UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 11-K

Mark One

þ		ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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

Commission File No.: 001-16577

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

Flagstar Bank 401(k) Plan

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

5151 Corporate Drive
Troy, MI 48098

 

 

TABLE OF CONTENTS

Report of Independent Registered Public Accounting Firm			3
Financial Statements
Statements of Net Assets Available for Benefits			4
Statement of Changes in Net Assets Available for Benefits			5
Notes to Financial Statements			6
Supplemental Information
Schedule H, line 4i – Schedule of Assets (Held at End of Year)			13
Note: All other schedules required by Section 2520.103-10 of The Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
Signature			17
Exhibit - 23
Consent of Independent Registered Public Accounting Firm			19
EX-23

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Participants and Administrator of
Flagstar Bank 401(k) Plan

We have audited the accompanying statements of net assets available for benefits of Flagstar Bank 401(k) Plan (the “Plan”) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for benefits for the year ended December 31, 2009. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and the changes in net assets available for benefits for the year ended December 31, 2009, in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule, Schedule H, line 4i–Schedule of Assets (Held at End of Year) as of December 31, 2009, is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audit of the basic 2009 financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic 2009 financial statements taken as a whole.

/s/ Baker Tilly Virchow Krause, LLP

Southfield, Michigan
June 29, 2010

Flagstar Bank 401(k) Plan

		December 31,
		2009				2008
Assets
Investments — at fair value
Flagstar Bancorp, Inc. common stock		$	3,281,192			$	3,041,504
Mutual funds			67,385,569				46,463,706
Money market funds			8,850,847				9,351,460
Common collective trust fund			59,217				222,661
Participant loans			3,191,386				3,286,426
Total investments – at fair value			82,768,211				62,365,757
Other			86,388				936
Total assets			82,854,599				62,366,693
Liabilities
Refundable contributions			169,307				108,374
Total liabilities			169,307				108,374
Net assets available for benefits reflecting all investments at fair value			82,685,292				62,258,319
Adjustment from fair value to contract value for interest in common collective trust fund relating to fully benefit – responsive investment contracts			10,909				11,855
Net assets available for benefits		$	82,696,201			$	62,270,174

The accompanying notes are an integral part of these statements.

Flagstar Bank 401(k) Plan

		For the Year Ended
		December 31, 2009
Additions
Additions to net assets attributed to:
Net realized and unrealized appreciation in fair value of investments		$	15,644,052
Interest			248,599
Dividends			967,524
Total investment income			16,860,175
Contributions:
Participant			10,097,358
Company			3,129,786
Rollovers			194,358
Total contributions			13,421,502
Total additions			30,281,677
Deductions
Deductions from net assets attributed to:
Participant benefits paid /deemed distributions			9,748,011
Administrative fees			107,639
Total deductions			9,855,650
Net increase			20,426,027
Net assets available for benefits:
Beginning of year			62,270,174
End of year		$	82,696,201

The accompanying notes are an integral part of these statements.

Flagstar Bank 401(k) Plan

Notes to Financial Statements

December 31, 2009 and 2008

Note A — Description of Plan

The following description of the Flagstar Bank 401(k) Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

     General

The Plan is a defined contribution plan available to all employees of Flagstar Bancorp, Inc. (the “Company”) who have met the eligibility service requirements. The Plan includes a salary deferral feature under section 401(k) of the Internal Revenue Code (“IRC”). An employee is eligible to participate in the Plan after three months of service and is age 21 or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.

     Contributions

Eligible employees may contribute up to 60% of their eligible compensation to the Plan in 2009 not to exceed the annual Internal Revenue Service (“IRS”) dollar limitation of $16,500. Participants were also able to make additional contributions of up to $5,500 the annual IRS dollar limit on “catch-up” contributions in 2009. Certain participants were also able to contribute amounts representing rollover contributions from other qualified defined benefit or defined contribution plans. In 2009, the Plan was amended to suspend all employer matching contributions effective October 1, 2009 until such time as the Company affirmatively reinstates such matching contributions. The Company may make discretionary contributions to the Plan. No discretionary contributions were made in 2009. All contributions are invested in accordance with the participant’s directive.

