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UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period
ended September 30, 2006

or

_          TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition
period from      to

Commission file number
0-18121

MAF BANCORP, INC.

(Exact name of
registrant as specified in its charter)

|                                                                                                         |                                                   
|-------------------------------------------------------------------------------------------------------- | --------------------------------------------------
|Delaware
(State of Incorporation)                                                                        | 36-3664868
  (I.R.S. Employer
 Identification No.)
|                                                                                                         |                                                   
|                                                                                                         |                                                   
|                                                                                                         |                                                   
|                                                                                                         |                                                   
|55th Street & Holmes Avenue
         Clarendon Hills, Illinois
 (Address of Principal Executive Offices) | 60514-1500
(Zip Code)                             

Registrants
telephone number: (630) 325-7300

Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Indicate by check mark whether the registrant is a large accelerated filer, 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.

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

The number of shares of common stock
outstanding as of November 3, 2006: 32,860,181

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TABLE OF CONTENTS

Page

|           |                                                                                       |   
|---------- | ------------------------------------------------------------------------------------- | --
|PART I.    | FINANCIAL INFORMATION                                                                 | 3 
|ITEM 1.    | FINANCIAL STATEMENTS                                                                  | 3 
|ITEM 2.    | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 17
|ITEM 3.    | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                            | 35
|ITEM 4.    | CONTROLS AND PROCEDURES                                                               | 35
|           |                                                                                       |   
|PART II.   | OTHER INFORMATION                                                                     | 36
|ITEM 1.    | LEGAL PROCEEDINGS                                                                     | 36
|ITEM 1A.   | RISK FACTORS                                                                          | 36
|ITEM 2.    | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS                           | 36
|ITEM 3.    | DEFAULTS UPON SENIOR SECURITIES                                                       | 36
|ITEM 4.    | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                   | 36
|ITEM 5.    | OTHER INFORMATION                                                                     | 36
|ITEM 6.    | EXHIBITS                                                                              | 36
|SIGNATURES |                                                                                       | 38

2

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# Part I. Financial
Information

# Item 1. Financial Statements

# MAF BANCORP, INC. AND
SUBSIDIARIES

# Consolidated
Statements of Financial Condition

(Dollars in thousands)

(Unaudited)

|                                                                               | September 30,
2006 | December 31,
2005
|------------------------------------------------------------------------------ | ------------------ | -----------------
|
|Assets                                                                         |                    |                  
|Cash and due from banks                                                        |                    |                  
|Interest-bearing deposits                                                      |                    |                  
|Federal funds sold                                                             |                    |                  
|                                                                               |                    |                  
|Total cash and cash equivalents                                                |                    |                  
|Investment securities available for sale, at fair value                        |                    |                  
|Stock in Federal Home Loan Bank of Chicago, at cost                            |                    |                  
|Mortgage-backed securities available for sale, at fair value                   |                    |                  
|Mortgage-backed securities held to maturity (fair value $213,097 and $237,489) |                    |                  
|Loans receivable held for sale                                                 |                    |                  
|Loans receivable, net                                                          |                    |                  
|Allowance for loan losses                                                      |                    |                  
|                                                                               |                    |                  
|Loans receivable, net of allowance for loan losses                             |                    |                  
|                                                                               |                    |                  
|Accrued interest receivable                                                    |                    |                  
|Foreclosed real estate                                                         |                    |                  
|Real estate held for development or sale                                       |                    |                  
|Premises and equipment, net                                                    |                    |                  
|Bank-owned life insurance                                                      |                    |                  
|Goodwill                                                                       |                    |                  
|Intangibles, net                                                               |                    |                  
|Other assets                                                                   |                    |                  
|                                                                               |                    |                  
|Total assets                                                                   |                    |                  
|                                                                               |                    |                  
|Liabilities and Stockholders' Equity                                           |                    |                  
|Liabilities                                                                    |                    |                  
|Deposits                                                                       |                    |                  
|Borrowed funds                                                                 |                    |                  
|Junior subordinated debentures                                                 |                    |                  
|Advances by borrowers for taxes and insurance                                  |                    |                  
|Accrued expenses and other liabilities                                         |                    |                  
|                                                                               |                    |                  
|Total liabilities                                                              |                    |                  
|                                                                               |                    |                  
|Stockholders' equity                                                           |                    |                  
|Preferred stock, $.01 par value; authorized 5,000,000 shares; none issued or   |                    |                  
|outstanding                                                                    |                    |                  
|Common stock, $.01 par value; 80,000,000 shares authorized; 34,499,494 and     |                    |                  
|33,634,642 shares issued; 32,807,410 and 32,066,721 shares outstanding         |                    |                  
|Additional paid-in capital                                                     |                    |                  
|Retained earnings, substantially restricted                                    |                    |                  
|Accumulated other comprehensive loss, net of tax                               |                    |                  
|Treasury stock, at cost; 1,692,084 and 1,567,921 shares                        |                    |                  
|                                                                               |                    |                  
|Total stockholders' equity                                                     |                    |                  
|                                                                               |                    |                  
|                                                                               |                    |                  
|                                                                               |                    |                  

See
accompanying notes to unaudited consolidated financial statements.

3

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# MAF BANCORP, INC. AND
SUBSIDIARIES

# Consolidated
Statements of Operations

(Dollars in thousands,
except per share data)

(Unaudited)

|                                                    | Three Months Ended
September 30, | Nine Months Ended
September 30, |   |         |  
|--------------------------------------------------- | -------------------------------- | ------------------------------- | - | ------- | -
|
|
|Interest income:                                    |                                  |                                 |   |         |  
|Loans receivable                                    |                                  |                                 | $ | 125,917 |  
|Mortgage-backed securities available for sale       |                                  |                                 |   | 14,323  |  
|Mortgage-backed securities held to maturity         |                                  |                                 |   | 2,504   |  
|Federal Home Loan Bank of Chicago stock             |                                  |                                 |   | 1,360   |  
|Investment securities available for sale            |                                  |                                 |   | 6,131   |  
|Interest-bearing deposits and federal funds sold    |                                  |                                 |   | 2,271   |  
|                                                    |                                  |                                 |   |        
|Total interest income                               |                                  |                                 |   | 152,506 |  
|Interest expense:                                   |                                  |                                
|Deposits                                            |                                  |                                 |   | 48,532  |  
|Borrowed funds                                      |                                  |                                 |   | 37,668  |  
|Junior subordinated debentures                      |                                  |                                 |   | 1,182   |  
|                                                    |                                  |                                 |   |        
|Total interest expense                              |                                  |                                 |   | 87,382  |  
|                                                    |                                  |                                 |   |        
|Net interest income                                 |                                  |                                 |   | 65,124  |  
|Provision for loan losses                           |                                  |                                 |   | 900     |  
|                                                    |                                  |                                 |   |        
|Net interest income after provision for loan losses |                                  |                                 |   | 64,224  |  
|Non-interest income:                                |                                  |                                
|Net gain (loss) on sale of:                         |                                  |                                
|Loans receivable held for sale                      |                                  |                                 |   | 3,569   |  
|Investment securities                               |                                  |                                 |   |        |  
|Premises and equipment                              |                                  |                                 |   | 4       |  
|Foreclosed real estate                              |                                  |                                 |   | (8      | )
|Deposit account service charges                     |                                  |                                 |   | 11,388  |  
|Other loan fees                                     |                                  |                                 |   | 1,777   |  
|Income from bank-owned life insurance               |                                  |                                 |   | 1,787   |  
|Brokerage and insurance commissions                 |                                  |                                 |   | 1,510   |  
|Loan servicing fee income, net                      |                                  |                                 |   | 920     |  
|Valuation recovery on mortgage servicing rights     |                                  |                                 |   |        |  
|Income (loss) from real estate operations           |                                  |                                 |   | (111    | )
|Other                                               |                                  |                                 |   | 2,234   |  
|                                                    |                                  |                                 |   |        
|Total non-interest income                           |                                  |                                 |   | 23,070  |  
|Non-interest expense:                               |                                  |                                
|Compensation and benefits                           |                                  |                                 |   | 26,145  |  
|Office occupancy and equipment                      |                                  |                                 |   | 7,973   |  
|Advertising and promotion                           |                                  |                                 |   | 2,332   |  
|Data processing                                     |                                  |                                 |   | 2,279   |  
|Amortization of core deposit intangibles            |                                  |                                 |   | 1,042   |  
|Other                                               |                                  |                                 |   | 9,785   |  
|                                                    |                                  |                                 |   |        
|Total non-interest expense                          |                                  |                                 |   | 49,556  |  
|                                                    |                                  |                                 |   |        
|Income before income taxes                          |                                  |                                 |   | 37,738  |  
|Income taxes                                        |                                  |                                 |   | 13,041  |  
|                                                    |                                  |                                 |   |        
|Net income                                          |                                  |                                 | $ | 24,697  |  
|                                                    |                                  |                                 |   |        
|Basic earnings per share                            |                                  |                                 | $ | .75     |  
|Diluted earnings per share                          |                                  |                                 |   | .74     |  
|                                                    |                                  |                                 |   |        
|Average common and common equivalent shares         |                                  |                                
|outstanding (in thousands):                         |                                  |                                
|Basic                                               |                                  |                                 |   | 32,939  |  
|Diluted                                             |                                  |                                 |   | 33,460  |  
|Dividends declared per common share                 |                                  |                                 | $ | .25     |  
|                                                    |                                  |                                 |   |        

See
accompanying notes to unaudited consolidated financial statements.

4

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# MAF BANCORP, INC. AND
SUBSIDIARIES

# Consolidated Statement
of Changes in Stockholders Equity

(Dollars in thousands,
except per share data)

(Unaudited)

|                                                    | Common
stock | Addition
paid-in
capital | Retained
earnings | Accumulated
other
comprehensive
loss | Treasury
stock | Total
|--------------------------------------------------- | ------------ | ------------------------ | ----------------- | ------------------------------------ | -------------- | -----
|Balance at December 31, 2005                        |              |                          | $                 | 336                                  |                |      
|                                                    |              |                          |                   |                                      |                |      
|Comprehensive income:                               |              |                         
|Net income                                          |              |                          |                   |                                      |                |      
|Other comprehensive loss, net of tax:               |              |                         
|Change in unrealized loss on available              |              |                         
|for sale investments during the period .            |              |                          |                   |                                      |                |      
|                                                    |              |                          |                   |                                      |                |      
|Total comprehensive income                          |              |                          |                   |                                     |                |      
|                                                    |              |                          |                   |                                      |                |      
|                                                    |              |                          |                   |                                      |                |      
|Exercise of 364,629 stock options and reissuance of |              |                          |                   | 1                                    |                |      
|treasury stock upon option exercises and vesting of |              |                         
|7,842 restricted stock units                        |              |                          |                   |                                      |                |      
|Issuance of 2,343,186 shares for the                |              |                         
|acquisition of EFC Bancorp and the                  |              |                         
|conversion of 168,690 EFC Bancorp stock             |              |                         
|options                                             |              |                          |                   | 8                                    |                |      
|Purchase of 1,917,379 shares of treasury            |              |                         
|stock                                               |              |                          |                   |                                      |                |      
|Tax benefits from stock-related                     |              |                         
|compensation                                        |              |                          |                   |                                      |                |      
|Cash dividends declared, $.75 per share             |              |                          |                   |                                      |                |      
|                                                    |              |                          |                   |                                      |                |      
|Balance at September 30, 2006                       |              |                          | $                 | 345                                  |                |      
|                                                    |              |                          |                   |                                      |                |      

See
accompanying notes to unaudited consolidated financial statements.

5

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# MAF BANCORP, INC. AND
SUBSIDIARIES

# Consolidated
Statements of Cash Flows

(Dollars in thousands)

(Unaudited)

|                                                                              | Nine Months Ended
September 30, | 
|----------------------------------------------------------------------------- | ------------------------------- | 
|
|Operating activities:                                                         |                                 | 
|Net income                                                                    |                                 | 
|Adjustments to reconcile net income to net cash provided by operating         |                                 | 
|activities:                                                                   |                                 | 
|Amortization of premiums, discounts and deferred loan expenses                |                                 | 
|Provision for loan losses                                                     |                                 | 
|FHLB of Chicago stock dividends                                               |                                 | 
|Net gain on sale of loans receivable                                          |                                 | 
|Net gain on sale of investment and mortgage-backed securities                 |                                 | 
|Net gain on real estate held for development or sale                          |                                 | 
|Net gain on sale of premises and equipment                                    |                                 | 
|Amortization and valuation recovery of mortgage servicing rights, net         |                                 | 
|Depreciation and amortization                                                 |                                 | 
|Amortization of core deposit intangibles                                      |                                 | 
|Deferred income tax expense (benefit)                                         |                                 | 
|Decrease in accrued interest receivable                                       |                                 | 
|Increase in cash surrender value of bank-owned life insurance                 |                                 | 
|Net increase (decrease) in other assets and liabilities, net of effects       |                                 | 
|from acquisitions                                                             |                                 | 
|Tax benefit for stock options exercised                                       |                                 | 
|Excess tax benefits realized on exercise of stock compensation                |                                 | 
|Loans originated and purchased for sale                                       |                                 | 
|Sale of loans originated and purchased for sale                               |                                 | 
|                                                                              |                                 | 
|Net cash provided by operating activities                                     |                                 | 
|                                                                              |                                 | 
|Investing activities:                                                         |                                 | 
|Loans originated and purchased for investment                                 |                                 | 
|Principal repayments on loans receivable                                      |                                 | 
|Principal repayments on mortgage-backed securities                            |                                 | 
|Proceeds from maturities or calls of investment securities available for sale |                                 | 
|Proceeds from sale or redemption of:                                          |                                 | 
|Investment securities available for sale                                      |                                 | 
|Mortgage-backed securities available for sale                                 |                                 | 
|Real estate held for development or sale                                      |                                 | 
|Stock in Federal Home Loan Bank of Chicago                                    |                                 | 
|Premises and equipment                                                        |                                 | 
|Purchases of:                                                                 |                                 | 
|Investment securities available for sale                                      |                                 | 
|Mortgage-backed securities available for sale                                 |                                 | 
|Bank-owned life insurance                                                     |                                 | 
|Real estate held for development or sale                                      |                                 | 
|Premises and equipment                                                        |                                 | 
|Cash paid for acquisitions, net of cash received                              |                                 | 
|                                                                              |                                 | 
|Net cash provided by (used in) investing activities                           |                                 | 
|                                                                              |                                 | 

(Continued)

6

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# MAF BANCORP, INC. AND
SUBSIDIARIES

# Consolidated
Statements of Cash Flows (continued)

(Dollars in thousands)

(Unaudited)

|                                                                        | Nine Months Ended
September 30, | 
|----------------------------------------------------------------------- | ------------------------------- | 
|
|Financing Activities:                                                   |                                 | 
|Net increase (decrease) in deposits                                     |                                 | 
|Proceeds from:                                                          |                                 | 
|FHLB of Chicago advances                                                |                                 | 
|Unsecured bank term loan                                                |                                 | 
|Unsecured line of credit                                                |                                 | 
|Reverse repurchase agreements                                           |                                 | 
|Issuance of junior subordinated debentures                              |                                 | 
|Repayments of:                                                          |                                 | 
|FHLB of Chicago advances                                                |                                 | 
|Unsecured line of credit                                                |                                 | 
|Reverse repurchase agreements                                           |                                 | 
|Other short-term borrowings                                             |                                 | 
|Advances by borrowers for taxes and insurance                           |                                 | 
|Proceeds from exercise of stock options                                 |                                 | 
|Excess tax benefits realized on exercise of stock compensation          |                                 | 
|Purchase of treasury stock                                              |                                 | 
|Cash dividends paid                                                     |                                 | 
|                                                                        |                                 | 
|Net cash provided by (used in) financing activities                     |                                 | 
|                                                                        |                                 | 
|Increase (decrease) in cash and cash equivalents                        |                                 | 
|Cash and cash equivalents at beginning of year                          |                                 | 
|                                                                        |                                 | 
|Cash and cash equivalents at end of period                              |                                 | 
|                                                                        |                                 | 
|Supplemental disclosure of cash flow information:                       |                                 | 
|Cash paid during the period for:                                        |                                 | 
|Interest on deposits and borrowed funds                                 |                                 | 
|Income taxes                                                            |                                 | 
|Summary of non-cash transactions:                                       |                                 | 
|Transfer of loans receivable to foreclosed real estate                  |                                 | 
|Loans receivable swapped into mortgage-backed securities                |                                 | 
|Treasury stock received for withholding tax liability related to stock  |                                 | 
|option exercises and restricted stock unit vesting (12,885 and 10,324   |                                 | 
|shares)                                                                 |                                 | 
|Treasury stock received for stock option exercises (44,704 and 36,149   |                                 | 
|shares)                                                                 |                                 | 
|Transfer of equity lines of credit from loans receivable, net, to loans |                                 | 
|receivable held for sale                                                |                                 | 
|                                                                        |                                 | 
|Acquisition:                                                            |                                 | 
|Assets acquired                                                         |                                 | 
|Common stock issued                                                     |                                 | 
|                                                                        |                                 | 
|Cash paid                                                               |                                 | 
|Cash acquired                                                           |                                 | 
|                                                                        |                                 | 
|Net cash paid for acquisition                                           |                                 | 
|                                                                        |                                 | 

See
accompanying notes to unaudited consolidated financial statements.

