Franklin Financial (FRNK) SC 13D/A Franklin Financial Corp

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

______________

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

(Amendment No. 3)

FRANKLIN FINANCIAL CORPORATION

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

35353C102

(CUSIP Number)

LAWRENCE B. SEIDMAN

100 Misty Lane, 1st Floor

Parsippany, New Jersey 07054

(973) 952-0405

STEVEN WOLOSKY, ESQ.

OLSHAN FROME WOLOSKY LLP

Park Avenue Tower

65 East 55th Street

New York, New York 10022

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

May 21, 2014

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Seidman and Associates, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x          (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  243,995
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  243,995
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                      243,995
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                       2.06%
14	TYPE OF REPORTING PERSON OO

CUSIP No.  35353C102

1	NAME OF REPORTING PERSONS Seidman Investment Partnership, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x   (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  158,161
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  158,161
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  158,161
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.34%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Seidman Investment Partnership II, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x  (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  206,200
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  206,200
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  206,200
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.74%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Seidman Investment Partnership III, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x  (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  22,500
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  22,500
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  22,500
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  0.19%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS LSBK06-08, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x    (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS  WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION  Florida
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  86,781
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER      86,781
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  86,781
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.73%
14	TYPE OF REPORTING PERSON OO

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Broad Park Investors, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x  (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION  New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  93,089
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  93,089
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  93,089
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.79%
14	TYPE OF REPORTING PERSON OO

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS CBPS, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x   (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  114,629
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  114,629
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  114,629
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.97%
14	TYPE OF REPORTING PERSON OO

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS 2514 Multi-Strategy Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION  Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  45,583
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER     45,583
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  45,583
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.39%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Veteri Place Corporation
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*     (a) x  (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  565,771
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  565,771
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  565,771
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  4.79%
14	TYPE OF REPORTING PERSON CO

CUSIP No. 35353C102

1	NAME OF REPORTING PERSONS Lawrence B. Seidman
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x (b)
3	SEC USE ONLY
4	SOURCE OF FUNDS  OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER  970,938
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER  970,938
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  970,938
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  8.21%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 35353C102

The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned ("Amendment No. 3").  This Amendment No. 3 amends the Schedule 13D as specifically set forth.

Item 3. Source and Amount of Funds or Other Consideration.

 

Item 3 is hereby amended and restated to read as follows:

The Shares purchased by the Reporting Persons were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases (unless otherwise noted), as set forth in Schedule B, which is incorporated by reference herein.  The aggregate purchase cost of the 970,938 shares beneficially owned in the aggregate by the Reporting Persons is approximately $14,731,441, including brokerage commissions.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated to read as follows:

The aggregate percentage of Shares reported owned by each Reporting Person is based upon 11,823,623 Shares outstanding, which is the total number of Shares outstanding, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.

A.   SAL

(a)   As of the close of business on July 16, 2014, SAL beneficially owned 243,995 Shares.

Percentage: Approximately 2.06%.

(b)   1. Sole power to vote or direct the vote: 243,995

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 243,995

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by SAL during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

B.   SIP

(a)   As of the close of business on July 16, 2014, SIP beneficially owned 158,161 Shares.

Percentage: Approximately 1.34%.

(b)   1. Sole power to vote or direct the vote: 158,161

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 158,161

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by SIP during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

C.   SIPII

(a)   As of the close of business on July 16, 2014, SIPII beneficially owned 206,200 Shares.

Percentage: Approximately 1.74%.

(b)   1. Sole power to vote or direct the vote: 206,200

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 206,200

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by SIPII during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

D.   SIPIII

(a)   As of the close of business on July 16, 2014, SIPIII beneficially owned 22,500 Shares.

Percentage: Approximately 0.19%.

(b)   1. Sole power to vote or direct the vote: 22,500

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 22,500

4. Shared power to dispose or direct the disposition: 0

(c)   SIPIII has not entered into any transactions in the Shares during the past 60 days.

E.   LSBK

(a)   As of the close of business on July 16, 2014, LSBK beneficially owned 86,781 Shares.

