##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
  þ
    
    Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the fiscal year ended: December 31, 2008
 or
 o
    
    Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the transition period from  to
 Commission File Number: 000-53555
 HIBERNIA HOMESTEAD BANCORP, INC.
  Louisiana
    
    26-2833386(State or Other Jurisdiction of
    
    (I.R.S. EmployerIncorporation or Organization)
    
    Identification Number)325 Carondelet Street, New Orleans, Louisiana
    
    70130(Address of Principal Executive Offices)
    
    (Zip Code)
    Common Stock, $.01 par value per share
 YES o NO þ
 YES o NO þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



HIBERNIA HOMESTEAD BANCORP, INC.
2008 ANNUAL REPORT ON FORM 10-K
 TABLE OF CONTENTS
 PagePART IItem 1. Business
    
    
    1Item 1A. Risk Factors
    
    
    23Item 1B. Unresolved Staff Comments
    
    
    23Item 2. Properties
    
    
    23Item 3. Legal Proceedings
    
    
    24Item 4. Submission of Matters to a Vote of Security Holders
    
    
    24PART IIItem 5. Market for the Registrants Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities
    
    
    24Item 6. Selected Financial Data
    
    
    25Item 7. Managements Discussion and Analysis of Financial Condition and Results of
Operations
    
    
    26Item 7A. Quantitative and Qualitative Disclosures about Market Risk
    
    
    37Item 8. Financial Statements and Supplementary Data
    
    
    38Item 9. Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure
    
    
    73Item 9A(T). Controls and Procedures
    
    
    73Item 9B. Other Information
    
    
    74PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    74Item 11. Executive Compensation
    
    
    74Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
    
    
    74Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    74Item 14. Principal Accounting Fees and Services
    
    
    74PART IVItem 15. Exhibits and Financial Statement Schedules
    
    
    75SIGNATURES
    
    
    76Exhibit 31.1Exhibit 31.2Exhibit 32.0
   i




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##### Table of Contents



Forward-Looking Statements
 This Annual Report on Form 10-K contains certain forward looking statements (as defined in the
Securities Exchange Act of 1934 and the regulations thereunder). Forward looking statements are
not historical facts but instead represent only the beliefs, expectations or opinions of Hibernia
Homestead Bancorp, Inc. and its management regarding future events, many of which, by their nature,
are inherently uncertain. Forward looking statements may be identified by the use of such words as:
believe, expect, anticipate, intend, plan, estimate, or words of similar meaning, or
future or conditional terms such as will, would, should, could, may, likely,
probably, or possibly. Forward looking statements include, but are not limited to, financial
projections and estimates and their underlying assumptions; statements regarding plans, objectives
and expectations with respect to future operations, products and services; and statements regarding
future performance. Such statements are subject to certain risks, uncertainties and assumption,
many of which are difficult to predict and generally are beyond the control of Hibernia Homestead
Bancorp, Inc. and its management, that could cause actual results to differ materially from those
expressed in, or implied or projected by, forward looking statements. The following factors, among
others, could cause actual results to differ materially from the anticipated results or other
expectations expressed in the forward looking statements: (1) economic and competitive conditions
which could affect the volume of loan originations, deposit flows and real estate values; (2) the
levels of non-interest income and expense and the amount of loan losses; (3) competitive pressure
among depository institutions increasing significantly; (4) changes in the interest rate
environment causing reduced interest margins; (5) general economic conditions, either nationally or
in the markets in which Hibernia Homestead Bancorp, Inc. is or will be doing business, being less
favorable than expected;(6) political and social unrest, including acts of war or terrorism; or (7)
legislation or changes in regulatory requirements adversely affecting the business in which
Hibernia Homestead Bancorp, Inc. will be engaged. Hibernia Homestead Bancorp, Inc. undertakes no
obligation to update these forward looking statements to reflect events or circumstances that occur
after the date on which such statements were made.
  
 PART I
 
 Item 1. Business .
 General.
   1




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Market Area and Competition
    Hibernia Homestead Banks Lending Activities
 General.
   2




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##### Table of Contents



Loan Portfolio Composition.
 December 31,2008
    
    
    2007Amount
    
    
    %
    
    
    Amount
    
    
    %(Dollars in thousands)Real estate loans:One- to four-family residential
    
    $
    29,936
    
    
    
    92.07
    %
    
    $
    27,839
    
    
    
    93.78
    %Multi-family residential
    
    
    769
    
    
    
    2.37
    
    
    
    786
    
    
    
    2.65Second mortgage residential
    
    
    63
    
    
    
    0.19
    
    
    
    146
    
    
    
    0.49Residential construction and land loans
    
    
    1,468
    
    
    
    4.52
    
    
    
    851
    
    
    
    2.86Commercial-real estate secured
    
    
    91
    
    
    
    0.28
    
    
    
    
    
    
    
    Total real estate loans
    
    
    32,327
    
    
    
    99.43
    
    
    
    29,622
    
    
    
    99.78Other loans:Home equity line of credit
    
    
    153
    
    
    
    0.47
    
    
    
    52
    
    
    
    0.18Loans secured by deposit
    
    
    32
    
    
    
    0.10
    
    
    
    12
    
    
    
    0.04Total other loans
    
    
    185
    
    
    
    0.57
    
    
    
    64
    
    
    
    0.22Total loans
    
    $
    32,512
    
    
    
    100.00
    %
    
    $
    29,686
    
    
    
    100.00
    %Less:Allowance for loan losses
    
    
    273
    
    
    
    
    
    
    
    273Deferred loan fees
    
    
    (34
    )
    
    
    
    
    
    
    (27
    )239
    
    
    
    
    
    
    
    246Net loans
    
    $
    32,273
    
    
    
    
    
    
    $
    29,440
 Origination of Loans.
   3




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##### Table of Contents



Year EndedDecember 31,2008
    
    
    2007(In thousands)Loan originations:One-to-four family residential
    
    $
    4,946
    
    
    $
    3,328Multi-family residential
    
    
    
    
    
    
    Second mortgage residential
    
    
    
    
    
    
    97Residential construction and land loans
    
    
    1,465
    
    
    
    419Commercial-real estate secured
    
    
    100
    
    
    
    Other
    
    
    9
    
    
    
    15Total loan originations
    
    
    6,520
    
    
    
    3,859Loans purchased
    
    
    
    
    
    
    Loans sold
    
    
    
    
    
    
    Loan principal repayments
    
    
    (3,394
    )
    
    
    (3,564
    )Total loans sold and principal repayments
    
    
    (3,394
    )
    
    
    (3,564
    )Increase or (decrease) due to other items, net(1)
    
    
    (293
    )
    
    
    (231
    )Net increase (decrease) in total loans
    
    $
    2,833
    
    
    $
    64
 
 (1)
    
    Other items consist of loans in process, deferred fees and the allowance for loan
losses.  Contractual Terms to Final Maturities.
 One- to Four-
    
    
    Multi-
    
    
    Second
    
    
    Residential
    
    
    Commercial-Family
    
    
    Family
    
    
    Mortgage
    
    
    Construction
    
    
    Real EstateResidential
    
    
    Residential
    
    
    Residential
    
    
    and Land Loans
    
    
    Secured
    
    
    Other
    
    
    Total(In thousands)Amounts due after December 31, 2008 in:One year or less
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    32
    
    
    $
    32After one year through two years
    
    
    114
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    114After two years through three years
    
    
    1,368
    
    
    
    574
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,942After three years through five years
    
    
    836
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    91
    
    
    
    153
    
    
    
    1,080After five years through ten years
    
    
    2,521
    
    
    
    
    
    
    
    
    
    
    
    138
    
    
    
    
    
    
    
    
    
    
    
    2,659After ten years through 15 years
    
    
    2,771
    
    
    
    195
    
    
    
    63
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,029After 15 years
    
    
    22,326
    
    
    
    
    
    
    
    
    
    
    
    1,330
    
    
    
    
    
    
    
    
    
    
    
    23,656Total
    
    $
    29,936
    
    
    $
    769
    
    
    $
    63
    
    
    $
    1,468
    
    
    $
    91
    
    
    $
    185
    
    
    $
    32,512
  Floating or
    
    
    Total atFixed-Rate
    
    
    Adjustable-Rate
    
    
    December 31, 2008(In thousands)One- to four-family residential
    
    $
    29,936
    
    
    $
    
    
    
    $
    29,936Multi-family residential
    
    
    769
    
    
    
    
    
    
    
    769Second mortgage residential
    
    
    63
    
    
    
    
    
    
    
    63Residential construction and land loans
    
    
    1,468
    
    
    
    
    
    
    
    1,468Commercial  real estate secured
    
    
    91
    
    
    
    
    
    
    
    91Other loans
    
    
    
    
    
    
    153
    
    
    
    153Total
    
    $
    32,327
    
    
    $
    153
    
    
    $
    32,480
  4




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##### Table of Contents



One- to Four-Family Residential Real Estate Loans.
    Residential Construction and Land Loans.
 Residential Second Mortgage Loans and Lines of Credit.
 Commercial Real Estate Loans.
  5




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##### Table of Contents



Consumer Loans.
 Loan Origination and Other Fees.
 Asset Quality
 General.
   Delinquent Loans.
   6




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##### Table of Contents



December 31, 2008
    
    
    December 31, 200730-89 Days Overdue
    
    
    90 or More Days Overdue
    
    
    30-89 Days Overdue
    
    
    90 or More Days OverdueNumber of
    
    
    Principal
    
    
    Number
    
    
    Principal
    
    
    Number of
    
    
    Principal
    
    
    Number of
    
    
    Principalloans
    
    
    Balance
    
    
    of loans
    
    
    Balance
    
    
    loans
    
    
    Balance
    
    
    loans
    
    
    Balance(Dollars in thousands)
    
    
    (Dollars in thousands)One- to four-family residential
    
    
    4
    
    
    $
    1,056
    
    
    
    3
    
    
    $
    150
    
    
    
    
    
    
    $
    
    
    
    
    
    
    
    $
    Multi-family residential
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Second mortgage residential
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Residential construction
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total delinquent loans
    
    
    4
    
    
    $
    1,056
    
    
    
    3
    
    
    $
    150
    
    
    
    
    
    
    $
    
    
    
    
    
    
    
    $
    Delinquent loans to total net loans
    
    
    
    
    
    
    3.3
    %
    
    
    
