February 9, 2007
VIA EDGAR AND COURIER
Mr. Michael Clampitt
Special Counsel
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Mail Stop 0408
Washington, DC 20549
| Re: | Sugar Creek Financial Corp. |
| Form SB-2 |
| File No. 333-139332 |
| Filed December 14, 2006 |
Dear Mr. Clampitt:
On behalf of Sugar Creek Financial Corp. (the “Company”), enclosed for filing is Pre-Effective Amendment No. 2 to the Registration Statement on Form SB-2 (the “Amended Registration Statement”), including exhibits, marked pursuant to Rule 472 under the Securities Act of 1933, as amended, to indicate changes from Pre-Effective Amendment No. 1 to the Registration Statement on Form SB-2 filed on January 30, 2007. The Amended Registration Statement is filed solely to file the prospectus, which has been revised to reflect the updated Appraisal, and the updated Appraisal Report of RP Financial, LC. included as Exhibit 99.4 to the Amended Registration Statement.
* * * * *
Mr. Michael Clampitt
February 9, 2007
Page 2
Please stamp the enclosed copy of this letter to indicate the date of receipt and return it in the enclosed envelope. If you have any questions concerning this submission, please telephone the undersigned at (202) 686-4921.
| Very truly yours, |
| MULDOON MURPHY & AGUGGIA LLP |
| /s/ Sean P. Kehoe |
| Sean P. Kehoe |
Enclosures
| cc: | David Lyon, Securities and Exchange Commission |
Robert J. Stroh, Jr., Sugar Creek Financial Corp.
Paul M. Aguggia, Esq.
Kelli C. Provenzano, Esq.
