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

                                   FORM 10-QSB

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934

                 For the quarterly period ended March 31, 2007
                                                --------------------------------

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                 For the transition period from __________ to ___________
                 Commission file number 0-503777
                                        ----------------------------------------

                         FLATBUSH FEDERAL BANCORP, INC.
--------------------------------------------------------------------------------
       (Exact name of small business issuer as specified in this charter)


FEDERAL                                                               11-3700733
--------------------------------------------------------------------------------
(State or other  jurisdiction of incorporation                     (IRS Employer
or organization)                                             Identification No.)

                 2146 NOSTRAND AVENUE, BROOKLYN, NEW YORK 11210
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (718) 859-6800
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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 [X] No [ ]

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act) Yes [ ] No [X]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date

As of May 10, 2007 the Registrant  had  outstanding  2,759,067  shares of common
      ------------
stock

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [ X ]


<page>

                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES

                                      INDEX
<table>
<caption>
                                                                                      Page
                                                                                     Number
                                                                                     ------

                                                                                  <c>
PART I - FINANCIAL INFORMATION

         Item 1:  Financial Statements

                  Consolidated Statements of Financial Condition
                  at March 31, 2007 and December 31, 2006 (Unaudited)                   1

                  Consolidated Statements of Income for the Three months Ended
                  March 31, 2007 and 2006 (Unaudited)                                   2

                  Consolidated Statements of Comprehensive Income for the
                  Three months ended March 31, 2007 and 2006 (Unaudited)                3

                  Consolidated Statements of Cash Flows for the Three months
                  Ended March 31, 2007 and 2006 (Unaudited)                             4

                  Notes to Consolidated Financial Statements  (Unaudited)               5 - 8

         Item 2:  Management's Discussion and Analysis or
                  Plan of Operation                                                     9 - 13

         Item 3:  Controls and Procedures                                               14

PART II - OTHER INFORMATION                                                             15 - 17

         1.       Legal Proceedings

         2.       Unregistered Sales of Equity Securities and Use of Proceeds

         3.       Defaults upon Senior Securities

         4.       Submission of Matters to a Vote of Securities Holders

         5.       Other Information

         6.       Exhibits


SIGNATURES                                                                              17

</table>
<page>

                         PART I - FINANCIAL INFORMATION
                          ITEM 1 - FINANCIAL STATEMENTS
                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                   (Unaudited)
<table>
<caption>
                                                                   March 31,      December 31,
ASSETS                                                                2007            2006
------                                                           ------------------------------

                                                                  <c>              <c>

Cash and amounts due from depository institutions                $   1,590.146    $   2,399,344
Interest earning deposits in other banks                             1,191,997        1,007,542
Federal Funds sold                                                   3,200,000          600,000
                                                                 ------------------------------
    Cash and cash equivalents                                        5,982,143        4,006,886

Investment securities held to maturity; fair value of
    $6,900,790 in 2007 and $6,859,114 in 2006                        6,990,198        6,989,873
Mortgage-backed securities held to maturity; fair value of
   $26,302,520 in 2007 and $26,361,595 in 2006                      26,623,170       26,726,910
Loans receivable, net of allowance for loan losses of $202,545
   In 2007 and $200,347 in 2006                                    106,661,498      106,229,513
Premises and equipment                                               2,885,812        2,901,521
Federal Home Loan Bank of New York stock                             1,628,200        1,599,100
Accrued interest receivable                                            697,466          736,524
Bank owned life insurance                                            3,807,238        3,778,193
Other assets                                                         1,903,922        1,413,853
                                                                 ------------------------------
    Total assets                                                 $ 157,179,647    $ 154,382,373
                                                                 ==============================

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits:
  Non-interest bearing                                           $   4,160,281    $   4,415,706
  Interest bearing                                                 102,783,079      101,225,633
                                                                 ------------------------------
    Total Deposits                                                 106,943,360      105,641,339
Federal Home Loan Bank of New York advances                         31,133,211       30,486,579
Advance payments by borrowers for taxes and insurance                  572,315          348,083
Other liabilities                                                    2,798,354        2,860,195
                                                                 ------------------------------
    Total liabilities                                              141,447,240      139,336,196
                                                                 ------------------------------
Stockholders' equity:
Preferred stock $0.01 par value, 1,000,000 shares authorized;
     none issued and outstanding                                            --               --
Common stock $0.01 par value;  authorized 9,000,000 shares;
   issued (2007 and 2006) 2,799,657 shares;
   outstanding (2007) 2,761,067 shares; and (2006) 2,763,317            27,998           27,998
shares
Paid-in capital                                                     12,359,597       12,072,156
Retained earnings                                                    5,411,018        5,027,685
Unearned employees' stock ownership plan (ESOP) shares                (574,760)        (583,479)
Treasury stock, 38,590 shares and 36,340 shares, respectively         (312,588)        (294,925)
Accumulated other comprehensive loss                                (1,178,858)      (1,203,258)
                                                                 ------------------------------
    Total stockholders' equity                                      15,732,407       15,046,177
                                                                 ------------------------------

    Total liabilities and stockholders' equity                   $ 157,179,647    $ 154,382,373
                                                                 ==============================
</table>

See notes to consolidated financial statements.


