UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549





FORM 10-K/A

(Amendment No. 1)

(Mark One)

|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended June 30, 2009

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period
fromto

Commission File No. 0-28032





PATAPSCO
BANCORP, INC.

(Exact name of registrant as specified in its charter)



|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Maryland                                                       |  | 52-1951797                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)
|                                                               | 
|1301 Merritt Boulevard, Dundalk, Maryland                      |  | 21222-2194                          
|(Address of principal executive offices)                       |  | (Zip Code)                          

Registrants telephone number, including area code: (410) 285-1010

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Common stock, par value $.01 per share

(Title of
Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.    Yes   ̈    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the
Act.    Yes   ̈    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days.    Yes  x     No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    Yes   ̈    No   ̈

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):



|                        |  |                                                  |  |                           |  |  
|----------------------- |  | ------------------------------------------------ |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈                                                |  | Accelerated filer         |  |  ̈
|                        |  |                                                  | 
|Non-accelerated filer   |  |  ̈  (Do not check if a smaller reporting company) |  | Smaller reporting company |  | x

Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).    Yes   ̈    No   x

As of December 31, 2008, the aggregate market value of voting common stock held by nonaffiliates was approximately $5,735,447, computed
by reference to the closing sales price on December 31, 2008 as reported on the OTC Electronic Bulletin Board.

Number of
shares of Common Stock outstanding as of September 22, 2009: 1,874,734.

DOCUMENTS INCORPORATED BY REFERENCE

1. Portions of the 2009 Annual Report to Stockholders. (Part II)

2. Portions of the Proxy Statement for the 2009 Annual Meeting of Stockholders. (Part III)









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EXPLANATORY NOTE

This Amendment No. 1 to Annual Report on Form 10-K/A for the fiscal year ended June 30, 2009 of Patapsco Bancorp, Inc. is being
filed to include Exhibit 99.1, 31 C.F.R. § 30.15 Certification of Chief Executive Officer and Exhibit 99.2, 31 C.F.R. § 30.15 Certification of Chief Financial Officer.

PART IV



|Item 15. | Exhibits
|-------- | --------



| | (a) | List of Documents Filed as Part of this Report
| | --- | ----------------------------------------------

(1)Financial Statements. The following consolidated financial statements are incorporated by reference from Item 7 hereof (see Exhibit 13 to
this Annual Report on Form 10-K):

Report of Registered Independent Accounting Firm

Consolidated Statements of Financial Condition as of June 30, 2009 and 2008

Consolidated Statements of Income for the Years Ended June 30, 2009 and 2008

Consolidated Statements of Stockholders Equity for the Years Ended June 30, 2009 and 2008

Consolidated Statements of Cash Flows for the Years Ended June 30, 2009 and 2008

Notes to Consolidated Financial Statements

(2)Exhibits. The following is a list of exhibits filed as part of this Annual Report on Form 10-K and also constitutes the Exhibit Index.



|      |  |                                                                                                                                                                                      
|----- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|No.   |  | Description                                                                                                                                                                          
|      | 
|3.1   |  | Articles of Incorporation of Patapsco Bancorp, Inc. and Articles Supplementary (1)                                                                                                   
|3.2   |  | Bylaws of Patapsco Bancorp, Inc., as amended (2)                                                                                                                                     
|4.1   |  | Form of Common Stock Certificate of Patapsco Bancorp, Inc. (3)                                                                                                                       
|4.2   |  | Articles Supplementary establishing Fixed Rate Cumulative Perpetual Preferred Stock, Series A, of Patapsco Bancorp, Inc. (4)                                                         
|4.3   |  | Form of stock certificate for Fixed Rate Cumulative Perpetual Preferred Stock, Series A (4)                                                                                          
|4.4   |  | Form of warrant to purchase 300.003 shares of common stock of Patapsco Bancorp, Inc. (4)                                                                                             
|4.5   |  | Articles Supplementary establishing Fixed Rate Cumulative Perpetual Preferred Stock, Series B, of Patapsco Bancorp, Inc. (4)                                                         
|4.6   |  | Form of stock certificate for Fixed Rate Cumulative Perpetual Preferred Stock, Series B (4)                                                                                          
|10.1  |  | Letter Agreement and related Securities Purchase Agreement  Standard Terms, dated December 19, 2008, between Patapsco Bancorp, Inc. and United States Department of the
Treasury (4)
|10.2  |  | Form of Waiver executed by each of Michael J. Dee, William C. Wiedel, Jr., Frank J. Duchacek, Jr. and Laurence S. Mitchell (4)                                                       
|10.3  |  | Form of Letter Agreement between Patapsco Bancorp, Inc. and each of Michael J. Dee, William C. Wiedel, Jr., Frank J. Duchacek, Jr. and Laurence S. Mitchell (4)                      
|10.4  |  | Patapsco Bancorp, Inc. 1996 Stock Option and Incentive Plan (5)                                                                                                                     
|10.5  |  | Form of Severance Agreement by and between The Patapsco Bank and John McClean, Francis Broccolino and William Peters (6)                                                            
|10.6  |  | Form of Amended and Restated Severance Agreement by and between The Patapsco Bank and Laurence S. Mitchell and Frank J. Duchacek, Jr. (7)                                           
|10.7  |  | Patapsco Bancorp, Inc. 2000 Stock Option and Incentive Plan (8)                                                                                                                     
|10.8  |  | Patapsco Bancorp, Inc. 2004 Stock Incentive Plan (9)                                                                                                                                
|10.9  |  | Employment Agreement by and between The Patapsco Bank and Michael J. Dee (9)                                                                                                        
|10.10 |  | Severance Agreement by and between The Patapsco Bank and William C. Wiedel, Jr. (9)                                                                                                 
|10.11 |  | Form of Amendment No. 1 to the Amended and Restated Severance Agreement by and between The Patapsco Bank and Laurence S. Mitchell and Frank J. Duchacek, Jr. 
(10)                  
|13    |  | Annual Report to Stockholders for the Fiscal Year Ended June 30, 2009*                                                                                                               
|21    |  | Subsidiaries of the Registrant*                                                                                                                                                      



