##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ___to ___
 Commission files number 34-027228
 BankAtlantic Bancorp, Inc.
  Florida
    
    65-0507804(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 2100 West Cypress Creek RoadFort Lauderdale, Florida
    
    33309(Address of principal executive offices)
    
    (Zip Code)
 (954) 940-5000
  Not Applicable
   þ o
  þ o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
  o þ
  Outstanding atTitle of Each Class
    
    May 7, 2009Class A Common Stock, par value $0.01 per share
    
    
    10,283,906Class B Common Stock, par value $0.01 per share
    
    
    975,225




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##### 



TABLE OF CONTENTS
 Reference
    
    PagePart I. FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    3-17Consolidated Statements of Financial Condition  March 31, 2009
and December 31, 2008   Unaudited
    
    
    3Consolidated Statements of Operations  For the Three Months
Ended March 31, 2009 and 2008 - Unaudited
    
    
    4Consolidated Statements of Stockholders Equity and Comprehensive Income 
For the Three Months Ended March 31, 2009 and 2008 - Unaudited
    
    
    5Consolidated Statements of Cash Flows  For the Three Months Ended
March 31, 2009 and 2008 - Unaudited
    
    
    6Notes to Consolidated Financial Statements  Unaudited
    
    
    7-17Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    17-30Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    30Item 4. Controls and Procedures
    
    
    30Part II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    31Item 1A. Risk Factors
    
    
    31Item 6. Exhibits
    
    
    31Signatures
    
    
    31EX-31.1EX-31.2EX-32.1EX-32.2




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##### Table of Contents



BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION   UNAUDITED
 March 31,
    
    
    December 31,(In thousands, except share data)
    
    2009
    
    
    2008ASSETSCash and cash equivalents
    
    $
    269,882
    
    
    
    158,957Securities available for sale (at fair value)
    
    
    520,124
    
    
    
    701,845Investment securities at cost or amortized cost
(approximate
fair value: $2,375 and $2,503)
    
    
    2,036
    
    
    
    2,036Tax certificates, net of allowance of $7,036 and $6,064
    
    
    172,641
    
    
    
    213,534Federal Home Loan Bank stock, at cost which
approximates
fair value
    
    
    48,751
    
    
    
    54,607Residential loans held for sale
    
    
    6,238
    
    
    
    3,461Loans receivable, net of allowance for loan losses of
$158,397 and $137,257
    
    
    4,206,298
    
    
    
    4,323,190Accrued interest receivable
    
    
    38,519
    
    
    
    41,817Real estate held for development and sale
    
    
    18,383
    
    
    
    18,383Real estate owned
    
    
    21,763
    
    
    
    19,045Investments in unconsolidated subsidiaries
    
    
    10,928
    
    
    
    10,552Office properties and equipment, net
    
    
    212,814
    
    
    
    216,978Goodwill and other intangibles
    
    
    16,784
    
    
    
    26,244Other assets
    
    
    25,599
    
    
    
    23,908Total assets
    
    $
    5,570,760
    
    
    
    5,814,557LIABILITIES AND STOCKHOLDERS EQUITYLiabilities:DepositsInterest bearing deposits
    
    $
    3,254,626
    
    
    
    3,184,677Non-interest bearing deposits
    
    
    798,687
    
    
    
    741,691Total deposits
    
    
    4,053,313
    
    
    
    3,926,368Advances from FHLB
    
    
    817,024
    
    
    
    967,028Securities sold under agreement to repurchase
    
    
    35,643
    
    
    
    46,084Federal funds purchased and other short term borrowings
    
    
    62,967
    
    
    
    238,339Subordinated debentures and mortgage-backed bonds
    
    
    22,822
    
    
    
    22,864Junior subordinated debentures
    
    
    297,519
    
    
    
    294,195Other liabilities
    
    
    74,457
    
    
    
    75,711Total liabilities
    
    
    5,363,745
    
    
    
    5,570,589Commitments and contingencies (See Note 10)Stockholders equity:Class A common stock, issued and outstanding
10,259,344 and 10,258,057 shares
    
    
    103
    
    
    
    103Class B common stock, issued and outstanding
975,225 and 975,225 shares
    
    
    10
    
    
    
    10Additional paid-in capital
    
    
    219,677
    
    
    
    218,974Retained (deficit) earnings
    
    
    (10,025
    )
    
    
    32,667Total stockholders equity before accumulated
other comprehensive loss
    
    
    209,765
    
    
    
    251,754Accumulated other comprehensive loss
    
    
    (2,750
    )
    
    
    (7,786
    )Total stockholders equity
    
    
    207,015
    
    
    
    243,968Total liabilities and stockholders equity
    
    $
    5,570,760
    
    
    
    5,814,557
  3




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##### Table of Contents



BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF OPERATIONS  UNAUDITED
 For the Three MonthsEnded March 31,(In thousands, except share and per share data)
    
    2009
    
    
    2008Interest income:Interest and fees on loans
    
    $
    49,678
    
    
    
    68,136Interest and dividends on securities
    
    
    8,738
    
    
    
    12,031Interest on tax certificates
    
    
    4,193
    
    
    
    3,565Total interest income
    
    
    62,609
    
    
    
    83,732Interest expense:Interest on deposits
    
    
    12,987
    
    
    
    18,593Interest on advances from FHLB
    
    
    7,164
    
    
    
    14,946Interest on short term borrowings
    
    
    172
    
    
    
    1,279Interest on debentures and bonds payable
    
    
    4,538
    
    
    
    6,283Total interest expense
    
    
    24,861
    
    
    
    41,101Net interest income
    
    
    37,748
    
    
    
    42,631Provision for loan losses
    
    
    44,277
    
    
    
    42,888Net interest (loss) after
provision for loan losses
    
    
    (6,529
    )
    
    
    (257
    )Non-interest income:Service charges on deposits
    
    
    18,685
    
    
    
