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U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON,
DC 20549

FORM 10-Q

(Mark One)

|  |                                                                                    
|- | -----------------------------------------------------------------------------------
|x | Quarterly
  report under Section 13 or 15(d) of the Securities Exchange Act of 1934
|  |                                                                                    
|  | For the
  quarterly period ended  June 30, 2007                                    
|  |                                                                                    
|o | Transition
  report under Section 13 or 15(d) of the Exchange Act                  
|  |                                                                                    
|  | For the
  transition period from _______________________ to _____________________  
|  |                                                                                    
|  | Commission
  file number  0-5703                                                   

|                                                  
|--------------------------------------------------
|Siebert Financial Corp.                           
|                                                  
|(Exact Name of Issuer as Specified in its Charter)

|                                               |  |                                     
|---------------------------------------------- |  | ------------------------------------
|New York                                       |  | 11-1796714                          
|                                               |  |                                     
|(State or Other Jurisdiction of Incorporation) |  | (I.R.S. Employer Identification No.)

|                                                                                    
|------------------------------------------------------------------------------------
|885 Third Avenue, New York, NY 10022                                                
|                                                                                    
|(Address of Principal Executive Offices)                                            
|                                                                                    
|(212) 644-2400                                                                      
|                                                                                    
|(Issuers Telephone Number, Including Area Code)                                    
|                                                                                    
|                                                                                    
|(Former Name, Former Address and Former Fiscal Year, if Changed Since
  Last Report)

Indicate
by check mark whether the registrant: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the 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
o

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

|                                        |                     |                        
|--------------------------------------- | ------------------- | -----------------------
|(Check one)
  Large Accelerated Filer o | Accelerated Filer o | Non-Accelerated Filer x

Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).

Yes o          No
x

State
the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practicable date: As of July 23, 2007, there were
22,206,546 shares of Common Stock, par value $.01 per share, outstanding.

Unless
the context otherwise requires, the Company shall mean Siebert Financial
Corp. and its wholly owned subsidiaries and Siebert shall mean Muriel Siebert
& Co., Inc., a wholly owned subsidiary of the Company.

Certain
statements contained in the Managements Discussion and Analysis of Financial
Condition and Results of Operations below and elsewhere in this document, as
well as oral statements that may be made by us or

1

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by our officers, directors or employees acting on our
behalf, that are not statements of historical or current fact constitute
forward looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward looking statements involve risks
and uncertainties and known and unknown factors that could cause our actual results
to be materially different from our historical results or from any future
results expressed or implied by such forward looking statements, including,
without limitation: changes in general economic and market conditions;
fluctuations in volume and prices of securities; demand for brokerage and
investment banking services; competition within and without the discount
brokerage business, including the offer of broader services; competition from
electronic discount brokerage firms offering lower rates on commissions than we
do prevalence of a flat fee environment; decline in participation in equity or
municipal finance underwritings; limited trading opportunities; the method of
placing trades by our customers; computer and telephone system failures; our level
of spending on advertising and promotions; trading errors and the possibility
of losses from customer non-payment of amounts due; other increases in expenses
and changes in net capital or other regulatory requirements. We undertake no
obligation to publicly release the results of any revisions to these
forward-looking statements which may be made to reflect events or circumstances
after the date when such statements were made or to reflect the occurrence of
unanticipated events. An investment in us involves various risks, including
those mentioned above and those which are detailed from time to time in our
Securities and Exchange Commission filings.

2

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Part I - FINANCIAL INFORMATION

Item 1. Financial Statements

Siebert Financial Corp. & Subsidiaries 
Consolidated Statements of Financial Condition

|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | --------------------------- | ---------- | ------------------- | - | ---------- | -
|                                                                                                                                                                                                                                                 |  | June 30, 2007
  (Unaudited) |            | December 31,
  2006 |  
|                                                                                                                                                                                                                                                 |  |                             |           
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|ASSETS                                                                                                                                                                                                                                           |  |                             |            |                     |   |            |  
|Cash and cash equivalents                                                                                                                                                                                                                        |  | $                           | 33,018,000 |                     | $ | 32,606,000 |  
|Cash equivalents  restricted                                                                                                                                                                                                                    |  |                             | 1,300,000  |                     |   | 1,300,000  |  
|Receivable from clearing brokers                                                                                                                                                                                                                 |  |                             | 2,466,000  |                     |   | 2,468,000  |  
|Securities owned, at market value                                                                                                                                                                                                                |  |                             | 380,000    |                     |   |            |  
|Furniture, equipment and leasehold
  improvements, net                                                                                                                                                                                           |  |                             | 1,016,000  |                     |   | 510,000    |  
|Investment in and advances to equity
  investees                                                                                                                                                                                                 |  |                             | 6,037,000  |                     |   | 6,765,000  |  
|Prepaid expenses and other assets                                                                                                                                                                                                                |  |                             | 1,879,000  |                     |   | 1,211,000  |  
|Intangibles, net                                                                                                                                                                                                                                 |  |                             | 1,026,000  |                     |   | 1,182,000  |  
|Deferred taxes                                                                                                                                                                                                                                   |  |                             | 866,000    |                     |   | 827,000    |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  | $                           | 47,988,000 |                     | $ | 46,869,000 |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                                                                                             |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|Liabilities:                                                                                                                                                                                                                                     |  |                             |            |                     |   |            |  
|Accounts payable and accrued liabilities                                                                                                                                                                                                         |  |                             | 6,380,000  |                     |   | 6,460,000  |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|Contingencies                                                                                                                                                                                                                                    |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|Stockholders equity:                                                                                                                                                                                                                            |  |                             |            |                     |   |            |  
|Common stock, $.01 par value; 49,000,000
  shares authorized, 23,206,046 shares issued and 22,206,546 shares outstanding
  at June 30, 2007 and 23,202,046 shares issued and 22,202, 546 shares outstanding at
  December 31, 2006, respectively |  |                             | 232,000    |                     |   | 232,000    |  
|Additional paid-in capital                                                                                                                                                                                                                       |  |                             | 18,777,000 |                     |   | 18,719,000 |  
|Retained earnings                                                                                                                                                                                                                                |  |                             | 27,103,000 |                     |   | 25,962,000 |  
|Less: 999,500 shares of treasury stock, at
  cost at June 30, 2007 and December 31, 2006, respectively                                                                                                                                           |  |                             | (4,504,000 | )                   |   | (4,504,000 | )
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             | 41,608,000 |                     |   | 40,409,000 |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  
|                                                                                                                                                                                                                                                 |  | $                           | 47,988,000 |                     | $ | 46,869,000 |  
|                                                                                                                                                                                                                                                 |  |                             |            |                     |   |            |  

See notes to consolidated financial
statements.

