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

        Date of Report (Date of earliest event reported): April 20, 2006

                             -----------------------

                             BROOKLINE BANCORP, INC.
                             -----------------------
             (Exact name of registrant as specified in its charter)

           Delaware                      0-23695                  04-3402944
-----------------------------   --------------------------   -------------------
(State or other jurisdiction    (Commission File No.)         (I.R.S. Employer
   of incorporation)                                         Identification No.)


160 Washington Street, Brookline, Massachusetts                   02447-0469
-----------------------------------------------                --------------
   (Address of principal executive offices)                     (Zip Code)



                                 (617) 730-3500
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


                                 Not applicable
                                 --------------
          (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 1.01     Entry into a Material Agreement
              -------------------------------

On April 20, 2006, Brookline Bancorp, Inc. (the "Company") announced its
earnings for the 2006 first quarter and approval by its Board of Directors of a
regular quarterly dividend of $0.085 per share payable May 15, 2006 to
stockholders of record on April 28, 2006. A copy of the press release dated
April 20, 2006 is attached as Exhibit 99.1 to this report.


See exhibit  no. 99.1  attached  hereto for the press  release  relating to this
matter.





                                    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, hereunto duly authorized.


                             BROOKLINE BANCORP, INC.


 Date:  April 20, 2006     By: /s/ Paul R. Bechet
                               ----------------------
                               Paul R. Bechet
                               Senior Vice President and Chief Financial Officer





                                  EXHIBIT INDEX


The following exhibits are furnished as part of this report:


   Exhibit No.    Description
   -----------    -----------

       99.1       Press release of Brookline Bancorp, Inc. dated April 20, 2006