e11vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Mark One
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þ |
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2005
OR
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o |
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 |
Commission File No.: 001-16577
A. Full title of the plan and the address of the plan, if different from that of the
issuer named below:
Flagstar Bank 401(k) Plan
B. Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
Flagstar Bancorp, Inc.
5151 Corporate Drive
Troy, MI 48098
TABLE OF CONTENTS
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3 |
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4 |
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Financial Statements |
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5 |
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6 |
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7 |
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Supplemental Information |
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12 |
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16 |
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18 |
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19 |
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and Administrator of
Flagstar Bank 401(k) Plan
We have audited the accompanying statement of net assets available for benefits of Flagstar Bank
401(k) Plan (the Plan) as of December 31, 2005, and the related statement of changes in net
assets available for benefits for the year ended December 31, 2005. These financial statements are
the responsibility of the Plans management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform an audit of its internal control over
financial reporting. Our audit included consideration of internal control over financial reporting
as a basis for designing audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the Plans internal control over
financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2005, and the
changes in net assets available for benefits for the year ended December 31, 2005, in conformity
with accounting principles generally accepted in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule, Schedule H, line 4iSchedule of Assets (Held at End
of Year), is presented for the purpose of additional analysis and is not a required part of the
basic financial statements, but is supplementary information required by the Department of Labor
Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security
Act of 1974. This supplemental schedule is the responsibility of the Plans management. The
supplemental schedule has been subjected to the auditing procedures applied in our audit of the
basic financial statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Virchow, Krause & Company, LLP
Southfield, Michigan
June 12, 2006
3
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and Administrator of
Flagstar Bank 401(k) Plan
We have audited the accompanying statement of net assets available for benefits of Flagstar Bank
401(k) Plan (the Plan) as of December 31, 2004. This financial statement is the responsibility
of the Plans management. Our responsibility is to express an opinion on this financial statement
based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform an audit of its internal control over
financial reporting. Our audit included consideration of internal control over financial reporting
as a basis for designing audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the Plans internal control over
financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statement referred to above presents fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2004, in conformity
with accounting principles generally accepted in the United States of America.
/s/ Grant Thornton LLP
Southfield, Michigan
June 27, 2005
4
Flagstar Bank 401(k) Plan
Statements of Net Assets Available for Benefits
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December 31, |
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2005 |
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2004 |
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Assets |
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Investments at fair value |
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Flagstar Bancorp, Inc. common stock |
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$ |
12,381,408 |
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$ |
18,204,390 |
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Mutual funds |
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55,748,380 |
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46,926,740 |
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Money market funds |
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6,973,753 |
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6,566,992 |
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Common/Collective trusts |
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20,936 |
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19,424 |
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Participant loans |
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2,723,215 |
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2,453,374 |
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Total investments |
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77,847,692 |
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74,170,920 |
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Receivables: |
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Employer contributions |
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126,623 |
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Participant contributions |
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300,864 |
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1,886 |
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Other |
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4,185 |
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76,212 |
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Total receivables |
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431,672 |
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78,098 |
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Total assets |
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78,279,364 |
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74,249,018 |
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Liabilities |
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Refundable contributions |
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13,253 |
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138,931 |
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Total liabilities |
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13,253 |
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138,931 |
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Net assets available for benefits |
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$ |
78,266,111 |
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$ |
74,110,087 |
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The accompanying notes are an integral part of these statements.
5
Flagstar Bank 401(k) Plan
Statement of Changes in Net Assets Available for Benefits
For the year ended December 31,
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2005 |
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Additions |
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Additions to net assets attributed to: |
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Investment income: |
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Net depreciation in fair value of investments |
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$ |
(2,336,700 |
) |
Interest and dividends |
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1,778,271 |
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Total investment loss |
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(558,429 |
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Contributions: |
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Participant |
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9,227,184 |
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Employer |
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3,285,530 |
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Rollovers |
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473,449 |
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Total contributions |
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12,986,163 |
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Total additions |
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12,427,734 |
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Deductions |
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Deductions from net assets attributed to: |
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Participant benefits paid |
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8,204,247 |
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Administrative fees |
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55,638 |
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Deemed distributions |
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11,825 |
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Total deductions |
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8,271,710 |
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Net increase |
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4,156,024 |
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Net assets available for benefits: |
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Beginning of year |
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74,110,087 |
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End of year |
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$ |
78,266,111 |
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The accompanying notes are an integral part of this statement.