3

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Siebert Financial Corp. & Subsidiaries 
Consolidated Statements of Income 
(Unaudited)

|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|---------------------------------------- |  | ----------------------------- | ---------- | --------------------------- | - | ---------- |  | ---- | ---------- |  | - | ---------- | 
|                                         |  | Three Months Ended
  June 30, |            | Six Months Ended
  June 30, |  
|                                         |  |                               |           
|                                         |  | 2007                          |            | 2006                        |   | 2007       |  | 2006 |           
|                                         |  |                               |           
|                                         |  |                               |            |                             |   |            |  |      |           
|Revenues:                                |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Commissions and fees                     |  | $                             | 6,607,000  |                             | $ | 6,298,000  |  | $    | 13,168,000 |  | $ | 12,900,000 | 
|Investment banking                       |  |                               | 989,000    |                             |   | 283,000    |  |      | 1,952,000  |  |   | 560,000    | 
|Trading profits                          |  |                               | 107,000    |                             |   | 183,000    |  |      | 205,000    |  |   | 353,000    | 
|Income from equity investees             |  |                               | 422,000    |                             |   | 1,679,000  |  |      | 1,356,000  |  |   | 2,084,000  | 
|Interest and dividends                   |  |                               | 436,000    |                             |   | 413,000    |  |      | 886,000    |  |   | 789,000    | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|                                         |  |                               | 8,561,000  |                             |   | 8,856,000  |  |      | 17,567,000 |  |   | 16,686,000 | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Expenses:                                |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Employee compensation and benefits       |  |                               | 2,881,000  |                             |   | 2,592,000  |  |      | 5,955,000  |  |   | 5,248,000  | 
|Clearing fees, including floor brokerage |  |                               | 1,558,000  |                             |   | 1,339,000  |  |      | 2,967,000  |  |   | 2,830,000  | 
|Professional fees                        |  |                               | 1,275,000  |                             |   | 887,000    |  |      | 2,308,000  |  |   | 1,771,000  | 
|Advertising and promotion                |  |                               | 170,000    |                             |   | 239,000    |  |      | 518,000    |  |   | 674,000    | 
|Communications                           |  |                               | 400,000    |                             |   | 412,000    |  |      | 785,000    |  |   | 863,000    | 
|Occupancy                                |  |                               | 329,000    |                             |   | 298,000    |  |      | 642,000    |  |   | 566,000    | 
|Other general and administrative         |  |                               | 714,000    |                             |   | 776,000    |  |      | 1,459,000  |  |   | 1,470,000  | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|                                         |  |                               | 7,327,000  |                             |   | 6,543,000  |  |      | 14,634,000 |  |   | 13,422,000 | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Income before income taxes               |  |                               | 1,234,000  |                             |   | 2,313,000  |  |      | 2,933,000  |  |   | 3,264,000  | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Provision for income taxes               |  |                               | 518,000    |                             |   | 972,000    |  |      | 1,232,000  |  |   | 1,371,000  | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Net Income                               |  | $                             | 716,000    |                             | $ | 1,341,000  |  | $    | 1,701,000  |  | $ | 1,893,000  | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|                                         |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Net income per share of common stock -   |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Basic and Diluted                        |  | $                             | .03        |                             | $ | .06        |  | $    | .08        |  | $ | .09        | 
|Weighted average shares outstanding -    |  |                               |            |                             |   |            |  |      |            |  |   |            | 
|Basic                                    |  |                               | 22,206,546 |                             |   | 22,122,421 |  |      | 22,204,955 |  |   | 22,122,696 | 
|Diluted                                  |  |                               | 22,308,769 |                             |   | 22,144,707 |  |      | 22,311,526 |  |   | 22,142,808 | 

See notes to consolidated financial
statements.

4

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Siebert Financial Corp. & Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)