    24,014Other service charges and fees
    
    
    7,025
    
    
    
    7,433Securities activities, net
    
    
    4,440
    
    
    
    (4,738
    )Other
    
    
    2,959
    
    
    
    3,930Total non-interest income
    
    
    33,109
    
    
    
    30,639Non-interest expense:Employee compensation and benefits
    
    
    28,806
    
    
    
    35,155Occupancy and equipment
    
    
    14,911
    
    
    
    16,386Advertising and business promotion
    
    
    2,832
    
    
    
    4,895Check losses
    
    
    844
    
    
    
    2,718Professional fees
    
    
    3,326
    
    
    
    2,760Supplies and postage
    
    
    1,004
    
    
    
    1,006Telecommunication
    
    
    698
    
    
    
    1,502Cost associated with debt redemption
    
    
    591
    
    
    
    1Provision for (recovery from) tax certificates losses
    
    
    1,486
    
    
    
    (117
    )Impairment of goodwill
    
    
    9,124
    
    
    
    Restructuring charges and exit activities
    
    
    1,875
    
    
    
    (115
    )Other
    
    
    7,694
    
    
    
    5,842Total non-interest expense
    
    
    73,191
    
    
    
    70,033Loss from continuing operations
before income taxes
    
    
    (46,611
    )
    
    
    (39,651
    )Benefit for income taxes
    
    
    
    
    
    
    (15,087
    )Loss from continuing operations
    
    
    (46,611
    )
    
    
    (24,564
    )Discontinued operations (less applicable
income tax provision (benefit)
of $0 and ($603))
    
    
    4,201
    
    
    
    1,121Net (loss)
    
    $
    (42,410
    )
    
    
    (23,443
    )Basic (loss) per shareContinuing operations
    
    $
    (4.15
    )
    
    
    (2.19
    )Discontinued operations
    
    
    0.37
    
    
    
    0.10Basic (loss) per share
    
    $
    (3.78
    )
    
    
    (2.09
    )Diluted (loss) per shareContinuing operations
    
    $
    (4.15
    )
    
    
    (2.19
    )Discontinued operations
    
    
    0.37
    
    
    
    0.10Diluted (loss) per share
    
    $
    (3.78
    )
    
    
    (2.09
    )Basic weighted average number of
common shares outstanding
    
    
    11,234,140
    
    
    
    11,219,319Diluted weighted average number of common
and common equivalent shares outstanding
    
    
    11,234,140
    
    
    
    11,219,319
  4




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##### Table of Contents



BankAtlantic Bancorp, Inc.
 BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME
 For the Three Months Ended March 31, 2008 and 2009Unaudited
 AccumulatedOtherCompre-
    
    
    
    
    
    Additional
    
    Retained
    
    Compre-hensive
    
    Common
    
    Paid-in
    
    Earnings
    
    hensive(In thousands)
    
    Income
    
    Stock
    
    Capital
    
    (Deficit)
    
    Income (loss)
    
    TotalBALANCE, DECEMBER 31, 2007
    
    
    $
    
    
    
    113
    
    
    
    217,140
    
    
    
    236,150
    
    
    
    5,918
    
    
    
    459,321Net loss
    
    
    (23,443
    )
    
    
    
    
    
    
    
    
    
    
    (23,443
    )
    
    
    
    
    
    
    (23,443
    )Net unrealized losses on securities available
for sale
    
    
    (2,876
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,876
    )
    
    
    (2,876
    )Comprehensive loss
    
    
    $  (26,319
    )Dividends on Class A common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (257
    )
    
    
    
    
    
    
    (257
    )Dividends on Class B common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25
    )
    
    
    
    
    
    
    (25
    )Issuance of Class A common stock upon exercise
of stock options
    
    
    
    
    
    
    
    
    
    
    93
    
    
    
    
    
    
    
    
    
    
    
    93Tax effect relating to share-based compensation
    
    
    
    
    
    
    
    
    
    
    (4
    )
    
    
    
    
    
    
    
    
    
    
    (4
    )Share based compensation expense
    
    
    
    
    
    
    
    
    
    
    1,087
    
    
    
    
    
    
    
    
    
    
    
    1,087BALANCE, MARCH 31, 2008
    

    
    $
    
    
    
    113
    
    
    
    218,316
    
    
    
    212,425
    
    
    
    3,042
    
    
    
    433,896BALANCE, DECEMBER 31, 2008
    
    
    $
    
    
    
    113
    
    
    
    218,974
    
    
    
    32,667
    
    
    
    (7,786
    )
    
    
    243,968Net loss
    
    
    (42,410
    )
    
    
    
    
    
    
    
    
    
    
    (42,410
    )
    
    
    
    
    
    
    (42,410
    )Net unrealized gains on securities available
for sale
    
    
    5,036
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,036
    
    
    
    5,036Comprehensive loss
    
    
    $  (37,374
    )Dividends on Class A common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (257
    )
    
    
    
    
    
    
    (257
    )Dividends on Class B common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25
    )
    
    
    
    
    
    
    (25
    )Share based compensation expense
    
    
    
    
    
    
    
    
    
    
    703
    
    
    
    
    
    
    
    
    
    
    
    703BALANCE, MARCH 31, 2009
    

    
    $
    
    
    
    113
    
    
    
    219,677
    
    
    
    (10,025
    )
    
    
    (2,750
    )
    
    
    207,015
  5




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##### Table of Contents



BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS  UNAUDITED
 For the Three MonthsEnded March 31,(In thousands)
    
    2009
    
    
    2008Net cash provided by (used in) operating activities
    
    $
    5,124
    
    
    $
    (6,306
    )Investing activities:Proceeds from redemption and maturities of investment
securities and tax certificates
    
    
    43,528
    
    
    
    40,953Purchase of investment securities and tax certificates
    
    
    (4,531
    )
    
