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


                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                                  May 16, 2007
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                                 Date of Report
                        (Date of earliest event reported)


                               MSB Financial Corp.
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             (Exact name of Registrant as specified in its Charter)

       United States                  001-33246                 34-1981437
 ----------------------------      ---------------            -------------
 (State or other jurisdiction      (SEC Commission            (IRS Employer
     of incorporation)                File No.)           Identification Number)

1902 Long Hill Road, Millington, New Jersey            07946-0417
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(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code: (908) 647-4000
                                                    --------------

                                 Not Applicable
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          (Former name or former address, if changed since last Report)


         Check the  appropriate  box below if the Form 8-K filing is intended to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

___  Written communications pursuant to Rule 425 under the Securities Act

___  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

___  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act

___  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act



                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------


Item 2.02         Results of Operations and Financial Condition

         On May 16,  2007,  the  Registrant  issued a press  release  to  report
earnings for the quarter  ended March 31,  2007. A copy of the press  release is
furnished with this Form 8-K as Exhibit 99.

Item 9.01.        Financial Statements and Exhibits


         Exhibit
         Number   Description
         ------   -----------
          99      Press Release dated May 16, 2007




                                   SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this Report to be signed on its behalf by the
undersigned, hereunto duly authorized.


                                          MSB FINANCIAL CORP.





Date: May 17, 2007                        By:   /s/Michael A. Shriner
                                                --------------------------------
                                                Michael A. Shriner
                                                Executive Vice President and
                                                   Chief Operating Officer