                                       1
<page>

                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
<table>
<caption>
                                                                    Three months Ended
                                                                         March 31
                                                                --------------------------
                                                                    2007           2006
                                                                --------------------------

                                                                  <c>            <c>
Interest Income
   Loans, including fees                                        $ 1,782,521    $ 1,558,000
   Mortgage-backed securities                                       365,109        358,901
   Investments                                                      115,394        107,640
   Other interest earning assets                                     31,046         47,674
                                                                --------------------------
          Total interest income                                   2,294,070      2,072,215
                                                                --------------------------

Interest Expense
   Deposits                                                         687,661        531,615
   Borrowings                                                       389,875        235,130
                                                                --------------------------
          Total interest expense                                  1,077,536        766,745
                                                                --------------------------

         Net Interest Income                                      1,216,534      1,305,470
Provision for loan losses                                             2,056         10,117
                                                                --------------------------
          Net interest income after
            provision for loan losses                             1,214,478      1,295,353
                                                                --------------------------


Non-interest income
   Fees and service charges                                          36,114         55,431
   BOLI investment income                                            36,166         35,328
   Life insurance proceeds                                          500,000             --
   Other                                                                460          1,720
                                                                --------------------------
          Total non-interest income                                 572,740         92,479
                                                                --------------------------

Non-interest expenses
   Salaries and employee benefits                                   687,072        775,711
   Net occupancy expense of premises                                118,725        150,623
   Equipment                                                        131,132        129,744
   Directors' compensation                                          326,501         64,379
   Professional fees                                                 41,802         46,776
   Other insurance premiums                                          39,112         41,044
   Other                                                            114,333        113,258
                                                                --------------------------
        Total non-interest expenses                               1,458,677      1,321,535
                                                                --------------------------

Income before income taxes                                          328,541         66,297
Income taxes                                                        (54,792)        23,557
                                                                --------------------------
Net income                                                      $   383,333    $    42,740
                                                                --------------------------

Net income per common share - Basic and diluted                 $      0.14    $      0.02
Weighted average number of shares outstanding -
Basic and diluted                                                 2,675,233      2,694,074

</table>

See notes to consolidated financial statements.


                                       2
<page>


                FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (Unaudited)

                                                  Three months ended March 31,
                                                  ----------------------------
                                                        2007         2006
                                                  ----------------------------

Net Income                                        $    383,333    $     42,740

Other comprehensive income, net of income taxes:
Benefit Plans                                           41,960              --
Deferred income taxes                                  (17,560)             --
                                                  ----------------------------
Other comprehensive income                              24,400
                                                  ----------------------------

Comprehensive income                              $    407,733    $     42,740
                                                  =============================



See notes to consolidated financial statements.

                                       3
<page>
<table>
<caption>

                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                                                           Three months ended March 31
                                                                           ----------------------------
                                                                               2007            2006
                                                                           ----------------------------

                                                                             <c>             <c>
Cash flow from operating activities:
  Net income                                                               $    383,333    $     42,740
  Adjustments to reconcile net income to net cash
  provided by (used in) operating activities:
     Depreciation and amortization of premises and equipment                     45,133          39,326

     Net amortization of premiums, discounts and
        deferred loan fees and costs                                            (21,276)        (57,090)
     Provision for loan losses                                                    2,056          10,117
     ESOP shares committed to be released                                        10,036          10,504
     MRP amortization                                                           145,435          16,911
     Stock option amortization                                                  140,689          34,570
     Decrease in accrued interest receivable                                     39,058          15,710
     Increase in cash surrender value of BOLI                                   (29,045)        (35,328)
     Increase in other assets                                                  (507,629)       (433,164)
     (Decrease) increase in other liabilities                                   (19,881)         70,541
                                                                           ----------------------------
        Net cash provided by (used in) operating activities                     187,909        (285,163)
                                                                           ----------------------------

Cash flow from investing activities:
     Proceeds from calls and maturities of investment
       securities held to maturity                                                   --         147,902
     Principal repayments on mortgage-backed securities held to maturity      1,094,320       1,092,605
     Purchases of mortgage-backed securities held to
       maturity                                                                (983,255)     (3,402,916)
     Purchases of loan participation interest                                  (939,465)     (2,513,468)
     Net change in loans receivable                                             519,050       1,546,853
     Additions to premises and equipment                                        (29,424)        (79,122)
     Purchase of Federal Home Loan Bank of New York stock                       (29,100)       (222,800)
                                                                           ----------------------------
        Net cash used in investing activities                                  (367,874)     (3,430,946)
                                                                           ----------------------------

Cash flow from financing activities:
     Net increase in deposits                                                 1,302,021         409,006
     Advances from Federal Home Loan Bank of New York                         1,800,000      12,200,000
     Repayment of advances from Federal Home Loan Bank of New York             (353,368)     (7,247,899)
     Net change to short-term borrowings                                       (800,000)             --
     Increase  in advance payments by borrowers
         for taxes and insurance                                                224,232         238,311
     Cash dividend paid to stockholders                                              --          (3,004)
     Purchase of Treasury Stock                                                 (17,663)        (18,100)
                                                                           ----------------------------
        Net cash provided by financing activities                             2,155,222       5,578,314
                                                                           ----------------------------
Net increase in cash and cash equivalents                                     1,975,257       1,862,205
Cash and cash equivalents - beginning                                         4,006,886       4,911,223
                                                                           ----------------------------

Cash and cash equivalents - ending                                         $  5,982,143    $  6,773,428
                                                                           ============================
Supplemental disclosure of cash flow information
 Cash paid during the year for:
     Interest                                                              $  1,094,135    $    745,539
                                                                           ----------------------------
     Income taxes                                                          $     43,681    $     13,407
                                                                           ----------------------------
</table>

See notes to consolidated financial statements

                                       4
<page>

                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   ------------------------------------------

                                   (Unaudited)

NOTE 1.  PRINCIPLES OF CONSOLIDATION
------------------------------------

The consolidated  financial  statements include the accounts of Flatbush Federal
Bancorp, Inc. ("the Company"), the Flatbush Federal Savings and Loan Association
("the  Association")  and the Association's  subsidiary  Flatbush REIT, Inc. The
Company's  business  is  conducted  principally  through  the  Association.  All
significant  intercompany  accounts and  transactions  have been  eliminated  in
consolidation.