    
    
    
    0.5
    %
    
    
    
    
    
    
    
    %
    
    
    
    
    
    
    
    %Delinquent loans to total loans
    
    
    
    
    
    
    3.2
    %
    
    
    
    
    
    
    0.5
    %
    
    
    
    
    
    
    
    %
    
    
    
    
    
    
    
    %
 Non-Performing Assets.
 December 31,2008
    
    
    2007(Dollars in thousands)Non-accruing loans:One- to four-family residential
    
    $
    150
    
    
    $
    Other
    
    
    
    
    
    
    Total non-accruing loans
    
    
    150
    
    
    
    Total non-performing loans
    
    
    150
    
    
    
    Real estate owned, net
    
    
    
    
    
    
    Total non-performing assets
    
    $
    150
    
    
    $
    Total non-performing loans as a percentage of loans, net
    
    
    0.46
    %
    
    
    
    %Total non-performing loans as a percentage of total assets
    
    
    0.26
    %
    
    
    
    %Total non-performing assets as a percentage of total assets
    
    
    0.26
    %
    
    
    
    %
  7




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##### Table of Contents



Classified Assets.
  Allowance for Loan Losses.
   At or for the YearEnded December 31,2008
    
    
    2007(Dollars in thousands)Total loans outstanding at end of period
    
    $
    32,512
    
    
    $
    29,686Average loans outstanding
    
    
    30,031
    
    
    
    29,261Allowance for loan losses, beginning of period
    
    
    273
    
    
    
    273Provision for loan losses
    
    
    
    
    
    
    Charge-offs
    
    
    
    
    
    
    Recoveries on loans previously charged off
    
    
    
    
    
    
    Allowance for loan losses, end of period
    
    $
    273
    
    
    $
    273Allowance for loan losses as a percent of non-performing loans
    
    
    182.2
    %
    
    
    N/ARatio of net charge-offs during the period to average loans outstanding during the period
    
    
    
    %
    
    
    
    %
  8




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##### Table of Contents



December 31,2008
    
    
    2007Loan
    
    
    
    
    
    
    LoanCategory
    
    
    
    
    
    
    CategoryAmount of
    
    
    As a % of
    
    
    Amount of
    
    
    as a % ofAllowance
    
    
    Total Loans
    
    
    Allowance
    
    
    Total LoansOne-to four-family residential
    
    $
    273
    
    
    
    92.07
    %
    
    $
    273
    
    
    
    93.78
    %Multi-family residential
    
    
    
    
    
    
    2.37
    
    
    
    
    
    
    
    2.65Second mortgage residential
    
    
    
    
    
    
    0.19
    
    
    
    
    
    
    
    0.49Residential construction and land loans
    
    
    
    
    
    
    4.52
    
    
    
    
    
    
    
    2.86Commercial  real estate secured
    
    
    
    
    
    
    0.28
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    0.57
    
    
    
    
    
    
    
    0.22Total
    
    $
    273
    
    
    
    100.00
    %
    
    $
    273
    
    
    
    100.00
    %
 Investment Activities
 General.
       9




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##### Table of Contents



Investment Securities Portfolio.
 December 31,2008
    
    
    2007Amortized
    
    
    Market
    
    
    Amortized
    
    
    MarketCost
    
    
    Value
    
    
    Cost
    
    
    Value(In thousands)Securities available-for-sale:Mortgage-backed securities
    
    $
    11,782
    
    
    $
    11,947
    
    
    $
    15,347
    
    
    $
    15,005U.S. Government Agencies
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    FNBB stock
    
    
    210
    
    
    
    210
    
    
    
    210
    
    
    
    210FHLB stock
    
    
    171
    
    
    
    171
    
    
    
    166
    
    
    
    166Total investment and
mortgage-backed securities
    
    $
    12,163
    
    
    $
    12,328
    
    
    $
    15,723
    
    
    $
    15,381
  Amounts at December 31, 2008 Which Mature InAfter OneOne Year
    
    
    to Five
    
    
    After Five
    
    
    Over 10or Less
    
    
    Years
    
    
    to 10 Years
    
    
    Years
    
    
    Total(Dollars in thousands)Available-for-sale:Mortgage-backed securities
    
    $
    
    
    
    $
    5,048
    
    
    $
    2,359
    
    
    $
    4,540
    
    
    $
    11,947Weighted average yield
    
    
    
    %
    
    
    4.07
    %
    
    
    4.11
    %
    
    
    4.71
    %
    
    
    4.25
    %
  December 31,2008
    
    
    2007(Dollars in thousands)Fixed-rate
    
    $
    11,883
    
    
    $
    14,916Adjustable-rate
    
    
    64
    
    
    
    89Total mortgage-backed securities
    
    $
    11,947
    
    
    $
    15,005
  10




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##### Table of Contents



Amounts
at December 31, 2008 Which Mature InOne
    
    
    Weighted
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    WeightedYear or
    
    
    Average
    
    
    After One to
    
    
    Average
    
    
    After Five to
    
    
    Average
    
    
    Over 10
    
    
    AverageLess
    
    
    Yield
    
    
    Five Years
    
    
    Yield
    
    
    Ten Years
    
    
    Yield
    
    
    years
    
    
    Yield(Dollars in thousands)Fixed-rate
    
    $
    
    
    
    
    
    %
    
    $
    5,048
    
    
    
    4.07
    %
    
    $
    2,359
    
    
    
    4.11
    %
    
    $
    4,476
    
    
    
    4.72
    %Adjustable-rate
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    64
    
    
    
    4.43Total
mortgage-backed
securities
    
    $
    
    
    
    
    
    %
    
    $
    5,048
    
    
    
    4.07
    %
    
    $
    2,359
    
    
    
    4.11
    %
    
    $
    4,540
    
    
    
    4.71
    %
 Sources of Funds
 General.
 Deposits. .
    December 31,2008
    
    
    2007Amount
    
    
    %
    
    
    Amount
    
    
    %(Dollars in thousands)Certificate accounts:1.01%  2.00%
    
    $
    1,315
    
    
    
    3.05
    %
    
    $
    
    
    
    
    
    %2.01%  3.00%
    
    
    14,494
    
    
    
    33.59
    
    
    
    
    
    
    
    3.01%  4.00%
    
    
    1,478
    
    
    
    3.43
    
    
    
    1,202
    
    
    
    3.464.01%  5.00%
    
    
    3,495
    
    
    
    8.10
    
    
    
    20,926
    
    
    
    60.325.01%  6.00%
    
    
    
    
    
    
    
    
    
    
    38
    
    
    
    0.116.01% or more
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total certificate accounts
    
    
    20,782
    
    
    
    48.17
    %
    
    
    22,166
    
    
    
    63.89
    %Transaction accounts:Savings
    
    
    14,955
    
    
    
    34.66
    %
    
    
    6,807
    
    
    
    19.62
    %Checking:Interest bearing
    
    
    3,722
    
    
    
    8.63
    
    
    
    3,556
    
    
    
    10.25Non-interest bearing
    
    
    558
    
    
    
    1.29
    
    
    
    776
    
    
    
    2.24Money market
    
    
    3,126
    
    
    
    7.25
    
    
    
    1,387
    
    
    
    4.00Total transaction accounts
    
    
    22,361
    
    
    
    51.83
    
    
    
    12,526
    
    
    
    36.11Total deposits
    
    $
    43,143
    
    
    
    100.00
    %
    
    $
    34,692
    
    
    
    100.00
    %
  11




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##### Table of Contents



Year Ended December 31,2008
    
    
    2007Average
    
    
    Interest
    
    
    Average
    
    
    Average
    
    
    Interest
    
    
    AverageBalance
    
    
    Expense
    
    
    Rate Paid
    
    
    Balance
    
    
    Expense
    
    
    Rate Paid(Dollars in thousands)Savings accounts
    
    $
    7,242
    
    
    $
    86
    
    
    
    1.19
    %
    
    $
    7,672
    
    
    $
    85
    
    
    
    1.11
    %Checking
    
    
    3,451
    
    
    
    30
    
    
    
    0.86
    
    
    
    3,581
    
    
    
    34
    
    
    
    0.95Money market
    
    
    1,917
    
    
    
    21
    
    
    
    1.10
    
    
    
    1,448
    
    
    
    16
    
    
    
    1.11Certificates of
deposit
    
    
    22,023
    
    
    
    827
    
    
    
    3.76
    
    
    
    23,369
    
    
    
    1,094
    
    
    
    4.68Total interest-bearing deposits
    
    $
    34,633
    
    
    $
    964
    
    
    
    2.78
    %
    
    $
    36,070
    
    
    $
    1,229
    
    
    
    3.41
    %
  Year Ended December 31,2008
    
    
    2007(In thousands)Total deposits
    
    $
    40,300
    
    
    $
    29,612Total withdrawals
    
    
    (32,637
    )
    
    
    (34,065
    )Interest credited
    
    
    788
    
    
    
    1,004Total increase (decrease) in deposits
    
    $
    8,451
    
    
    $
    (3,449
    )
  Balance at December 31, 2008Maturing in the 12 Months Ending December 31,Certificates of Deposit
    
    2009
    
    
    2010
    
    
    2011
    
    
    Thereafter
    
    
    Total(In thousands)Less than 2.00%
    
    $
    1,316
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1,3162.01%  3.00%
    
    
    12,864
    
    
    
    1,629
    
    
    
    
    
    
    
    
    
    
    
    14,4933.01%  4.00%
    
    
    1,181
    
    
    
    297
    
    
    
    
    
    
    
    
    
    
    
    1,4784.01%  5.00%
    
    
    3,436
    
    
    
    59
    
    
    
    
    
    
    
    
    
    
    
    3,4955.01% or more
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total certificate accounts
    
    $
    18,797
    
    
    $
    1,985
    
    
    $
    
    
    
    $
    
    
    
    $
    20,782
  Weighted AverageQuarter Ending:
    
    Amount
    
    
    Rate(Dollars in thousands)March 31, 2009
    
    $
    1,320
    
    
    
    2.79
    %June 30, 2009
    
    
    624
    
    
    
    2.89September 30, 2009
    
    
    571
    
    
    
    3.61December 31, 2009
    
    
    649
    
    
    
    2.74After December 31, 2009
    
    
    303
    
    
    
    2.70Total certificates of deposit with balances of $100,000 or more
    
    $
    3,467
    
    
    
