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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-Q



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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2007



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PARK BANCORP, INC.

(Exact name of registrant as specified in its charter)



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0-20867

(Commission File Number)

Delaware

(State of incorporation)

36-4082530

(IRS Employer Identification No.)

5400 South Pulaski Road, Chicago, Illinois

(Address of Principal Executive
Offices)

60632

(ZIP Code)

(773) 582-8616

(Registrants telephone number, including area code)



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Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No ̈

Indicated by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated files. See definition of accelerated filer and larger accelerated filer in Rule 12b-2
of the Exchange Act.

Large accelerated filer ̈Accelerated filer ̈Non-accelerated
filer  x

Indicate by check mark whether each of the registrants is a shell company (as defined in Rule 12b-2
of the Exchange Act)    Yes ̈No  x

As of May 14, 2007, the Registrant had outstanding 1,244,379 shares of common stock.



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##### Table of Contents

PARK BANCORP, INC.

Form 10-Q Quarterly Report

Index



|                               |  |         |  |                                                                                       |  |     
|------------------------------ |  | ------- |  | ------------------------------------------------------------------------------------- |  | ----
|                               |  |         |  |                                                                                       |  | Page
|PART I - Financial Information |  |        
|                               |  |         | 
|                               |  | Item 1  |  | Financial Statements                                                                  |  | 1   
|                               |  |         | 
|                               |  | Item 2  |  | Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 9   
|                               |  |         | 
|                               |  | Item 3  |  | Quantitative and Qualitative Disclosures About Market Risk                            |  | 11  
|                               |  |         | 
|                               |  | Item 4  |  | Controls and Procedures                                                               |  | 12  
|                               | 
|PART II - Other Information    |  |        
|                               |  |         | 
|                               |  | Item 1  |  | Legal Proceedings                                                                     |  | 13  
|                               |  |         | 
|                               |  | Item 1A |  | Risk Factors                                                                          |  | 13  
|                               |  |         | 
|                               |  | Item 2  |  | Changes in Securities                                                                 |  | 13  
|                               |  |         | 
|                               |  | Item 3  |  | Defaults Upon Senior Securities                                                       |  | 13  
|                               |  |         | 
|                               |  | Item 4  |  | Submission of Matters to a Vote of Securities Holders                                 |  | 13  
|                               |  |         | 
|                               |  | Item 5  |  | Other Information                                                                     |  | 13  
|                               |  |         | 
|                               |  | Item 6  |  | Exhibits                                                                              |  | 13  
|                               | 
|SIGNATURES                     |  | 14     

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

This report contains certain forward-looking statements within the meaning of Section 27a of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Park Bancorp, Inc. (the Company) intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Reform Act of 1995,
as amended, and is including this statement for purposes of these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally
identifiable by use of the words such as believe, expect, intend, anticipate, estimate, project, or similar expressions. The Companys ability to predict results or the
actual effect of future plans or strategies is inherently uncertain. Factors that could have a material adverse effect on the operations and future prospects of the Company and its wholly owned subsidiaries include, but are not limited to, changes
in: interest rates; the economic health of the local real estate market; general economic conditions; legislative/regulatory provisions; monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Federal
Reserve Board; the quality or composition of the loan and securities portfolios; demand for loan products; deposit flows; competition; demand for financial services in the Companys market area; and accounting principles, policies, and
guidelines. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.



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##### Table of Contents

ITEM 1  FINANCIAL STATEMENTS

Park Bancorp, Inc. and Subsidiaries

Consolidated Statements of Financial Condition

(In thousands of
dollars, except share data)

(Unaudited)



