UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

________________

FORM 10-Q

________________

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2013

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-33573

________________

Louisiana Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)

________________

Louisiana	20-8715162
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

1600 Veterans Memorial Boulevard, Metairie, Louisiana	70005
(Address of Principal Executive Offices)	(Zip Code)

(504) 834-1190

(Registrant’s Telephone Number, Including Area Code)

________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     x Yes     o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for shorter period that the registrant was required to submit and post such files). x Yes   o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One):

Large accelerated filer  o                                                                                 Accelerated filer o

Non-accelerated filer    o                                                                                 Smaller reporting company x

(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     o Yes    x  No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of August 12, 2013, there were 2,887,059 shares of the Registrant’s common stock outstanding.

1

PART I - FINANCIAL INFORMATION

Interim financial information required by Rule 10-01 of Regulation S-X and Item 303 of Regulation S-K is included in this Form 10-Q as referenced below.

		Page
Item 1 -	Financial Statements	3
Item 2 -	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3 -	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4 -	Controls and Procedures	31
PART II - OTHER INFORMATION
Item 1 -	Legal Proceedings	32
Item 1A -	Risk Factors	32
Item 2 -	Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 3 -	Defaults Upon Senior Securities	32
Item 4 -	Mine Safety Disclosure	32
Item 5 -	Other Information	32
Item 6 -	Exhibits	32
Signatures		34

2

LOUISIANA BANCORP, INC.

Consolidated Balance Sheets

	(unaudited)
	June 30, 2013			December 31, 2012
	(In Thousands)
Assets
Cash and Due from Banks	$	2,701		$	2,123
Short-Term Interest-Bearing Deposits		2,638			8,523
Total Cash and Cash Equivalents		5,339			10,646
Certificates of Deposit		481			481
Securities Available-for-Sale, at Fair Value (Amortized Cost of $10,203 and $11,486, respectively)		10,671			12,139
Securities Held-to-Maturity, at Amortized Cost (Estimated Fair Value of $56,469 and $70,315, respectively)		54,808			67,454
Loans Held for Sale		2,509			1,837
Loans Held for Investment		235,038			213,239
Allowance for Loan Loss		(2,098	)		(1,917	)
Total Loans Receivable		235,449			213,159
Accrued Interest Receivable		925			970
Other Real Estate Owned		560			632
Stock in Federal Home Loan Bank		2,592			1,832
Premises and Equipment, Net		2,301			2,252
Other Assets		2,532			2,297
Total Assets	$	315,658		$	311,862
Liabilities and Shareholders' Equity
Deposits
Non-Interest-Bearing	$	12,846		$	14,322
Interest-Bearing		185,431			181,884
Total Deposits		198,277			196,206
Borrowings		55,964			53,454
Advance Payments by Borrowers for Taxes and Insurance		3,005			3,055
Accrued Interest Payable		136			181
Other Liabilities		1,984			2,260
Total Liabilities		259,366			255,156
Commitments and Contigencies		-			-
Shareholders' Equity
Common Stock, $.01 Par Value, 40,000,000 Shares Authorized; 6,345,732 Shares Issued; 2,887,059 and 3,017,411 Outstanding, respectively		63			63
Additional Paid-in-Capital		63,316			63,363
Unearned ESOP Shares		(3,681	)		(3,681	)
Unearned Recognition and Retention Plan Shares		(408	)		(949	)
Treasury Stock, at Cost (3,458,673 shares and 3,328,321 shares, respectively)		(49,643	)		(47,364	)
Retained Earnings		46,336			44,842
Accumulated Other Comprehensive Income		309			432
Total Shareholders' Equity		56,292			56,706
Total Liabilities and Shareholders' Equity	$	315,658		$	311,862

See accompanying notes to unaudited consolidated financial statements.

3

LOUISIANA BANCORP, INC.

Consolidated Statements of Income (Unaudited)

	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2013		2012		2013		2012
	(In Thousands, Except per Share Data)
Interest and Dividend Income
Loans, Including Fees	$	2,768	$	2,796	$	5,419	$	5,519
Mortgage Backed Securities		477		761		1,010		1,541
Investment Securities		37		36		75		76
Other Interest-Bearing Deposits		5		4		9		13
Total Interest and Dividend Income		3,287		3,597		6,513		7,149
Interest Expense
Deposits		422		534		854		1,093
Borrowings		328		565		675		1,117
Total Interest Expense		750		1,099		1,529		2,210
Net Interest Income		2,537		2,498		4,984		4,939
Provision for Loan Losses		6		73		147		128
Net Interest Income after Provision for Loan Losses		2,531		2,425		4,837		4,811
Non-Interest Income
Customer Service Fees		231		236		469		376
Gain on Sale of Loans		483		268		664		377
Gain on Small Business Investment Company		234		18		293		18
Other Income		32		22		51		47
Total Non-Interest Income		980		544		1,477		818
Non-Interest Expense
Salaries and Employee Benefits		1,120		1,250		2,362		2,442
Occupancy Expense		337		312		668		603
Louisiana Bank Shares Tax		58		57		115		115
FDIC Insurance Premium		38		38		76		75
Net Cost of OREO Operations		55		32		73		70
Advertising Expense		99		68		197		117
Other Expenses		291		269		544		468
Total Non-Interest Expense		1,998		2,026		4,035		3,890
Income Before Income Tax Expense		1,513		943		2,279		1,739
Income Tax Expense		519		327		785		604
Net Income	$	994	$	616	$	1,494	$	1,135
Earnings Per Share
Basic	$	0.40	$	0.23	$	0.60	$	0.42
Diluted	$	0.38	$	0.22	$	0.57	$	0.40

See accompanying notes to unaudited consolidated financial statements.

4

LOUISIANA BANCORP, INC.

Consolidated Statements of Comprehensive Income

(Unaudited)

	For the Six Months Ended June 30,
	2013			2012
	(In Thousands)
Net Income	$	1,494		$	1,135
Other Comprehensive Loss, Net of Tax
Change in Unrealized Gains During the Period		(123	)		(105	)
Reclassification Adjustment for Gains
Included in Net Income		-			-
Total Other Comprehensive Loss		(123	)		(105	)
Comprehensive Income	$	1,371		$	1,030

See accompanying notes to unaudited consolidated financial statements.

5

LOUISIANA BANCORP, INC.

Consolidated Statements of Changes in Shareholders' Equity (unaudited)

For the Six Months Ended June 30, 2013 and 2012

(Dollars in thousands)

	Common Stock		Additional Paid-in Capital			Unearned ESOP Stock			Unearned RRP Stock			Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Total Shareholders' Equity
Balances at December 31, 2011	$	63	$	63,218		$	(3,934	)	$	(1,516	)	$	(43,286	)	$	42,335	$	640		$	57,520
Net Income - Six Months Ended June 30, 2012		-		-			-			-			-			1,135		-			1,135
Other Comprehensive Loss,
Net of Applicable
Deferred Income Taxes		-		-			-			-			-			-		(105	)		(105	)
Stock Purchased for Treasury		-		-			-			-			(3,689	)		-		-			(3,689	)
RRP Shares Earned		-		(44	)		-			543			-			-		-			499
Stock Options Exercised		-		(2	)								56								54
Stock Option Expense		-		118			-			-			-			-		-			118
Balances at June 30, 2012	$	63	$	63,290		$	(3,934	)	$	(973	)	$	(46,919	)	$	43,470	$	535		$	55,532
Balances at December 31, 2012	$	63	$	63,363		$	(3,681	)	$	(949	)	$	(47,364	)	$	44,842	$	432		$	56,706
Net Income - Six Months Ended June 30, 2013		-		-			-			-			-			1,494		-			1,494
Other Comprehensive Loss,
Net of Applicable
Deferred Income Taxes		-		-			-			-			-			-		(123	)		(123	)
Stock Purchased for Treasury		-		-			-			-			(2,552	)		-		-			(2,552	)
RRP Shares Earned		-		(43	)		-			541			-			-		-			498
Stock Options Exercised		-		(54	)								273								219
Stock Option Expense		-		50			-			-			-			-		-			50
Balances at June 30, 2013	$	63	$	63,316		$	(3,681	)	$	(408	)	$	(49,643	)	$	46,336	$	309		$	56,292

See accompanying notes to unaudited consolidated financial statements.

6

LOUISIANA BANCORP, INC.

