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                                  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

        Date of Report (Date of earliest event reported) April 28, 2005

                               BROOKE CORPORATION
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             (Exact name of registrant as specified in its charter)

              Kansas                   1-31698                 48-1009756
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   (State or other jurisdiction      (Commission            (I.R.S. Employer
        of incorporation)            File Number)          Identification No.)

10950 Grandview Drive, Suite 600, Overland Park, Kansas           66210
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       (Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code     (913)  661-0123


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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 (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))

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ITEM 2.02   RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On April 28, 2005, Brooke Corporation (AMEX: BXX) issued a press release
announcing its financial results for the first quarter ended March 31, 2005. A
copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

ITEM 8.01   OTHER EVENTS.

        PRESS RELEASE. On April 29, 2005, Brooke Corporation issued a press
release announcing a $.16 per share quarterly cash dividend on its common stock.
The dividend, declared by the Board of Directors on April 28, 2005, will be paid
on May 27, 2005, to shareholders of record as of the close of business on May
13, 2005. A copy of the press release is furnished as Exhibit 99.2 to this Form
8-K.

The press releases may contain forward-looking statements. Investors are
cautioned that all forward-looking statements involve risks and uncertainties,
and several factors could cause actual results to differ materially from those
in the forward-looking statements. The following factors, among others, could
cause actual results to differ from those indicated in the forward-looking
statements: the uncertainty that Brooke Corporation and its subsidiaries will
achieve their short-term and long-term profitability and growth goals,
uncertainties associated with market acceptance of and demand for Brooke's
products and services, the impact of competitive products and pricing, the
dependence on third-party suppliers and their pricing, the ability to meet
product demand, the availability of funding sources, the exposure to market
risks, uncertainties associated with the development of technology, changes in
the law and in economic, political and regulatory environments, changes in
management, the dependence on intellectual property rights, and the
effectiveness of internal controls. Investors are directed to Brooke
Corporation's most recent annual and quarterly reports, which are available from
Brooke Corporation without charge or at www.sec.gov, for a more complete
description of Brooke's business.

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit 99.1 Press Release dated April 28, 2005 announcing financial results for
the first quarter ended March 31, 2005.

Exhibit 99.2 Press Release dated April 29, 2005 announcing a quarterly cash
dividend.



                                    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.

Date : 04/29/05

                                                   BROOKE CORPORATION


                                                   /s/ Anita F. Larson
                                                   -----------------------------
                                                   Anita F. Larson
                                                   President and Chief Operating
                                                   Officer



Exhibits

99.1  Press Release issued by BROOKE CORPORATION on April 28, 2005.

99.2  Press Release issued by BROOKE CORPORATION on April 29, 2005.