Not applicable
 
Item. 9.   Notice of Dissolution of Group
Not applicable
 
Item 10.   Certification
 
    By signing below we certify that, to the best of our knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.

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United States
Securities and Exchange Commission

Schedule 13G

FINANCIAL FEDERAL CORP. (Issuer)
**************************

SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
January 30, 2002
Date
   

KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC

     
  By: /S/ ALLAN M. RUDNICK
   
    Allan M. Rudnick,
Management Committee Co-Chair, CIO & President

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United States
Securities and Exchange Commission

Schedule 13G
(cover page)

FINANCIAL FEDERAL CORP. (Issuer)
**************************

     
Box 9.   The reported shares are owned by several accounts managed, with discretion to purchase or sell securities, by Kayne Anderson Rudnick Investment Management, LLC, a registered investment adviser.
 
    Kayne Anderson Rudnick Investment Management, LLC disclaims beneficial ownership of the shares reported.

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UNDERTAKING

The undersigned agrees to file the attached Statement of Beneficial Ownership on Schedule 13G with the U.S. Securities Exchange Commission and FINANCIAL FEDERAL CORP.

Dated: January 30, 2002

KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC

     
  By: /S/ ALLAN M. RUDNICK
   
    Allan M. Rudnick,
Management Committee Co-Chair, CIO & President

PAGE 7 OF 7