Percentage: Approximately 0.73%.

(b)   1. Sole power to vote or direct the vote: 86,781

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 86,781

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by LSBK during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

F.   Broad Park

(a)   As of the close of business on July 16, 2014, Broad Park beneficially owned 93,089 Shares.

Percentage: Approximately 0.79%.

(b)   1. Sole power to vote or direct the vote: 93,089

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 93,089

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by Broad Park during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

G.   CBPS

(a)   As of the close of business on July 16, 2014, CBPS beneficially owned 114,629 Shares.

Percentage: Approximately 0.97%.

(b)   1. Sole power to vote or direct the vote: 114,629

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 114,629

4. Shared power to dispose or direct the disposition: 0

(c)   CBPS has not entered into any transactions in the Shares during the past 60 days.

H.   2514 MSF

(a)   As of the close of business on July 16, 2014, 2514 MSF beneficially owned 45,583 Shares.

Percentage: Approximately 0.39%.

(b)   1. Sole power to vote or direct the vote: 45,583

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 45,583

4. Shared power to dispose or direct the disposition: 0

(c)   The transactions in the Shares by 2514 MSF during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

I.   Veteri

(a)   Veteri, (i) as the corporate general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 158,161 Shares owned by SIP and the 206,200 Shares owned by SIPII, and (ii) as the Trading Advisor of each of LSBK and CBPS, may be deemed the beneficial owner of the 86,781 Shares owned by LSBK and the 114,629 shares owned by CBPS.  Accordingly, Veteri may be deemed the beneficial owner of an aggregate of 565,771 Shares.

Percentage: Approximately 4.79%.

(b)   1. Sole power to vote or direct the vote: 565,771

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 565,771

4. Shared power to dispose or direct the disposition: 0

(c)   Veteri has not entered into any transactions in the Shares during the past 60 days.  CBPS has not entered into any transactions in the Shares during the past 60 days.  The transactions in the Shares by SIP, SIPII, and LSBK during the past 60 days are set forth in Schedule B and are incorporated herein by reference.

J.   Seidman

(a)   Seidman, (i) as the manager of SAL, may be deemed the beneficial owner of the 243,995 Shares owned by SAL, (ii) as the sole officer of Veteri, the corporate general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 158,161 Shares owned by SIP and the 206,200 Shares owned by SIPII, and (iii) as the sole officer of Veteri, the Trading Advisor of each of LSBK and CBPS, may be deemed the beneficial owner of the 86,781 Shares owned by LSBK and the 114,629 Shares owned by CBPS, and (iv) as the investment manager for each of Broad Park and 2514 MSF, may be deemed the beneficial owner of the 93,089 Shares owned by Broad Park and the 45,583 Shares owned by 2514 MSF.  Accordingly, Seidman may be deemed the beneficial owner of an aggregate of 970,938 Shares.  In the foregoing capacities, Seidman has sole and exclusive investment discretion and voting authority with respect to all such Shares.

Percentage: Approximately 8.21%.

(b)   1. Sole power to vote or direct the vote: 970,938

2. Shared power to vote or direct the vote: 0

3. Sole power to dispose or direct the disposition: 970,938

4. Shared power to dispose or direct the disposition: 0

(c)   Seidman has not entered into any transactions in the Shares during the past 60 days.  SIPIII and CBPS have not entered into any transactions in the Sahres during the past 60 days.  The transactions in the Shares during the past 60 days on behalf of SAL, SIP, SIPII, LSBK, Broad Park, and 2514 MSF are set forth on Schedule B and incorporated herein by reference.

Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons.  The filing of this Schedule 13D shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any Shares he or it does not directly own.  Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.

To the best of the Reporting Persons’ knowledge, none of the persons listed on Schedule A beneficially owns any securities of the Issuer.

(d)   No person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.

(e)   Not applicable.

Item 7. Material to be Filed as Exhibits.

Item 7 is hereby amended to add the following exhibit:

99.2     Joint Filing Agreement, dated July 16, 2014, by and among SAL, SIP, SIPII, SIPIII, LSBK, Broad Park, CBPS, 2514 MSF, Veteri and Seidman.