6
Flagstar Bank 401(k) Plan
Notes to Financial Statements
December 31, 2005 and 2004
Note A Description of Plan
The following description of the Flagstar Bank 401(k) Plan (the Plan) provides only general
information. Participants should refer to the Plan document for a more complete description of the
Plans provisions.
General
The Plan is a defined contribution plan covering all employees of Flagstar Bancorp, Inc. (the
Company) who have met the eligibility service requirements. An employee is eligible to
participate in the Plan after three months of service and is age 21 or older. The Plan is subject
to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
Contributions
Eligible employees may contribute up to 60% in 2005 and 2004 up to the statutory limits ($14,000 in
2005 and $13,000 in 2004) per annum, of their eligible compensation to the Plan. Effective in 2004,
participants that meet certain criteria are able to make additional catch-up contributions of
$4,000 in 2005 and $3,000 in 2004. Participants may also contribute amounts representing
distributions from other qualified defined benefit or defined contribution plans. The Company
matches employee contributions up to 3% per annum of the employees compensation, up to a maximum
of $6,300, excluding the catch-up contributions. The Company may make discretionary contributions
to the Plan. No discretionary contributions were made in 2005. All contributions are invested in
accordance with the participants directive.
Vesting
Participants are immediately vested in their voluntary contributions. Vesting in the Company
contributions and related earnings is based on years of service. A participant becomes 100% vested
in Company contributions after five years of credited service.
Participants Accounts
Each participants account is credited with the participants contribution, the Company
contribution made on the employees behalf and an allocation of Plan earnings based on the
employees account balance. The benefit to which a participant is entitled is the benefit that can
be provided from the participants vested account.
Participant Loans
Participant loans are permitted by the Plan. Participants may borrow a minimum of $1,000 up to the
lesser of $50,000 or 50% of the participants vested account balance, reduced by the highest
outstanding loan balance in the preceding 12 months. All loans must be repaid in level payments
through after-tax payroll deductions over a five-year period or up to 10 years for the purchase of
a primary residence. The loans are collateralized by up to 50% of a participants account balance
and bear interest at rates ranging from 5.00%-10.50%, as determined by the Plan administrator.
7
Flagstar Bank 401(k) Plan
Notes to Financial Statements Continued
December 31, 2005 and 2004
Payment of Benefits
Upon termination of services, retirement, attainment of age 59-1/2, death or disability, the
participant or his or her beneficiaries are entitled to receive a distribution based on the vested
amount of his or her account. A participant may also receive a distribution of his or her vested
account balance in the case of financial hardship subject to the discretion of the Plans
administrator.
Forfeitures
If a participant terminates employment, any non-vested portion of the participants account is
forfeited. Forfeitures are applied to reduce the contributions of the Company. Forfeited non-vested
accounts totaled $160,000 at December 31, 2005 and $136,000 at December 31, 2004. In 2005, employer
contributions were reduced by $499,000 from forfeited non-vested accounts.
Note B Summary of Accounting Policies
A summary of the significant accounting polices consistently applied in the preparation of the
accompanying financial statements follows.
Basis of Accounting
The accompanying financial statements have been prepared using the accrual method of accounting in
accordance with accounting principles generally accepted in the United States of America.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported amounts of assets
and liabilities and changes there in, and the disclosure of contingent assets and liabilities.
Actual results could differ from those estimates.
Investment Valuation and Income Recognition
Investments are stated at fair value based upon the current quoted market prices. Shares of mutual
funds are valued at the net asset value of shares held by the Plan at year end. Participants loans
are valued at their outstanding balances, which approximate fair value. Purchases and sales of
securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date.
Payment of Benefits
Benefits are recorded when paid.
8
Flagstar Bank 401(k) Plan
Notes to Financial Statements Continued
December 31, 2005 and 2004
Note C Investments
The following presents investments that represent 5% or more of the Plans net assets.