Consolidated Statements of Cash Flows (Unaudited)

	For the Six Months Ended June 30,
	2013			2012
	(In Thousands)
Cash Flows from Operating Activities
Net Income	$	1,494		$	1,135
Adjustments to Reconcile Net Income to Net Cash Used in Operating Activities:
Depreciation		127			107
Provision for Loan Losses		147			128
Net Increase in RRP Shares Earned		498			499
Stock Option Plan Expense		50			118
Discount Accretion Net of Premium Amortization		88			74
Deferred Income Tax Benefit		(7	)		(27	)
Gain on Sale of Loans		(664	)		(377	)
Gain on the Sale of Property and Equipment		(1	)		(5	)
Gain on Other Real Estate Owned		-			(3	)
Originations of Loans Held-for-Sale		(27,338	)		(20,098	)
Proceeds from Sales of Loans Held-for-Sale		27,317			17,202
Net Increase in Loans Held-for-Sale		(2,509	)		(2,869	)
Decrease in Accrued Interest Receivable		45			3
Impairment of Other Real Estate Owned		60			60
Recovery of Other Real Estate Owned Principal		11			-
Increase in Other Assets		(165	)		(13	)
Decrease in Accrued Interest Payable		(45	)		(21	)
(Decrease) Increase in Other Liabilities		(276	)		276
Net Cash Used in Operating Activities		(1,168	)		(3,811	)
Cash Flows from Investing Activities
Purchase of Securities Held-to-Maturity		-			(31,353	)
Proceeds from Maturities of Certificates of Deposit		-			261
Proceeds from Maturities of Securities Available-for-Sale		1,295			8,474
Proceeds from Maturities of Securities Held-to-Maturity		12,546			9,905
Net Increase in Loans Receivable		(19,243	)		(13,741	)
Purchase of Property and Equipment		(176	)		(803	)
Proceeds from Sale of Property and Equipment		1			22
Proceeds from Sale of Other Real Estate Owned		-			153
Net Increase in Investment in Federal Home Loan Bank Stock		(760	)		(446	)
Net Cash Used in Investing Activities		(6,337	)		(27,528	)

See accompanying notes to unaudited consolidated financial statements.

7

	For the Six Months Ended June 30,
	2013			2012
	(In Thousands)
Cash Flows from Financing Activities
Increase in Deposits		2,071			1,091
Decrease in Advances by Borrowers for Taxes and Insurance		(50	)		(29	)
Increase in Borrowings		2,510			10,053
Purchase of Treasury stock		(2,552	)		(3,689	)
Proceeds from Exercise of Stock Options		219			54
Net Cash Provided by Financing Activities		2,198			7,480
Net Decrease in Cash and Cash Equivalents		(5,307	)		(23,859	)
Cash and Cash Equivalents, Beginning of Year		10,646			27,589
Cash and Cash Equivalents, End of Period	$	5,339		$	3,730
Supplemental Disclosure of Cash Flow Information
Cash Paid During the Period:
Interest	$	1,574		$	2,231
Income Taxes	$	1,333		$	526
Loans Transferred to Other Real Estate Owned During the Period	$	-		$	330

See accompanying notes to unaudited consolidated financial statements.

8

LOUISIANA BANCORP, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The accompanying unaudited financial statements of the Company were prepared in accordance with instructions for Form 10-Q and Regulation S-X and do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). However, in the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements have been included. The results of operations for the three month and six month periods ended June 30, 2013 are not necessarily indicative of the results which may be expected for the entire fiscal year.

NATURE OF OPERATIONS

Louisiana Bancorp, Inc. (the “Company”) was organized as a Louisiana corporation on March 16, 2007, for the purpose of becoming the holding company of Bank of New Orleans (the “Bank”).  The Company holds all of the issued and outstanding shares of capital stock of the Bank.  The Bank operates in the banking/savings and loan industry and, as such, attracts deposits from the general public and uses such deposits primarily to originate loans secured by first mortgage loans on owner-occupied single-family residences and other properties, as well as those for consumer needs.

The Bank is subject to competition from other financial institutions, and is also subject to the regulations of certain Federal agencies and undergoes periodic examinations by those regulatory authorities.

SIGNIFICANT GROUP CONCENTRATIONS OF CREDIT RISK

Most of the Company’s activities are with customers located within the greater New Orleans area in Louisiana. Note 2 summarizes the types of securities in which the Company invests.  Note 3 summarizes the types of lending in which the Company engages. The Company does not have any significant concentrations in any one industry or to any one customer.

INVESTMENT SECURITIES

Securities are being accounted for in accordance with Accounting Standards Codification (“ASC”) 320-10, Investments – Debt and Equity Securities.  ASC 320-10, promulgated by the Financial Accounting Standards Board (“FASB”), requires the classification of securities into one of three categories: trading, available-for-sale, or held-to-maturity. Management determines the appropriate classification of debt securities at the time of purchase and re-evaluates these classifications periodically.

Available-for-sale securities are stated at market value, with unrealized gains and losses, net of income taxes, reported as a separate component of accumulated other comprehensive income until realized. The amortized cost of available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity or, in the case of mortgage-backed securities, over the estimated life of the security.

Securities designated as held-to-maturity are stated at cost adjusted for amortization of the related premiums and accretion of discounts, using the interest method. The Company has the positive intent and ability to hold these securities to maturity.

The Company held no trading securities as of June 30, 2013 or December 31, 2012.

Amortization, accretion and accrued interest are included in interest income on securities. Realized gains and losses, and declines in value judged to be other than temporary, are included in net securities gains or losses. Gains and losses on the sale of securities available-for-sale are determined using the specific-identification method.

LOANS

The Company grants one-to four-family, multi-family residential, commercial, and land mortgage loans, and consumer and construction loans, and lines of credit to customers. Certain first mortgage loans are originated and sold under loan sale agreements. A substantial portion of the loan portfolio is represented by mortgage loans secured by properties located throughout the greater New Orleans area. The ability of the Company’s debtors to honor their contracts is dependent, in part, upon real estate values and general economic conditions in this area.

Loans are reported at their outstanding unpaid principal balance adjusted for charge-offs, the allowance for loan losses, and any deferred fees or costs on originated loans. Interest income is accrued on the unpaid principal balance.

9

When the payment of principal or interest on a loan is delinquent for more than 90 days, or earlier in some cases, the loan is placed on non-accrual status, unless the loan is in the process of collection and the underlying collateral fully supports the carrying value of the loan. If the decision is made to continue accruing interest on the loan, periodic reviews are made to confirm the accruing status of the loan.  All interest accrued but not collected on loans placed in non-accrual status or on loans charged-off, is reversed against income.  The interest on these loans is accounted for on the cash basis or cost-recovery method, until qualifying for return to accrual basis.  Loans are returned to accrual basis when all of the principal and interest contractually due are brought current and future payments are reasonably assured.

The Company considers a loan to be impaired when, based upon current information and events, it believes it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. The Company’s impaired loans include performing and non-performing loans on which full payment of principal or interest is not expected. The Company calculates an allowance required for impaired loans based on the present value of expected future cash flows discounted at the loan’s effective interest rate, or at the loan’s observable market price or the fair value of its collateral.

ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is a valuation allowance available for losses incurred on loans. All losses are charged to the allowance for loan losses when the loss actually occurs or when a determination is made that a loss is likely to occur. Recoveries are credited to the allowance at the time of recovery.

The allowance is an amount that represents the amount of probable and reasonably estimable known and inherent losses in the loan portfolio, based on evaluations of the collectibility of loans. The evaluations take into consideration such factors as changes in the types and amount of loans in the loan portfolio, historical loss experience, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral, estimated losses relating to specifically identified loans, and current economic conditions. This evaluation is inherently subjective as it requires material estimates including, among others, exposure at default, the amount and timing of expected future cash flows on impacted loans, value of collateral, estimated losses on our commercial and residential loan portfolios and general amounts for historical loss experience. All of these estimates may be susceptible to significant change.

It should be understood that estimates of future loan losses involve an exercise of judgment. While it is possible that in particular periods, the Company may sustain losses which are substantial relative to the allowance for loan losses, it is the judgment of management that the allowance for loan losses reflected in the accompanying statements of condition is appropriate under U.S. GAAP.

LOANS HELD-FOR-SALE

Loans held-for-sale include originated mortgage loans intended for sale in the secondary market, which are carried at the lower of cost or estimated market value. Loans held-for-sale are identified at the time of origination, in accordance with the Company’s interest rate risk strategy. In addition, the Company occasionally sells loans that it originates, but cannot hold, due to regulatory limitations on loans to one borrower or concentrations of credit in a particular property type or industry.

LOAN FEES, LOAN COSTS, DISCOUNTS AND PREMIUMS

Loan origination and commitment fees and certain direct loan origination costs are deferred and amortized as an adjustment to the related loan’s yield using the interest method over the contractual life of the loan.