|                                                                                   |  |                             |            |      |   |            |  
|---------------------------------------------------------------------------------- |  | --------------------------- | ---------- | ---- | - | ---------- | -
|                                                                                   |  | Six Months
 Ended
 June 30, |           
|                                                                                   |  |                             |           
|                                                                                   |  | 2007                        |            | 2006 |  
|                                                                                   |  |                             |           
|Cash flows from operating activities:                                              |  |                             |            |      |   |            |  
|Net income                                                                         |  | $                           | 1,701,000  |      | $ | 1,893,000  |  
|Adjustments to reconcile net income to net
 cash provided by operating activities: |  |                             |            |      |   |            |  
|Depreciation and amortization                                                      |  |                             | 338,000    |      |   | 387,000    |  
|Income from equity investees                                                       |  |                             | (1,356,000 | )    |   | (2,084,000 | )
|Deferred taxes                                                                     |  |                             | (39,000    | )    |   | 12,000     |  
|Distribution from equity investees                                                 |  |                             | 2,144,000  |      |   | 1,408,000  |  
|Employee stock based compensation                                                  |  |                             | 47,000     |      |   | 103,000    |  
|Changes in:                                                                        |  |                             |            |      |   |            |  
|Receivable from clearing brokers                                                   |  |                             | 2,000      |      |   | 783,000    |  
|Prepaid expenses and other assets                                                  |  |                             | (668,000   | )    |   | (62,000    | )
|Securities owned, at market value                                                  |  |                             | (380,000   | )    |   |            |  
|Accounts payable and accrued liabilities                                           |  |                             | (80,000    | )    |   | (292,000   | )
|                                                                                   |  |                             |            |      |   |            |  
|Net cash provided by operating activities                                          |  |                             | 1,709,000  |      |   | 2,148,000  |  
|                                                                                   |  |                             |            |      |   |            |  
|                                                                                  
|Cash flows from investing
activities:                                              |  |                             |            |      |   |            |  
|                                                                                   |  |                             |            |      |   |            |  
|Purchase of furniture, equipment and
 leasehold improvements                       |  |                             | (688,000   | )    |   | (93,000    | )
|Payment of net advances made to equity investees                                   |  |                             | (60,000    | )    |   | (51,000    | )
|                                                                                   |  |                             |            |      |   |            |  
|Net cash used in investing activities                                              |  |                             | (748,000   | )    |   | (144,000   | )
|                                                                                   |  |                             |            |      |   |            |  
|                                                                                   |  |                             |            |      |   |            |  
|Cash flows from financing activities:                                              |  |                             |            |      |   |            |  
|Dividend on common stock                                                           |  |                             | (560,000   | )    |   |            |  
|Proceeds from exercise of options                                                  |  |                             | 11,000     |      |   |            |  
|Repurchase of common stock                                                         |  |                             |            |      |   | (6,000     | )
|                                                                                   |  |                             |            |      |   |            |  
|Net cash used in financing activities                                              |  |                             | (549,000   | )    |   | (6,000     | )
|                                                                                   |  |                             |            |      |   |            |  
|                                                                                  
|Net increase in cash and cash equivalents                                          |  |                             | 412,000    |      |   | 1,998,000  |  
|                                                                                   |  |                             |            |      |   |            |  
|Cash and
 cash equivalents - beginning of period                                   |  |                             | 32,606,000 |      |   | 30,980,000 |  
|                                                                                   |  |                             |            |      |   |            |  
|                                                                                   |  |                             |            |      |   |            |  
|Cash and
 cash equivalents - end of period                                         |  | $                           | 33,018,000 |      | $ | 32,978,000 |  
|                                                                                   |  |                             |            |      |   |            |  
|                                                                                  
|Supplemental cash flow disclosures:                                                |  |                             |            |      |   |            |  
|Cash paid for:                                                                     |  |                             |            |      |   |            |  
|Income taxes                                                                       |  | $                           | 2,046,000  |      | $ | 1,408,000  |  

See notes to
consolidated financial statements.

5

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Siebert Financial Corp. & Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2007 and 2006
(Unaudited)

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. | Organization
 and Basis of Presentation:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The consolidated financial
 statements include the accounts of Siebert Financial Corp. (the Company)
 and its wholly owned subsidiaries Muriel Siebert & Co., Inc. (Siebert)
 and Siebert Womens Financial Network, Inc. (WFN). All material
 intercompany balances and transactions have been eliminated. Investment in two entities in
 which the Company has ownership interest of 49% and 33.33% are accounted for
 by the equity method. The statements are unaudited; however, in the opinion
 of management, all adjustments considered necessary to reflect fairly the
 Company's financial position and results of operations, consisting of normal
 recurring adjustments, have been included.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The accompanying
 consolidated financial statements do not include all of the information and
 footnote disclosures normally included in financial statements prepared in
 accordance with generally accepted accounting principles in the United States
 of America. Accordingly, the statements should be read in conjunction with
 the audited financial statements included in the Companys Annual Report on
 Form 10-K for the year ended December 31, 2006. Because of the nature of the
 Companys business, the results of any interim period are not necessarily indicative
 of results for a full year.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|2. | Stock-Based
 Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | In December 2004, the
 Financial Accounting Standards Board (FASB) issued SFAS No. 123R
 Share-Based Payment (SFAS 123R), which requires all share-based payments
 to employees, including grants of employee stock options, to be recognized in
 the statement of operations as an operating expense, based on their fair
 values on grant date. Prior to the adoption of SFAS 123R the Company
 accounted for stock based compensation using the intrinsic value method. The Company
 adopted the provision of SFAS No. 123R effective January 1, 2006, using the
 modified prospective transition method. Under the modified prospective
 method, non-cash compensation expense is recognized for the portion of
 outstanding stock option awards granted prior to the adoption of SFAS 123R
 for which service has not been rendered, and for any future stock option
 grants. Accordingly, periods prior to adoption have not been restated. The
 Company recognizes share-based compensation costs on a straight-line basis
 over the requisite service periods of awards. That cost is recognized as
 compensation expense over the service period, which would normally be the
 vesting period of the options.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | The following table
 summarizes information related to options outstanding at June 30, 2007 and
 2006:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

|                                                    |  |      |           |      |                                    |      |        |           |                                    |   |      | 
|--------------------------------------------------- |  | ---- | --------- | ---- | ---------------------------------- | ---- | ------ | --------- | ---------------------------------- | - | ---- | 
|                                                    |  | 2007 |           | 2006 |                                   
|                                                    |  |      |           |      |                                    |     
|                                                    |  |      | Shares    |      | Weighted
 Average
 Exercise
 Price |      | Shares |           | Weighted
 Average
 Exercise
 Price |  
|                                                    |  |      |           |      |                                    |      |        |           |                                    |  
|                                                   
|Outstanding
 - beginning of the period              |  |      | 1,603,966 |      | $                                  | 4.28 |        | 1,768,610 |                                    | $ | 4.16 | 
|Forfeited                                           |  |      | (126,966  | )    | $                                  | 4.36 |        | (14,000   | )                                  | $ | 3.48 | 
|Exercised                                           |  | (c)  | (4,000    | )    | $                                  | 2.72 |        |          |                                    |   |     | 
|                                                    |  |      |           |      |                                    |      |        |           |                                    |   |      | 
|                                                   
|Outstanding
 - end of period                        |  | (a)  | 1,473,000 |      | $                                  | 4.28 |        | 1,754,610 |                                    | $ | 4.16 | 
|                                                    |  |      |           |      |                                    |      |        |           |                                    |   |      | 
|                                                   
|Fully vested
 and expected to vest at end of period |  | (b)  | 1,400,500 |      | $                                  | 4.32 |        | 1,671,610 |                                    | $ | 4.18 | 
|                                                    |  |      |           |      |                                    |      |        |           |                                    |   |      | 
|                                                   
|Exercisable
 at end of period                       |  | (b)  | 1,400,500 |      | $                                  | 4.32 |        | 1,671,610 |                                    | $ | 4.18 | 
|                                                    |  |      |           |      |                                    |      |        |           |                                    |   |      | 

6

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(a) Weighted
average remaining contractual terms of 4.5 years and aggregate intrinsic value
of $454,000.

