##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
 Form 10-K
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    September 30,
    2010ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission file number
    001-34893
  STANDARD FINANCIAL CORP. (Exact Name of
    Registrant as Specified in its Charter)
  Maryland(State or Other Jurisdiction
    of
    Incorporation or Organization)

27-3100949(I.R.S. Employer
    Identification No.)2640 Monroeville Boulevard, Monroeville,
    Pennsylvania(Address of Principal
    Executive Offices)

15146(Zip Code)   (412)
    856-0363 (Telephone Number, including
    Area Code)
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, par value $0.01 per share

The NASDAQ Stock Market, LLC   Securities registered pursuant to Section 12(g) of the
    Act: None
  o þ
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large accelerated
    filer o

Accelerated
    filer o

Non-accelerated
    filer o

Smaller reporting company þ(Do not check if a smaller
    reporting company)   Rule 12b-2 o þ
      DOCUMENTS INCORPORATED BY REFERENCE:
  Document

Part of Form 10-KProxy Statement for the 2011 Annual Meeting of Stockholders of
    the Registrant

Part III




---



##### 





Standard
    Financial Corp.
   Annual Report on
    Form 10-K
    For The Year Ended
    September 30, 2010
  Table of
    Contents
  ITEM 1.


Business


1ITEM 1A.


Risk Factors


15ITEM 1B.


Unresolved Staff Comments


20ITEM 2.


Properties


21ITEM 3.


Legal Proceedings


21ITEM 4.


Removed and Reserved


21ITEM 5.


Market for Registrants Common Equity,
    Related Stockholder Matters and Issuer Purchases of Equity
    Securities


21ITEM 6.


Selected Financial Data


23ITEM 7.


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


24ITEM 7A.


Quantitative and Qualitative Disclosures About
    Market Risk


47ITEM 8.


Financial Statements and Supplementary Data


49ITEM 9.


Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosure


74ITEM 9A.


Controls and Procedures


74ITEM 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


75ITEM 14.


Principal Accountant Fees and Services


75ITEM 15.


Exhibits and Financial Statement Schedules


75EX-14EX-31.1EX-31.2EX-32.1    EXPLANATORY
    NOTE




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##### Table of Contents



PART I
  ITEM 1.
    Business  Forward
    Looking Statements
    
    statements of our goals, intentions and expectations;
    statements regarding our business plans, prospects, growth and
    operating strategies;
    statements regarding the asset quality of our loan and
    investment portfolios; and
    estimates of our risks and future costs and benefits.      
    general economic conditions, either nationally or in our market
    areas, that are worse than expected;
    competition among depository and other financial institutions;
    inflation and changes in the interest rate environment that
    reduce our margins or reduce the fair value of financial
    instruments;
    adverse changes in the securities markets;
    changes in laws or government regulations or policies affecting
    financial institutions, including changes in regulatory fees and
    capital requirements;
    our ability to enter new markets successfully and capitalize on
    growth opportunities;
    our ability to successfully integrate acquired entities, if any;
    changes in consumer spending, borrowing and savings habits;
    changes in accounting policies and practices, as may be adopted
    by the bank regulatory agencies, the Financial Accounting
    Standards Board, the Securities and Exchange Commission and the
    Public Company Accounting Oversight Board;
    changes in our organization, compensation and benefit plans;
    changes in our financial condition or results of operations that
    reduce capital available to pay dividends; and
    changes in the financial condition or future prospects of
    issuers of securities that we own.    Standard
    Financial Corp.
  mutual-to-stock
 1




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(412) 856-0363.
  Standard
    Bank
      (412) 856-0363. www.standardbankpa.com.
  Market
    Area
         2




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Competition
      Lending
    Activities
    One- to Four-Family Residential Mortgage
    Loans.
    loan-to-value loan-to-value loan-to-value loan-to-value
     3




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Commercial Real Estate Loans.
      Home Equity Loans and Lines of Credit. 10-year 10-year loan-to-value loan-to-value
 4




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loan-to-value
  Commercial Business Loans.
      Construction Loans. loan-to-completed-appraised-value
     5




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Loan Originations, Purchases, Sales, Participations and
    Servicing.
          Loan Approval Procedures and Authority.
      Investments
   6




---



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available-for-sale, available-for-sale available-for-sale held-to-maturity other-than-temporary.
  Alt-A.
     7




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Sources
    of Funds
  General.
  Deposits.
    Borrowings.
  Subsidiary
    Activities
    Expense
    and Tax Allocation
    Personnel
   8




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SUPERVISION
    AND REGULATION
  General
          Banking
    Regulation
  Pennsylvania Savings Bank Law.
  Capital Requirements.
 9




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Prompt Corrective Action.
    Loans-to-One-Borrower
    Limitation.
  Activities and Investments of Insured State-Chartered
    Banks.
 10




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Capital Distributions.
    Community Reinvestment Act and Fair Lending
    Laws.
  Transactions with Related
    Parties.
      Standards for Safety and Soundness.
 11




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Insurance of Deposit Accounts.
          Temporary Liquidity Guarantee Program.
   12




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U.S. Treasurys Troubled Asset Relief Program
    Capital Purchase Program.
  Federal Home Loan Bank System.
  Other
    Regulations
    Bank
    Holding Company Regulation
         13




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Federal
    Securities Laws
      Sarbanes-Oxley
    Act of 2002
   14




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TAXATION
  Federal
    Taxation
  General.
  Method of Accounting.
  Minimum Tax.
  Net Operating Loss Carryovers.
  Corporate Dividends.
  Audit of Tax Returns.
  State
    Taxation
    ITEM 1A.
    Risk
    Factors.  Because
    we intend to continue to emphasize commercial real estate loan
    originations, our credit risk will increase and continued
    weakness in the local real estate market or economy could
    adversely affect our earnings.
   15




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If our
    allowance for loan losses is not sufficient to cover actual loan
    losses, our earnings will decrease.
      Future
    changes in interest rates could reduce our
    profits.
    
    the interest income we earn on our interest-earning assets, such
    as loans and securities; and
    the interest expense we pay on our interest-bearing liabilities,
    such as deposits and borrowings.    and/or
    Concentration
    of loans in our primary market area, which has experienced an
    economic downturn, may increase the risk of increased
    nonperforming assets.
   16




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Continued
    and sustained deterioration in the housing sector and related
    markets and prolonged elevated unemployment levels may adversely
    affect our business and financial results.
  sub-prime
  If our
    investment in the common stock of the Federal Home Loan Bank of
    Pittsburgh is classified as
    other-than-temporarily
    impaired or as permanently impaired, our earnings and
    stockholders equity could decrease.
      Continued
    or further declines in the value of certain investment
    securities could require write-downs, which would reduce our
    earnings.
  other-than-temporary
 17




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The
    requirement to account for certain assets at estimated fair
    value, and a proposal to account for additional financial assets
    and liabilities at estimated fair value, may adversely affect
    our stockholders equity and results of
    operations.
  other-than-temporary
  Government
    responses to economic conditions may adversely affect our
    operations, financial condition and earnings.
      Recently
    enacted financial reform legislation will, among other things,
    create a new Consumer Financial Protection Bureau, tighten
    capital standards and result in new laws and regulations that
    are expected to increase our costs of operations.
   18




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We are
    subject to extensive regulatory oversight.
   19




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Strong
    competition within our market areas may limit our growth and
    profitability.
  Item 1-Business
  Legislative
    or regulatory responses to perceived financial and market
    problems could impair our rights against
    borrowers.
    Recent
    health care legislation could increase our expenses or require
    us to pass further costs on to our employees, which could
    adversely affect our operations, financial condition and
    earnings.
    Any
    future Federal Deposit Insurance Corporation insurance premium
    increases will adversely affect our earnings. The Federal
    Deposit Insurance Corporation adopted a rule that required us to
    prepay insurance premiums.
      ITEM 1B.
    Unresolved
    Staff Comments   20




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##### Table of Contents



ITEM 2.
    Properties    Branch Name

Address

Owned or LeasedMurrysville(1)

4785 Old William Penn Hwy. Murrysville, PA 15668

OwnedMount Pleasant

659 W. Main Street
    Mt. Pleasant, PA 15666

OwnedLigonier

211 W. Main Street 
    Ligonier, PA 15658

OwnedMonroeville(2)

2640 Monroeville Blvd. 
    Monroeville, PA 15146

OwnedScottdale

100 Pittsburgh Street
    Scottdale, PA 15683

OwnedWalmart

2100 Summit Ridge Plaza 
    Mt. Pleasant, PA 15666

Leased (expires 10/31/2014)Hyndman

3945 Center Street
    Hyndman, PA 15545

OwnedState Line(3)