Discounts received in connection with mortgage loans purchased are accreted to income over the term of the loan using the interest method. Premiums on purchased loans are amortized over the term of the loan using the interest method.

INCOME TAXES

Deferred income tax assets and liabilities are reflected at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes.

COMPREHENSIVE INCOME

    Accounting principles generally require that recognized revenue, expenses, gains and losses be included in net income. Although certain changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component of the shareholders’ equity section of the balance sheets, such items, along with income, are components of comprehensive income.

10

USE OF ESTIMATES

In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheets and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for losses on loans and deferred taxes.

NOTE 2 – SECURITIES

A summary of securities classified as available-for-sale at June 30, 2013 and December 31, 2012, with gross unrealized gains and losses, follows:

	June 30, 2013
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
	(In Thousands)
Securities Available-for-Sale
Mortgage-Backed Securities
GNMA	$	33	$	1	$	-	$	34
FNMA		2,544		179		-		2,723
FHLMC		1,461		111		-		1,572
		4,038		291		-		4,329
U.S. Government and Agency Obligations		5,982		88		-		6,070
Equity Securities		183		89		-		272
Total	$	10,203	$	468	$	-	$	10,671

	December 31, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
	(In Thousands)
Securities Available-for-Sale
Mortgage-Backed Securities
GNMA	$	65	$	3	$	-	$	68
FNMA		3,379		276		-		3,655
FHLMC		1,889		143		-		2,032
		5,333		422		-		5,755
U.S. Government and Agency Obligations		5,970		156		-		6,126
Equity Securities		183		75		-		258
Total	$	11,486	$	653	$	-	$	12,139

11

A summary of securities classified as held-to-maturity at June 30, 2013 and December 31, 2012, with gross unrealized gains and losses, follows:

	June 30, 2013
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
	(In Thousands)
Securities Held-to-Maturity
Mortgage-Backed Securities
GNMA	$	3,427	$	132	$	-		$	3,559
FNMA		21,378		894		(30	)		22,242
FHLMC		7,890		599		-			8,489
		32,695		1,625		(30	)		34,290
Collateralized Mortgage Obligations
FNMA		9,967		20		(14	)		9,973
FHLMC		12,146		63		(3	)		12,206
		22,113		83		(17	)		22,179
Total	$	54,808	$	1,708	$	(47	)	$	56,469

	December 31, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
	(In Thousands)
Securities Held-to-Maturity
Mortgage-Backed Securities
GNMA	$	4,174	$	158	$	-	$	4,332
FNMA		27,979		1,549		-		29,528
FHLMC		10,212		825		-		11,037
		42,365		2,532		-		44,897
Collateralized Mortgage Obligations
FNMA		11,648		116		-		11,764
FHLMC		13,441		213		-		13,654
		25,089		329		-		25,418
Total	$	67,454	$	2,861	$	-	$	70,315

12

The following table reflects the amortized cost and fair value of available-for-sale and held-to-maturity securities by contractual maturity, and of our equity securities (which do not have maturities), as of June 30, 2013.  Actual maturities will differ from contractual maturities because borrowers have the right to put or prepay obligations with or without call or prepayment penalties.

	Available-for-Sale Securities				Held-to-Maturity Securities
	Amortized Cost		Estimated Fair Value		Amortized Cost		Estimated Fair Value
	(In Thousands)
Amounts Maturing in:
Less than One Year	$	6,058	$	6,150	$	119	$	127
One to Five Years		370		391		2,175		2,317
Five to Ten Years		3,592		3,858		6,431		6,897
Over Ten Years		-		-		46,083		47,128
	$	10,020	$	10,399	$	54,808	$	56,469
Equity Securities		183		272		-		-
Total	$	10,203	$	10,671	$	54,808	$	56,469

Information pertaining to securities with gross unrealized losses at June 30, 2013 and December 31, 2012, aggregated by investment category and length of time that individual securities have been in a continuous loss position follows:

	Available-for-Sale
	Losses Less Than 12 Months				Losses Greater Than 12 Months
	Gross Unrealized Losses		Estimated Fair Value		Gross Unrealized Losses		Estimated Fair Value
	(In Thousands)
June 30, 2013
Mortgage-Backed Securities
GNMA	$	-	$	-	$	-	$	-
FNMA		-		-		-		-
FHLMC		-		-		-		-
U.S. Government and Agency Obligations		-		-		-		-
Total	$	-	$	-	$	-	$	-
December 31, 2012
Mortgage-Backed Securities
GNMA	$	-	$	-	$	-	$	-
FNMA		-		-		-		-
FHLMC		-		-		-		-
U.S. Government and Agency Obligations		-		-		-		-
Total	$	-	$	-	$	-	$	-

13

	Held-to-Maturity
	Losses Less Than 12 Months				Losses Greater Than 12 Months
	Gross Unrealized Losses		Estimated Fair Value		Gross Unrealized Losses		Estimated Fair Value
	(In Thousands)
June 30, 2013
Mortgage-Backed Securities
GNMA	$	-	$	-	$	-	$	-
FNMA		30		2,998		-		-
FHLMC		-		-		-		-
		30		2,998		-		-
Collateralized Mortgage Obligations
FNMA		14		5,924
FHLMC		3		1,110
		17		7,034		-		-
Total	$	47	$	10,032	$	-	$	-
December 31, 2012
Mortgage-Backed Securities
GNMA	$	-	$	-	$	-	$	-
FNMA		-		-		-		-
FHLMC		-		-		-		-
		-		-		-		-
Collateralized Mortgage Obligations
FNMA		-		-
FHLMC		-		-
		-		-		-		-
Total	$	-	$	-	$	-	$	-

14

NOTE 3 – LOANS

The following table summarizes the composition of our total net loans receivable:

	June 30, 2013			December 31, 2012
	(In Thousands)
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	122,730		$	107,556
Home Equity Loans and Lines		28,631			26,305
Multi-family Residential		22,400			17,644
Commercial Real Estate		62,904			62,771
Land		201			206
Total Loans Secured by Real Estate		236,866			214,482
Consumer and Other Loans
Loans Secured by Deposits		462			458
Other		183			266
Total Consumer and Other Loans		645			724
Less:
Allowance for Loan Losses		(2,098	)		(1,917	)
Net Deferred Loan Origination Fees/Costs		36			(130	)
Total Loans, Net	$	235,449		$	213,159

15

A summary of our current, past due and nonaccrual loans as of June 30, 2013 and December 31, 2012 follows:

June 30, 2013	30-89 Days Past Due		90 Days or More Past Due and Accruing		Nonaccrual Loans		Total Past Due		Current Loans		Total Loans
Real Estate Secured Loans	(In Thousands)
1-4 Family Residential	$	-	$	-	$	47	$	47	$	122,683	$	122,730
Home Equity Loans and Lines		76		-		-		76		28,555		28,631
Multi-family Residential		-		-		-		-		22,400		22,400
Commercial Real Estate		-		-		1,140		1,140		61,764		62,904
Land		-		-		-		-		201		201
Consumer and Other Loans		-		-		2		2		643		645
Total	$	76	$	-	$	1,189	$	1,265	$	236,246	$	237,511

December 31, 2012	30-89 Days Past Due		90 Days or More Past Due and Accruing		Nonaccrual Loans		Total Past Due		Current Loans		Total Loans
Real Estate Secured Loans	(in Thousands)
1-4 Family Residential	$	122	$	-	$	50	$	172	$	107,384	$	107,556
Home Equity Loans and
Lines		75		-		142		217		26,088		26,305
Multi-family Residential		-		-		13		13		17,631		17,644
Commercial Real Estate		-		-		1,247		1,247		61,524		62,771
Land		-		-		-		-		206		206
Consumer and Other Loans		4		-				4		720		724
Total	$	201	$	-	$	1,452	$	1,653	$	213,553	$	215,206

An analysis of the allowance for loan losses follows:

	Six Months Ended June 30, 2013			Year Ended December 31, 2012
	(In Thousands)
Balance, Beginning of Period	$	1,917		$	1,805
Provision for Loan Losses		147			246
Loan Recoveries		54			74
Charge-Offs		(20	)		(208	)
Balance, End of Period	$	2,098		$	1,917

16

The following table details the activity in the allowance for loan losses by portfolio segment for the six months ended June 30, 2013 and June 30, 2012.