    
    (11,912
    )Purchase of securities available for sale
    
    
    
    
    
    
    (67,976
    )Proceeds from sales and maturities of securities
available for sale
    
    
    199,731
    
    
    
    187,498Purchases of FHLB stock
    
    
    (2,295
    )
    
    
    (8,325
    )Redemption of FHLB stock
    
    
    8,151
    
    
    
    4,771Investments in unconsolidated subsidiaries
    
    
    (461
    )
    
    
    (330
    )Distributions from unconsolidated subsidiaries
    
    
    85
    
    
    
    1,714Net decrease (increase) in loans
    
    
    69,773
    
    
    
    (13,323
    )Proceeds from the sale of loans receivable
    
    
    
    
    
    
    10,100Improvements to real estate owned
    
    
    
    
    
    
    (11
    )Proceeds from sales of real estate owned
    
    
    602
    
    
    
    756Net additions to office properties and equipment
    
    
    (669
    )
    
    
    (3,316
    )Net cash provided by investing activities
    
    
    313,914
    
    
    
    140,599Financing activities:Net increase in deposits
    
    
    128,618
    
    
    
    42,209Prepayment of FHLB advances
    
    
    (249,591
    )
    
    
    Net proceeds from FHLB advances
    
    
    99,000
    
    
    
    80,000Decrease in securities sold under agreements
to repurchase
    
    
    (10,440
    )
    
    
    (7,719
    )Decrease in federal funds purchased
    
    
    (175,373
    )
    
    
    (62,489
    )Repayment of notes and bonds payable
    
    
    (45
    )
    
    
    (204
    )Proceeds from issuance of Class A common stock
    
    
    
    
    
    
    93Common stock dividends
    
    
    (282
    )
    
    
    (282
    )Net cash (used in) provided by financing activities
    
    
    (208,113
    )
    
    
    51,608Increase in cash and cash equivalents
    
    
    110,925
    
    
    
    185,901Cash and cash equivalents at the beginning of period
    
    
    158,957
    
    
    
    124,574Cash and cash equivalents at end of period
    
    $
    269,882
    
    
    $
    310,475
  6




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
 1. Presentation of Interim Financial Statements
      Liquidity -
 Regulatory Capital
 2. Fair Value Measurement
  Fair Value Measurements at March 31, 2009 usingQuoted prices inActive Markets
    
    Significant Other
    
    SignificantAs of
    
    for Identical
    
    Observable
    
    UnobservableMarch 31,
    
    Assets
    
    Inputs
    
    InputsDescription
    
    2009
    
    (Level 1)
    
    (Level 2)
    
    (Level 3)Mortgage-backed
securities
    
    $
    363,389
    
    
    
    
    
    
    
    363,389
    
    
    
    REMICS
    
    
    154,449
    
    
    
    
    
    
    
    154,449
    
    
    
    Bonds
    
    
    250
    
    
    
    
    
    
    
    
    
    
    
    250Equity securities
    
    
    2,036
    
    
    
    784
    
    
    
    
    
    
    
    1,252Total
    
    $
    520,124
    
    
    
    784
    
    
    
    517,838
    
    
    
    1,502
  7




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  EquityBonds
    
    Securities
    
    TotalBeginning Balance
    
    $
    250
    
    
    
    1,588
    
    
    
    1,838Total gains and losses (realized/unrealized)Included in earnings
    
    
    
    
    
    
    
    
    
    
    Included in other comprehensive
loss
    
    
    
    
    
    
    (336
    )
    
    
    (336
    )Purchases, issuances, and settlements
    
    
    
    
    
    
    
    
    
    
    Transfers in and/or out of Level 3
    
    
    
    
    
    
    
    
    
    
    Ending balance
    
    $
    250
    
    
    
    1,252
    
    
    
    1,502
  Fair Value Measurements at March 31, 2009 usingQuoted prices inActive Markets
    
    Significant
    
    SignificantAs of
    
    for Identical
    
    Other Observable
    
    UnobservableMarch 31,
    
    Assets
    
    Inputs
    
    Inputs
    
    TotalDescription
    
    2009
    
    (Level 1)
    
    (Level 2)
    
    (Level 3)
    
    ImpairmentsLoans measured for
impairment using the
fair value of the
collateral
    
    $
    36,208
    
    
    
    
    
    
    
    
    
    
    
    36,208
    
    
    
    9,860Impaired real estate owned
    
    
    1,590
    
    
    
    
    
    
    
    
    
    
    
    1,590
    
    
    
    211Impaired goodwill
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,124
  Loans Measured For Impairment
  Impaired Real Estate Owned
  8




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 Impaired Goodwill
  3. Securities Available for Sale
  March 31, 2009Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    EstimatedCost
    
    
    Gains
    
    
    Losses
    
    
    Fair ValueMortgage-Backed Securities:Mortgage-backed securities
    
    $
    350,142
    
    
    
    13,258
    
    
    
    11
    
    
    
    363,389Real estate mortgage investment conduits (1)
    
    
    150,445
    
    
    
    4,004
    
    
    
    
    
    
    
    154,449Total mortgage-backed securities
    
    
    500,587
    
    
    
    17,262
    
    
    
    11
    
    
    
    517,838Investment Securities:Other bonds
    
    
    250
    
    
    
    
    
    
    
    
    
    
    
    250Equity securities
    
    
    2,347
    
    
    
    32
    
    
    
    343
    
    
    
    2,036Total investment securities
    
    
    2,597
    
    
    
    32
    
    
    
    343
    
    
    
    2,286Total
    
    $
    503,184
    
    
    
    17,294
    
    
    
    354
    
    
    
    520,124
 December 31, 2008Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    EstimatedCost
    
    
    Gains
    
    
    Losses
    
    
    Fair ValueMortgage-Backed Securities:Mortgage-backed securities
    
    $
    521,895
    
    
    