7

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# MAF BANCORP, INC. AND
SUBSIDIARIES

# Notes to Consolidated
Financial Statements

Three and Nine Months
Ended September 30, 2006 and 2005

(Unaudited)

# (1) Basis of Presentation

The
accompanying unaudited consolidated financial statements have been prepared in accordance
with U.S. generally accepted accounting principles for interim financial information and
with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by U.S. generally accepted
accounting principles, or GAAP, for complete financial statements. In our opinion, all
adjustments (consisting of only normal recurring accruals) necessary for a fair
presentation have been included. The results of operations for the three and nine months
ended September 30, 2006 are not necessarily indicative of results that may be expected
for the year ending December 31, 2006.

The
consolidated financial statements include the accounts of MAF Bancorp, Inc., or Company,
Mid America Bank, fsb including subsidiaries, or Bank, and MAF Developments, Inc., or
MAFD, for the three and nine month periods ended September 30, 2006 and 2005, and as of
September 30, 2006, and December 31, 2005. All material intercompany balances and
transactions have been eliminated in consolidation.

# (2) Statement of Cash
Flows

For purposes of reporting cash flows, cash and cash equivalents include
cash and due from banks, interest-bearing deposits and federal funds sold. Generally,
federal funds are sold for one-day periods and interest-bearing deposits mature within one
day to three months.

# (3) Reclassifications

Certain
reclassifications of 2005 amounts have been made to conform with the current period
presentation.

# (4) Earnings Per Share

Earnings
per share is determined by dividing net income for the period by the weighted average
number of shares outstanding. Stock options and restricted stock units are regarded as
potential common stock and are considered in the diluted earnings per share calculations
to the extent that they would have a dilutive effect if converted to common stock.
Weighted average shares used in calculating earnings per share are summarized below for
the periods indicated:

|                                   | Three Months Ended September 30, |  |   |        |  | 
|---------------------------------- | -------------------------------- |  | - | ------ |  | 
|
|
|
|Basic earnings per share:          |                                  |  |   |        |  | 
|Income available to common         |                                  | 
|shareholders                       |                                  |  | $ | 24,697 |  | 
|Effect of dilutive securities:     |                                  | 
|Stock options and restricted stock |                                  | 
|units                              |                                  |  |   |        |  | 
|                                   |                                  |  |   |        |  | 
|Diluted earnings per share:        |                                  | 
|Income available to common         |                                  | 
|shareholders plus assumed          |                                  | 
|conversions                        |                                  |  | $ | 24,697 |  | 
|                                   |                                  |  |   |        |  | 

|                                   | Nine Months Ended September 30, |  |   |        |  | 
|---------------------------------- | ------------------------------- |  | - | ------ |  | 
|
|
|
|Basic earnings per share:          |                                 |  |   |        |  | 
|Income available to common         |                                 | 
|shareholders                       |                                 |  | $ | 75,464 |  | 
|Effect of dilutive securities:     |                                 | 
|Stock options and restricted stock |                                 | 
|units                              |                                 |  |   |        |  | 
|                                   |                                 |  |   |        |  | 
|Diluted earnings per share:        |                                 | 
|Income available to common         |                                 | 
|shareholders plus assumed          |                                 | 
|conversions                        |                                 |  | $ | 75,464 |  | 
|                                   |                                 |  |   |        |  | 

8

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# (5) Business Combinations

On
February 1, 2006, we completed our acquisition of EFC Bancorp, Inc., or EFC, in a
cash and stock transaction valued at $176.6 million. We paid $71.6 million in cash, issued
2.34 million shares and assumed EFC stock options that converted into the right to
purchase 168,690 shares of our stock at a weighted average exercise price of $18.97 per
share. We funded the cash portion of the merger consideration primarily through a $52
million increase in our unsecured term bank loan. At the time of acquisition, EFC had
total assets of approximately $1.1 billion, loans receivable of $865.2 million, deposits
of $703.4 million and borrowings of $258.9 million. The closing of the EFC merger resulted
in an increase in goodwill of $89.9 million and core deposit intangibles of $13.4 million.
The merger provided seven additional branch locations in the Chicago area.

# (6) Goodwill and
Intangible Assets

Goodwill
was a net carrying amount of $387.9 million at September 30, 2006 and $304.3 million at
December 31, 2005. The $83.7 million increase in goodwill was primarily due to the EFC
acquisition. We evaluate goodwill for impairment at least annually. We completed an
evaluation as of May 31, 2006, and no impairment was deemed necessary as a result of our
analysis.

The
changes in the net carrying amounts of intangible assets subject to amortization are as
follows:

|                              | Core Deposit
Intangibles | Mortgage
Servicing
Rights(1) | Total
|----------------------------- | ------------------------ | ---------------------------- | -----
|
|Balance at December 31, 2005  |                          |                              | $    
|Additions                     |                          |                              |      
|Amortization expense          |                          |                              |      
|                              |                          |                              |      
|Balance at September 30, 2006 |                          |                              | $    
|                              |                          |                              |      

_________________

(1)The estimated fair values of mortgage servicing rights at September 30, 2006
          and December 31, 2005 were $32.5 million and $29.0 million, respectively.

The
following is a summary of intangible assets subject to amortization:

|                          | At September 30, 2006 | At December 31, 2005 |   |       
|------------------------- | --------------------- | -------------------- | - | ------
|
|
|Core deposit intangibles  |                       |                      | $ | 40,055
|Mortgage servicing rights |                       |                      |   | 33,421
|                          |                       |                      |   |       
|Total                     |                       |                      | $ | 73,476
|                          |                       |                      |   |       

Amortization
expense for core deposit intangibles and mortgage servicing rights for the nine months
ended September 30, 2006, and estimates for the three months ending December 31, 2006, and
five years thereafter are as follows. Core deposit estimates are on an accelerated basis
over the estimated life of the core deposit asset and estimates for mortgage servicing
rights assume current prepayment speeds as of September 30, 2006.

|                                         | Core
Deposit
Intangibles | Mortgage
Servicing
Rights
|---------------------------------------- | ------------------------ | -------------------------
|
|Aggregate Amortization Expense:          |                          |                          
|For the nine months ended September 30,  |                          |                          
|2006                                     |                          |                          
|Estimated Amortization Expense:          |                          |                          
|For the three months ending December 31, |                          |                          
|2006                                     |                          |                          
|For the year ending December 31, 2007    |                          |                          
|For the year ending December 31, 2008    |                          |                          
|For the year ending December 31, 2009    |                          |                          
|For the year ending December 31, 2010    |                          |                          
|For the year ending December 31, 2011    |                          |                          

9

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# (7) Share-Based
Incentive Compensation

Prior
to January 1, 2006, we elected to apply Accounting Principles Board, or APB, No. 25 and
related interpretations under SFAS No. 123 Accounting for Stock-Based
Compensation and SFAS No. 148 Accounting for Stock-Based Compensation 
Transition and Disclosure. Pursuant to the guidance in these pronouncements, we did
not record compensation expense under our plans related to stock options.

On
January 1, 2006, we adopted Statement of Financial Accounting Standards, or SFAS, No.
123R, Share-Based Payments. SFAS No. 123R requires us to recognize
compensation expense in an amount equal to the fair value of all share-based payments. We
elected to apply SFAS 123R on a modified prospective method, which requires us to record
compensation expense for newly granted options and over the remaining vesting period for
previous awards that were fully or partially unvested as of the date of adoption of SFAS
No. 123R. Also, under the modified prospective method, the financial statements for prior
periods do not reflect any adjusted amounts. We utilize the Black-Scholes option-pricing
model to determine the grant date value of stock options.

The
MAF Bancorp Incentive Compensation Plan, or the Incentive Plan, was adopted in July 2003.
Under the Incentive Plan, a variety of different types of awards may be granted to
directors and employees, including stock options, stock appreciation rights, restricted
shares, performance shares, restricted and performance share units, cash awards, awards
under deferred compensation or similar plans, and other incentive awards. Stock options
have also been granted to employees and directors under prior stock option plans. Our
shareholders have approved all stock incentive plans. We generally issue treasury shares
to satisfy stock option exercises and upon vesting of RSUs, as available.

All
current outstanding stock options have been granted at an exercise price equal to or
greater than the fair market value of the underlying common stock at the date of grant,
and may be exercisable for up to 10 years.

We
recorded expense for the nine months ended September 30, 2006 of $4,734 related to 500
options that remain subject to vesting and will become fully vested in December 2006. In
2004 and 2005, stock options granted were immediately vested and no associated
compensation expense has been recorded in 2006.

A
summary of the activity relating to unvested stock options during the nine months ended
September 30, 2006 is presented below:

|                                       | Number of
Options | Weighted
average
Grant-Date
Fair
Value ($)
|-------------------------------------- | ----------------- | ------------------------------------------
|Unvested options at December 31, 2005  |                   |                                           
|Granted                                |                   |                                           
|Vested                                 |                   |                                           
|Forfeited                              |                   |                                           
|                                       |                   |                                           
|Unvested options at September 30, 2006 |                   |                                           
|                                       |                   |                                           

The
total remaining compensation cost related to non-vested stock options that had not yet
been recognized at September 30, 2006, was $1,578, all of which will be recognized in the
fourth quarter. The weighted average remaining life of the unvested stock options at that
date was 7.71 years.

In
connection with stock options exercised during the nine months ended September 30, 2006,
we received $5.4 million of cash and 44,704 shares of Company stock from the exercise of
the options. In addition, we realized $1.4 million in tax benefits from these exercises.
Participants in the stock option plans, including former employees and directors of
acquired companies, realized an intrinsic value of $8.4 million from the exercise of these
options during the nine months ended September 30, 2006.

We
have also granted restricted stock units, or RSUs, to employees and directors. An RSU
award entitles the recipient to receive a like number of shares of our stock on certain
designated vesting dates, assuming their employment/service is still active as of such
dates. We granted a total of 3,113 RSUs in June 2006 to non-management directors which
will vest on the day prior to the date of the 2007 Annual Meeting of Shareholders. RSUs
granted to employees in 2005 and 2006 vest ratably over a three-year period while RSUs
granted in 2004 and 2003 vest on various dates during a period that ends five years from
the date of grant. We expense the fair value of RSUs, determined as of the date of grant,
ratably over the vesting period, or, if applicable, over a shorter period to the
recipients retirement eligibility age if vesting

10

---

accelerates on retirement. This
expense totaled $514,000 and $279,000 for the nine-month periods ended September 30, 2006
and September 30, 2005.

SFAS
No. 123R requires that cash flows resulting from the realization of tax deductions in
excess of the compensation cost recognized (excess tax benefits) be classified in the
Consolidated Statement of Cash Flows as financing cash flows. While total cash flow
remains unchanged, this requirement reduced operating cash flows and increased financing
cash flows by the same amount in periods after adoption of SFAS No. 123R. Prior to the
adoption of 123R, the Company presented all tax benefits realized from the exercise of
stock options as operating cash flows.

A
summary of activity under our share-based incentive plans for the nine months ended
September 30, 2006, is as follows:

|                                          | Number of
shares subject
to options | Weighted
average
exercise price | Weighted
average
remaining
contractual
term (years) | Aggregate
intrinsic
value(1)
(in thousands)
|----------------------------------------- | ----------------------------------- | ------------------------------- | --------------------------------------------------- | -------------------------------------------
|Options outstanding at December 31, 2005  |                                     |                                 |                                                     | 3,376,104                                  
|Plus:                                     |                                     |                                
|Options granted                           |                                     |                                 |                                                     |                                           
|Conversion of EFC options to MAFB         |                                     |                                
|options                                   |                                     |                                 |                                                     | 168,690                                    
|Less:                                     |                                     |                                
|Options exercised                         |                                     |                                 |                                                     | (364,602                                   
|Options cancelled or expired              |                                     |                                 |                                                     | (7,250                                     
|                                          |                                     |                                 |                                                     |                                            
|Options outstanding at September 30, 2006 |                                     |                                 |                                                     | 3,172,942                                  
|                                          |                                     |                                 |                                                     |                                            
|Options exercisable at September 30, 2006 |                                     |                                 |                                                     | 3,172,442                                  
|                                          |                                     |                                 |                                                     |                                            

|                                       | Number of
shares subject
to RSUs(2) | Weighted
average grant
date fair value | Weighted
average term to vest (in
years) | Aggregate
Intrinsic
value(3)
(in thousands)
|-------------------------------------- | ----------------------------------- | -------------------------------------- | ---------------------------------------- | -------------------------------------------
|RSUs outstanding at December 31, 2005  |                                     |                                        |                                          | 43,398                                     
|Plus: RSUs granted                     |                                     |                                        |                                          | 4,413                                      
|Less:                                  |                                     |                                       
|RSUs vested                            |                                     |                                        |                                          | (4,240                                     
|RSUs cancelled                         |                                     |                                        |                                          | (4,335                                     
|                                       |                                     |                                        |                                          |                                            
|RSUs outstanding at September 30, 2006 |                                     |                                        |                                          | 39,236                                     
|                                       |                                     |                                        |                                          |                                            

_________________

(1)Stock option intrinsic value represents the number of shares subject to
          options multiplied by the excess, if any, of the market price of the common
          stock underlying the options on the date shown over the weighted average
          exercise price.