|                                                                                                 |  |               |         |   |                  |   |         |  
|------------------------------------------------------------------------------------------------ |  | ------------- | ------- | - | ---------------- | - | ------- | -
|                                                                                                 |  | March 31,2007 |         |   | December 31,2006 |  
|ASSETS                                                                                           |  |               |         |   |                  |   |         |  
|Cash and due from banks                                                                          |  | $             | 2,580   |   |                  | $ | 2,911   |  
|Federal funds sold                                                                               |  |               | 4,666   |   |                  |   | 9,429   |  
|Interest-bearing deposit accounts with other financial institutions                              |  |               | 1,260   |   |                  |   | 2,953   |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total cash and cash equivalents                                                                  |  |               | 8,506   |   |                  |   | 15,293  |  
|Securities available for sale                                                                    |  |               | 40,615  |   |                  |   | 40,017  |  
|Loans receivable, net of allowance of $628 and $637                                              |  |               | 148,402 |   |                  |   | 148,176 |  
|Federal Home Loan Bank stock, at cost                                                            |  |               | 5,423   |   |                  |   | 5,423   |  
|Premises and equipment, net                                                                      |  |               | 4,886   |   |                  |   | 4,885   |  
|Accrued interest receivable                                                                      |  |               | 994     |   |                  |   | 987     |  
|Bank-owned life insurance                                                                        |  |               | 7,465   |   |                  |   | 7,393   |  
|Real estate owned                                                                                |  |               | 2,443   |   |                  |   | 2,261   |  
|Other assets                                                                                     |  |               | 2,079   |   |                  |   | 2,754   |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total assets                                                                                     |  | $             | 220,813 |   |                  | $ | 227,189 |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                             |  |               |         |   |                  |   |         |  
|LIABILITIES                                                                                      |  |               |         |   |                  |   |         |  
|Non-interest bearing deposits                                                                    |  | $             | 6,278   |   |                  | $ | 7,463   |  
|Interest bearing deposits                                                                        |  |               | 134,136 |   |                  |   | 135,465 |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total deposits                                                                                   |  |               | 140,414 |   |                  |   | 142,928 |  
|Securities sold under repurchase agreements                                                      |  |               | 3,227   |   |                  |   | 3,227   |  
|Advances from borrowers for taxes and insurance                                                  |  |               | 1,692   |   |                  |   | 2,104   |  
|Federal Home Loan Bank advances                                                                  |  |               | 42,084  |   |                  |   | 47,208  |  
|Other borrowings                                                                                 |  |               |        |   |                  |   | 800     |  
|Accrued interest payable                                                                         |  |               | 497     |   |                  |   | 453     |  
|Other liabilities                                                                                |  |               | 1,298   |   |                  |   | 1,349   |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total liabilities                                                                                |  |               | 189,212 |   |                  |   | 198,069 |  
|STOCKHOLDERS EQUITY                                                                             |  |               |         |   |                  |   |         |  
|Preferred stock, $.01 par value, 1,000,000 shares authorized; none issued and outstanding        |  |               |        |   |                  |   |        |  
|Common stock, $.01 par value, 9,000,000 shares authorized; 2,909,928 and 2,768,509 shares issued |  |               | 29      |   |                  |   | 28      |  
|Additional paid-in capital                                                                       |  |               | 31,753  |   |                  |   | 29,033  |  
|Retained earnings                                                                                |  |               | 29,687  |   |                  |   | 29,898  |  
|Treasury stock, 1,658,250 and 1,653,750 shares, at cost                                          |  |               | (29,210 | ) |                  |   | (29,056 | )
|Unearned ESOP shares                                                                             |  |               | (406    | ) |                  |   | (436    | )
|Accumulated other comprehensive loss                                                             |  |               | (252    | ) |                  |   | (347    | )
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total stockholders equity                                                                       |  |               | 31,601  |   |                  |   | 29,120  |  
|                                                                                                 |  |               |         |   |                  |   |         |  
|Total liabilities and stockholders equity                                                       |  | $             | 220,813 |   |                  | $ | 227,189 |  
|                                                                                                 |  |               |         |   |                  |   |         |  

See accompanying notes to consolidated financial statements.



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##### Table of Contents

Park Bancorp, Inc. and Subsidiaries

Consolidated Statements of Income

(In thousands of dollars, except share data)

(Unaudited)



|                                                            |  |                             |       |   |      |   |      
|----------------------------------------------------------- |  | --------------------------- | ----- | - | ---- | - | -----
|                                                            |  | Three Months EndedMarch 31,
|                                                            |  | 2007                        |       |   | 2006
|Interest income                                             |  |                             |       |   |      |   |      
|Loans receivable                                            |  | $                           | 2,394 |   |      | $ | 2,494
|Securities                                                  |  |                             | 481   |   |      |   | 574  
|Interest-bearing deposits with other financial institutions |  |                             | 130   |   |      |   | 61   
|                                                            |  |                             |       |   |      |   |      
|Total                                                       |  |                             | 3,005 |   |      |   | 3,129
|Interest expense                                            |  |                             |       |   |      |   |      
|Deposits                                                    |  |                             | 1,110 |   |      |   | 992  
|Federal Home Loan Bank advances and other borrowings        |  |                             | 509   |   |      |   | 570  
|                                                            |  |                             |       |   |      |   |      
|Total                                                       |  |                             | 1,619 |   |      |   | 1,562
|                                                            |  |                             |       |   |      |   |      
|Net interest income                                         |  |                             | 1,386 |   |      |   | 1,567
|Provision for loan losses                                   |  |                             |      |   |      |   |     
|                                                            |  |                             |       |   |      |   |      
|Net interest income after provision for loan losses         |  |                             | 1,386 |   |      |   | 1,567
|Noninterest income                                          |  |                             |       |   |      |   |      
|Service fee income                                          |  |                             | 50    |   |      |   | 64   
|Earnings on bank-owned life insurance                       |  |                             | 72    |   |      |   | 66   
|Gain on sale of real estate held for development            |  |                             |      |   |      |   | 83   
|Other operating income                                      |  |                             | 7     |   |      |   | 18   
|                                                            |  |                             |       |   |      |   |      
|Total noninterest income                                    |  |                             | 129   |   |      |   | 231  
|Noninterest expense                                         |  |                             |       |   |      |   |      
|Compensation and benefits                                   |  |                             | 843   |   |      |   | 1,009
|Occupancy and equipment expense                             |  |                             | 212   |   |      |   | 243  
|Other operating expenses                                    |  |                             | 518   |   |      |   | 440  
|                                                            |  |                             |       |   |      |   |      
|Total noninterest expense                                   |  |                             | 1,573 |   |      |   | 1,692
|                                                            |  |                             |       |   |      |   |      
|Income (loss) before income taxes                           |  |                             | (58   | ) |      |   | 106  
|Income tax expense (benefit)                                |  |                             | (50   | ) |      |   | 7    
|                                                            |  |                             |       |   |      |   |      
|Net income (loss)                                           |  | $                           | (8    | ) |      | $ | 99   
|                                                            |  |                             |       |   |      |   |      
|Basic earnings (loss) per share                             |  | $                           | (.01  | ) |      | $ | .09  
|Diluted earnings (loss) per share                           |  | $                           | (.01  | ) |      | $ | .08  

See accompanying notes to consolidated financial statements.