187 Hyndman Road
    Hyndman, PA 15545

OwnedLaVale

1275 National Hwy. 
    LaVale, MD 21502

OwnedCumberland

200 N. Mechanic Street
    Cumberland, MD 21502

Owned     (1)
    
    Bank headquarters.(2)
    
    Executive office.(3)
    
    Limited service facility which will be closed effective
    January 28, 2011 with customers serviced at our other
    office locations.  ITEM 3.
    Legal
    Proceedings    ITEM 4.
    Removed
    and Reserved  PART II
  ITEM 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities   21




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Form S-1 No. 333-167579)
  out-of-pocket
       22




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ITEM 6.
    Selected
    Financial Data    At September 30,2010


2009


2008


2007


2006(In thousands)Selected Financial Condition Data:Total assets

$
435,103


$
382,415


$
353,971


$
342,938


$
328,989Cash and cash equivalents


38,988



12,420



18,817



18,143



21,485Securities available for sale


77,537



69,244



28,949



26,240



40,361Securities held to maturity(1)










19,518



27,710



34,289Loans receivable, net


286,066



270,769



257,551



243,742



205,653Bank owned life insurance


9,419



9,080



8,756



8,424



8,106Federal Home Loan Bank stock, at cost


3,416



3,416



3,335



2,488



1,939Deposits


316,217



286,934



254,632



263,977



262,999Federal Home Loan Bank advances


37,805



46,618



50,948



32,809



20,727Securities sold under agreements to repurchase


3,444



3,866



3,537



3,990



4,655Total net worth


45,334



42,168



38,695



39,444



37,844     (1)
    
    During 2009, all securities previously categorized as held to
    maturity were transferred to available for sale.  Years Ended September 30,2010


2009


2008


2007


2006(In thousands)Selected Operating Data:Interest and dividend income

$
18,201


$
18,236


$
18,679


$
18,191


$
15,527Interest expense


6,247



8,091



9,237



10,075



8,394Net interest income


11,954



10,145



9,442



8,116



7,133Provision for loan losses(1)


1,179



1,100



316







Net interest and dividend income after provision for loan losses


10,775



9,045



9,126



8,116



7,133Noninterest income


2,265



1,798



959



2,587



2,231Noninterest expense


8,747



8,698



8,169



8,036



7,670Income before income tax expense


4,293



2,145



1,916



2,667



1,694Income tax expense(2)


1,378



1



776



607



264Net income

$
2,915


$
2,144


$
1,140


$
2,060


$
1,430     (1)
    
    See Managements Discussion and Analysis of Financial
    Condition and Results of Operations  Critical
    Accounting Policies- Allowance for Loan Losses and
    Managements Discussion and Analysis of Financial
    Condition and Results of Operations  Allowance for
    Loan Losses for a discussion of our procedures for
    determining the provision for loan losses. A provision for loan
    losses was not recorded during the years ended
    September 30, 2007 and 2006 because the results of a
    comprehensive analysis of the allowance for loan losses
    indicated that the allowance was at an appropriate level for
    each period indicated. See Item 7-Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Critical Accounting Policies 
    Allowance for Loan Losses and
    Item 7-Managements
    Discussion and Analysis of Financial Condition and 23




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Results of Operations  Allowance for Loan
    Losses for a discussion of our procedures for determining
    the provision for loan losses.(2)
    
    The income tax expense and (benefit) recorded for the year ended
    September 30, 2009 was impacted by the reversal of a
    $510,000 valuation allowance related to impairment losses on
    Fannie Mae and Freddie Mac preferred stocks. See
    Item 7-Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Comparison Operating Results for the
    Fiscal Year Ended September 30, 2010  Income Tax
    Expense.  At or For the Years Ended September 30,2010


2009


2008


2007


2006Selected Financial Ratios and Other Data:Performance Ratios:Return on average assets (ratio of net income to average total
    assets)


0.73
%


0.58
%


0.33
%


0.62
%


0.46
%Return on average equity (ratio of net income to average equity)


6.64
%


5.27
%


2.86
%


5.33
%


3.89
%Interest rate spread(1)


3.16
%


2.88
%


2.83
%


2.50
%


2.40
%Net interest margin(2)


3.25
%


2.99
%


2.98
%


2.66
%


2.54
%Efficiency ratio(3)


61.52
%


72.83
%


78.54
%


75.08
%


81.91
%Noninterest expense to average total assets


2.20
%


2.36
%


2.37
%


2.43
%


2.47
%Average interest-earning assets to average interest-bearing
    liabilities


105.53
%


104.45
%


104.94
%


104.94
%


104.75
%Equity to assets


10.77
%


11.03
%


10.93
%


11.50
%


11.50
%Tangible equity to tangible assets


8.39
%


8.69
%


8.35
%


8.81
%


8.62
%Average equity to average assets


11.05
%


11.03
%


11.59
%


11.68
%


11.86
%Asset Quality Ratios:Non-performing assets to total assets


1.10
%


0.61
%


0.51
%


0.26
%


0.21
%Non-performing loans to total loans


1.37
%


0.49
%


0.63
%


0.33
%


0.33
%Allowance for loan losses to non-performing loans


101.71
%


233.01
%


150.12
%


294.43
%


355.80
%Allowance for loan losses to total loans


1.38
%


1.12
%


0.93
%


0.97
%


1.16
%Net charge-offs to average loans


0.10
%


0.17
%


0.10
%


0.02
%


0.08
%Capital Ratios:Total capital (to risk-weighted assets)


14.34
%


14.09
%


14.33
%


14.32
%


14.90
%Tier I capital (to risk-weighted assets)


13.08
%


12.83
%


13.22
%


12.80
%


13.14
%Tier I capital (to average assets)


8.49
%


8.32
%


8.45
%


8.27
%


7.95
%Other Data:Number of offices


10



10



10



10



11Full time equivalent employees


88



89



89



93



91     (1)
    
    The interest rate spread represents the difference between the
    average yield on interest-earning assets and the average cost of
    interest-bearing liabilities for the year.(2)
    
    The net interest margin represents net interest income as a
    percent of average interest-earning assets for the year.(3)
    
    The efficiency ratio represents noninterest expense divided by
    the sum of net interest income and noninterest income.  ITEM 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations   24




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Overview
          Business
    Strategy
    
    Remaining a community-oriented financial institution while
    continuing to increase our customer base of small and
    medium-size businesses in our market area.We
    were established in 1913 and have operated continuously in the
    Pittsburgh Metropolitan Area since that date. In 2006, we
    acquired Hoblitzell National Bank, which expanded our branch
    network to Bedford County, Pennsylvania and Allegany County,
    Maryland. We are committed to meeting the financial needs of the
    communities in which we operate, and we are dedicated to
    providing quality personal service to our customers. We provide
    a broad range of consumer and business financial services from
    our ten banking offices, and have expanded our commercial real
    estate staff to enhance our capacity to serve small businesses
    in our market area.
    Increasing commercial real estate lending while maintaining
    our conservative loan underwriting standards.Our
    loan portfolio balance has increased in recent years due in part
    to the growth in our commercial real estate loan portfolio to
    $86.1 million, or 29.7% of our gross loan portfolio at
    September 30, 2010, from $53.6 million, or 25.4% of
    our gross loan portfolio at September 30, 2006. This growth
    was due in part to the 25




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acquisition of Hoblitzell National Bank, a commercial bank that
    emphasized commercial real estate lending. In growing our
    commercial loan portfolio, we have emphasized maintaining strong
    asset quality by following conservative loan underwriting
    guidelines. We underwrite all of our loans in our main office to
    ensure uniformity and consistency in underwriting decisions. Our
    non-performing assets at September 30, 2010 were
    $4.8 million, or 1.10% of total assets, compared to
    $2.3 million, or 0.61% of total assets at
    September 30, 2009, and $1.8 million, or 0.51% of
    total assets at September 30, 2008.  
    Emphasizing lower cost core deposits by attracting new
    customers and enhancing existing customer
    relationships.In an effort to grow our banking
    franchise, we have enhanced our direct marketing efforts to
    local businesses and established a stronger culture of
    cross-selling our products to our existing customers. In
    addition, we attract and retain deposits by offering enhanced
    technology, such as online banking and remote deposit capture,
    with a continued emphasis on quality customer service.
    Expanding our branch network, primarily through branch
    purchases and de novo branching.We currently
    operate from ten banking offices (nine of which are full
    service). Our limited service office will be closed on
    January 28, 2011 with those customers being serviced from
    the remaining branch offices. We intend to evaluate additional
    branch expansion opportunities, primarily through branch
    purchases, to expand our presence in our current market area.
    Pursuing future expansion and acquisition opportunities with
    the capital raised in the conversion, although we have no
    current arrangements or agreements with respect to any such
    acquisitions.We intend to evaluate acquisitions
    of other financial institutions, as opportunities present
    themselves.  Critical
    Accounting Policies
    Allowance for Loan Losses.
    Other-Than-Temporary Impairment.
   26