NOTE 2.  BASIS OF PRESENTATION
------------------------------

The accompanying  unaudited  consolidated  financial statements were prepared in
accordance  with  instructions  for Form  10-QSB and  regulation  S-X and do not
include  information  or  footnotes  necessary  for a complete  presentation  of
financial  condition,  results of operations  and cash flows in accordance  with
U.S.  generally  accepted  accounting  principles.  However,  in the  opinion of
management,   all  adjustments  (consisting  of  normal  recurring  adjustments)
necessary for a fair presentation of the consolidated  financial statements have
been  included.  The results of operations  for the three months ended March 31,
2007,  are not  necessarily  indicative of the results which may be expected for
the entire year.

NOTE 3.  NET INCOME PER COMMON SHARE
------------------------------------

Net income per common share was computed by dividing net income for three months
ended March 31, 2007 by the  weighted  average  number of shares of common stock
outstanding  adjusted  for  unearned  shares  of the  ESOP.  Stock  options  and
restricted  stock awards granted are  considered  common stock  equivalents  and
therefore considered in diluted net income per share calculations,  if dilutive,
using the treasury stock method.

NOTE 4.  CRITICAL ACCOUNTING POLICIES
-------------------------------------

The Company considers  accounting policies involving  significant  judgments and
assumptions  by management  that have,  or could have, a material  impact on the
carrying  value  of  certain  assets  or on  income  to be  critical  accounting
policies.  Material  estimates that are particularly  susceptible to significant
changes  relate  to  the   determination  of  the  allowance  for  loan  losses.
Determining the amount of the allowance for loan losses  necessarily  involves a
high degree of  judgment.  Management  reviews the level of the  allowance  on a
quarterly  basis,  at a minimum,  and  establishes the provision for loan losses
based  on the  composition  of the  loan  portfolio,  delinquency  levels,  loss
experience, economic conditions, and other factors related to the collectibility
of the loan portfolio.  Management has allocated the allowance among  categories
of loan  types  as well  as  classification  status  at  each  period-end  date.
Assumptions and allocation  percentages  based on loan types and  classification
status have been consistently  applied.  Management  regularly evaluates various
risk factors  related to the loan  portfolio,  such as type of loan,  underlying
collateral  and  payment  status,  and the  corresponding  allowance  allocation
percentages.

Although  management  believes  that it uses the best  information  available to
establish the allowance for loan losses,  future  additions to the allowance may
be necessary  based on estimates  that are  susceptible to change as a result of
changes in economic  conditions and other factors.  In addition,  the regulatory
authorities,  as an integral  part of their  examination  process,  periodically
review the  allowance for loan losses.  Such agencies may require  management to
recognize  adjustments to the allowance based on its judgments about information
available to it at the time of their examinations.

                                       5
<page>


NOTE 5.  RETIREMENT PLANS - COMPONENTS OF  NET PERIODIC PENSION COST
--------------------------------------------------------------------

Periodic pension expense was as follows:

                                         Three months Ended
                                        --------------------
                                              March 31
                                        --------------------
                                          2007        2006
                                        --------------------

Service Cost                            $ 48,242    $ 43,121
Interest Cost                             73,542      62,996
Expected return on assets                (86,391)    (46,233)
Amortization of past service cost             --      (2,750)
Amortization of unrecognized net loss     30,369      15,551
                                        --------------------
     Net periodic benefit cost          $ 65,762    $ 72,685
                                        --------------------

Periodic pension expense for other plans was as follows:

                                          Three Ended
                                             months
                                        -----------------
                                            March 31
                                        -----------------
                                          2007      2006
                                        -----------------

Service Cost/Interest Cost              $24,346   $47,685
Expected return on assets                    --        --
Amortization of unrecognized              4,268     4,292
transition obligation
Amortization of past service cost         5,278        --

Amortization of unrecognized net loss     2,045     1,006
                                        -----------------
     Net periodic benefit cost          $35,937   $52,983
                                        -----------------

NOTE 6. RECENT ACCOUNTING PRONOUNCEMENTS
----------------------------------------

EITF 06-11

In March 2007, the FASB ratified  Emerging  Issues Task Force No. 06-11,  ("EITF
Issue  No.  06-11"),  "Accounting  for  Income  Tax  Benefits  of  Dividends  on
Share-Based  Payment  Awards."  EITF 06-11  requires  companies to recognize the
income tax benefit  realized  from  dividends or dividend  equivalents  that are
charged   to   retained   earnings   and  paid  to   employees   for   nonvested
equity-classified   employee  share-based  payment  awards  as  an  increase  to
additional  paid-in capital.  EITF 06-11 is effective for fiscal years beginning
after  September  15,  2007.  The Company does not expect EITF 06-11 will have a
material impact on its consolidated financial position, results of operations or
cash flows.

EITF 06-10

In March 2007,  the FASB  ratified  Emerging  Issues Task Force Issue No.  06-10
"Accounting for Collateral  Assignment  Split-Dollar Life Insurance  Agreements"
("EITF 06-10"). EITF 06-10 provides guidance for determining a liability for the
postretirement  benefit obligation as well as recognition and measurement of the
associated  asset  on the  basis  of the  terms  of  the  collateral  assignment
agreement. EITF 06-10 is effective for fiscal years beginning after December 15,
2007.  The  Company  is  currently  assessing  the  impact of EITF  06-10 on its
consolidated financial position and results of operations.


                                       6
<page>


EITF 06-5

On September 7, 2006,  the Task Force  reached a conclusion  on Emerging  Issues
Task Force No. 06-5,  "Accounting  for Purchases of Life Insurance - Determining
the Amount That Could Be Realized in Accordance  with FASB  Technical  Bulleting
No. 85-4,  Accounting for Purchases of Life Insurance" ("EITF 06-5").  The scope
of EITF 06-5 consists of six separate  issues  relating to  accounting  for life
insurance  policies  purchases by entities  protecting  against the loss of "key
persons." The six issues are  clarifications  of previously  issued  guidance on
FASB  Technical  Bulleting  No. 85-4.  EITF 06-5 is  effective  for fiscal years
beginning  after  December  15,  2006.  The adoption of EITF 06-5 did not have a
material impact on the Company's consolidated financial statements.


