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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10 - KSB
 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2007
 Commission File Number 000-52584
 BIRMINGHAM BLOOMFIELD BANCSHARES, INC.
 
  Michigan
    
    20-3993452(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 33583 Woodward Avenue, Birmingham. MI 48009
 
  (248) 723-7200
 
    o
 þ o
 þ
 o þ
    Documents Incorporated by Reference:
  .




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Disclosure Regarding Forward Looking Statements




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TABLE OF CONTENTS  PART IITEM 1. Description of Business.ITEM 2. Description of Property.ITEM 3. Legal Proceedings.ITEM 4. Submission of Matters to a Vote of Security Holders.PART IIITEM 5. Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities.ITEM 6. Managements Discussion and Analysis or Plan of Operation.ITEM 7. Financial Statements.ITEM 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.ITEM 8A(T). Controls and Procedures.ITEM 8B. Other InformationPART IIIITEM 10. Executive Compensation.ITEM 11. Security Ownership of Certain Beneficial Owners and Management.ITEM 12. Certain Relationships and Related Transactions, and Director Independence.ITEM 13. ExhibitsITEM 14. Principal Accounting Fees and Services.SIGNATURESExhibit IndexEmployment AgreementEXHIBIT 112007 Shareholder ReportOther Documents - The Corporations' Proxy Statement to ShareholdersList of SubsidiariesConsent of Plante & Moran, PLLCCertification of Chief Executive Officer Pursuant to Rule 15d-15(e)Certification of Chief Financial Officer Pursuant to Rule 15d-15(e)Certification Pursuant to Rule 14d-14(b)    Table of Contents  BIRMIGNHAM BLOOMFIELD BANCSHARES, INC.
 
 PART I
 
 ITEM 1. Description of Business.
 Overview
    Philosophy and strategy
   
    
    Capitalizing on the diverse community involvement, professional expertise and
personal and business contacts of our directors, organizers and executive officers;
    
    Hiring and retaining experienced and qualified banking personnel;
    
    Providing individualized attention with consistent, local decision-making
authority;
    
    Utilizing technology and strategic outsourcing to provide a broad array of
convenient products and services;
    
    Operating from highly visible and accessible banking offices in close proximity to
a concentration of targeted commercial businesses and professionals;
    
    Attracting its initial customer base by offering competitive interest rates on
deposit accounts;
    
    Implementing a strong marketing program.




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Market opportunities
 Primary service areas
 Local economy
  Competition




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Business strategy
 Management philosophy
 Operating strategy
 
    
    Experienced senior management. The Banks senior management possesses extensive
experience in banking industry, as well as substantial business and banking contacts
in our primary service areas.
    
    Quality employees. Bank of Birmingham will strive to hire highly trained and
seasoned staff.
    
    Community-oriented board of directors. All of the Banks directors are either
experienced bankers or local business and community leaders. Many of its directors
are residents of our primary service areas, and most have significant business ties to
the Banks primary service areas, enabling them to be sensitive and responsive to the
needs of the community. Additionally, the board of directors represents a wide variety
of business experience and community involvement.
    
    Highly visible sites. The main office is highly visible and located in close
proximity to major traffic arteries. The main office is located at 33583 Woodward
Avenue, Birmingham, Michigan in an area that provides easy access to potential banking
customers traveling in the Birmingham area. The Bank also operates another
full-service banking office at 4145 West Maple, Bloomfield Township, Michigan, to
serve the expanding Bloomfield area. We believe that these sites give the Bank a
highly visible presence in a market that is dominated by branch offices of Banks
headquartered out of the area. We believe this will enhance the Banks image as a
strong competitor.
    
    Individual customer focus. Bank of Birmingham focuses on providing individual
service and attention to our target customers, which include local businesses,
professionals and individuals. The Banks products and services are delivered
personally though two full-service offices and supported by effective technical and
non-technical service delivery systems. Clients will enjoy the convenience of on-site
visits by the Banks business relationship managers, a courier service for non-cash
deposits and business consultation services.
    
    Financial and information center.Bank of Birmingham serves as a financial and
information center for the community, and will assemble and sponsor professionals to
conduct seminars and workshops on a variety of subjects of interest to assist members
of our community in developing or enhancing their personal and professional
effectiveness.




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Growth strategies
 
    
    Capitalize on community orientation. We plan to capitalize on the Banks position
as an independent, locally-owned community bank to attract individuals, professionals
and local business customers that may be underserved by larger banking institutions in
our market area.
    
    Emphasize local decision-making. The Bank will emphasize local decision-making by
experienced bankers. This will help the Bank attract local businesses and
service-minded customers.
    