	Real Estate Secured Mortgage Loans
June 30, 2013	1-4 Family Residential		Home Equity Loans/Lines			Multi-Family Residential		Commercial		Land		Consumer and Other			Total
	(In Thousands)
Balance, Beginning of Year	$	856	$	236		$	160	$	656	$	2	$	7		$	1,917
Provision for Loan Losses		113		21			36		9		-		(32	)		147
Charge-Offs		-		(8	)		-		-		-		(12	)		(20	)
Recoveries of prior charge-offs		5		5			-		-		-		44			54
Balance, End of Period	$	974	$	254		$	196	$	665	$	2	$	7		$	2,098
Ending Balance Allocated to:
Loans individually evaluated for impairment	$	-	$	-		$	-	$	91	$	-	$	-		$	91
Loans collectively evaluated for impairment		974		254			196		574		2		7			2,007
	$	974	$	254		$	196	$	665	$	2	$	7		$	2,098
Ending Loan Balance
Disaggregated by Evaluation Method
Loans individually evaluated for impairment	$	47	$	-		$	-	$	1,140	$	-	$	2		$	1,189
Loans collectively evaluated for impairment		122,683		28,631			22,400		61,764		201		643			236,322
	$	122,730	$	28,631		$	22,400	$	62,904	$	201	$	645		$	237,511

	Real Estate Secured Mortgage Loans
June 30, 2012	1-4 Family Residential		Home Equity Loans/Lines			Multi-Family Residential		Commercial		Land		Consumer and Other			Total
	(In Thousands)
Balance, Beginning of Year	$	889	$	207		$	148	$	485	$	2	$	74		$	1,805
Provision for Loan Losses		14		26			25		59		-		4			128
Loans Charged-Off		-		(48	)		-		-		-		(75	)		(123	)
Recoveries of prior charge-offs		5		2			-		-		-		4			11
Balance, End of Period	$	908	$	187		$	173	$	544	$	2	$	7		$	1,821
Ending Balance Allocated to:
Loans individually evaluated for impairment	$	-	$	-		$	-	$	-	$	-	$	-		$	-
Loans collectively evaluated for impairment		908		187			173		544		2		7			1,821
	$	908	$	187		$	173	$	544	$	2	$	7		$	1,821
Ending Loan Balance
Disaggregated by Evaluation Method
Loans individually evaluated for impairment	$	-	$	-		$	-	$	-	$	-	$	-		$	-
Loans collectively evaluated for impairment		114,661		21,219			19,782		60,327		210		787			216,986
	$	114,661	$	21,219		$	19,782	$	60,327	$	210	$	787		$	216,986

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A summary of the loans evaluated for possible impairment follows:

	June 30, 2013		December 31, 2012
	(In Thousands)
Impaired Loans Requiring a Loss Allowance	$	1,142	$	1,224
Impaired Loans not Requiring a Loss Allowance		47		228
Total Impaired Loans	$	1,189	$	1,452
Loss Allowance on Impaired Loans	$	91	$	91

At June 30, 2013 and December 31, 2012, all impaired loans were on nonaccrual status.  The Bank did not hold any renegotiated loans on these dates.  The amount of foregone interest on nonaccrual loans at June 30, 2013 and December 31, 2012, was approximately $76,000 and $59,000, respectively.

The following table provides additional information with respect to impaired loans by portfolio segment and the impairment methodology used to analyze the credit.  

As of June 30, 2013	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment YTD		Interest Income Recognized
Impaired loans with no related allowance:	(In Thousands)
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	47	$	47	$	-	$	48	$	-
Home Equity Loans and Lines		-		-		-		68		-
Multi-family Residential		-		-		-		4		-
Commercial Real Estate		-		-		-		8		-
Land		-		-		-		-		-
Consumer and Other Loans		-		-		-		-		-
Total	$	47	$	47	$	-	$	128	$	-
Impaired loans with a related allowance:
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	-	$	-	$	-	$	-	$	-
Home Equity Loans and Lines		-		-		-		-		-
Multi-family Residential		-		-		-		-		-
Commercial Real Estate		1,140		1,140		91		1,196		-
Land		-		-		-		-		-
Consumer and Other Loans		2		2		-		1		-
Total	$	1,142	$	1,142	$	91	$	1,197	$	-
Total Impaired Loans
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	47	$	47	$	-	$	48	$	-
Home Equity Loans and Lines		-		-		-		68		-
Multi-family Residential		-		-		-		4		-
Commercial Real Estate		1,140		1,140		91		1,204		-
Land		-		-		-		-		-
Consumer and Other Loans		2		2		-		1		-
Total	$	1,189	$	1,189	$	91	$	1,325	$	-

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As of December 31, 2012	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment YTD		Interest Income Recognized
Impaired loans with no related allowance:	(In Thousands)
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	50	$	50	$	-	$	337	$	1
Home Equity Loans and Lines		142		142		-		254		12
Multi-family Residential		13		13		-		19		4
Commercial Real Estate		23		23		-		99		7
Land		-		-		-		-		-
Consumer and Other Loans		-		-		-		8		5
Total	$	228	$	228	$	-	$	717	$	29
Impaired loans with a related allowance:
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	-	$	-	$	-	$	22	$	-
Home Equity Loans and Lines		-		-		-		96		-
Multi-family Residential		-		-		-		-		-
Commercial Real Estate		1,224		1,224		91		245		43
Land		-		-		-		-		-
Consumer and Other Loans		-		-		-		13		-
Total	$	1,224	$	1,224	$	91	$	376	$	43
Total Impaired Loans
Loans Secured by Mortgages on Real Estate
1-4 Family Residential	$	50	$	50	$	-	$	359	$	1
Home Equity Loans and Lines		142		142		-		350		12
Multi-family Residential		13		13		-		19		4
Commercial Real Estate		1,247		1,247		91		344		50
Land		-		-		-		-		-
Consumer and Other Loans		-		-		-		21		5
Total	$	1,452	$	1,452	$	91	$	1,093	$	72

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The following table summarizes the credit grades assigned by the Company to our loan portfolio as of June 30, 2013 and December 31, 2012.  Additional information related to the criteria used to assess these risk ratings can be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.  These balances are presented gross of any allowance for loan loss and net of deferred loan origination fees and costs.

	Real Estate Secured Mortgage Loans
June 30, 2013	1-4 Family Residential		Home Equity Loans/Lines		Multi-Family Residential		Commercial		Land		Consumer and Other		Total
Credit Classification:	(In Thousands)
Pass	$	122,341	$	28,381	$	22,400	$	60,814	$	201	$	643	$	234,780
Special Mention		342		250		-		950		-		-		1,542
Substandard		47		-		-		1,049		-		2		1,098
Loss		-		-		-		91		-		-		91
Total	$	122,730	$	28,631	$	22,400	$	62,904	$	201	$	645	$	237,511

	Real Estate Secured Mortgage Loans
December 31, 2012	1-4 Family Residential		Home Equity Loans/Lines		Multi-Family Residential		Commercial		Land		Consumer and Other		Total
Credit Classification:	(In Thousands)
Pass	$	107,506	$	26,135	$	16,874	$	60,746	$	206	$	724	$	212,191
Special Mention		-		99		757		779		-		-		1,635
Substandard		50		71		13		1,155		-		-		1,289
Loss		-		-		-		91		-		-		91
Total	$	107,556	$	26,305	$	17,644	$	62,771	$	206	$	724	$	215,206

NOTE 4 – EARNINGS PER COMMON SHARE

Earnings per common share (“EPS”) are computed using the weighted average number of shares outstanding as prescribed in FASB ASC 260-10, Earnings per Share.  Net income is divided by the weighted average number of shares outstanding during the period to calculate basic net earnings per common share.  Diluted earnings per common share are calculated to give effect to dilutive stock options.