    3.10
    %
 Borrowings.
  12




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##### Table of Contents



At or For the Year Ended December 31,2008
    
    
    2007(Dollars in thousands)FHLB advances:Average balance outstanding
    
    $
    290
    
    
    $
    559Maximum amount outstanding at any month-end
during the period
    
    
    1,300
    
    
    
    3,400Balance outstanding at end of period
    
    
    
    
    
    
    600Average interest rate during the period
    
    
    2.52
    %
    
    
    5.17
    %Weighted average interest rate at end of period
    
    
    
    %
    
    
    4.32
    %
  Subsidiaries
  Employees
  REGULATION
 General
    13




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##### Table of Contents



Regulation of Hibernia Homestead Bank
 Louisiana Banking Law.
   Emergency Economic Stabilization Act of 2008.
   14




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##### Table of Contents



Insurance of Accounts.
       15




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##### Table of Contents



Capital Requirements.
    Activities and Investments of Insured State-Chartered Savings Banks.
 
    
    acquiring or retaining a majority interest in a subsidiary;
    
    investing as a limited partner in a partnership the sole purpose of which is direct
or indirect investment in the acquisition, rehabilitation or new construction of a
qualified housing project, provided that such limited partnership investments may not
exceed 2% of the banks total assets;
    
    acquiring up to 10% of the voting stock of a company that solely provides or
reinsures directors, trustees and officers liability insurance coverage or bankers
blanket bond group insurance coverage for insured depository institutions; and
    
    acquiring or retaining the voting shares of a depository institution if certain
requirements are met.
   16




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##### Table of Contents



Restrictions on Capital Distributions.
 
    
    the total capital distributions for the applicable calendar year exceed the sum of
the institutions net income for that year to date plus the institutions retained net
income for the preceding two years;
    
    the institution would not be at least adequately capitalized following the
distribution;
    
    the distribution would violate any applicable statute, regulation, agreement or
Office of Thrift Supervision-imposed condition; or
    
    the institution is not eligible for expedited treatment of its filings with the
Office of Thrift Supervision.
    Loans-to-One Borrower Limitations.
  17




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##### Table of Contents



Privacy Requirements of the Gramm-Leach-Bliley Act.
 Anti-Money Laundering.
 Regulatory Enforcement Authority.
 Regulation of Hibernia Homestead Bancorp
 General.
 Restrictions Applicable to Hibernia Homestead Bancorp.
 
    
    furnishing or performing management services for a subsidiary savings institution;
    
    conducting an insurance agency or escrow business;
    
    holding, managing, or liquidating assets owned or acquired from a subsidiary savings
institution;
  18




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##### Table of Contents




    
    holding or managing properties used or occupied by a subsidiary savings institution;
    
    acting as trustee under a deed of trust;
    
    any other activity (i) that the Federal Reserve Board, by regulation, has determined
to be permissible for bank holding companies under Section 4(c) of the Bank Holding
Company Act of 1956, unless the Director of the Office of Thrift Supervision, by
regulation, prohibits or limits any such activity for savings and loan holding
companies, or (ii) in which multiple savings and loan holding companies were authorized
by regulation to directly engage in on March 5, 1987;
    
    purchasing, holding, or disposing of stock acquired in connection with a qualified
stock issuance if the purchase of such stock by such holding company is approved by the
Director of the Office of Thrift Supervision; and
    
    any activity permissible for financial holding companies under section 4(k) of the
Bank Holding Company Act.
  
    
    lending, exchanging, transferring, investing for others, or safeguarding money or
securities;
    
    insurance activities or providing and issuing annuities, and acting as principal,
agent, or broker;
    
    financial, investment, or economic advisory services;
    
    issuing or selling instruments representing interests in pools of assets that a bank
is permitted to hold directly;
    
    underwriting, dealing in, or making a market in securities;
    
    activities previously determined by the Federal Reserve Board to be closely related
to banking;
    
    activities that bank holding companies are permitted to engage in outside of the
U.S.; and
    
    portfolio investments made by an insurance company.
     19




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##### Table of Contents



Qualified
Thrift Lender Test.
 
    
    the institution may not engage in any new activity or make any new investment, directly or
indirectly, unless such activity or investment is permissible for a national bank;
    
    the branching powers of the institution shall be restricted to those of a national bank;
and
    
    payment of dividends by the institution shall be subject to the rules regarding payment of
dividends by a national bank.
   Limitations on Transactions with Affiliates.
   20




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##### Table of Contents



Restrictions on Acquisitions.
  Federal Securities Laws.
 The Sarbanes-Oxley Act.
 
    
    the creation of an independent accounting oversight board;
    
    auditor independence provisions that restrict non-audit services that accountants
may provide to their audit clients;
    
    additional corporate governance and responsibility measures, including the
requirement that the chief executive officer and chief financial officer certify
financial statements;
    
    a requirement that companies establish and maintain a system of internal control
over financial reporting and that a companys management provide an annual report
regarding its assessment of the effectiveness of such internal control over financial
reporting to the companys independent accountants and that such accountants provide an
attestation report with respect to managements assessment of the effectiveness of the
companys internal control over financial reporting;
    
    the forfeiture of bonuses or other incentive-based compensation and profits from the
sale of an issuers securities by directors and senior officers in the twelve month
period following initial publication of any financial statements that later require
restatement;
    
    an increase in the oversight of, and enhancement of certain requirements relating to
audit committees of public companies and how they interact with the companys
independent auditors;
    
    the requirement that audit committee members must be independent and are absolutely
barred from accepting consulting, advisory or other compensatory fees from the issuer;
    
    the requirement that companies disclose whether at least one member of the committee
is a financial expert (as such term is defined by the Securities and Exchange
Commission) and if not, why not;
  21




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##### Table of Contents




    
    expanded disclosure requirements for corporate insiders, including accelerated
reporting of stock transactions by insiders and a prohibition on insider trading during
pension blackout periods;
    
    a prohibition on personal loans to directors and officers, except certain loans made
by insured financial institutions;
    
    disclosure of a code of ethics and the requirement of filing of a Form 8-K for a
change or waiver of such code;
    
    mandatory disclosure by analysts of potential conflicts of interest; and
    
    a range of enhanced penalties for fraud and other violations.
  TAXATION
 Federal Taxation
 General.
 Method of Accounting.
 Bad Debt Reserves.
 Taxable Distributions and Recapture.
 Minimum Tax.
 Corporate Dividends Received Deduction.
  22




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##### Table of Contents



Other Matters.
 State and Local Taxation
  (a)
    
    20% of our capitalized earnings, plus(b)
    
    80% of our taxable stockholders equity, minus(c)
    
    50% of our real and personal property assessment
  
 Item 1A. Risk Factors.
  
 Item 1B. Unresolved Staff Comments .
  
 Item 2. Properties
  Net Book Value
    
    
    Amount ofDescription/Address
    
    Leased/Owned
    
    of Property
    
    
    Deposits(In thousands)Main Office:325 Carondelet Street
New Orleans, Louisiana 70130
    
    Owned
    
    $
    3,122
    
    
    $
    18,893Branch Offices:700 S. Carrollton Avenue
New Orleans, Louisiana 70118
    
    Owned
    
    
    420
    
    
    
    7,904933 Metairie Road
Metairie, Louisiana 70005
    
    Owned
    
    
    1,459
    
    
    
    16,346Total
    
    
    
    $
    5,001
    
    
    $
    43,143
  23




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##### Table of Contents



Item 3. Legal Proceedings .
  
 Item 4.
Submission of Matters to a Vote of Security Holders .
  
 PART II
 
 Item 5.
    
    Market for the Registrants Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities.
      24




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##### Table of Contents



Item 6. Selected Financial Data .
  At December 31,(Dollars in thousands, except per share amounts)
    
    2008
    
    
    2007Selected Financial and Other Data:Total assets
    
    $
    58,216
    
    
    $
    50,176Cash and cash equivalents
    
    
    6,870
    
    
    
    83Investment securities, available for sale
    
    
    11,947
    
    
    
    15,005Loans receivable, net
    
    
    32,273
    
    
    
    29,440Deposits
    
    
    43,143
    
    
    
    34,692FHLB advances
    
    
    
    
    
    
    600Equity capital, substantially restricted
    
    
    14,174
    
    
    
    14,308Banking offices
    
    
    3
    
    
    
    3
 At or For theYear Ended December 31,2008
    
    
    2007Selected Operating Data:Total interest income
    
    $
    2,398
    
    
    $
    2,531Total interest expense
    
    
    971
    
    
    
    1,258Net interest income
    
    
    1,427
    
    
    
    1,273Provision for loan losses
    
    
    
    
    
    
    Net interest income after provision for loan losses
    
    
    1,427
    
    
    
    1,273Total non-interest income
    
    
    127
    
    
    
    186Total non-interest expense
    
    
    2,262
    
    
    
    1,747Loss before income tax benefit
    
    
    (708
    )
    
    
    (288
    )Income tax benefit
    
    
    (242
    )
    
    
    (139
    )Net loss
    
    $
    (466
    )
    
    $
    (149
    )Selected Operating Ratios:(1)Average yield on interest-earning assets
    
    
    5.52
    %
    
    
    5.48
    %Average rate on interest-bearing liabilities
    
    
    2.78
    
    
    
    3.43Average interest rate spread(2)
    
    
    2.74
    
    
    
    2.05Net interest margin(2)
    
    
    3.28
    
    
    
    2.76Average interest-earning assets to average interest-bearing liabilities
    
    
    124.39
    
    
    
    126.02Net interest
income after provision for loan losses to non-interest expense
    
    
    63.09
    
    
    
    72.87Total non-interest expense to average assets
    
    
    4.49
    
    
    
    3.35Efficiency ratio(3)
    
    
    145.56
    
    
    
    119.74Return on average assets
    
    
    (0.93
    )
    
    
    (0.29
    )Return on average equity
    
    
    (3.29
    )
    
    
    (1.05
    )Average equity to average assets
    
    
    28.15
    %
    
    
    27.32
    %Asset Quality Ratios:(4)Non-performing loans as a percent of total loans receivable
    
    
    0.5
    %
    
    
    
    %Non-performing assets as a percent of total assets
    
    
    0.3
    
    
    
    Non-performing assets and troubled debt
restructurings as a percent of total assets
    