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Deferred Tax Assets.
  Goodwill and Other Intangible Assets.
  Balance
    Sheet Analysis: September 30, 2010 and September 30,
    2009
  Assets.
  Loans.
 27




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Loan Portfolio Composition.
  At September 30,2010


2009


2008


2007


2006Amount


Percent


Amount


Percent


Amount


Percent


Amount


Percent


Amount


Percent(Dollars in thousands)Real estate loans:One- to four-family residential

$
141,710



48.6
%

$
134,958



49.0
%

$
129,973



49.6
%

$
120,914



48.4
%

$
97,918



46.4
%Commercial


86,051



29.5



76,890



27.9



67,411



25.7



61,918



24.8



53,566



25.4Home equity loans and lines of credit


47,523



16.3



45,486



16.5



44,079



16.8



42,657



17.1



40,422



19.1Construction


3,240



1.1



2,145



0.8



5,028



1.9



8,358



3.3



5,992



2.8Commercial loans


9,956



3.4



12,414



4.5



12,052



4.6



12,207



4.9



9,042



4.3Other loans(1)


3,012



1.0



3,261



1.2



3,696



1.4



3,760



1.5



4,282



2.0Total loans


291,492



100.0
%


275,154



100.0
%


262,239



100.0
%


249,814



100.0
%


211,222



100.0
%Other items:Deferred loan costs (fees), net


(118
)






(47
)






63







44







(62
)Loans in process


(1,319
)






(1,260
)






(2,325
)






(3,737
)






(3,084
)Allowance for loan losses


(3,989
)






(3,078
)






(2,426
)






(2,379
)






(2,423
)Total loans, net

$
286,066






$
270,769






$
257,551






$
243,742






$
205,653     (1)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts.  28




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Loan Portfolio Maturities and Yields.
  One- to Four-Family Residential








Home Equity Loans AndDue During the

Real Estate


Commercial Real Estate


Lines of Credit


ConstructionTwelve Months Ending




Weighted





Weighted





Weighted





WeightedSeptember 30,

Amount


Average Rate


Amount


Average Rate


Amount


Average Rate


Amount


Average Rate(Dollars in thousands)2011

$
1,507



4.75
%

$
5,961



5.09
%

$
497



4.62
%

$




2012


802



6.44
%


4,759



4.96
%


344



6.70
%






2013


1,974



4.92
%


4,149



5.72
%


749



5.82
%






2014 to 2015


1,530



4.94
%


10,101



4.86
%


4,270



5.33
%






2016 to 2020


23,370



4.66
%


8,420



6.25
%


15,216



5.51
%






2021 to 2025


36,530



4.86
%


20,198



6.47
%


17,448



5.27
%






2026 and beyond


75,997



5.39
%


32,463



6.82
%


8,999



6.01
%


3,240



5.31
%Total

$
141,710



5.12
%

$
86,051



6.18
%

$
47,523



5.50
%

$
3,240



5.31
%   Due During the

Commercial

Other Loans

TotalTwelve Months Ending



Weighted



Weighted



WeightedSeptember 30,

Amount

Average Rate

Amount

Average Rate

Amount

Average Rate2011

$
2,265



4.44
%

$
455



7.18
%

$
10,685



4.97
%2012


1,793



5.41
%


418



8.31
%


8,116



5.45
%2013


1,590



6.59
%


761



9.57
%


9,223



6.02
%2014 to 2015


2,987



6.39
%


1,172



7.93
%


20,060



5.37
%2016 to 2020


1,266



6.87
%


206



2.45
%


48,478



5.25
%2021 to 2025


42



8.50
%










74,218



5.40
%2026 and beyond


13



6.75
%










120,712



5.76
%Total

$
9,956



5.87
%

$
3,012



7.91
%

$
291,492



5.53
%   Fixed and
    Adjustable Rate Loans:
    Due After September 30, 2011Fixed


Adjustable


Total(In thousands)Real estate loans:One- to four-family residential

$
96,925


$
43,278


$
140,203Commercial


21,932



58,158



80,090Home equity loans and lines of credit


47,026







47,026Construction


939



2,301



3,240Commercial


7,585



106



7,691Other loans(1)


2,557







2,557Total loans

$
176,964


$
103,843


$
280,807     (1)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts. 29




---



##### Table of Contents



Investment Securities Portfolio.
  At September 30,2010


2009


2008Amortized


Fair


Amortized


Fair


Amortized


FairCost


Value


Cost


Value


Cost


Value(In thousands)Investment securities available for sale:Municipal obligations

$
18,037


$
19,050


$
18,066


$
18,736


$
11,666


$
11,854U.S. government and agency obligations


26,848



26,949



17,791



17,871



5,000



4,996Corporate bonds


7,776



7,795



4,686



4,780



1,012



600U.S. government sponsored mortgage-backed securities:Freddie Mac pass through certificates


7,876



8,288



12,466



12,948



5,835



5,759Fannie Mae pass through certificates


6,447



6,743



10,850



11,149



1,329



1,337Government National Mortgage Association pass through
    certificates


6,665



6,734



1,518



1,554



1,837



1,839Collateralized mortgage obligations


672



686



920



898



1,186



1,148Private pass through certificates


139



138



148



145



156



155Equity securities


1,134



1,154



1,236



1,163



1,377



1,261Total securities available for sale

$
75,594


$
77,537


$
67,681


$
69,244


$
29,398


$
28,949   At September 30,2010


2009


2008Amortized


Fair


Amortized


Fair


Amortized


FairCost


Value


Cost


Value


Cost


Value(In thousands)Investment securities held to maturity:U.S. government sponsored mortgage-backed securities:Freddie Mac pass through certificates

$



$



$



$



$
10,157


$
10,076Fannie Mae pass through certificates


















9,361



9,269Total securities held to maturity

$



$



$



$



$
19,518


$
19,345      30




---



##### Table of Contents



Portfolio Maturities and Yields.
  More than One Year

More than Five YearsOne Year or Less

through Five Years

through Ten Years

More than Ten Years

Total SecuritiesWeighted



Weighted



Weighted



Weighted





WeightedAmortized

Average

Amortized

Average

Amortized

Average

Amortized

Average

Amortized

Fair

AverageCost

Yield

Cost

Yield

Cost

Yield

Cost

Yield

Cost

Value

Yield(Dollars in thousands)Municipal obligations

$
2,402



3.69
%

$
4,203



2.10
%

$
3,864



5.25
%

$
7,568



4.99
%

$
18,037


$
19,050



4.20
%U.S. government and agency obligations










25,846



1.58
%


1,002



2.80
%










26,848



26,949



1.62
%Corporate bonds


1,521



3.39
%


6,255



3.20
%


















7,776



7,795



3.24
%U.S. government sponsored mortgage-backed securities:Freddie Mac pass through certificates


645



3.75
%


1,108



3.92
%


6,123



4.39
%










7,876



8,288



4.27
%Fannie Mae pass through certificates


316



4.80
%


2,492



3.81
%


3,639



4.13
%










6,447



6,743



4.04
%Ginnie Mae pass through certificates


























6,665



2.53
%


6,665



6,734



2.53
%Collateralized mortgage obligations


















578



4.75
%


94



1.30
%


672



686



4.27
%Private pass through certificates


























139



0.88
%


139



138



0.88
%Equity securities


























1,134



3.27
%


1,134



1,154



3.27
%Total

$
4,884



3.68
%

$
39,904



2.09
%

$
15,206



4.45
%

$
15,600



3.77
%

$
75,594


$
77,537



3.01
%   31




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##### Table of Contents



Bank Owned Life Insurance.
  Prepaid FDIC Insurance.
  Deposits.
    step-up step-up
      At September 30,2010