    11,017
    
    
    
    39
    
    
    
    532,873Real estate mortgage investment conduits (1)
    
    
    165,449
    
    
    
    1,846
    
    
    
    944
    
    
    
    166,351Total mortgage-backed securities
    
    
    687,344
    
    
    
    12,863
    
    
    
    983
    
    
    
    699,224Investment Securities:Other bonds
    
    
    250
    
    
    
    
    
    
    
    
    
    
    
    250Equity securities
    
    
    2,347
    
    
    
    24
    
    
    
    
    
    
    
    2,371Total investment securities
    
    
    2,597
    
    
    
    24
    
    
    
    
    
    
    
    2,621Total
    
    $
    689,941
    
    
    
    12,887
    
    
    
    983
    
    
    
    701,845
 9




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 
 (1)
    
    Real estate mortgage investment conduits are pass-through entities that hold
residential loans and investors are issued ownership interests in the entities in the form of a
bond. The securities were issued by government agencies.  For the Three MonthsEnded March 31,2009
    
    
    2008Gross gains on securities sales
    
    $
    4,440
    
    
    
    1,776Gross losses on securities sales
    
    $
    
    
    
    
    (6,514
    )Proceeds from sales of securities
    
    $
    162,429
    
    
    
    141,085
 4. Discontinued Operations
  5. Restructuring Charges and Exit Activities
  EmployeeTerminationBenefits
    
    Contract
    
    TotalLiability
    
    Liability
    
    LiabilityBalance at January 1, 2008
    
    $
    102
    
    
    
    990
    
    
    
    1,092Expenses (recoveries)
    
    
    
    
    
    
    (115
    )
    
    
    (115
    )Amounts paid or amortized
    
    
    (88
    )
    
    
    (88
    )
    
    
    (176
    )Balance at March 31, 2008
    
    $
    14
    
    
    
    787
    
    
    
    801Balance at January 1, 2009
    
    
    171
    
    
    
    1,462
    
    
    
    1,633Expense incurred
    
    
    1,875
    
    
    
    
    
    
    
    1,875Amounts paid or amortized
    
    
    (138
    )
    
    
    (30
    )
    
    
    (168
    )Balance at March 31, 2009
    
    $
    1,908
    
    
    
    1,432
    
    
    
    3,340
  10




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 6. Loans Receivable
  March 31,
    
    
    December 31,2009
    
    
    2008Real estate loans:Residential
    
    $
    1,875,096
    
    
    
    1,929,616Builder land loans
    
    
    83,945
    
    
    
    84,453Land acquisition and development
    
    
    214,561
    
    
    
    226,484Land acquisition, development and
construction
    
    
    52,090
    
    
    
    60,730Construction and development
    
    
    232,054
    
    
    
    229,856Commercial
    
    
    710,573
    
    
    
    709,523Consumer  home equity
    
    
    711,236
    
    
    
    718,950Small business
    
    
    212,011
    
    
    
    218,694Other loans:Commercial business
    
    
    145,264
    
    
    
    144,554Small business  non-mortgage
    
    
    104,163
    
    
    
    108,230Consumer loans
    
    
    14,339
    
    
    
    16,406Deposit overdrafts
    
    
    6,404
    
    
    
    9,730Total gross loans
    
    
    4,361,736
    
    
    
    4,457,226Adjustments:Premiums, discounts and net deferred fees
    
    
    2,959
    
    
    
    3,221Allowance for loan losses
    
    
    (158,397
    )
    
    
    (137,257
    )Loans receivable, net
    
    $
    4,206,298
    
    
    
    4,323,190Loans held for sale
    
    $
    6,238
    
    
    
    3,461
   March 31,
    
    
    December 31,2009
    
    
    2008Construction and development
    
    $
    88,375
    
    
    
    124,332Commercial
    
    
    31,476
    
    
    
    38,930Total undisbursed loans in process
    
    $
    119,851
    
    
    
    163,262
 11




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 Allowance for Loan Losses (in thousands):
 For the Three Months EndedMarch 31,2009
    
    
    2008Balance, beginning of period
    
    $
    137,257
    
    
    
    94,020Loans charged-off
    
    
    (23,929
    )
    
    
    (47,247
    )Recoveries of loans previously charged-off
    
    
    792
    
    
    
    175Net (charge-offs)
    
    
    (23,137
    )
    
    
    (47,072
    )Provision for loan losses
    
    
    44,277
    
    
    
    42,888Balance, end of period
    
    $
    158,397
    
    
    
    89,836
  March 31, 2009
    
    December 31, 2008Gross
    
    
    
    
    
    GrossRecorded
    
    Specific
    
    Recorded
    
    SpecificInvestment
    
    Allowances
    
    Investment
    
    AllowancesImpaired loans with specific
valuation allowances
    
    $
    189,706
    
    
    
    45,487
    
    
    
    174,710
    
    
    
    41,192Impaired loans without
specific
valuation allowances
    
    
    235,964
    
    
    
    
    
    
    
    138,548
    
    
    
    Total
    
    $
    425,670
    
    
    
    45,487
    
    
    
    313,258
    
    
    
    41,192
   For the Three Months EndedMarch 31, 2009Contracted interest income
    
    $
    5,097Interest income recognized
    
    
    (694
    )Foregone interest income
    
    $
    4,403
 7. Goodwill
   12




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  8. Related Parties
     For the Three Months EndedMarch 31,2009
    
    
    2008Non-interest income:Other  office facilities
    
    $
    123
    
    
    
    55Non-interest expense:Employee compensation
and benefits
    
    
    (29
    )
    
    
    (55
    )Other  back-office support
    
    
    (441
    )
    
    
    (328
    )Net effect of affiliate transactions
before income taxes
    
    $
    (347
    )
    
