8-K

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): September 15, 2010

Flagstar Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Michigan
(State or other jurisdiction of
incorporation) 1-16577
(Commission File
Number) 38-3150651
(I.R.S. Employer
Identification No.)

5151 Corporate Drive, Troy, Michigan
(Address of principal executive offices) 48098
(Zip Code)

(248) 312-2000
(Registrant’s telephone number, including area code)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure

On September 15, 2010, Flagstar Bancorp, Inc. (the “Company”) issued a press release in response to unusual activity in the market for the Company’s common stock. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

The information in this Item 7.01, including the exhibit attached hereto, is furnished pursuant to Item 7.01 and shall not be deemed “filed” for any other purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section. The information in this Item 7.01 of this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act regardless of any general incorporation language in such filing.

The information contained in this Form 8-K speaks only as of today, and the Company disclaims any obligation to update or revise this information after the date of this Form 8-K. The information contained in this Form 8-K is not intended as a solicitation to buy the Company’s stock and is provided for general information. This Form 8-K contains certain statements that may constitute “forward-looking statements” within the meaning of federal securities laws. These forward-looking statements include statements about the Company’s beliefs, plans, objectives, goals, expectations, anticipations, estimates, and intentions, that are subject to significant risks and uncertainties, and are subject to change based upon various factors (some of which may be beyond the Company’s control). The words “may,” “could,” “should,” “would,” “believe,” and similar expressions are intended to identify forward-looking statements.

Item 9.01 Financial Statements and Exhibits

(d) The following exhibits are being furnished herewith:

Exhibit No.		Exhibit Description
	99.1	Press release of Flagstar Bancorp, Inc. dated September 15, 2010

SIGNATURE

     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, hereunto duly authorized.

	FLAGSTAR BANCORP, INC.
Dated: September 15, 2010	By:	/s/ Paul D. Borja
		Paul D. Borja
		Executive Vice-President and CFO

EX-99.1

Exhibit 99.1

	NEWS RELEASE For more information, contact:
	Paul D. Borja Executive Vice President / CFO (248) 312-2000 FOR IMMEDIATE RELEASE

FLAGSTAR RESPONDS TO UNUSUAL MARKET ACTIVITY

TROY, Mich. (September 15, 2010) — Flagstar Bancorp, Inc. (NYSE:FBC) (“Flagstar”) today responded to the unusual activity in the market for its common stock. Although it is generally Flagstar’s practice not to respond to market rumors, management believes that it is appropriate to do so in this case. Accordingly, Flagstar reaffirms its outlook for 2010 for key drivers as disclosed during its earnings call for the quarter ended June 30, 2010. The key drivers for 2010 are:

Target Asset size between $13 billion and $14 billion;
Residential Mortgage Originations between $22 billion and $26 billion;
Loan Sales between $22 billion and $26 billion;
Gain on Loan Sale Margin between 100 basis points and 115 basis points;
Net Interest Margin (Bank level) between 1.40% and 1.75%; and
Provision Expense between $200 million and $250 million.

“We look forward to releasing our operating results for Q3 and expect to introduce our 2011 outlook for key drivers during our third quarter earnings call,” said Joseph P. Campanelli, Chairman and Chief Executive Officer.

Flagstar, with $13.9 billion in total assets, is the largest savings bank headquartered in the Midwest and the largest financial institution headquartered in Michigan. At June 30, 2010, Flagstar operated 162 banking centers in Michigan, Indiana and Georgia and 48 home loan centers in 22 states. Flagstar originates loans nationwide and is one of the leading originators of residential mortgage loans. For more information, please visit flagstar.com.

The information contained in this release speaks only as of today, and Flagstar disclaims any obligation to update or revise this information after the date of this release. The information contained in this release is not intended as a solicitation to buy Flagstar Bancorp, Inc. stock and is provided for general information. This release contains certain statements that may constitute “forward-looking statements” within the meaning of federal securities laws. These forward-looking statements include statements about the Company’s beliefs, plans, objectives, goals, expectations, anticipations, estimates, and intentions, that are subject to significant risks and uncertainties, and are subject to change based upon various factors (some of which may be beyond the Company’s control). The words “may,” “could,” “should,” “would,” “believe,” and similar expressions are intended to identify forward-looking statements.