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net Income	$	994,000		$	616,000		$	1,494,000		$	1,135,000
Weighted Average Shares Issued		6,345,732			6,345,732			6,345,732			6,345,732
Weighted Average Unearned ESOP Shares		(368,055	)		(393,389	)		(368,055	)		(393,389	)
Weighted Average Unearned RRP Shares		(32,798	)		(77,596	)		(43,241	)		(88,039	)
Weighted Average Treasury Shares		(3,466,359	)		(3,181,276	)		(3,459,723	)		(3,139,144	)
Weighted Average Shares Outstanding for Basic EPS		2,478,520			2,693,471			2,474,713			2,725,160
Earnings per Share, Basic	$	0.40		$	0.23		$	0.60		$	0.42
Weighted Average Shares Outstanding for Basic EPS		2,478,520			2,693,471			2,474,713			2,725,160
Effect of Dilutive Securities		128,444			137,231			135,344			136,825
Weighted Average Shares Outstanding for Diluted EPS		2,606,964			2,830,702			2,610,057			2,861,985
Earnings per Share, Diluted	$	0.38		$	0.22		$	0.57		$	0.40

20

NOTE 5 – REGULATORY CAPITAL

The actual and required regulatory capital amounts and ratios applicable to the Bank at June 30, 2013 and December 31, 2012, are presented in the following table:

	Actual					Minumum for Adequacy Purposes					Minimum to be Well Capitalized Under Prompt Corrective Action Provisions
	Amount		Ratio			Amount		Ratio			Amount		Ratio
	(Dollars In Thousands)
June 30, 2013
Core/Leverage Capital	$	45,082		14.33	%	$	9,435		3.00	%	$	15,726		5.00	%
Tier 1 Risk-Based Capital		45,082		24.74	%		7,288		4.00	%		10,932		6.00	%
Total Risk-Based Capital		47,180		25.89	%		14,576		8.00	%		18,221		10.00	%
December 31, 2012
Core/Leverage Capital	$	43,570		14.03	%	$	9,313		3.00	%	$	15,522		5.00	%
Tier 1 Risk-Based Capital		43,570		25.39	%		6,865		4.00	%		10,298		6.00	%
Total Risk-Based Capital		45,487		26.50	%		13,731		8.00	%		17,164		10.00	%

The Bank’s capital under accounting principles generally accepted in the United States (“GAAP”) is reconciled to its regulatory capital as follows:

	June 30, 2013			December 31, 2012
	(In Thousands)
Capital Under GAAP	$	45,308		$	43,923
Unrealized Gains on Available-for-Sale Securities		(226	)		(353	)
Tier 1 Capital		45,082			43,570
Allowance for Loan Losses		2,098			1,917
Total Risk-Based Capital	$	47,180		$	45,487

NOTE 6 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows the guidance provided  in  FASB ASC 820, Fair Value Measurements, for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized at fair value in the financial statements.  FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

FASB ASC 820 defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.  In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

In addition to defining fair value, FASB ASC 820 expands the disclosure requirements regarding fair value and establishes a fair value hierarchy for valuation inputs.  The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.  The level in the fair value hierarchy within which a fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.  These levels are:

·   Level 1 - Quoted prices for identical assets or liabilities in active markets.

21

·   Level 2 - Observable inputs other than quoted prices included within Level 1, such as quoted prices for similar instrumentsin active markets, quoted prices for identical or similar instruments in markets that are not active, or other inputs that areobservable in the market or can be corroborated by observable market data.

·   Level 3 - Inputs are generally unobservable and typically reflect management’s estimates of assumptions that marketparticipants would use in pricing the asset or liability.  The fair values are therefore determined using model-basedtechniques that include option pricing models, discounted cash flow models, and similar techniques.

The following table presents the Company’s assets measured at fair value on a recurring basis at June 30, 2013 and December 31, 2012.  All of the mortgage-backed securities reported at fair value on June 30, 2013, and December 31, 2012, were secured by first mortgage loans on residential real estate.

	Fair Value Measurements
June 30, 2013	(Level 1)		(Level 2)		(Level 3)		Total
Assets:	(In Thousands)
Available-for-Sale Securities
Mortgage-Backed Securities	$	-	$	4,329	$	-	$	4,329
US Government and Agency Obligations		-		6,070		-		6,070
Equity Securities		272		-		-		272
Loans Held-for-Sale		-		2,509		-		2,509
Total	$	272	$	12,908	$	-	$	13,180

	Fair Value Measurements
December 31, 2012	(Level 1)		(Level 2)		(Level 3)		Total
Assets:	(In Thousands)
Available-for-Sale Securities
Mortgage-Backed Securities	$	-	$	5,755	$	-	$	5,755
US Government and Agency Obligations				6,126		-		6,126
Equity Securities		258		-		-		258
Loans Held-for-Sale		-		1,837		-		1,837
Total	$	258	$	13,718	$	-	$	13,976

The Company did not record any liabilities at fair market value for which measurement of the fair value was made on a recurring basis at June 30, 2013 or December 31, 2012.

22

The following table presents the Company’s assets measured at fair value on a non-recurring basis at June 30, 2013 and December 31, 2012.

	Fair Value Measurements
June 30, 2013	(Level 1)		(Level 2)		(Level 3)		Total
Assets:	(In Thousands)
Impaired Loans, Net of Allowance	$	-	$	-	$	1,098	$	1,098
Other Real Estate Owned		-		560		-		560
Total	$	-	$	560	$	1,098	$	1,658

	Fair Value Measurements
December 31, 2012	(Level 1)		(Level 2)		(Level 3)		Total
Assets:	(In Thousands)
Impaired Loans, Net of Allowance	$	-	$	-	$	1,361	$	1,361
Other Real Estate Owned		-		632		-		632
Total	$	-	$	632	$	1,361	$	1,993

The Company did not record any liabilities at fair market value for which measurement of the fair value was made on a non-recurring basis at June 30, 2013 or December 31, 2012.

FASB ASC 825, Financial Instruments, requires disclosure of the fair value of financial instruments for which it is practical to estimate.  Included in this disclosure are the methods and significant assumptions used to estimate the fair value of financial instruments.  A detailed description of the valuation methodologies used in estimating the fair value of the financial instruments can be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

	June 30, 2013						December 31, 2012
	Carrying Amount			Fair Value			Carrying Amount			Fair Value
	(In Thousands)
Financial Assets
Cash and Cash Equivalents	$	5,339		$	5,339		$	10,646		$	10,646
Certificates of Deposit		481			484			481			485
Securities		65,479			67,140			79,593			82,454
Loans		237,547			242,290			215,076			223,521
Less Allowance for Loan Losses		(2,098	)		(2,098	)		(1,917	)		(1,917	)
Loans, Net of Allowance		235,449			240,192			213,159			221,604
Federal Home Loan Bank Stock		2,592			2,592			1,832			1,832
Financial Liabilities
Deposits	$	198,277		$	205,690		$	196,206		$	209,254
Borrowings		55,964			53,987			53,454			55,769
Unrecognized Financial Instruments
Commitments to Extend Credit	$	30,150		$	30,314		$	31,768		$	31,934

NOTE 7 – SUBSEQUENT EVENTS

In accordance with FASB ASC 855, Subsequent Events, the Company evaluates events and transactions that occur after the balance sheet date for potential recognition in the financial statements.  The effect of all subsequent events that provide additional evidence of conditions that existed at the balance sheet date are recognized in the financial statements as of June 30, 2013.  In preparing these financial statements, the Company evaluated the events and transactions that occurred through the date these financial statements were issued.

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Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains certain forward-looking statements and information relating to the Company and the Bank that are based on the beliefs of management as well as assumptions made by and information currently available to management. In addition, in portions of this document the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “should” and similar expressions or the negative thereof, as they relate to the Company or the Bank or their management, are intended to identify forward-looking statements. Such statements reflect the current views of the Company and/or the Bank with respect to forward-looking events and are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected or intended. The Company does not intend to update these forward-looking statements.

General

The Company’s results of operations are primarily dependent on the results of the Bank, which is a wholly owned subsidiary of the Company. The Bank’s results of operations depend, to a large extent, on net interest income, which is the difference between the income earned on its loan and investment portfolios and the cost of funds, consisting of the interest paid on deposits and borrowings. Results of operations are also affected by provisions for, or recoveries from, the allowance for loan losses, fee income and other non-interest income and non-interest expense. Non-interest expense principally consists of compensation and employee benefits, office occupancy and equipment expense, data processing, advertising and business promotion and other expense. Our results of operations are also significantly affected by general economic and competitive conditions, particularly changes in interest rates, government policies and actions of regulatory authorities. Future changes in applicable law, regulations or government policies may materially impact our financial conditions and results of operations.

Critical Accounting Policies

In reviewing and understanding financial information for the Company, you are encouraged to read and understand the significant accounting policies used in preparing our financial statements. These policies are described in Note 1 of the notes to our financial statements. The accounting and financial reporting policies of the Company conform to accounting principles generally accepted in the United States of America and to general practices within the banking industry. Accordingly, the financial statements require certain estimates, judgments, and assumptions, which are believed to be reasonable, based upon the information available. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the periods presented. The following accounting policies comprise those that management believes are the most critical to aid in fully understanding and evaluating our reported financial results. These policies require numerous estimates or economic assumptions that may prove inaccurate or may be subject to variations which may significantly affect our reported results and financial condition for the period or in future periods.