    
    (328
    )
   Class A
    
    WeightedCommon
    
    AverageStock
    
    PriceOptions outstanding
    
    
    53,789
    
    
    $
    48.46Options non-vested
    
    
    13,610
    
    
    $
    92.85
  13




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
    9. Segment Reporting
   Reportable Segment
    
    Operating Segments AggregatedBankAtlantic
    
    Banking operationsParent Company
    
    BankAtlantic Bancorps operations, costs of acquisitions, asset and
capital management and financing activities
  14




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  Parent
    
    
    Elimination
    
    
    SegmentBankAtlantic
    
    
    Company
    
    
    Entries
    
    
    Total2009Interest income
    
    $
    62,409
    
    
    
    209
    
    
    
    (9
    )
    
    
    62,609Interest expense
    
    
    (20,640
    )
    
    
    (4,230
    )
    
    
    9
    
    
    
    (24,861
    )Provision for loan losses
    
    
    (43,520
    )
    
    
    (757
    )
    
    
    
    
    
    
    (44,277
    )Non-interest income
    
    
    32,865
    
    
    
    460
    
    
    
    (216
    )
    
    
    33,109Non-interest expense
    
    
    (71,703
    )
    
    
    (1,704
    )
    
    
    216
    
    
    
    (73,191
    )Segment losses before
income taxes
    
    
    (40,589
    )
    
    
    (6,022
    )
    
    
    
    
    
    
    (46,611
    )Provision for income
taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Segment net loss
    
    $
    (40,589
    )
    
    
    (6,022
    )
    
    
    
    
    
    
    (46,611
    )Total assets
    
    $
    5,488,603
    
    
    
    506,711
    
    
    
    (424,554
    )
    
    
    5,570,7602008Interest income
    
    $
    83,358
    
    
    
    420
    
    
    
    (46
    )
    
    
    83,732Interest expense
    
    
    (35,353
    )
    
    
    (5,794
    )
    
    
    46
    
    
    
    (41,101
    )Provision for loan losses
    
    
    (42,888
    )
    
    
    
    
    
    
    
    
    
    
    (42,888
    )Non-interest income
    
    
    35,553
    
    
    
    (4,646
    )
    
    
    (268
    )
    
    
    30,639Non-interest expense
    
    
    (68,626
    )
    
    
    (1,675
    )
    
    
    268
    
    
    
    (70,033
    )Segment losses before
income taxes
    
    
    (27,956
    )
    
    
    (11,695
    )
    
    
    
    
    
    
    (39,651
    )Benefit for income taxes
    
    
    10,975
    
    
    
    4,112
    
    
    
    
    
    
    
    15,087Segment net loss
    
    $
    (16,981
    )
    
    
    (7,583
    )
    
    
    
    
    
    
    (24,564
    )Total assets
    
    $
    6,212,300
    
    
    
    730,427
    
    
    
    (552,037
    )
    
    
    6,390,690
 10. Financial Instruments with Off-balance Sheet Risk
  March 31,
    
    December 31,2009
    
    2008Commitments to sell fixed rate residential loans
    
    $
    43,184
    
    
    
    25,304Commitments to originate loans held for sale
    
    
    36,945
    
    
    
    21,843Commitments to originate loans held to maturity
    
    
    39,571
    
    
    
    16,553Commitments to extend credit, including the
undisbursed
portion of loans in process
    
    
    499,913
    
    
    
    597,739Standby letters of credit
    
    
    19,717
    
    
    
    20,558Commercial lines of credit
    
    
    51,266
    
    
    
    66,954
  15




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  11. Earnings per Share
  For the Three Months EndedMarch 31,2009
    
    
    2008Basic loss per share:Numerator:Loss from continuing operations
    
    $
    (46,611
    )
    
    
    (24,564
    )Discontinued operations
    
    
    4,201
    
    
    
    1,121Net (loss)
    
    $
    (42,410
    )
    
    
    (23,443
    )Denominator:Basic weighted average number of
common shares outstanding
    
    
    11,234,140
    
    
    
    11,219,319Basic loss per share from:Continuing operations
    
    $
    (4.15
    )
    
    
    (2.19
    )Discontinued operations
    
    
    0.37
    
    
    
    0.10Basic loss per share
    
    $
    (3.78
    )
    
    
    (2.09
    )Diluted loss per shareNumerator:Loss from continuing operations
    
    $
    (46,611
    )
    
    
    (24,564
    )Discontinued operations
    
    
    4,201
    
    
    
    1,121Net loss
    
    $
    (42,410
    )
    
    
    (23,443
    )Denominator:Basic weighted average number of
common shares outstanding
    
    
    11,234,140
    
    
    
    11,219,319Diluted weighted average shares outstanding
    
    
    11,234,140
    
    
    
    11,219,319Diluted loss per share from:Continuing operations
    
    $
    (4.15
    )
    
    
    (2.19
    )Discontinued operations
    
    
    0.37
    
    
    
    0.10Diluted loss per share
    
    $
    (3.78
    )
    
    
    (2.09
    )Cash dividends per share:Class A share
    
    $
    0.025
    
    
    
    0.025Class B share
    
    $
    0.025
    
    
    
    0.025
  12. New Accounting Pronouncements
  16




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
    
 Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
   17




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  Critical Accounting Policies
  Consolidated Results of Operations
  For the Three Months Ended March 31,2009
    
    
    2008
    
    
    ChangeBankAtlantic
    
    $
    (40,589
    )
    
    
    (16,981
    )
    
    
    (23,608
    )Parent Company
    
    
    (6,022
    )
    
    
    (7,583
    )
    
    
    1,561Net loss
    
    $
    (46,611
    )
    
    
    (24,564
    )
    
    
    (22,047
    )
 For the Three Months Ended March 31, 2009 Compared to the Same 2008 Period:
  18




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
   BankAtlantic Results of Operations
 Net interest income
 Bank Operations Business SegmentAverage Balance Sheet - Yield / Rate AnalysisFor the Three Months EndedMarch 31, 2009
    