(2)The
end of period balances consist only of unvested shares.

(3)RSU
intrinsic value represents the number of RSUs multiplied by the market price of the common
stock underlying the outstanding units at period end.

There
remain available 168,040 shares for grant of share-based awards under the Incentive Plan
at September 30, 2006.

11

---

Awards
granted and vested prior to our implementation of SFAS No. 123R were accounted for under
APB 25 and related interpretations. Pro forma net income and net income per share, as if
we had applied SFAS No. 123R to stock-based compensation for periods presented prior to
our adoption, are as follows:

|                                       | Three Months
Ended
September 30 | Nine Months
Ended
September 30
|-------------------------------------- | ------------------------------- | ------------------------------
|
|Net income, as reported                |                                 |                               
|Add: Stock based employee compensation |                                 |                               
|expense included in reported net       |                                 |                               
|income, net of tax effects             |                                 |                               
|Deduct: total stock option employee    |                                 |                               
|compensation expense determined using  |                                 |                               
|the Black-Scholes method  for all      |                                 |                               
|awards, net of related tax effects     |                                 |                               
|                                       |                                 |                               
|Pro-forma net income                   |                                 |                               
|                                       |                                 |                               
|Basic Earnings per Share               |                                 |                               
|As Reported                            |                                 |                               
|Pro-forma                              |                                 |                               
|Diluted Earnings Per Share             |                                 |                               
|As Reported                            |                                 |                               
|Pro-forma                              |                                 |                               
|                                       |                                 |                               

# (8) Post-Retirement Plans

We
sponsor a supplemental executive retirement plan, or SERP, for the purpose of providing
certain retirement benefits to executive officers and other corporate officers approved by
the Board of Directors. We also sponsor a partially subsidized group long-term medical
plan for the purpose of providing certain former employees post-retirement medical
benefits. The benefits under the SERP and long-term medical plan are not pre-funded and
there are no plan assets. Benefits are funded on a pay-as-you-go basis. The group
long-term medical plan was amended January 1, 2005, to eliminate the retiree subsidy for
future retiree participants effective January 1, 2006. Employees who retired prior to 2006
are grandfathered and depending on years of service, up to 40% of the premium and
projected claim costs continue to be subsidized for each of those participants.

The components of the net periodic
benefit cost of our post-retirement plans are as follows:

|                                      | Three Months Ended September 30, |  |   |    
|------------------------------------- | -------------------------------- |  | - | ---
|
|
|
|Service cost                          |                                  |  | $ | 234
|Interest cost                         |                                  |  |   | 113
|Amortization of unrecognized prior    |                                  | 
|service cost                          |                                  |  |   |   
|Amortization of unrecognized net loss |                                  |  |   | 18 
|                                      |                                  |  |   |    
|Net periodic benefit cost             |                                  |  | $ | 365
|                                      |                                  |  |   |    
|                                      |                                  |  |   |    

|                                      | Nine Months Ended September 30, |  |   |      
|------------------------------------- | ------------------------------- |  | - | -----
|
|
|
|Service cost                          |                                 |  | $ | 701  
|Interest cost                         |                                 |  |   | 340  
|Amortization of unrecognized prior    |                                 | 
|service cost                          |                                 |  |   |     
|Amortization of unrecognized net loss |                                 |  |   | 53   
|                                      |                                 |  |   |      
|Net periodic benefit cost             |                                 |  | $ | 1,094
|                                      |                                 |  |   |      

12

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# (9) Commitments and
Contingencies

At
September 30, 2006, we had outstanding commitments to originate and fund loans of $593.0
million, including $221.4 million of fixed-rate loans and $292.0 million of primarily
hybrid adjustable-rate loans with primarily initial fixed-rate terms of 3, 5 or 7 years as
well as $79.6 million of home equity lines of credit. Prospective borrowers had locked the
interest rate on $128.9 million of these commitments, of which $55.4 million were
fixed-rate mortgage or equity loans, with rates averaging 6.89%, and $73.5 million were
adjustable rate loans with rates averaging 7.30%. The interest rates on the remaining
commitments of $464.1 million float at current market rates. Included in the outstanding
commitments were $64.0 million of business banking loans. In addition, at September 30,
2006, we had outstanding forward commitments to sell $128.8 million of mortgage and equity
loans of which $109.9 million relate to loans held for sale and $18.9 million are unfunded
as of September 30, 2006.

At
September 30, 2006, we had outstanding standby letters of credit totaling $125.4 million,
including $25.8 million related to our land development projects. We could face potential
loss equal to the contractual amounts of contingent credit-related financial instruments
such as commitments to extend credit, and letters of credit, if the loans are actually
originated or the contracts are fully drawn upon, and the customers default and the value
of any existing collateral becomes worthless. During the third quarter of 2006 we
established a $1 million reserve for estimated loss related to a $6.8 million standby
letter of credit.

At
September 30, 2006, we had $16.5 million of credit risk related to loans sold to the
Federal Home Loan Bank Mortgage Partnership Finance Program, or MPF, $29.4 million of
loans sold with recourse to other investors, and approximately $34.3 million of credit
risk related to loans with private mortgage insurance in force in the Banks captive
reinsurance subsidiary. There are no expected losses and no recorded liabilities at
September 30, 2006 for such exposure.

# (10) Segment Information

We
utilize the management approach for segment reporting. This approach is based
on the way that we organize lines of business for making operating decisions and assessing
performance. Currently, we have two segments. The Banking segment includes our lending and
deposit gathering operations as well as other financial services we offer to individual
and business customers. The business of our Real Estate Operations segment primarily
involves land acquisitions, obtaining necessary zoning and regulatory approvals and
improving raw land into developed residential lots for sale to builders. All goodwill has
been allocated to the Banking segment. Selected segment information is included in the
table below:

|                             | Three Months Ended September 30, | 
|---------------------------- | -------------------------------- | 
|
|
|
|Interest income              |                                  | 
|Interest expense             |                                  | 
|                             |                                  | 
|Net interest income          |                                  | 
|Provision for loan losses    |                                  | 
|Non-interest income          |                                  | 
|Non-interest expense         |                                  | 
|Depreciation expense         |                                  | 
|                             |                                  | 
|Income (loss) before income  |                                  | 
|taxes                        |                                  | 
|Income tax expense (benefit) |                                  | 
|                             |                                  | 
|Net income (loss)            |                                  | 
|                             |                                  | 
|Average assets               |                                  | 
|                             |                                  | 

13

---

|                             | Nine Months Ended September 30, | 
|---------------------------- | ------------------------------- | 
|
|
|
|Interest income              |                                 | 
|Interest expense             |                                 | 
|                             |                                 | 
|Net interest income          |                                 | 
|Provision for loan losses    |                                 | 
|Non-interest income          |                                 | 
|Non-interest expense         |                                 | 
|Depreciation expense         |                                 | 
|                             |                                 | 
|Income (loss) before income  |                                 | 
|taxes                        |                                 | 
|Income tax expense (benefit) |                                 | 
|                             |                                 | 
|Net income (loss)            |                                 | 
|                             |                                 | 
|Average assets               |                                 | 
|                             |                                 | 

# (11) New Accounting
Pronouncements

Employers
Accounting for Defined Benefit Pension and Other Postretirement Plans, an Amendment of
FASB Statements No. 87, 88, 106, and 132R.In September 2006, the Financial Accounting
Standards Board, FASB, issued Statement of Financial Accounting Standards, SFAS, No. 158,
Employers Accounting for Defined Benefit Pension and Other Postretirement
Plans, an Amendment of FASB Statements No. 87, 88, 106, and 132R, which requires
employers to recognize the underfunded or overfunded status of a defined benefit
postretirement plan as an asset or liability in its statement of financial position and to
recognize changes in the funded status in the year in which the changes occur through
accumulated other comprehensive income. Additionally, SFAS No.158 requires employers to
measure the funded status of a plan as of the date of its year-end statement of financial
position. The new reporting requirements and related new footnote disclosure rules of
SFAS No. 158 are effective for fiscal years ending after December 15, 2006. The new
measurement date requirement applies for fiscal years ending after December 15, 2008.
Adoption of SFAS 158 is not expected to have a material impact on our financial results.

Fair
Value Measurements.In September 2006, FASB issued SFAS No. 157,Fair
Value Measurements,establishes a framework for measuring fair value, and
expands disclosures about fair value measurements required under the accounting
pronouncements, but does not change existing guidance as to whether or not an instrument
is carried at fair value. Additionally, it establishes a fair value hierarchy that
prioritizes the information used to develop those assumptions. SFAS No.157 is effective for
financial statements issued for fiscal years beginning after November 15, 2007, and
interim periods within those fiscal years. Earlier application is encouraged, provided
that the reporting entity has not yet issued financial statements for fiscal year,
including financial statements for an interim period within the fiscal year. We are
currently evaluating the impact, if any, that SFAS No.157 will have on our financial condition
and results of operations.

Accounting
for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar
Life Insurance Arrangements. In September 2006, FAS ratified the consensus reached by
the Emerging Issues Task Force, or EITF, in Issue No. 06-4. Accounting for Deferred
Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance
Arrangements. EITF 06-4 requires companies with split-dollar life insurance policies
that provide a benefit to an employee that extends to post retirement periods to recognize a
liability for future benefits based on the substantive agreement with the employee.
Recognition should be in accordance with FASB Statement No. 106, Employers
Accounting for Retirement Benefits Other Than Pensions or APB Opinion No. 12,
Omnibus Opinion  1967, depending on whether a substantive plan is deemed
to exist. Companies are permitted to recognize the effects of applying the consensus
through either (1) a change in accounting principle the cumulative-effect adjustment to
retained earnings or to other components of equity or net assets as of the beginning of
the year of adoption or (2) a change in accounting principle through retrospective
application to all prior periods. EITF 06-4 will be effective for fiscal years beginning
after December 15, 2007, with early adoption permitted. We anticipate adopting EITF 06-4
in 2008 and are in the process of assessing the impact on our results of operations,
financial position, and liquidity.

14

---

Accounting
for Purchases of Life Insurance-Determining the Amount That Could Be Realized in
Accordance with FASB Technical Bulletin No. 85-4, Accounting for Purchases of Life
Insurance. In September 2006, FASB ratified the consensus reached by the EITF, in
Issue No. 06-5. Accounting for Purchases of Life Insurance-Determining the Amount
That Could Be Realized in Accordance with FASB Technical Bulletin No. 85-4, Accounting for
Purchases of Life Insurance. EITF 06-5 concluded that companies purchasing a life
insurance policy including COLI or BOLI should record the amount that could be realized,
considering any additional amounts beyond cash surrender value included in the contractual
terms of the policy. The amount that could be realized should be based on assumed
surrender at the individual policy or certificate level, unless all policies or
certificates are required to be surrendered as a group. When it is probable that
contractual restrictions would limit the amount that could be realized, such contractual
limitations should be considered and any amounts recoverable at the insurance
companys discretion should be excluded from the amount that could be realized.
Companies are permitted to recognize the effects of applying the consensus through either
(1) a change in accounting principle through a cumulative-effect adjustment to retained
earnings or to other components of equity or net assets as of the beginning of the year of
adoption or (2) a change in accounting principle through retrospective application to all
prior periods. EITF 06-5 will be effective for fiscal years beginning after December 15,
2006. We will adopt EITF 06-5 in 2007 and are in the process of assessing the impact on our
results of operations, financial position, and liquidity.

Considering
the Effects of Prior Year Misstatements in Current Year Financial Statements. In
September 2006, the Securities and Exchange Commission issued Staff Accounting Bulletin
No. 108, Considering the Effects of Prior Year Misstatements when Quantifying
Misstatements in Current Year Financial Statements, (SAB 108),which
provides interpretive guidance on the consideration of the effects of prior year
misstatements in quantifying current year misstatements for the purpose of a materiality
assessment. This bulletin is effective for the first fiscal year beginning after November
15, 2006, and is not expected to have a material impact on our financial statements.

Accounting
for Uncertainty in Income Taxes  an Interpretation of FASB Statement No. 109. In
September 2006, FASB issued Interpretation No. 48, Accounting for Uncertainty in
Income Taxes  an interpretation of FASB Statement No. 109. This interpretation
prescribes a recognition threshold and measurement attribute for financial statement
recognition and measurement of tax positions taken or expected to be taken in tax returns.
This interpretation also provides guidance on derecognition, classification, interest and
penalties, accounting for income taxes in interim periods, disclosure, and transition. The
provisions of the interpretation are effective for the first fiscal year beginning after
December 15, 2006, with earlier adoption permitted. We are currently evaluating the
financial statement impact related to the adoption of this pronouncement, including all
required analyses and disclosures, which will be completed by the implementation date.

Accounting
for Servicing of Financial Assets.In March 2006, FASB issued SFAS No. 156,
Accounting for Servicing of Financial Assets  an amendment to FASB Statement
No. 140. The new standard requires recognition of servicing assets in connection
with any obligation to service a financial asset arising from 1) a servicing contract
entered into as part of a transfer of assets meeting the requirements for sale accounting,
2) the transfer of assets to a special purpose entity in a guaranteed mortgage
securitization where the transferor retains a controlling interest in the securitized
asset, or 3) an acquisition or assumption of

obligations to service financial assets not
related to the servicer or its consolidated affiliates. The servicing assets and
liabilities must be measured at fair value initially, if practicable, and the assets or
liabilities must either be amortized or recorded at fair value at each reporting date. The
statement allows a one-time reclassification for entities with servicing rights and
subsequently requires separate presentation of servicing assets and liabilities at fair
value in the statement of financial position. This statement is effective for the first
fiscal year beginning after September 15, 2006, with earlier adoption permitted. We intend
to adopt this pronouncement January 1, 2007 and utilize the amortization method. We do not
expect this implementation to have a material effect on our financial results.

Accounting
for Certain Hybrid Financial Instruments  an amendment of FASB Statements No. 133
and 140.In February 2006, FASB issued SFAS No. 155, Accounting for Certain
Hybrid Financial Instruments  an amendment of FASB No. 133 and 140, which is
effective for fiscal years beginning after September 15, 2006. The statement was issued to
clarify the application of SFAS No. 133 to beneficial interests in

15

---

securitized financial
assets and to improve the consistency of accounting for similar financial instruments,
regardless of the form of the instruments.This statement is effective for the
first fiscal year beginning after September 30, 2006. We do not expect this implementation
to have a material effect on our financial results.

Other-Than-Temporary
Impairment. FASB Staff Position on SFAS No. 115-1 and SFAS No. 124-1, or the
FSP, The Meaning of Other-Than-Temporary Impairment and Its Application
to Certain Investments, was issued in November 2005 and addresses the determination
of when an investment is considered impaired, whether the impairment on an investment is
other-than-temporary and how to measure an impairment loss. The FSP also addresses
accounting considerations subsequent to the recognition of other-than-temporary
impairments on a debt security, and requires certain disclosures about unrealized losses
that have not been recognized as other-than-temporary impairments. Under the FSP, losses
arising from impairment deemed to be other-than-temporary, must be recognized in earnings
at an amount equal to the entire difference between the securities cost and its fair value
at the financial statement date, without considering partial recoveries subsequent to that
date. The FSP also requires that an investor recognize other-than-temporary impairment
losses when a decision to sell a security has been made and the investor does not expect
the fair value of the security to fully recover prior to the expected time of sale. The
FSP was effective for reporting periods beginning after December 15, 2005. Our
initial adoption of this statement has not had a material effect on our financial results.