(b) Weighted average remaining contractual terms of 4.3 years and aggregate
intrinsic value of $388,000.

(c) Aggregate intrinsic value at date of exercise was $4,000.

|                        |  |                      |                     |                      |                                                |  |                                    |  |                     |       |                                    |  |           |  |   |      
|----------------------- |  | -------------------- | ------------------- | -------------------- | ---------------------------------------------- |  | ---------------------------------- |  | ------------------- | ----- | ---------------------------------- |  | --------- |  | - | -----
|June 30, 2007           |  | Options
 Outstanding |                     | Options
 Exercisable
|                        |  |                      |                     |                     
|Range
 Exercise
 Prices |  |                      | Number
 Outstanding |                      | Weighted
 Average
 Remaining
 Contractual Life |  | Weighted
 Average
 Exercise
 Price |  | Number
 Exercisable |       | Weighted
 Average
 Exercise
 Price
|                        |  |                      |                     |                      |                                                |  |                                    |  |                     |       |                                   
|                       
|$0.00- 2.31             |  |                      |                     | 15,000               |                                                |  | 5.3Years                           |  | $                   | 2.12  |                                    |  | 12,000    |  | $ | 2.12 
|$2.31- 2.69             |  |                      |                     | 4,800                |                                                |  | 0.6Years                           |  | $                   | 2.69  |                                    |  | 4,800     |  | $ | 2.69 
|$2.69- 2.81             |  |                      |                     | 290,700              |                                                |  | 4.4Years                           |  | $                   | 2.78  |                                    |  | 251,200   |  | $ | 2.79 
|$2.81- 5.33             |  |                      |                     | 1,155,000            |                                                |  | 4.5Years                           |  | $                   | 4.58  |                                    |  | 1,125,000 |  | $ | 4.60 
|$5.34-32.50             |  |                      |                     | 7,500                |                                                |  | 2.4Years                           |  | $                   | 17.81 |                                    |  | 7,500     |  | $ | 17.81
|                        |  |                      |                     |                      |                                                |  |                                    |  |                     |       |                                    |  |           |  |   |      
|                       
|$0.00-32.50             |  |                      |                     | 1,473,000            |                                                |  | 4.48 Years                         |  | $                   | 4.28  |                                    |  | 1,400,500 |  | $ | 4.32 
|                        |  |                      |                     |                      |                                                |  |                                    |  |                     |       |                                    |  |           |  |   |      

As of June 30,
2007, there were $119,000 of unrecognized compensation costs related to
unvested options which are expected to be recognized over a weighted-average period
of 4 years.

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3. | Net
 Capital                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Siebert is subject to the
 Securities and Exchange Commissions Uniform Net Capital Rule (Rule 15c3-1),
 which requires the maintenance of minimum net capital. Siebert has elected to
 use the alternative method, permitted by the rule, which requires that
 Siebert maintain minimum net capital, as defined, equal to the greater of
 $250,000 or two percent of aggregate debit balances arising from customer
 transactions, as defined. (The net capital rule of the New York Stock Exchange
 also provides that equity capital may not be withdrawn or cash dividends paid
 if resulting net capital would be less than five percent of aggregate
 debits.) As of June 30, 2007, Siebert had net capital of approximately
 $28,442,000 as compared with net capital requirements of $250,000.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|4. | Capital
 Transactions:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | On May 15, 2000, the board
 of directors of the Company authorized a stock buy back program of up to one
 million common shares. As of June 30, 2007, the Company had essentially
 completed the repurchase.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|5. | Intuit
 Lawsuit:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Siebert filed a lawsuit
 against Intuit Inc. (Intuit) in New York State Supreme Court on September
 17, 2003. The complaint sought $11.1 million in compensatory damages and
 $33.3 million in punitive damages for claims relating to the Joint Brokerage
 Service (the JBS) conducted during the years ended December 31, 2003 and
 2002 under the Strategic Alliance Agreement between Siebert and Intuit. The
 Court denied Intuits motion to dismiss Sieberts causes of action for breach
 of fiduciary duty, breach of contractual obligations to pay shared expenses,
 promissory estoppel, and breach of the implied covenant of good faith and
 fair dealing. The Court                                                                                                                

7

---



|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | granted Intuits motion to
 dismiss Sieberts causes of action for breach of the express covenant of good
 faith and fair dealing, misrepresentation and/or fraud, and its request for
 punitive damages. Intuit has counterclaimed against Siebert, seeking not less
 than $6.6 million. Siebert and Intuit have appealed from certain portions of
 the Courts decision and Siebert has also moved for reargument of that
 decision regarding punitive damages. In November 2005, Intuits counsel was
 disqualified by the Court from representing Intuit in this action. The
 Courts Appellate Division reversed the order of disqualification, but,
 thereafter, granted Sieberts motion for leave to appeal to the Court of
 Appeals, New Yorks highest court, which ordered all proceedings stayed
 pending Sieberts appeal. By decision dated May 8, 2007, the Court of Appeals
 affirmed the Appellate Divisions reversal of the order of disqualification.
 The stay of proceedings was lifted following the decision by the Court of
 Appeals. The parties have resumed discovery. The outcome of this matter
 cannot be predicted.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|6. | Siebert
 Brandford Shank & Co., LLC:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Summarized financial data
 (presented in thousands) of Siebert Brandford Shank & Co., LLC, (SBS)
 as of and for the six months ended June 30, 2007 and 2006 is set forth below.
 Siebert holds a 49% ownership interest in SBS.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

| |                                                                                                   |  |      |            |      |  
| | ------------------------------------------------------------------------------------------------- |  | ---- | ---------- | ---- | -
| |                                                                                                   |  | 2007 |            | 2006 |  
| |                                                                                                   |  |      |            |      |  
| |                                                                                                   |  |      |            |      |  
| |                                                                                                   |  |      |            |      |  
| | Total assets including secured demand note of $1,200,000 in each
 period due from Siebert         |  | $    | 26,706,000 |      | $
| | Total liabilities including subordinated liabilities of $1,200,000 in
 each period due to Siebert |  |      | 16,202,000 |      |  
| | Total members capital                                                                            |  |      | 10,504,000 |      |  
| | Total revenues                                                                                    |  |      | 14,087,000 |      |  
| | Net income                                                                                        |  |      | 2,863,000  |      |  