2.



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##### Table of Contents

Park Bancorp, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands of dollars)

(Unaudited)



|                                                                          |  |                             |        |   |      |   |        |  
|------------------------------------------------------------------------- |  | --------------------------- | ------ | - | ---- | - | ------ | -
|                                                                          |  | Three Months EndedMarch 31, |       
|                                                                          |  | 2007                        |        |   | 2006 |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                      |  |                             |        |   |      |   |        |  
|Net income (loss)                                                         |  | $                           | (8     | ) |      | $ | 99     |  
|Adjustments to reconcile net income to net cash from operating activities |  |                             |        |   |      |   |        |  
|Net premium amortization on securities                                    |  |                             | 6      |   |      |   | 23     |  
|Earnings on bank-owned life insurance, net                                |  |                             | (72    | ) |      |   | (66    | )
|Depreciation                                                              |  |                             | 84     |   |      |   | 105    |  
|Gain on sale of real estate held for development                          |  |                             |       |   |      |   | (83    | )
|ESOP compensation expense                                                 |  |                             | 102    |   |      |   | 109    |  
|Stock option expense                                                      |  |                             | 6      |   |      |   | 6      |  
|Net change in:                                                            |  |                             |        |   |      |   |        |  
|Accrued interest receivable                                               |  |                             | (7     | ) |      |   | 51     |  
|Accrued interest payable                                                  |  |                             | 44     |   |      |   | 103    |  
|Other assets                                                              |  |                             | 526    |   |      |   | (1,015 | )
|Other liabilities                                                         |  |                             | (51    | ) |      |   | (3     | )
|                                                                          |  |                             |        |   |      |   |        |  
|Net cash provided by/(used in) operating activities                       |  |                             | 630    |   |      |   | (671   | )
|CASH FLOWS FROM INVESTING ACTIVITIES                                      |  |                             |        |   |      |   |        |  
|Net change in loans                                                       |  |                             | (408   | ) |      |   | 1,486  |  
|Purchase of securities available for sale                                 |  |                             | (4,000 | ) |      |   | (1,000 | )
|Maturities and calls of securities available-for-sale                     |  |                             | 2,000  |   |      |   | 2,000  |  
|Principal repayments on mortgage-backed securities                        |  |                             | 1,640  |   |      |   | 1,538  |  
|Proceeds from sale of real estate development                             |  |                             |       |   |      |   | 703    |  
|Purchase of premises and equipment                                        |  |                             | (85    | ) |      |   | (52    | )
|                                                                          |  |                             |        |   |      |   |        |  
|Net cash provided by/(used in) investing activities                       |  |                             | (853   | ) |      |   | 4,675  |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                      |  |                             |        |   |      |   |        |  
|Net change in deposits                                                    |  |                             | (2,514 | ) |      |   | (532   | )
|Net change in advances from borrowers for taxes and insurance             |  |                             | (412   | ) |      |   | (466   | )
|Federal Home Loan Bank advances                                           |  |                             |       |   |      |   | 4,878  |  
|Repayments of Federal Home Loan Bank Advances                             |  |                             | (5,124 | ) |      |   | (3,664 | )
|Change in other borrowings                                                |  |                             | (800   | ) |      |   |       |  
|Stock options exercised                                                   |  |                             | 2,643  |   |      |   |       |  
|Purchase of treasury stock                                                |  |                             | (154   | ) |      |   |       |  
|Dividends paid                                                            |  |                             | (203   | ) |      |   | (191   | )
|                                                                          |  |                             |        |   |      |   |        |  
|Net cash provided by/(used in) financing activities                       |  |                             | (6,564 | ) |      |   | 23     |  
|                                                                          |  |                             |        |   |      |   |        |  
|Net change in cash and cash equivalents                                   |  |                             | (6,787 | ) |      |   | 4,027  |  
|Cash and cash equivalents at beginning of period                          |  |                             | 15,293 |   |      |   | 5,193  |  
|                                                                          |  |                             |        |   |      |   |        |  
|Cash and cash equivalents at end of period                                |  | $                           | 8,506  |   |      | $ | 9,220  |  
|                                                                          |  |                             |        |   |      |   |        |  
|Supplemental disclosures of cash flow information                         |  |                             |        |   |      |   |        |  
|Transfer from loans to real estate owned                                  |  | $                           | 182    |   |      | $ | 934    |  

See accompanying notes to consolidated financial statements.