EITF 06-4

In September  2006, the FASB's  Emerging  Issues Task Force issued EITF Issue No
06-4,  "Accounting for Deferred Compensation and Postretirement  Benefit Aspects
of Endorsement  Split Dollar Life Insurance  Arrangements"  ("EITF 06-4").  EITF
06-4  requires  the  recognition  of a liability  related to the  postretirement
benefits covered by an endorsement split-dollar life insurance arrangement.  The
consensus  highlights  that the employer  (who is also the  policyholder)  has a
liability  for the benefit it is  providing  to its  employee.  As such,  if the
policyholder  has  agreed  to  maintain  the  insurance  policy in force for the
employee's benefit during his or her retirement,  then the liability  recognized
during the  employee's  active service period should be based on the future cost
of insurance to be incurred during the employee's retirement.  Alternatively, if
the policy holder has agreed to provide the employee with a death benefit,  then
the liability for the future death benefit should be recognized by following the
guidance in SFAS No. 106 or Accounting Principles Board (APB) Opinion No. 12, as
appropriate.  For  transition,  an entity can choose to apply the guidance using
either of the following approaches: (a) a change in accounting principle through
retrospective application to all periods presented or (b) a change in accounting
principle  through a  cumulative-effect  adjustment  to the  balance in retained
earnings at the beginning of the year of adoption.  The disclosures are required
in  fiscal  years  beginning  after  December  15,  2007,  with  early  adoption
permitted. The Company does not believe that the implementation of this guidance
will have a material impact on the Company's consolidated financial statements.

FAS 159

In February  2007,  the FASB issued SFAS No. 159, "The Fair Value Option for the
Financial  Assets  and  Financial  Liabilities-Including  an  amendment  of FASB
Statement  No. 115.  "SFAS No. 159"  permits  entities to choose to measure many
financial  instruments and certain other items at fair value.  Unrealized  gains
and losses on items for which the fair value  option  has been  elected  will be
recognized  in  earnings  at each  subsequent  reporting  date.  SFAS No. 159 is
effective for our Company  January 1, 2008. The Company is evaluating the impact
that the  adoption  of SFAS  No.  159 will  have on our  consolidated  financial
statements.

FAS 157

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements,  which
defines  fair value,  establishes  a framework  for  measuring  fair value under
generally accepted  accounting  principles,  and expands  disclosures about fair
value measurements. SFAS No. 157 applies to other accounting pronouncements that
require or permit fair value  measurements.  The new guidance is  effective  for
financial  statements issued for fiscal years beginning after November 15, 2007,
and for interim  periods  within  those fiscal  years.  The company is currently
evaluating the potential  impact, if any, of the adoption of SFAS No. 157 on our
consolidated financial position, results of operations and cash flows.

FASB INTERPRETATION No. 48

In June 2006, the FASB issued Interpretation No. 48, "Accounting for Uncertainty
in  Income  Taxes  -  an   Interpretation   of  FASB  Statement  No.  109."  The
Interpretation  prescribes a recognition threshold and measurement

                                       7
<page>

attribute for financial statement  recognition and measurement of a tax position
taken or expected to be taken in a tax return.  Benefits from tax positions must
be recognized in the financial  statements  only when it is more likely than not
that the tax position  will be sustained  upon  examination  by the  appropriate
taxing authority that would have full knowledge of all relevant  information.  A
tax  position  that  meets the  more-likely-than-not  recognition  threshold  is
measured at the largest  amount of benefit  that is greater  than fifty  percent
likely of being realized upon ultimate settlement. Tax positions that previously
failed to meet the more-likely-than-not recognition threshold must be recognized
in the final  subsequent  financial  reporting period in which that threshold is
met.   Previously   recognized   tax   positions   that  no   longer   meet  the
more-likely-than-not  recognition  threshold must be  derecognized  in the first
subsequent  financial reporting period in which that threshold is no longer met.
Interpretation 48 also provides guidance on the accounting for and disclosure of
unrecognized tax benefits,  interest and penalties.  The new  interpretation was
effective  for the  Company  for the three  months  ended  March 31,  2007.  The
implementation  of the  provisions  of the new  interpretation  did  not  have a
significant impact on the Company's  consolidated  financial position or results
of  operations.  The  Company  files  income  tax  returns  in the U.S.  federal
jurisdiction,  New York  State and New York  City,  and is no longer  subject to
audit of Federal, State and City income tax returns for years before 2003.



                                       8
<page>

                                     ITEM 2
                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
            ---------------------------------------------------------


Forward-Looking Statements

         This Form 10-QSB may include certain  forward-looking  statements based
on current  management  expectations.  The Company's actual results could differ
materially from those management  expectations.  Factors that could cause future
results  to vary  from  current  management  expectations  include,  but are not
limited to, general  economic  conditions,  legislative and regulatory  changes,
monetary and fiscal policies of the federal government, changes in tax policies,
rates and regulations of federal,  state and local tax  authorities,  changes in
interest  rates,  deposit  flows,  the cost of funds,  demand for loan products,
demand  for  financial  services,   competition,   changes  in  the  quality  or
composition  of loan  and  investment  portfolios  of the  Company,  changes  in
accounting principles,  policies or guidelines, and other economic, competitive,
governmental  and  technological  factors  affecting the  Company's  operations,
markets, products, services and prices.

Comparison of Financial Condition March 31, 2007 and December 31, 2006

         The Company's  assets as of March 31, 2007 were $157.2 million compared
to $154.4  million at December 31, 2006, an increase of $2.8  million,  or 1.8%.
Cash and cash equivalents  increased $2.0 million,  or 50.0%, to $6.0 million at
March 31,  2007  from $4.0  million  at  December  31,  2006.  Loans  receivable
increased  $431,000,  or 0.4% to $106.7  million at March 31,  2007 from  $106.2
million at December 31, 2006. As a partial  offset,  mortgage-backed  securities
decreased  $104,000,  or 0.4%,  to $26.6  million  at March 31,  2007 from $26.7
million as of December 31, 2006.