    

    March 31, 2008Average
    
    
    Revenue/
    
    
    Yield/
    
    
    Average
    
    
    Revenue/
    
    
    Yield/(in thousands)
    
    Balance
    
    
    Expense
    
    
    Rate
    
    
    Balance
    
    
    Expense
    
    
    Rate|
    
    | |
    
    
    |
    
    
    | |Total loans
    
    $
    4,355,818
    
    
    
    49,607
    
    
    
    4.56
    
    
    $
    4,637,747
    
    
    
    68,136
    
    
    
    5.88Investments
    
    
    935,936
    
    
    
    12,803
    
    
    
    5.47
    
    
    
    1,031,714
    
    
    
    15,222
    
    
    
    5.90Total interest earning assets
    
    
    5,291,754
    
    
    
    62,410
    
    
    
    4.72
    %
    
    
    5,669,461
    
    
    
    83,358
    
    
    
    5.88
    %Goodwill and core deposit intangibles
    
    
    25,971
    
    
    
    
    
    
    
    
    
    
    
    75,718Other non-interest earning assets
    
    
    356,514
    
    
    
    
    
    
    
    
    
    
    
    416,496Total Assets
    
    $
    5,674,239
    
    
    
    
    
    
    
    
    
    
    $
    6,161,675Deposits:Savings
    
    $
    441,278
    
    
    
    500
    
    
    
    0.46
    %
    
    $
    566,448
    
    
    
    2,018
    
    
    
    1.43
    %NOW
    
    
    1,047,116
    
    
    
    1,413
    
    
    
    0.55
    
    
    
    926,381
    
    
    
    2,683
    
    
    
    1.16Money market
    
    
    421,883
    
    
    
    773
    
    
    
    0.74
    
    
    
    609,062
    
    
    
    3,158
    
    
    
    2.09Certificates of deposit
    
    
    1,300,056
    
    
    
    10,301
    
    
    
    3.21
    
    
    
    992,078
    
    
    
    10,734
    
    
    
    4.35Total interest bearing deposits
    
    
    3,210,333
    
    
    
    12,987
    
    
    
    1.64
    
    
    
    3,093,969
    
    
    
    18,593
    
    
    
    2.42Short-term borrowed funds
    
    
    278,209
    
    
    
    182
    
    
    
    0.27
    
    
    
    168,742
    
    
    
    1,325
    
    
    
    3.16Advances from FHLB
    
    
    903,077
    
    
    
    7,164
    
    
    
    3.22
    
    
    
    1,423,746
    
    
    
    14,946
    
    
    
    4.22Long-term debt
    
    
    22,820
    
    
    
    308
    
    
    
    5.47
    
    
    
    26,456
    
    
    
    489
    
    
    
    7.43Total interest bearing liabilities
    
    
    4,414,439
    
    
    
    20,641
    
    
    
    1.90
    
    
    
    4,712,913
    
    
    
    35,353
    
    
    
    3.02Demand deposits
    
    
    775,977
    
    
    
    
    
    
    
    
    
    
    
    854,761Non-interest bearing other liabilities
    
    
    61,523
    
    
    
    
    
    
    
    
    
    
    
    48,823Total Liabilities
    
    
    5,251,939
    
    
    
    
    
    
    
    
    
    
    
    5,616,497Stockholders equity
    
    
    422,300
    
    
    
    
    
    
    
    
    
    
    
    545,178Total liabilities and stockholders
equity
    
    $
    5,674,239
    
    
    
    
    
    
    
    
    
    
    $
    6,161,675Net interest income/
net interest spread
    
    
    
    
    
    
    41,769
    
    
    
    2.82
    %
    
    
    
    
    
    
    48,005
    
    
    
    2.86
    %MarginInterest income/interest earning assets
    
    
    
    
    
    
    
    
    
    
    4.72
    %
    
    
    
    
    
    
    
    
    
    
    5.88
    %Interest expense/interest earning assets
    
    
    
    
    
    
    
    
    
    
    1.58
    
    
    
    
    
    
    
    
    
    
    
    2.51Net interest margin
    
    
    
    
    
    
    
    
    
    
    3.14
    %
    
    
    
    
    
    
    
    
    
    
    3.37
    %
 19




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 For the Three Months Ended March 31, 2009 Compared to the Same 2008 Period:
      20




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 Asset Quality
  March 31,
    
    
    December 31,2009
    
    
    2008NONPERFORMING ASSETSNonaccrual:Tax certificates
    
    $
    1,298
    
    
    
    1,441Loans (3)
    
    
    271,444
    
    
    
    208,088Total nonaccrual
    
    
    272,742
    
    
    
    209,529Repossessed assets:Real estate owned
    
    
    21,763
    
    
    
    19,045Total nonperforming assets, net
    
    $
    294,505
    
    
    
    228,574AllowancesAllowance for loan losses
    
    $
    146,639
    
    
    
    125,572Allowance for tax certificate losses
    
    
    7,036
    
    
    
    6,064Total allowances
    
    $
    153,675
    
    
    
    131,636POTENTIAL PROBLEM LOANSContractually past due 90 days or more (1)
    
    $
    3,030
    
    
    
    15,721Performing impaired loans (2)
    
    
    34,398
    
    
    
    Troubled debt restructured loans
    
    
    43,187
    
    
    
    25,843TOTAL POTENTIAL PROBLEM LOANS
    
    $
    80,615
    
    
    
    41,564
 
 (1)
    
    The majority of these loans have matured and the
borrowers continue to make payments under the matured agreements.(2)
    
    BankAtlantic believes that it will ultimately
collect all of the principal and interest associated with these loans;
however, the timing of the payments may not be in accordance with the
contractual terms of the loan agreement.(3)
    
    Includes $4.7 million of troubled debt restructured
loans.  For the Three MonthsEnded March 31,2009
    