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##### Table of Contents

Park Bancorp, Inc. and Subsidiaries

Consolidated Statements of Stockholders Equity

Three months ended March 31, 2007 and 2006

(In thousands of dollars, except share data)

(Unaudited)



|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|-------------------------------------------------------------------------- |  | ----------- | -- | ------------------------- | - | ---------------- |  | - | ------------- | - |  | ------------------ | ------- | - | ------------------------------------------ | - | ---- | ------------------------- |  | - | ---- | - |  | - | ------ | -
|                                                                           |  | CommonStock |    | Additional Paid-inCapital |   | RetainedEarnings |  |   | TreasuryStock |   |  | UnearnedESOPShares |         |   | AccumulatedOtherComprehensiveIncome (Loss) |   |      | TotalStock-holdersEquity | 
|2006                                                                       |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Balance at January 1, 2006                                                 |  | $           | 27 |                           | $ | 28,424           |  | $ | 30,664        |   |  | $                  | (28,097 | ) |                                            | $ | (561 | )                         |  | $ | (555 | ) |  | $ | 29,902 |  
|Net income                                                                 |  |             |   |                           |   |                 |  |   | 99            |   |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | 99     |  
|Change in fair value of securities available-for-sale, net of income taxes |  |             |   |                           |   |                 |  |   |              |   |  |                    |        |   |                                            |   |     |                           |  |   | (86  | ) |  |   | (86    | )
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Total comprehensive income                                                 |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   | 13     |  
|Stock based compensation                                                   |  |             |   |                           |   | 6                |  |   |              |   |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | 6      |  
|Dividends declared                                                         |  |             |   |                           |   |                 |  |   | (191          | ) |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | (191   | )
|ESOP shares earned                                                         |  |             |   |                           |   | 78               |  |   |              |   |  |                    |        |   |                                            |   | 31   |                           |  |   |     |   |  |   | 109    |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Balance at March 31, 2006                                                  |  | $           | 27 |                           | $ | 28,508           |  | $ | 30,572        |   |  | $                  | (28,097 | ) |                                            | $ | (530 | )                         |  | $ | (641 | ) |  | $ | 29,839 |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|2007                                                                       |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Balance at January 1, 2007                                                 |  | $           | 28 |                           | $ | 29,033           |  | $ | 29,898        |   |  | $                  | (29,056 | ) |                                            | $ | (436 | )                         |  | $ | (347 | ) |  | $ | 29,120 |  
|Net (loss)                                                                 |  |             |   |                           |   |                 |  |   | (8            | ) |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | (8     | )
|Change in fair value of securities available-for-sale, net of income taxes |  |             |   |                           |   |                 |  |   |              |   |  |                    |        |   |                                            |   |     |                           |  |   | 95   |   |  |   | 95     |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Total comprehensive income                                                 |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   | 87     |  
|Exercise of 141,419 stock options, including tax benefits                  |  |             | 1  |                           |   | 2,642            |  |   |              |   |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | 2,643  |  
|Purchase of 4,500 shares of treasury stock                                 |  |             |   |                           |   |                 |  |   |              |   |  |                    | (154    | ) |                                            |   |     |                           |  |   |     |   |  |   | (154   | )
|Stock based compensation                                                   |  |             |   |                           |   | 6                |  |   |              |   |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | 6      |  
|Dividends declared                                                         |  |             |   |                           |   |                 |  |   | (203          | ) |  |                    |        |   |                                            |   |     |                           |  |   |     |   |  |   | (203   | )
|ESOP shares earned                                                         |  |             |   |                           |   | 72               |  |   |              |   |  |                    |        |   |                                            |   | 30   |                           |  |   |     |   |  |   | 102    |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  
|Balance at March 31, 2007                                                  |  | $           | 29 |                           | $ | 31,753           |  | $ | 29,687        |   |  | $                  | (29,210 | ) |                                            | $ | (406 | )                         |  | $ | (252 | ) |  | $ | 31,601 |  
|                                                                           |  |             |    |                           |   |                  |  |   |               |   |  |                    |         |   |                                            |   |      |                           |  |   |      |   |  |   |        |  

See accompanying notes to consolidated financial statements.



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##### Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2007

(table amounts in thousands of dollars, except share data)

Note 1 - Basis of Presentation

The accompanying unaudited consolidated
financial statements include the accounts of Park Bancorp, Inc. (the Company) and its wholly owned subsidiaries, Park Federal Savings Bank (the Bank) and PBI Development Corporation (PBI), and the Banks subsidiaries, GPS Corporation and GPS
Development Corporation (GPS), as of March 31, 2007 and December 31, 2006 and for the three-month periods ended March 31, 2007 and 2006. Significant intercompany accounts and transactions have been eliminated in consolidation.

The accompanying unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q.
Accordingly, certain disclosures required by accounting principles generally accepted in the United States of America are not included herein. These interim statements should be read in conjunction with the consolidated financial statements and
notes thereto included in the Companys 2006 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The December 31, 2006 balance sheet presented herein has been derived from the audited financial statements included
in the Companys 2006 Annual Report on Form 10-K filed with the Securities and Exchange Commission, but does not include all disclosures required by accounting principles generally accepted in the United States of America.

Interim statements are subject to possible adjustment in connection with the annual audit of the Company for the year ending December 31, 2007. In the opinion of
management of the Company, the accompanying unaudited interim consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the consolidated financial position and
consolidated results of operations for the periods presented.

The results of operations for the three months ended March 31, 2007 and 2006 are not
necessarily indicative of the results to be expected for the full year.

Adoption of New Accounting Standards

In June 2006, FASB issued FASB Interpretation (FIN) 48, Accounting for Uncertainty in Income Taxes. This Interpretation clarifies the accounting for
uncertainty in income taxes recognized in an enterprises financial statements in accordance with Statement 109, Accounting for Income Taxes. This interpretation prescribes a recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. This Interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods,
disclosure, and transition. This Interpretation is effective for fiscal years beginning after December 15, 2006. This adoption of this standard on January 1, 2007 did not have a material impact on the Companys financial statements.

