CUSIP No. 78112N100

SCHEDULE 13D

Page 2

1

NAME OF REPORTING PERSON

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

3

SEC USE ONLY

4

SOURCE OF FUNDS

PF

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

California, USA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH

(7)

SOLE VOTING POWER

3,006,522(1)

(8)

SHARED VOTING POWER

200(2)

(9)

SOLE DISPOSITIVE POWER

3,006,522(1)

(10)

SHARED DISPOSITIVE POWER

200(2)

(1)

On January 1, 2007, Joseph Mangiapane, Jr. executed an employment agreement with Rubicon Financial Incorporated and pursuant to the agreement received 500,000 options to purchase Rubicon Financial Incorporated’s common stock at an exercise price of $1.00 per share for a period of one year. On July 31, 2007, pursuant to a Stock Cancellation Agreement among Rubicon Financial Incorporated, Dial-A-Cup, Inc. and Timothy McDermott, Mr. McDermott gifted 2,500,000 shares Rubicon Financial Incorporated’s stock to Mr. Mangiapane, Jr. Additionally, Mr. Mangiapane, Jr. was issued 5,000 shares as compensation for being a member of Rubicon Financial Incorporated’s board of directors. On October 2 and October 4, 2007, Mr. Mangiapane purchased a total 1,522 shares of Rubicon Financial Incorporated in the open market.

(2)

Mr. Mangiapane holds 200 shares of Rubicon Financial Incorporated’s stock in the names of Joseph Mangiapane, Jr. & Esequiel Alcarez, JTWROS.

CUSIP No. 78112N100

SCHEDULE 13D

Page 3

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PARTY

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

14

TYPE OF REPORTING PERSON*

CUSIP No. 78112N100

SCHEDULE 13D

Page 4

(a)

Class of Equity Securities

Common Stock

(b)

Name of Issuer:

Rubicon Financial Incorporated

(c)

Address of Issuer’s Principal Executive Offices:

19200 Von Karman, Suite 350, Irvine, CA 92612

(a)

Names of Persons Filing:

(b)

Address or Principal Business Office or, if none, Residence:

(c)

Present Principal Occupation or Employment:

Chief Executive Officer of Rubicon Financial Incorporated

(d)

Convictions of Any Criminal Proceedings During the Last Five Years:

None

(e)

Party to a Civil Proceeding of a Judicial or Administrative Body Prohibiting or Mandating Activities Subject to, Federal or State Securities Laws

None.

(f)

Citizenship

California, United States of America

CUSIP No. 78112N100

SCHEDULE 13D

Page 5

(a)

The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer;

(b)

An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;

(c)

A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;

(d)

Any change in the present board of directors or management of the issuer, including any plan or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(e)

Any material change in the present capitalization or dividend policy of the issuer;

(f)

Any other material change in the issuer’s business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940;

(g)

Changes in the issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;

(h)

Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(i)

A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

(j)

Any action similar to any of those enumerated above.

(a)

Mr. Mangiapane, Jr. beneficially owns 3,006,722 shares of Rubicon Financial Incorporated’s common stock, which includes options to purchase 500,000 shares at $1.00 per share. The 3,006,722 shares represent approximately 31% of Rubicon Financial Incorporated’s common stock.

(b)

Below is the table indicating the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or direct the vote, sole power to

CUSIP No. 78112N100

SCHEDULE 13D

Page 6

i             Sole power to vote or to direct the vote:

3,006,522

ii            Shared power to vote or to direct the vote:

200

iii          Sole power to dispose or to direct the disposition of:

3,006,522

iv           Shared power to dispose or to direct the disposition of:

200

(c)

On January 1, 2007, Joseph Mangiapane, Jr. executed an employment agreement with Rubicon Financial Incorporated and pursuant to the agreement received 500,000 options to purchase Rubicon Financial Incorporated’s common stock at an exercise price of $1.00 per share for 5 years. On July 31, 2007, pursuant to a Stock Cancellation Agreement among Rubicon Financial Incorporated, Dial-A-Cup, Inc. and Timothy McDermott, Mr. McDermott gifted 2,500,000 shares Rubicon Financial Incorporated’s stock to Mr. Mangiapane, Jr. Additionally, Mr. Mangiapane, Jr. was issued 5,000 shares as compensation for being a member of Rubicon Financial Incorporated’s board of directors. On October 2 and October 4, 2007, Mr. Mangiapane purchased a total 1,522 shares of Rubicon Financial Incorporated in the open market

(d)

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities.

(e)

Not applicable.

None.

Not applicable.

Dated: October 22, 2007

By: /s/Joseph Mangiapane, Jr.

Joseph Mangiapane, Jr.

Chief Executive Officer