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

                                  _____________

                                    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): October 13, 2004


                     Franklin Credit Management Corporation
             (Exact Name of Registrant as Specified in Its Charter)


                                    Delaware
                          (State or Other Jurisdiction
                                of Incorporation)

                                     0-17771
                            (Commission File Number)

                                   75-2243266
                      (I.R.S. Employer Identification No.)

                     6 Harrison Street, New York, New York
                    (Address of Principal Executive Offices)

                                     10013
                                   (Zip Code)

      Registrant's telephone number, including area code: (212) 925-8745


                                 Not Applicable
          (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 (see General Instruction A.2. below):

  |_| 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))

<PAGE>

ITEM 1.01.        Entry into a Material Definitive Agreement.

     On October 13, 2004,  Franklin Credit Management  Corporation ("Franklin")
entered into a Master Credit and Security  Agreement (the  "Agreement") with Sky
Bank, an Ohio banking corporation ("Bank") and each subsidiary of Franklin which
is or from time to time may become a party thereto (each, a "Company Subsidiary"
collectively with Franklin, the "Borrowers").  The Agreement amends and restates
into a single  agreement the Borrowers'  previous loan agreements with the Bank,
under which an aggregate  principal  balance of  approximately  $747,000,000 was
outstanding  immediately  prior to the execution of the Agreement.  In addition,
approximately $67,000,000 of new loans were made concurrently with the execution
of the Agreement.

     The Bank has the right to participate out its loans (or portions  thereof)
to the  Borrowers  without  the  consent  of the  Borrowers;  and the  Bank  has
participated  a portion  of the  Borrowers'  outstanding  indebtedness  to other
financial institutions.  The Agreement  provides for  additional  loans to be
made, subject to the Bank's consent, until October 13, 2006.

     The unpaid principal balance of each loan is amortized over ten years, but
matures three years after it was incurred.  A substantial majority of the loans
under the Agreement bear interest at a floating rate of interest, adjusted
monthly, equal to the Federal Home Loan Bank of Cincinnati 30 day advance rate
(the "Index"), plus the applicable margin in accordance with the following
matrix:


                    Index                     Bank Margin
                    <201                          350
                  201 - 475                       325
                Greater than 475                  300


     The  Borrowers' obligations under the Agreement  are  secured by a first
priority lien on the mortgage loans ("Mortgage Loans")financed by proceeds from
the Agreement. The Mortgage Loans securing each Borrower's obligations under the
Agreement also secure each other Borrower's obligations under the Agreement. The
Agreement contains  customary  affirmative and negative covenants and conditions
regarding  the  Borrowers' finances  and  operations  and  customary  events of
default.

     Each loan is also subject to an origination fee of 1% or such other fees as
is or was agreed upon by the parties, as well as a 0.50% back-end participation
payment.

     The Agreement also clarifies how payments are allocated  among the Bank and
any other  participants,  and provides that payments made on the Mortgage  Loans
will be applied first to pay servicing and other fees and expenses required to
be paid on the  Mortgage  Loans,  then  towards  principal,  interest  and other
amounts  fees due on the loans in the  manner  set forth in the  Agreement.  Any
remaining amounts will be applied in the manner the Bank may determine.


<PAGE>


ITEM 2.03.   Creation of a Direct Financial Obligation or an Obligation under
             an Off-Balance Sheet Arrangement of a Registrant.


     See Item 1.01 of this  Current  Report on Form 8-K, which is incorporated
herein by reference.
<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.