         Total deposits  increased  $1.3 million,  or 1.2%, to $106.9 million at
March 31, 2007 from  $105.6  million as of December  31,  2006.  As of March 31,
2007,  borrowings  from  Federal  Home Loan Bank of New York were $31.1  million
compared to $30.5 million as of December 31, 2006,  an increase of $646,000,  or
2.1%.  Management  continued  to  invest  the  borrowings  in  loans  receivable
consisting of residential,  commercial,  and mixed-use properties. The inflow of
cash  from   prepayments   and   amortizations   from   loans   receivable   and
mortgage-backed  securities caused cash and cash equivalents to increase by $2.0
million.

         Total stockholders' equity increased $686,000 to $15.7 million at March
31, 2007 from $15.0 million at December 31, 2006.

         On June 30, 2005, the Company approved a stock  repurchase  program and
authorized  the  repurchase of up to 50,000 shares of the Company's  outstanding
shares of common stock. Stock repurchases will be made from time to time and may
be  effected  through  open  market  purchases,  block  trades and in  privately
negotiated  transactions.  Repurchased  stock will be held as treasury stock and
will be available for general corporate  purposes.  As of March 31, 2007, 38,590
shares were acquired at a weighted average price of $8.10 per share.

Comparison  of  Operating  Results for the Three Months Ended March 31, 2007 and
March 31, 2006

         General. Net income increased by $340,000,  to $383,000 for the quarter
ended March 31, 2007 from $43,000 for the same quarter in 2006.  The increase in
net income for the  quarter  was  primarily  due to  increases  of  $222,000  in
interest income,  $481,000 in non-interest  income,  and decreases of $78,000 in
income taxes and $8,000 in provision for loan loss.  These  increases,  however,
were partially  offset by increases of $156,000 in interest expense on deposits,
$155,000  in  interest   expense  on  borrowings  from  FHLB,  and  $138,000  in
non-interest expense.

         Interest Income.  Interest income increased $222,000, or 10.7%, to $2.3
million for the quarter  ended March 31, 2007 from $2.1  million for the quarter
ended March 31, 2006.  The increase in interest  income can be  attributed  to a
higher  average yield on a higher  interest  earning  asset base.  For the three
months  ended  March  31,  2007  the  average   balance  of  $144.9  million  in
interest-earning  assets earned an average yield of 6.33% compared to an average
yield of 6.02% on an average  balance  of $137.6  million  for the three  months
ended March 31, 2006.

                                       9
<page>

         Interest income on loans increased $225,000,  or 14.1%, to $1.8 million
for the quarter  ended March 31, 2007 from $1.6  million for the same quarter in
2006. The average  balance of loans increased $9.2 million to $106.6 million for
the quarter  ended March 31, 2007 from $97.4 million for the quarter ended March
31, 2006.  The average yield on loans  increased by 29 basis points to 6.69% for
the quarter  ended  March 31,  2007 from 6.40% for the  quarter  ended March 31,
2006.

         Interest income on  mortgage-backed  securities  increased  $6,000,  or
1.7%,  to $365,000  for the quarter  ended March 31, 2007 from  $359,000 for the
quarter ended March 31, 2006. The average balance of mortgage-backed  securities
increased  $17,000 to $26.8  million for the  quarter  ended March 31, 2007 from
$26.8 million for the quarter ended March 31, 2006. The average yield  increased
by 9 basis  points to 5.45% for the quarter  ended March 31, 2007 from 5.36% for
the same period in 2006.

         Interest income on investment  securities increased $7,000, or 6.5%, to
$115,000  for the quarter  ended March 31,  2007 from  $108,000  for the quarter
ended March 31, 2006.  The average yield on investment  securities  increased 48
basis  points to 5.36% for the  quarter  ended March 31, 2007 from 4.88% for the
quarter  ended March 31,  2006.  As a partial  offset,  the  average  balance of
investment  securities  decreased  by $212,000  to $8.6  million for the quarter
ended March 31, 2007 from $8.8 million at the quarter  ended March 31, 2006.  As
long-term  rates  increased,  inflow of cash  from  calls  and  repayments  from
investment  securities were  reinvested into longer term,  higher yielding loans
and mortgage-backed securities.

         Interest   income   on   other   interest-earning   assets,   primarily
interest-earning  deposits and federal funds sold,  decreased $17,000, or 35.4%,
to $31,000  for the quarter  ended  March 31, 2007 from  $48,000 for the quarter
ended March 31,  2006.  The average  balance of other  interest  earning  assets
decreased $1.7 million to $2.9 million for the quarter ended March 31, 2007 from
$4.6 million for the quarter  ended March 31,  2006.  As a partial  offset,  the
average yield on other interest  earning assets  increased by 12 basis points to
4.26% for the quarter  ended  March 31,  2007 from 4.14% for the  quarter  ended
March 31, 2006.

         Interest Expense. Total interest expense, comprised of interest expense
on deposits and interest expense on FHLB advances, increased $311,000, or 40.5%,
to $1.1  million for the quarter  ended  March 31,  2007 from  $767,000  for the
quarter ended March 31, 2006. The average cost of  interest-bearing  liabilities
increased by 81 basis points to 3.25% for the quarter  ended March 31, 2007 from
2.44%  for  the  quarter   ended  March  31,  2006.   The  average   balance  of
interest-bearing  liabilities  increased  $7.1 million to $132.8 million for the
quarter ended March 31, 2007 from $125.7 million for the quarter ended March 31,
2006.