    Attract experienced lending officers. Bank of Birmingham has hired experienced,
well-trained lending officers capable of soliciting loan business immediately.
    
    Offer fee-generating products and services. The Banks range of services, pricing
strategies, interest rates paid and charged and hours of operation will be structured
to attract its target customers and increase its market share. Bank of Birmingham
will strive to offer the small business person, professional, entrepreneur and
consumer the best loan services available while charging competitively for these
services and utilizing technology and strategic outsourcing to increase fee revenues.
 Lending services
 Lending policy
  Lending limits
 
    
    15% of the banks capital and surplus; or
    
    upon a 2/3 vote of the Banks board of directors, 25% of its capital and surplus.
  Credit risks




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Real estate loans
 
    
    Commercial real estate. Commercial real estate loan terms generally will be
limited to five years or less, although payments may be structured on a longer
amortization basis. Interest rates may be fixed or adjustable, although rates
typically will not be fixed for a period exceeding 12 months. The Bank generally will
require personal guarantees from the principal owners of the property supported by a
review by Bank management of the principal owners personal financial statements.
Risks associated with commercial real estate loans include fluctuations in the value
of real estate, new job creation trends, tenant vacancy rates and the quality of the
borrowers management. The Bank will limit its risk by analyzing borrowers cash flow
and collateral value on an ongoing basis.
    
    Construction and development loans. Bank of Birmingham will consider making
owner-occupied construction loans with a pre-approved take-out loan. The Bank will
also consider construction and development loans on a pre-sold basis. If the borrower
has entered into an agreement to sell the property prior to beginning construction,
then the loan is considered to be on a pre-sold basis. If the borrower has not
entered into an agreement to sell the property prior to beginning construction, then
the loan is considered to be on a speculative basis. Construction and development
loans are generally made with a term of six to twelve months and interest is paid
quarterly. The ratio of the loan principal to the value of the collateral as
established by independent appraisal typically will not exceed industry standards.
Speculative loans will be based on the borrowers financial strength and cash flow
position. Loan proceeds will be disbursed based on the percentage of completion and
only after the project has been inspected by an experienced construction lender or
third-party inspector. Risks associated with construction loans include fluctuations
in the value of real estate and new job creation trends.
    
    Residential real estate. The Banks residential real estate loans will consist of
residential second mortgage loans, residential construction loans and traditional
mortgage lending for one-to-four family residences. The Bank expects that any
long-term fixed rate mortgages will be underwritten for resale to the secondary
market. It will offer primarily adjustable rate mortgages. The majority of fixed
rate loans will be sold in the secondary mortgage market. All loans will be made in
accordance with our appraisal policy with the ratio of the loan principal to the value
of collateral as established by independent appraisal not exceeding 80%, unless the
borrower has private mortgage insurance. The Bank expects that these loan-to-value
ratios will be sufficient to compensate for fluctuations in real estate market value
and to minimize losses that could result from a downturn in the residential real
estate market.
 Commercial loans




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Consumer loans
 Investments
  Asset and liability management
  Deposit services
  Other banking services




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Employees
  SUPERVISION AND REGULATION
 General
      The Corporation
 General .
 Investments and Activities .




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Capital Requirements .




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The Bank
 General .
 Business Activities .
 Branching .
  Loans to One Borrower .
 Enforcement .




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Assessments and Fees .
 Regulatory Capital Requirements .
     Prompt Corrective Regulatory Action .




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Deposit Insurance .
 Payment of Dividends by the Bank .




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Loans to Directors, Executive Officers, and Principal Shareholders .
 Certain Transactions With Related Parties .
  Standards for Safety and Soundness .
 Reserve Requirement .
 
    
    for transaction accounts totaling $9.3 million or less, a reserve of 0%; and
    
    for transaction accounts in excess of $9.3 million up to and including $43.9 million, a
reserve of 3%; and
    
    for transaction accounts totaling in excess of $43.9 million, a reserve requirement of
$1.038 million plus 10% against that portion of the total transaction accounts greater
than $43.9 million.
  
 ITEM 2. Description of Property.




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ITEM 3. Legal Proceedings.
  
 ITEM 4. Submission of Matters to a Vote of Security Holders.