2009


2008Weighted








Weighted








WeightedAverage








Average








AverageBalance


Percent


Rate


Balance


Percent


Rate


Balance


Percent


Rate(Dollars in thousands)Deposit type:Savings accounts

$
123,590



39.1
%


0.67
%

$
120,896



42.1
%


1.81
%

$
92,705



36.4
%


2.20
%Certificates of deposit


125,700



39.8



2.61
%


108,176



37.7



3.41
%


105,082



41.3



4.28
%Money market accounts


8,166



2.6



0.37
%


5,415



1.9



0.53
%


6,074



2.4



0.99
%Demand and NOW accounts


58,761



18.6



0.14
%


52,447



18.3



0.31
%


50,771



19.9



0.41
%Total deposits

$
316,217



100.0
%


1.33
%

$
286,934



100.0
%


2.12
%

$
254,632



100.0
%


2.77
%  32




---



##### Table of Contents



AtAt September 30,2010(In thousands)Three months or less

$
2,324Over three months through six months


2,539Over six months through one year


9,048Over one year to three years


11,713Over three years


10,182Total

$
35,806   Borrowings.
  At or for the Years Ended September 30,2010


2009


2008(Dollars in thousands)Balance at year end

$
37,805


$
46,618


$
50,948Average balance outstanding during the year

$
40,270


$
49,353


$
44,052Maximum amount outstanding at any month-end

$
46,613


$
50,943


$
50,957Weighted average interest rate at year end


3.23
%


4.18
%


4.57
%Average interest rate during the year


3.99
%


4.59
%


4.79
%     At or for the Years Ended September 30,2010


2009


2008(Dollars in thousands)Balance at year end

$
3,444


$
3,866


$
3,537Average balance outstanding during the year

$
3,634


$
4,532


$
3,429Maximum amount outstanding at any month-end

$
3,895


$
6,380


$
7,231Weighted average interest rate at year end


0.60
%


1.26
%


1.54
%Average interest rate during the year


0.77
%


1.63
%


2.05
%   Net Worth.
 33




---



##### Table of Contents



Average
    Balance and Yields
    For the Years Ended September 30,2010


2009


2008Average








Average








AverageOutstanding





Yield/


Outstanding





Yield/


Outstanding





Yield/Balance


Interest


Rate


Balance


Interest


Rate


Balance


Interest


Rate(Dollars in thousands)Interest-earning assets:Loans

$
281,382


$
15,994



5.68
%

$
263,311


$
15,837



6.01
%

$
256,599


$
16,220



6.32
%Investment and mortgage-backed securities


69,636



2,167



3.11
%


59,442



2,343



3.94
%


47,043



2,141



4.55
%Interest earning deposits


16,770



40



0.24
%


17,017



56



0.33
%


13,378



318



2.38
%Total interest-earning assets


367,788



18,201



4.95
%


339,770



18,236



5.37
%


317,020



18,679



5.89
%Noninterest-earning assets


29,466











28,923











27,168Total assets

$
397,254










$
368,693










$
344,188Interest-bearing liabilities:Savings accounts

$
123,858



1,169



0.94
%

$
109,524



1,985



1.81
%

$
80,169



1,760



2.20
%Certificates of deposit


118,943



3,321



2.79
%


104,961



3,579



3.41
%


117,488



5,023



4.28
%Money market accounts


5,625



22



0.39
%


5,523



29



0.53
%


6,656



66



0.99
%Demand and NOW accounts


56,175



102



0.18
%


51,402



159



0.31
%


50,312



206



0.41
%Total deposits


304,601



4,614



1.51
%


271,410



5,752



2.12
%


254,625



7,055



2.77
%Federal Home Loan Bank advances


40,270



1,605



3.99
%


49,353



2,265



4.59
%


44,052



2,112



4.79
%Securities sold under agreements to repurchase


3,634



28



0.77
%


4,532



74



1.63
%


3,429



70



2.05
%Total interest-bearing liabilities


348,505



6,247



1.79
%


325,295



8,091



2.49
%


302,106



9,237



3.06
%Noninterest-bearing liabilities


4,836











2,733











2,184Total liabilities


353,341











328,028











304,290Net worth


43,913











40,665











39,898Total liabilities and net worth

$
397,254










$
368,693










$
344,188Net interest income





$
11,954










$
10,145










$
9,442Net interest rate spread(1)










3.16
%










2.88
%










2.83
%Net interest-earning assets(2)

$
19,283










$
14,475










$
14,914Net interest margin(3)










3.25
%










2.99
%










2.98
%Average interest-earning assets to interest-bearing liabilities


105.53
%










104.45
%










104.94
%     (1)
    
    Net interest rate spread represents the difference between the
    yield on average interest-earning assets and the cost of average
    interest-bearing liabilities.(2)
    
    Net interest-earning assets represents total interest-earning
    assets less total interest-bearing liabilities.(3)
    
    Net interest margin represents net interest income divided by
    average total interest-earning assets. 34




---



##### Table of Contents



Rate/Volume
    Analysis:
    For the Years Ended September 30,


For the Years Ended September 30,2010 vs. 2009


2009 vs. 2008Increase (Decrease) Due to


Total Increase


Increase (Decrease) Due to


Total IncreaseVolume


Rate


(Decrease)


Volume


Rate


(Decrease)Interest-earning assets:Loans

$
1,054


$
(897
)

$
157


$
417


$
(800
)

$
(383
)Investment and mortgage-backed securities


364



(540
)


(176
)


514



(313
)


201Interest earning deposits


(1
)


(15
)


(16
)


69



(331
)


(262
)Total interest-earning assets


1,417



(1,452
)


(35
)


1,000



(1,444
)


(444
)Interest-bearing liabilities:Savings accounts


233



(1,049
)


(816
)


568



(343
)


225Certificates of deposit


440



(698
)


(258
)


(499
)


(946
)


(1,445
)Money market accounts


1



(8
)


(7
)


(10
)


(27
)


(37
)Demand and NOW accounts


14



(71
)


(57
)


4



(51
)


(47
)Total deposits


688



(1,826
)


(1,138
)


63



(1,367
)


(1,304
)Federal Home Loan Bank advances


(385
)


(275
)


(660
)


246



(93
)


153Securities sold under agreements to repurchase


(13
)


(33
)


(46
)


20



(16
)


4Total interest-bearing liabilities


290



(2,134
)


(1,844
)


329



(1,476
)


(1,147
)Change in net interest income

$
1,127


$
682


$
1,809


$
671


$
32


$
703   Comparison
    of Operating Results for the Fiscal Years Ended
    September 30, 2010 and 2009
  General.
  Net Interest Income.
  Interest and Dividend Income.
   35




---



##### Table of Contents



Interest Expense.
      Provision for Loan Losses.
 36




---



##### Table of Contents



Noninterest Income.
  Noninterest Expense.
  Income Tax Expense.
  Non-Performing
    and Problem Assets
         37




---



##### Table of Contents



case-by-case
    At September 30,2010


2009


2008


2007


2006(Dollars in thousands)Non-accrual loans:Real estate loans:One- to four-family residential

$
1,056


$
895


$
1,600


$
737


$
481Commercial


1,636



415



2



71



112Home equity loans and lines of credit


216



7



9







75Construction


















Commercial


1,000















Other loans(1)


14



4



5







13Total non-accrual loans


3,922



1,321



1,616



808



681Loans delinquent 90 days or greater and still accruing:Real estate loans:One- to four-family residential


















Commercial


















Home equity loans and lines of credit


















Construction


















Commercial


















Other loans(1)


















Total loans delinquent 90 days or greater and still accruing


















Foreclosed real estate:One- to four-family residential


884



1,002



205



71



17Commercial


















Home equity loans and lines of credit


















Construction


















Commercial


















Other loans(1)


















Total foreclosed real estate


884



1,002



205



71



17Total non-performing assets

$
4,806


$
2,323


$
1,821


$
879


$
698Ratios:Non-performing loans to total loans


1.37
%


0.49
%


0.63
%


0.33
%


0.33
%Non-performing assets to total assets


1.10
%


0.61
%


0.51
%


0.26
%


0.21
%     (1)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts. 38




---



##### Table of Contents



Delinquent Loans.
  Loans Delinquent for60-89 Days


90 Days and Over


TotalNumber


Amount


Number


Amount


Number


Amount(Dollars in thousands)At September 30, 2010Real estate loans:One- to four-family residential


10


$
1,303



12


$
1,056



22


$
2,359Commercial


3



404



3



1,636



6



2,040Home equity loans and lines of credit


2



7



3



216



5



223Construction






















Commercial










1



1,000



1



1,000Other loans(1)










2



14



2



14Total loans


15


$
1,714



21


$
3,922



36


$
5,636At September 30, 2009Real estate loans:One- to four-family residential


8


$
975



13


$
895



21


$
1,870Commercial


3



242



3



415



6



657Home equity loans and lines of credit


2



29



1



7



3



36Construction






















Commercial






















Other loans(1)


