Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  DiNello Alessandro
 2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2010		 3. Issuer Name and Ticker or Trading Symbol
FLAGSTAR BANCORP INC [(NYSE:FBC)]
(Last)
(First)
(Middle)
C/O FLAGSTAR BANCORP, INC., 5151 CORPORATE DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice-President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

TROY, MI 48098		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Flagstar Bancorp, Inc. Common Stock 15,759
D
 
Flagstar Bancorp, Inc. Common Stock 643
I
By Trust
Flagstar Bancorp, Inc. Common Stock 127,474
I
By IRA
Flagstar Bancorp, Inc. Common Stock 153,664
I
By 401(K) Plan
Flagstar Bancorp, Inc. Common Stock 17,995
I
By Wife's Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights   (1) 02/03/2013 Common Stock 4,495 $ 16.28 D  
Stock Appreciation Rights   (2) 01/30/2014 Common Stock 7,273 $ 14.48 D  
Stock Appreciation Rights   (3) 01/24/2018 Common Stock 9,258 $ 6.86 D  
Employee Stock Options (Right to Buy)   (4) 06/19/2010 Common Stock 11,250 $ 1.96 D  
Employee Stock Options (Right to Buy)   (4) 07/13/2010 Common Stock 22,500 $ 1.76 D  
Employee Stock Options (Right to Buy)   (4) 05/22/2011 Common Stock 5,400 $ 5.01 D  
Employee Stock Options (Right to Buy)   (4) 06/18/2012 Common Stock 12,800 $ 11.8 D  
Employee Stock Options (Right to Buy)   (4) 03/18/2013 Common Stock 12,128 $ 12.27 D  
Employee Stock Options (Right to Buy)   (4) 02/10/2014 Common Stock 6,064 $ 22.68 D  
Employee Stock Options (Right to Buy)   (4) 01/24/2015 Common Stock 5,023 $ 20.73 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DiNello Alessandro
C/O FLAGSTAR BANCORP, INC.
5151 CORPORATE DRIVE
TROY, MI 48098		       Executive Vice-President  

Signatures

/s/ Allesandro DiNello 02/03/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The stock appreciation rights vest in four equal annual installments beginning on May 26, 2007 and are required to be settled in cash.
(2) The stock appreciation rights vest in four equal annual installments beginning on January 30, 2008 and are required to be settled in cash.
(3) The stock appreciation rights vest in four equal annual installments beginning on January 24, 2009 and are required to be settled in cash.
(4) The stock options are fully vested.

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