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

SCHEDULE 13G	Amendment No. 5
	
(Name of Issuer)	
	TF FINANCIAL CORP.
	
(Title of Class of Securities)	
Common Stock	
	
(CUSIP Number)	
	872391107
	
Rule 13d-1(b)	
	
NAME OF REPORTING PERSON	
Private Capital Management	
	
I.R.S. IDENTIFICATION NO.	
59-3654603	
	
MEMBER OF A GROUP?	
(b) X	
	
PLACE OF ORGANIZATION	
Delaware	
	
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	
SOLE VOTING POWER 	0 
SHARED VOTING POWER	231,599 
SOLE DISPOSITIVE POWER 	
SHARED DISPOSITIVE POWER 	231,599 
	
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	
	231,599 
	
PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY	
OWNED	
	7.9%
	
TYPE OF REPORTING PERSON	
IA	
	
	
NAME OF REPORTING PERSON	
Bruce S. Sherman	
	
I.R.S. IDENTIFICATION NO.	
	
	
MEMBER OF A GROUP?	
(b) X	
	
CITIZENSHIP	
U.S. Citizen	
	
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	
SOLE VOTING POWER 	0 
SHARED VOTING POWER 	231,599 
SOLE DISPOSITIVE POWER 	0 
SHARED DISPOSITIVE POWER 	231,599 
	
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	
	231,599 
	
AGGREGATE AMOUNT BENEFICIALLY OWNED EXCLUDES CERTAIN SHARES	
(yes)	
	
PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY	
OWNED	
	7.9%
	
TYPE OF REPORTING PERSON	
IN	
	
	
NAME OF REPORTING PERSON	
Gregg J. Powers	
	
I.R.S. IDENTIFICATION NO.	
	
	
MEMBER OF A GROUP?	
(b) X	
	
CITIZENSHIP	
U.S. Citizen	
	
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	
SOLE VOTING POWER 	0 
SHARED VOTING POWER 	231,599 
SOLE DISPOSITIVE POWER 	0 
SHARED DISPOSITIVE POWER 	231,599 
	
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	
	231,599 
	
AGGREGATE AMOUNT BENEFICIALLY OWNED EXCLUDES CERTAIN SHARES	
(yes)	
	
PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY	
OWNED	
	7.9%
	

	
	
ITEMS 1 - 10 OF GENERAL INSTRUCTIONS	
	
Item 1.	
(a)Name of Issuer: 	TF FINANCIAL CORP.
(b)Address of Issuer: 	3 Penns Trail, Newtown, PA 18940
	
Item 2.	
(a)Name of Person Filing:  See Exhibit 1	
(b)Address of Person Filing: 8889 Pelican Bay Blvd., Naples, FL  34108	
(c)Citizenship:  See Exhibit 1	
(d)Title of Class of Securities:  Common Stock	
(e)CUSIP Number:  	872391107

Item 3. 	
The reporting person is filing as an Investment Adviser registered	
under section 203 of the Investment Advisers Act of 1940.	

Item 4. Ownership
(a)Amount Beneficially Owned:  See Exhibit 1
(b)Percent of Class:  See Exhibit 1
(c)Number of Shares as to which such person has:
(i)sole power to vote or to direct the vote:
     See Exhibit 1
(ii)shared power to vote or to direct the vote:
     See Exhibit 1
(iii)sole power to dispose or to direct the disposition of:
     See Exhibit 1
(iv)shared power to dispose or to direct the disposition of:
     See Exhibit 1

Item 5. Ownership of Five Percent or Less of Class:
        N/A

Item 6. Ownership of More than Five Percent on Behalf of Another
Person: N/A

Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company: N/A

Item 8. Identification and Classification of Members of the Group:
        See Exhibit 1

Item 9. Notice of Dissolution of Group:
        N/A

Item 10. Certification:  
        By signing below I certify that, to the best of my
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.

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.

Date:   See Exhibit 2
Signature:  See Exhibit 2
Name/Title: See Exhibit 2



                    Exhibit 1


Item 2.
(a) Name of Person Filing
     1)  Private Capital Management, L.P.
     2)  Bruce S. Sherman
     3)  Gregg J. Powers

(c)Citizenship
     1)  Delaware
     2)  U.S.
     3)  U.S.

Item 4.	
(a) Amount Beneficially Owned	
     1) 	231,599
     2) 	231,599
     3) 	231,599
	
(b) Percent of Class	
     1) 	7.9%
     2) 	7.9%
     3) 	7.9%
	
(c) Number of shares as to which such person has:	
   (i)   sole power to vote or to direct the vote	
         1)  	0
         2)  	0
         3)  	0
	
   (ii)  shared power to vote or to direct the vote	
         1) 	231,599
         2)  	231,599
         3)  	231,599
	
   (iii) sole power to dispose or to direct the disposition of	
         1)  	0
         2)  	0
         3)  	0
	
   (iv)  shared power to dispose or to direct the disposition of	
         1)  	231,599
         2)  	231,599
         3)  	231,599


* Bruce S. Sherman is CEO of Private Capital Management (PCM)	
and Gregg J. Powers is President of PCM.  In these capacities, Messrs.	
Sherman and Powers exercise shared dispositive and shared voting power	
with respect to shares held by PCM's clients and managed by PCM.	
Messrs. Sherman and Powers disclaim beneficial ownership for the shares	
held by PCM's clients and disclaim the existence of a group.	
	
Exhibit 2	
	
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.	
	
Date:  February 14, 2005	
	
	
_____________________________________ 	
Bruce S. Sherman	
as CEO, PCM	
as, individual, as applicable	
	
	
______________________________________	
Gregg J. Powers	
as President, PCM	
as, individual, as applicable