4



13



4



4



8



17Total loans


17


$
1,259



21


$
1,321



38


$
2,580At September 30, 2008Real estate loans:One- to four-family residential


8


$
1,017



13


$
1,600



21


$
2,617Commercial










1



2



1



2Home equity loans and lines of credit


1



5



1



9



2



14Construction






















Commercial






















Other loans(1)


1



2



3



5



4



7Total loans


10


$
1,024



18


$
1,616



28


$
2,640At September 30, 2007Real estate loans:One- to four-family residential


8


$
548



12


$
737



20


$
1,285Commercial










2



71



2



71Home equity loans and lines of credit






















Construction






















Commercial






















Other loans(1)


5



18











5



18Total loans


13


$
566



14


$
808



27


$
1,374At September 30, 2006Real estate loans:One- to four-family residential


7


$
234



10


$
481



17


$
715Commercial


1



63



2



112



3



175Home equity loans and lines of credit










1



75



1



75Construction






















Commercial






















Other loans(1)


5



11



2



13



7



24Total loans


13


$
308



15


$
681



28


$
989     (1)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts. 39




---



##### Table of Contents



Foreclosed Real Estate.
  Classification of Assets.
      At September 30,2010


2009


2008(In thousands)Classified assets:Substandard

$
4,845


$
2,497


$
1,819Doubtful


14



4



3Loss










Total classified assets


4,859



2,501



1,822Special mention


5,392



5,929



3,685Total criticized assets

$
10,251


$
8,430


$
5,507    40




---



##### Table of Contents



Allowance
    for Loan Losses
            
    changes in any concentration of credit (including, but not
    limited to, concentrations by geography, industry or collateral
    type);
    changes in the number and amount of non-accrual loans,
    criticized loans and past due loans;
    changes in national, state and local economic trends;
    changes in the types of loans in the loan portfolio;
    changes in the experience and ability of personnel and
    management in the mortgage loan origination and loan servicing
    departments;
    changes in the value of underlying collateral for collateral
    dependent loans;
    changes in lending strategies; and
    changes in lending policies and procedures.       41




---



##### Table of Contents



Percentage of LoansNumber of Loans

Amount

Receivable(Dollars in thousands)At September 30, 2010


21


$
3,922



1.37
%At September 30, 2009


21



1,321



0.49At September 30, 2008


18



1,616



0.63     For the Years EndedSeptember 30,2010


2009


2008(In thousands)Interest income that would have been recognized

$
101


$
80


$
103Interest income recognized


34



34



42Interest income foregone

$
67


$
46


$
61   loan-to-value
   42




---



##### Table of Contents



At or for the Years Ended September 30,2010


2009


2008


2007


2006(Dollars in thousands)Balance at beginning of the year

$
3,078


$
2,426


$
2,379


$
2,423


$
1,580Charge-offs:Real estate loans


147



118



151



18



Commercial


106



305



70







105Other loans(1)


33



65



132



130



60Total charge-offs


286



488



353



148



165Recoveries:Real estate loans


7















Commercial


4



6



6



9



6Other loans(1)


7



34



78



95



14Total recoveries


18



40



84



104



20Net charge-offs


(268
)


(448
)


(269
)


(44
)


(145
)Adjustment(2)


















988Provision for loan losses


1,179



1,100



316







Balance at end of year

$
3,989


$
3,078


$
2,426


$
2,379


$
2,423Ratios:Net charge-offs to average loans outstanding


0.10
%


0.17
%


0.10
%


0.02
%


0.08
%Allowance for loan losses to non-performing loans at end of year


101.71
%


233.01
%


150.12
%


294.43
%


355.80
%Allowance for loan losses to total loans at end of year


1.38
%


1.12
%


0.93
%


0.97
%


1.16
%     (1)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts.(2)
    
    Addition to allowance as a result of the acquisition of
    Hoblitzell National Bank in 2006.   43




---



##### Table of Contents



Allocation of Allowance for Loan Losses.
  At September 30,2010


2009


2008


2007


2006Percent of





Percent of





Percent of





Percent of





Percent ofLoans in





Loans in





Loans in





Loans in





Loans inAllowance


Each


Allowance


Each


Allowance


Each


Allowance


Each


Allowance


Eachfor Loan


Category to


for Loan


Category to


for Loan


Category to


for Loan


Category to


for Loan


Category toLosses


Total Loans


Losses


Total Loans


Losses


Total Loans


Losses


Total Loans


Losses


Total LoansReal estate loans(1)

$
1,394



65.9
%

$
1,064



66.3
%

$
984



68.3
%

$
1,261



68.8
%

$
1,280



68.3
%Commercial(2)


2,529



33.1



1,943



32.5



1,354



30.3



898



29.7



888



29.7Other loans(3)


66



1.0



71



1.2



88



1.4



220



1.5



255



2.0Total allocated allowance


3,989



100.0



3,078



100.0



2,426



100.0



2,379



100.0



2,423



100.0Unallocated






































Total

$
3,989



100.0
%

$
3,078



100.0
%

$
2,426



100.0
%

$
2,379



100.0
%

$
2,423



100.0
%     (1)
    
    Includes one- to four-family residential, home equity loans and
    lines of credit and residential construction loans.(2)
    
    Includes commercial real estate and commercial loans.(3)
    
    Consists of automobile loans, consumer loans and loans secured
    by savings accounts.    44




---



##### Table of Contents



Liquidity
    and Capital Resources
  available-for-sale
                         45




---



##### Table of Contents



Off-Balance
    Sheet Arrangements and Aggregate Contractual
    Obligations
  Commitments.
  Contractual Obligations.
    Payments Due by PeriodMore than One Year


More than ThreeContractual Obligations

One Year or Less


to Three Years


Years to Five Years


More than Five Years


Total(In thousands)Long-term debt

$
14,036


$
18,598


$
5,156


$
15


$
37,805Operating leases


36



72



33







141Securities sold under agreements to repurchase


3,444















3,444Certificates of deposit


37,024



37,420



38,460



12,796



125,700Total

$
54,540


$
56,090


$
43,649


$
12,811


$
167,090   Impact of
    Inflation and Changing Prices
   46




---



##### Table of Contents



ITEM 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk  Management
    of Market Risk
  General.
      
    increasing our personal and business checking accounts, which
    are less rate-sensitive than certificates of deposit and which
    provide us with a stable, low-cost source of funds;
    repaying short-term borrowings; and
    maintaining relatively high levels of capital.      Net Portfolio Value.
  47




---



##### Table of Contents



Estimated Increase (Decrease) in NPV

NPV as a Percentage of Present Value of Assets(3)Estimated







Increase (Decrease)Change in Interest Rates (Basis Points)(1)

NPV(2)

Amount

Percent

NPV Ratio(4)

(Basis Points)(Dollars in thousands)+300

$
43,007


$
(4,592
)


(9.65
)
%


10.13
%

(53)+200


45,383



(2,216
)


(4.66
)



10.50


(16)+100


47,102



(497
)


(1.04
)



10.71


50


47,599












10.66


-100


45,101



(2,498
)


(5.25
)



10.03


(63)     (1)
    
    Assumes interest rate changes (up and down) in increments of
    100 basis points.(2)
    
    NPV is the discounted present value of expected cash flows from
    assets and liabilities.(3)
    
    Present value of assets represents the discounted present value
    of incoming cash flows on interest-earning assets.(4)
    
    NPV Ratio represents NPV divided by the present value of assets.     48




---



##### Table of Contents



ITEM 8.
    Financial
    Statements and Supplementary Data  REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
           /s/ S.R.
    Snodgrass, A.C.
    49




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##### Table of Contents



Standard
    Mutual Holding Company
  Consolidated
    Statements of Financial Condition
 Years
    Ended September 30, 2010 and 2009
  2010


2009(Dollars in thousands)ASSETSCash on hand and due from banks

$
2,052


$
2,871Interest-earning deposits in other institutions


36,936



9,549Cash and Cash Equivalents


38,988



12,420Investment securities available for sale, at fair value


54,948



42,550Mortgage-backed securities available for sale, at fair value


22,589



26,694Federal Home Loan Bank stock, at cost


3,416



3,416Loans receivable, net of allowance for loan losses of $3,989 and
    $3,078


286,066



270,769Loans held for sale


461



Foreclosed real estate


884



1,002Office properties and equipment, at cost, less accumulated
    depreciation and amortization