Allowance for Loan Losses. The allowance for loan losses is established through a provision for loan losses charged to expense. Loans are charged against the allowance for loan losses when management believes that the collectibility of the principal is unlikely. Subsequent recoveries are added to the allowance. The allowance is an amount that represents the amount of probable and reasonably estimable known and inherent losses in the loan portfolio, based on evaluations of the collectibility of loans. The evaluations take into consideration such factors as changes in the types and amount of loans in the loan portfolio, historical loss experience, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, estimated losses relating to specifically identified loans, and current economic conditions. This evaluation is inherently subjective as it requires material estimates including, among others, exposure at default, the amount and timing of expected future cash flows on impacted loans, the value of collateral, estimated losses on our commercial and residential loan portfolios and general amounts for historical loss experience. All of these estimates may be susceptible to significant change.

While management uses the best information available to make loan loss allowance evaluations, adjustments to the allowance may be necessary based on changes in economic and other conditions or changes in accounting guidance. Historically, our estimates of the allowance for loan loss have not required significant adjustments from management’s initial estimates. In addition, the Office of the Comptroller of the Currency, as an integral part of its examination processes, periodically reviews our allowance for loan losses. The Office of the Comptroller of the Currency may require the recognition of adjustments to the allowance for loan losses based on its judgment of information available to it at the time of its examinations. To the extent that actual outcomes differ from management’s estimates, additional provisions to the allowance for loan losses may be required that would adversely impact earnings in future periods.

24

Income Taxes. We make estimates and judgments to calculate some of our tax liabilities and determine the recoverability of some of our deferred tax assets, which arise from temporary differences between the tax and financial statement recognition of revenues and expenses. We also estimate a reserve for deferred tax assets if, based on the available evidence, it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. These estimates and judgments are inherently subjective. Historically, our estimates and judgments to calculate our deferred tax accounts have not required significant revision to our initial estimates.

In evaluating our ability to recover deferred tax assets, we consider all available positive and negative evidence, including our past operating results, recent cumulative losses and our forecast of future taxable income. In determining future taxable income, we make assumptions for the amount of taxable income, the reversal of temporary differences and the implementation of feasible and prudent tax planning strategies. These assumptions require us to make judgments about our future taxable income and are consistent with the plans and estimates we use to manage our business. Any reduction in estimated future taxable income may require us to record a valuation allowance against our deferred tax assets. An increase in the valuation allowance would result in additional income tax expense in the period and could have a significant impact on our future earnings.

Comparison of Financial Condition at June 30, 2013 and December 31, 2012

Total assets were $315.7 million at June 30, 2013, an increase of $3.8 million compared to December 31, 2012.  During the six months ended June 30, 2013, cash and cash equivalents decreased from $10.6 million to $5.3 million.  Total securities available-for-sale were $10.7 million at June 30, 2013, a decrease of $1.5 million compared to December 31, 2012.  Total securities held-to-maturity decreased by $12.6 million during the first six months of 2013, to $54.8 million, at June 30, 2013.  The decreases in securities available-for-sale and securities held-to-maturity were due to the contractual and early repayments of principal on mortgage-backed securities and CMOs.  Net loans receivable were $235.4 million at June 30, 2013, an increase of $22.3 million, or 10.5%, compared to December 31, 2012.  During the first six months of 2013, our first mortgage loans secured by single family residential loans increased by $15.2 million, our funded home equity loans and lines increased by $2.3 million, our loans secured by multifamily residential collateral increased by $4.8 million, and our first mortgage loans secured by non-residential commercial real estate increased by $133,000.

Total impaired loans were $1.2 million at June 30, 2013, a decrease of $263,000 compared to December 31, 2012.  Our impaired loans were comprised of $47,000 in single-family residential mortgage loans, $1.1 million in commercial real estate loans and $2,000 in consumer loans.  Other real estate owned decreased by $72,000 to $560,000 during the first six months of 2013.  At June 30, 2013, our other real estate owned was comprised of a restaurant located in Baton Rouge, Louisiana with a fair value of $190,000, and the Bank’s participation interest in a $170 million construction loan secured by a multi-use development in Baton Rouge, Louisiana, which had a fair value of $370,000 at such date.

Total deposits were $198.3 million at June 30, 2013 compared to $196.2 million at December 31, 2012.  As of June 30, 2013, non-interest bearing deposits were $12.8 million and interest-bearing deposits were $185.5 million.  Total Federal Home Loan Bank advances and other borrowings were $56.0 million at June 30, 2013, an increase of $2.5 million from December 31, 2012.

Total shareholders’ equity was $56.3 million at June 30, 2013, a decrease of $414,000 from December 31, 2012.  During the six months ended June 30, 2013, the Company acquired 149,387 shares of its common stock at a total cost of $2.6 million pursuant to its stock repurchase plans.  Additionally, the Company reissued 19,035 shares of treasury stock upon the exercise of stock options by several directors.  These exercises resulted in an aggregate net increase of $219,000 to shareholders’ equity.  The increase in our treasury stock account was partially offset by net income of $1,494,000 and the release of 42,934 shares held by the Company’s Recognition and Retention Plan Trust which became vested and were released to plan participants during the first six months of 2013.  The release of these shares from the Recognition and Retention Plan Trust increased shareholders’ equity by $498,000.  The Bank’s Tier 1 leverage ratio, Tier 1 risk-based capital ratio, and total risk-based capital ratio were 14.33%, 24.74%, and 25.89%, respectively, at June 30, 2013.

25

Comparison of Our Operating Results for the Three Months and Six Months Ended June 30, 2013 and 2012

General.  Net income for the quarter ended June 30, 2013 was $994,000, an increase of $378,000 from the second quarter of 2012.  Diluted earnings per share were $0.38 and $0.22, respectively, for the quarters ended June 30, 2013 and 2012.  Net interest income was approximately $2.5 million for each of the quarterly periods ended June 30, 2013 and 2012.  Non-interest income was $980,000 during the second quarter of 2013, an increase of $436,000 compared to the second quarter of 2012.  This increase in non-interest income was due primarily to an increase in gains on the sale of residential mortgage loans and an increase in gains from other equity investments.  Non-interest expense was approximately $2.0 million for each of the respective quarters ended June 30, 2013, and 2012.

For the six month period ended June 30, 2013, net income was $1.5 million, or $0.57 per diluted share compared to net income of $1.1 million, or $0.40 per diluted share, during the six month period ended June 30, 2012.  Net interest income was $5.0 million during the first half of 2013, an increase of $45,000 compared to the first six months of 2012.  Total non-interest income was $1.5 million and $818,000, respectively, for the six months ended June 30, 2013 and 2012.  The increase in non-interest income during the first six months of 2013 compared to the first six months of 2012 again was due primarily to increases in our gains on the sale of mortgage loans and an increase in gains from other equity investments.  Total non-interest expense was $4.0 million during the first half of 2013, an increase of $145,000 compared to the first half of 2012.

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Average Balances, Net Interest Income, and Yields Earned and Rates Paid. The following tables show for the periods indicated the total dollar amount of interest income from average interest-earning assets and the resulting yields, as well as the interest expense on average interest-bearing liabilities, expressed both in dollars and rates, and the net interest margin. Tax-exempt income and yields have not been adjusted to a tax-equivalent basis. All average balances are based on monthly balances. Management does not believe that the monthly averages differ significantly from what the daily averages would be.

	Three months Ended June 30,
	2013							2012
	Average Balance		Interest		Average Yield/ Rate			Average Balance		Interest		Average Yield/ Rate
	(Dollars in Thousands)
Interest-Earning Assets:
Loans Receivable (1)	$	230,714	$	2,768		4.80	%	$	210,157	$	2,796		5.32	%
Mortgage-backed Securities		62,450		477		3.06	%		91,912		761		3.31	%
Investment Securities		6,355		37		2.33	%		6,409		36		2.25	%
Other Interest-Earning Assets		9,524		5		0.21	%		4,879		4		0.33	%
Total Interest-Earning Assets		309,043		3,287		4.25	%		313,357		3,597		4.59	%
Non-Interest Earning Assets		8,680							8,145
Total Assets	$	317,723						$	321,502
Interest-Bearing Liabilities:
Passbook, Checking and Money Market Accounts	$	57,582		30		0.21	%	$	50,394		29		0.23	%
Certificates of Deposit		126,683		392		1.24	%		133,026		505		1.52	%
Total Interest-Bearing Deposits		184,265		422		0.92	%		183,420		534		1.16	%
Borrowings		59,534		328		2.20	%		65,792		565		3.44	%
Total Interest-Bearing Liabilities		243,799		750		1.23	%		249,212		1,099		1.76	%
Non-Interest Bearing Liabilities		18,210							15,115
Total Liabilities		262,009							264,327
Stockholders' Equity		55,714							57,175
Total Liabilities and Stockholders' Equity	$	317,723						$	321,502
Net Interest-Earning Assets	$	65,244						$	64,145
Net Interest Income; Average Interest Rate Spread			$	2,537		3.02	%			$	2,498		2.83	%
Net Interest Margin (2)						3.28	%						3.19	%
Average Interest-Earning Assets to Average Interest-Bearing Liabilities						126.76	%						125.74	%

_____________________

(1) Includes nonaccrual loans during the respective periods. Calculated net of deferred fees/costs and allowance for loan losses.