The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax of the State of Illinois. The Company is no longer subject
to examination by taxing authorities for the years before 2002. The Company does not have any unrecognized tax benefits and does not expect this to change in the next twelve months. The Company recognizes interest and/or penalties related to income
tax matters in income tax expense. The Company did not have any amounts accrued for interest and penalties at March 31, 2007.



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##### Table of Contents

In September 2006, the FASB Emerging Issues Task Force finalized Issue No. 06-5, Accounting for Purchases of Life
Insurance  Determining the Amount That Could be Realized in Accordance with FASB Technical Bulletin No. 85-4 (Accounting for Purchases of Life Insurance). This issue requires that a policyholder consider contractual terms of a life
insurance policy in determining the amount that could be realized under the insurance contract. It also requires that if the contract provides for a greater surrender value if all individual policies in a group are surrendered at the same time, that
the surrender value be determined based on the assumption that policies will be surrendered on an individual basis. Lastly, the issue discusses whether the cash surrender value should be discounted when the policyholder is contractually limited in
its ability to surrender a policy. This issue is effective for fiscal years beginning after December 15, 2006. The adoption of this issue on January 1, 2007 did not have a material impact on the financial statements.

Newly Issued but not yet Effective Accounting Standards

In
September 2006, FASB issued Statement 157, Fair Value Measurements. This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures
about fair value measurements. This Statement applies under other accounting pronouncements that require or permit fair value measurements, FASB having previously concluded in those accounting pronouncements that fair value is the relevant
measurement attribute. This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. The adoption of this standard is not expected to have a
material impact on the Companys financial statements.

In February 2007, FASB issued Statement 159, The Fair Value Option for Financial Assets and
Financial Liabilities. This Statement provides companies with an option to report selected financial assets and liabilities at fair value. The Standards objective is to reduce both complexity in accounting for financial instruments and the
volatility in earnings caused by measuring related assets and liabilities differently. The standard requires companies to provide additional information that will help investors and other users of financial statements to more easily understand the
effect of the companys choice to use fair value on its earnings. It also requires entities to display the fair value of those assets and liabilities for which the company has chosen to use fair value on the face of the balance sheet. The new
Statement does not eliminate disclosure requirements included in other accounting standards, including requirements for disclosures about fair value measurements included in Statements 157, Fair Value Measurements, and 107, Disclosures
about Fair Value of Financial Instruments. This Statement is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. The Company has not completed its evaluation of Statement 159s
potential effects on its financial statements.



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##### Table of Contents

Note 2 - Earnings Per Share

The following table presents a reconciliation of the components used to compute basic and diluted earnings per share for the three-month periods ended March 31, 2007 and 2006.



|                                                           |  |      |           |   |      |   |          
|---------------------------------------------------------- |  | ---- | --------- | - | ---- | - | ---------
|                                                           |  | 2007 |           |   | 2006
|Basic earnings per share                                   |  |      |           |   |      |   |          
|Net income (loss) as reported                              |  | $    | (8        | ) |      | $ | 99       
|Weighted average common shares outstanding                 |  |      | 1,147,646 |   |      |   | 1,070,698
|                                                           |  |      |           |   |      |   |          
|Basic earnings (loss) per share                            |  | $    | (.01      | ) |      | $ | .09      
|                                                           |  |      |           |   |      |   |          
|Diluted earnings per share                                 |  |      |           |   |      |   |          
|Net income (loss) as reported                              |  | $    | (8        | ) |      | $ | 99       
|Weighted average common shares outstanding                 |  |      | 1,147,646 |   |      |   | 1,070,698
|Dilutive effect of stock options                           |  |      |          |   |      |   | 100,553  
|                                                           |  |      |           |   |      |   |          
|Average common shares and dilutive potential common shares |  |      | 1,147,646 |   |      |   | 1,171,251
|                                                           |  |      |           |   |      |   |          
|Diluted earnings (loss) per share                          |  | $    | (.01      | ) |      | $ | .08      
|                                                           |  |      |           |   |      |   |          



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##### Table of Contents

Note 3  Stock Based Compensation

The Company adopted a stock option plan in 1997 under the terms of which 270,144 shares of the Companys common stock were reserved for issuance. All options granted become exercisable over a five-year period
from the date of grant. All options granted expire ten years from the date of grant. There were no options granted during the period ended March 31, 2007.

The Company adopted an Incentive Compensation Plan during 2003 under the terms of which 100,000 shares of the Companys common stock were reserved for issuance. Of the shares authorized for issuance under the plan, up to 40,000 may be
issued with respect to awards of restricted stock and restricted units and up to 40,000 may be issued pursuant to stock options under which the exercise price was less than the fair market value (but not less than 50% of the fair market value) of a
share of common stock on the date the award was granted. In addition, as required by Code Section 162(m), the plan includes a limit of 50,000 shares of common stock as the maximum number of shares that may be subject to awards made to any one
individual. At March 31, 2007, no shares have been granted under this plan.

