LUSE GORMAN POMERENK & SCHICK
A PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
5335 WISCONSIN AVENUE, N.W., SUITE 780
WASHINGTON, D.C. 20015
TELEPHONE (202) 274-2000
FACSIMILE (202) 362-2902
www.luselaw.com
WRITER’S DIRECT DIAL NUMBER | WRITER’S EMAIL |
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(202) 274-2007 | nquint@luselaw.com |
May 14, 2012
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn.: Christian Windsor, Esq.
Special Counsel
Re: Georgetown Bancorp, Inc.
SBERA 401(k) Plan as Adopted by Georgetown Savings Bank
Registration No. 333-180018
Registration Statement on Form S-1
Dear Mr. Windsor:
On behalf of Georgetown Bancorp, Inc. (the “Company”) and in accordance with Rule 101 of Regulation S-T, we are hereby transmitting Pre-effective Amendment No. 3 to the Company’s Registration Statement on Form S-1 (the “Amended S-1”). The Amended S-1 has been blacklined to reflect changes from the previous filing.
As discussed with the staff, pages 120 and 123 have been revised with respect to the manner in which the syndicated community offering will be conducted. The Company understands that if (i) it is not able to reach agreement with the Securities and Exchange Commission (Trading and Markets) with respect to the ability to utilize sweep arrangements in the syndicated community offering and (ii) the Company determines to utilize sweep arrangements in a syndicated community offering, that the SEC will view such utilization of sweep arrangements in the syndicated community offering as a change to the plan of distribution (“The Conversion and Offering”) section of the prospectus that would necessitate revised disclosure and a post-effective amendment to the registration statement.
* * * * *
We trust the foregoing is responsive to the staff’s comments. Please advise the undersigned at (202) 274-2007 or Eric Luse of this office at (202) 274-2002 as soon as possible if it has any further comments.
| Respectfully, |
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| /s/ Ned Quint |
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| Ned Quint |
Enclosures
cc: David Lin, Esq.
Robert E. Balletto, President and
Chief Executive Officer
Eric Luse, Esq.