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | Siebert charged SBS
 $120,000 for general and administrative services
for the six month period ended June 30, 2007 and 2006, which Siebert believes approximates the cost of furnishing such services.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Sieberts share of SBSs
 undistributed earnings amounted to $4,755,000 and $3,093,000 at June
 30, 2007 and 2006, respectively. Such amounts may not be immediately
 available for distribution to Siebert for various reasons including the
 amount of SBSs available cash, the provisions of the agreement between
 Siebert and the principals and SBSs continued compliance with its regulatory
 and net capital requirements.                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|7. | SBS
 Financial Products Company, LLC                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Company entered into
 an Operating Agreement, effective as of April 19, 2005 (the Operating
 Agreement), with the two individual principals of SBS (the Principals) for
 the formation of SBS Financial Products Company, LLC, a Delaware limited
 liability company (SBSFPC). Pursuant to the terms of the Operating
 Agreement, the Company and each of the Principals made an initial capital
 contribution of $400,000 in exchange for a 33.33% initial interest in SBSFPC.
 SBSFPC engages in derivatives transactions related to the municipal
 underwriting business. The Operating Agreement provides that profit will be
 shared 66.66% by the Principals and 33.33% by the Company.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Companys share of SBSFPCs
 undistributed earnings amounted to $361,000 and $1,113,000 at June
 30, 2007 and 2006, respectively.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

8

---



| |                                                                                                              
| | -------------------------------------------------------------------------------------------------------------
| | Summarized
 financial data of SBSFPC as of and for the six months June 30, 2007 and 2006
 is set forth below.

| |                         |  |      |           |      |   |           | 
| | ----------------------- |  | ---- | --------- | ---- | - | --------- | 
| |                         |  | 2007 |           | 2006 |  
| |                         |  |      |           |      |  
| | Total assets            |  | $    | 5,438,000 |      | $ | 7,514,000 | 
| | Total liabilities       |  |      | 3,155,000 |      |   | 2,974,000 | 
| | Total
 members capital |  |      | 2,284,000 |      |   | 4,540,000 | 
| | Total
 revenues         |  |      | 217,000   |      |   | 4,771,000 | 
| | Net (loss)
 income      |  |      | (140,000  | )    |   | 2,905,000 | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|8.  | Commitments and Contingent Liabilities:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Siebert
 terminated the fully disclosed clearing agreement (the Clearing Agreement)
 with Pershing LLC (formerly the Pershing division of Donaldson, Lufkin &
 Jenrette Securities Corporation) (Pershing) in 2003. Based on consultation
 with counsel, Siebert believes that the $1,500,000 that it advanced to
 Pershing in January 2003 should have been returned and that Pershing may be
 liable for damages. Pershing expressed its belief that it was entitled to
 retain the advance and receive a minimum of $3 million for its unreimbursed
 costs, a termination fee of $500,000 and $5 million for lost revenues.
 Siebert received a release for the $3 million related to disputed claims for
 unreimbursed fees and costs. In 2004, Siebert decided not to commence
 proceedings against Pershing and charged off the $1,500,000 advance to
 Pershing. Siebert believes the Pershing claims are without merit and that the
 ultimate outcome of this matter will not have a material adverse effect on
 the Companys results of operations or financial position.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | The Company
 is involved in various routine lawsuits of a nature deemed by the Company
 customary and incidental to its business. In the opinion of management, the
 ultimate disposition of such actions will not have a material adverse effect
 on its financial position or results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|9.  | Dividend:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | On June 4,
 2007, the Board of Directors declared a dividend of twelve cents per share on
 common stock of the Company, which was paid on June 29, 2007 to shareholders
 of record at the close of business on June 20, 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | The Chief
 Executive Officer of the Company waived the right to receive the dividend in
 excess of the aggregate amount paid to other shareholders.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|10. | New Accounting Pronouncements:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | In June
 2006, the Financial Accounting Standards Board (FASB) issued FASB
 Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an
 interpretation of FASB Statement No. 109 (FIN 48). FIN 48 clarifies the
 accounting for uncertainties in income taxes recognized in a companys
 financial statements in accordance with Statement 109 and prescribes a
 recognition threshold and measurement attributes for tax positions taken or expected to be taken on a tax return. Additionally,
 FIN 48 provides guidance on derecognition, classification, interest and
 penalties, accounting in interim periods, disclosure and transition. We
 adopted the provisions of FIN 48 as of January 1, 2007. The adoption of FIN
 48 did not impact our financial position, results of operations or cash flows
 for the six months ended June 30, 2007. The Company is not subject to any tax
 examination for any federal or major state tax jurisdiction for the years
 prior to 2003.                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | In September
 2006, the Financial Accounting Standards Board issued SFAS No. 157 (SFAS
 157), Fair Value Measurements. SFAS 157 defines fair value and establishes
 a framework for measuring fair value. It also expands the disclosures about
 the use of fair value to measure assets and liabilities. SFAS 157 is
 effective beginning the first fiscal year that begins after November 15,
 2007. Management is currently evaluating the impact, if any, of the adoption
 of SFAS 157 on the Companys financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

9

---



Item 2. Managements Discussion and Analysis
of Financial Condition and Results of Operations

This
discussion should be read in conjunction with the our audited consolidated
financial statements as of and for the year ended December 31, 2006, and the
unaudited consolidated financial statements and the notes thereto contained
elsewhere in this Quarterly Report.

Business Environment

The
uncertainty over the state of the economy weighed on the markets in the second
quarter of 2007 due to the high price of oil and the increase of defaults
relating to subprime mortgages continues to affect interest in buying stocks.
Competition in the brokerage industry remains intense although many of
Sieberts competitors have been consolidated or have gone out of business.