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December 31, 2005 |
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Number of Shares |
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Fair Value |
Flagstar Bancorp, Inc. Common Stock |
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859,820 |
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$ |
12,381,408 |
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Fidelity Retirement Government Money Market |
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5,207,792 |
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5,207,792 |
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Mutual Funds |
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Fidelity Growth Company Fund |
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134,261 |
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8,543,024 |
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Fidelity Dividend Growth Fund |
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264,514 |
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7,615,354 |
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Fidelity Mid-Cap Stock Fund |
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245,456 |
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6,521,767 |
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Spartan U.S. Equity Index Fund |
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122,668 |
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5,417,011 |
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Fidelity Diversified International Fund |
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163,592 |
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5,323,271 |
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December 31, 2004 |
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Number of Shares |
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Fair Value |
Flagstar Bancorp, Inc. Common Stock |
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|
805,504 |
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$ |
18,204,390 |
|
Fidelity Retirement Government Money Market |
|
|
4,984,830 |
|
|
|
4,984,830 |
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Mutual Funds |
|
|
|
|
|
|
|
|
Fidelity Growth Company Fund |
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|
141,941 |
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|
|
7,958,630 |
|
Fidelity Dividend Growth Fund |
|
|
260,731 |
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|
|
7,428,229 |
|
Fidelity Mid-Cap Stock Fund |
|
|
226,894 |
|
|
|
5,320,659 |
|
Spartan U.S. Equity Index Fund |
|
|
119,162 |
|
|
|
5,107,286 |
|
Fidelity Diversified International Fund |
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|
143,864 |
|
|
|
4,120,268 |
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During 2005, the Plans investments (including gains and losses on investments bought and sold, as well
as held during the year) depreciated in value by $2,336,700 as follows:
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Flagstar Bancorp, Inc. Common Stock |
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($5,838,438 |
) |
Mutual funds |
|
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3,501,738 |
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Total |
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($2,336,700 |
) |
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Note D Parties-In-Interest
Certain plan investments are shares of mutual funds managed by Fidelity Management Trust Company.
Fidelity Management Trust Company is the trustee as defined by the Plan and, therefore, those
transactions qualify as party-in-interest transactions. Pursuant to the Plan agreement, the Company
may pay a portion of the administrative expenses of the Plan, at its discretion. Expenses paid to
the trustee by the Company amounted to $87,200 and $127,800 in 2005 and 2004, respectively. In
addition, the Plan trades in the common stock of the Company.
9
Flagstar Bank 401(k) Plan
Notes to Financial Statements Continued
December 31, 2005 and 2004
Note E Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan, subject to provisions of
ERISA. In the event of termination of the Plan, the assets of the Plan shall be distributed to all
participants to the extent of the value of each participants account after adjustment for
liquidation expenses, which were not paid by the Company. In the event of the Plan termination,
participants would become 100% vested in their employer contributions.
Note F Tax Status
The Internal Revenue Service has determined and informed the Company by a letter dated January 16,
2002, that the Plan and related trusts are designed in accordance with applicable sections of the
Internal Revenue Code (IRC). The Plan was amended, subsequent to the application for favorable
determination above, however, the Plan administrator believes that the Plan is designed and is
currently being operated in compliance with applicable requirements of the IRC.
Note G Risks and Uncertainties
The Plan provides for various investment options in any combination of equity securities, bonds,
fixed income securities and other investments with market and credit risks. Due to the level of
risk associated with certain investment securities, it is at least reasonably possible that changes
in the values of investment securities will occur in the near term and that such changes could
materially affect participants account balances and the amounts reported in the statement of net
assets available for benefits.
Note H Amount Owned to Participants Withdrawing from the Plan
The Plan had no liability to participants who had withdrawn from the Plan as of December 31, 2005
and 2004, respectively.
Note I Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of statements of net assets available for benefits and the
statement of changes in net assets available for benefits per the financial statements to the Form
5500.