Date:  October 21, 2004

                             FRANKLIN CREDIT MANAGEMENT CORPORATION


                                By:   /s/ Jeffrey R Johnson
                              Name:       Jeffrey R Johnson
                             Title:       Chief Executive Officer
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{"company-data": {"conformed-name": "FRANKLIN CREDIT MANAGEMENT CORP/DE/", "cik": "0000831246", "assigned-sic": "6199", "irs-number": "752243266", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-17771", "film-number": "041090072"}, "business-address": {"street1": "SIX HARRISON ST", "city": "NEW YORK", "state": "NY", "zip": "10013", "phone": "2129258745"}, "mail-address": {"street1": "SIX HARRISON ST", "city": "NEW YORK", "state": "NY", "zip": "10013"}, "former-company": {"former-conformed-name": "MIRAMAR RESOURCES INC", "date-changed": "19920703"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  _____________

                                    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): October 13, 2004

                     Franklin Credit Management Corporation
             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
                          (State or Other Jurisdiction
                                of Incorporation)

                                     0-17771
                            (Commission File Number)

                                   75-2243266
                      (I.R.S. Employer Identification No.)

                     6 Harrison Street, New York, New York
                    (Address of Principal Executive Offices)

                                     10013
                                   (Zip Code)

      Registrant's telephone number, including area code: (212) 925-8745

                                 Not Applicable
          (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 (see General Instruction A.2. below):

  |_| 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 1.01.        Entry into a Material Definitive Agreement.

     On October 13, 2004,  Franklin Credit Management  Corporation ("Franklin")
entered into a Master Credit and Security  Agreement (the  "Agreement") with Sky
Bank, an Ohio banking corporation ("Bank") and each subsidiary of Franklin which
is or from time to time may become a party thereto (each, a "Company Subsidiary"
collectively with Franklin, the "Borrowers").  The Agreement amends and restates
into a single  agreement the Borrowers'  previous loan agreements with the Bank,
under which an aggregate  principal  balance of  approximately  $747,000,000 was
outstanding  immediately  prior to the execution of the Agreement.  In addition,
approximately $67,000,000 of new loans were made concurrently with the execution
of the Agreement.

     The Bank has the right to participate out its loans (or portions  thereof)
to the  Borrowers  without  the  consent  of the  Borrowers;  and the  Bank  has
participated  a portion  of the  Borrowers'  outstanding  indebtedness  to other
financial institutions.  The Agreement  provides for  additional  loans to be
made, subject to the Bank's consent, until October 13, 2006.

     The unpaid principal balance of each loan is amortized over ten years, but
matures three years after it was incurred.  A substantial majority of the loans
under the Agreement bear interest at a floating rate of interest, adjusted
monthly, equal to the Federal Home Loan Bank of Cincinnati 30 day advance rate
(the "Index"), plus the applicable margin in accordance with the following
matrix:

                    Index                     Bank Margin
                    <201                          350
                  201 - 475                       325
                Greater than 475                  300

     The  Borrowers' obligations under the Agreement  are  secured by a first
priority lien on the mortgage loans ("Mortgage Loans")financed by proceeds from
the Agreement. The Mortgage Loans securing each Borrower's obligations under the
Agreement also secure each other Borrower's obligations under the Agreement. The
Agreement contains  customary  affirmative and negative covenants and conditions
regarding  the  Borrowers' finances  and  operations  and  customary  events of
default.

     Each loan is also subject to an origination fee of 1% or such other fees as
is or was agreed upon by the parties, as well as a 0.50% back-end participation
payment.

     The Agreement also clarifies how payments are allocated  among the Bank and
any other  participants,  and provides that payments made on the Mortgage  Loans
will be applied first to pay servicing and other fees and expenses required to
be paid on the  Mortgage  Loans,  then  towards  principal,  interest  and other
amounts  fees due on the loans in the  manner  set forth in the  Agreement.  Any
remaining amounts will be applied in the manner the Bank may determine.
ITEM 2.03.   Creation of a Direct Financial Obligation or an Obligation under
             an Off-Balance Sheet Arrangement of a Registrant.

     See Item 1.01 of this  Current  Report on Form 8-K, which is incorporated
herein by reference.
SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

Date:  October 21, 2004

                             FRANKLIN CREDIT MANAGEMENT CORPORATION

                                By:   /s/ Jeffrey R Johnson
                              Name:       Jeffrey R Johnson
                             Title:       Chief Executive Officer