     Vesting

Participants are immediately vested in their voluntary contributions and related earnings. Vesting in the Company contributions and related earnings is based on years of service. A participant becomes 100% vested in Company contributions after five years of credited service.

     Participants Accounts

Each participant’s account is credited with the participant’s contribution, the Company contribution made on the employee’s behalf and an allocation of Plan earnings based on the participant’s share of net earnings or losses of their respective elected investment options. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

     Participant Loans

Participant loans are permitted by the Plan. Participants may borrow a minimum of $1,000 up to the lesser of $50,000 or 50% of the participant’s vested account balance, reduced by the highest outstanding loan balance in the preceding 12 months. All loans must be repaid in level payments through after-tax payroll deductions over a five-year period or up to 10 years for the purchase of a primary residence. The loans are collateralized by up to 50% of a participant’s account balance and bear interest at rates ranging from 4.25% to 9.25%, as determined by the Plan administrator at the date of issuance of the loan.

     Investment Options

Upon enrollment in the Plan, a participant may direct contributions in 1% increments in any of the available investment options. Participants may change their designation daily.

     Payment of Benefits

Upon termination of services, retirement, attainment of age 59-1/2, death or disability, the participant or his or her beneficiaries are entitled to receive a distribution or rollover to an IRA or other eligible plan a single lump sum

Flagstar Bank 401(k) Plan
Notes to Financial Statements — Continued
December 31, 2009 and 2008

amount equal to the vested amount of his or her account. A participant may also receive a distribution of his or her vested account balance in the case of financial hardship subject to the discretion of the Plan’s administrator

     Forfeitures

If a participant terminates employment, any non-vested portion of the participant’s account is forfeited. Forfeitures are applied to plan expenses and any amounts remaining are then used to reduce the contributions of the Company. Forfeited non-vested accounts totaled $216,000 at December 31, 2009. In 2009, Company contributions were reduced by $343,000 and administrative expenses were reduced by $13,000 from forfeited non-vested accounts.

     Administrative Expenses

The Company pays a portion of the Plan’s administrative expenses. Participants pay the applicable fees associated with their loans distributions, withdrawals and stock transactions.

     Plan Termination

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan, subject to provisions of the IRC and ERISA. In the event of termination of the Plan, the assets of the Plan shall be distributed to all participants to the extent of the value of each participant’s account after adjustment for liquidation expenses, which were not paid by the Company. In the event of the Plan termination, participants would become 100% vested in their Company contributions.

Note B — Summary of Accounting Policies

A summary of the significant accounting polices consistently applied in the preparation of the accompanying financial statements follows:

     Basis of Accounting

The accompanying financial statements have been prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

     Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

     Investment Valuation and Income Recognition

Investments are stated at fair value using the methods described in Note C. The Statement of Changes in Net Assets Available for Benefits is presented on a contract value basis. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.

     Fidelity Managed Income Portfolio

The Plan has an investment in the Managed Income Portfolio, a common trust fund of the Fidelity Group Trust for the Employee Benefit Plans (the “Managed Income Portfolio Fund”), which includes benefit-responsive investment contracts. Investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because the contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. Contract value represents contributions plus earnings, less participants withdrawals and administrative

Flagstar Bank 401(k) Plan
Notes to Financial Statements — Continued
December 31, 2009 and 2008

expenses. The statements of assets available for benefits present the fair value of the Managed Income Portfolio Fund and the adjustment from fair value to contract value.

The fair value of the Plan’s investment in the Managed Income Portfolio Fund was $59,217 and $222,661 as December 31, 2009 and 2008, respectively. The contract value of the Plan’s investment in the Managed Income Portfolio Fund was $70,216 and $234,516 as of December 31, 2009 and 2008, respectively..

     Payment of Benefits

Benefits are recorded when paid.