    
    0.3
    
    
    
    Allowance for loan losses as a percent of non-performing loans
    
    
    182.0
    
    
    
    Net charge-offs to average loans receivable
    
    
    
    
    
    
    Capital Ratios:(5)Tier 1 leverage ratio
    
    
    26.83
    %
    
    
    28.76
    %Tier 1 risk-based capital ratio
    
    
    47.98
    %
    
    
    61.44
    %Total risk-based capital ratio
    
    
    48.93
    %
    
    
    62.60
    %
 (Footnotes on following page)
  25




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##### Table of Contents



(1)
    
    With the exception of end of period ratios, all ratios are based on average daily balances
during the indicated periods.(2)
    
    Average interest rate spread represents the difference between the average yield on
interest-earning assets and the average rate paid on interest-bearing liabilities, and net
interest margin represents net interest income as a percentage of average interest-earning
assets.(3)
    
    The efficiency ratio represents the ratio of non-interest expense divided by the sum of net
interest income and non-interest income.(4)
    
    Hibernia Homestead Bank did not have any non-performing loans or other non-performing assets,
including real estate owned, as of the dates indicated. Non-performing loans consist of all
loans 90 days or more past due. Real estate owned would consist of real estate acquired
through foreclosure, real estate acquired by acceptance of a deed-in-lieu of foreclosure.(5)
    
    Capital ratios are end of period ratios. 
 Item 7. Managements Discussion and Analysis of Financial Condition and Results of
Operations .
 Overview
    Business Strategy
  
    
    Growing Our Loan Portfolio by Adding Commercial Real Estate Loans.We plan to
originate additional commercial real estate loans secured by owner-occupied commercial
real estate and investment real estate with strong guarantor support and to develop
full service banking relationships with small- and medium-sized businesses in our local
market area. As a local community bank with a senior management team that has
significant commercial banking experience in the New Orleans metropolitan area,
Hibernia Homestead Bank is positioned to more effectively meet the commercial banking
needs of local businesses that are currently underserved as the result of consolidation
of their banking relationship into larger financial institutions that place more of an
emphasis on developing large commercial banking relationships. Hibernias ability to provide small- and
medium-sized commercial banking customers with local decision-making and superior
service will be a core marketing focus in competing for commercial real estate loans
and deposits. The Boards and senior managements ties to the local business
community and previous commercial banking relationships will also support
implementation of the commercial banking strategy. We will continue to pursue
residential lending which we expect will also be a potential source of core deposit
growth, as we will emphasize developing a full service banking relationship with all
of our loan customers.
  26




---



##### Table of Contents




    
    Growing our Retail Core Deposits.We plan to grow our retail deposits by emphasizing
transactional deposit accounts. Growth of retail core deposits will be pursued through
offering products and services that meet the full service banking needs of all age
groups and developing more of a sales culture in the branches. The ability to attract
and retain core deposits should also be enhanced by our recent affiliation with
Community Cash network in 2008. As part of the Community Cash network, customers of
Hibernia Homestead Bank have access to over 150 ATMs in the area with no service fee.
Advertising, promotions and offering attractive rates on certain transaction accounts
may also be utilized as means to increase retail core deposits. We plan to grow our
checking accounts by offering more competitive checking account products and services,
such as PC banking for commercial accounts, as well as emphasizing cross-selling cash
management services to a growing base of commercial loan customers.
    
    Maintaining High Asset Quality.Even with the lingering effects of Hurricane
Katrina from 2005, we continue to maintain exceptional levels of asset quality. At
December 31, 2008, we had three non-performing loans totaling $150,000, or 0.5% of our
total loan portfolio. We attribute our high asset quality to our prudent and
conservative underwriting practices, and we intend to maintain high asset quality after
the offering even as we grow Hibernia Homestead Bank.
    
    Continuing to Provide Exceptional Customer Service.As a community oriented savings
bank, we take pride in providing exceptional customer service as a means to attract and
retain customers. We deliver personalized service to our customers that distinguishes
us from the large regional banks operating in our market area. Our management team has
strong ties to, and deep roots in, the community. We believe that we know our
customers banking needs and can respond quickly to address them.
 Critical Accounting Policies
  Allowance for Loan Losses
  27




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##### Table of Contents



Income Taxes
 Comparison of Financial Condition at December 31, 2008 and December 31, 2007
       Summary of Material Changes in Financial Condition at December 31, 2008 and December 31, 2007.
   28




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##### Table of Contents



Comparison of Operating Results for the Years Ended December 31, 2008 and 2007
 General.
 Net Interest Income.
    Non-Interest Income.
 Non-Interest Expense.
  29




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##### Table of Contents



Income Tax Benefit.
 Average Balances, Net Interest Income, and Yields Earned and Rates Paid.
 Year Ended December 31,2008
    
    
    2007Average
    
    
    
    
    
    
    
    
    
    
    AverageAverage
    
    
    
    
    
    
    Yield/
    
    
    Average
    
    
    
    
    
    
    Yield/Balance
    
    
    Interest
    
    
    Rate(1)
    
    
    Balance
    
    
    Interest
    
    
    Rate(Dollars in thousands)Interest-earning assets:Loans receivable(1)
    
    $
    29,758
    
    
    $
    1,819
    
    
    
    6.11
    %
    
    $
    28,988
    
    
    $
    1,768
    
    
    
    6.10
    %Investment securities
    
    
    13,162
    
    
    
    570
    
    
    
    4.33
    
    
    
    16,662
    
    
    
    738
    
    
    
    4.43Other interest-earning assets
    
    
    520
    
    
    
    9
    
    
    
    1.70
    
    
    
    511
    
    
    
    25
    
    
    
    4.95Total interest-earning assets
    
    
    43,440
    
    
    
    2,398
    
    
    
    5.52
    %
    
    
    46,161
    
    
    
    2,531
    
    
    
    5.48
    %Non-interest-earning assets
    
    
    6,930
    
    
    
    
    
    
    
    
    
    
    
    5,921Total assets
    
    $
    50,370
    
    
    
    
    
    
    
    
    
    
    $
    52,082Interest-bearing liabilities:Savings, NOW and money market accounts
    
    $
    12,609
    
    
    
    137
    
    
    
    1.08
    %
    
    $
    12,701
    
    
    
    134
    
    
    
    1.06
    %Certificates of deposit
    
    
    22,023
    
    
    
    827
    
    
    
    3.76
    
    
    
    23,369
    
    
    
    1,095
    
    
    
    4.68Total deposits
    
    
    34,632
    
    
    
    964
    
    
    
    2.78
    
    
    
    36,070
    
    
    
    1,229
    
    
    
    3.41FHLB advances
    
    
    290
    
    
    
    7
    
    
    
    2.52
    
    
    
    559
    
    
    
    29
    
    
    
    5.17Total interest-bearing liabilities
    
    
    34,922
    
    
    
    971
    
    
    
    2.78
    %
    
    
    36,629
    
    
    
    1,258
    
    
    
    3.43
    %Non-interest-bearing liabilities
    
    
    1,267
    
    
    
    
    
    
    
    
    
    
    
    1,224Total liabilities
    
    
    36,189
    
    
    
    
    
    
    
    
    
    
    
    37,853Retained earnings
    
    
    14,181
    
    
    
    
    
    
    
    
    
    
    
    14,229Total liabilities and retained earnings
    
    $
    50,370
    
    
    
    
    
    
    
    
    
    
    $
    52,082Net interest-earning assets
    
    $
    8,518
    
    
    
    
    
    
    
    
    
    
    $
    9,532Net interest income; average interest rate spread
    
    
    
    
    
    $
    1,427
    
    
    
    2.74
    %
    
    
    
    
    
    $
    1,273
    
    
    
    2.05
    %Net interest margin(2)
    
    
    
    
    
    
    
    
    
    
    3.28
    %
    
    
    
    
    
    
    
    
    
    
    2.76
    %Average interest-earning assets to
average interest-bearing liabilities
    
    
    
    
    
    
    
    
    
    
    124.39
    %
    
    
    
    
    
    
    
    
    
    
    126.02
    %
 
 (1)
    
    Includes non-accrual loans for the year ended December 31, 2008. Calculated net of
deferred fees and discounts, loans in process and allowance for loan losses.(2)
    
    Equals net interest income divided by average interest-earning assets.  30




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##### Table of Contents



Rate/Volume Analysis.
 Year Ended December 31,
    
    
    Year Ended December 31,2008 compared to 2007
    
    
    2007 compared to 2006Increase (Decrease) Due to
    
    
    Increase (Decrease) Due toTotal
    
    
    
    
    
    
    
    
    
    
    TotalIncrease
    
    
    
    
    
    
    
    
    
    
    IncreaseRate
    
    
    Volume
    
    
    (Decrease)
    
    
    Rate
    
    
    Volume
    
    
    (Decrease)(In thousands)Interest income:Loans receivable
    
    $
    3
    
    
    $
    47
    
    
    $
    50
    
    
    $
    42
    
    
    $
    333
    
    
    $
    375Investment securities
    
    
    (13
    )
    
    
    (155
    )
    
    
    (168
    )
    
    
    (12
    )
    
    
    (229
    )
    
    
    (242
    )Other interest-earning assets
    
    
    (16
    )
    
    
    
    
    
    
    (16
    )
    
    
    1
    
    
    
    (109
    )
    
    
    (107
    )Total interest income
    
    
    (26
    )
    
    
    (108
    )
    
    
    (134
    )
    
    
    31
    
    
    
    (5
    )
    
    
    26Interest expense:Savings, NOW and money
market accounts
    
    
    3
    
    
    
    
    
    
    
    3
    
    
    
    12
    
    
    
    (35
    )
    
    
    (23
    )Certificates of deposit
    
    
    (205
    )
    
    
    (63
    )
    
    
    (268
    )
    
    
    260
    
    
    
    116
    
    
    
    376Total deposits
    
    
    (202
    )
    
    
    (63
    )
    
    
    (265
    )
    
    
    272
    
    
    
    81
    
    
    
    353FHLB advances
    
    
    (8
    )
    
    
    (14
    )
    
    
    (22
    )
    
    
    (1
    )
    
    
    (15
    )
    
    
    (16
    )Total interest expense
    
    
    (210
    )
    
    
    (77
    )
    
    
    (287
    )
    
    
    271
    
    
    
    66
    
    
    