3,847



3,942Bank-owned life insurance


9,419



9,080Goodwill


8,769



8,769Core deposit intangible


855



1,023Prepaid Federal deposit insurance


1,174



Accrued interest and other assets


3,687



2,750TOTAL ASSETS

$
435,103


$
382,415LIABILITIES AND NET WORTHLiabilitiesDeposits:Demand, regular and club accounts

$
190,517


$
178,758Certificate accounts


125,700



108,176Total Deposits


316,217



286,934Federal Home Loan Bank advances


37,805



46,618Securities sold under agreements to repurchase


3,444



3,866Advance deposits by borrowers for taxes and insurance


93



679Stock subscriptions outstanding


29,461



Accrued interest and other expenses


2,749



2,150TOTAL LIABILITIES


389,769



340,247Net WorthRetained earnings, substantially restricted


44,051



41,136Accumulated other comprehensive income


1,283



1,032TOTAL NET WORTH


45,334



42,168TOTAL LIABILITIES AND NET WORTH

$
435,103


$
382,415    50




---



##### Table of Contents



Standard
    Mutual Holding Company
  Consolidated
    Statements of Income
 Years
    Ended September 30, 2010 and 2009
  2010


2009(Dollars in thousands)Interest and Dividend IncomeLoans, including fees

$
15,994


$
15,837Mortgage-backed securities


877



1,205Investments:Taxable


857



750Tax-exempt


433



388Interest-earning deposits


40



56Total Interest and Dividend Income


18,201



18,236Interest ExpenseDeposits


4,614



5,752Securities sold under agreements to repurchase


28



74Federal Home Loan Bank advances


1,605



2,265Total Interest Expense


6,247



8,091Net Interest Income


11,954



10,145Provision for Loan Losses


1,179



1,100Net Interest Income after Provision for Loan Losses


10,775



9,045Noninterest IncomeService charges


1,691



1,689Earnings on bank-owned life insurance


386



375Net securities losses


(81
)


(597
)Annuity and mutual fund fees


224



240Other income


45



91Total Noninterest Income


2,265



1,798Noninterest ExpensesCompensation and employee benefits


5,069



5,058Data processing


378



394Premises and occupancy costs


910



944Core deposit amortization


168



168Automatic teller machine expense


288



262Federal deposit insurance


437



497Other operating expenses


1,497



1,375Total Noninterest Expenses


8,747



8,698Income before Income Tax Expense


4,293



2,145Income Tax Expense (Benefit)Federal


1,217



(38
)State


161



39Total Income Tax Expense


1,378



1Net Income

$
2,915


$
2,144    51




---



##### Table of Contents



Standard
    Mutual Holding Company
  Consolidated
    Statements of Net Worth
 Years
    Ended September 30, 2010 and 2009
  AccumulatedOtherRetained


Comprehensive


NetEarnings


Income (Loss)


Worth(Dollars in thousands)Balance, September 30, 2008

$
38,992


$
(297
)

$
38,695Comprehensive income:Net income


2,144







2,144Net change in unrealized gain on securities available for sale,
    net of reclassification adjustment, net of taxes






1,329



1,329Total Comprehensive Income










3,473Balance, September 30, 2009


41,136



1,032



42,168Comprehensive income:Net income


2,915







2,915Net change in unrealized gain on securities available for sale,
    net of reclassification adjustment, net of taxes






251



251Total Comprehensive Income










3,166Balance, September 30, 2010

$
44,051


$
1,283


$
45,334    52




---



##### Table of Contents



Standard
    Mutual Holding Company
  Consolidated
    Statements of Cash Flows
 Years
    Ended September 30, 2010 and 2009
  2010


2009(Dollars in thousands)Cash Flows from Operating ActivitiesNet income

$
2,915


$
2,144Adjustments to reconcile net income to net cash provided by
    operating activities:Depreciation and amortization


403



353Provision for loan losses


1,179



1,100Amortization of core deposit intangible


168



168Net amortization of premium/discount on securities


70



(335
)Net loss on securities


81



597Deferred income taxes


(638
)


(430
)Increase in accrued interest and other assets


(636
)


(303
)Increase in prepaid Federal deposit insurance


(1,174
)


Earnings on bank-owned life insurance


(386
)


(375
)Decrease in accrued interest payable


(142
)


(165
)Increase in other accrued expenses


740



323Increase (decrease) in accrued income taxes payable


208



(226
)Other, net


242



28Net Cash Provided by Operating Activities


3,030



2,879Cash Flows from Investing ActivitiesNet increase in loans


(17,331
)


(15,367
)Purchases of:Investment securities available for sale


(48,460
)


(35,700
)Mortgage-backed securities available for sale


(6,000
)


(4,744
)Proceeds from maturities/principal repayments/calls of:Investment securities available for sale


34,887



8,157Mortgage-backed securities available for sale


8,814



5,952Mortgage-backed securities held to maturity






2,765Proceeds from sales of investment securities available for sale


1,250



543Proceeds from sales of mortgage-backed securities available for
    sale


1,445



Purchase of Federal Home Loan Bank stock






(81
)Proceeds from sales of foreclosed real estate


318



279Net (purchases) disposals of office properties and equipment


(308
)


110Net Cash Used in Investing Activities


(25,385
)


(38,086
)Cash Flows from Financing ActivitiesNet increase in demand, regular and club accounts


11,759



29,208Net increase in certificate accounts


17,524



3,094Net (decrease) increase in securities sold under agreements to
    repurchase


(422
)


329Cash proceeds from stock subscription


29,461



Repayments of Federal Home Loan Bank advances


(19,561
)


(8,780
)Proceeds from new Federal Home Loan Bank advances


10,748



4,450(Decrease) increase in advance deposits by borrowers for taxes
    and insurance


(586
)


509Net Cash Provided by Financing Activities


48,923



28,810Net Increase (Decrease) in Cash and Cash Equivalents


26,568



(6,397
)Cash and Cash Equivalents  Beginning


12,420



18,817Cash and Cash Equivalents  Ending

$
38,988


$
12,420Supplementary Cash Flows InformationInterest paid

$
6,389


$
8,256Income taxes paid

$
1,810


$
657Supplementary Schedule of Noncash Investing and Financing
    ActivitiesForeclosed real estate acquired in settlement of loans

$
394


$
1,049    53




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 FOR THE
    YEARS ENDED SEPTEMBER 30, 2010 and 2009
  Note 1 
    Summary of Significant Accounting Policies
    Principles
    of Consolidation
    Nature
    of Operations
    Financial
    Statements
    Use of
    Estimates
    Significant
    Group Concentrations of Credit Risk
    Cash
    and Cash Equivalents
    Interest-Earning
    Deposits In Other Institutions
   54




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Investment
    and Mortgage-Backed Securities
              Loans
    Receivable
    Allowance
    for Loan Losses
       55




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    case-by-case
  Mortgage
    Loans Held for Sale and Mortgage Loan Servicing
        Foreclosed
    Real Estate
    Office
    Properties and Equipment
   56




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Bank-Owned
    Life Insurance
    Goodwill
    and Core Deposit Intangible
          Income
    Taxes
    Off-Balance
    Sheet Financial Instrument
    Comprehensive
    Income (Loss)
   57




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010


2009Unrealized holding gains on available-for-sale securities

$
299


$
1,416Reclassification adjustment for losses realized in income


81



597Net Unrealized Gains


380



2,013Income tax expense


(129
)


(684
)Net of Tax Amount

$
251


$
1,329   Advertising
    Costs
    Reclassifications
    Recent
    Accounting Pronouncements
  2009-16, Accounting for Transfer of Financial Assets 2009-16 2009-16
  2010-01, Equity (Topic 505): Accounting for Distributions to
    Shareholders with Components of Stock and Cash  a
    consensus of the FASB Emerging Issues Task Force 2010-01 2010-01
  2010-05, Compensation  Stock Compensation (Topic 718):
    Escrowed Share Arrangements and the Presumption of
    Compensation 2010-05 2010-05
  No. 2010-06, Fair Value Measurements and Disclosures (Topic 820):
    Improving Disclosures about Fair Value Measurements 2010-06 820-10 2010-06
 58




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010-08, Technical Corrections to Various Topics 2010-08 2010-08
  2010-11, Derivatives and Hedging 2010-11 815-15-15-8. 2010-11
  2010-18, Receivables (Topic 310): Effect of a Loan Modification When
    the Loan is a Part of a Pool That is Accounted for as a Single
    Asset  a consensus of the FASB Emerging Issues Task
    Force 2010-18
  No. 2010-20, Receivables (Topic 310): Disclosures about the Credit Quality
    of Financing Receivables and the Allowance for Credit Losses. 2010-20 2010-20
  2010-21, Accounting for Technical Amendments to Various SEC Rules and
    Schedules No. 33-9026:
  2010-22, Technical Corrections to SEC Paragraphs  An
    announcement made by the staff of the U.S. Securities and
    Exchange Commission
 59