     Subsequent Events

Management evaluates the impact of all subsequent events through the issuance date of the Plan’s financial statements for the year ended December 31, 2009. Management has evaluated subsequent events through June 29, 2010, and has determined that all subsequent events have been appropriately recognized and disclosed in the accompanying financial statements.

Note C — Fair Value Accounting

The Plan assets, which are recorded at fair value, are grouped into three levels based on the markets in which the assets are traded and the reliability of the assumptions used to determined fair value. An asset’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement (with Level 1 considered highest and Level 3 considered lowest). A brief description of each level follows:

	•		Level 1 — Fair value is based upon quoted prices for identical instruments in active markets.
	•		Level 2 — Fair value is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
	•		Level 3 — Fair value is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates that market participants would use in pricing that asset or liability. Valuation techniques may include discounted cash flow models and similar techniques.

The following is a description of the valuation methodologies used by the Plan for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Flagstar Bancorp common stock: Valued at the closing price reported on the active market on which the security is traded.

Mutual funds: Valued at the net asset value of the shares held by the Plan at year end.

Money market funds: Valued at cost which approximates the net asset value of the shares held by the Plan at year end.

Common collective trust fund: Valued as the sum of (a) the fair value of the investments in guaranteed investment contracts (traditional GICs) and security-backed investment contracts that are wrapped by an insurance company, bank or other financial institution as determined by that fund’s trustee (synthetic GICs) and (b) the fair value of the fund’s investments in externally managed collective investment funds as determined by those funds’ trustees.

Participant loans: Valued at the amortized cost plus accrued interest, which approximates fair value. The methods described above may produce a fair value estimate that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair

Flagstar Bank 401(k) Plan
Notes to Financial Statements — Continued
December 31, 2009 and 2008

value of certain financial instruments could result in different estimates of fair values of the same financial instruments at the reporting date.

The following tables presents the Plans investments carried at fair value as of December 31, 2009 and 2008, by valuation hierarchy (as described above):

														Investments at Fair
December 31, 2009		Level 1				Level 2				Level 3				Value
Flagstar Bancorp common stock		$	3,281,192			$	—			$	—			$	3,281,192
Mutual funds			67,385,569				—				—				67,385,569
Money market funds			—				8,850,847				—				8,850,847
Common collective trust fund			—				59,217				—				59,217
Participant loans			—				—				3,191,386				3,191,386
Total assets at fair value		$	70,666,761			$	8,910,064			$	3,191,386			$	82,768,211

														Investments at Fair
December 31, 2008		Level 1				Level 2				Level 3				Value
Flagstar Bancorp common stock		$	3,041,504			$	—			$	—			$	3,041,504
Mutual funds			46,463,706				—				—				46,463,706
Money market funds			—				9,351,460				—				9,351,460
Common collective trust fund			—				222,661				—				222,661
Participant loans			—				—				3,286,426				3,286,426
Total assets at fair value		$	49,505,210			$	9,574,121			$	3,286,426			$	62,365,757

The following table provides a summary of changes in the fair value of the Plan’s level 3 assets for the year ended December 31, 2009.

		Participant
		Loans
Balance — January 1, 2009		$	3,286,426
New loans issued, interest earned and repayments, net			(95,040	)
Balance — December 31, 2009		$	3,191,386

Note D — Investments

The following presents investments that represent 5% or more of the Plan’s net assets.

		Number of
December 31, 2009		Shares				Fair Value
Fidelity Retirement Government Money Market Fund			7,047,420			$	7,047,420
Mutual Funds
Fidelity Growth Company Fund			116,530				8,038,269
Fidelity Dividend Growth Fund			306,698				7,259,548
Fidelity Diversified International Fund			238,388				6,674,874
Fidelity Mid-Cap Stock Fund			278,683				6,526,755
Fidelity U.S. Bond Index Funds			395,110				4,369,913
Fidelity Spartan U.S. Equity Index Fund			109,134				4,303,173

Flagstar Bank 401(k) Plan
Notes to Financial Statements — Continued
December 31, 2009 and 2008