Accounting
Changes and Error Corrections. In May 2005, the FASB issued SFAS No. 154,
Accounting Changes and Error Corrections, which provides guidance on the
accounting for and reporting of accounting changes and error corrections. It establishes,
unless impracticable, retrospective application as the required method for reporting a
change in accounting principle in the absence of explicit transition requirements specific
to the newly adopted accounting principle. The reporting of a correction of an error by
restating previously issued financial statements is also addressed by this statement. This
statement became effective, on a prospective basis, for fiscal years beginning after
December 15, 2005. Our implementation of this statement has not had a material affect on
our financial results.

16

---

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

Cautionary Statement
Regarding Forward-Looking Information

This
report, in Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations and elsewhere, contains, and other periodic reports and
press releases of the Company may contain, forward-looking statements (within the meaning
of Section 21E of the Securities Exchange Act of 1934, as amended), which involve
significant risks and uncertainties. The Company intends such forward-looking statements
to be covered by the safe harbor provisions for forward-looking statements contained in
the Private Securities Litigation Reform Act of 1995 and is including this statement for
purposes of invoking these safe harbor provisions. These forward-looking statements, which
are based on certain assumptions and describe future plans, strategies and expectations of
the Company, are generally identifiable by use of the words believe,
expect, intend, anticipate, estimate,
project, plan, or similar expressions. The Companys ability
to predict results or the actual effect of future plans or strategies is inherently
uncertain and actual results may differ from those predicted. The Company undertakes no
obligation to update these forward-looking statements in the future.

Factors
which could have a material adverse effect on operations and could affect
managements outlook or future prospects of the Company and its subsidiaries include,
but are not limited to, unanticipated changes in interest rates or further inversion of
the yield curve, unanticipated changes in secondary mortgage market conditions, deposit
flows, competition, adverse federal or state legislative or regulatory developments,
higher than expected compliance costs, changes in economic conditions which result in
increased delinquencies in the Companys loan portfolio, the quality or composition
of the Companys loan or investment portfolios, demand for loan products, financial
services and residential real estate in the Companys market areas, delays in the
closing of existing lot sale contracts, deterioration in local housing markets, the
possible short-term dilutive effect of other potential acquisitions, if any, and changes
in accounting principles, policies and guidelines. These risks and uncertainties should be
considered in evaluating forward-looking statements and undue reliance should not be
placed on such statements.

General

MAF
Bancorp, Inc. was incorporated under the laws of the state of Delaware in 1989, as the
holding company for Mid America Bank, fsb (Bank), our banking subsidiary. The
Bank, which was organized as a mutual savings and loan association and has been operating
in the Chicago area since 1922, formed the holding company in connection with its
conversion from a mutual to stock savings institution. Today, our bank is one of the
largest community-oriented financial institutions headquartered in Chicago. We provide
financial services to retail and business banking customers in the Chicago and Milwaukee
metropolitan area. We have grown our banking franchise through organic growth, selective
acquisition and branch expansion. We also engage in residential real estate land
development through our subsidiary, MAF Developments, Inc., or MAFD, a business we started
in 1974.

We
currently operate a total of 82 branches in Illinois and southeastern Wisconsin, 58
branches located in residential neighborhoods of the city of Chicago and throughout
suburban communities in the Chicago metropolitan areas, and 24 branches in the Milwaukee
metropolitan and southeastern Wisconsin area. Since September 30, 2005, we have opened two
new branches and have added seven suburban Chicago branches through our acquisition of EFC
in February 2006.

We
expect to continue to evaluate potential acquisition opportunities from time to time to
enhance franchise value. We may have opportunities to acquire other institutions, branches
or deposits in the Chicago or Milwaukee metropolitan areas or opportunities which allow us
to expand outside our current primary market areas, as we have done in recent years. We
review acquisition opportunities across a variety of parameters, including the potential
impact on our financial condition as well our financial performance in the future. We
anticipate acquisitions could involve some tangible book value per share dilution and may
involve short-term earnings per share dilution depending on our timing and success in
integrating the operations of businesses acquired and the level of cost savings and
revenue enhancements that may be achieved.

# Critical Accounting
Policies and Estimates

Our
financial condition and results of operations presented in this report are prepared in
conformity with U.S. generally accepted accounting principles, as more fully described in
Note 1 of the consolidated

17

---

financial statements found in our Form 10-K for the fiscal year
ended December 31, 2005, in Item 8. Financial Statements and Supplementary
Data. The preparation of these consolidated financial statements requires that we
make estimates and assumptions that affect the reported amounts of assets, liabilities,
income and expense, as well as related disclosures of contingencies. Our judgment is based
on historical experience, terms of existing contracts, market trends, and other
information available. We believe that of our significant accounting policies, the
following involve a higher degree of judgment and complexity.

Allowance
for loan losses. We maintain an allowance for loan losses to cover
managements estimate of probable losses inherent in the Banks loan portfolio.
In evaluating the allowance for loan losses and determining the amount of any provision
for loan losses, management considers: (1) historical loss experience and the change
in the mix of the overall portfolio composition over the last five years,
(2) specific allocations based upon probable losses identified during the review of
the portfolio, (3) delinquencies in the portfolio and the composition of
non-performing loans, including the percent of non-performing loans with supplemental
mortgage insurance, and (4) subjective factors, including local and general economic
business factors and trends, portfolio concentrations and changes in the size and/or
general terms of the loan portfolio. The allowance for loan losses is established through
a provision for loan losses that is recorded in the consolidated statement of operations.

Valuation
of mortgage servicing rights.We capitalize the value of mortgage servicing
rights upon the sale of loans. We determine the initial value by allocating the previous
carrying amount of the sold loans based on the relative fair values of the servicing
rights retained and the loans that are sold to a third party. The estimated values take
into consideration contractually known amounts, such as loan balance, term, contract rate,
and whether the customer escrows funds with the Bank for the payment of taxes and
insurance. The estimated value of the mortgage servicing rights is affected by assumptions
relating to loan prepayment speeds, earnings on escrow funds, and interest rate used to
discount to present value the estimated future cash flow stream. Subsequent to the
establishment of this asset, management reviews the fair value of mortgage servicing
rights quarterly on a disaggregated basis using current estimates of prepayment speed,
cash flow and discount rates. Changes in these estimates impact fair value, and could
require us to record a valuation allowance or recovery. We did not have a valuation
allowance at September 30, 2006 or December 31, 2005.

Valuation
of goodwill and intangible assets.In accounting for acquisitions of other
companies, we generally record as assets on our financial statements both goodwill and
identifiable intangible assets such as core deposit intangibles. The amounts we record are
based on our estimates of the fair value of assets and liabilities acquired. The valuation
techniques we use to determine the carrying value of tangible and intangible assets and
liabilities acquired in acquisitions and the estimated lives of the identifiable
intangible assets involve a number of subjective judgments such as estimates for discount
rates, projected future cash flows and an estimate of useful lives, all of which are
susceptible to change based on changes in economic conditions and other factors. Core
deposit and other identifiable intangible assets are amortized to expense over their
estimated useful lives and are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount of the asset exceeds the remaining value
we are reasonably likely to realize. Similarly, on an annual basis we evaluate whether the
carrying value of our goodwill has become impaired, in which case we reduce the carrying
value through a charge to our earnings. Goodwill is evaluated for impairment annually in
May at the segment reporting level, and all of our goodwill is recorded in our banking
segment.

While
we believe the assumptions and estimates we used are reasonable, using different
assumptions or estimates for these valuations would have resulted in our recording
different amounts of goodwill and core deposit intangibles and related amortization
expense. For example, if we had assumed faster prepayment speeds of mortgage loans we
acquired in an acquisition, the value of those mortgage loans we acquired may have been
less and the goodwill we recorded may have been greater. Similarly, if we had assumed
greater deposit run off rates, we may have recorded lower core deposit intangibles, but
might have shortened our estimate of the average life of this intangible asset and may
have increased our amortization expense in the current period. Any changes in the
assumptions and estimates which we use in future periods to determine the carrying value
of our goodwill and identifiable intangible assets, which adversely affect their value or
shortens estimated lives, would adversely affect our results of operations. At September
30, 2006, our goodwill was $387.9 million and our identifiable intangible assets (core
deposits) amounted to $20.4 million. We recorded $3.3 million and $2.2 million of
amortization of core deposit intangibles during the nine months ended September 30, 2006
and September 30, 2005. Based on our evaluations, we recorded no goodwill impairment in
2006 or 2005.

18

---

Real
estate held for development. Income from real estate operations in our real
estate developments is based on cash received per lot less the cost of sales. Cost of
sales includes capitalized interest and an estimate of future costs to be incurred in
completing the development project. The estimate of total project costs is reviewed on a
quarterly basis by management. Estimates are subject to change for various reasons,
including changes in the estimated duration of the project, changes in rules or
requirements

of the community where the project resides, soil and weather conditions,
increased project budgets, as well as the general level of inflation. If these estimates
are incorrect and either the expenses are greater than anticipated or the sales are slower
than expected, we may have to expend additional funds or obtain borrowings to cover
current improvement costs, and our financial results could be negatively impacted.

Any
change in future estimated cost will affect cost of sales amounts used to determine income
from real estate operations from past sales. The resulting change in income is recognized
in the period of change as either a charge or an addition to income from real estate
operations. Additionally, we periodically evaluate the net realizable value from each
project by considering factors such as pace of lot absorption, sources of funding and
timing of disbursements. A charge to current earnings would occur if this evaluation
indicated a projects net realizable value did not exceed its recorded cost. The
estimated net realizable value of Springbank, our only project currently under
development, exceeds the currently recorded cost of the project.

Results of Operations for the
Three and Nine Months Ended September 30, 2006 and 2005

# Performance Overview

The
following table provides selected financial and performance information for the three and
nine months ended September 30, 2006 and September 30, 2005:

|                                | Three Months Ended
September 30, | Nine Months Ended
September 30, |  
|------------------------------- | -------------------------------- | ------------------------------- | -
|
|
|Net income                      |                                  |                                 | $
|Diluted earnings per share      |                                  |                                 |  
|Return on average assets(1)     |                                  |                                 |  
|Return on average equity(1)     |                                  |                                 |  
|Return on average tangible      |                                  |                                
|equity(1),(2)                   |                                  |                                 |  
|Average interest-earning assets |                                  |                                 |  
|Net interest income             |                                  |                                 |  
|Net interest margin             |                                  |                                 |  
|Non-interest income             |                                  |                                 |  
|Non-interest expense            |                                  |                                 |  
|Efficiency ratio(3)             |                                  |                                 |  
|Loans sold                      |                                  |                                 | $
|                                |                                  |                                 |  

|                                     | September 30,
2006 | December 31,
2005 | September 30,
2005
|------------------------------------ | ------------------ | ----------------- | ------------------
|Book value per share                 |                    |                   | $                 
|Tangible book value per share(2)     |                    |                   |                   
|Stockholders' equity to total assets |                    |                   |                   
|Tangible stockholders' equity to     |                    |                   |                   
|tangible assets(2)                   |                    |                  

_________________

|(1) |  | Annualized.
|--- |  | -----------

|(2) |  | See Non-GAAP Financial Information starting on page 20.
|--- |  | ---------------------------------------------------------

|(3) |  | The efficiency ratio is calculated by dividing non-interest expense by the
               sum of net interest income and non-interest income, excluding net gain (loss) on
               sale of mortgage-backed and investment securities and premises and equipment.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The key factors regarding our performance include the following:

| |  |  |  |  |  | Due to the inverted yield curve environment and local market competition for loans
and deposits, we experienced net interest margin compression which led to a decline of
$1.2 million in net interest income for the nine months ended September 30, 2006 compared
to the prior year period. An increase of $1.26 billion in average interest-earning assets
year over year was more than offset by a 37 basis point decrease in the net interest
margin. We expect further compression in our net interest margin due to the inverted yield
curve environment and
| |  |  |  | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

19

---

| |  |  |  |  |  | continued pressure on funding costs due to strong competition in our
markets and changing deposit mix, which should in part be mitigated by the benefits of loan repricing.
Approximately $1.9 billion of the $3.4 billion of adjustable rate one- to four-family mortgage loans in our portfolio
are scheduled to roll out of their initial fixed-rate period over the next nine quarters.
| |  |  |  |  |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  |  |  |  | We recorded a $2.6 million provision for loan losses in the first nine months of 2006
compared to a $480,000 provision in the first nine months of 2005. We are experiencing
higher delinquencies in our residential portfolio with increased charge-offs primarily
related to higher loan-to-value home equity lines of credit and mortgage fraud.
| |  |  |  | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  |  |  |  | We grew our loan portfolio in the first half of the year primarily due to the EFC
acquisition, but the portfolio has declined since June 30, 2006, reflecting our strategy
to limit growth in lower yielding one- to four-family residential loans and to sell more
of our one- to four-family originations, while emphasizing portfolio growth in other loan
categories. We completed $969.1 million in loan sales during the nine months ended
September 30, 2006, compared to $647.3 million for the prior year period. A significant
portion of the loans sold were adjustable rate mortgage originations which we chose to
sell to generate gains rather than growing our portfolio as we had typically done in prior
years.
| |  |  |  | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  |  |  |  | Non one- to four-family and home equity loans grew at an annualized rate of 17% over the
past nine months (exclusive of loans added in the EFC acquisition) and 11% over the past
three months, primarily reflecting growth in our business banking operations. We intend to
continue to focus on growth in business banking to achieve further diversification in our
loan portfolio.
| |  |  |  | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  |  |  |  | We increased non-interest income by 15.3% for the nine months ended September 30, 2006,
compared to the prior year period. Deposit account service charges increased 19.5% year
over year primarily reflecting increases in debit card activity and higher consumer
overdraft activity. Also contributing to the increase was $1.1 million of income from real
estate in the nine months ended September 30, 2006, compared to $166,000 for the prior year
period, as we closed the sale of lots in Springbank that had been under contract since
2005. The slowdown in the housing market is likely to negatively impact our income from
real estate development activity in the fourth quarter of 2006, and likely into 2007.
| |  |  |  | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  |  |  |  | Non-interest expense grew at an annualized rate of 4.9% from the same period a year ago
due to additional headcount and occupancy costs arising from the acquisition of EFC and
two de novo branches opened in the past year. Even though our attention to manage costs
has kept operating expenses relatively flat despite our franchise expansion, our
efficiency ratio has increased because of the impact of declining net interest margin on
total revenue.
| |  |  |  | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# Non-GAAP Financial
Information.

This
report contains certain financial metrics determined by methods other than in accordance
with accounting principles generally accepted in the United States of America, or GAAP.
These measures include tangible book value per share, tangible stockholders equity
to tangible assets ratio and annualized return on average tangible equity. We use these
non-GAAP measures in our analysis of our performance and financial condition and believe
this presentation provides useful supplemental information that is helpful in
understanding our financial condition and results, as they provide a method to assess our
success in managing and utilizing tangible capital. These disclosures should not be
considered an alternative to GAAP, nor are they necessarily comparable to non-GAAP
performance measures that might be presented by other companies.

