WILLIAM PENN BANCORP, INC.



February 7, 2008

United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C.  20549

         Re:      William Penn Bancorp, Inc.
                  Registration Statement on Form S-1
                  File No. 333-148219

Dear Sir or Madam:

     Pursuant to Rule 461 of  Regulation C of the Rules and  Regulations  of the
Securities and Exchange Commission promulgated under the Securities Act of 1933,
as amended,  William Penn Bancorp,  Inc.  (the  "Company")  hereby  requests the
above-referenced   Registration  Statement  be  declared  effective  on  Monday,
February 11, 2008 at 3:00 p.m. or as soon  thereafter on February 11, 2008 as is
practicable.

     Furthermore, the Company hereby acknowledges that:

o    should the Commission or the staff, acting pursuant to delegated authority,
     declare the filing  effective,  it does not foreclose the  Commission  from
     taking any action with respect to the filing;

o    the action of the  Commission  or the staff,  acting  pursuant to delegated
     authority, in declaring the filing effective,  does not relieve the Company
     from  its  full  responsibility  for  the  adequacy  and  accuracy  of  the
     disclosure in the filing; and

o    the  Company  may not assert  this  action as a defense  in any  proceeding
     initiated by the Commission or any person under federal  securities laws of
     the United States.

                           William Penn Bancorp, Inc.

                           By:  /s/Charles Corcoran
                                ------------------------------------------------
                                Charles Corcoran
                                    President