         Interest expense on deposits increased $156,000,  or 29.3%, to $688,000
for the quarter  ended March 31, 2007 from  $532,000 for the quarter ended March
31, 2006. The average cost of  interest-bearing  deposits  increased by 67 basis
points to 2.70% for the quarter  ended March 31, 2007 from 2.03% for the quarter
ended March 31, 2006, reflecting the upward trend of interest rates on deposits.
However, the average balance of interest-bearing deposits decreased $2.9 million
to $101.8  million for the quarter ended March 31, 2007 from $104.7  million for
the quarter ended March 31, 2006.

         Interest  expense on FHLB advances  increased  $155,000,  or 66.0%,  to
$390,000  for the quarter  ended March 31, 2007,  from  $235,000 for the quarter
ended  March 31,  2006.  The average  balance of FHLB  advances  increased  $9.9
million to $30.9  million  for the  quarter  ended  March 31,  2007,  from $21.0
million for the quarter ended March 31, 2006.  The average cost of FHLB advances
increased by 55 basis points to 5.04% for the quarter ended March 31, 2007, from
4.49% for the quarter ended March 31, 2006.

         Net Interest Income. Net interest income decreased $88,000, or 6.8%, to
$1.2 million for the quarter ended March 31, 2007 from $1.3 million for the same
quarter in 2006.  The interest rate spread was 3.08% for the quarter ended March
31, 2007  compared to 3.58% for the quarter  ended March 31, 2006, a decrease of
50 basis points.  Interest margin for the quarter ended March 31, 2007 was 3.36%
compared to 3.80% for the quarter  ended March 31,  2006, a decrease of 44 basis
points.  The  decrease  in  interest  rate  spread  and  interest  margin can be
attributed to the higher cost of interest-bearing liabilities.

         Provision for Loan Losses. The Company establishes  provisions for loan
losses,  which are charged to operations,  at a level  necessary to absorb known
and inherent losses that are both probable and reasonably  estimable

                                       10
<page>

at the  date  of the  financial  statements.  In  evaluating  the  level  of the
allowance for loan losses, management considers historical loss experience,  the
types of loans and the amount of loans in the loan portfolio, adverse situations
that may affect the  borrower's  ability to repay,  the  estimated  value of any
underlying  collateral,  and prevailing economic conditions.  This evaluation is
inherently   subjective  as  it  requires  estimates  that  are  susceptible  to
significant  revision as more information  becomes available or as future events
change.  Based  on the  evaluation  of  these  factors,  management  recorded  a
provision of $2,000 for the three  months  ended March 31,  2007.  For the three
months ended March 31, 2006, a provision of $10,000 was recorded.  The provision
for loan losses was established to address  probable and estimable losses in the
one to four  residential and Visa credit card loan portfolio as well as inherent
losses that are probable and estimable in the larger loan  portfolio.  The level
of the  allowance  at March 31,  2007 is based on  estimates,  and the  ultimate
losses may vary from the estimates.

         Non-Interest  Income.   Non-interest  income  increased  $480,000,   to
$573,000 for the quarter ended March 31, 2007 from $92,000 for the quarter ended
March 31, 2006. This was primarily attributable to the proceeds of $500,000 from
a life insurance  policy the  Association  owned on the life of former  Flatbush
Federal  Bancorp Inc. CEO and President,  Anthony J.  Monteverdi who passed away
during the quarter.  As a partial offset,  fees and service charges decreased by
$19,000.

         Non-Interest  Expense.  Non-interest  expense  increased  $137,000,  or
10.4%, to $1.5 million for the quarter ended March 31, 2007. The net increase of
$137,000 to  non-interest  expense is  primarily  attributable  to  increases to
director's  compensation,  audit and accounting fees, miscellaneous expense, and
equipment,  partially offset by decreases in salaries and employee benefits, net
occupancy  expense of  premises,  legal fees,  advertising  and other  insurance
premiums.  Director's  compensation  increased  by $262,000 to $327,000  for the
three months ended March 31, 2007, from $64,000 for the three months ended March
31,  2006.  The  increase  includes  a one  time  accrual  of  $221,000  for the
accelerated  vesting of stock options and  restricted  stock due to the death of
Mr.  Monteverdi  during the quarter  ended March 31, 2007, as well as a one time
accrual of $35,000 for the  accelerated  vesting of stock options and restricted
stock  due to the  retirement  of  director  John F.  Antoniello.  Salaries  and
employee benefits decreased $89,000,  or 11.5%, to $687,000 for the three months
ended March 31, 2007 from  $776,000  for the three  months ended March 31, 2006.
The decrease primarily is due to the reduction of senior level personnel,  which
includes the retirement of former CEO and President  Anthony  Monteverdi  during
the first quarter of 2006. Net occupancy expense decreased $32,000, or 21.2%, to
$119,000 for the three  months ended March 31, 2007 from  $151,000 for the three
months  ended March 31, 2006.  The decrease  reflects the decline in utility and
energy costs.

         Income Tax Expense.  The provision for income taxes decreased  $78,000,
to  ($55,000)  for the quarter  ended  March 31, 2007 from  $24,000 for the same
quarter in 2006.  The income tax  expense is based on the lower  level of income
before taxes,  excluding the $500,000  non-taxable life insurance proceeds,  for
the quarter ended March 31, 2007 compared to the quarter ended March 31, 2006.

Liquidity and Capital Resources

         The  Association is required to maintain  levels of liquid assets under
the Office of Thrift  Supervision (the "OTS")  regulations  sufficient to ensure
the Association's safe and sound operation. The Association's liquidity averaged
5.39%  during the month of March 2007.  The  Association  adjusts its  liquidity
levels in order to meet  funding  needs for  deposit  outflows,  payment of real
estate taxes from escrow  accounts on mortgage  loans,  repayment of borrowings,
when applicable, and loan funding commitments.  The Association also adjusts its
liquidity level as appropriate to meet its asset/liability objectives.

