================================================================================

                                  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): January 22, 2004


                              CENTRAL BANCORP, INC.
               --------------------------------------------------
               (Exact Name Of Registrant As Specified In Charter)


       MASSACHUSETTS                    0-25251                  04-3447594
- ----------------------------          -----------               -------------
(State Or Other Jurisdiction          (Commission               (IRS Employer
    Of Incorporation)                 File Number)           Identification No.)



              399 HIGHLAND AVENUE, SOMERVILLE, MASSACHUSETTS 02144
              ----------------------------------------------------
               (Address Of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code: (617) 628-4000
                                                           --------------



                                 NOT APPLICABLE
          -------------------------------------------------------------
          (Former Name Or Former Address, If Changed Since Last Report)


================================================================================


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
- ---------------------------------------------------------------------------

(a)  Not applicable.


(b)  Not applicable.


(c)  The following exhibit is filed herewith:


     Exhibit 99.1 Press Release dated January 22, 2004


ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION
- -------------------------------------------------------

     On  January  22,  2004,  Central  Bancorp,  Inc.  issued  a  press  release
announcing its unaudited  financial results for its third fiscal quarter and for
the nine months ended December 31, 2003. A copy of the press release is attached
to this Report as Exhibit 99.1 and is furnished herewith.



                                   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.

                                        CENTRAL BANCORP, INC.



Date:  January 22, 2004                 By: /s/ Michael K. Devlin
                                           -------------------------------------
                                           Michael K. Devlin
                                           Senior Vice President, Treasurer and
                                           Chief Financial Officer