		Number of
December 31, 2008		Shares				Fair Value
Fidelity Retirement Government Money Market Fund			7,736,897			$	7,736,897
Mutual Funds
Fidelity Growth Company Fund			112,779				5,521,645
Fidelity Diversified International Fund			212,612				4,573,293
Fidelity Dividend Growth Fund			288,659				4,557,920
Fidelity Mid-Cap Stock Fund			262,787				4,102,097
Fidelity U.S. Bond Index Funds			355,627				3,837,215
Fidelity Spartan U.S. Equity Index Fund			104,380				3,329,709

During 2009, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:

		Net Realized and
		Unrealized
		Appreciation
		(Depreciation), in
		fair value of
Flagstar Bancorp, Inc. common stock		$	(677,645	)
Mutual funds			16,321,697
Total		$	15,644,052

Note E — Parties-In-Interest

Certain Plan investments are shares of mutual funds managed by Fidelity Management Trust Company. Fidelity Management Trust Company is the trustee as defined by the Plan and, therefore, those transactions qualify as party-in-interest transactions. Pursuant to the Plan agreement, the Company may pay a portion of the administrative expenses of the Plan, at its discretion. Expenses paid to the trustee by the Company amounted to $53,000 in 2009. In addition, the Plan trades in the common stock of the Company.

The Plan held 5,468,654 and 4,283,809 shares of Flagstar Bancorp, Inc. common stock as of December 31, 2009 and 2008, respectively. During 2009, Flagstar Bancorp, Inc. did not declare or pay any common stock dividends.

Note F — Tax Status

The Internal Revenue Service has determined and informed the Company by a letter dated December 5, 2001, that the Plan and related trusts are designed in accordance with applicable sections of the Internal Revenue Code (“IRC”). The Plan was amended, subsequent to the application for favorable determination above, however, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with applicable requirements of the IRC.

Note G — Risks and Uncertainties

The Plan provides for various investment options in any combination of equity securities, bonds, fixed income securities and other investments with market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the financial statements.

Flagstar Bank 401(k) Plan
Notes to Financial Statements — Continued
December 31, 2009 and 2008

Note H— Amounts Owed to Participants Withdrawing from the Plan

The Plan had no liability to participants who had withdrawn from the Plan as of December 31, 2009 and 2008, respectively.

Note I— Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of statements of net assets available for benefits per the financial statements to the 2009 Form 5500.

		December 31,
		2009				2008
Net assets available for benefits per financial statements		$	82,696,201			$	62,270,174
Adjustment to fair value from contract-value for investment relating to fully benefit-responsive investment contracts			(10,909	)			(11,855	)
Net assets available for benefits per Form 5500		$	82,685,292			$	62,258,319

The following is a reconciliation of the activity reported within the statement of changes in net assets available for benefits per the financial statements to the 2009 Form 5500.

		December 31, 2009
Contributions per financial statements		$	13,421,502
Refundable contributions			(169,307	)
Contributions per Form 5500		$	13,252,195
Net increase in net assets available for benefits per Financial Statements		$	20,426,027
Change in adjustment to fair value from contract value for investment relating to fully benefit investment contracts			946
Net income per Form 5500		$	20,426,973