         The  Association's  primary sources of funds are deposits,  borrowings,
amortization and prepayments of loans and mortgage-backed securities, maturities
of investment  securities and funds provided from  operations.  While  scheduled
loan  and  mortgage-backed   securities  amortization  and  maturing  investment
securities are a relatively  predictable source of funds, deposit flows and loan
and  mortgage-backed  securities  prepayments  are greatly  influenced by market
interest rates, economic conditions and competition.

         The Association's liquidity,  represented by cash and cash equivalents,
is a product of its operating, investing and financing activities.

                                       11
<page>

         The primary sources of investing  activity are lending and the purchase
of  investment  securities  and  mortgage-backed  securities.  Net loans totaled
$106.7  million and $106.2  million at March 31,  2007 and  December  31,  2006,
respectively. Mortgage-backed and investment securities held to maturity totaled
$33.6  million  and $33.7  million  at March 31,  2007 and  December  31,  2006,
respectively.   In  addition  to  funding  new  loans  and  mortgage-backed  and
investment securities purchases through operating and financing activities, such
activities   were   funded  by   principal   repayments   on   existing   loans,
mortgage-backed  securities,  maturities of investment  securities  and advances
from FHLB.

         Liquidity management is both a daily and long-term function of business
management.  Excess liquidity is generally  invested in short-term  investments,
such as federal funds and interest-bearing deposits. If the Association requires
funds beyond its ability to generate them internally, borrowing agreements exist
with  the  Federal  Home  Loan  Bank of New  York  ("FHLB")  which  provides  an
additional  source of funds. At March 31, 2007, the company had $31.1 million in
advances  from the  Federal  Home Loan Bank of New  York,  and had an  available
borrowing  limit of $35.5  million.  At December  31,  2006,  advances  from the
Federal Home Loan Bank of New York totaled $30.5 million.

         The  Association   anticipates  that  it  will  have  sufficient  funds
available to meet its current loan  commitments  and  obligations.  At March 31,
2007, the Association had outstanding commitments to originate or purchase loans
of $7.2 million. Certificates of deposit scheduled to mature in one year or less
at March 31, 2007, totaled $50.4 million.  Management  believes that, based upon
its  experience and the Bank's  deposit flow history,  a significant  portion of
such deposits will remain with the Association.

         Under OTS regulations,  three separate measurements of capital adequacy
(the  "Capital  Rule") are  required.  The Capital  Rule  requires  each savings
institution to maintain tangible capital equal to at least 1.5% and core capital
equal to 4.0% of its adjusted  total assets.  The Capital rule further  requires
each savings institution to maintain total capital equal to at least 8.0% of its
risk-weighted assets.

         The following table sets forth the  Association's  capital  position at
March 31, 2007, as compared to the minimum regulatory capital requirements:

<table>
<caption>
                                                       Minimal Capital   Under Prompt Corrective
                                     Actual             Requirements       Actions Provisions
                            ------------------------------------------------------------------
                              Amount        Ratio    Amount       Ratio    Amount       Ratio
                              ------        -----    ------       -----    ------       -----

                          <c>            <c>      <c>           <c>     <c>          <c>
                                                  (Dollars in Thousands)
Total Capital                $ 16,166       19.9%    $>6,498      >8.0%    $>8,122     >10.0%
(to risk-weighted assets)

Tier 1 Capital                 15,979       19.7%        > -        > -     >4,873     > 6.0%
(to risk-weighted assets)

Core (Tier 1) Capital          16,063       10.3%    > 6,254      >4.0%     >7,817     > 5.0%
(to adjusted total assets)

Tangible Capital               16,063       10.3%    > 2,345      >1.5%        > -        > -
(to adjusted total assets)

</table>

Management of Interest Rate Risk

         The  ability to maximize  net  interest  income  largely  depends  upon
maintaining a positive interest rate spread during periods of fluctuating market
interest rates. Interest rate sensitivity is a measure of the difference between
amounts of interest-earning assets and interest-bearing liabilities which either
reprice or mature within a given period of time. The difference, or the interest
rate  repricing  "gap",  provides  an  indication  of the  extent  to  which  an
institution's  interest  rate  spread  will be  affected  by changes in interest
rates. A gap is considered  positive when the amount of interest-rate  sensitive
assets  exceeds  the  amount  of  interest-rate  sensitive  liabilities,  and is
considered

                                       12
<page>

negative  when the amount of  interest-rate  sensitive  liabilities  exceeds the
amount of interest-rate sensitive assets.  Generally,  during a period of rising
interest rates, a negative gap within shorter  maturities would adversely affect
net interest income, while a positive gap within shorter maturities would result
in an increase in net interest  income,  and during a period of falling interest
rates, a negative gap within shorter  maturities  would result in an increase in
net interest income while a positive gap within shorter  maturities would result
in a decrease in net interest income.

         The Association's current investment strategy is to maintain an overall
securities portfolio that provides a source of liquidity and that contributes to
the Association's  overall  profitability and asset mix within given quality and
maturity considerations.

Net Portfolio Value

         The Association's  interest rate sensitivity is monitored by management
through the use of the OTS model which estimates the change in the Association's
net portfolio value ("NPV") over a range of interest rate scenarios.  NPV is the
present value of expected cash flows from assets,  liabilities,  and off-balance
sheet contracts.  The NPV ratio, under any interest rate scenario, is defined as
the NPV in that  scenario  divided  by the  market  value of  assets in the same
scenario.  The OTS  produces  its  analysis  based  upon data  submitted  on the
Association's quarterly Thrift Financial Reports. The following table sets forth
the  Association's  NPV as of  December  31,  2006,  the  most  recent  date the
Association's NPV was calculated by the OTS.

