UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period ended March 31, 2005

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

For the transition period from to

Commission file number 0-18121

MAF BANCORP, INC.

(Exact name of registrant as specified in its charter)


Delaware (State of Incorporation)	36-3664868 (I.R.S. Employer Identification No.)




55th Street & Holmes Avenue Clarendon Hills, Illinois (Address of Principal Executive Offices)	60514-1500 (Zip Code)

Registrant’s telephone number: (630) 325-7300

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

Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

Yes

The number of shares of common stock outstanding as of May 6, 2005: 32,287,504

Page

Part I. Financial Information


Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27
Item 4.	Controls and Procedures	27

Part II - Other Information


Item 1.	Legal Proceedings.	28
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities.	28
Item 4.	Submission of Matters to a Vote of Security Holders.	28
Item 5.	Other Information.	28
Item 6.	Exhibits	28
SIGNATURES		30

Part I. Financial Information

Item 1. Financial Statements

MAF BANCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Financial Condition
(Dollars in thousands)
(Unaudited)

	March 31, 2005
Assets
Cash and due from banks	$	124,281		148,055
Interest-bearing deposits		33,597		56,089
Federal funds sold		83,774		42,854

Total cash and cash equivalents		241,652		246,998
Investment securities available for sale, at fair value		400,102		388,959
Stock in Federal Home Loan Bank of Chicago, at cost		233,916		278,916
Mortgage-backed securities available for sale, at fair value		1,038,672		948,168
Mortgage-backed securities held to maturity (fair value $268,927 and $244,615)		275,328		245,021
Loans receivable held for sale		28,660		39,521
Loans receivable, net		6,839,419		6,878,514
Allowance for loan losses		(36,249	)	(36,255	)

Loans receivable, net of allowance for loan losses		6,803,170		6,842,259

Accrued interest receivable		35,790		34,888
Foreclosed real estate		1,470		1,487
Real estate held for development or sale		40,173		35,091
Premises and equipment, net		144,158		140,898
Other assets		129,560		135,249
Goodwill		305,166		305,166
Intangibles		37,712		38,763

Total Assets	$	9,715,529		9,681,384

Liabilities and Stockholders' Equity
Liabilities
Deposits	$	6,014,946		5,935,708
Borrowed funds		2,575,155		2,600,667
Advances by borrowers for taxes and insurance		44,757		43,285
Accrued expenses and other liabilities		127,601		127,338

Total liabilities		8,762,459		8,706,998

Stockholders' equity
Preferred stock, $.01 par value; authorized 5,000,000 shares; none issued or outstanding		—		—
Common stock, $.01 par value; 80,000,000 shares authorized; 33,634,642 shares issued; 32,558,252 and 33,273,235 shares outstanding		336		336
Additional paid-in capital		526,052		522,047
Retained earnings, substantially restricted		486,050		468,408
Stock in Gain Deferral Plan; 245,467 shares at December 31, 2004		—		1,211
Accumulated other comprehensive loss, net of tax		(12,508	)	(1,676	)
Treasury stock, at cost; 1,076,390 and 361,407 shares		(46,860	)	(15,940	)

Total stockholders' equity		953,070		974,386

	$	9,715,529		9,681,384

See accompanying notes to unaudited consolidated financial statements.

MAF BANCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Operations
(Dollars in thousands, except per share data)
(Unaudited)

	Three Months Ended, March 31,
	2005		2004
Interest income:
Loans receivable	$	89,827		82,908
Mortgage-backed securities available for sale		9,586		9,012
Mortgage-backed securities held to maturity		3,060		—
Federal Home Loan Bank of Chicago stock		4,248		6,250
Investment securities available for sale		3,765		3,272
Interest-bearing deposits and federal funds sold		1,038		565

Total interest income		111,524		102,007

Interest expense:
Deposits		21,843		17,253
Borrowed funds		22,142		20,725

Total interest expense		43,985		37,978

Net interest income		67,539		64,029
Provision for loan losses		—		300

Net interest income after provision for loan losses		67,539		63,729

Non-interest income:
Net gain on sale of:
Loans receivable		3,876		1,780
Mortgage-backed securities		—		489
Investment securities		498		2,834
Foreclosed real estate		134		146
Income from real estate operations		—		1,102
Deposit account service charges		7,646		7,856
Loan servicing fee income, net		681		241
Valuation recovery on mortgage servicing rights		125		555
Other loan fees		1,140		1,527
Brokerage commissions		1,015		1,096
Other		2,720		2,769

Total non-interest income		17,835		20,395

Non-interest expense:
Compensation and benefits		26,630		25,634
Office occupancy and equipment		6,981		6,503
Advertising and promotion		2,022		2,407
Data processing		2,044		2,118
Amortization of core deposit intangibles		737		740
Other		9,741		9,488

Total non-interest expense		48,155		46,890

Income before income taxes		37,219		37,234
Income taxes		13,042		12,440

Net income	$	24,177		24,794

Basic earnings per share		.73		.75

Diluted earnings per share		.72		.73

See accompanying notes to unaudited consolidated financial statements.

MAF BANCORP, INC. AND SUBSIDIARIES

Consolidated Statement of Changes in Stockholders’ Equity
(Dollars in thousands)
(Unaudited)

	Three Months Ended March 31, 2005
	Common stock	Additional paid-in capital	Retained earnings		Gain Deferral Plan	Accumulated other comprehensive loss	Treasury stock	Total
Balance at December 31, 2004	$ 336	522,047		468,408	1,211	(1,676)	(15,940)		974,386

Comprehensive income:
Net income	—	—		24,177	—	—	—		24,177
Other comprehensive income (loss), net of tax:
Unrealized holding loss during the period	—	—		—	—	(10,509)	—		(10,509)
Reclassification adjustment of gains included in net income	—	—		—	—	(323)	—		(323)

Total comprehensive income	—	—		24,177	—	(10,832)	—		13,345

Exercise of 19,010 stock options,
and reissuance of treasury stock	—	—		(224)	—	—	828		604
Tax benefits from stock-related
compensation	—	58		—	—	—	—		58
Purchase of 644,000 shares of
treasury stock	—	—		—	—	—	(27,793)		(27,793)
Cash dividends declared, $0.23 per
share	—	—		(7,522)	—	—	—		(7,522)
Distribution of Gain Deferral Plan
shares	—	3,947		1,262	(1,262)	—	(3,955)		(8)
Dividends paid to Gain Deferral Plan	—	—		(51)	51	—	—		—

Balance at March 31, 2005	$ 336	526,052		486,050	—	(12,508)	(46,860)		953,070

See accompanying notes to unaudited consolidated financial statements.

MAF BANCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows
(Dollar in thousands)
(Unaudited)

	Three Months Ended March 31,
	2005			2004
Operating activities:
Net income	$	24,177		$	24,794
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Amortization of premiums, discounts and deferred loan fees		(2,890	)		(2,720	)
Provision for loan losses		—			300
FHLB of Chicago stock dividends		(4,202	)		(6,250	)
Net gain on sale of loans receivable		(3,876