Tangible
Book Value Per Share.Tangible book value per share is calculated by dividing (a)
stockholders equity less the sum of goodwill and core deposit intangibles, by (b)
common shares outstanding. The following table presents a reconciliation of
stockholders equity to tangible stockholders equity (in thousands):

|                              | At | 
|----------------------------- | -- | 
|
|
|Stockholders' equity - as     |    | 
|reported                      |    | 
|                              |    | 
|Goodwill                      |    | 
|Core deposit intangibles      |    | 
|                              |    | 
|Tangible stockholders' equity |    | 
|                              |    | 

20

---

Tangible
Stockholders Equity to Tangible Assets. Tangible stockholders
equity to tangible assets is calculated by dividing (a) stockholders equity less the
sum of goodwill and core deposit intangibles, by (b) total assets less the sum of goodwill
and core deposit intangibles. The following table presents a reconciliation of total
assets to tangible assets (in thousands):

|                           | At | 
|-------------------------- | -- | 
|
|Total assets - as reported |    | 
|Goodwill                   |    | 
|Core deposit intangibles   |    | 
|                           |    | 
|Tangible total assets      |    | 
|                           |    | 

Return
on Average Tangible Stockholders Equity. Return on average tangible
stockholders equity is calculated by dividing (a) annualized net income by (b)
average stockholders equity less average goodwill and core deposit intangibles. The
following table presents a reconciliation of average stockholders equity to average
tangible stockholders equity (in thousands):

|                                      | Three Months Ended
September 30, | Nine Months Ended
September 30,
|------------------------------------- | -------------------------------- | -------------------------------
|
|Average stockholders' equity          |                                  |                                
|Average goodwill                      |                                  |                                
|Average core deposit intangibles      |                                  |                                
|                                      |                                  |                                
|Average tangible stockholders' equity |                                  |                                
|                                      |                                  |                                

# Net Interest Income and
Net Interest Margin

Net
interest income decreased $1.0 million to $65.1 million for the three months ended
September 30, 2006, compared to $66.1 million for the three months ended September 30,
2005. Our net interest income in 2006 was impacted by rising short-term interest rates that affected deposit
costs more than asset yields, a flattening yield curve, additional investments in our real
estate development projects and bank-owned life insurance, and a reduced yield on FHLBC
stock.

Our
net interest margin declined to 2.52% for the quarter compared to 2.84% in the previous
year quarter, as the cost of interest-bearing liabilities increased faster than the yield
on interest-earning assets, the result of a flattening and then inverted yield curve
environment. Deposits have continued to shift into higher-yielding certificate accounts in
the current rate environment, raising funding costs 107 basis points for the current
quarter compared to the prior year. Organic deposit growth has been difficult to achieve
due in part to the strong competition for deposits in the Chicago market. Average
interest-earning assets for the third quarter of 2006 increased $1.02 billion, or 11%
compared to the third quarter of 2005, primarily due to the addition of $990 million of
interest-earning assets from the EFC acquisition.

During
the current quarter, we continued to limit asset growth in our lowest yielding asset
categories, one- to four-family first mortgage loans and investment and mortgage-backed
securities, as the continued inverted yield curve has caused the spread to funding costs
on these assets to be lower than what we believe makes sense for the use of capital.

During
the second quarter of 2006, we were able to redeem approximately $20 million of our excess
investment in stock of the Federal Home Loan Bank of Chicago, or FHLBC, where the dividend
yield has declined to 3.10% from 5.00% for the year ago quarter. We will seek to
redeem additional excess investment to the extent permitted by FHLBCs regulators,
likely to occur in the fourth quarter of 2006 based on recent indications from the
FHLBC.

Our
costs of borrowed funds increased 86 basis points in the third quarter of 2006 compared to
the comparable period a year ago due to the upward repricing of floating-rate borrowings,
and our refinancing of maturing fixed-rate borrowings at higher interest rates. In
addition, as part of our capital strategy, since April 2005 we issued $67 million of
higher-cost, floating-rate junior subordinated debentures in trust preferred structures
and increased our unsecured floating rate term loan by $92 million to fund the cash
portion of the EFC transaction and stock repurchases. We repurchased 1.9 million shares of
stock in the last twelve months using primarily borrowed funds, which improved earnings
per share results but had the effect of reducing the net interest margin.

Our net interest margin declined to
2.57% for the current nine months compared to
2.94% for the nine months ended for 2005. Average interest-earning assets for the nine
months ended September 30, 2006 increased $1.26 billion, or 14% compared to the first nine
months of 2005, primarily due to the addition of $990

21

---

million of interest-earning assets
from the EFC acquisition. Despite the increase in average interest-earning assets, net
interest income decreased $1.2 million to $199.5 million for the nine months ended
September 30, 2006, compared to $200.7 million for the nine months ended September 30,
2005.

Average Balances/Rates

The
following tables reflect the average yield on assets and average cost of liabilities for
the periods indicated. Such yields and costs are derived by dividing income or expense by
the average balance of assets or liabilities. Average balances are derived from average
daily balances. The yield/cost calculations at September 30, 2006 and 2005 include fees
that are considered adjustments to yield.

|                                | Three Months Ended September 30,
|------------------------------- | --------------------------------
|
|
|
|Assets:                         |                                 
|Loans receivable(1)             |                                 
|Mortgage-backed securities      |                                 
|Stock in FHLB of Chicago        |                                 
|Investment securities           |                                 
|Interest-bearing deposits and   |                                 
|federal                         |                                 
|funds sold(2)                   |                                 
|                                |                                 
|Total interest-earning assets   |                                 
|Non-interest earning assets     |                                 
|                                |                                 
|Total assets                    |                                 
|                                |                                 
|Liabilities and stockholders'   |                                 
|equity:                         |                                 
|Deposits                        |                                 
|Borrowed funds                  |                                 
|Junior subordinated debentures  |                                 
|                                |                                 
|Total interest-bearing          |                                 
|liabilities                     |                                 
|Non-interest bearing deposits   |                                 
|Other liabilities               |                                 
|                                |                                 
|Total liabilities               |                                 
|                                |                                 
|Stockholders' equity            |                                 
|                                |                                 
|Liabilities and stockholders'   |                                 
|equity                          |                                 
|                                |                                 
|Net interest income/ interest   |                                 
|rate spread                     |                                 
|                                |                                 
|Net earning assets/net yield on |                                 
|average                         |                                 
|Interest-earning assets         |                                 
|                                |                                 
|                                |                                 
|Ratio of interest-earning       |                                 
|assets to                       |                                 
|Interest-bearing liabilities    |                                 
|                                |                                 

|                                | Nine Months Ended September 30,
|------------------------------- | -------------------------------
|
|
|
|Assets:                         |                                
|Loans receivable(1)             |                                
|Mortgage-backed securities      |                                
|Stock in FHLB of Chicago        |                                
|Investment securities           |                                
|Interest-bearing deposits and   |                                
|federal                         |                                
|funds sold(2)                   |                                
|                                |                                
|Total interest-earning assets   |                                
|Non-interest earning assets     |                                
|                                |                                
|Total assets                    |                                
|                                |                                
|                                |                                
|Liabilities and stockholders'   |                                
|equity:                         |                                
|Deposits                        |                                
|Borrowed funds                  |                                
|Junior subordinated debentures  |                                
|                                |                                
|Total interest-bearing          |                                
|liabilities                     |                                
|Non-interest bearing deposits   |                                
|Other liabilities               |                                
|                                |                                
|Total liabilities               |                                
|Stockholders' equity            |                                
|                                |                                
|Liabilities and stockholders'   |                                
|equity                          |                                
|                                |                                
|Net interest income/ interest   |                                
|rate spread                     |                                
|                                |                                
|Net earning assets/net yield on |                                
|average interest-earning        |                                
|assets                          |                                
|                                |                                
|Ratio of interest-earning       |                                
|assets to                       |                                
|interest-bearing liabilities    |                                
|                                |                                

_________________

(1) Includes non-accrual loans in average balances.

(2) Includes pro-rata share of interest income received on outstanding drafts
          payable.

22

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Rate/Volume Analysis of
Net Interest Income

The
table below shows the impact of changes in the volume of interest-earning assets and
interest-bearing liabilities and changes in interest rates on our interest income and
interest expense for the periods indicated. Changes attributable to the combined impact of
volume and rate have been allocated proportionately to the changes due to volume and the
changes due to rate.

|                                      | Three Months Ended September 30, 2006
Compared to September 30, 2005
Increase (Decrease), Due to | Nine Months Ended September 30, 2006
Compared to September 30, 2005
Increase (Decrease), Due to
|------------------------------------- | ------------------------------------------------------------------------------------------------ | -----------------------------------------------------------------------------------------------
|
|
|Interest income:                      |                                                                                                  |                                                                                                
|Loans receivable                      |                                                                                                  |                                                                                                
|Mortgage-backed securities            |                                                                                                  |                                                                                                
|Investment securities                 |                                                                                                  |                                                                                                
|Stock in FHLB of Chicago              |                                                                                                  |                                                                                                
|Interest-bearing deposits and federal |                                                                                                  |                                                                                                
|funds sold                            |                                                                                                  |                                                                                                
|                                      |                                                                                                  |                                                                                                
|Total                                 |                                                                                                  |                                                                                                
|                                      |                                                                                                  |                                                                                                
|Interest expense:                     |                                                                                                  |                                                                                                
|Interest-bearing deposits             |                                                                                                  |                                                                                                
|Borrowed funds                        |                                                                                                  |                                                                                                
|Junior subordinated debentures        |                                                                                                  |                                                                                                
|                                      |                                                                                                  |                                                                                                
|Total                                 |                                                                                                  |                                                                                                
|                                      |                                                                                                  |                                                                                                
|Net change in net interest income     |                                                                                                  |                                                                                                
|                                      |                                                                                                  |                                                                                                

# Provision for Loan Losses

We
recorded a $2.6 million provision for loan losses for the nine months ended September 30,
2006 compared to $480,000 in the prior year period. Net charge-offs for the nine months
ended September 30, 2006 were $2.9 million compared to $400,000 for the nine months ended
September 30, 2005. The increase in charge-offs in the nine months ended September 30, 2006
compared to the comparable period in 2005 primarily relates to higher loan-to-value home
equity lines of credit and mortgage fraud. See page 31 for a discussion of activity in our
allowance for loan losses.

The
provision for loan losses is primarily the result of the increased level of charge-offs,
shift in the mix of the portfolio, and higher non-performing loans. At September 30, 2006,
our allowance for loan losses was $40.4 million, or .51% of total loans receivable,
compared to $36.5 million, or .51% at December 31, 2005, and $36.3 million or .51% at
September 30, 2005. In managements judgment, the allowance for loan losses is
adequate at September 30, 2006.

# Non-Interest Income

Non-interest
income in the current nine month period increased $8.7 million or 15.3%, compared to the
nine months ended September 30, 2005, due in part to the EFC acquisition. We had
significant increases in deposit account service charges, loan servicing fee income,
brokerage and insurance commissions, earnings on bank-owned life insurance and income from
real estate operations. Non-interest income in the three months ended September 30, 2006
increased 13.3% compared to the third quarter of 2005. The increases are primarily the
result of higher gains on sale of loans, higher deposit service fee income, loan servicing
fee income and brokerage and insurance commissions. Excluding the impact in the prior year
period of $648,000 of income from tax-free insurance death benefits and $355,000 of gains
on the disposition of various assets, non-interest income in the third quarter increased
by 19.2% compared to last years third quarter.

23

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Loan Originations, Sales
and Servicing

|                                      | Three Months Ended September 30, | Nine Months Ended September 30, |  
|------------------------------------- | -------------------------------- | ------------------------------- | -
|
|
|1-4 Family Originations and Purchases |                                  |                                 |  
|Fixed-rate                            |                                  |                                 | $
|Adjustable-rate                       |                                  |                                 |  
|                                      |                                  |                                 |  
|Total                                 |                                  |                                 | $
|                                      |                                  |                                 |  
|Loan Sales                            |                                  |                                
|One- to four- family mortgage loans:  |                                  |                                
|Fixed-rate                            |                                  |                                 | $
|Adjustable-rate                       |                                  |                                 |  
|                                      |                                  |                                 |  
|Total                                 |                                  |                                 |  
|Home equity loans and lines of        |                                  |                                
|credit                                |                                  |                                 |  
|                                      |                                  |                                 |  
|Total loans sold                      |                                  |                                 | $
|                                      |                                  |                                 |  
|Gain on sale of one- to four-         |                                  |                                
|family mortgage loans                 |                                  |                                 | $
|Gain on sale of home equity loans     |                                  |                                
|and lines of credit                   |                                  |                                 |  
|                                      |                                  |                                 |  
|Total loan sale gains                 |                                  |                                 | $
|                                      |                                  |                                 |  
|Margin on one- to four-family         |                                  |                                
|mortgage loan sales                   |                                  |                                 |  
|                                      |                                  |                                 |  
|Loan Servicing                        |                                  |                                
|Loan servicing fee income             |                                  |                                 | $
|Valuation recovery on mortgage        |                                  |                                
|servicing rights                      |                                  |                                 |  
|Capitalized mortgage servicing        |                                  |                                
|rights as a percentage of             |                                  |                                
|loans serviced for others             |                                  |                                 |  

During
2006, we have experienced decreases in our one- to four-family loan origination volume
consistent with the overall slowdown in the mortgage industry. However, due to slower
prepayments and our desire to limit one- to four-family loan growth, we were able to
increase loan sale volume by 50% in 2006, primarily in ARMs. To date, our home equity loan
sales have consisted primarily of wholesale purchases and loans with single-service
borrowers.

ARM-loan
sales typically generate lower profit margins than fixed-rate mortgages and home equity
loans. In addition, margins on home equity loan sales have decreased compared to a year
ago. Despite lower margins, loan sale gains for the nine months ended September 30, 2006
increased slightly compared to the nine months ended September 30, 2005 due to the
increase in sales volumes.

Loan
servicing income increased on a year-over-year basis primarily due to the above-mentioned
increase in loan sales, as well as experiencing lower mortgage servicing rights
amortization expense, due to slower prepayments in the servicing portfolio. To take
advantage of attractive market opportunities, we have plans to sell approximately $1
billion of mortgage loan servicing rights in the fourth quarter.

Deposit Account Service
Charges

|                            | Three Months Ended September 30, | Nine Months Ended September 30, |  
|--------------------------- | -------------------------------- | ------------------------------- | -
|
|
|Deposit service charges     |                                  |                                 | $
|Deposit service fees/total  |                                  |                                 |  
|revenue(1)                  |                                  |                                
|Number of checking accounts |                                  |                                 |  

_________________

(1) Total revenue equals net interest income plus non-interest income.

We
reported a 19.5% increase in deposit account service charges for the current nine month
period compared to the previous year period, primarily reflecting higher debit card
usage and higher consumer overdraft activity. We implemented a new ATM fee structure in
the second half of 2005, which combined with an expansion of the deposit base relating to
the February 2006 EFC acquisition, also increased our overall service fees.

24

---

Income From Bank-Owned
Life Insurance Investments

Our
income from bank-owned life insurance, or BOLI, investments increased to $5.1 million for
the first nine months of 2006, a 25% increase over the 2005 period primarily due to a 55%
increase in our average BOLI investment for the nine months ended September 30, 2006
compared to the nine months ended September 30, 2005. The prior year period included
$648,000 of income from tax-free insurance death benefits. In addition to new BOLI
purchases made in 2006, the increased BOLI investment is due to $20.0 million of BOLI
added through the EFC acquisition.