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PART II
 
 ITEM 5. Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases
of Equity Securities.
   Market
    
    DividendsInformation
    
    paid perYear
    
    Quarter
    
    High
    
    Low
    
    share2006
    
    First
    
    
    n/a
    
    
    
    n/a
    
    
    
    Second
    
    
    n/a
    
    
    
    n/a
    
    
    
    Third
    
    $
    10.20
    
    
    $
    10.00
    
    
    
    Fourth
    
    $
    10.25
    
    
    $
    9.00
    
    
    
    2007
    
    First
    
    $
    10.25
    
    
    $
    9.00
    
    
    
    Second
    
    $
    9.00
    
    
    $
    8.00
    
    
    
    Third
    
    $
    8.25
    
    
    $
    5.75
    
    
    
    Fourth
    
    $
    8.00
    
    
    $
    4.50
    
    
    
    
 
  Dividends
  Recent Sales of Unregistered Securities




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ITEM 6. Managements Discussion and Analysis or Plan of Operation.
  
 ITEM 7. Financial Statements.
  
 ITEM 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
  
 ITEM 8A(T). Controls and Procedures.
 Disclosure Controls and Procedures
   Managements Annual Report on Internal Control over Financial Reporting




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Changes in Internal Controls
  
 ITEM 8B. Other Information
  
 PART III
  
 ITEM 10. Executive Compensation.




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ITEM 11. Security Ownership of Certain Beneficial Owners and Management.
   Number ofsecuritiesNumber of
    
    
    
    
    
    
    remaining availablesecurities to be
    
    
    
    
    
    
    for future issuanceissued upon
    
    
    Weighted-average
    
    
    under equityexercise of
    
    
    exercise price of
    
    
    compensation plansoutstanding
    
    
    outstanding
    
    
    (excludingoptions, warrants
    
    
    options, warrants
    
    
    securities inand rights
    
    
    and rights
    
    
    column (a))Plan category
    
    (a)
    
    
    (b)
    
    
    (c)Equity compensation
plans approved by
security holders
    
    
    180,000
    
    
    $
    10.00
    
    
    
    45,000Equity compensation
plans not approved
by security holders
(1)
    
    
    184,000
    
    
    $
    10.00
    
    
    
    0Total
    
    
    364,000
    
    
    $
    10.00
    
    
    
    45,000
 
 (1)
    
    Organizers of the Company were granted warrants pursuant to the Companys registration
statement dated November 14, 2005. 
 ITEM 12. Certain Relationships and Related Transactions, and Director Independence.




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ITEM 13. Exhibits
 Number
    
    Description3.1
    
    Articles of incorporation are incorporated by reference from
Exhibit 3.1 of the Corporations Registration Statement on Form
SB-2/A dated October 27, 20053.2
    
    Bylaws are incorporated by reference from Exhibit 3.2 of the
Corporations Registration Statement on Form SB-2 dated September
6, 20054.1
    
    Specimen common stock certificate is incorporated by reference from
Exhibit 4.1 of the Corporations Registration Statement on Form
SB-2 dated September 6, 20054.2
    
    Form of Birmingham Bloomfield Bancshares, Inc. Organizers Warrant
Agreement is incorporated by reference from Exhibit 4.2 of the
Corporations Registration Statement on Form SB-2 dated September
6, 20054.3
    
    Form of Birmingham Bloomfield Bancshares, Inc. Shareholders
Warrant Agreement is incorporated by reference from Exhibit 4.3 of
the Corporations Registration Statement on Form SB-2 dated
September 6, 200510.1
    
    Birmingham Bloomfield Bancshares, Inc. 2006 Stock Incentive Plan is
incorporated by reference from Exhibit 10.1 of the Corporations
Quarterly Report on Form 10-QSB for the Quarter Ended March 31,
200710.2
    
    Form of Employment Agreement by and between Birmingham Bloomfield
Bancshares, Inc. and Robert Farr is incorporated by reference from
Exhibit 10.4 of the Corporations Registration Statement on Form
SB-2 dated September 6,)+10.3
    
    Form of Employment Agreement by and between Birmingham Bloomfield
Bancshares, Inc. and Richard Miller is incorporated by reference
from Exhibit 10.5 of the Corporations Registration Statement on
Form SB-2 dated September 6, 2005 +10.4
    
    Lease Agreement dated January 28, 2005, by and between Irving I.
Rosen Family Limited Partnership and Birmingham Bloomfield
Bancshares, Inc. is incorporated by reference from Exhibit 10.10 of
the Corporations Registration Statement on Form SB-2 dated
September 6, 200510.5
    
    Lease Agreement, by and between Birmingham Bloomfield Bancshares,
Inc. and Bloomfield Plaza is incorporated by reference from Exhibit
10.11 of the Corporations Registration Statement on Form SB-2
dated September 6, 200510.6
    