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December 31, |
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2005 |
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2004 |
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|
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Net assets per financial statements |
|
$ |
78,266,111 |
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|
$ |
74,110,087 |
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Refundable contributions |
|
|
13,253 |
|
|
|
138,931 |
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|
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Net assets per Form 5500 |
|
$ |
78,279,364 |
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$ |
74,249,018 |
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Contributions per financial statements |
|
$ |
12,986,163 |
|
|
$ |
12,765,331 |
|
Refundable contributions |
|
|
13,253 |
|
|
|
138,931 |
|
|
|
|
Contributions per Form 5500 |
|
$ |
12,999,416 |
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|
$ |
12,904,262 |
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10
Supplemental Information
11
Flagstar Bank 401(k) Plan
Schedule H, line 4i Schedule of Assets (Held at End of Year)
December 31, 2005
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(b) Identity of issue, borrower, |
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(c) Description of investment including maturity date, |
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(a) |
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lessor or similar party |
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rate of interest, collateral, par, or maturity value |
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(d) Cost |
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(e) Current value |
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*
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Flagstar Bancorp, Inc.
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Common Stock
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**
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$ |
12,381,408 |
|
*
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Fidelity
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Retirement Government Money Market
|
|
**
|
|
|
5,207,792 |
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*
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Fidelity
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Retirement Money Market Portfolio
|
|
**
|
|
|
793,173 |
|
*
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FMTC
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Institutional Cash Portfolio
|
|
**
|
|
|
972,788 |
|
*
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Fidelity
|
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Managed Income Portfolio
|
|
**
|
|
|
20,936 |
|
|
|
ABF
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Balance Portfolio
|
|
**
|
|
|
101 |
|