    337Increase (decrease) in net
Interest income
    
    $
    184
    
    
    $
    (31
    )
    
    $
    153
    
    
    $
    (240
    )
    
    $
    (71
    )
    
    $
    (311
    )
 Provision for Loan Losses.
    31




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##### Table of Contents



Exposure to Changes in Interest Rates
  Gap Analysis.
  32




---



##### Table of Contents



More than
    
    
    More than
    
    
    More than
    
    
    More3 Months
    
    
    3 Months
    
    
    1 Year
    
    
    3 Years
    
    
    than
    
    
    Totalor Less
    
    
    to 1 Year
    
    
    to 3 Years
    
    
    to 5 Years
    
    
    5 Years
    
    
    Amount(Dollars in thousands)Interest-earning assets(1):Loans receivable(2)
    
    $
    1,261
    
    
    $
    3,547
    
    
    $
    7,771
    
    
    $
    5,096
    
    
    $
    14,871
    
    
    $
    32,546Investment securities
    
    
    950
    
    
    
    2,666
    
    
    
    5,390
    
    
    
    2,519
    
    
    
    632
    
    
    
    12,157Other interest-earning assets
    
    
    5,991
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,991Total interest-earning assets
    
    $
    8,202
    
    
    $
    6,213
    
    
    $
    13,161
    
    
    $
    7,615
    
    
    $
    15,503
    
    
    $
    50,694Interest-bearing liabilities:Savings accounts
    
    $
    1,559
    
    
    
    
    
    
    $
    13,396
    
    
    
    
    
    
    
    
    
    
    $
    14,955Checking accounts
    
    
    307
    
    
    
    
    
    
    
    3,415
    
    
    
    
    
    
    
    
    
    
    
    3,722Money market accounts
    
    
    313
    
    
    
    
    
    
    
    2,813
    
    
    
    
    
    
    
    
    
    
    
    3,126Certificate accounts
    
    
    7,288
    
    
    
    11,589
    
    
    
    1,905
    
    
    
    
    
    
    
    
    
    
    
    20,782FHLB advances
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total interest-bearing liabilities
    
    $
    9,467
    
    
    $
    11,589
    
    
    $
    21,529
    
    
    $
    
    
    
    $
    
    
    
    $
    42,585Interest-earning assets less interest-bearing liabilities
    
    $
    (1,265
    )
    
    $
    (5,376
    )
    
    $
    (8,368
    )
    
    $
    7,615
    
    
    $
    15,503Cumulative interest-rate sensitivity gap(3)
    
    $
    (1,265
    )
    
    $
    (6,641
    )
    
    $
    (15,009
    )
    
    $
    (7,394
    )
    
    $
    8,109Cumulative interest-rate gap as a percentage
of total assets at December 31, 2008
    
    
    -2
    %
    
    
    -11
    %
    
    
    -26
    %
    
    
    -13
    %
    
    
    14
    %Cumulative interest-earning assets as a
percentage of cumulative interest-bearing
liabilities at December 31, 2008
    
    
    87
    %
    
    
    68
    %
    
    
    65
    %
    
    
    83
    %
    
    
    119
    %
 
 (1)
    
    Interest-earning assets are included in the period in which the balances are expected to be
redeployed and/or repriced as a result of anticipated prepayments, scheduled rate adjustments
and contractual maturities.(2)
    
    For purposes of the gap analysis, loans receivable includes non-performing loans gross of the
allowance for loan losses and undisbursed loan funds.(3)
    
    Interest-rate sensitivity gap represents the difference between net interest-earning assets
and interest-bearing liabilities. Net Portfolio Value and Net Interest Income Analysis.
 Change in Interest RatesIn Basis Points
    
    Net Portfolio Value
    
    
    NPV as % of Portfolio Value of Assets(Rate Shock)
    
    Amount
    
    
    $ Change
    

    

    % Change
    
    
    NPV Ratio
    
    
    Change(Dollars in thousands)300bp
    
    $
    8,655
    
    
    $
    (5,752
    )
    
    
    -39.93
    %
    
    
    17.39
    %
    
    (759
    )bp200
    
    
    10,825
    
    
    
    (3,582
    )
    
    
    -24.86
    %
    
    
    20.56
    %
    
    (442
    )bp100
    
    
    12,892
    
    
    
    (1,515
    )
    
    
    -10.52
    %
    
    
    23.23
    %
    
    (175
    )bpStatic
    
    
    14,407
    
    
    
    
    
    
    
    
    
    
    
    24.98
    %
    
    
    (100)
    
    
    15,562
    
    
    
    1,155
    
    
    
    8.02
    %
    
    
    26.19
    %
    
    121
    bp(200)
    
    
    17,190
    
    
    
    2,783
    
    
    
    19.32
    %
    
    
    28.12
    %
    
    314
    bp(300)
    
    
    18,703
    
    
    
    4,296
    
    
    
    29.82
    %
    
    
    29.82
    %
    
    484
    bp
  33




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##### Table of Contents



Change in Interest RatesIn Basis Points(Rate Shock)
    
    Net Interest Income
    
    
    $ Change
    
    
    % Change(Dollars in thousands)300bp
    
    $
    1,938
    
    
    $
    (127
    )
    
    
    (6.15
    )%200
    
    
    1,991
    
    
    
    (74
    )
    
    
    (3.58
    )%100
    
    
    2,035
    
    
    
    (30
    )
    
    
    (1.45
    )%Static
    
    
    2,065
    
    
    
    
    
    
    
    (100)
    
    
    2,079
    
    
    
    14
    
    
    
    0.68
    %(200)
    
    
    2,093
    
    
    
    28
    
    
    
    1.36
    %(300)
    
    
    2,122
    
    
    
    57
    
    
    
    2.76
    %
  Qualitative Analysis.
 Liquidity and Capital Resources
      34




---



##### Table of Contents



Off-Balance Sheet Arrangements
  Commitments.
 TotalAmountsCommitted at
    
    
    Amount of Commitment Expiration  Per PeriodDecember 31,
    
    
    To
    
    
    1-3
    
    
    4-5
    
    
    After 52008
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    Years(In thousands)Lines of credit
    
    $
    512
    
    
    $
    512
    
    
    $
    
    
    
    $
    
    
    
    $
    Undisbursed portion of loans
in process
    
    
    576
    
    
    
    576
    
    
    
    
    
    
    
    
    
    
    
    Commitments to originate loans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total commitments
    
    $
    1,088
    
    
    $
    1,088
    
    
    $
    
    
    
    $
    
    
    
    $
    
 Contractual Cash Obligations.
 Total at
    
    
    Payments Due By PeriodDecember 31,
    
    
    To
    
    
    1-3
    
    
    4-5
    
    
    After 52008
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    Years(In thousands)Certificates of deposit
    
    $
    20,782
    
    
    $
    18,797
    
    
    $
    1,985
    
    
    $
    
    
    
    $
    FHLB advances
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total contractual obligations
    
    $
    20,782
    
    
    $
    18,797
    
    
    $
    1,985
    
    
    $
    
    
    
    $
    
 Impact of Inflation and Changing Prices
   35




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##### Table of Contents



Recent Accounting Pronouncements
 Fair Value Measurements
 The Fair Value Option for Financial Assets
and Financial Liabilities
 Noncontrolling Interests in Consolidated
Financial Statements Consolidated
Financial Statements
 Business Combinations
 Disclosures about Derivative Instruments and
Hedging Activities
 The Hierarchy of Generally Accepted Accounting
Principles
  36




---



##### Table of Contents



Disclosures about Credit Derivatives and Financial Guarantees
 Accounting for Transfers of Financial Assets
and Repurchase Financing Transactions Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities
 Goodwill and Other Intangibles
 
 Item 7A. Quantitative and Qualitative Disclosures about Market Risk .
   37




---



##### Table of Contents



Item 8. Financial Statements and Supplementary Data.
 
 Report of Independent Registered Public Accounting Firm
 
    
  
 
  38




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
Consolidated Balance Sheets
December 31, 2008 and 2007
 2008
    
    
    2007(In Thousands)AssetsCash, Non-Interest Bearing
    
    $
    879
    
    
    $
    69Cash, Interest Bearing
    
    
    16
    
    
    
    14Federal Funds Sold
    
    
    5,975
    
    
    
    Total Cash and Cash Equivalents
    
    
    6,870
    
    
    
    83Investment SecuritiesAvailable-for-Sale
    
    
    11,947
    
    
    
    15,005Loans Receivable, Net
    
    
    32,273
    
    
    
    29,440Accrued Interest Receivable
    
    
    192
    
    
    
    188Investment in FHLB of Dallas Stock
    
    
    171
    
    
    
    166Investment in FNBB Stock
    
    
    210
    
    
    
    210Prepaid Income Taxes
    
    
    
    
    
    
    90Premises and Equipment, Net
    
    
    5,346
    
    
    
    4,598Deferred Income Taxes
    
    
    339
    
    
    
    273Prepaid Expenses and Other Assets
    
    
    868
    
    
    
    123Total Assets
    
    $
    58,216
    
    
    $
    50,176
   39




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
Consolidated Balance Sheets (Continued)
December 31, 2008 and 2007
 2008
    
    
    2007(In Thousands)Liabilities and EquityLiabilitiesDeposits
    
    $
    43,143
    
    
    $
    34,692Advances from Federal Home Loan Bank
    
    
    
    
    
    
    600Advance Payments by Borrowers for Taxes and Insurance
    
    
    410
    
    
    
    335Accrued Interest Payable
    
    
    7
    
    
    
    5Accounts Payable and Other Liabilities
    
    
    482
    
    
    
    236Total Liabilities
    
    
    44,042
    
    
    
    35,868Commitments and Contingencies
    
    
    
    
    
    
    EquityAccumulated Other Comprehensive Income (Loss),
Net of Tax Effects
    
    
    108
    
    
    
    (224
    )Retained Earnings, Substantially Restricted
    
    
    14,066
    
    
    
    14,532Total Equity
    
    
    14,174
    
    
    
    14,308Total Liabilities and Equity
    
    $
    58,216
    
    
    $
    50,176
   40




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##### Table of Contents



HIBERNIA HOMESTEAD AND BANK AND SUBSIDIARY
Consolidated Statements of Operations
For the Years Ended December 31, 2008 and 2007
 2008
    