    Data Processing Services Agreement, dated February 16, 2005, by and
between Rurbanc Data Services, Inc. and Bank of Birmingham is
incorporated by reference from Exhibit 10.12 of the Corporations
Registration Statement on Form SB-2 dated September 6, 200510.7
    
    Item Processing Services Agreement, dated February 16, 2005, by and
between Rurbanc Data Services, Inc. and Bank of Birmingham is
incorporated by reference from Exhibit 10.13 of the Corporations
Registration Statement on Form SB-2 dated September 6, 200510.8
    
    Employment Agreement by and between Birmingham Bloomfield
Bancshares, Inc. and Lance Krajacic (filed herewith)+10.9
    
    Form of Incentive Stock Option Agreement (Incorporated by reference
from Quarterly Report on Form 10-QSB for the quarter ended March
31, 2007)11
    
    Computation of Per Share Earnings13
    
    2007 Shareholder Report (except for portions of the 2007
Shareholder Report that are expressly incorporated by reference
into this Annual Report of Form 10-KSB, the 2007 Shareholder Report
shall not be deemed filed as apart herof.)14
    
    Code of Ethics is incorporated by reference from Exhibit 14 of the
Corporations Annual Report on Form 10-KSB for the year ended
December 31, 200520
    
    Other Documents  The Corporations Proxy Statement to
Shareholders dated April 7, 2008.21
    
    List of Subsidiaries23
    
    Consent of Plante & Moran, PLLC31.1
    
    Certification of Chief Executive Officer Pursuant to Rule 15d-15(e)
of the securities




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Number
    
    DescriptionExchange Act.31.2
    
    Certification of Chief Financial Officer Pursuant to Rule 15d-15(e)
of the securities Exchange Act.32
    
    Certification Pursuant to Rule 14d-14(b) of the Securities Exchange
Act and 18 U.S.C. section 1350+
    
    Indicates a compensatory plan or contract.
 
 ITEM 14. Principal Accounting Fees and Services.




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BIRMINGHAM BLOOMFIELD BANCSHARES, INC.By:
    /s/  Robert E. FarrRobert E. FarrPresident and Chief Executive Officer  SIGNATURE
    
    TITLE
    
    DATE/s/ William R. Aikens

William R. Aikens
    
    Director
    
    March 28, 2008/s/ Harry Cendrowski

Harry Cendrowski
    
    Director
    
    March 28, 2008/s/ Donald E. Copus

Donald E. Copus
    
    Director
    
    March 28, 2008/s/ John M. Erb

John M. Erb
    
    Director
    
    March 28, 2008/s/ Robert E. Farr

Robert E. Farr
    
    Director, President & Chief
Executive Officer
    
    March 28, 2008/s/ Charles Kaye

Charles Kaye
    
    Director
    
    March 28, 2008/s/ Scott McCallum

Scott McCallum
    
    Director
    
    March 28, 2008/s/ Richard J. Miller

Richard J. Miller
    
    Director
    
    March 28, 2008/s/ Daniel P. ODonnell

Daniel P. ODonnell
    
    Director
    
    March 28, 2008




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SIGNATURE
    
    TITLE
    
    DATE/s/ Charles T. Pryde

Charles T. Pryde
    
    Director
    
    March 28, 2008/s/ Donald Ruff

Donald Ruff
    
    Director
    
    March 28, 2008/s/ Walter F. Schwartz

Walter F. Schwartz
    
    Director
    
    March 28, 2008/s/ Henry Spellman

Henry Spellman
    
    Director
    
    March 28, 2008




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Exhibit Index
 Number
    
    Description10.8
    
    Employment Agreement by and between Birmingham Bloomfield
Bancshares, Inc. and Lance Krajacic11
    
    Computation of Per Share Earnings13
    
    2007 Shareholder Report (except for portions of the 2007
Shareholder Report that are expressly incorporated by reference in
this Annual Report of Form 10-KSB, the 2007 Shareholder Report of
the Corporation shall not be deemed filed as apart thereof.)20
    
    Other Documents  The Corporations Proxy Statement to
Shareholders dated April 7, 2008.21
    
    List of Subsidiaries23
    
    Consent of Plante & Moran, PLLC31.1
    
    Certification of Chief Executive Officer Pursuant to Rule 15d-15(e)
of the securities Exchange Act.31.2
    
    Certification of Chief Financial Officer Pursuant to Rule 15d-15(e)
of the securities Exchange Act.32
    
    Certification Pursuant to Rule 14d-14(b) of the Securities Exchange
Act and 18 U.S.C. section 1350