CUSIP No. 35353C102

Signature Page to Franklin Financial Corporation Schedule 13D

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated:          July 16, 2014	SEIDMAN AND ASSOCIATES, L.L.C.
	By:	/ss/ Lawrence B. Seidman
		Lawrence B. Seidman Manager

SEIDMAN INVESTMENT PARTNERSHIP, L.P.
By:	Veteri Place Corporation, its General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

SEIDMAN INVESTMENT PARTNERSHIP II, L.P.
By:	Veteri Place Corporation, its General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

SEIDMAN INVESTMENT PARTNERSHIP III, L.P.
By:	JBRC I, L.L.C.,  its Co-General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Managing Member

LSBK06-08, L.L.C
By:	Veteri Place Corporation, its Trading Advisor
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

BROAD PARK INVESTORS, L.L.C.
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Investment Manager

CBPS, LLC
By:	Veteri Place Corporation, its Trading Advisor
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

2514 MULTI-STRATEGY FUND, L.P.
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Investment Manager

VETERI PLACE CORPORATION
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

 /ss/ Lawrence B. Seidman

LAWRENCE B. SEIDMAN

CUSIP No. 35353C102

SCHEDULE A

Name	Principal Business/Occupation	Principal Business Address	Citizenship
Michael Mandelbaum	Private Investor and Businessman	80 Main Street, Suite 510, West Orange, New Jersey 07052	United States
D. Scott Lutrell	Chief Investment Officer of LCM Group.  LCM Group is an Investment Firm and the Corporate General Partner of 2514 Multi-Strategy Fund, LP.	100 S. Ashley Drive, Suite 2100, Tampa, Florida 33602	United States

CUSIP No. 35353C102

SCHEDULE B

Transactions in the Shares During the Past 60 Days

Entity	Date Purch	Cost per Share*	Cost	Shares
SAL	5/16/2014	20.0036	112,020.00	5,600
SAL	5/19/2014	19.9915	201,913.95	10,100
SAL	5/23/2014	19.8567	59,570.00	3,000
SAL	5/30/2014	19.8565	61,555.00	3,100
SAL	6/3/2014	19.9200	19,920.00	1,000
Total			454,978.95	22,800
SIP	5/20/2014	19.9024	340,330.52	17,100
Total			340,330.52	17,100
SIPII	5/21/2014	19.8897	238,676.00	12,000
Total			238,676.00	12,000
LSBK	5/22/2014	19.8700	19,870.00	1,000
LSBK	5/28/2014	19.8571	55,600.00	2,800
Total			75,470.00	3,800
Broad Park	6/4/2014	19.9069	57,730.00	2,900
Total			57,730.00	2,900
2514 MSF	5/29/2014	19.8625	31,780.00	1,600
Total			31,780.00	1,600

* Includes brokerage commissions.

CUSIP No.  35353C102

Exhibit 99.2

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 per share, of Franklin Financial Corporation.  This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Dated:          July 16, 2014	SEIDMAN AND ASSOCIATES, L.L.C.
	By:	/ss/ Lawrence B. Seidman
		Lawrence B. Seidman Manager

SEIDMAN INVESTMENT PARTNERSHIP, L.P.
By:	Veteri Place Corporation, its General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

SEIDMAN INVESTMENT PARTNERSHIP II, L.P.
By:	Veteri Place Corporation, its General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

SEIDMAN INVESTMENT PARTNERSHIP III, L.P.
By:	JBRC I, L.L.C.,  its Co-General Partner
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Managing Member

LSBK06-08, L.L.C
By:	Veteri Place Corporation, its Trading Advisor
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

BROAD PARK INVESTORS, L.L.C.
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Investment Manager

CBPS, LLC
By:	Veteri Place Corporation, its Trading Advisor
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

2514 MULTI-STRATEGY FUND, L.P.
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman Investment Manager

VETERI PLACE CORPORATION
By:	/ss/ Lawrence B. Seidman
	Lawrence B. Seidman President

 /ss/ Lawrence B. Seidman

LAWRENCE B. SEIDMAN