UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER: 0-52267
CUSIP NUMBER: 73158P101
(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR
For Period Ended: December 31, 2010
| [ ] Transition Report on Form 10-K | [ ] Transition Report on Form 10-Q |
| [ ] Transition Report on Form 20-F | [ ] Transition Report on Form N-SAR |
| [ ] Transition Report on Form 11-K | |
For the Transition Period Ended:_____________________________________________
Read Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
PART I - REGISTRANT INFORMATION
Polonia Bancorp
Full name of Registrant
Former Name if Applicable
3993 Huntingdon Pike, 3rd Floor
Address of Principal Executive Office (Street and Number)
Huntingdon Valley, Pennsylvania 19006
City, State and Zip Code
PART II - RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate).
| | (a) | The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
| [X] | (b) | The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
| | (c) | The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III - NARRATIVE
State below in reasonable detail why the Form 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
(Attach extra sheets if needed.)
Polonia Bancorp (the “Company”) is unable to file its Annual Report on Form 10-K for the year ended December 31, 2010 by the March 31, 2011 due date because the Company requires additional time to finalize certain disclosures in its financial statements related to the recent acquisition of certain assets and deposits of the former Earthstar Bank. On December 10, 2010, Polonia Bank, the wholly-owned subsidiary of the Company, assumed certain of the deposits and acquired certain assets of Earthstar Bank, a state chartered bank headquartered in Southampton, Pennsylvania, from the Federal Deposit Insurance Corporation (the “FDIC”), as receiver for Earthstar Bank, pursuant to the terms of the Purchase and Assumption Agreement – Whole Bank; All Deposits, dated December 10, 2010, by and among the FDIC, as receiver, Polonia Bank and the FDIC.
PART IV — OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
| Paul D. Rutkowski | (215) 938-8800 |
| (Name) | (Telephone Number) |
(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). [X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [X] Yes [ ] No
As a result of the recent acquisition of certain assets and deposits of the former Earthstar Bank from the FDIC, the Company anticipates that it will recognize a substantial gain for the year ended December 31, 2010 over the 2009 net income of $331,342. The Company is finalizing certain estimates relating to the fair value of the acquired loan and deposit portfolios, as well as the value of the FDIC indemnification asset.
If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
POLONIA BANCORP
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
| Date March 31, 2011 | By: | /s/ Paul D. Rutkowski | |
| | | Paul D. Rutkowski | |
| | | Treasurer and Chief Financial Officer | |