A summary of the activity in the plan for 2007 is as follows:



|                                     |  |          |   |  |                                |       |                                |     |                           |   |    
|------------------------------------ |  | -------- | - |  | ------------------------------ | ----- | ------------------------------ | --- | ------------------------- | - | ---
|                                     |  | Shares   |   |  | WeightedAverage Exercise Price |       | WeightedAverage Remaining Term |     | Aggregate Intrinsic Value
|                                     |  |          |  
|                                     |  |          |  
|                                     |  |          |  
|Outstanding at beginning of period   |  | 203,076  |   |  | $                              | 17.30 |                                |     |                           |   |    
|Granted                              |  |         |   |  |                                |      |                                |     |                           |   |    
|Exercised                            |  | (141,419 | ) |  |                                | 15.84 |                                |     |                           |   |    
|Forfeited                            |  |         |   |  |                                |      |                                |     |                           |   |    
|                                     |  |          |   |  |                                |       |                                |     |                           |   |    
|Outstanding at end of period         |  | 61,657   |   |  | $                              | 20.66 |                                | 4.7 |                           | $ | 834
|                                     |  |          |   |  |                                |       |                                |     |                           |   |    
|Options exercisable at end of period |  | 52,590   |   |  | $                              | 20.26 |                                | 4.5 |                           | $ | 733
|                                     |  |          |   |  |                                |       |                                |     |                           |   |    

Information related to the stock option plan during the periods ended March 31, 2007 and 2006 follows:



|                                           |  |      |       |      |  
|------------------------------------------ |  | ---- | ----- | ---- | -
|                                           |  | 2007 |       | 2006
|Intrinsic value of options exercised       |  | $    | 2,504 |      | 
|Cash received from option exercises        |  | $    | 2,240 |      | 
|Tax benefit realized from option exercises |  | $    | 403   |      | 

As of March 31, 2007, there was $18,000 of total unrecognized compensation cost related to non-vested stock
options granted under the Plan. The cost is expected to be recognized over a weighted-average period of 0.7 years.

Note 4. Regulatory Agreement

The Bank entered into a Supervisory Agreement (the Agreement) with the Office of Thrift Supervision (OTS) effective
February 26, 2007. The Agreement provides that the Bank will take a number of actions including, but not limited to, (1) adherence to certain regulatory compliance standards; (2) preparation of an updated three-year business plan;
(3) adoption of policies and procedures relating to the preparation and filing of suspicious activities reports; (4) adoption of revised policies for the classification of assets, loan underwriting, and allowance for loan and lease losses;
(5) board of director monitoring and preparation of a resolution plan for certain real estate owned property; and (6) the establishment of a board committee which will oversee corrective action relating to the recent OTS examination
report, third-party reviews, and internal and external audits.

The agreement will remain in effect until terminated, modified, or suspended in writing by
the OTS. The Bank has already adopted and implemented some of the various plans, policies, and procedures required by the agreement and intends to adopt and implement the rest. However, a failure to comply with the agreement could result in the
initiation of formal enforcement action by the OTS.



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|ITEM 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|------- | -------------------------------------------------------------------------------------

The following discussion compares the financial condition of Park Bancorp, Inc. (the Company) and its wholly owned subsidiaries, Park Federal Savings Bank (the Bank) and PBI Development Corporation, and the
Banks subsidiaries, at March 31, 2007 to its financial condition at December 31, 2006 and the results of operations for the three months ended March 31, 2007 to the same period in 2006. This discussion should be read in
conjunction with the interim financial statements and footnotes included herein.

FINANCIAL CONDITION

Total assets at March 31, 2007 were $220.8 million compared to $227.2 million at December 31, 2006. The change was due to a decrease of $6.5 million in interest
bearing deposits, which was used to reduce the Companys debt.

The allowance for loan losses was $628,000 at March 31, 2007 and $637,000 at
December 31, 2006. Non-performing assets were $4.4 million at March 31, 2007 and $4.6 million at December 31, 2006, respectively. During April and May 2007, two of the real estate owned properties were sold at gains of approximately
$84,000, which will be recognized in the second quarter of 2007.

Total liabilities at March 31, 2007 were $189.2 million compared to $198.1 million
at December 31, 2006. The decrease was due primarily to a decrease in deposits of $2.5 million, the repayment of $5.1 million in FHLB advances that matured during the quarter and the repayment of $800,000 of other borrowings.

Stockholders equity was $31.6 million at March 31, 2007 and $29.1 million at December 31, 2006. The increase in stockholders equity was due
primarily to proceeds from the exercise of 141,419 options at an average per share price of $15.84. The majority of the exercises related to the President exercising 67,536 options, the Chief Operating Officer exercising 48,626 options, the
Treasurer exercising 10,000 options and a director exercising 13,507 options. The options would have expired during the quarter if not exercised.

RESULTS
OF OPERATIONS

Net loss was $8,000 for the quarter ended March 31, 2007 compared to net income of $99,000 for the quarter ended March 31, 2006.

Net interest income was $1.4 million for the three months ended March 31, 2007 compared to $1.6 million for the same quarter in 2006. The net
interest margin decreased to 2.73% for the 2007 period from 2.85% for the 2006 period. This was largely due to a decrease in the spread to 2.49% for the 2007 period from 2.65% for the 2006 period. The average yield on earning assets increased to
5.92% for the quarter ended March 31, 2007 from 5.69% for the 2006 period. The average cost of funds increased to 3.43% for the quarter ended March 31, 2007 from 3.04% for the quarter ended March 31, 2006.



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Management establishes provisions for loan losses, which are charged to operations, at a level management believe is
appropriate to absorb probable incurred credit losses in the loan portfolio. 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, estimated value of any underlying collateral, peer group information, 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. There was no provision for loan losses recorded for the quarters ended March 31, 2007 and 2006.

