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                             January 14, 2021

       Kenneth Stephon
       Chief Executive Officer
       William Penn Bancorporation
       10 Canal Street, Suite 104
       Bristol, Pennsylvania 19007

                                                        Re: William Penn
Bancorporation
                                                            Amendment No. 2 to
Registration Statement on Form S-1
                                                            Filed January 13,
2021
                                                            File No. 333-24942

       Dear Mr. Stephon:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Amendment No. 2 to Registration Statement on Form S-1

       General

   1.                                                   We note your response
to our comment issued December 23, 2021 and we re-issue the
                                                        comment in part. As you
are registering the participation interests and the underlying plan
                                                        securities, your legal
opinion should separately address the participation interests. Refer
                                                        to Staff Legal Bulletin
No. 19 at II.B.1.f, and related footnote 23.
 Kenneth Stephon
William Penn Bancorporation
January 14, 2021
Page 2



       You may contact David Irving at 202-551-3321 or Sharon Blume at
202-551-3474 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Julie Griffith at 202-551-3267 or Susan Block at 202-551-3210 with any
other questions.



FirstName LastNameKenneth Stephon                          Sincerely,
Comapany NameWilliam Penn Bancorporation
                                                           Division of
Corporation Finance
January 14, 2021 Page 2                                    Office of Finance
FirstName LastName