<table>
<caption>
                                                            Net Portfolio Value as a
                                                            Percentage of Present Value of
                   Net Portfolio Value                      Assets
Change in          --------------------------------------   ----------------------------
Interest Rates     Estimated     Amount of     Percent of                Change in Basis
(basis points)     NPV           Change        Change       NPV Ratio    Points
---------------    -----------   -----------   ----------   ----------   ---------------

                <c>           <c>           <c>            <c>          <c>
                      (Dollars in Thousands)

+300               $ 11,026      $   (9,599)   (47%)          7.55%       -542
+200                 14,387          (6,238)   (30%)          9.56%       -341
+100                 17,698          (2,928)   (14%)         11.42%       -155
   0                 20,625              --      --          12.97%        --
-100                 22,538           1,913      9%          13.90%       + 93
-200                 23,025           2,400     12%          14.05%       +108

</table>

         Certain  shortcomings are inherent in the methodology used in the above
interest rate risk measurement.  Modeling changes in net portfolio value require
making  certain  assumptions  that may or may not  reflect  the  manner in which
actual yields and costs  respond to changes in market  interest  rates.  In this
regard,  the net portfolio value table presented assumes that the composition of
interest-sensitive  assets and liabilities existing at the beginning of a period
remains  constant over the period being measured,  and assumes that a particular
change  in  interest  rates  is  reflected  uniformly  across  the  yield  curve
regardless  of the  duration or repricing  of specific  assets and  liabilities.
Accordingly,  although the net portfolio  value table  provides an indication of
the  Association's  interest rate risk  exposure at a particular  point in time,
such  measurements  are not intended to and do not provide a precise forecast of
the effect of changes in market  interest  rates on its net interest  income and
will differ from actual results.

                                       13
<page>


                                     ITEM 3
                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES
                             CONTROLS AND PROCEDURES
                             -----------------------

As of the end of the period  covered by this report,  based on an  evaluation of
the Company's  disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Securities and Exchange Act of 1934),  each of the Chief
Executive  Officer and the Chief Financial  Officer of the Company has concluded
that the Company's  disclosure  controls and  procedures are effective to ensure
that  information  required to be  disclosed  by the Company in its Exchange Act
reports is recorded,  processed,  summarized and reported  within the applicable
time periods specified by the SEC's rules and forms.

There were no significant  changes in the Company's  internal controls or in any
other factors which could significantly  affect those controls subsequent to the
date of the most recent  evaluation of the March 31, 2007  internal  controls by
the Company,  including any  corrective  actions with regard to any  significant
deficiencies or material weaknesses.



                                       14
<page>

                 FLATBUSH FEDERAL BANCORP, INC. AND SUBSIDIARIES

                           PART II - OTHER INFORMATION


ITEM 1.  Legal Proceedings
         -----------------

         The Company is not involved in any pending legal proceedings other than
         routine legal proceedings occurring in the ordinary course of business,
         which  involve  amounts in the  aggregate  believed by management to be
         immaterial  to  the   financial   condition  of  the  Company  and  the
         Association.

ITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds
         -----------------------------------------------------------

         On June 30, 2005,  the Board of Directors  approved a stock  repurchase
         program and  authorized  the  repurchase  of up to 50,000 shares of the
         Company's outstanding shares of common stock. Stock repurchases will be
         made  from  time  to time  and  may be  effected  through  open  market
         purchases,  block  trades  and in  privately  negotiated  transactions.
         Repurchased  stock will be held as treasury stock and will be available
         for general  corporate  purposes.  As of March 31, 2007,  37,250 shares
         have been repurchased  with repurchases in the first quarter  described
         in the following table:

<table>
<caption>
----------------------------------------------------------------------------------------------------------------------
                                             Company Purchases of Common Stock
----------------------------------------------------------------------------------------------------------------------
                                                                                 Total number of  Maximum number (or
                                                                                      shares      approximate dollar
                                                                                   purchased as    value) of shares
                                                                                     part of        that may yet be
                                                                                     publicly       purchased under
                                               Total number of  Average price      announced plans     the plans or
          Period                              shares purchased  paid per share    or programs         programs
----------------------------------------------------------------------------------------------------------------------

                                                <c>                <c>              <c>             <c>
Jan. 1, 2007 through Jan. 31, 2007                   --               --               --               15,000
----------------------------------------------------------------------------------------------------------------------
Feb. 1, 2007 through Feb. 28, 2007                   --               --               --               15,000
----------------------------------------------------------------------------------------------------------------------
March 1, 2007 through March 31, 2007                2,250            $7.80            37,250            12,750
----------------------------------------------------------------------------------------------------------------------
</table>

ITEM 3.  Defaults Upon Senior Securities
         -------------------------------

         Not applicable.

ITEM 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

         None

ITEM 5.  Other Information
         -----------------

         None

                                       15
<page>


ITEM 6.  Exhibits
         --------

         The following Exhibits are filed as part of this report.

                  11.0     Computation of earnings per share

                  31.1     Certification of Chief Executive  Officer Pursuant to
                           Section 302 of the Sarbanes- Oxley Act of 2002 (filed
                           herewith).

                  31.2     Certification of Chief Financial  Officer Pursuant to
                           Section 302 of the Sarbanes- Oxley Act of 2002 (filed
                           herewith).

                  32.1     Certification  of Chief  Executive  Officer and Chief
                           Financial Officer Pursuant to 18 U.S.C. Section 1350,
                           as   Adopted   Pursuant   to   Section   906  of  the
                           Sarbanes-Oxley Act of 2002 (filed herewith).


                                       16



<page>


                                   SIGNATURES

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, thereunto duly authorized.



                                            FLATBUSH FEDERAL BANCORP, INC.


Date:    May 15, 2007                       By:  /s/ Jesus R. Adia
      ---------------------                      -------------------------------
                                                 Jesus R. Adia
                                                 President and
                                                 Chief Executive Officer



Date:    May 15, 2007                       By:  /s/  John S. Lotardo
      ---------------------                      -------------------------------
                                                 John S. Lotardo
                                                 Executive Vice President and
                                                 Chief Financial Officer


                                       17