2



---

|     |  |                                                                  
|---- |  | -----------------------------------------------------------------
|23   |  | Consent of Beard Miller Company LLP*                             
|31.1 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
|31.2 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
|32   |  | Section 1350 Certifications                                      
|99.1 |  | 31 C.F.R. § 30.15 Certification of Chief Executive Officer       
|99.2 |  | 31 C.F.R. § 30.15 Certification of Chief Financial Officer       



| | Management contract or compensatory plan or arrangement.
|- | --------------------------------------------------------

|(1) | Incorporated herein by reference from the Companys Annual Report on Form 10-KSB for the year ended June 30, 2000 (File No. 0-28032).
|--- | -------------------------------------------------------------------------------------------------------------------------------------

|(2) | Incorporated herein by reference from the Companys Current Report on Form 8-K for the event on July 23, 2008, filed with the SEC on July 25, 2008 (File
No. 0-28032).
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) | Incorporated herein by reference from the Companys Registration Statement on Form 8-A (File No. 0-28032).
|--- | ----------------------------------------------------------------------------------------------------------

|(4) | Incorporated by reference from the Companys Current Report on Form 8-K for the event on December 18, 2008, filed with the SEC on December 23, 2008 (File
No. 0-28032).
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) | Incorporated herein by reference from the Companys Annual Report on Form 10-KSB for the year ended June 30, 1996 (File No. 0-28032).
|--- | -------------------------------------------------------------------------------------------------------------------------------------

|(6) | Incorporated herein by reference from the Companys Annual Report on Form 10-KSB for the year ended June 30, 2005 (File No. 0-28032).
|--- | -------------------------------------------------------------------------------------------------------------------------------------

|(7) | Incorporated herein by reference from the Companys Annual Report on Form 10-KSB/A for the year ended June 30, 2006 filed on December 6, 2006 (File No.
0-28032).
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

|(8) | Incorporated herein by reference from the Companys Registration Statement on Form S-8 (File No. 333-122300).
|--- | -------------------------------------------------------------------------------------------------------------

|(9) | Incorporated herein by reference from the Companys Quarterly Report on Form 10-QSB for the quarter ended March 31, 2008 (File No. 0-28032).
|--- | --------------------------------------------------------------------------------------------------------------------------------------------

|(10) | Incorporated by reference from the Companys Quarterly Report on Form 10-Q for the quarter ended December 31, 2008 (File No. 0-28032).
|---- | --------------------------------------------------------------------------------------------------------------------------------------

|* | Previously filed.
|- | -----------------



3



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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.



|                 |  |                        |  |                                      
|---------------- |  | ---------------------- |  | -------------------------------------
|                 |  | PATAPSCO BANCORP, INC.
|January 28, 2010 |  |                        |  |                                      
|                 |  |                       
|                 |  | By:                    |  | /s/ Michael J. Dee                   
|                 |  |                        |  | Michael J. Dee                       
|                 |  |                        |  | President and Chief Executive Officer
|                 |  |                        |  | (Duly Authorized Officer)