Supplemental Information

Flagstar Bank 401(k) Plan

Schedule H, line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009

				(c) Description of investment including
		(b) Identity of issue, borrower,		maturity date, rate of interest,
(a)		lessor or similar party		collateral, par, or maturity value		(d) Cost		(e) Current value
Common Stock
*		Flagstar Bancorp, Inc		5,468,654 shares of Common Stock		**		$	3,281,192
Mutual Funds
		ABDN		Glbl FX Inc Is		**			18,522
		ABF		International Equity Investment		**			10,741
		ABF		Large Cap Value Portfolio		**			48,750
		AIM		Basic Value A		**			2,548
		AIM		Constellation Class A		**			853
		AIM		Dynamics Investment Fund		**			299
		AIM		Global Small and Mid Cap Growth A		**			17,305
		AIM		Mid Cap Core Equity Fund — Class A		**			41,514
		AIM		Small Cap Growth Is		**			471
		ALL/BERN		Small/ Mid Cap Val A		**			1,947
		ALLNZ		CCM Mid Cap Administrative Fund		**			1,461
		ALLNZ		NFJ Small Cap Value Fund — Administrative Class		**			468
		AM		CEN LG CO VAL INV		**			157
		AM		CENT VISTA INV		**			10,329
		AM		Central Ultra Investment Fund		**			4,983
		Ariel		Appreciation Fund		**			73,256
		Ariel		Fund		**			42,920
		Artisan		International Fund		**			107,564
		Artisan		Mid Cap Value Fund		**			38,600
		Baron		Asset Fund		**			33,915
		Baron		Small Cap Fund		**			61,222
		Calvert		Cap Acc A		**			286
		Calvert		SIF Equity A		**			82
		Col		Consolidated High Yield Z		**			310
		Col/Acorn		Select Fund — Class Z		**			79,755
		Credit Suisse		Large Cap Growth Com		**			3,655
		Credit Suisse		Mid Cap Core Com		**			446
		DOMINI		Social Eq Inv		**			647
		DWS		Global Opps S		**			22,251
		DWS		International S		**			5,304
		DWS		Strategic Val A		**			2,719
*		Fidelity		Asset Mgr 20%		**			81
*		Fidelity		Asset Mgr 50%		**			12,641
*		Fidelity		Asset Mgr 70%		**			15,232
*		Fidelity		Asset Mgr 85%		**			10,782
*		Fidelity		Balanced Fund		**			97,752
*		Fidelity		Blue Chip Growth Fund		**			101,747
*		Fidelity		Blue Chip Value Fund		**			26,661
*		Fidelity		Canada Fund		**			416,300
*		Fidelity		Capital & Income Fund		**			171,913
*		Fidelity		Capital Appreciation Fund		**			30,269
*		Fidelity		Contra-fund		**			1,300,265
*		Fidelity		Convertible Securities Fund		**			9,018
*		Fidelity		Disciplined Equity Fund		**			66,413
*		Fidelity		Diversified International Fund		**			6,674,874
*		Fidelity		Dividend Growth Fund		**			7,259,548
*		Fidelity		Emerging Markets Fund		**			396,726
*		Fidelity		Equity-Income Fund		**			1,978,588
*		Fidelity		Equity-Income II Fund		**			2,870
*		Fidelity		Europe Cap Appreciation Fund		**			17,005