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Note 2 
    Investment Securities
    Gross


GrossAmortized


Unrealized


Unrealized


FairCost


Gains


Losses


ValueSeptember 30, 2010:U.S. government and agency obligations due:Beyond 1 year but within 5 years

$
25,846


$
94


$



$
25,940Beyond 5 years but within 10 years


1,002



7







1,009Corporate bonds due:Within 1 year


1,521



27







1,548Beyond 1 year but within 5 years


6,255



16



(24
)


6,247Municipal obligations due:Within 1 year


2,402



13







2,415Beyond 1 year but within 5 years


4,203



69







4,272Beyond 5 years but within 10 years


3,864



232







4,096Beyond 10 years


7,568



699







8,267Equity securities:CRA Investment Fund


750



11







761Freddie Mac common stock


10











10Common stocks


374



29



(20
)


383$
53,795


$
1,197


$
(44
)

$
54,948   Gross


GrossAmortized


Unrealized


Unrealized


FairCost


Gains


Losses


ValueSeptember 30, 2009:U.S. government and agency obligations due:Beyond 1 year but within 5 years

$
10,250


$
72


$



$
10,322Beyond 5 years but within 10 years


511











511Beyond 10 years


7,030



8







7,038Corporate bonds due:Within 1 year


2,094



29







2,123Beyond 1 year but within 5 years


2,592



65







2,657Municipal obligations due:Within 1 year


1,625



13







1,638Beyond 1 year but within 5 years


6,585



151







6,736Beyond 5 years but within 10 years


2,904



177



(21
)


3,060Beyond 10 years


6,952



437



(87
)


7,302Equity securities:CRA Investment Fund


750



1



(3
)


748Freddie Mac common stock


33



28







61Common stocks


453



9



(108
)


354$
41,779


$
990


$
(219
)

$
42,550  60




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
      September 30, 2010Less than 12 Months


12 Months or More


TotalGross





Gross





GrossFair


Unrealized


Fair


Unrealized


Fair


UnrealizedValue


Losses


Value


Losses


Value


LossesCorporate bonds

$
3,976


$
(24
)

$



$



$
3,976


$
(24
)Equity securities










60



(20
)


60



(20
)Total Temporarily Impaired Securities

$
3,976


$
(24
)

$
60


$
(20
)

$
4,036


$
(44
)   September 30, 2009Less than 12 Months


12 Months or More


TotalGross





Gross





GrossFair


Unrealized


Fair


Unrealized


Fair


UnrealizedValue


Losses


Value


Losses


Value


LossesMunicipal obligations

$
829


$
(21
)

$
410


$
(87
)

$
1,239


$
(108
)Equity securities


155



(23
)


612



(88
)


767



(111
)Total Temporarily Impaired Securities

$
984


$
(44
)

$
1,022


$
(175
)

$
2,006


$
(219
)    61




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Note 3 
    Mortgage-Backed Securities
    Gross


GrossAmortized


Unrealized


Unrealized


FairCost


Gains


Losses


ValueSeptember 30, 2010:Government pass-throughs:Government National Mortgage Association

$
6,665


$
69


$



$
6,734Freddie Mac


7,876



412







8,288Fannie Mae


6,447



296







6,743Private pass-throughs


139







(1
)


138Collateralized mortgage obligations


672



14







686$
21,799


$
791


$
(1
)

$
22,589   Gross


GrossAmortized


Unrealized


Unrealized


FairCost


Gains


Losses


ValueSeptember 30, 2009:Government pass-throughs:Government National Mortgage Association

$
1,518


$
36


$



$
1,554Freddie Mac


12,466



482







12,948Fannie Mae


10,850



299







11,149Private pass-throughs


148







(3
)


145Collateralized mortgage obligations


920



1



(23
)


898$
25,902


$
818


$
(26
)

$
26,694       September 30, 2010Less than 12 Months


12 Months or More


TotalGross





Gross





GrossFair


Unrealized


Fair


Unrealized


Fair


UnrealizedValue


Losses


Value


Losses


Value


LossesSeptember 30, 2010:Private pass-throughs

$



$



$
138


$
(1
)

$
138


$
(1
)Total Temporarily Impaired Securities

$



$



$
138


$
(1
)

$
138


$
(1
)   62




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  September 30, 2009Less than 12 Months


12 Months or More


TotalGross





Gross





GrossFair


Unrealized


Fair


Unrealized


Fair


UnrealizedValue


Losses


Value


Losses


Value


LossesSeptember 30, 2009:Private pass-throughs

$



$



$
145


$
(3
)

$
145


$
(3
)Collateralized mortgage obligations


802



(23
)










802



(23
)Total Temporarily Impaired Securities

$
802


$
(23
)

$
145


$
(3
)

$
947


$
(26
)       Note 4 
    Loans Receivable
    2010


2009First mortgage loans:One-to-four-family dwellings

$
141,710


$
134,958Construction


3,240



2,145Commercial real estate


86,051



76,890231,001



213,993Loans in process


(1,319
)


(1,260
)Deferred loan fees, net


(118
)


(47
)229,564



212,686Loans secured by savings accounts


1,067



964Consumer loans


1,508



1,323Second mortgage loans


42,329



40,598Automobile loans


437



974Home equity lines of credit


5,194



4,888Commercial loans


9,956



12,414Loans Receivable before Allowance for Loan Losses


290,055



273,847Allowance for loan losses


(3,989
)


(3,078
)$
286,066


$
270,769    63




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010


2009Balance at beginning of year

$
3,078


$
2,426Provision


1,179



1,100Charge-offs


(286
)


(488
)Recoveries


18



40Balance at end of year

$
3,989


$
3,078     PercentageNumber of



of LoansLoans

Amount

ReceivableSeptember 30, 2010


21


$
3,922



1.37
%September 30, 2009


21



1,321



0.49     2010


2009Interest income that would have been recognized

$
101


$
80Interest income recognized


34



34Interest income forgone

$
67


$
46      64




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Note 5 
    Office Properties and Equipment
    2010


2009Land

$
1,109


$
1,109Office buildings and improvements


5,398



5,243Furniture, fixtures, and equipment


1,927



1,929Total, at Cost


8,434



8,281Accumulated depreciation and amortization


4,587



4,339$
3,847


$
3,942     Note 6 
    Deposits
    2010


2009Amount


Percent


Amount


PercentSavings account

$
123,589



39.1
%

$
120,896



42.1
%Demand and NOW accounts, including non-interest-bearing deposits
    of $25,888 in 2010 and $21,439 in 2009


58,762



18.6



52,447



18.3Money market accounts


8,166



2.5



5,415



1.9190,517



60.2



178,758



62.3Certificates of deposit:0.00 to 1.99%


51,559



16.3



25,602



8.92.00 to 3.99%


57,610



18.2



60,167



21.04.00 to 5.99%


15,410



4.9



19,673



6.86.00 to 7.99%


1,121



0.4



2,734



1.0125,700



39.8



108,176



37.7$
316,217



100.0
%

$
286,934



100.0
%     2010One year or less

$
37,024One to two years


20,716Two to three years


16,704Three to four years


16,892Four to five years


21,568After five years


12,796$
125,700  65




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010


2009NOW accounts

$
102


$
159Money market deposit accounts


22



29Savings and club accounts


1,169



1,985Certificates accounts


3,321



3,579$
4,614


$
5,752     Note 7 
    Federal Home Loan Bank Advances
    Stated Maturity

Rate


2010


20091/4/2010


3.52
%

$



$
5,0003/22/2010


4.79







4,5004/26/2010


4.92







5,0005/3/2010


4.95







5,0001/18/2011


4.64



2,190



2,1904/15/2011


3.14



1,393



1,3936/22/2011


4.87



2,000



2,0008/17/2011


5.03



1,000



1,0008/30/2011


0.43



2,758



9/6/2011


5.43



491



4919/12/2011


4.48



4,138



4,13811/30/2011


5.38



852



8527/9/2012


3.99



2,300



2,3009/10/2012


1.88



2,451



2,45112/18/2012


4.13



2,471



2,4713/25/2013


3.34



3,130



3,1307/11/2013


4.03



2,249



2,2498/30/2013


1.11



3,000



9/9/2013


2.52



2,000



2,0001/21/2014


2.31



4,990



10/5/2015


6.51



392



453$
37,805


$
46,618  66




---



##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010One year or less

$
14,036One to two years


5,673Two to three years


12,925Three to four years


5,070Four to five years


86After five years


15$
37,805       Note 8 
    Securities Sold Under Agreement to Repurchase
      2010