Investment Services
Activity

Brokerage
and insurance commissions for the nine months ended September 30, 2006 increased 29% to
$4.6 million for the nine months ended September 30, 2006 compared to $3.5 million for the
same period a year ago. During 2006, we have added nine seasoned investment professionals
to expand investment services coverage to more of our branch locations and have benefited
from increased investment business in the stronger stock market environment.

Real Estate Development
Operations

|                                      | Three Months Ended September 30, | Nine Months Ended September 30,
|------------------------------------- | -------------------------------- | -------------------------------
|
|
|Real estate development income (loss) |                                  |                                
|Residential lot sale closings         |                                  |                                

|                                                       | At September 30, | 
|------------------------------------------------------ | ---------------- | 
|
|Pending lot sales at quarter end                       |                  | 
|Investment in real estate held for development or sale |                  | 
|(000's)                                                |                  | 

The net loss in real estate
development for the current quarter results from a reduction in previously recorded gains
on lots sold in our Springbank development due to higher estimated project completion
costs, which more than offset $185,000 of profits from the closings of ten Springbank
lots. Included in the results for the current nine-month period is $368,000 of income
related to a prior land development project, where the final three lots were sold and the
project finalized.

The
increase in the balance of investment in real estate as compared to a year ago relates
primarily to continued land purchases and development costs related to the Springbank
development. Investment in real estate also includes $8.8 million paid to complete the
purchase of 160 acres of land in Plainfield, Illinois near Springbank acquired at the end
of the second quarter of 2006 for future development. The contract had been pending for
several years. We have another pending land contract to acquire 78 acres of land west of
the Springbank project. After further evaluation and review of the real estate markets, in November 2006 we
decided jointly with our venture partner not to proceed with closing the transaction. We expect to record a
$300,000 charge in the fourth quarter of 2006 as a result of the contract termination.

Lot
sales in the fourth quarter of 2006 and into 2007 will be negatively impacted by the
slowdown in the real estate market as the increase in inventory of existing homes for sale
and weak outlook for new home sales has reduced builder demand for new lots. We expect
little income from lot sales in the remainder of 2006.

25

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# Non-Interest Expense

The following table identifies
changes in our non-interest expense for the three- and nine-month periods indicated:

|                                   | Three Months Ended September 30, | Nine Months Ended September 30, |  
|---------------------------------- | -------------------------------- | ------------------------------- | -
|
|
|Compensation                       |                                  |                                 | $
|Employee benefits                  |                                  |                                 |  
|                                   |                                  |                                 |  
|Total compensation and benefits    |                                  |                                 |  
|                                   |                                  |                                 |  
|Office occupancy                   |                                  |                                 |  
|Furniture, fixture and equipment   |                                  |                                 |  
|Advertising and promotion          |                                  |                                 |  
|Data processing                    |                                  |                                 |  
|Amortization of core deposit       |                                  |                                 |  
|intangibles                        |                                  |                                 |  
|Other expenses:                    |                                  |                                
|Professional fees                  |                                  |                                 |  
|Stationery, brochures and supplies |                                  |                                 |  
|Postage                            |                                  |                                 |  
|Telephone                          |                                  |                                 |  
|Fraud losses                       |                                  |                                 |  
|Correspondent banking services     |                                  |                                 |  
|Title fees, recording fees and     |                                  |                                 |  
|credit reports                     |                                  |                                 |  
|Security                           |                                  |                                 |  
|Insurance                          |                                  |                                 |  
|FDIC premiums and OTS assessment   |                                  |                                 |  
|Real estate held for investment(1) |                                  |                                 |  
|Other                              |                                  |                                 |  
|                                   |                                  |                                 |  
|Total other expenses               |                                  |                                 |  
|                                   |                                  |                                 |  
|                                   |                                  |                                 | $
|                                   |                                  |                                 |  

_________________

(1)    
          Expenses are from SF Equity Properties, Inc., a subsidiary of the Bank, that has
          interests in affordable and senior housing properties in Wisconsin.

Total
non-interest expense in the current quarter increased $4.1 million, or 8.9% compared to
the third quarter of 2005. Compensation and benefits increased by $1.8 million, or 7.2%,
due to normal annual salary increases and increased employee headcount, partly due to our
acquisition of EFC Bancorp in February 2006. Office occupancy and equipment increased by
$566,000, or 7.6%, primarily due to the addition of two new branches over the past year
and seven branches acquired in the EFC acquisition. Advertising and promotion expenses
were $265,000 higher in the current quarter compared to the prior year quarter as we
initiated several promotional campaigns during the current quarter. Fraud losses increased
compared to the prior year quarter by $568,000, or 83%, in the current quarter,
approximately half of which was due to one internal fraud incident.

Included
in other non-interest expense for the current quarter is an expense for establishing a
$1.0 million reserve for estimated loss related to a $6.8 million standby letter of credit
backing an industrial revenue bond. The letter of credit is secured by a 62,000 square
foot office building in west suburban Chicago that is experiencing low occupancy levels.
Based on recent discussions with the borrower, the Bank expects to advance funds under the
letter of credit to repay the revenue bond, which matures in December 2006.

Non-interest
expense totaled $148.0 million in the current nine-month period, compared to $141.1
million reported for the nine months ended September 30, 2005, an increase of 4.9%.
Compensation and benefits expense increased by 5.5% for the current nine-month period
compared to the prior year period while occupancy and equipment costs increased by 11.2%
over this same period. The increase in these categories is primarily due to the impact of
the EFC transaction and normal salary increases. Amortization of core deposit intangibles
increased as a result of the EFC acquisition. Lower advertising expenses were due to lower
promotional campaign activity in the first nine months of 2006 compared to last year.
Professional expense decreased $1.3 million due to lower consulting fees. In 2005 we
incurred consulting fees related to various process improvements including an automated
work flow system for the mortgage loan division as well as Sarbanes-Oxley and Bank Secrecy
anti-money laundering compliance costs. Fraud losses increased for the current nine-month
period by $680,000 or 41%, compared to the prior year, due to higher fraud losses related
to checking accounts and one internal fraud incident.

26

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# Income Tax Expense

Income
tax expense totaled $13.0 million in the current quarter, equal to an effective income tax
rate of 34.6%, compared to 33.4% reported for the third quarter of 2005. The increase in
the effective tax rate compared to the third quarter of last year was primarily
attributable to increased state income taxes and reduced tax benefits from low income
housing investments, offset in part by an increase in benefits from tax-exempt
investments.

Income
tax expense totaled $39.2 million in the current nine-month period, equal to an effective
income tax rate of 34.2%, compared to $39.9 million or 34.4% reported for the nine months
ended September 30, 2005. The decrease in the effective tax rate compared to the prior
year period was primarily attributable to an increase in tax-exempt investments and
tax-advantaged bank-owned life insurance investments, which offset higher state income
taxes and reduced tax benefits from low income housing investments.

# Changes in Financial
Condition

Our
total assets at September 30, 2006 increased $977.3 million, or 9.3% from $10.5 billion at
December 31, 2005, primarily due to the EFC acquisition.

|                                              | September 30,
2006 | December 31,
2005 | Amount
Increase/
(Decrease) | Percentage
Increase/
(Decrease)
|--------------------------------------------- | ------------------ | ----------------- | --------------------------- | -------------------------------
|
|Assets:                                       |                    |                   |                             |                                
|Cash and cash equivalents                     |                    |                   | $                           | 450,728                        
|Investment securities available for sale      |                    |                   |                             | 530,405                        
|Stock in FHLB of Chicago                      |                    |                   |                             | 159,111                        
|Mortgage-backed securities available for sale |                    |                   |                             | 1,216,778                      
|Mortgage-backed securities held to maturity   |                    |                   |                             | 219,766                        
|Loans receivable, net                         |                    |                   |                             | 7,921,946                      
|Bank-owned life insurance                     |                    |                   |                             | 147,335                        
|Goodwill and intangibles                      |                    |                   |                             | 431,470                        
|Other                                         |                    |                   |                             | 387,260                        
|                                              |                    |                   |                             |                                
|Total assets                                  |                    |                   | $                           | 11,464,799                     
|                                              |                    |                   |                             |                                
|Liabilities and Equity:                       |                    |                  
|Deposits                                      |                    |                   | $                           | 6,876,975                      
|Borrowed funds                                |                    |                   |                             | 3,275,369                      
|Junior subordinated debentures                |                    |                   |                             | 67,011                         
|Other liabilities                             |                    |                   |                             | 186,292                        
|                                              |                    |                   |                             |                                
|Total liabilities                             |                    |                   |                             | 10,405,647                     
|Stockholders' equity                          |                    |                   |                             | 1,059,152                      
|                                              |                    |                   |                             |                                
|Total liabilities and equity                  |                    |                   | $                           | 11,464,799                     
|                                              |                    |                   |                             |                                

Loans Receivable.(1) The following table sets forth our loan portfolio composition by loan type at the dates
indicated:

|                                | At September 30,
2006 | At December 31,
2005
|------------------------------- | --------------------- | --------------------
|
|
|One- to four-family             |                       |                     
|Home equity lines of credit     |                       |                     
|Home equity  and consumer loans |                       |                     
|Multi-family                    |                       |                     
|Commercial real estate          |                       |                     
|Construction                    |                       |                     
|Land                            |                       |                     
|Commercial business loans       |                       |                     
|                                |                       |                     
|Total loans receivable, net     |                       |                     
|                                |                       |                     

_________________

|(1) |  | Certain loan reclassifications have been made for December 31, 2005 to conform
               to current period classification.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------

The
growth in our loan portfolio since December 31, 2005 is primarily due to the $865 million
of loans added in the EFC acquisition. Exclusive of these acquired loans, one- to
four-family and home equity loans/ lines of credit, our portfolio grew at an annualized
rate of 15% during the past nine months primarily reflecting growth in our business
banking operations.

27

---

Deposits.The following table sets forth our deposit composition by type at
          September 30, 2006 and December 31, 2005:

|                              | At September 30, 2006 | At December 31, 2005 |   |           |   | 
|----------------------------- | --------------------- | -------------------- | - | --------- | - | 
|
|
|Commercial checking           |                       |                      | $ | 303,777   |   | 
|Non-interest bearing checking |                       |                      |   | 294,087   |   | 
|Interest-bearing checking     |                       |                      |   | 723,667   |   | 
|Commercial money market       |                       |                      |   | 82,225    |   | 
|Money market                  |                       |                      |   | 721,278   |   | 
|Passbook                      |                       |                      |   | 1,165,252 |   | 
|                              |                       |                      |   |           |   | 
|Core deposits                 |                       |                      |   | 3,290,286 |   | 
|                              |                       |                      |   |           |   | 
|Certificate accounts          |                       |                      |   | 3,587,069 |   | 
|                              |                       |                      |   |           |   | 
|Unamortized premium           |                       |                     
|(discount), net               |                       |                      |   | (380      | ) | 
|                              |                       |                      |   |           |   | 
|Total deposits                |                       |                      | $ | 6,876,975 |   | 
|                              |                       |                      |   |           |   | 

Since
December 31, 2005, deposits have grown $679 million primarily due to deposits added in the
EFC acquisition. Rate competition has made deposit growth challenging during 2006. Most of
the organic growth has occurred in the higher-cost certificate of deposit category, the
result in part of consumer reaction to higher short-term interest rates.

Borrowed Funds.
The following is a summary of our borrowed funds at September 30, 2006 and December 31,
2005:

|                                 | At September 30, 2006 | At December 31, 2005 |   |          
|-------------------------------- | --------------------- | -------------------- | - | ---------
|
|
|Federal Home Loan Bank advances: |                       |                      |   |          
|Fixed rate                       |                       |                      | $ | 2,333,400
|Adjustable rate                  |                       |                      |   | 200,000  
|                                 |                       |                      |   |          
|Total FHLBC advances             |                       |                      |   | 2,533,400
|                                 |                       |                      |   |          
|Reverse repurchase agreements    |                       |                      |   | 500,000  
|Unsecured term loan              |                       |                      |   | 155,000  
|Other borrowings                 |                       |                      |   | 68,831   
|Unsecured line of credit         |                       |                      |   | 15,000   
|Unamortized premium              |                       |                      |   | 3,138    
|                                 |                       |                      |   |          
|Total borrowed funds             |                       |                      | $ | 3,275,369
|                                 |                       |                      |   |          

At
September 30, 2006, reverse repurchase agreements totaled $500 million of which $400
million are adjustable-rate and $100 million are fixed-rate. The adjustable rate
agreements have remaining terms to maturity ranging from one to fifty-one months. The
remaining terms on the fixed-rate agreements range from 60 to 90 months. The interest
rate on $150 million of the adjustable repurchase agreements is tied to the prime rate and
ranges from prime minus 279 basis points to prime minus 284 basis points. The remaining
$250 million have interest rates ranging from three-month LIBOR minus 26 basis points to
three-month LIBOR minus 58.5 basis points. The LIBOR-based repurchase agreements are putable at the discretion of the lender quarterly at
various dates in 2006 and 2007. The rates on the fixed repurchase agreements range from
4.31% to 4.65%, and these agreements are putable at the discretion of the lender quarterly
at various dates from 2006 to 2008.

28

---

On
July 17, 2006, we refinanced our term loan facility with various lenders. We increased by
$40 million the amount of this borrowing to $155 million, which matures in 2015. The new
credit agreement provides for a revolving line of credit for borrowings up to $60 million,
the same amount included in the prior credit facility. At September 30, 2006, there was
$15 million outstanding under the line of credit. We used the additional term loan
proceeds to repay line of credit borrowings that had been previously drawn to fund stock
repurchases, additional investment in real estate, and a portion of the cash consideration
for the EFC acquisition. Scheduled principal repayments of the refinanced term loan are as
follows (in thousands):

|At December 31, | 
|--------------- | 
|2006            | 
|2007            | 
|2008            | 
|2009            | 
|2010            | 
|2011            | 
|2012            | 
|2013            | 
|2014            | 
|2015            | 
|                | 
|                | 
|                | 

Junior Subordinated
Debentures.During 2005, we formed MAF Bancorp Capital Trust I and MAF Bancorp
Capital Trust II as special purpose finance subsidiaries. The trusts issued $65.0 million
in trust preferred securities and the proceeds from the sale of the preferred securities,
along with $2.0 million received from our purchase of the common equity securities of the
trusts, were invested in junior subordinated debentures of the Company. The total balance
of the junior subordinated debentures issued to the trusts is recorded as a liability. The
trust preferred securities mature 30 years from their issuance date and are callable at
par five years from their issuance date at our option. We pay interest on the indebtedness
at three-month LIBOR plus 1.75% for Capital Trust I and 1.40% for Capital Trust II,
resetting quarterly. At September 30, 2006, the interest rate for Capital Trust I was
7.14% and for Capital Trust II was 6.79%.

Stockholders
Equity. Stockholders equity increased by $80.9 million during the
past nine months. We issued $101.0 million of stock, totaling 2.34 million shares, for the
acquisition of EFC, paid cash dividends of $25.1 million and recorded a $913,000 increase
in the fair value of our available for sale securities portfolio.