(2) Equals net interest income divided by average interest-earning assets.

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	Six Months Ended June 30,
	2013							2012
	Average Balance		Interest		Average Yield/ Rate			Average Balance		Interest		Average Yield/ Rate
	(Dollars in Thousands)
Interest-Earning Assets:
Loans Receivable (1)	$	223,724	$	5,419		4.84	%	$	205,305	$	5,519		5.38	%
Mortgage-backed Securities		65,926		1,010		3.06	%		88,510		1,541		3.48	%
Investment Securities		6,366		75		2.36	%		7,238		76		2.10	%
Other Interest-Earning Assets		8,669		9		0.21	%		9,007		13		0.29	%
Total Interest-Earning Assets		304,685		6,513		4.28	%		310,060		7,149		4.61	%
Non-Interest Earning Assets		8,480							7,644
Total Assets	$	313,165						$	317,704
Interest-Bearing Liabilities:
Passbook, Checking and Money Market Accounts	$	56,539		59		0.21	%	$	50,062		57		0.23	%
Certificates of Deposit		126,931		795		1.25	%		133,366		1,036		1.55	%
Total Interest-Bearing Deposits		183,470		854		0.93	%		183,428		1,093		1.19	%
Borrowings		55,965		675		2.41	%		62,395		1,117		3.58	%
Total Interest-Bearing Liabilities		239,435		1,529		1.28	%		245,823		2,210		1.80	%
Non-Interest Bearing Liabilities		18,096							14,446
Total Liabilities		257,531							260,269
Stockholders' Equity		55,634							57,435
Total Liabilities and Stockholders' Equity	$	313,165						$	317,704
Net Interest-Earning Assets	$	65,250						$	64,237
Net Interest Income; Average Interest Rate Spread			$	4,984		3.00	%			$	4,939		2.81	%
Net Interest Margin (2)						3.27	%						3.19	%
Average Interest-Earning Assets to Average Interest-Bearing Liabilities						127.25	%						126.13	%

(1) Includes nonaccrual loans during the respective periods. Calculated net of deferred fees/costs and allowance for loan losses.

(2) Equals net interest income divided by average interest-earning assets.

Interest Income.  Net interest income was approximately $2.5 million during each of the quarterly periods ended June 30, 2013 and 2012.  Interest income during the second quarter of 2013 was $3.3 million, a decrease of $310,000 compared to the second quarter of 2012.  This decrease in interest income between the respective quarterly periods was primarily due to a $4.3 million decrease in the average balance of interest-earning assets and a 34 basis point decrease in the average yield on our interest-earning assets.  The average yield on our interest-earning assets was 4.25% and 4.59%, respectively, for the quarterly periods ended June 30, 2013 and 2012.  Interest income on loans receivable was $2.8 million during both the second quarter of 2013 and the second quarter of 2012.  The average balance of our loans receivable increased by $20.6 million during the second quarter of 2013 compared to the second quarter of 2012; however, the average yield on loans receivable decreased by 52 basis points between the respective quarterly periods.  The average balance of our mortgage-backed securities and CMOs decreased by $29.5 million and the average yield on these securities decreased by 25 basis points during the second quarter of 2013 compared to the second quarter of 2012, resulting in a decrease of $284,000 in interest income earned on mortgage-backed securities and CMOs.  Interest income on investment securities during the second quarter of 2013 was $37,000, at an average yield of 2.33%, compared to $36,000, at an average yield of 2.25%, during the second quarter of 2012.  Interest income earned on other interest-earning assets was $5,000 and $4,000, respectively, for the three month periods ended June 30, 2013 and June 30, 2012.

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During the six month period ended June 30, 2013, net interest income was $5.0 million, an increase of $45,000 compared to the six month period ended June 30, 2012.  Our net interest margin, which expresses net interest income as a percentage of average-interest earning assets, was 3.27% for the six months ended June 30, 2013, an increase of 8 basis points compared to the six month period ended June 30, 2012.  Interest income decreased by $636,000, to $6.5 million, during the first half of 2013 compared to the first half of 2012.  During this time, our average interest-earning assets decreased by $5.4 million and the average yield earned on our interest-earning assets decreased by 33 basis points.  Interest income on loans receivable was $5.4 million, with an average yield of 4.84%, for the six months ended June 30, 2013 compared to $5.5 million, with an average yield of 5.38%, for the six months ended June 30, 2012.  The average balance of our mortgage-backed securities and CMOs was $65.9 million during the first six months of 2013, resulting in interest income of $1.0 million, compared to an average balance of $88.5 million during the first six months of 2012, which generated interest income of $1.5 million.  The average yield on our mortgage-backed securities and CMOs was 3.06% and 3.48%, respectively, for the semi-annual periods ended June 30, 2013 and 2012.  Interest income on investment securities was $75,000 and interest income on other interest-earning assets was $9,000 during the first six months of 2013.

Interest Expense.  Total interest expense was $750,000, with our interest-bearing liabilities having an average cost of 1.23%, during the second quarter of 2013, compared to $1.1 million and an average cost of 1.76% for the second quarter of 2012.  The average rate paid on interest-bearing deposits was 0.92% during the quarter ended June 30, 2013, a decrease of 24 basis points from the quarter ended June 30, 2012.  Interest expense on borrowings was $328,000 at an average cost of 2.20% during the second quarter of 2013, and $565,000 at an average cost of 3.44% during the second quarter of 2012.  The decrease in our interest expense on borrowings was primarily due to the maturity of certain higher cost borrowings during the fourth quarter of 2012 and the first and second quarters of 2013, and their subsequent replacement with lower rate wholesale funding.  The average interest rate spread for the three months ended June 30, 2013 was 3.02% compared to 2.83% for the three months ended June 30, 2012.  Our net interest margin, which expresses net interest income as a percentage of average interest-earning assets, was 3.28% and 3.19%, respectively, for the three month periods ended June 30, 2013 and June 30, 2012.

For the six month period ended June 30, 2013, total interest expense was $1.5 million, a decrease of $681,000 compared to the six month period ended June 30, 2012.  Average interest bearing liabilities were $239.4 million for the June 30, 2013 semi-annual period with an average cost of 1.28% compared to average interest-bearing liabilities of $245.8 million with an average cost of 1.80% during the June 30, 2012 semi-annual period.

Provision for Loan Losses. The Company recorded a provision for loan losses of $6,000 during the second quarter of 2013 compared to $73,000 during the second quarter of 2012.  Our allowance for loan losses was $2.1 and $1.8 million, respectively, at June 30, 2013 and 2012, or 0.88% and 0.84% of total loans receivable as of those dates.

For the six months ended June 30, 2013, our provision for loan losses was $147,000 compared to $128,000 during the six months ended June 30, 2012.  At June 30, 2013, total non-performing loans were $1.2 million, or 0.50% of total loans, and total non-performing assets were $1.7 million, or 0.55% of total assets.  Stated as a percentage of non-performing loans, our allowance for loan losses at June 30, 2013 was 176.45%.

Non-interest Income.  Non-interest income for the second quarter of 2013 was $980,000, an increase of $436,000 from the second quarter of 2012.  Our customer service fees, which are primarily comprised of fees earned on transaction accounts, loan servicing fees, and brokered loan commissions, were $231,000 and $236,000, respectively, during the second quarter of 2013 and the second quarter of 2012.  Gains on the sale of mortgage loans were $483,000 during the second quarter of 2013 compared to $268,000 during the second quarter of 2012.  A gain of $234,000 was recognized on the Company’s equity investment in a small business investment company (“SBIC”) during the second quarter of 2013.  A gain of $18,000 was recognized during the second quarter of 2012 on this SBIC investment.

For the six month periods ended June 30, 2013 and 2012, total non-interest income was $1.5 million and $818,000, respectively.  During the 2013 period, the Company recorded a $93,000 increase in customer service fees, and a $287,000 increase in gains on the sale of loans over the 2012 period.  In addition, during the first six months of 2013, the Company recognized gains on its SBIC investment of $293,000, an increase of $275,000 compared to the first six months of 2012.

