UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                    FORM 8-K


                             CURRENT REPORT PURSUANT
                          TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


         Date of report (Date of earliest event reported) August 2, 2005
                                                          ----------------

                              Matrix Bancorp, Inc.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                    Colorado
--------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

                 0-21231                                84-1233716
--------------------------------------------------------------------------------
        (Commission File Number)              (IRS Employer Identification No.)

     700 Seventeenth Street, Suite 2100
               Denver, Colorado                                        80202
--------------------------------------------------------------------------------
    (Address of Principal Executive Offices)                         (Zip Code)

                                 (303) 595-9898
--------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


--------------------------------------------------------------------------------
          (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 (see General Instruction A.2. below):

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))


<PAGE>

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

      The information in this Current Report and in the accompanying exhibit is
being furnished and shall not be deemed "filed" for purposes of Section 18 of
the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.

      On August 2, 2005, Matrix Bancorp, Inc. issued a press release announcing
financial results for the quarter ended June 30, 2005. A copy of this press
release is furnished herewith as Exhibit 99.1

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

      (a)   Financial Statements of businesses acquired. Not applicable.

      (b)   Pro Forma Financial Information. Not applicable.

      (c)   Exhibits.

            99.1  Press Release, dated August 2, 2005, announcing the second
                  quarter earnings.


<PAGE>

                                    SIGNATURE

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated: August 3, 2005                            MATRIX BANCORP, INC.


                                                 By:  /s/Allen McConnell
                                                   -----------------------------
                                                   Name:  T. Allen McConnell
                                                   Title: Senior Vice President
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K

                             CURRENT REPORT PURSUANT
                          TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         Date of report (Date of earliest event reported) August 2, 2005
                                                          ----------------

                              Matrix Bancorp, Inc.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                    Colorado
--------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

                 0-21231                                84-1233716
--------------------------------------------------------------------------------
        (Commission File Number)              (IRS Employer Identification No.)

     700 Seventeenth Street, Suite 2100
               Denver, Colorado                                        80202
--------------------------------------------------------------------------------
    (Address of Principal Executive Offices)                         (Zip Code)

                                 (303) 595-9898
--------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

--------------------------------------------------------------------------------
          (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 (see General Instruction A.2. below):

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

      The information in this Current Report and in the accompanying exhibit is
being furnished and shall not be deemed "filed" for purposes of Section 18 of
the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.

      On August 2, 2005, Matrix Bancorp, Inc. issued a press release announcing
financial results for the quarter ended June 30, 2005. A copy of this press
release is furnished herewith as Exhibit 99.1

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

      (a)   Financial Statements of businesses acquired. Not applicable.

      (b)   Pro Forma Financial Information. Not applicable.

      (c)   Exhibits.

            99.1  Press Release, dated August 2, 2005, announcing the second
                  quarter earnings.
SIGNATURE

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated: August 3, 2005                            MATRIX BANCORP, INC.

                                                 By:  /s/Allen McConnell
                                                   -----------------------------
                                                   Name:  T. Allen McConnell
                                                   Title: Senior Vice President