|
|
ABF
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|
Large Cap Value Portfolio
|
|
**
|
|
|
15,518 |
|
|
|
AIM
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|
Small Company Growth Investment
|
|
**
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|
|
16 |
|
|
|
AIM
|
|
Blue Chip Fund Class A
|
|
**
|
|
|
659 |
|
|
|
AIM
|
|
Mid Cap Core Equity Fund Class A
|
|
**
|
|
|
6,765 |
|
|
|
AIM
|
|
Dynamics Investment Fund
|
|
**
|
|
|
16 |
|
|
|
AIM
|
|
Global Aggressive Growth Class A Fund
|
|
**
|
|
|
843 |
|
|
|
ALLNZ
|
|
CCM Cap Ap Adminstrative Fund
|
|
**
|
|
|
1,378 |
|
|
|
ALLNZ
|
|
CCM Mid Cap Administrative Fund
|
|
**
|
|
|
5,965 |
|
|
|
ALLNZ
|
|
NFJ Small Cap Value Fund Administrative Class
|
|
**
|
|
|
16 |
|
|
|
AM
|
|
Central Ultra Investment Fund
|
|
**
|
|
|
5,312 |
|
|
|
Ariel
|
|
Appreciation Fund
|
|
**
|
|
|
18,688 |
|
|
|
Ariel
|
|
Fund
|
|
**
|
|
|
98,895 |
|
|
|
Artisan
|
|
International Fund
|
|
**
|
|
|
12,013 |
|
|
|
Artisan
|
|
Mid Cap Value Fund
|
|
**
|
|
|
80,757 |
|
|
|
Baron
|
|
Small Cap Fund
|
|
**
|
|
|
27,312 |
|
|
|
Baron
|
|
Asset Fund
|
|
**
|
|
|
59,477 |
|
|
|
Calvert
|
|
SIF Equity Fund-Class A
|
|
**
|
|
|
20 |
|
|
|
Calvert
|
|
SIF Bond Fund Class A
|
|
**
|
|
|
32 |
|
|
|
Calvert
|
|
New Vision Small Cap Fund Class A
|
|
**
|
|
|
90 |
|
|
|
Col
|
|
Consolidated High Yield Z Fund
|
|
**
|
|
|
24,359 |
|
|
|
Col/Acorn
|
|
Select Fund Class Z
|
|
**
|
|
|
58,171 |
|
|
|
Credit Suisse
|
|
Global Fixed Income Fund Common Shares
|
|
**
|
|
|
12,858 |
|
|
|
Credit Suisse
|
|
Cap Appreciation Com Fund
|
|
**
|
|
|
4,010 |
|
|
|
DWS
|
|
International S
|
|
**
|
|
|
21,940 |
|
|
|
DWS
|
|
Global Opps S
|
|
**
|
|
|
14,510 |
|
|
|
DWS
|
|
Dividend High Return Equity Class A
|
|
**
|
|
|
2,115 |
|
*
|
|
Fidelity
|
|
Aggressive International Fund
|
|
**
|
|
|
19,407 |
|
*
|
|
Fidelity
|
|
Asset Manager Growth Fund
|
|
**
|
|
|
4,968 |
|
*
|
|
Fidelity
|
|
Disciplined Equity Fund
|
|
**
|
|
|
22,708 |
|
*
|
|
Fidelity
|
|
Real Estate Investment Portfolio Fund
|
|
**
|
|
|
295,149 |
|
*
|
|
Fidelity
|
|
Structured Large Cap Growth Fund
|
|
**
|
|
|
15,630 |
|
*
|
|
Fidelity
|
|
Structured Mid Cap Growth Fund
|
|
**
|
|
|
33,711 |
|
*
|
|
Fidelity
|
|
Total Bond Fund
|
|
**
|
|
|
752,599 |
|
*
|
|
Fidelity
|
|
Aggressive Growth Fund
|
|
**
|
|
|
25,963 |
|
*
|
|
Fidelity
|
|
Balanced Fund
|
|
**
|
|
|
97,478 |
|
*
|
|
Fidelity
|
|
Blue Chip Growth Fund
|
|
**
|
|
|
21,732 |
|
12
Flagstar Bank 401(k) Plan
Schedule H, line 4i Schedule of Assets (Held at End of Year) Continued
December 31, 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Identity of issue, borrower, |
|
(c) Description of investment including maturity date, |
|
|
|
|
(a) |
|
lessor or similar party |
|
rate of interest, collateral, par, or maturity value |
|
(d) Cost |
|
(e) Current value |
|
*
|
|
Fidelity
|
|
Canada Fund
|
|
**
|
|
|
209,374 |
|
*
|
|
Fidelity
|
|
Capital & Income Fund
|
|
**
|
|
|
34,058 |
|
*
|
|
Fidelity
|
|
Capital Appreciation Fund
