--------------------------------------------------------------------------------


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

                                    FORM 10-Q



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

                  For the quarterly period ended March 31, 2005


                       Commission file number 000-51331


                            BankFinancial Corporation
             (Exact name of registrant as specified in its charter)


           Maryland                                             APPLIED FOR
(State or other jurisdiction of                              (I.R.S. Employer
  incorporation or organization)                             Identification No.)


                15W060 North Frontage Road, Burr Ridge, IL 60527
                    (Address of principal executive offices)


                                 (630) 242-7700
              (Registrant's telephone number, including area code)


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

         Indicate by check mark whether the registrant  is an accelerated  filer
(as defined in Rule 12b-2 of the Exchange Act).   YES___   NO  X
                                                              ---

         There were no shares of common stock, par value $.01, outstanding as of
May 27, 2005.


--------------------------------------------------------------------------------


<PAGE>






                            BankFinancial Corporation
                                    FORM 10-Q


                                      Index

                          Part I. Financial Information
                                                                            Page
                                                                            ----
Item 1.   Financial Statements
1

Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations                                          1

Item 3.   Quantitative and Qualitative Disclosures About Market Risk         1

Item 4.   Controls and Procedures                                            1


                       Part II. Other Information

Item 1.   Legal Proceedings                                                  2

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

Item 3.   Defaults upon Senior Securities                                    2

Item 4.   Submission of Matters to a Vote of Security Holders                2

Item 5.   Other Information                                                  2

Item 6.   Exhibits                                                           2

          Signature Page                                                     3




<PAGE>


Part I.       Financial Information

              BankFinancial Corporation, a Maryland Corporation (the "Company"),
              was   formed  to  serve  as  the   stock   holding   company   for
              BankFinancial,  F.S.B. (the "Bank") as part of the mutual-to-stock
              conversion of BankFinancial MHC, Inc. (the "MHC"). As of March 31,
              2005, the conversion had not been  completed.  Accordingly,  as of
              that date, the Company had no assets or  liabilities,  and had not
              conducted  any  business  other  than  that  of an  organizational
              nature. Financial and other information with respect to the MHC as
              of March 31,  2005 is  attached  as Exhibit  99 to this  quarterly
              report.

              For a  further  discussion  of the  Company's  formation  and  the
              operations of the MHC and the Bank,  see the Company's  Prospectus
              as filed on April  29,  2005  with  the  Securities  and  Exchange
              Commission pursuant to Rule 424(b)(3) of the Rules and Regulations
              of the Securities Act of 1933 (File Number 333-119217).





                                       1

<PAGE>


Part II - Other Information

Item 1.    Legal Proceedings

                The  Company  is not  engaged  in  any  legal  proceedings  of a
                material nature as of the date of the filing.

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

                Not applicable.

Item 3.    Defaults Upon Senior Securities

                Not applicable.

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

                Not applicable

Item 5.    Other Information

                Not applicable

Item 6.    Exhibits


                The  following  exhibits are either filed as part of this report
                or are incorporated herein by reference:

                           31.1     Certification  of  Chief  Executive  Officer
                                    pursuant    to    Section    302    of   the
                                    Sarbanes-Oxley Act of 2002

                           31.2     Certification  of  Chief  Financial  Officer
                                    pursuant    to    Section    302    of   the
                                    Sarbanes-Oxley Act of 2002

                           32       Certification of Chief Executive Officer and
                                    Chief Financial  Officer pursuant to Section
                                    906 of the Sarbanes-Oxley Act of 2002

                           99       Selected Financial Information


                                       2
<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                            BankFinancial Corporation


Dated:       May 27, 2005                       /s/ F. Morgan Gasior
         ------------------                   ----------------------------------
                                               F. Morgan Gasior
                                               Chairman of the Board, Chief
                                               Executive Officer and President



Dated:       May 27, 2005                      /s/ Paul A. Cloutier
         ------------------                   ----------------------------------
                                              Paul A. Cloutier
                                              Executive Vice President and Chief
                                              Financial Officer



                                       3