    
    2007(In Thousands)Interest IncomeLoans ReceivableFirst Mortgage Loans
    
    $
    1,810
    
    
    $
    1,767Consumer and Other Loans
    
    
    9
    
    
    
    1Federal Funds Sold and Cash  Interest Bearing
    
    
    9
    
    
    
    25Mortgage-Backed Securities
    
    
    570
    
    
    
    738Total Interest Income
    
    
    2,398
    
    
    
    2,531Interest ExpenseDeposits
    
    
    964
    
    
    
    1,229Borrowed Funds
    
    
    7
    
    
    
    29Total Interest Expense
    
    
    971
    
    
    
    1,258Net Interest Income
    
    
    1,427
    
    
    
    1,273Provision for Loan Losses
    
    
    
    
    
    
    Net Interest Income After
Provision for Loan Losses
    
    
    1,427
    
    
    
    1,273Non-Interest IncomeRealized Gains on Investments
    
    
    
    
    
    
    8Other Income
    
    
    40
    
    
    
    44Rental Income, Net of Related Expenses
    
    
    87
    
    
    
    134Total Non-Interest Income
    
    
    127
    
    
    
    186Non-Interest ExpensesSalaries and Employee Benefits
    
    
    1,047
    
    
    
    783Occupancy Expenses
    
    
    332
    
    
    
    318Data Processing
    
    
    240
    
    
    
    204Advertising
    
    
    136
    
    
    
    50Professional Fees
    
    
    155
    
    
    
    105Supplies and Stationary
    
    
    55
    
    
    
    19Telephone and Postage
    
    
    61
    
    
    
    48Regulatory Assessments
    
    
    34
    
    
    
    44Directors Fees
    
    
    45
    
    
    
    36Other Operating Expenses
    
    
    157
    
    
    
    140Total Non-Interest Expenses
    
    
    2,262
    
    
    
    1,747Loss Before Provision for Income Taxes
    
    
    (708
    )
    
    
    (288
    )Income Tax Benefit
    
    
    (242
    )
    
    
    (139
    )Net Loss
    
    $
    (466
    )
    
    $
    (149
    )
   41




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
Consolidated Statements of Comprehensive Income (Loss)
For the Years Ended December 31, 2008 and 2007
 2008
    
    
    2007(In Thousands)Net Loss
    
    $
    (466
    )
    
    $
    (149
    )Other Comprehensive Income,
Net of TaxUnrealized Gain on Securities Available-for-Sale
    
    
    332
    
    
    
    146Total Other Comprehensive Income
    
    
    332
    
    
    
    146Total Comprehensive Loss
    
    $
    (134
    )
    
    $
    (3
    )
   42




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
Consolidated Statements of Equity
For the Years Ended December 31, 2008 and 2007
 AccumulatedOtherComprehensive
    
    
    RetainedIncome (Loss)
    
    
    Earnings
    
    
    Total(In Thousands)BALANCE  January 1, 2007
    
    $
    (370
    )
    
    $
    14,681
    
    
    $
    14,311Net Loss
    
    
    
    
    
    
    (149
    )
    
    
    (149
    )Other Comprehensive Income
    
    
    146
    
    
    
    
    
    
    
    146BALANCE  December 31, 2007
    
    
    (224
    )
    
    
    14,532
    
    
    
    14,308Net Loss
    
    
    
    
    
    
    (466
    )
    
    
    (466
    )Other Comprehensive Income
    
    
    332
    
    
    
    
    
    
    
    332BALANCE  December 31, 2008
    
    $
    108
    
    
    $
    14,066
    
    
    $
    14,174
   43




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
Consolidated Statements of Cash Flows
For the Years Ended December 31, 2008 and 2007
 2008
    
    
    2007(In Thousands)Cash Flows from Operating ActivitiesNet Loss
    
    $
    (466
    )
    
    $
    (149
    )Adjustments to Reconcile Net Loss to
Net Cash (Used in) Provided by Operating ActivitiesDeferred Income Taxes
    
    
    (238
    )
    
    
    (96
    )Depreciation and Amortization
    
    
    258
    
    
    
    236Net Discount Accretion
    
    
    (18
    )
    
    
    (25
    )Stock Dividend on FHLB of Dallas Stock
    
    
    (5
    )
    
    
    (8
    )Changes in Operating Assets and Liabilities(Increase) Decrease in Accrued Interest Receivable
    
    
    (4
    )
    
    
    52(Increase) Decrease in Prepaid Expenses and Other Assets
    
    
    (745
    )
    
    
    7Increase in Accrued Interest Payable
    
    
    2
    
    
    
    1Increase (Decrease) in Accounts Payable and Other Liabilities
    
    
    246
    
    
    
    (72
    )Decrease in Prepaid Income Taxes
    
    
    90
    
    
    
    93Net Cash (Used in) Provided by
Operating Activities
    
    
    (880
    )
    
    
    39Cash Flows from Investing ActivitiesNet Increase in Loans Receivable
    
    
    (2,833
    )
    
    
    (64
    )Maturities, Redemptions and Sales of Securities Available-for-Sale
    
    
    3,580
    
    
    
    4,912Purchase of Premises and Equipment
    
    
    (1,006
    )
    
    
    (353
    )Net Cash (Used in) Provided by
Investing Activities
    
    
    (259
    )
    
    
    4,495Cash Flows from Financing ActivitiesNet Increase (Decrease) in Deposits
    
    
    8,451
    
    
    
    (3,448
    )Repayments of Short-Term Borrowings from FHLB of Dallas
    
    
    (600
    )
    
    
    (1,400
    )Net Increase in Advance Payments by Borrowers
    
    
    75
    
    
    
    33Net Cash Provided by (Used in)
Financing Activities
    
    
    7,926
    
    
    
    (4,815
    )Net Increase (Decrease) in Cash and Cash Equivalents
    
    
    6,787
    
    
    
    (281
    )Cash and Cash Equivalents, Beginning of Year
    
    
    83
    
    
    
    364Cash and Cash Equivalents, End of Year
    
    $
    6,870
    
    
    $
    83Supplemental Schedule of Cash Flow InformationCash Paid for Interest on Deposits
    
    $
    970
    
    
    $
    1,257Cash (Received) Paid for Income Taxes
    
    $
    (91
    )
    
    $
    Market Value Adjustment for Gain on Securities Available-for-Sale
    
    $
    507
    
    
    $
    221
   44




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies
 Nature of Operations
    Principles of Consolidation
  Use of Estimates
    45




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Use of Estimates (Continued)
   Cash Equivalents
  Loans Receivable
  Interest on Loans
  Reserve for Loan Losses
   46




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Reserve for Loan Losses (Continued)
   Impaired Loans
 Accounting by Creditors for
Impairment of a Loan and SFAS No. 118 Accounting by Creditors for Impairment of a Loan 
Income Recognition and Disclosures
   47




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Loan Origination Fees, Commitment Fees and Related Costs
 Accounting for Nonrefundable Fees and
Costs Associated with Originating or Acquiring Loans and Indirect Costs of Leases
 Securities
 Accounting for Certain Investments in Debt and Equity Securities
    Investment in FHLB of Dallas and FNBB Stock
   48




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Foreclosed Real Estate
   Premises and Equipment
  Income Taxes
    49




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Comprehensive Income
 Reporting
Comprehensive Income
 Recent Accounting Pronouncements
 Fair Value Measurements
 The Fair Value Option for Financial Assets
and Financial Liabilities
 Noncontrolling Interests in Consolidated
Financial Statements Consolidated
Financial Statements
  50




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Recent Accounting Pronouncements (Continued)
 Business Combinations
 Disclosures about Derivative Instruments and
Hedging Activities
 The Hierarchy of Generally Accepted Accounting
Principles
 Disclosures about Credit Derivatives and Financial Guarantees
  51




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued)
 Recent Accounting Pronouncements (Continued)
 Accounting for Transfers of Financial Assets
and Repurchase Financing Transactions Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities
 Goodwill and Other Intangibles
 Advertising
  Note 2. Investment Securities
  Trading Securities
   52




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 2. Investment Securities (Continued)
 Available-for-Sale
  Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    Fair2008
    
    Cost
    
    
    Gains
    
    
    Losses
    
    
    Value(In Thousands)Mortgage Backed Securities
    
    $
    11,782
    
    
    $
    167
    
    
    $
    2
    
    
    $
    11,947
 Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    Fair2007
    
    Cost
    
    
    Gains
    
    
    Losses
    
    
    Value(In Thousands)Mortgage Backed Securities
    
    $
    15,347
    
    
    $
    
    
    
    $
    342
    
    
    $
    15,005
  Amortized
    
    
    FairCost
    
    
    Value(In Thousands)Due in One Year or Less
    
    $
    
    
    
    $
    Due After One Year Through Five Years
    
    
    5,034
    
    
    
    5,048Due After Five Years Through Ten Years
    
    
    2,318
    
    
    
    2,359Due After Ten Years Through Twenty Years
    
    
    3,970
    
    
    
    4,075Due After Twenty Years
    
    
    460
    
    
    
    465$
    11,782
    
    
    $
    11,947
    53




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 2. Investment Securities (Continued)
 Held-to-Maturity
   December 31, 2008Less Than 12 Months
    
    
    12 Months or More
    
    
    TotalGross
    
    
    
    
    
    
    Gross
    
    
    
    
    
    
    GrossSecurity
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    UnrealizedDescription
    
    Value
    
    
    Losses
    
    
    Value
    
    
    Losses
    
    
    Value
    
    
    Losses(In Thousands)Available-for-SaleMortgage Backed Securities
    
    $
    331
    
    
    $
    2
    
    
    $
    
    
    
    $
    
    
    
    $
    331
    
    
    $
    2
 December 31, 2007Less Than 12 Months
    
    
    12 Months or More
    
    
    TotalGross
    
    
    
    
    
    
    Gross
    
    
    
    
    
    
    GrossSecurity
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    UnrealizedDescription
    
    Value
    
    
    Losses
    
    
    Value
    
    
    Losses
    
    
    Value
    
    
    Losses(In Thousands)Available-for-SaleMortgage Backed Securities
    
    $
    471
    
    
    $
    
    
    
    $
    14,534
    
    
    $
    342
    
    
    $
    15,005
    
    
    $
    342
    54




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 3. Loans Receivable
  2008
    
    
    2007(In Thousands)First Mortgage Real Estate Loans
    
    $
    32,173
    
    
    $
    29,477Second Mortgage Real Estate Loans
    
    
    216
    
    
    