Like
other securities firms, we are directly affected by general economic and market
conditions including fluctuations in volume and prices of securities, changes
and prospects for changes in interest rates and demand for brokerage and
investment banking services, all of which can affect our relative
profitability. In periods of reduced market activity, profitability is likely
to be adversely affected because certain expenses, including salaries and
related costs, portions of communications costs and occupancy expenses remain
relatively fixed. Earnings, or loss, for any period should not be considered
representative of any other period.

Recent Developments

On
May 15, 2000, our board of directors authorized the repurchase of up to
1,000,000 shares of our common stock. As of June 30, 2007, we had essentially completed
the repurchase.

Critical Accounting Policies

We
generally follow accounting policies standard in the brokerage industry and
believe that our policies appropriately reflect our financial position and
results of operations. Our management makes significant estimates that effect
the reported amounts of assets, liabilities, revenues and expenses and the
related disclosure of contigent assets and liabilities included in the
financial statements. The estimates relate primarily to revenue and expense
items in the normal course of business as to which we receive no confirmations,
invoices, or other documentation at the time the books are closed for a period.
We use our best judgment, based on our knowledge of these revenue transactions
and expenses incurred, to estimate the amounts of such revenue and expense. We
are not aware of any material differences between the estimates used in closing
our books for the last five years and the actual amounts of revenue and
expenses incurred when we subsequently receive the actual confirmations,
invoices or other documentation. Estimates are also used in determining the
useful lives of intangible assets, and the fair market value of intangible
assets and securities. Our management believes that its estimates are
reasonable.

Results of Operations

We
believe that our business reflects the current difficult business environment
for discount and online and institutional brokers. We had net income of
$716,000 and $1,701,000 for the three months and six months ended June 30,
2007, respectively.

Three Months Ended
June 30, 2007 Compared to Three Months Ended June 30, 2006

Total
revenues for the three months ended June 30, 2007 were $8.6 million, a decrease
of $295,000 or 3.3% from the same period in 2006.

Commission
and fee income for the three months ended June 30, 2007 was $6.6 million, an
increase of $309,000 or 4.9% from the same period in 2006 due to an increase in
institutional trading and the commission

10

---



recapture
operation offset by a reduction in commissions generated by retail customers
trading volumes as well as a decrease in the average commission charged per
trade.

Investment
banking revenues for the three months ended June 30, 2007 were $989,000, an increase
of $706,000 or 249.47% due to our participation in more new issues in the
equity and debt capital markets.

Income
from Sieberts equity investment in Siebert Brandford Shank & Co., LLC, an
entity in which Siebert holds a 49% equity interest (SBS), for the three
months ended June 30, 2007, was $471,000 compared to income of $686,000, a
decrease of $215,000 or 31.4% from the same period in 2006. SBS serves as an
underwriter for municipal bond offerings. This decrease was due primarily to an
increase in salaries, commission expense and bonus accruals. Loss from our
equity investment in SBS Financial Products Company, LLC, an entity in which we
hold a 33% equity interest (SBSFPC) for the three months ended June 30, 2007,
was $49,000 compared to income from our equity investment in SBSFPC of
$993,000, a decrease of $1.0 million from the same period in 2006. This
decrease was due to a decrease in the number and size of the transactions
SBSFPC entered into in the second quarter of 2007.

Trading
profits were $107,000 for the three months ended June 30, 2007, a decrease of
$76,000 or 41.5% over the same period in 2006 due to an overall decrease in
trading volume.

Interest
and dividends for the three months ended June 30, 2007 were $436,000, an
increase of $23,000 or 5.6% from the same period in 2006 primarily due to
higher cash balances.

Total
expenses for the three months ended June 30, 2007 were $7.3 million, an
increase of $784,000 or 12.0% from the same period in 2006.

Employee
compensation and benefit costs for the three months ended June 30, 2007 were
$2.9 million, an increase of $289,000 or 11.1% from the same period in 2006.
This increase was due to an increase in commissions paid based on production
and bonus accrual offset by a decrease in employment of temporary employees.

Clearing
and floor brokerage costs for the three months ended June 30, 2007 were $1.6
million, an increase of $219,000 or 16.4% from the same period in 2006 primarily
due to an increase in listed floor executions for institutional customers
executed at the New York Stock Exchange and increased volume relating to the
commission recapture operations offset by a decreased volume of trade
executions for retail customers.

Professional
fees for the three months ended June 30, 2007, was $1.3 million, an increase of
$388,000 or 43.7% from the same period in 2006 due to an increase in consulting
fees relating to the commission recapture business and Sarbanes-Oxley and legal
fees relating to the Intuit case and other compliance issues.

Advertising
and promotion expenses for the three months ended June 30, 2007 were $170,000,
a decrease of $69,000 or 28.9% from the same period in 2006 primarily due to
the production and airing of television commercials in the Florida region in
the second quarter 2006.

Communications
expense for the three months ended June 30, 2007, was $400,000, a decrease of
$12,000 or 2.9% from the same period in 2006 due primarily to actively pursuing
alternative vendors and utilizing new technologies and solutions.

Occupancy
costs for the three months ended June 30, 2007 were $329,000, an increase of
$31,000 or 10.4% from the same period in 2006 due to an increase in rents in
the Florida branches and California office.

Other
general and administrative expenses for the three months ended June 30, 2007
were $714,000, a decrease of $62,000 or 8.0% from the same period in 2006 due
to the decrease in depreciation and amortization expenses, placement fees,
employee training, travel and entertainment, registration and exchange fees
offset by increases in printing, subscriptions and transportation costs.

11

---



The
tax provision for the three months ended June 30, 2007 and 2006 was $518,000
and $972,000, respectively, due to our income before income tax of $1,234,000
and $2,313,000, respectively. Such provisions represented effective tax rates of 42% and 42%, respectively.

Six Months Ended
June 30, 2007 Compared to Six Months Ended June 30, 2006

Total
revenues for the six months ended June 30, 2007 were $17.6 million, an increase
of $881,000 or 5.3% from the same period in 2006.

Commission
and fee income for the six months ended June 30, 2007 was $13.2 million, an
increase of $268,000 or 2.1% from the same period in 2006 due to an increase in
institutional trading and the commission recapture operation offset by
commissions generated by a decrease in retail customers trading volumes as well
as a decrease in the average commission charged per trade.