As part of our strategy
to optimize the use of capital in this yield environment, we repurchased 1.9 million
shares of our stock for $82.0 million, or an average price of $42.29 per share, during the
nine months ended September 30, 2006. There are no shares remaining that are authorized
for repurchase in the public market.

# Asset Quality

Non-Performing
Assets. We consider loans to be non-performing when they are more than 90
days delinquent and stop the accrual of interest when, based on current information and
events, it is probable that we will be unable to collect all amounts due according to the
contractual terms of the loan. Generally, when a loan is 91 days or more past due, in the
process of foreclosure, or in bankruptcy, or when collectibility is otherwise in doubt,
the full amount of previously accrued but unpaid interest on the loan is deducted from
interest income. Income is subsequently recorded to the extent cash payments are received,
or at the time when the loan is brought current in accordance with its original terms.
This policy is applied consistently for all types of loans in our loan portfolio. We also
consider the classification of investment securities as non-performing assets, should they
show signs of deteriorating quality.

29

---

The
following table sets forth information regarding our non-performing assets at the dates
shown. All non-performing loans shown were on non-accrual status.

|                                            | At |  |   |        |   | 
|------------------------------------------- | -- |  | - | ------ | - | 
|
|
|Non-performing loans:                       |    |  |   |        |   | 
|One- to four-family                         |    |  | $ | 32,175 |   | 
|Home equity lines of credit                 |    |  |   | 7,762  |   | 
|Home equity loans                           |    |  |   | 2,346  |   | 
|Multi-family                                |    |  |   | 2,353  |   | 
|Commercial real estate                      |    |  |   | 1,936  |   | 
|Construction                                |    |  |   | 701    |   | 
|Consumer loans                              |    |  |   | 25     |   | 
|Commercial business loans                   |    |  |   | 1,194  |   | 
|                                            |    |  |   |        |  
|Total                                       |    |  |   | 48,492 |   | 
|                                            |    |  |   |        |  
|Non-performing loans to total loans         |    |  |   | .62    | % | 
|                                            |    |  |   |        |  
|Foreclosed real estate, net of reserves:    |    | 
|One- to four-family                         |    |  | $ | 3,834  |   | 
|                                            |    |  |   |        |  
|Total non-performing assets                 |    |  | $ | 52,326 |   | 
|                                            |    |  |   |        |  
|                                            |    |  |   |        |  
|Total non-performing assets to total assets |    |  |   | .46    | % | 
|                                            |    |  |   |        |  

For
the quarter ended September 30, 2006, interest on non-accrual loans that would have been
recorded as income, had they been performing according to their original terms, amounted
to $767,000 compared to $550,000 for the three months ended September 30, 2005. For the
nine months ended September 30, 2006, interest on non-accrual loans that would have been
recorded as income, had they been performing according to their original terms, amounted
to $1.8 million compared to $1.3 million for the nine months ended September 30, 2005.

Non-Performing Residential
Loans.The following table provides information regarding non-performing loans and
lines of credit secured by one- to four-family residential properties at the dates shown:

|                                                                                                                                           | At |  | 
|------------------------------------------------------------------------------------------------------------------------------------------ | -- |  | 
|
|One- to four-family loans and home equity lines of credit as a percentage of total loans                                                   |    |  | 
|Non-performing one- to four-family loans as a percentage of total non-performing loans                                                     |    |  | 
|Percentage of non-performing one- to four-family loans and home equity lines of credit with private mortgage insurance or other guarantees |    |  | 
|Percentage of one- to four-family loans and home equity lines of credit without PMI and with loan-to-value greater than 90%                |    |  | 
|                                                                                                                                           |    |  | 

_________________

(1)       
          Includes home equity lines of credit and home equity loans.

Classified Assets.The
federal regulators have adopted a classification system for problem assets of insured
institutions. Under this classification system, problem assets of insured institutions are
classified as substandard, doubtful or loss. In
addition, a special mention category consists of assets, which currently do
not expose us to a sufficient degree of risk to warrant classification, but do possess
deficiencies or other characteristics deserving our close attention.

We
regularly review problem assets in our portfolio and, in connection with the filing of
periodic reports with the OTS, on a quarterly basis we determine whether any loans or
investments require classification in accordance with applicable regulations. At September
30, 2006 and December 31, 2005, all of our non-performing loans were classified as
substandard or doubtful. In addition, we classifed as substandard or special mention for
regulatory purposes certain loans that were still performing and accruing interest as of
these dates but which possessed certain credit deficiencies that merit closer management
attention. At September 30, 2006, we classified $9.9 million of multi-family loans and
$13.3 million of commercial and commercial real estate loans as substandard but still
accruing and $23.9 million of multi-family and $26.6 million of commercial and commercial
real estate loans as special mention. Of these classified loans, $3.8 million of the
substandard but accruing and $8.3 million of the special mention were commercial loans
acquired in the EFC acquisition. At December 31, 2005, we had classified $3.5 million of
multi-family loans and $10.7 million of commercial and commercial real estate loans as
substandard but still accruing and $6.9 million of multi-family and $17.0 million of
commercial and commercial real estate loans as special mention. We have also classified as
substandard for regulatory purposes a standby letter of credit we issued backing
industrial revenue bonds in the amount of $6.8 million which mature on December 1, 2006,
and are collateralized by a commercial office building in west

30

---

suburban Chicago with a
current estimated value of approximately $5.8 million. We have established a $1.0 million
loss reserve relating to this letter of credit as of September 30, 2006.

Allowance for Loan Losses

Activity
in the allowance for loan losses is summarized in the following table for the three and
nine months ended September 30, 2006 and 2005.

|                                      | Three Months Ended September 30, | Nine Months Ended September 30, |   |       
|------------------------------------- | -------------------------------- | ------------------------------- | - | ------
|
|
|Balance at beginning of period        |                                  |                                 | $ | 40,398
|Allowance acquired in EFC acquisition |                                  |                                 |   |      
|Provision for loan losses             |                                  |                                 |   | 900   
|Charge-offs                           |                                  |                                 |   | (1,046
|Recoveries                            |                                  |                                 |   | 150   
|                                      |                                  |                                 |   |       
|Balance at end of period              |                                  |                                 | $ | 40,402
|                                      |                                  |                                 |   |       

The
allowance for loan losses to total loans was .51% at September 30, 2006 and December 31,
2005, while the allowance for loan losses to non-performing loans was 83.3% at September
30, 2006, compared to 117.12% at December 31, 2005. The charge-offs during the 2006
periods relate primarily to residential loans with higher combined loan-to-value ratios
and mortgage fraud situations. Most of these loans were higher risk loans at the time of
origination with higher loan-to-value levels, and there were several instances of loan
customer fraud contributing to these charge-offs. As shown in the table of non-performing
residential loans above, 89% of non-performing loans were secured by one- to four-family
real estate at September 30, 2006, and 93% at December 31, 2005. During 2006, we have
lowered our general reserve factors for commercial real estate loans in light of our
limited loss experience in this portfolio in recent periods, the seasoning of our business
banking portfolio as we have grown this business over the last five years, and our current
assessment of the strong credit quality of the loans in this category. We believe the
allowance for loan losses is adequate at September 30, 2006.

# Liquidity and Capital
Resources

We
manage liquidity and capital resources to provide funds necessary for holding company debt
service on borrowings, cash dividends to stockholders, funding for our real estate
development operation, and planned repurchases of common stock. Major sources of funds to
the holding company are dividends from the Bank, which are subject to regulatory
limitations, access to the capital markets, and to a lesser extent, cash flow from our
real estate development operation. We currently maintain a $60 million unsecured line
of credit with a Chicago-based commercial bank under which we had $45 million available at
September 30, 2006.

During
the current three month period, we declared common stock dividends of $.25 per share, for
a total of $8.2 million. For the three month period ended September 30, 2006, we
repurchased 321,779 shares of our common stock at an average price of $41.03 for a total
of $13.8 million.

The
principal sources of funds for the Bank are deposits, advances from the FHLBC and other
borrowings, principal repayments on loans and mortgage-backed securities, proceeds from
the sale of loans, and funds provided by operations. While scheduled loan and
mortgage-backed securities amortization and maturing investment securities are a
relatively predictable source of funds, deposit flows as well as loan and mortgage-backed
securities prepayments are greatly influenced by economic conditions, the general level of
interest rates and competition. Decisions to sell investment securities and other assets
are also generally market driven, although we may at times sell these assets for
asset/liability management purposes or as a source of liquidity.

We
utilize particular sources of funds based on comparative costs and availability. We
generally manage the pricing of deposits to maintain a steady to increasing deposit
portfolio in the aggregate, but from time to time we may decide not to pay rates on
deposits as high as competition. When necessary, we supplement our deposit funding with
longer term and/or other alternative sources of funds such as FHLBC advances and other
borrowings. We currently expect that due to increased competition for deposits in our
markets, we may increasingly rely on higher-cost wholesale borrowings.

Outstanding
loan commitments totaled $593.0 million at September 30, 2006, compared to $757.2 million
at December 31, 2005. At September 30, 2006 we believe we have sufficient cash to fund our

31

---

outstanding commitments or we will be able to obtain the necessary funds from outside
sources to meet our cash requirements under these commitments.

The
following table lists our commitments and contingencies as of September 30, 2006:

|                                                  | Total | Less than 1
Year | 1 to 3 Years | 3 to 5 Years | After 5 Years
|------------------------------------------------- | ----- | ---------------- | ------------ | ------------ | -------------
|
|One- to four-family and multi-family mortgage     |       |                  |              |              |              
|commitments                                       |       |                  | $            | 449,431      |              
|Equity line and equity loan commitments           |       |                  |              | 79,617       |              
|Unused portion of equity lines of credit          |       |                  |              | 1,188,350    |              
|Commitments to sell one- to four-family mortgage  |       |                 
|and equity loans                                  |       |                  |              | 128,830      |              
|Available commercial business lines               |       |                  |              | 590,894      |              
|Letters of credit(1)                              |       |                  |              | 125,403      |              
|SBIC commitments                                  |       |                  |              | 4,035        |              
|Commercial business loan commitments              |       |                  |              | 63,957       |              
|Contingent liability under recourse provisions(2) |       |                  |              | 80,261       |              
|                                                  |       |                  |              |              |              
|Total                                             |       |                  | $            | 2,710,778    |              
|                                                  |       |                  |              |              |              

_________________

| |  |  |  | (1) |  | Letters of credit include $25.8 million related to Company real estate
          development projects.
| |  |  |  | --- |  | ------------------------------------------------------------------------------------------------------

| |  |  |  | (2) |  | Amounts are shown based on time to maturity
for amounts if used. Balances reflect the maximum amount
of potential liability for credit losses at September 30, 2006, that we have retained
relating to an aggregate $728.9 million of one- to four-family loans. We have either sold
the loans to investors with recourse or have assumed a layer of credit risk through
private mortgage insurance in force in our captive reinsurance subsidiary and have a
contingent liability under these provisions of $80.3 million. No liability for such has
been recorded for such contingent liability at September 30, 2006. Our loss experience to
date under such recourse provisions has been immaterial
| |  |  |  | --- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The
following table lists our contractual obligations as of September 30, 2006 by contractual
maturity:

|                                     | Total | Less than
1 Year | 1 to 3
Years | 3 to 5
Years | After 5
Years
|------------------------------------ | ----- | ---------------- | ------------ | ------------ | -------------
|
|Certificates of deposit              |       |                  | $            | 3,586,690    |              
|FHLB of Chicago advances             |       |                  |              | 2,533,400    |              
|Unsecured bank term loan             |       |                  |              | 155,000      |              
|Other borrowings                     |       |                  |              | 568,831      |              
|Unsecured line of credit             |       |                  |              | 15,000       |              
|Junior subordinated debentures       |       |                  |              | 67,011       |              
|Purchase obligations                 |       |                  |              | 12,441       |              
|Real estate development contracts(1) |       |                  |              | 14,571       |              
|Post retirement benefit plans        |       |                  |              | 5,214        |              
|Operating leases                     |       |                  |              | 50,435       |              
|                                     |       |                  |              |              |              
|Total                                |       |                  | $            | 7,008,593    |              
|                                     |       |                  |              |              |              

_________________

|(1) |  | Reflects contractual obligations to purchase land and pending contractual
               commitments for improvements, of which $3.8 million relates to the contract that we
recently decided to terminate. This amount does not include estimated development
               costs not under contract, currently estimated at approximately
               $55-$60 million for existing real estate development projects, the majority
               of which relates to Springbank which is currently estimated to continue for
               another four to six years.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Regulatory
Capital. The Bank is subject to regulatory capital requirements under the
rules of the Office of Thrift Supervision, or OTS. Failure to meet minimum capital
requirements can initiate certain mandatory and possibly additional discretionary, actions
by regulators, which could have a material impact on the Banks financial statements.
Under capital adequacy guidelines and the regulatory framework for prompt corrective
action, the Bank must maintain capital amounts in excess of specified minimum ratios based
on quantitative measures of the Banks assets, liabilities, and certain off-balance
sheet items as calculated under regulatory accounting practices.

Quantitative
measures established by the OTS to ensure capital adequacy require us to maintain minimum
amounts and ratios (as set forth in the table below) of three capital requirements:
tangible capital (as defined in the regulations) as a percentage of adjusted total assets,
core capital (as defined) as a percentage of adjusted total assets, and risk-based capital
(as defined) as a percentage of total risk-weighted assets. At September 30, 2006, the
Bank exceeded all minimum regulatory capital ratios to be considered well-capitalized.

32

---

Our
actual capital amounts and ratios, as well as minimum amounts and ratios required for
capital adequacy and prompt corrective action provisions are presented in the following
table:

|                                   | Actual | For Capital
Adequacy
Purposes | To Be Well Capitalized
Under Prompt
Corrective Action Provisions
|---------------------------------- | ------ | ----------------------------- | ----------------------------------------------------------------
|
|
|At September 30, 2006:             |        |                               |                                                                 
|Tangible capital (to total assets) |        |                               | $                                                               
|Core capital (to total assets)     |        |                               |                                                                 
|Total capital (to risk-weighted    |        |                              
|assets)                            |        |                               |                                                                 
|Core capital (to risk-weighted     |        |                              
|assets)                            |        |                               |                                                                 
|At December 31, 2005:              |        |                              
|Tangible capital (to total assets) |        |                               | $                                                               
|Core capital (to total assets)     |        |                               |                                                                 
|Total capital (to risk-weighted    |        |                              
|assets)                            |        |                               |                                                                 
|Core capital (to risk-weighted     |        |                              
|assets)                            |        |                               |                                                                 

The
following table reflects the adjustments required to reconcile the Banks
stockholders equity to the Banks regulatory capital at September 30, 2006:

|                                      | Tangible | Core | Risk-Based
|------------------------------------- | -------- | ---- | ----------
|
|Stockholder's equity of the Bank      |          |      | $         
|Goodwill and core deposit intangibles |          |      |           
|Non-permissible subsidiary deduction  |          |      |           
|Non-includible purchased mortgage     |          |     
|servicing rights                      |          |      |           
|Adjustment for unrealized losses on   |          |     
|available for sale securities         |          |      |           
|Recourse on loan sales                |          |      |           
|General allowance for loan losses     |          |      |           
|                                      |          |      |           
|Regulatory capital of the Bank        |          |      | $         
|                                      |          |      |           

# Asset/Liability
Management

We
consider our primary market risk to be interest rate risk. Interest rate risk on our
balance sheet arises from the maturity mismatch of interest-earning assets versus
interest-bearing liabilities, as well as the potential for maturities to shorten or
lengthen on our interest-earning and interest-bearing liabilities due to the exercise of
options. The most common of these is prepayment options on mortgage loan assets, and put
options on wholesale borrowings or jump-rate features in our certificates of deposits.
Managements goal, through policies established by the Asset/Liability Management
Committee of the Board of Directors, or ALCO, is to maximize net interest income over the
long term while managing our balance sheet within the established interest rate risk
policy limits prescribed by the ALCO and on a basis consistent with our capital management
strategies.