    198Commercial Loans Secured by Real Estate
    
    
    91
    
    
    
    Loans on Savings Accounts
    
    
    32
    
    
    
    1232,512
    
    
    
    29,687Deferred Loan Origination Costs (Fees)
    
    
    34
    
    
    
    26Less: Reserve for Loan Losses
    
    
    (273
    )
    
    
    (273
    )Total
    
    $
    32,273
    
    
    $
    29,440
   2008
    
    
    2007(In Thousands)Balance, Beginning of Year
    
    $
    273
    
    
    $
    273Provision Charged to Operating Expense
    
    
    
    
    
    
    Loans Charged Off, Net of Recoveries
    
    
    
    
    
    
    Balance, End of Year
    
    $
    273
    
    
    $
    273
    55




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 4. Accrued Interest Receivable
  2008
    
    
    2007(In Thousands)Securities Available-for-Sale
    
    $
    41
    
    
    $
    53Loans Receivable
    
    
    151
    
    
    
    135Total
    
    $
    192
    
    
    $
    188
 Note 5. Premises and Equipment
  2008
    
    
    2007(In Thousands)Land
    
    $
    921
    
    
    $
    921Building and Improvements
    
    
    4,739
    
    
    
    3,945Leasehold Improvements
    
    
    
    
    
    
    108Furniture and Equipment
    
    
    1,025
    
    
    
    813Web Site Development
    
    
    3
    
    
    
    36,688
    
    
    
    5,790Less: Accumulated Depreciation and Amortization
    
    
    1,342
    
    
    
    1,192Total
    
    $
    5,346
    
    
    $
    4,598
   56




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 6. Deposits
  WeightedAverage Rateat December 31, 2008
    
    
    Amount
    
    
    Percent(In Thousands)Demand and NOWAccounts
    
    
    0.95
    %
    
    $
    7,406
    
    
    
    17.17
    %Savings
    
    
    1.24
    %
    
    
    14,955
    
    
    
    34.66
    %Certificates of Deposit
    
    
    2.99
    %
    
    
    20,782
    
    
    
    48.17
    %Total
    
    
    
    
    
    $
    43,143
    
    
    
    100.00
    %
  WeightedAverage Rateat December 31, 2007
    
    
    Amount
    
    
    Percent(In Thousands)Demand and NOWAccounts
    
    
    1.60
    %
    
    $
    5,719
    
    
    
    16.49
    %Savings
    
    
    1.16
    %
    
    
    6,807
    
    
    
    19.62
    %Certificates of Deposit
    
    
    4.50
    %
    
    
    22,166
    
    
    
    63.89
    %Total
    
    
    
    
    
    $
    34,692
    
    
    
    100.00
    %
  57




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 6. Deposits (Continued)
 At December 31, 2008, scheduled maturities of certificates are as follows:
 Rate
    
    2009
    
    
    2010
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    After
    
    
    Total(In Thousands)1.26% to 1.50%
    
    $
    1
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    11.51% to 1.75%
    
    
    953
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9531.76% to 2.00%
    
    
    362
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3622.01% to 2.25%
    
    
    
    
    
    
    28
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    282.26% to 2.50%
    
    
    1,479
    
    
    
    197
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,6762.51% to 2.75%
    
    
    10,210
    
    
    
    753
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,9632.76% to 3.00%
    
    
    1,175
    
    
    
    651
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,8263.01% to 3.25%
    
    
    461
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4643.26% to 3.50%
    
    
    641
    
    
    
    191
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8323.51% to 3.75%
    
    
    79
    
    
    
    35
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1143.76% to 4.00%
    
    
    
    
    
    
    68
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    684.01% to 4.25%
    
    
    703
    
    
    
    59
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7624.26% to 4.50%
    
    
    341
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3414.51% to 4.75%
    
    
    1,933
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,9334.76% to 5.00%
    
    
    459
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    459$
    18,797
    
    
    $
    1,985
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    20,782
   2008
    
    
    2007(In Thousands)Money Market and NOW
    
    $
    51
    
    
    $
    50Savings
    
    
    86
    
    
    
    84Certificates of Deposit
    
    
    827
    
    
    
    1,095Total
    
    $
    964
    
    
    $
    1,229
  58




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 7. Advances from FHLB
  2008
    
    
    2007(In Thousands)4.00% to 4.99%
    
    $
    
    
    
    $
    6005.00% to 5.99%
    
    
    
    
    
    
    $
    
    
    
    $
    600
   Note 8. Income Taxes
   2008
    
    
    2007(In Thousands)FederalCurrent
    
    $
    (4
    )
    
    $
    (43
    )Deferred
    
    
    (238
    )
    
    
    (96
    )Total Income Tax Benefit
    
    $
    (242
    )
    
    $
    (139
    )
   59




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 8. Income Taxes (Continued)
  2008
    
    
    2007(In Thousands)Expected Income Tax Benefit at
Federal Statutory Tax Rate
    
    $
    (242
    )
    
    $
    (98
    )Other
    
    
    
    
    
    
    (41
    )Total Income Tax Benefit
    
    $
    (242
    )
    
    $
    (139
    )
  2008
    
    
    2007(In Thousands)Excess Tax over Financial Reporting Depreciation
    
    $
    (214
    )
    
    $
    (62
    )Loan Costs Deferred for Financial Reporting Purposes
    
    
    (14
    )
    
    
    (9
    )Allowance for Uncollectible Interest and Loan Fees
    
    
    2
    
    
    
    Excess Bad Debt Provisions for Financial Reporting Purposes
    
    
    68
    
    
    
    68Income Deferred for Financial Reporting Purposes
    
    
    (1
    )
    
    
    (1
    )Benefit of Net Operating Loss Carryforward
    
    
    426
    
    
    
    109Benefit of First Year Asset Expensing Carryforward
    
    
    69
    
    
    
    Benefit of Contribution Carryforward
    
    
    9
    
    
    
    Benefit of Employment Credit Carryforward
    
    
    50
    
    
    
    51395
    
    
    
    156Unrealized Holding Loss on Securities Available-for-Sale
    
    
    (56
    )
    
    
    117Deferred Tax Asset
    
    $
    339
    
    
    $
    273
  2027
    
    $
    9432028
    
    
    309$
    1,252
  60




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 8. Income Taxes (Continued)
  2025
    
    $
    332026
    
    
    17$
    50
    Note 9. Pension Plan and Employee Benefits
  Employers Accounting for Pensions Employers Accounting for Settlements and Curtailments of Defined Benefit Pension Plans
and for Termination Benefits Employers Disclosures about Pension and Other
Postretirement Benefits, and Employers Accounting for Defined Benefit Pension and
Other Postretirement Plans
   61




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 9. Pension Plan and Employee Benefits (Continued)
  2008
    
    
    2007(In Thousands)Fair Value of Plan Assets at December 31
    
    $
    
    
    
    $
    46Benefit Obligation at December 31
    
    
    
    
    
    
    (46
    )Funded Status
    
    
    
    
    
    
    Remaining Unrecognized Net Assets Existing at
January 1, 1989 Subject to Amortization
    
    
    
    
    
    
    Unrecognized Net Loss from Past ExperienceDifferent from That Assumed
    
    
    
    
    
    
    Prepaid Benefit Cost (Accrued Liability)
    
    $
    
    
    
    $
    
  2008
    
    
    2007Weighted Average Assumptions as of December 31stDiscount Rate
    
    
    N/A
    
    
    
    4.69
    %Expected Return on Plan Assets
    
    
    N/A
    
    
    
    7.00
    %Rate of Compensation Increase
    
    
    N/A
    
    
    
    N/A(In Thousands)2008 and 2007 AmountsNet Periodic Pension Cost (Credit)
    
    $
    
    
    
    $
    (99
    )Company Contributions
    
    
    
    
    
    
    Benefits Paid
    
    
    
    
    
    
    685Settlement Payments
    
    $
    
    
    
    $
    675
  62




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 9. Pension Plan and Employee Benefits (Continued)
  2008
    
    
    2007Equity Securities  Institutional Cash Portfolio Money Market
    
    
    N/A
    
    
    
    0
    %Interest Bearing Checking Accounts
    
    
    N/A
    
    
    
    100N/A
    
    
    
    100
    %
    63




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 10. Other Comprehensive Income
  2008
    
    
    2007(In Thousands)Gross Unrealized Holding Gains Arising
During the Period
    
    $
    503
    
    
    $
    221Tax Expense
    
    
    171
    
    
    
    75332
    
    
    
    146Reclassification Adjustment for Gains
Included in Income
    
    
    
    
    
    
    Tax Expense
    
    
    
    
    
    
    
    
    
    
    Net Unrealized Holding Gains Arising
During the Period
    
    $
    332
    
    
    $
    146
 Note 11. Regulatory Matters
     64




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 11. Regulatory Matters (Continued)
  Actual
    
    
    RequiredAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio(Dollars in Thousands)December 31, 2008:Tier 1 Capital
(to Average Assets)
    
    $
    13,727
    
    
    
    26.83
    %
    
    $
    2,047
    
    
    
    4.00
    %Tier 1 Capital
(to Risk-Weighted Assets)
    
    $
    13,727
    
    
    
    47.98
    %
    
    $
    1,144
    
    
    
    4.00
    %Total Capital
(to Risk-Weighted Assets)
    
    $
    14,000
    
    
    
    48.93
    %
    
    $
    2,289
    
    
    
    8.00
    %December 31, 2007:Total Risked-Based Capital
(to Risk-Weighted Assets)
    
    $
    14,805
    
    
    
    62.60
    %
    
    $
    1,892
    
    
    
    8.00
    %Tier 1 Capital
(to Risk-Weighted Assets)
    
    $
    14,532
    
    
    
    61.44
    %
    
    $
    946
    
    
    
    4.00
    %Tier 1 Capital
(to Adjusted Total Assets)
    
    $
    14,532
    
    
    
    28.76
    %
    
    $
    2,021
    
    
    
    4.00
    %Tier 1 Capital
(to Adjusted Total Assets)
    
    $
    14,532
    
    
    
    28.76
    %
    
    $
    1,516
    
    
    
    3.00
    %Total Capital
(to Adjusted Total Assets)
    
    $
    14,532
    
    
    