|
|
**
|
|
|
52,976 |
|
*
|
|
Fidelity
|
|
Dividend Growth Fund
|
|
**
|
|
|
7,615,354 |
|
*
|
|
Fidelity
|
|
Diversified International Fund
|
|
**
|
|
|
5,323,271 |
|
*
|
|
Fidelity
|
|
Equity-Income II Fund
|
|
**
|
|
|
2,250 |
|
*
|
|
Fidelity
|
|
Equity-Income Fund
|
|
**
|
|
|
1,630,791 |
|
*
|
|
Fidelity
|
|
Europe Fund
|
|
**
|
|
|
33,394 |
|
*
|
|
Fidelity
|
|
Export and Multinational Fund
|
|
**
|
|
|
153,549 |
|
*
|
|
Fidelity
|
|
Fifty Fund
|
|
**
|
|
|
1,218 |
|
*
|
|
Fidelity
|
|
Freedom 2000 Fund
|
|
**
|
|
|
337,512 |
|
*
|
|
Fidelity
|
|
Freedom 2010 Fund
|
|
**
|
|
|
1,050,329 |
|
*
|
|
Fidelity
|
|
Freedom 2020 Fund
|
|
**
|
|
|
1,196,775 |
|
*
|
|
Fidelity
|
|
Freedom 2030 Fund
|
|
**
|
|
|
1,437,472 |
|
*
|
|
Fidelity
|
|
Freedom 2040 Fund
|
|
**
|
|
|
682,679 |
|
*
|
|
Fidelity
|
|
Freedom Income Fund
|
|
**
|
|
|
256,961 |
|
*
|
|
Fidelity
|
|
Ginnie Mae Fund
|
|
**
|
|
|
21,392 |
|
*
|
|
Fidelity
|
|
Growth Company Fund
|
|
**
|
|
|
8,543,024 |
|
*
|
|
Fidelity
|
|
Independence Fund
|
|
**
|
|
|
1,437,641 |
|
*
|
|
Fidelity
|
|
International Discovery Fund
|
|
**
|
|
|
122,444 |
|
*
|
|
Fidelity
|
|
Japan Fund
|
|
**
|
|
|
70,033 |
|
*
|
|
Fidelity
|
|
Low-Priced Stock Fund
|
|
**
|
|
|
2,966,710 |
|
*
|
|
Fidelity
|
|
Mid-Cap Stock Fund
|
|
**
|
|
|
6,521,767 |
|
*
|
|
Fidelity
|
|
Mortgage Securities Fund
|
|
**
|
|
|
1,736 |
|
*
|
|
Fidelity
|
|
New Markets Income Fund
|
|
**
|
|
|
167,966 |
|
*
|
|
Fidelity
|
|
Puritan Fund
|
|
**
|
|
|
3,221 |
|
*
|
|
Fidelity
|
|
Small Cap Stock Fund
|
|
**
|
|
|
50,137 |
|
*
|
|
Fidelity
|
|
Small Capital Retirement Fund
|
|
**
|
|
|
1,240,029 |
|
*
|
|
Fidelity
|
|
Trend Fund
|
|
**
|
|
|
8,801 |
|
*
|
|
Fidelity
|
|
U.S. Bond Index Fund
|
|
**
|
|
|
2,734,440 |
|
*
|
|
Fidelity
|
|
Value Fund
|
|
**
|
|
|
261,901 |
|
*
|
|
Fidelity
|
|
Worldwide Fund
|
|
**
|
|
|
109 |
|
*
|
|
Fidelity
|
|
Large Cap Stock Fund
|
|
**
|
|
|
14,476 |
|
*
|
|
Fidelity
|
|
Fidelity Fund
|
|
**
|
|
|
345 |
|
*
|
|
Fidelity
|
|
Contrafund
|
|
**
|
|
|
665,110 |
|
*
|
|
Fidelity
|
|
Investment Growth Bond Fund
|
|
**
|
|
|
22,868 |
|
*
|
|
Fidelity
|
|
Growth and Income Fund
|
|
**
|
|
|
10,332 |
|
*
|
|
Fidelity
|
|
Government Income Fund
|
|
**
|
|
|
1,013 |
|
*
|
|
Fidelity
|
|
Overseas Fund
|
|
**
|
|
|
16,770 |
|
*
|
|
Fidelity
|
|
Leveraged Company Stock Fund
|
|
**
|
|
|
608,449 |
|
*
|
|
Fidelity
|
|
Pacific Basin Fund
|
|
**
|
|
|
11,409 |
|
13
Flagstar Bank 401(k) Plan
Schedule H, line 4i Schedule of Assets (Held at End of Year) Continued
December 31, 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Identity of issue, |
|
|
|
|
|
|
|
|
borrower, |
|
(c) Description of investment including maturity date, |
|
|
|
|
(a) |
|
lessor or similar party |
|
rate of interest, collateral, par, or maturity value |
|
(d) Cost |
|
(e) Current value |
|
*
|
|
Fidelity
|
|
Asset Manager Growth Fund
|
|
**
|
|
|
59,061 |
|
*
|
|
Fidelity
|
|
Convertible Securities Fund
|
|
**
|
|
|
7,891 |
|
*
|
|
Fidelity
|
|