Management assesses the allowance for loan losses on a quarterly basis and makes provisions for loan losses as necessary in order to maintain the allowance. While
management uses available information to recognize losses on loans, future loan loss provisions may be necessary based on changes in economic conditions. In addition, various regulatory agencies, as an integral part of their examination process,
periodically review the allowance for loan losses and may require us to recognize additional provisions based on their judgment of information available to them at the time of their examination. The allowance for loan losses as of March 31,
2007 is maintained at a level that represents managements best estimate of inherent losses in the loan portfolio, and such losses were both probable and reasonably estimable.

Noninterest income decreased to $129,000 for the quarter ended March 31, 2007 from $231,000 for the quarter ended March 31, 2006. The real estate development subsidiary realized an $83,000 gain on the sale
of a real estate project during the quarter ended March 31, 2006, and no gains were realized during the first quarter of 2007.

Noninterest expense
decreased to $1.6 million for the quarter ended March 31, 2007 from $1.7 million for the corresponding three month period in 2006. The change was due to decreases in compensation costs offset by an increase in expenses on non-performing assets.

The Companys federal income tax benefit was $50,000 for the three-month period ended March 31, 2007 compared to federal income tax expense of
$7,000 for the three-month period ended March 31, 2006. The change in income tax was attributable to the decrease in income before income taxes.

LIQUIDITY AND CAPITAL RESOURCES

The Companys primary sources of funds are deposits, principal and interest payments on loans and securities,
proceeds from maturities and calls of securities, FHLB advances, and securities sold under repurchase agreements. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage
prepayments are greatly influenced by general interest rates, economic conditions, and competition. The Banks most liquid assets are cash and short-term investments. The levels of these assets are dependent on the Banks operating,
financing, lending, and investing activities during any given period. The Banks liquidity ratio was 33% at March 31, 2007.

The Companys
cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities, and financing activities. Net cash from operating activities were $630,000 and $(671,000) in 2007 and 2006, respectively. Net cash
from investing activities consisted primarily of disbursements for loan originations and the purchase of securities, offset by principal collections on loans, and proceeds from maturing securities and paydowns on mortgage-backed securities. Net cash
from investing activities were $(853,000) and $4.7 million in 2007 and 2006, respectively. Net cash from financing activities consisted primarily of the activity in deposit accounts, FHLB borrowings, and securities sold under repurchase agreements
in addition to the purchase of treasury stock. The net cash from financing activities was $(6.6) million and $23,000 in 2007 and 2006, respectively.



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At March 31, 2007, the Bank exceeded all of its regulatory capital requirements with a Tier 1 (core) capital level
of $28.1 million, or 12.9% of adjusted total assets, which is above the required level of $8.7 million, or 4.0%; and total risk-based capital of $28.7 million, or 19.8% of risk-weighted assets, which is above the required level of $11.6 million, or
8.0%. The Bank at March 31, 2007 was categorized as well capitalized. Management is not aware of any conditions or events since the most recent notification that would change the Banks category.

At March 31, 2007, the Bank had outstanding commitments to originate mortgage loans of $430,000, and $1.3 million in standby letters of credit. The Bank anticipates
that it will have sufficient funds available to meet its current loan origination commitments. Certificate accounts that are scheduled to mature in less than one year from March 31, 2007 totaled $63.1 million. Management expects that a
substantial portion of the maturing certificate accounts will be renewed at the Bank. However, if a substantial portion of these deposits is not retained, the Bank may utilize FHLB advances or raise interest rates on deposits to attract new
accounts, which may result in higher levels of interest expense.



|ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|------- | ----------------------------------------------------------

The
Banks interest rate sensitivity is monitored by management through the use of a model which estimates the change in 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. An NPV Ratio, in any interest rate scenario, is defined as the NPV in that scenario divided by the market value of assets in the same scenario. The Sensitivity Measure is the decline in the NPV Ratio, in
basis points, caused by a 2% increase or decrease in rates, whichever produces a larger decline. The higher an institutions Sensitivity Measure is, the greater its exposure to interest rate risk is considered to be. The OTS has incorporated an
interest rate risk component into its regulatory capital rule. Under the rule, an institution whose sensitivity measure exceeds 2% would be required to deduct an interest rate risk component in calculating its total capital for purposes of the
risk-based capital requirement. As of December 31, 2006, the latest date for which information is available, the Banks sensitivity measure, as measured by the OTS, resulting from a 200 basis point increase in interest rates was (21)% and
would result in a $7.0 million reduction in the NPV of the Bank. Accordingly, increases in interest rates would be expected to have a negative impact on the Banks operating results. The NPV Ratio sensitivity measure is below the threshold at
which the Bank could be required to hold additional risk-based capital under OTS regulations.

Certain shortcomings are inherent in the methodology used in
the above interest rate risk measurements. Modeling changes in NPV requires the making of certain assumptions that may tend to oversimplify the manner in which actual yields and costs respond to changes in market interest rates. First, the models
assume that the composition of the Banks interest sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured. Second, the models assume that a particular change in interest rates is
reflected uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. Third, the model does not take into account the impact of the Banks business or strategic plans on the structure
of interest-earning assets and interest-bearing liabilities.

Accordingly, although the NPV measurement provides an indication of the Banks interest
rate risk exposure at a particular point in time, such measurement is not intended to and does not provide a precise forecast of the effect of changes in market interest rates on the Banks net interest income and will differ from actual
results. The results of this modeling are monitored by management and presented to the Board of Directors quarterly.