Investment
banking revenues for the six months ended June 30, 2007 were $2.0 million, an
increase of $1.4 million or 248.6% from the same period in 2006 due to our
participation in more new issues in the equity and debt capital markets.

Income
from the Sieberts equity investment in Siebert Brandford Shank & Co., LLC,
an entity in which Siebert holds a 49% equity interest (SBS) for the six
months ended June 30, 2007, was $1.4 million, compared to income of $1.1
million, an increase of $286,000 or 25.6% from the same period in 2006. This
increase was due to an increase in SBS participating in more and larger
municipal bond offerings. SBS serves as an underwriter for municipal bond
offerings. Loss from our equity investment in SBS Financial Products Company,
LLC an entity in which we hold a 33% equity interest (SBSFPC) for the six
months ended June 30, 2007, was $47,000 as compared to income from our equity
investment in SBSFPC of $967,000 from the same period in 2006. This decrease
was due to a decrease in the number and size of the transactions SBSFPC entered
into in 2007.

Trading
profits were $205,000 for the six months ended June 30, 2007, a decrease of
$148,000 or 41.9% over the same period in 2006 due to an overall decrease in
trading and volume.

Interest
and dividends for the six months ended June 30, 2007 were $886,000, an increase
of $97,000 or 12.3% from the same period in 2006 primarily due to higher
interest rates and higher cash balances.

Total
expenses for the six months ended June 30, 2007 were $14.6 million, an increase
of $1.2 million or 9.0% from the same period in 2006.

Employee
compensation and benefit costs for the six months ended June 30, 2007 were $6.0
million, an increase of $707,000 or 13.5% from the same period in 2006. This
increase was due to an increase in commissions paid based on production and
bonus accrual offset by a decrease in employment of temporary employees.

Clearing
and floor brokerage costs for the six months ended June 30, 2007 were $3.0
million, an increase of $137,000 or 4.8% from the same period in 2006 primarily
due to  an increase in listed floor executions for institutional
customers executed at the New York Stock Exchange and increase volume relating
to the commission recapture operations offset by a decreased volume of trade
executions for retail customers.

Professional
fees for the six months ended June 30, 2007, was $2.3 million, an increase of
$537,000 or 30.3% from the same period in 2006 due to an increase in consulting
fees relating to the commission recapture business and Sarbanes-Oxley and legal
fees relating to the Intuit case and other compliance issues.

Advertising
and promotion expenses for the six months ended June 30, 2007 were $518,000, a
decrease of $156,000 or 23.1% from the same period in 2006 primarily due to the
production and airing of television commercials in the Florida region in 2006

12

---



Communications
expense for the six months ended June 30, 2007, was $785,000, a decrease of
$78,000 or 9.0% from the same period in 2006 due to primarily actively pursuing
alternative vendors and utilizing new technologies and solutions.

Occupancy
costs for the six months ended June 30, 2007 were $642,000, an increase of
$76,000 or 13.4% from the same period in 2006 due to an increase in rents in
the Florida branches and California office.

Other
general and administrative expenses for the six months ended June 30, 2007 were
$1.5 million decreasing slightly from 2006. This decrease was a result of
decreases in depreciation and amortization, placement fees, supplies,
registration and exchange fees offset by increases in printing, subscriptions,
dues and transportation costs.

The
tax provisions for the six months ended June 30, 2007 and 2006 was $1.2 million
and $1.4 million, respectively, based on our income before income tax of $2.9
million and $3.3 million, respectively. Such provisions represented effective tax rates of 41% and 42%, respectively.

Liquidity and Capital Resources

Our
assets are highly liquid, consisting generally of cash, money market funds and
commercial paper. Our total assets at June 30, 2007 were $48 million. As of
that date, $35.5 million, or 74%, of total assets were regarded by us as highly
liquid.

On
June 4, 2007, our Board of Directors declared a dividend of twelve cents per
share on common stock, which was paid on June 29, 2007 to shareholders of
record at the close of business on June 20, 2007. Our Chief Executive Officer
waived the right to receive the dividend in excess of the aggregate amount paid
to other shareholders.

Siebert
is subject to the net capital requirements of the SEC, the NYSE and other
regulatory authorities. At June 30, 2007, Sieberts regulatory net capital was
$28.4 million, $28.2 million in excess of its minimum capital requirement of
$250,000.

On
May 15, 2000, our board of directors authorized the repurchase of up to
1,000,000 shares of our common stock. As of June 30, 2007, we essentially
completed the repurchase.

Siebert
has entered into a Secured Demand Note Collateral Agreement with SBS under
which it is obligated to lend to SBS up to $1.2 million pursuant to a secured
promissory note on a subordinated basis. Amounts pledged by Siebert under the
facility are reflected on our balance sheet as cash equivalents  restricted.
SBS pays Siebert interest on this amount at the rate of 8% per annum. The
facility expires on August 31, 2008, at which time SBS is obligated to repay to
Siebert any amounts borrowed by SBS thereunder.

Item 3. Quantitative and Qualitative
Disclosures About Market Risk

Working
capital is generally temporarily invested in dollar denominated money market
funds and commercial paper. These investments are not subject to material
changes in value due to interest rate movements. We also invest in certain
short-term municipal bonds, the values of which may fluctuate during the period
they are held by us.

In
the normal course of its business, Siebert enters into transactions in various
financial instruments with off-balance sheet risk. This risk includes both
market and credit risk, which may be in excess of the amounts recognized in our
financial statements. Retail customer transactions are cleared through clearing
brokers on a fully disclosed basis. If customers do not fulfill their
contractual obligations, the clearing broker may charge Siebert for any loss
incurred in connection with the purchase or sale of securities at prevailing
market prices to satisfy the customers obligations. Siebert regularly monitors
the activity in its customer accounts for compliance with its margin
requirements. Siebert is exposed to the risk of loss on unsettled customer
transactions if customers and other counter parties are unable to fulfill their
contractual obligations.

