LUSE GORMAN, PC
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 E-MAIL | |
| (202) 274-2004 | slanter@luselaw.com |
August 6, 2015
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549-3561
| Attn: | Ms. Kathryn McHale, Senior Staff Attorney |
| Re: | New Bancorp, Inc. |
Registration Statement on Form S-1 (File No. 333-204842)
Dear Ms. McHale:
On behalf of New Bancorp, Inc. (the “Company”) and in accordance with Rule 101 of Regulation S-T, we are hereby transmitting Pre-Effective Amendment No. 2 to the Company’s Registration Statement on Form S-1 (the “Amended Form S-1”). Set forth below are the comments from the Staff’s letter dated August 5, 2015, as well as the Company’s responses to those comments. The Amended Form S-1 has been blacklined to reflect changes from Pre-Effective Amendment No. 1.
Exhibit Index
| 1. | We note your response to comment 10. However, noting your intention to terminate the Pension Plan as part of the conversion, the importance of such termination to the future performance of the company, and that the plan will not be terminated in the ordinary course of business, please provide us an analysis supporting your determination that the Pension Plan is not material to the company. |
The multiple employer defined benefit plan is filed as Exhibit 10.5 with the Amended Form S-1.
LUSE GORMAN, PC
Ms. Kathryn McHale
Securities and Exchange Commission
August 6, 2015
Page 2
We request that the staff advise the undersigned at (202) 274-2004 or atslanter@luselaw.com or Kip Weissman of this office at (202) 274-2029 or atkweissman@luselaw.com as soon as possible if it has any further comments.
| Respectfully, |
/s/ Steven Lanter |
| Steven Lanter |
| cc: | Richard C. Sauerman, President and Chief Executive Officer | |
| Kip Weissman, Esq. |