    
    2008Balance, beginning of period
    
    $
    125,572
    
    
    
    94,020Charge-offsResidential
    
    
    (4,588
    )
    
    
    (624
    )Commercial
    
    
    (5,565
    )
    
    
    (40,591
    )Consumer
    
    
    (10,321
    )
    
    
    (4,836
    )Small business
    
    
    (2,771
    )
    
    
    (1,196
    )Total Charge-offs
    
    
    (23,245
    )
    
    
    (47,247
    )Recoveries of loans previously charged-off
    
    
    792
    
    
    
    175Net (charge-offs)
    
    
    (22,453
    )
    
    
    (47,072
    )Transfer of specific reserves to Parent Company
    
    
    
    
    
    
    (6,440
    )Provision for loan losses
    
    
    43,520
    
    
    
    42,888Balance, end of period
    
    $
    146,639
    
    
    
    83,396
  21




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
     BankAtlantics Non-Interest Income
 For the Three MonthsEnded March 31,(in thousands)
    
    2009
    
    2008
    
    ChangeService charges on deposits
    
    $
    18,685
    
    
    
    24,014
    
    
    
    (5,329
    )Other service charges and fees
    
    
    7,025
    
    
    
    7,433
    
    
    
    (408
    )Securities activities, net
    
    
    4,320
    
    
    
    341
    
    
    
    3,979Income from unconsolidated subsidiaries
    
    
    78
    
    
    
    1,113
    
    
    
    (1,035
    )Other
    
    
    2,757
    
    
    
    2,652
    
    
    
    105Non-interest income
    
    $
    32,865
    
    
    
    35,553
    
    
    
    (2,688
    )
   22




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
     BankAtlantics Non-Interest Expense
 For the Three MonthsEnded March 31,(in thousands)
    
    2009
    
    2008
    
    ChangeEmployee compensation and benefits
    
    $
    28,078
    
    
    
    34,243
    
    
    
    (6,165
    )Occupancy and equipment
    
    
    14,910
    
    
    
    16,383
    
    
    
    (1,473
    )Advertising and business promotion
    
    
    2,781
    
    
    
    4,861
    
    
    
    (2,080
    )Check losses
    
    
    844
    
    
    
    2,718
    
    
    
    (1,874
    )Professional fees
    
    
    2,944
    
    
    
    2,260
    
    
    
    684Supplies and postage
    
    
    1,000
    
    
    
    1,003
    
    
    
    (3
    )Telecommunication
    
    
    694
    
    
    
    1,496
    
    
    
    (802
    )Cost associated with debt redemption
    
    
    591
    
    
    
    1
    
    
    
    590Restructuring charges and exit activities
    
    
    1,874
    
    
    
    (115
    )
    
    
    1,989Provision for tax certificates
    
    
    1,486
    
    
    
    (117
    )
    
    
    1,603Impairment of goodwill
    
    
    9,124
    
    
    
    
    
    
    
    9,124Other
    
    
    7,377
    
    
    
    5,893
    
    
    
    1,484Total non-interest expense
    
    $
    71,703
    
    
    
    68,626
    
    
    
    3,077
     23




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
        Parent Company Results of Operations
 For the Three MonthsEnded March 31,(in thousands)
    
    2009
    
    
    2008
    
    
    ChangeNet interest (expense)
    
    $
    (4,021
    )
    
    
    (5,374
    )
    
    
    1,353Provision for loan losses
    
    
    (757
    )
    
    
    
    
    
    
    (757
    )Net interest (expense) after provision
for loan losses
    
    
    (4,778
    )
    
    
    (5,374
    )
    
    
    596Non-interest income (expense)
    
    
    460
    
    
    
    (4,646
    )
    
    
    5,106Non-interest expense
    
    
    1,704
    
    
    
    1,675
    
    
    
    29(Loss) before income taxes
    
    
    (6,022
    )
    
    
    (11,695
    )
    
    
    5,673Income tax benefit
    
    
    
    
    
    
    (4,112
    )
    
    
    4,112Parent company (loss)
    
    $
    (6,022
    )
    
    
    (7,583
    )
    
    
    1,561
  24




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
    March 31,
    
    December 31,2009
    
    2008Nonaccrual loans:Commercial residential real estate:Builder land loans
    
    $
    22,019
    
    
    
    22,019Land acquisition and development
    
    
    16,660
    
    
    
    16,759Land acquisition, development and
construction
    
    
    25,726
    
    
    
    29,163Total commercial residential real estate
    
    
    64,405
    
    
    
    67,941Commercial non-residential real estate
    
    
    9,916
    
    
    
    11,386Total non-accrual loans
    
    
    74,321
    
    
    
    79,327Allowance for loan losses  specific reserves
    
    
    (11,758
    )
    
    
    (11,685
    )Non-accrual loans, net
    
    
    62,563
    
    
    
    67,642Performing commercial non-residential loans
    
    
    2,259
    
    
    
    2,259Loans receivable, net
    
    $
    64,822
    
    
    
    69,901
   For the Three MonthsEnded March 31,2009
    
    
    2008Balance, beginning of period
    
    $
    11,685
    
    
    
    Loans charged-off
    
    
    (684
    )
    
    
    Recoveries of loans previously charged-off
    
    
    
    
    
    
    Net (charge-offs)
    
    
    (684
    )
    
    
    Reserves transferred from BankAtlantic
    
    
    
    
    
    
    6,440Provision for loan losses
    
    
    757
    
    
    
    Balance, end of period
    
    $
    11,758
    
    
    
    6,440
 25




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 BankAtlantic Bancorp, Inc. Consolidated Financial Condition
   
    
    Increase in cash and cash equivalents primarily reflecting $119.7 million of higher
cash balances at depository institutions associated with daily cash management
activities;
    
    Decrease in securities available for sale reflecting the sale of $149.1 million of
mortgage-backed securities;
    
    Decrease in tax certificate balances primarily due to redemptions and decreased tax
certificate acquisitions compared to prior periods;
    
    Decline in FHLB stock related to lower FHLB advance borrowings;
    
    Decrease in loan receivable balances associated with repayments of residential loans
in the normal course of business combined with a significant decline in loan
originations and purchases;
    
    Decrease in accrued interest receivable primarily resulting from lower loan balances
and a significant decline in interest rates;
    
    Increase in real estate owned associated with residential loan foreclosures; and
    
    Decrease in goodwill associated with the impairment of $9.1 million of goodwill.
  