    28.76
    %
    
    $
    1,011
    
    
    
    2.00
    %
  65




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 12. Related Party Transactions
  2008
    
    
    2007(In Thousands)Balance, Beginning of Year
    
    $
    296
    
    
    $
    175Advances
    
    
    
    
    
    
    207Appointment of New Director
    
    
    220
    
    
    
    Less: Directors Emeritus
    
    
    80
    
    
    
    Less: Payments
    
    
    219
    
    
    
    86Balance, End of Year
    
    $
    217
    
    
    $
    296
 Note 13. Commitments and Contingencies
   66




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 13. Commitments and Contingencies (Continued)
 )
 2009
    
    $
    2012010
    
    
    1532011
    
    
    942012
    
    
    57Total
    
    $
    505
  2008
    
    
    2007(In Thousands)Land
    
    $
    467
    
    
    $
    920Building and Improvements
    
    
    3,637
    
    
    
    3,945Accumulated Depreciation
    
    
    (562
    )
    
    
    (499
    )Total
    
    $
    3,542
    
    
    $
    4,366
  67




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 14. Summarized Information of Wholly-Owned Subsidiary
   2008
    
    
    2007(In Thousands)AssetsCash
    
    $
    
    
    
    $
    1Liabilities and EquityRetained Earnings
    
    $
    
    
    
    $
    1Net Income
    
    $
    
    
    
    $
    
 Note 15. Financial Instruments with Off-Balance-Sheet Risk
   Note 16. Significant Group Concentrations of Credit Risk
    68




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 17. Disclosure about Fair Value of Financial Instruments
  Cash and Short -Term Investments
  Investment Securities
  Loan Receivables
  Deposit Liabilities
  Commitments to Extend Credit
   69




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 17. Disclosure about Fair Value of Financial Instruments (Continued)
  December 31, 2008Carrying
    
    
    FairAmount
    
    
    ValueFinancial AssetsCash and Short-Term Investments
    
    $
    6,870
    
    
    $
    6,870Investment Securities
    
    
    11,947
    
    
    
    11,947Loans
    
    
    32,546
    
    
    
    31,358Less: Allowance for Loan Losses
    
    
    273
    
    
    
    273$
    51,636
    
    
    $
    50,448Financial LiabilitiesDeposits and Advance Payments by Borrrowers
for Taxes and Insurance
    
    $
    43,553
    
    
    $
    43,122FHLB Advances
    
    
    
    
    
    
    $
    43,553
    
    
    $
    43,122Unrecognized Financial InstrumentsCommitments to Extend Credit
    
    $
    512
    
    
    $
    502
 December 31, 2007Carrying
    
    
    FairAmount
    
    
    ValueFinancial AssetsCash and Short-Term Investments
    
    $
    83
    
    
    $
    83Investment Securities
    
    
    15,005
    
    
    
    15,005Loans
    
    
    29,713
    
    
    
    29,832Less: Allowance for Loan Losses
    
    
    273
    
    
    
    273$
    45,074
    
    
    $
    45,193Financial LiabilitiesDeposits and Advance Payments by Borrrowers
for Taxes and Insurance
    
    $
    35,027
    
    
    $
    34,809FHLB Advances
    
    
    600
    
    
    
    600$
    35,627
    
    
    $
    35,409Unrecognized Financial InstrumentsCommitments to Extend Credit
    
    $
    284
    
    
    $
    284
  70




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##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 18. Fair Value of Financial Instruments
    
    
    Level 1  Inputs are based upon unadjusted quoted prices for identical
instruments traded in active markets
    
    Level 2  Inputs are based upon quoted prices for similar instruments in
active markets, quoted prices for identical or similar instruments in markets
that are not active, and model-based valuation techniques for which all
significant assumptions are observable in the market or can be corroborated by
observable market date for substantially the full term of the assets or
liabilities.
    
    Level 3  Inputs are generally unobservable and typically reflect
managements estimates of assumptions that market participants would use in
pricing the asset or liability. The fair values are therefore determined using
model-based techniques that include option pricing models, discounted cash flow
models, and similar techniques.
  71




---



##### Table of Contents



HIBERNIA HOMESTEAD BANK AND SUBSIDIARY
 Notes to Consolidated Financial Statements
 Note 18. Fair Value of Financial Instruments (Continued)
  Total
    
    
    Level 1
    
    
    Level 2
    
    
    Level 3(In Thousands)AssetsInvestment Securities
    
    $
    11,947
    
    
    $
    
    
    
    $
    11,947
    
    
    $
    Total
    
    $
    11,947
    
    
    $
    
    
    
    $
    11,947
    
    
    $
    Liabilities
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Total
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
 Note 19. Conversion and Stock Offering
     72




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##### Table of Contents



Selected Quarterly Financial Data
  For the quarter ended03/31/08
    
    
    06/30/08
    
    
    9/30/08
    
    
    12/31/08(Dollars in thousands, except per share data)Total interest income
    
    $
    608
    
    
    $
    594
    
    
    $
    590
    
    
    $
    606Total interest expense
    
    
    283
    
    
    
    252
    
    
    
    227
    
    
    
    209Net interest income
    
    
    325
    
    
    
    342
    
    
    
    363
    
    
    
    397Provision for loan loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total non-interest income
    
    
    38
    
    
    
    46
    
    
    
    25
    
    
    
    18Total non-interest expense
    
    
    536
    
    
    
    555
    
    
    
    592
    
    
    
    579Income tax expense (benefit)
    
    
    (59
    )
    
    
    (57
    )
    
    
    (69
    )
    
    
    (57
    )Net income (loss)
    
    
    (114
    )
    
    
    (110
    )
    
    
    (135
    )
    
    
    (107
    )
 For the quarter ended03/31/07
    
    
    06/30/07
    
    
    9/30/07
    
    
    12/31/07(Dollars in thousands, except per share data)Total interest income
    
    $
    657
    
    
    $
    632
    
    
    $
    627
    
    
    $
    615Total interest expense
    
    
    323
    
    
    
    315
    
    
    
    317
    
    
    
    303Net interest income
    
    
    334
    
    
    
    317
    
    
    
    310
    
    
    
    312Provision for loan loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total non-interest income
    
    
    44
    
    
    
    56
    
    
    
    47
    
    
    
    39Total non-interest expense
    
    
    461
    
    
    
    438
    
    
    
    438
    
    
    
    410Income tax expense (benefit)
    
    
    (29
    )
    
    
    (22
    )
    
    
    (27
    )
    
    
    (61
    )Net income (loss)
    
    
    (54
    )
    
    
    (43
    )
    
    
    (54
    )
    
    
    2
 
 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial
Disclosure.
  
 Item 9A(T). Controls and Procedures .
     73




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##### Table of Contents



Item 9B. Other Information .
  
 PART III
 
 Item 10. Directors, Executive Officers and Corporate Governance .
   
 Item 11. Executive Compensation .
  
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
  
 Item 13. Certain Relationships and Related Transactions, and Director Independence .
  
 Item 14. Principal Accounting Fees and Services .
   74




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##### Table of Contents



PART IV
 
 Item 15. Exhibits and Financial Statement Schedules
  Report of Independent Registered Public Accounting FirmConsolidated Statements of Financial ConditionConsolidated Statements of IncomeConsolidated Statements of Changes in Shareholders EquityConsolidated Statements of Cash FlowsNotes to Consolidated Financial Statements
    No.
    
    Description
    
    Location3.1
    
    
    Articles of Incorporation of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)3.2
    
    
    Bylaws of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)4.0
    
    
    Form of Stock Certificate of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)31.1
    
    
    Rule 13(a)-14(a) Certification of the Chief Executive Officer
    
    Filed herewith31.2
    
    
    Rule 13(a)-14(a) Certification of the Chief Financial Officer
    
    Filed herewith32.0
    
    
    Section 1350 Certification
    
    Filed herewith
 
 *
    
    Denotes a management contract or compensatory plan or arrangement.(1)
    
    Incorporated by reference from the like-numbered exhibit included in Hibernia Homestead
Bancorps registration statement on Form S-1, filed June 13, 2008 (SEC File No. 333-151656).    75




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##### Table of Contents



SIGNATURES
  HIBERNIA HOMESTEAD BANCORP, INC.March 31, 2009
    By:
    /s/ A. Peyton Bush, IIIA. Peyton Bush, IIIPresident and Chief Executive Officer  Name
    
    Title
    
    Date/s/ Patrick W. Browne, Jr.Patrick W. Browne, Jr.
    
    Chairman
of the Board
    
    March
 31, 2009/s/ A. Peyton Bush, IIIA. Peyton Bush, III
    
    President
and Chief Executive
Officer
    
    March
 31, 2009/s/ Donna T. GuerraDonna T. Guerra
    
    Chief Financial Officer 
Principal Financial and Accounting Officer)
    
    March
 31, 2009/s/ Morrison C. BetheaMorrison C. Bethea, M.D.
    
    Director
    
    March
 31, 2009/s/ Richard J. Brennan, Jr.Richard J. Brennan, Jr.
    
    Director
    
    March
 31, 2009/s/ H. Merritt Lane, IIIH. Merritt Lane, III
    
    Director
    
    March
 31, 2009/s/ Robert H. SaerRobert H. Saer
    
    Director
    
    March
 31, 2009/s/
J. Kenneth SaerJ. Kenneth Saer
    
    Director
    
    March
 31, 2009/s/ John J. WeigelJohn J. Weigel
    
    Director
    
    March
 31, 2009
  76




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##### Table of Contents



EXHIBIT INDEX
 No.
    
    Description
    
    Location3.1
    
    
    Articles of Incorporation of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)3.2
    
    
    Bylaws of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)4.0
    
    
    Form of Stock Certificate of Hibernia Homestead Bancorp, Inc.
    
    
    
    (1)31.1
    
    
    Rule 13(a)-14(a) Certification of the Chief Executive Officer
    
    Filed herewith31.2
    
    
    Rule 13(a)-14(a) Certification of the Chief Financial Officer
    
    Filed herewith32.0
    
    
    Section 1350 Certification
    
    Filed herewith
 *
    
    Denotes a management contract or compensatory plan or arrangement.(1)
    
    Incorporated by reference from the like-numbered exhibit included in Hibernia Homestead
Bancorps registration statement on Form S-1, filed June 13, 2008 (SEC File No. 333-151656).