Non-interest Expense. Total non-interest expense was $2.0 million for each of the quarterly periods ended June 30, 2013 and 2012.  Salaries and employee benefits expense decreased by $130,000 during the second quarter of 2013 compared to the second quarter of 2012 due primarily to a reduction in the level of equity compensation associated with our stock option and recognition and retention plans.  During the first quarter of 2013, the majority of the awards associated with these plans became fully vested and expensed.  Occupancy expenses were $337,000, an increase of $25,000, during the second quarter of 2013 compared to the second quarter of 2012.  The net cost of our REO operations increased by $23,000, to $55,000, during the second quarter of 2013 compared to the second quarter of 2012 due primarily to additional write downs of $18,000 and a $4,000 increase in legal fees.  Advertising expense increased by $31,000 to $99,000 during the second quarter of 2013 compared to the second quarter of 2012, due to promotional efforts related to a checking account campaign launched in the first quarter of 2013.  Other non-interest expenses were $291,000 for the second quarter of 2013, and $269,000 for the second quarter of 2012.

29

Non-interest expense for the first half of 2013 was $4.0 million, an increase of $145,000 compared to the first half of 2012.  Salaries and employee benefits expense was $2.4 million during the six months ended June 30, 2013, a decrease of $80,000 compared to the six months ended June 30, 2012.  A decrease of $233,000 in our equity compensation plan expenses was partially offset by an $110,000 increase in salary expense associated with staffing our new branch which opened in the second quarter of 2012.  Occupancy expense was $668,000 and $603,000, respectively, for the semi-annual periods ended June 30, 2013 and 2012.  This increase was primarily due to the opening of the new branch office in the second quarter of 2012 and increased data processing costs.  Our Louisiana bank share tax was $115,000 and our FDIC insurance premium was $76,000 for the six month period ended June 30, 2013.  The net cost of REO operations during the first half of 2013 was $73,000, an increase of $3,000 compared to the first half of 2012.  Advertising expenses increased by $80,000, to $197,000, during the 2013 semi-annual period compared to the 2012 semi-annual period due primarily to our new checking account campaigns.  Other non-interest expenses were $544,000 during the six months ended June 30, 2013 compared to $468,000 during the six months ended June 30, 2012.

Income Tax Expense. For the three month period ended June 30, 2013, the Company recorded income tax expense of $519,000, an increase of $192,000 from the three month period ended June 30, 2012.  This increase in income tax expense was primarily due to an increase in pre-tax income of $570,000 between the respective quarterly periods.

Income tax expense was $785,000 based on pre-tax income of $2.3 million during the first half of 2013 compared to income tax expense of $604,000 on pre-tax income of $1.7 million during the first half of 2012.

Liquidity and Capital Resources

Our primary sources of funds are from deposits, amortization of loans, loan prepayments and the maturity of loans, mortgage-backed securities and other investments, and other funds provided from operations. While scheduled payments from the amortization of loans and mortgage-backed securities and maturing investment securities are relatively predictable sources of funds, deposit flows and loan prepayments can be greatly influenced by general interest rates, economic conditions and competition. We also maintain excess funds in short-term, interest-bearing assets that provide additional liquidity. At June 30, 2013, our cash and cash equivalents amounted to $5.3 million. In addition, at such date our available-for-sale investment and mortgage-backed securities amounted to an aggregate of $10.7 million.

We use our liquidity to fund existing and future loan commitments, to fund maturing certificates of deposit and demand deposit withdrawals, to invest in other interest-earning assets, and to meet operating expenses. At June 30, 2013, we had certificates of deposit maturing within the next 12 months amounting to $77.7 million. Based upon historical experience, we anticipate that a significant portion of the maturing certificates of deposit will be redeposited with us.  At June 30, 2013, we had $56.0 million in total borrowings, comprised solely of FHLB advances.

In addition to cash flow from loan and securities payments and prepayments as well as from sales of available for sale securities, we have significant borrowing capacity available to fund liquidity needs. In recent years we have utilized borrowings as a cost efficient addition to deposits as a source of funds. As a member of the Federal Home Loan Bank of Dallas, we pledge residential mortgage loans and mortgage-backed securities as collateral for advances.  At June 30, 2013, the Company had $110.1 million in additional borrowing capacity available through the Federal Home Loan Bank.

The following table summarizes our contractual cash obligations at June 30, 2013.

30

	Payments Due by Period
	Total		To 1 Year		More Than 1 Year to 3 Years		More Than 3 Years to 5 Years		More Than 5 Years
	(Dollars In Thousands)
Certificates of Deposit	$	125,895	$	77,691	$	33,675	$	14,529	$	-
FHLB Advances and Other Borrowings		55,964		4,736		10,962		13,608		26,658
Total Long-Term Debt		181,859		82,427		44,637		28,137		26,658
Operating Lease Obligations		102		37		65		-		-
Total Contractual Obligations	$	181,961	$	82,464	$	44,702	$	28,137	$	26,658

We anticipate that we will continue to have sufficient funds and alternative funding sources to meet our current commitments.

Impact of Inflation and Changing Prices

The financial statements, accompanying notes, and related financial data of the Company presented herein have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the changes in purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of operations. Most of our assets and liabilities are monetary in nature; therefore, the impact of interest rates has a greater impact on our performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

Item 3 – Quantitative and Qualitative Disclosures About Market Risk.

For a discussion of the Company’s asset and liability management policies as well as the methods used to manage its exposure to the risk of loss from adverse changes in market prices and rates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – How We Manage Market Risk” at Part II, Item 7 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

Item 4 – Controls and Procedures.

Our management evaluated, with the participation of our President and Chief Executive Officer and our Executive Vice President and Chief Financial Officer, our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based on such evaluation, our President and Chief Executive Officer and our Senior Vice President and Chief Financial Officer concluded that our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and regulations and are operating in an effective manner.

No change in our internal control over financial reporting (as defined in Rules 13a-15 or 15d-15 under the Securities Exchange Act of 1934) occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1 - Legal Proceedings.

There are no matters required to be reported under this item.

Item 1A - Risk Factors.

See “Risk Factors” at pages 30-33 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 (SEC File No. 1-33573), which is incorporated herein by reference thereto.

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds.

(a) Not applicable.

(b) Not applicable.

(c) The Company’s purchases of its common stock made during the quarter consisted of purchases of shares pursuant to repurchase plans approved by the Company’s Board of Directors, as set forth in the following table.

					Total Number		Maximum
					of Shares		Number of
	Total				Purchased as		Shares that May
	Number of		Average		Part of Publicly		Yet be Purchased
	Shares		Price Paid		Announced		Under the Plan
Period	Purchased		per Share		Plan or Program		or Program (1)
April 1 - April 30, 2013		178	$	16.65		178		149,426
May 1 - May 31, 2013		-		-		-		149,426
June 1 - June 30, 2013		-		-		-		149,426
Total		178	$	16.65		178

_______________

(1)   On February 27, 2013, the Company announced a stock repurchase programs to acquire up to 150,000 shares of its outstanding common stock over a six-month period.

Item 3 - Defaults Upon Senior Securities.

There are no matters required to be reported under this item.

Item 4 – Mine Safety Disclosure

Not applicable.

Item 5 - Other Information.

There are no matters required to be reported under this item.

Item 6 - Exhibits.

(a) List of exhibits: (filed herewith unless otherwise noted)

31.1	Rule 13a-14(a)/15d-14(a) /Section 302 Certification of the Chief Executive Officer
31.2	Rule 13a-14(a)/15d-14(a)/Section 302 Certification of the Chief Financial Officer
32.1	Section 1350 Certification

32

The following Exhibits are being furnished* as part of this report:

No.	Description
101.INS	XBRL Instance Document.*
101.SCH	XBRL Taxonomy Extension Schema Document.*
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.*
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.*
101.DEF	XBRL Taxonomy Extension Definitions Linkbase Document.*

______________________

* These interactive data files are being furnished as part of this Quarterly Report, and, in accordance with Rule 402 of Regulation S-T, shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

33

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, thereunto duly authorized.

		LOUISIANA BANCORP, INC.
Date: August 12, 2013	By:	/s/Lawrence J. LeBon, III
		Lawrence J. LeBon, III
		President and Chief Executive Officer
Date: August 12, 2013	By:	/s/John LeBlanc
		John LeBlanc
		Executive Vice President and Chief Financial Officer

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