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The following table shows the NPV and projected change in the NPV of the Bank at December 31, 2006, the latest date
for which information is available, assuming an instantaneous and sustained change in market interest rates of 100, 200, and 300 basis points.

Interest Rate Sensitivity of Net Portfolio Value (NPV)



|                |  |                     |        |          |              |          |  |      |               |  |       |        |  |         
|--------------- |  | ------------------- | ------ | -------- | ------------ | -------- |  | ---- | ------------- |  | ----- | ------ |  | --------
|                |  |                     |        |          |              |          |  |      | NPV as a % of
|                |  | Net Portfolio Value |        |          | PV of Assets
|Change in Rates |  | $ Amount            |        | $ Change |              | % Change |  |      | NPV Ratio     |  |       | Change
|+ 300 bp        |  | $                   | 23,274 |          | $            | (10,861) |  | (32) | %             |  | 10.76 | %      |  | (400) bp
|+ 200 bp        |  |                     | 27,089 |          |              | (7,046)  |  | (21) |               |  | 12.24 |        |  | (252) bp
|+ 100 bp        |  |                     | 30,858 |          |              | (3,277)  |  | (10) |               |  | 13.63 |        |  | (113) bp
|0 bp            |  |                     | 34,135 |          |              |         |  |     |               |  | 14.76 |        |  |        
|- 100 bp        |  |                     | 36,212 |          |              | 2,077    |  | 6    |               |  | 15.40 |        |  | 64 bp   
|- 200 bp        |  |                     | 36,804 |          |              | 2,669    |  | 8    |               |  | 15.46 |        |  | 70 bp   
|- 300 bp        |  |                     | N/A    |          |              | N/A      |  | N/A  |               |  | N/A   |        |  | N/A     

The Bank and the Company do not maintain any securities for trading purposes. The Bank and the Company do not
currently engage in trading activities or use derivative instruments in a material amount to control interest rate risk. In addition, interest rate risk is the most significant market risk affecting the Bank and the Company. Other types of market
risk, such as foreign currency exchange risk and commodity price risk, do not arise in the normal course of the Companys business activities and operations.

Management has not yet completed the computation of NPV as of March 31, 2007 but estimates that the results would not be materially different than those presented above.



|ITEM 4. | CONTROLS AND PROCEDURES
|------- | -----------------------

The Company maintains disclosure controls
and procedures that are designed to ensure that information required to be disclosed in the Companys reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time
periods specified in the Securities and Exchange Commissions rules and forms, and that such information is accumulated and communicated to the Companys management, including its Chief Executive Officer and Chief Financial Officer, as
appropriate to allow timely decisions regarding required disclosure.

Management, including the Chief Executive Officer and Chief Financial Officer, has
conducted an evaluation of the effectiveness of disclosure controls and procedures, pursuant to Exchange Act Rule 13a-15 (b), as of March 31, 2007. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that
the Companys disclosure controls and procedures are effective and no changes are required at this time.

In connection with the evaluation by
management, including the Chief Executive Officer and Chief Financial Officer, of the Companys internal control over financial reporting, pursuant to Exchange Act Rule 13a-15 (b), no changes during the quarter ended March 31, 2007 were
identified that have materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting.

There were no significant changes to the Companys internal controls or in other factors that could significantly affect these internal controls subsequent to the date the Company carried out its evaluation of its internal controls.
There were no significant deficiencies or material weaknesses identified in the evaluation and, therefore, no corrective actions were taken.



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##### Table of Contents

PART II  OTHER INFORMATION



|ITEM 1. | LEGAL PROCEEDINGS.
|------- | ------------------

None



|ITEM 1A. | RISK FACTORS
|-------- | ------------

There has been no material changes
with respect to the risk factors disclosed in the Companys 2006 Annual Report on Form 10K.



|ITEM 2. | CHANGES IN SECURITIES.
|------- | ----------------------

None



|ITEM 3. | DEFAULTS UPON SENIOR SECURITIES.
|------- | --------------------------------

None



|ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS.
|------- | ------------------------------------------------------

None



|ITEM 5. | OTHER INFORMATION.
|------- | ------------------

None



|ITEM 6. | EXHIBITS.
|------- | ---------

(a) Exhibits

31.1 Certification Pursuant to 18 U.S.C. Section 1350, as adopted to Section 906 of the Sarbanes-Oxley Act of 2002 from the Companys
Chief Executive Officer (attached as an exhibit and incorporated herein by reference.)

31.2 Certification Pursuant to 18 U.S.C.
Section 1350, as adopted to Section 906 of the Sarbanes-Oxley Act of 2002 from the Companys Financial Officer (attached as an exhibit and incorporated herein by reference.)



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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.



|                   |  |  |  |                                      
|------------------ |  |  |  | -------------------------------------
|                   |  |  |  | PARK BANCORP, INC.                   
|                   |  | 
|Date: May 15, 2007 |  |  |  | /s/ David A. Remijas                 
|                   |  |  |  | David A. Remijas                     
|                   |  |  |  | President and Chief Executive Officer
|                   |  | 
|Date: May 15, 2007 |  |  |  | /s/ Steven J. Pokrak                 
|                   |  |  |  | Steven J. Pokrak                     
|                   |  |  |  | Treasurer and Chief Financial Officer



14.