Flagstar Bank 401(k) Plan

Schedule H, line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009

				(c) Description of investment including
		(b) Identity of issue, borrower,		maturity date, rate of interest,
(a)		lessor or similar party		collateral, par, or maturity value		(d) Cost		(e) Current value
*		Fidelity		Europe Fund		**			33,321
*		Fidelity		Export and Multinational Fund		**			69,199
*		Fidelity		Fidelity Fund		**			46,020
*		Fidelity		Fifty Fund		**			11,599
*		Fidelity		Focused High Inc		**			2,688
*		Fidelity		Focused Stock Fund		**			31,133
*		Fidelity		Freedom 2000 Fund		**			345,676
*		Fidelity		Freedom 2005 Fund		**			18,152
*		Fidelity		Freedom 2010 Fund		**			1,159,583
*		Fidelity		Freedom 2015 Fund		**			279,402
*		Fidelity		Freedom 2020 Fund		**			2,210,403
*		Fidelity		Freedom 2025 Fund		**			375,092
*		Fidelity		Freedom 2030 Fund		**			2,185,663
*		Fidelity		Freedom 2035 Fund		**			757,902
*		Fidelity		Freedom 2040 Fund		**			1,661,060
*		Fidelity		Freedom 2045		**			138,818
*		Fidelity		Freedom 2050		**			257,599
*		Fidelity		Freedom Income Fund		**			555,027
*		Fidelity		Ginnie Mae Fund		**			179,152
*		Fidelity		Global Balanced Fund		**			4,527
*		Fidelity		Government Income Fund		**			372,009
*		Fidelity		GR Strategies		**			33,748
*		Fidelity		Growth and Income Fund		**			30,556
*		Fidelity		Growth Company Fund		**			8,038,269
*		Fidelity		Independence Fund		**			1,942,045
*		Fidelity		Inflation Prot Bond Fund		**			46,462
*		Fidelity		Institutional Shares Int Govt		**			18,872
*		Fidelity		Intermediate Bond Fund		**			12,048
*		Fidelity		Intermediate Government Income		**			104,389
*		Fidelity		International Cap Appreciation		**			13,112
*		Fidelity		International Discovery Fund		**			156,201
*		Fidelity		Intl Real Estate		**			108,413
*		Fidelity		Investment Growth Bond Fund		**			13,712
*		Fidelity		Japan Fund		**			17,559
*		Fidelity		Large Cap Growth Fund		**			22,409
*		Fidelity		Large Cap Stock Fund		**			137,101
*		Fidelity		Large Cap Value Fund		**			69,916
*		Fidelity		Latin America Fund		**			1,071,847
*		Fidelity		Leveraged Company Stock Fund		**			618,217
*		Fidelity		Low-Priced Stock Fund		**			1,870,721
*		Fidelity		Mega Cap Stock		**			23,971
*		Fidelity		Mid Cap Growth Fund		**			14,893
*		Fidelity		Mid Cap Value Fund		**			44,807
*		Fidelity		Mid-Cap Stock Fund		**			6,526,755
*		Fidelity		Mortgage Securities Fund		**			7,321
*		Fidelity		NASDAQ Comp Index		**			3,552
*		Fidelity		New Markets Income Fund		**			246,333
*		Fidelity		OTC Portfolio		**			80,785
*		Fidelity		Overseas Fund		**			178,060
*		Fidelity		Pacific Basin Fund		**			32,684
*		Fidelity		Puritan Fund		**			17,962
*		Fidelity		Real Estate Income Fund		**			88,340
*		Fidelity		Real Estate Investment		**			127,289
*		Fidelity		Short Term Bond Fund		**			6,824
*		Fidelity		Small Cap Discovery		**			1,818,969

Flagstar Bank 401(k) Plan

Schedule H, line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009

				(c) Description of investment including
		(b) Identity of issue, borrower,		maturity date, rate of interest,
(a)		lessor or similar party		collateral, par, or maturity value		(d) Cost		(e) Current value
*		Fidelity		Small Cap Growth Fund		**			18,742
*		Fidelity		Small Cap Independent Fund		**			17,985
*		Fidelity		Small Cap Stock Fund		**			71,191
*		Fidelity		Small Cap Value Fund		**			34,211
*		Fidelity		Southeast Asia Fund		**			226,624
*		Fidelity		Spartan U.S. Equity Index Fund		**			4,303,173
*		Fidelity		Stock Selector		**			11,952
*		Fidelity		Strategic Dividend and Income Fund		**			2,159
*		Fidelity		Strategic Income Fund		**			121,406
*		Fidelity		Telcom and Utilities Fund		**			201,880
*		Fidelity		Total Bond Fund		**			24,748
*		Fidelity		Trend Fund		**			18,434
*		Fidelity		U.S. Bond Index Fund		**			4,369,913
*		Fidelity		Ultrashort Bond		**			2,730
*		Fidelity		Value Fund		**			133,274
*		Fidelity		Value Strategies Fund		**			100,293
*		Fidelity		Worldwide Fund		**			4,808
		Franklin		Small-Mid Cap Growth Fund — Class A		**			7,457
		Hartford		Growth Y		**			5,018
		Hartford		International Growth Y		**			641
		JH		Small Company A		**			18,565
		LD Abbett		Affiliated A		**			50,585
		LD Abbett		Small Cap Build — Class A		**			48,196
		LM		CBA AGG GR A		**			58,604
		LM		CBA LC GRO A		**			2,058
		LM		Value Trust Fidelity Class		**			18,752
		Loomis		Growth A		**			1,587
		Loomis		Small Cap Value R		**			4,031
		Managers		AMG ES LG CP GR		**			37
		Managers		Bond Fund		**			129,326
		Managers		Special Equity		**			3,461
		MSIF		Capital Growth P		**			6,511
		MSIF		Intl Equity P		**			682
		MSIF		Value P		**			863
		MSIFT		Emerging Markets P		**			63,600
		MSIFT		Mid Cap Growth P		**			21,548
		Mutual		Global Discovery Fund — Class A		**			114,508
		Mutual		Shares — Class A		**			48,757
		NB		Core Fund Inv		**			5,795
		NB		Genesis — Investment Class		**			2,793
		NB		Guardian Trust		**			178
		NB		High Income Bond Investment		**			37,409
		NB		International Fund Trust		**			18,035
		NB		Partners Trust Fund		**			5,243
		NB		Regency Trust		**			251
		NB		Socially Responsible Trust		**			304
		PIM		Global Band AD Un-hedged Fund		**			47,958
		PIMCO		High Yield — Administration Class		**			12,920
		PIMCO		Long Term Government — Administrative Class		**			50,853
		PIMCO		Low DUR Administration Fund		**			45,230
		PIMCO		Real Return Bond — Admin.		**			158,241
		PIMCO		Total Return Fund — Administrative Class		**			670,662
		Rainier		Small Mid Cap Fund		**			91,978
		Royce		Total Return SER		**			4,254
		Royce		Value Plus Ser		**			155,264