Utilities Fund
|
|
**
|
|
|
23,226 |
|
*
|
|
Fidelity
|
|
Emerging Markets Fund
|
|
**
|
|
|
387,937 |
|
*
|
|
Fidelity
|
|
Focused Stock Fund
|
|
**
|
|
|
1,518 |
|
*
|
|
Fidelity
|
|
Global Balanced Fund
|
|
**
|
|
|
8,484 |
|
*
|
|
Fidelity
|
|
Small Cap Independent Fund
|
|
**
|
|
|
8,923 |
|
*
|
|
Fidelity
|
|
Latin America Fund
|
|
**
|
|
|
338,146 |
|
*
|
|
Fidelity
|
|
Southeast Asia Fund
|
|
**
|
|
|
32,412 |
|
*
|
|
Fidelity
|
|
Strategic Income Fund
|
|
**
|
|
|
68,424 |
|
*
|
|
Fidelity
|
|
Short Term Bond Fund
|
|
**
|
|
|
6,634 |
|
*
|
|
Fidelity
|
|
Structured Large Cap Value Fund
|
|
**
|
|
|
40,479 |
|
*
|
|
Fidelity
|
|
Inflation Prot Bond Fund
|
|
**
|
|
|
34,709 |
|
*
|
|
Fidelity
|
|
Real Estate Income Fund
|
|
**
|
|
|
15,434 |
|
*
|
|
Fidelity
|
|
Blue Chip Value Fund
|
|
**
|
|
|
6,380 |
|
*
|
|
Fidelity
|
|
Mid Cap Value Fund
|
|
**
|
|
|
4,484 |
|
*
|
|
Fidelity
|
|
Freedom 2005 Fund
|
|
**
|
|
|
1,864 |
|
*
|
|
Fidelity
|
|
Freedom 2015 Fund
|
|
**
|
|
|
115,605 |
|
*
|
|
Fidelity
|
|
Freedom 2025 Fund
|
|
**
|
|
|
29,440 |
|
*
|
|
Fidelity
|
|
Freedom 2035 Fund
|
|
**
|
|
|
83,386 |
|
*
|
|
Fidelity
|
|
Europe Cap Appreciation Fund
|
|
**
|
|
|
7,489 |
|
*
|
|
Fidelity
|
|
Growth and Income Fund II
|
|
**
|
|
|
328 |
|
*
|
|
Fidelity
|
|
Strategic Dividend and Income Fund
|
|
**
|
|
|
96 |
|
*
|
|
Fidelity
|
|
Small Cap Growth Fund
|
|
**
|
|
|
3,114 |
|
*
|
|
Fidelity
|
|
Small Cap Value Fund
|
|
**
|
|
|
1,094 |
|
*
|
|
Fidelity
|
|
Value Strategies Fund
|
|
**
|
|
|
19,361 |
|
*
|
|
Fidelity
|
|
Intermediate Bond Fund
|
|
**
|
|
|
1,028 |
|
|
|
FMA
|
|
Small Company IS
|
|
**
|
|
|
5,451 |
|
|
|
Franklin
|
|
Small-Mid Cap Growth Fund Class A
|
|
**
|
|
|
758 |
|
|
|
Hartford
|
|
Growth Y Fund
|
|
**
|
|
|
1,097 |
|
|
|
Hartford
|
|
Small Cap Growth Y
|
|
**
|
|
|
837 |
|
|
|
LD Abbett
|
|
Small Cap Build Class A
|
|
**
|
|
|
24,354 |
|
|
|
LM
|
|
Value Trust Fidelity Class
|
|
**
|
|
|
31,726 |
|
|
|
Loomis
|
|
Small Cap Value R
|
|
**
|
|
|
1,268 |
|
|
|
Managers
|
|
Bond Fund
|
|
**
|
|
|
5,587 |
|
|
|
Managers
|
|
Value Fund
|
|
**
|
|
|
11,062 |
|
|
|
Mutual
|
|
Discovery Fund Class A
|
|
**
|
|
|
130,065 |
|
|
|
Mutual
|
|
Shares Class A
|
|
**
|
|
|
6,690 |
|
|
|
MSI
|
|
Emerging Markets Fund Class B
|
|
**
|
|
|
21,182 |
|
|
|
MSIFT
|
|
High Yield Advance Fund
|
|
**
|
|
|
140 |
|
14
Flagstar Bank 401(k) Plan
Schedule H, line 4i Schedule of Assets (Held at End of Year) Continued
December 31, 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Identity of issue, |
|
(c) Description of investment including maturity |
|
|
|
|
|
|
borrower, |
|
date, rate of interest, collateral, par, or maturity value |
|
|
|
|
(a) |
|
lessor or similar party |
|
|
|
(d) Cost |
|
(e) Current value |
|
|
|
NB
|
|
Partners Trust Fund
|
|
|
** |
|
|
|
56,796 |
|
|
|
NB
|
|
Regency Trust Fund
|
|
|
** |
|
|
|
1,008 |
|
|
|
NB
|
|
High Income Bond Investment Fund
|
|
|
** |
|
|
|
60 |
|
|
|
NB
|
|
International Fund Trust
|
|
|
** |
|
|
|
854 |
|
|
|