    
    Increased interest bearing deposit account balances associated with promotions of
higher-yielding interest-bearing checking accounts and increases in certificates of
deposits;
    
    Higher non-interest-bearing deposit balances primarily due to increased customer
balances in checking accounts;
    
    Lower FHLB advances and short term borrowings due to repayments using proceeds from
the sales of securities and loan repayments and increases in deposit account balances;
and
    
    Increase in junior subordinated debentures due to interest deferments.
 Liquidity and Capital Resources
 BankAtlantic Bancorp, Inc. Liquidity and Capital Resources
  26




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
       As of March 31, 2009Gross
    
    GrossCarrying
    
    Unrealized
    
    Unrealized
    
    Estimated(in thousands)
    
    Value
    
    Appreciation
    
    Depreciation
    
    Fair ValueCash and cash equivalents
    
    $
    19,860
    
    
    
    
    
    
    
    
    
    
    
    19,860Securities available for sale
    
    
    1,253
    
    
    
    
    
    
    
    
    
    
    
    1,253Private investment securities
    
    
    2,036
    
    
    
    339
    
    
    
    
    
    
    
    2,375Total
    
    $
    23,149
    
    
    
    339
    
    
    
    
    
    
    
    23,488
  27




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 BankAtlantic Liquidity and Capital Resources
      28




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
       Minimum RatiosAdequately
    
    WellActual
    
    Capitalized
    
    CapitalizedAmount
    
    Ratio
    
    Ratio
    
    RatioAt March 31, 2009:Total risk-based capital
    
    $
    449,506
    
    
    
    11.86
    %
    
    
    8.00
    %
    
    
    10.00
    %Tier 1 risk-based
capital
    
    
    379,245
    
    
    
    10.01
    
    
    
    4.00
    
    
    
    6.00Tangible capital
    
    
    379,245
    
    
    
    6.97
    
    
    
    1.50
    
    
    
    1.50Core capital
    
    
    379,245
    
    
    
    6.97
    
    
    
    4.00
    
    
    
    5.00At December 31, 2008:Total risk-based capital
    
    $
    456,776
    
    
    
    11.63
    %
    
    
    8.00
    %
    
    
    10.00
    %Tier 1 risk-based
capital
    
    
    385,006
    
    
    
    9.85
    
    
    
    4.00
    
    
    
    6.00Tangible capital
    
    
    385,006
    
    
    
    6.94
    
    
    
    1.50
    
    
    
    1.50Core capital
    
    
    385,006
    
    
    
    6.94
    
    
    
    4.00
    
    
    
    5.00
  29




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
  Contractual Obligations and Off Balance Sheet Arrangements as of March 31, 2009 (in thousands):
 Payments Due by Period (2)Less than
    
    
    
    
    
    
    
    
    
    After 5Contractual Obligations
    
    Total
    
    1 year
    
    1-3 years
    
    4-5 years
    
    yearsTime deposits
    
    $
    1,293,215
    
    
    
    1,227,244
    
    
    
    52,357
    
    
    
    13,614
    
    
    
    Long-term debt
    
    
    320,341
    
    
    
    
    
    
    
    22,000
    
    
    
    822
    
    
    
    297,519Advances from FHLB (1)
    
    
    817,000
    
    
    
    725,000
    
    
    
    92,000
    
    
    
    
    
    
    
    Operating lease obligations held for
sublease
    
    
    30,466
    
    
    
    1,230
    
    
    
    3,636
    
    
    
    2,408
    
    
    
    23,192Operating lease obligations held for use
    
    
    72,196
    
    
    
    7,523
    
    
    
    17,195
    
    
    
    7,595
    
    
    
    39,883Pension obligation
    
    
    17,340
    
    
    
    1,269
    
    
    
    2,995
    
    
    
    3,229
    
    
    
    9,847Other obligations
    
    
    12,800
    
    
    
    
    
    
    
    4,800
    
    
    
    6,400
    
    
    
    1,600Total contractual cash obligations
    
    $
    2,563,358
    
    
    
    1,962,266
    
    
    
    194,983
    
    
    
    34,068
    
    
    
    372,041
 
 (1)
    
    Payments due by period are based on contractual maturities(2)
    
    The above table excludes interest payments on interest bearing liabilities 
 Item 3. Quantitative and Qualitative Disclosures about Market Risk
   
 Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Control over Financial Reporting
  30




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##### Table of Contents



BankAtlantic Bancorp, Inc. and Subsidiaries
 
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings.
  
 Item 1A. Risk Factors.
 
 
 Item 6. Exhibits
 Exhibit 31.1
    
    Certification of the Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002Exhibit 31.2
    
    Certification of the Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002Exhibit 32.1
    
    Certification of the Chief Executive Officer pursuant to 18
U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002Exhibit 32.2
    
    Certification of the Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
 
 Signatures
  BANKATLANTIC BANCORP, INC.May 11, 2009

          Date
    
    
    
    
    
    By:
    
    /s/ Alan B. Levan

Alan B. LevanChief Executive Officer/Chairman/PresidentMay 11, 2009

          Date
    
    
    
    
    
    By:
    
    /s/ Valerie C. Toalson

Valerie C. ToalsonExecutive Vice President,Chief Financial Officer
 31