13

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Item 4T. Controls and Procedures

We
carried out an evaluation, under the supervision and with the participation of
management, including our Chief Executive Officer and Chief Financial Officer,
of the effectiveness of the design and operation of our
disclosure controls and procedures as of the end of the period covered by this
report pursuant to Exchange Act Rule 13a-15 under the Securities Exchange Act
of 1934, as amended. Based upon that evaluation, the Chief Executive Officer
and Chief Financial Officer concluded that our disclosure controls and
procedures are effective in timely alerting them to material information
relating to us (including its consolidated subsidiaries) required to be
included in our periodic filings with the Securities and Exchange Commission
filings.

There
were no changes in our internal controls over financial reporting that occurred
during our most recent fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

14

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Part II - OTHER INFORMATION

Item 1. Legal
 Proceedings

See
Part 1-Item 1 Notes to Consolidated Financial Statements-Intuit Lawsuit
Update with respect to our lawsuit against Intuit Inc. which was filed in New
York State Supreme Court, County of New York on September 17, 2003, alleging,
among other things, Intuits breach of contractual obligations, breach of
fiduciary duties and misrepresentation and/or fraud, all relating to the Joint
Brokerage services conducted under the Strategic Alliance Agreement between
Siebert and Intuit.

We
are involved in various routine lawsuits of a nature deem to be customary and
incidental to our business. In the opinion of management, the ultimate
disposition of such actions will not have a material adverse effect on its
financial position or results of operations.

Item 1A. Risk Factors

In addition to
the other information set forth in this report, you should carefully consider
the factors discussed in Part I, Item 1A. Risk Factors in our Annual Report
on Form 10-K for the year ended December 31, 2006, which could materially
affect our business, financial position and results of operations. There are no
material changes from the risk factors set forth in Part I, Item 1A, Risk
Factors, of our Annual Report on Form 10-K for the year ended December 31,
2006.

Item 2. Unregistered
 Sale of Equity Securities and Use of Proceeds

On May 15,
2000, our Board of Directors authorized a buy back of up to one million shares
of our common stock. As of June 30, 2007, we had essentially completed the
repurchase. A summary of our repurchase activity for the three months ended
June 30, 2007 is as follows:

|           |  |                                    |  |                               |  |                                                                         |  |                                                                      
|---------- |  | ---------------------------------- |  | ----------------------------- |  | ----------------------------------------------------------------------- |  | ---------------------------------------------------------------------
|Period     |  | Total Number
 Of Shares
 Purchased |  | Average Price
 Paid Per Share |  | Total Number of
 Shares Purchased
 as Part of Publicly
 Announced Plans |  | Maximum
 Number of Shares
 That May Yet Be
 Purchased Under
 The Plan
|           |  |                                    |  |                               |  |                                                                         |  |                                                                      
|April 2007 |  | 0                                  |  |                               |  | 999,500                                                                 |  | 500                                                                  
|           |  |                                    |  |                               |  |                                                                         |  |                                                                      
|May 2007   |  | 0                                  |  |                               |  | 999,500                                                                 |  | 500                                                                  
|           |  |                                    |  |                               |  |                                                                         |  |                                                                      
|June 2007  |  | 0                                  |  |                               |  | 999,500                                                                 |  | 500                                                                  
|           |  |                                    |  |                               |  |                                                                         |  |                                                                      
|          
|Total      |  | 0                                  |  |                               |  | 999,500                                                                 |  | 500                                                                  

Item 3. Defaults
 Upon Senior Securities

None

15

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Item 4. Submission
 of Matters to a Vote of Security Holders

We held our annual meeting on June 4, 2007. At that meeting, the
following matters were voted on and received the votes indicated:

|                                    |  |            |  |         
|----------------------------------- |  | ---------- |  | --------
|(1)          Election
 of Directors |  | For        |  | Withheld
|                                    |  |            |  |         
|                                   
|Muriel F. Siebert                   |  | 21,802,912 |  | 166,514 
|                                    |  |            |  |         
|Patricia L. Francy                  |  | 21,876,853 |  | 92,573  
|                                    |  |            |  |         
|Jane H. Macon                       |  | 21,794,003 |  | 175,423 
|                                    |  |            |  |         
|Leonard M. Leiman                   |  | 21,888,703 |  | 80,723  
|                                    |  |            |  |         
|Nancy S.
 Peterson                  |  | 21,927,624 |  | 41,802  
|                                    |  |            |  |         
|Robert P.
 Mazzarella               |  | 21,940,874 |  | 28,552  

|                                            |  |            |  |         |  |        
|------------------------------------------- |  | ---------- |  | ------- |  | -------
|(2)          2007
 Long-Term Incentive Plan |  | For        |  | Against |  | Abstain
|                                            |  |            |  |         |  |        
|                                           
|Total Shares Voted                          |  | 19,567,864 |  | 101,098 |  | 4,874  

Item 5. Other
 Information

None

Item 6. Exhibits

(a)

| |  |      |                                                                                                                                                               
| |  | ---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | 31.1 | Certification
 of Muriel F. Siebert pursuant to Exchange Act Rules 13a-14 and 15d-14, as
 adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  
| | 
| |  | 31.2 | Certification
 of Joseph M. Ramos, Jr. pursuant to Exchange Act Rule 13a-14 and 15d-14, as
 adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
| | 
| |  | 32.1 | Certification
 of Muriel F. Siebert of Periodic Financial Report under Section 906 of the
 Sarbanes-Oxley Act of 2002.                                        
| | 
| |  | 32.2 | Certification
 of Joseph M. Ramos, Jr. of Periodic Financial Report under Section 906 of the
 Sarbanes-Oxley Act of 2002.                                     

16

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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.

| |                          |                                                      
| | ------------------------ | -----------------------------------------------------
| | SIEBERT
 FINANCIAL CORP.
|
| | By:                      | /s/ Muriel
 F. Siebert                               
| |                          |                                                      
| |                          | Muriel F.
 Siebert                                   
| |                          | Chairwoman
 and President                            
| |                          | (principal
 executive officer)                       
| |                         
| | Dated:
 August 14, 2007 
| |                          |                                                      
| | By:                      | /s/ Joseph
 M. Ramos, Jr.                            
| |                          |                                                      
| |                          | Joseph M.
 Ramos, Jr.                                
| |                          | Executive
 Vice President and Chief Financial Officer
| |                          | (principal
 financial and accounting officer)        
| |                         
| | Dated:
 August 14, 2007 

17

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