SC 13G/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Chicopee Bancorp, Inc.

(Name of Issuer)

Common Stock (No Par Value)

(Title of Class of Securities)

168565109

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     þ Rule 13d-1(b)

     o Rule 13d-1(c)

     o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 168565109 

1	NAMES OF REPORTING PERSONS Clover Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Texas
		5	SOLE VOTING POWER
NUMBER OF			402,051
SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			402,051
WITH:		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	402,051
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.3%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN, IA

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CUSIP No. 168565109 

1	NAMES OF REPORTING PERSONS Clover Investments, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Texas
		5	SOLE VOTING POWER
NUMBER OF			402,051
SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			402,051
WITH:		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	402,051
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.3%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

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CUSIP No. 168565109 

1	NAMES OF REPORTING PERSONS Michael C. Mewhinney
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)   o
	(b)   o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	USA
		5	SOLE VOTING POWER
NUMBER OF			402,051
SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0
EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			402,051
WITH:		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	402,051
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.3%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

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SCHEDULE 13G/A

This Second Amended Schedule 13G (the “Schedule 13G”) is being filed on behalf of Clover Partners, L.P., a Texas limited partnership and the general partner of MHC Mutual Conversion Fund, L.P. (the “Fund”) and the manger of a certain managed account (the “GP”); Clover Investments, L.L.C., a Texas limited liability company and the general partner of the GP (“Clover”) and Michael C. Mewhinney, the principal of Clover (collectively, the “Reporting Persons”), relating to common stock (no par value) (the “Common Stock”) of Chicopee Bancorp, Inc., a Massachusetts corporation (the “Issuer”), purchased by the GP on behalf of a certain managed account and the Fund.

Item 1(a)	Name of Issuer.
	Chicopee Bancorp, Inc.
Item 1(b)	Address of Issuer’s Principal Executive Offices.
	70 Center Street Chicopee, MA 01013
Item 2(a)	Name of Person Filing.
	Clover Partners, L.P. Clover Investments, L.L.C. Michael C. Mewhinney
Item 2(b)	Address of Principal Business Office.
	2100 McKinney Ave, Ste 1500 Dallas, TX 75201
Item 2(c)	Place of Organization.
	Texas
Item 2(d)	Title of Class of Securities.
	common stock, no par value (the “Common Stock”)
Item 2(e)	CUSIP Number.
	168565109

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Item 3	Reporting Person.
	The persons filing are not listed in Items 3(a) through 3(j).
Item 4	Ownership.

(a) amount beneficially owned:

(i) The Reporting Persons may each be deemed the beneficial owner of 402,051 shares of Common Stock.

(b) percent of class:

(i) The Reporting Persons are the beneficial owner of 6.3% of the outstanding shares of Common Stock. This percentage is determined by dividing the number of shares of Common Stock beneficially held by 6,389,250, the number of shares of Common Stock issued and outstanding as of November 3, 2009 according to the Issuer’s Current Report on Form 10-Q filed with the Securities and Exchange Commission on November 6, 2009.

(c) Number of shares as to which the person has:

(i) Each Reporting Person may direct the vote and disposition of 402,051 shares of Common Stock.

Item 5	Ownership of Five Percent or Less of a Class.
	Inapplicable.
Item 6	Ownership of More Than Five Percent on Behalf of Another Person.
	Inapplicable.
Item 7	Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.
	Inapplicable.
Item 8	Identification and Classification of Members of the Group.
	Inapplicable.
Item 9	Notice of Dissolution of Group.
	Inapplicable.

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Item 10	Certification.
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Exhibits	Exhibit 1
	Joint Filing Agreement dated February 8, 2010 among Clover Partners, L.P., Clover Investments, L.L.C. and Michael C. Mewhinney.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 8, 2010

Clover Partners, L.P. By: Clover Investments, L.L.C., general partner
By:	/s/ Michael Mewhinney
	Name:	Michael Mewhinney
	Title:	Manager
Clover Investments, L.L.C.
By:	/s/ Michael Mewhinney
	Name:	Michael Mewhinney
	Title:	Manager
/s/ Michael C. Mewhinney
Michael C. Mewhinney

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EX-1

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Shares of Chicopee Bancorp, Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of February 8, 2010.

Clover Partners, L.P. By: Clover Investments, L.L.C., general partner
By:	/s/ Michael Mewhinney
	Name:	Michael Mewhinney
	Title:	Manager
Clover Investments, L.L.C.
By:	/s/ Michael Mewhinney
	Name:	Michael Mewhinney
	Title:	Manager
/s/ Michael C. Mewhinney
Michael C. Mewhinney

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