Flagstar Bank 401(k) Plan

Schedule H, line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009

				(c) Description of investment including
		(b) Identity of issue, borrower,		maturity date, rate of interest,
(a)		lessor or similar party		collateral, par, or maturity value		(d) Cost		(e) Current value
		RS		Partners Fund A		**			32,917
		RS		Small Cap Grth A		**			3,187
		RS		Value Fund		**			17,945
		SPTN		Extended Market Index		**			53,967
		SPTN		Total Market Index		**			84,588
		TCW		Select Equity N		**			41
		Templeton		Dev Markets Fund — Class A		**			191,226
		Templeton		Foreign Fund — Class A		**			128,292
		Templeton		Foreign Small Company — Class A		**			19,953
		Templeton		Global Bond Fund — Class A		**			239,259
		Templeton		Growth Fund — Class A		**			17,513
		Templeton		World Fund — Class A		**			6,131
		The Oakmark		Equity and Income Fund		**			192,406
		The Oakmark		Fund I		**			36,971
		The Oakmark		Select I		**			1,122,839
		Touchstone		SC SEL GR Z		**			34,718
		Van Kampen		Equity Income — Class A		**			52,766
		Van Kampen		Growth and Income Fund — Class A		**			20,207
		Virtus		Mid Cap Value A		**			15,560
		WA		Core Plus Bond Fi		**			139
		WEST		Asset Core Fi		**			2
		WFA		C&B Mid Cap Value Fund D		**			637
		WFA		Mid Cap DSCPLD Investment		**			376
		WFA		Small Cap Value Investment		**			77,912
		WFA		Small Co Value A		**			207
				Total Mutual Funds					67,385,569
Money Market Funds
*		Fidelity		Retirement Government Money Market		**			7,047,420
*		Fidelity		Retirement Money Market Portfolio		**			1,577,313
*		FMTC		Institutional Cash Portfolio		**			226,114
				Total Money Market Funds					8,850,847
Common Collective Trust Fund
*		Fidelity		Managed Income Portfolio		**			59,217
Participant Loans
*		Participant Loans		Interest rates ranging from 4.25% to 9.25% with various maturity dates					3,191,386
				Total Investments				$	82,768,211

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) who is duly authorized by the Company have signed this annual report on the Plan’s behalf.

EXHIBIT INDEX

Exhibit No.		Description		Page No.
23		Consent of Independent Registered Public Accounting Firm			19