One
of the techniques used in measuring the sensitivity of net interest income to changes in
interest rates is interest rate sensitivity (static) gap analysis. The static gap is the
difference between the amount of interest-earning assets maturing or repricing within a
specific period of time and the amount of interest-bearing liabilities maturing or
repricing within that same period of time. We utilize our static gap analysis as means of
managing our interest rate risk at the cumulative one-year time horizon. In this analysis,
maturities of assets and liabilities are adjusted for the estimated impact of embedded
options that are contained in certain financial instruments on our balance sheet. These
include prepayment assumptions on real estate loans and mortgage-backed securities, call
options embedded in investment securities, and put options embedded in certain borrowings.
Because of the level of financial instruments with embedded options on our balance sheet,
certain shortcomings are inherent in using gap analysis to quantify exposure to interest
rate risk. For instance, while we model expected loan prepayments in our static gap
analysis, actual customer behavior may prove to be much different. Changes in interest
rates may impact cash flow on a lag basis, and the duration of our non-maturity deposit
accounts may prove to be not as long-term as we assume them to be in our gap analysis.
However, we still believe static gap analysis remains a useful tool for us to help manage
our interest rate risk.

Generally,
a negative one-year gap, where more interest-bearing liabilities are repricing or maturing
during the one-year period than interest-earning assets, would tend to reduce net interest
income in a period of rising interest rates. Conversely, during a period of falling
interest rates, a negative one-year gap would likely result in an improvement in net
interest income. Our goal is to maintain our cumulative one-

33

---

year gap within the range of
(15)% to 15%, although we may begin to adjust our ALCO strategies in our
interest-sensitive portfolios if the gap exceeds (10)% to 10%, recognizing that changes in
ALCO strategies made by management take some time to impact our overall static gap
position. Our loan portfolio tends to have the most impact on the movement in our static
gap over a range of changing interest rates, due to the predominance of one- to
four-family mortgage loans that allow the customer to prepay without penalty. We have
worked to mitigate the impact one- to four-family loans can have on our gap by: 1)
reducing their concentration as a percentage of our overall loan portfolio, 2) limiting
our exposure to long-term fixed-rate mortgage loans, and 3) expanding our equity line of
credit and business loan portfolios, that generally have more frequent interest rate
adjustments, and/or shorter maturities.

Currently
we do not use derivative financial instruments such as interest rate swaps, caps, floors,
options or similar financial instruments, to manage our interest rate risk, or periodic
net interest income. We do use forward commitments with the GSEs and other investors when
selling our loan production originated for sale.

The
table on page 35 sets forth the scheduled repricing or maturity of the Banks assets
and liabilities at September 30, 2006. Prepayment assumptions on loans receivable are
based on internal models developed from our actual prepayment experience, while prepayment
assumptions on mortgage-backed securities and the impact of embedded put options on
borrowings and call options on investments are based on current market expectations.
During 2005, we concluded an analysis of actual decay rates in our core deposit portfolios
(passbooks, interest-bearing checking accounts and money market accounts) over the prior
five-year period. Our September 30, 2006 analysis below uses withdrawal rates based on
this analysis of our own experience. Previously, we had used the annual withdrawal
assumptions used by the Office of Thrift Supervision with respect to interest-bearing
checking and passbook accounts. Fixed-rate investment securities and borrowings that
contain call or put provisions are generally shown in the category relating to their
respective final maturities or expected put or call option being exercised. However, at
September 30, 2006, $400,000 of investment securities with final maturities averaging 14
months, but callable in six months or less are categorized in the six months or less
category, $10 million of investment securities with final maturities averaging 3 to 5
years, but callable in six months or less are categorized in the six months or less
category, $3.1 million of investment securities with final maturities averaging 121
months, but callable in one to three years are categorized in the one- to three-year
category in anticipation of their calls, and $6 million of investment securities with
final maturities averaging five years or more, but callable in 3 to 5 years are
categorized in the 3 to 5 years category. At September 30, 2006, $25.0 million of putable
FHLBC advances with maturities of 3 to 5 years are categorized in the less than six months
category because the put option is expected to be exercised. At September 30, 2006, $250
million of putable reverse repos with final maturities of 3 to 5 years are categorized as
$50 million in the less than six months category, $150 million in the six months to
one-year category and $50 million in the one- to three-year category because the put
option is expected to be exercised.

The
effect of these assumptions is to quantify the dollar amount of items that are
interest-sensitive and may be repriced within each of the periods specified. Certain
shortcomings are inherent in using gap analysis to quantify exposure to interest rate
risk. For example, although certain assets and liabilities may have similar maturities or
repricings in the table, they may react differently to actual changes in market interest
rates. The interest rates on certain types of assets and liabilities may fluctuate in
advance of changes in market interest rates, while interest rates on other types may lag
behind changes in market rates. This is especially true in circumstances where management
has a certain amount of control over interest rates, such as the pricing of deposits.
Additionally, certain assets such as hybrid adjustable-rate mortgage loans have features
that restrict changes in interest rates on a short-term basis and over the life of the
asset. Finally, as interest rates change, actual loan prepayment rates may differ
significantly from those rates assumed by management for presentation purposes in the
table.

Though
we believe that our asset/liability management strategies help to mitigate the potential
negative effects of changes in interest rates on our operations, a decrease in long term
interest rates in the near term may adversely affect our operations because prepayments on
higher-yielding mortgage-related assets would likely accelerate and would be reinvested at
lower rates. Conversely, increases in long-term interest rates could benefit our operation
primarily due to a slowing of prepayments on higher yielding loans receivable and
mortgage-backed securities and rates adjusting upward while new loans would be originated
at higher rates, although the higher rates may also dampen the level of new originations.
Further increases in short-term interest rates would negatively impact our operations as
we have more interest-bearing liabilities than interest-earning assets repricing in the
short-term.

34

---

|                                         | Scheduled Expected Maturity at September 30, 2006 | 
|---------------------------------------- | ------------------------------------------------- | 
|
|
|Interest-earning assets:                 |                                                   | 
|Loans receivable held for sale           |                                                   | 
|Loans receivable                         |                                                   | 
|Mortgage-backed securities               |                                                   | 
|Investment securities                    |                                                   | 
|available for sale                       |                                                   | 
|Stock in FHLB of Chicago                 |                                                   | 
|Interest-bearing deposits and            |                                                   | 
|Federal funds sold                       |                                                   | 
|                                         |                                                   | 
|Total interest-earning                   |                                                   | 
|assets                                   |                                                   | 
|                                         |                                                   | 
|Impact of hedging activities(1)          |                                                   | 
|                                         |                                                   | 
|Total net interest-earning               |                                                   | 
|assets, adjusted for                     |                                                   | 
|impact of hedging                        |                                                   | 
|activities                               |                                                   | 
|Interest-bearing liabilities:            |                                                   | 
|Interest-bearing checking                |                                                   | 
|accounts                                 |                                                   | 
|Money market accounts                    |                                                   | 
|Passbook accounts                        |                                                   | 
|Certificate accounts                     |                                                   | 
|FHLBC advances                           |                                                   | 
|Other borrowings                         |                                                   | 
|Junior subordinated debentures           |                                                   | 
|                                         |                                                   | 
|Total interest-bearing                   |                                                   | 
|liabilities                              |                                                   | 
|                                         |                                                   | 
|Interest sensitivity gap                 |                                                   | 
|                                         |                                                   | 
|Cumulative gap                           |                                                   | 
|                                         |                                                   | 
|Cummulative gap as a percentage of total |                                                   | 
|assets                                   |                                                   | 
|Cumulative net interest-earning          |                                                   | 
|assets as a percentage of                |                                                   | 
|interest-bearing liabilities             |                                                   | 
|                                         |                                                   | 
|At December 31, 2005                     |                                                   | 
|Cumulative gap                           |                                                   | 
|                                         |                                                   | 
|Cumulative gap as a percentage of        |                                                   | 
|total assets                             |                                                   | 
|Cumulative net interest-earning          |                                                   | 
|assets as a percentage of                |                                                   | 
|interest-bearing liabilities             |                                                   | 

_________________

(1) Represents forward commitments to sell mortgage loans.

Since
December 31, 2005, our cumulative one-year gap has extended to (8.37)% at September 30,
2006 from (1.31)%. The increase in our negative gap is primarily due to the shortening of
certificate of deposit maturities, as longer-termed certificate of deposits as of December
31, 2005 rolled closer to maturity, and certificate of deposit renewals were concentrated
in maturities of less than one year.

# Item 3. Quantitative and
Qualitative Disclosures About Market Risk

A
quantitative and qualitative analysis about market risk is included in our December 31,
2005 Form 10-K. There have been no material changes in the assumptions used or in the
results of market risk analysis as of September 30, 2006, since December 31, 2005. See
Asset/Liability Management in Item 2. for a further discussion of our interest
rate sensitivity gap analysis.

# Item 4. Controls and
Procedures

As
of September 30, 2006, our Chief Executive Officer and Chief Financial Officer carried out
an evaluation under their supervision, with the participation of other members of
management as they deemed appropriate, of the effectiveness of the design and operation of
the Companys disclosure controls and procedures as contemplated by Rule 13a-15(e)
under the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive
Officer and Chief Financial Officer concluded that as of September 30, 2006, the
Companys disclosure controls and procedures are effective, in all material respects,
in timely alerting them to material information relating to the Company (and its
consolidated subsidiaries) and in ensuring that information required to be included in the
periodic reports the Company files or submits to the SEC under the Securities Exchange Act
is recorded, processed, summarized and reported as required.

There
has been no change in our internal control over financial reporting during the third
quarter of 2006 that has materially affected or is reasonably likely to materially affect
our internal control over financial reporting.

35

---

# Part II. Other
Information

# Item 1. Legal
Proceedings.

Not applicable.

# Item 1A. Risk Factors.

Not applicable.

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

The
following table sets forth information in connection with purchases of our common stock
made by, or on behalf of us, during the third quarter of 2006.

|Period                                  | Total
Number of
Shares
Puchased(1) | Average
Price Paid
per Share | Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs | Maximum Number of
Shares that May Yet
be Purchased under
the Plans or Programs
|--------------------------------------- | ---------------------------------- | ---------------------------- | -------------------------------------------------------------------------------- | ------------------------------------------------------------------------------
|July 1, 2006 through July 31, 2006      |                                    |                              |                                                                                  | 60,131                                                                        
|August 1, 2006 through August 31, 2006  |                                    |                             
|2006                                    |                                    |                              |                                                                                  | 221,722                                                                       
|September 1, 2006 through September 30, |                                    |                             
|2006                                    |                                    |                              |                                                                                  | 54,775                                                                        
|                                        |                                    |                              |                                                                                  |                                                                               
|Total                                   |                                    |                              |                                                                                  | 336,628                                                                       
|                                        |                                    |                              |                                                                                  |                                                                               
|                                        |                                    |                              |                                                                                  |                                                                               

_________________

(1)    
          The table includes 14,849 shares that were surrendered to us in payment of
          option exercise prices.

# 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.

None.

# Item 6. Exhibits.

| | Exhibit
No. 3.1 Restated Certificate of Incorporation. (Incorporated herein by reference to
Exhibit 3.1 to Registrants Form 8-K (File No. 0-18121) dated December 19, 2000.)
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 3.2 Amended and Restated By-laws of Registrant. (Incorporated herein by reference to Exhibit No. 3 to Registrant's Form 10-Q for the period ended September 30, 2003 (File No. 0-18121).)
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.1        Credit Agreement dated as of July 17, 2006, between MAF Bancorp, Inc. and
                                      Harris N.A.+
| | ----------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.2        Special Termination Agreement between MAF Bancorp, Inc. and Edward A.
                                      Karasek. *+
| | -----------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.3        Special Termination Agreement between Mid America Bank, fsb and Edward A.
                                      Karasek. *+
| | ---------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.4        Special Termination Agreement between MAF Bancorp, Inc. and James S. Eckel.
                                      *+
| | --------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.5        Special Termination Agreement between Mid America Bank, fsb, and James S.
                                      Eckel. *+
| | -------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 31.1        Certification of Chief Executive Officer.+
| | ------------------------------------------------------------------

36

---

| | Exhibit No. 31.2        Certification of Chief Financial Officer.+
| | ------------------------------------------------------------------

| | Exhibit No. 32.1        Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.+
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



_________________

| | *
Indicates management contracts or compensatory plans or arrangements required to be filed
as an exhibit.
| | ----------------------------------------------------------------------------------------------------------

| | + Filed herewith.
| | -----------------

37

---

# 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.

|                                     |  | 
|------------------------------------ |  | 
|MAF Bancorp, Inc.                    |  | 
|(Registrant)                         |  | 
|                                     |  | 
|/s/ Allen H. Koranda                 |  | 
|Allen H. Koranda                     |  | 
|Chairman of the Board and            |  | 
|Chief Executive Officer              |  | 
|(Prinicipal Executive Officer)       |  | 
|                                     |  | 
|/s/ Jerry A. Weberling               |  | 
|Jerry A. Weberling                   |  | 
|Executive Vice President and         |  | 
|Chief Financial Officer and Director |  | 
|(Principal Financial Officer)        |  | 

38

---

# EXHIBIT INDEX

| | Exhibit
No. 3.1 Restated Certificate of Incorporation. (Incorporated herein by reference to
Exhibit 3.1 to Registrants Form 8-K (File No. 0-18121) dated December 19, 2000.)
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 3.2 Amended and Restated By-laws of Registrant. (Incorporated herein by reference to Exhibit No. 3 to Registrant's Form 10-Q for the period ended September 30, 2003 (File No. 0-18121).)
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.1        Credit Agreement dated as of July 17, 2006, between MAF Bancorp, Inc. and
                                      Harris N.A.+
| | ----------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.2        Special Termination Agreement between MAF Bancorp, Inc. and Edward A.
                                      Karasek. *+
| | -----------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.3        Special Termination Agreement between Mid America Bank, fsb and Edward A.
                                      Karasek. *+
| | ---------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.4        Special Termination Agreement between MAF Bancorp, Inc. and James S. Eckel.
                                      *+
| | --------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 10.5        Special Termination Agreement between Mid America Bank, fsb, and James S.
                                      Eckel. *+
| | -------------------------------------------------------------------------------------------------------------------------------------------------

| | Exhibit No. 31.1        Certification of Chief Executive Officer.+
| | ------------------------------------------------------------------

| | Exhibit No. 31.2        Certification of Chief Financial Officer.+
| | ------------------------------------------------------------------

| | Exhibit No. 32.1        Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.+
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



_________________

| | *
Indicates management contracts or compensatory plans or arrangements required to be filed
as an exhibit.
| | ----------------------------------------------------------------------------------------------------------

| | + Filed herewith.
| | -----------------