2009Amount

Rate

Amount

RateBalance at year end

$
3,444



0.60
%

$
3,866



1.26
%Average balance outstanding during the year


3,634



0.77



4,532



1.63Maximum amount outstanding at any month-end


3,895







6,380



   Note 9 
    Income Taxes
    2010


2009Federal:Current

$
1,855


$
392Deferred


(638
)


(430
)$
1,217


$
(38
)State, current

$
161


$
39  67




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010

2009Expected federal tax rate


34.0
%


34.0
%State taxes, net of federal tax benefit


2.5



1.2Valuation allowance






(23.8
)Low income housing tax credit






(0.8
)Nontaxable interest income


(3.9
)


(5.2
)Bank-owned life insurance


(2.7
)


(5.3
)Other items, net


2.2



(0.1
)Effective Tax Rate


32.1
%


0.0
%       2010


2009Deferred Tax Assets:Allowance for loan losses

$
1,356


$
1,047Impairment reserves


118



83Employee benefits


498



314Other, net


67



56Total Deferred Tax Assets


2,039



1,500Deferred Tax Liabilities:Unrealized gain on securities


(661
)


(532
)Premises and equipment


(147
)


(267
)Purchase accounting


(234
)


(283
)Other, net


(81
)


(11
)Total Deferred Tax Liabilities


(1,123
)


(1,093
)Net Deferred Tax Assets

$
916


$
407      68




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Note 10 
    Regulatory Capital Requirements
            2010


2009Amount


Ratio


Amount


RatioTotal Capital 
    (to Risk-Weighted Assets)Actual

$
37,111



14.34
%

$
33,756



14.09
%For Capital Adequacy Purposes


20,705



8.00



19,173



8.00To Be Well Capitalized


25,881



10.00



23,966



10.00Tier I Capital 
    (to Risk-Weighted Assets)Actual

$
33,862



13.08
%

$
30,748



12.83
%For Capital Adequacy Purposes


10,352



4.00



9,586



4.00To Be Well Capitalized


15,528



6.00



14,380



6.00Tier I Capital
    (to Average Assets)Actual

$
33,862



8.49
%

$
30,748



8.32
%For Capital Adequacy Purposes


15,963



4.00



14,789



4.00To Be Well Capitalized


19,954



5.00



18,486



5.00  69




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Note 11 
    Employee Benefit Plans
        Note 12 
    Financial Instruments With Off-Balance Sheet Risk
        2010

2009One-to-four
    family dwellings:Loan commitments

$
3,458


$
824Undisbursed home equity lines of credit


12,779



12,549Undisbursed funds-construction loans in process


1,319



1,260Commercial loan commitments


18,699



12,144   case-by-case
 70




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
  Note 13 
    Fair Value Measurements
    Level I:
  Level II:
  Level III:
    September 30, 2010Level I


Level II


Level III


TotalAssets measured at fair value on a recurring basis:U.S. government and agency obligations

$



$
26,949


$



$
26,949Corporate bonds






7,795







7,795Municipal obligations






19,050







19,050Equity securities


1,154











1,154Mortgage-backed securities






22,589







22,589Assets measured at fair value on a non-recurring basis:Impaired loans






1,000



1,379



2,379Foreclosed real estate






884







884Loans held for sale






461







461$
1,154


$
78,728


$
1,379


$
81,261   September 30, 2009Level I


Level II


Level III


TotalAssets measured at fair value on a recurring basis:U.S. government and agency obligations

$



$
17,871


$



$
17,871Corporate bonds






4,780







4,780Municipal obligations






18,736







18,736Equity securities


1,163











1,163Mortgage-backed securities






26,694







26,694Assets measured at fair value on a non-recurring basis:Foreclosed real estate






1,002







1,002$
1,163


$
69,083


$



$
70,246  71




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    Note 14 
    Fair Value of Financial Instruments
    one-to-four-family
       72




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##### Table of Contents



STANDARD
    MUTUAL HOLDING COMPANY
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS 
    (Continued)
    2010

2009Fair

Carrying

Fair

CarryingValue

Value

Value

ValueFinancial Assets:Cash on hand and due from banks

$
2,052


$
2,052


$
2,871


$
2,871Interest-earning deposits in other institutions


36,936



36,936



9,549



9,549Investment securities


54,948



54,948



42,550



42,550Mortgage-backed securities


22,589



22,589



26,694



26,694Loans receivable


296,430



286,066



273,955



270,769Accrued interest receivable


1,399



1,399



1,418



1,418Federal Home Loan Bank stock


3,416



3,416



3,416



3,416Bank-owned life insurance


9,419



9,419



9,080



9,080Financial Liabilities:Deposits


321,630



316,217



290,284



286,934Federal Home Loan Bank advances


39,417



37,805



48,412



46,618Securities sold under agreements to repurchase


3,444



3,444



3,866



3,866Accrued interest payable


323



323



465



465Off-balance sheet financial instruments:Commitment to extend credit and letters of credit














   Note 15 
    Subsequent Events
    mutual-to-stock
     73




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##### Table of Contents



ITEM 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    ITEM 9A.
    Controls
    and Procedures    Rule 13a-15(e)
          PART III
  ITEM 10.
    Directors,
    Executive Officers and Corporate Governance  Form 10-K
    ITEM 11.
    Executive
    Compensation    ITEM 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters   74




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##### Table of Contents



ITEM 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence    ITEM 14.
    Principal
    Accountant Fees and Services    PART IV
  ITEM 15.
    Exhibits
    and Financial Statement Schedules  3
.1

Articles of Incorporation of Standard Financial Corp.*3
.2

Bylaws of Standard Financial Corp.*4


Form of Common Stock Certificate of Standard Financial Corp.*10
.1

Form of Standard Bank, PaSB Employee Stock Ownership Plan*10
.2

Form of Standard Financial Corp. and Standard Bank, PaSB
    Three-Year Employment Agreement*10
.3

Form of Standard Financial Corp. and Standard Bank, PaSB
    Two-Year Employment Agreement*10
.4

Form of Standard Bank, PaSB Change in Control Agreement*10
.5

Form of Phantom Stock Agreement for Officers*10
.6

Form of Phantom Stock Agreement for Directors*10
.7

Chief Financial Officer Performance Based Compensation Plan*10
.8

Chief Commercial Lending Officer Performance Based Compensation
    Plan*10
.9

Non-Compete Agreement between Standard Bank, PaSB and David C.
    Mathews*14


Code of Ethics21


Subsidiaries of Registrant*31
.1

Certification of Chief Executive Officer pursuant to
    Rule 13a-14(a)
    of the Securities Exchange Act of 1934, as amended, as adopted
    pursuant to Section 302 of the Sarbanes-Oxley Act of 200231
.2

Certification of Chief Financial Officer pursuant to
    Rule 13a-14(a)
    of the Securities Exchange Act of 1934, as amended, as adopted
    pursuant to Section 302 of the Sarbanes-Oxley Act of 200232


Certification of Chief Executive Officer and Chief Financial
    Officer pursuant to 18 U.S.C. Section 1350, as adopted
    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002     *
    
    Incorporated by reference to the Registration Statement on
    Form S-1
    of Standard Financial Corp. (File
    No. 333-167579),
    originally filed with the Securities and Exchange Commission on
    June 17, 2010, as amended. 75




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##### Table of Contents



SIGNATURES
    STANDARD FINANCIAL CORP.
  By:
    /s/  Timothy
    K. Zimmerman        Signatures

Title

Date/s/  Timothy
    K. ZimmermanTimothy
    K. Zimmerman

President, Chief Executive Officer and Director (Principal
    Executive Officer)

December 23, 2010/s/  Colleen
    M. BrownColleen
    M. Brown

Senior Vice President and Chief Financial Officer (Principal
    Financial and Accounting Officer)

December 23, 2010/s/  Terence
    L. GraftTerence
    L. Graft

Chairman of the Board

December 23, 2010/s/  Dale
    A. WalkerDale
    A. Walker

Vice Chairman of the Board

December 23, 2010/s/  Horace
    G. CoferHorace
    G. Cofer

Director

December 23, 2010/s/  William
    T. FerriWilliam
    T. Ferri

Director

December 23, 2010/s/  David
    C. MathewsDavid
    C. Mathews

Director

December 23, 2010/s/  Thomas
    J. RennieThomas
    J. Rennie

Director

December 23, 2010  76