The Oakmark
|
|
Equity and Income Fund
|
|
|
** |
|
|
|
69,670 |
|
|
|
The Oakmark
|
|
Select I
|
|
|
** |
|
|
|
850,045 |
|
|
|
The Oakmark
|
|
Fund I
|
|
|
** |
|
|
|
17,499 |
|
|
|
PIM
|
|
Global Band AD Unhedged Fund
|
|
|
** |
|
|
|
7,491 |
|
|
|
PIMCO
|
|
High Yield Administration Class
|
|
|
** |
|
|
|
26,740 |
|
|
|
PIMCO
|
|
Low Duration Administration Class
|
|
|
** |
|
|
|
73 |
|
|
|
PIMCO
|
|
Long Term Government Administrative Class
|
|
|
** |
|
|
|
14,259 |
|
|
|
PIMCO
|
|
Real Return Fund Administrative Class
|
|
|
** |
|
|
|
253 |
|
|
|
PIMCO
|
|
Total Return Fund Administrative Class
|
|
|
** |
|
|
|
86,611 |
|
|
|
Rainier
|
|
Small Mid Cap Fund
|
|
|
** |
|
|
|
31,329 |
|
|
|
Royce
|
|
Value Plus Investment Fund
|
|
|
** |
|
|
|
42,332 |
|
|
|
Royce
|
|
Opportunity Fidelity Fund
|
|
|
** |
|
|
|
4,306 |
|
|
|
RS
|
|
Emerging Growth Fund
|
|
|
** |
|
|
|
3,588 |
|
|
|
RS
|
|
Partners Fund
|
|
|
** |
|
|
|
11,673 |
|
|
|
RS
|
|
Value Fund
|
|
|
** |
|
|
|
8,202 |
|
|
|
SB
|
|
Aggressive Growth Class A
|
|
|
** |
|
|
|
583 |
|
|
|
Spartan
|
|
U.S. Equity Index Fund
|
|
|
** |
|
|
|
5,417,011 |
|
|
|
Spartan
|
|
Total Market Index Fund
|
|
|
** |
|
|
|
31,911 |
|
|
|
Spartan
|
|
Extended Market Index
|
|
|
** |
|
|
|
58 |
|
|
|
TCW
|
|
Select Equity N Fund
|
|
|
** |
|
|
|
11,575 |
|
|
|
Templeton
|
|
Foreign Fund Class A
|
|
|
** |
|
|
|
35,573 |
|
|
|
Templeton
|
|
Foreign Small Company Class A
|
|
|
** |
|
|
|
13,761 |
|
|
|
Templeton
|
|
Dev Markets Fund Class A
|
|
|
** |
|
|
|
83,037 |
|
|
|
Templeton
|
|
Growth Fund Class A
|
|
|
** |
|
|
|
26,618 |
|
|
|
Templeton
|
|
World Fund Class A
|
|
|
** |
|
|
|
11,764 |
|
|
|
Templeton
|
|
Global Bond Fund Class A
|
|
|
** |
|
|
|
12,403 |
|
|
|
Van Kampen
|
|
Growth and Income Fund Class A
|
|
|
** |
|
|
|
14,081 |
|
|
|
Van Kampen
|
|
Equity Income Class A
|
|
|
** |
|
|
|
238 |
|
|
|
West
|
|
Asset Core Fidelity Fund
|
|
|
** |
|
|
|
1,668 |
|
|
|
WFA
|
|
Small Cap Value Class Z
|
|
|
** |
|
|
|
26,374 |
|
|
|
WFA
|
|
C&B Mid Cap Value Fund D
|
|
|
** |
|
|
|
505 |
|
*
|
|
Participant Loans
|
|
Interest rates ranging from 5% to
10.5% with various maturity dates
|
|
|
0 |
|
|
|
2,723,215 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$77,847,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Party-in-interest to the Plan |
|
** |
|
Participant Directed |
15
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons
who administer the employee benefit plan) have duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
|
|
FLAGSTAR BANK 401(k) PLAN
|
|
|
|
|
|
|
|
|
|
FLAGSTAR BANCORP, INC. |
|
|
|
|
|
|
|
June 26, 2006
|
|
By: /s/ Mary Kay Ruedisueli |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mary Kay Ruedisueli |
|
|
|
|
Secretary of Flagstar Bancorp, Inc., |
|
|
|
|
Plan Administrator |
|
|
16
EXHIBIT INDEX
|
|
|
|
|
|
|
Exhibit No. |
|
Description |
|
Page No. |
|
23
|
|
Consent of Virchow, Krause & Company, LLP
|
|
|
18 |
|
23.1
|
|
Consent of Grant Thornton LLP
|
|
|
19 |
|
17