|                                                                                  
|----------------------------------------------------------------------------------
|UNITED STATES                                                                     
|SECURITIES AND EXCHANGE COMMISSION                                                
|WASHINGTON,
 DC 20549                                                             
|                                                                                  
|FORM 10-Q                                                                         
|                                                                                  
|Quarterly
 report under Section 13 or 15(d) of the Securities Exchange Act of 1934
|                                                                                  
|For the quarterly period ended March 31, 2009                                     
|                                                                                  
|Commission file number 000-27481                                                  
|                                                                                  
|Rome Bancorp, Inc.                                                                
|(Exact
 name of registrant as specified in its charter)                           

|                                 |  |                     
|-------------------------------- |  | --------------------
|Delaware                         |  | 16-1573070          
|(State
 or other jurisdiction of |  | (I.R.S.
 Employer   
|incorporation
 or organization)  |  | Identification
 No.)

|                                                    
|----------------------------------------------------
|100 West Dominick Street, Rome, NY 13440-5810       
|(Address
 of Principal executive offices)           
|(315) 336-7300                                      
|(Registrants telephone number, including area code)

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

Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes o No o

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

Large accelerated filer o      Accelerated filer x
      
Non-accelerated
filer o      Smaller reporting company o

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

Indicate
the number of shares outstanding of each class of issuers classes of common
stock as of the last practicable date:

|                               |  |           |                             
|------------------------------ |  | --------- | ----------------------------
|Class                          |  |           | Outstanding at 
 May 4, 2009
|                               |  |           |                             
|Common
 Stock, par value $0.01 |  | 6,885,069

---



ROME BANCORP, INC.
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2009

TABLE OF CONTENTS

|         |  |                                                                                        |  |     
|-------- |  | -------------------------------------------------------------------------------------- |  | ----
|         |  |                                                                                        |  | PAGE
|         |  |                                                                                        |  |     
|         |  |                                                                                        |  |     
|PART I   |  | FINANCIAL
 INFORMATION                                                                 |  |     
|        
|ITEM 1.  |  | FINANCIAL
 STATEMENTS (unaudited):                                                     |  |     
|         |  | CONDENSED
 CONSOLIDATED BALANCE SHEET                                                  |  | 3   
|         |  | CONDENSED
 CONSOLIDATED STATEMENTS OF INCOME                                           |  | 4   
|         |  | CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS
 EQUITY AND COMPREHENSIVE INCOME     |  | 5   
|         |  | CONDENSED
 CONSOLIDATED STATEMENTS OF CASH FLOWS                                       |  | 6   
|         |  | NOTES TO
 UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                        |  | 8   
|        
|ITEM 2.  |  | MANAGEMENTS
 DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |  | 16  
|ITEM 3.  |  | QUANTITATIVE
 AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                            |  | 22  
|ITEM 4.  |  | CONTROLS
 AND PROCEDURES                                                               |  | 22  
|        
|PART II  |  | OTHER
 INFORMATION                                                                     |  |     
|        
|ITEM 1.  |  | LEGAL
 PROCEEDINGS                                                                     |  | 23  
|ITEM 1A. |  | RISK
 FACTORS                                                                          |  | 23  
|ITEM 2.  |  | UNREGISTERED
 SALES OF EQUITY SECURITIES AND USE OF PROCEEDS                           |  | 23  
|ITEM 3.  |  | DEFAULTS
 UPON SENIOR SECURITIES                                                       |  | 23  
|ITEM 4.  |  | SUBMISSION
 OF MATTERS TO A VOTE OF SECURITY HOLDERS                                   |  | 23  
|ITEM 5.  |  | OTHER
 INFORMATION                                                                     |  | 23  
|ITEM 6.  |  | EXHIBITS                                                                               |  | 24  
|        
|         |  | SIGNATURES                                                                             |  | 25  

2

---



PART I FINANCIAL INFORMATION

Item 1. Financial Statements

ROME BANCORP, INC. AND SUBSIDIARY 
Condensed Consolidated Balance Sheet 
March 31, 2009 and December 31, 2008 
(in thousands, except share data)

|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------- | ------- | ------------------ | - | ------- | -
|                                                                                                                                                                                               |  | (Unaudited)
 March 31,
 2009 |         | December 31,
 2008 |  
|                                                                                                                                                                                               |  |                              |         |                    |  
|Assets                                                                                                                                                                                         |  |                              |         |                    |   |         |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Cash and due from banks                                                                                                                                                                        |  | $                            | 8,946   |                    | $ | 6,823   |  
|Federal funds sold and other short-term investments                                                                                                                                            |  |                              | 1,091   |                    |   | 2,756   |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total cash and cash equivalents                                                                                                                                                                |  |                              | 10,037  |                    |   | 9,579   |  
|Securities available for sale, at fair value                                                                                                                                                   |  |                              | 3,521   |                    |   | 3,563   |  
|Securities held to maturity (fair value of $1,545 and $1,561 at March
 31, 2009 and December 31, 2008, respectively)                                                                           |  |                              | 1,442   |                    |   | 1,447   |  
|Federal Home Loan Bank Stock                                                                                                                                                                   |  |                              | 3,062   |                    |   | 3,578   |  
|Loans                                                                                                                                                                                          |  |                              | 293,312 |                    |   | 300,389 |  
|Less: Allowance for loan loss                                                                                                                                                                  |  |                              | (1,918  | )                  |   | (1,936  | )
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Net loans                                                                                                                                                                                      |  |                              | 291,394 |                    |   | 298,453 |  
|Premises and equipment, net                                                                                                                                                                    |  |                              | 6,285   |                    |   | 6,372   |  
|Accrued interest receivable                                                                                                                                                                    |  |                              | 965     |                    |   | 1,085   |  
|Bank-owned life insurance                                                                                                                                                                      |  |                              | 9,111   |                    |   | 9,006   |  
|Other assets                                                                                                                                                                                   |  |                              | 4,898   |                    |   | 4,803   |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total assets                                                                                                                                                                                   |  | $                            | 330,715 |                    | $ | 337,886 |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Liabilities & Equity                                                                                                                                                                           |  |                              |         |                    |   |         |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Liabilities                                                                                                                                                                                    |  |                              |         |                    |   |         |  
|Deposits:                                                                                                                                                                                      |  |                              |         |                    |   |         |  
|Non-interest bearing                                                                                                                                                                           |  | $                            | 29,990  |                    | $ | 28,373  |  
|Savings                                                                                                                                                                                        |  |                              | 82,176  |                    |   | 79,221  |  
|Money market                                                                                                                                                                                   |  |                              | 14,649  |                    |   | 11,996  |  
|Time                                                                                                                                                                                           |  |                              | 72,673  |                    |   | 72,138  |  
|Other interest bearing                                                                                                                                                                         |  |                              | 13,225  |                    |   | 14,204  |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total deposits                                                                                                                                                                                 |  |                              | 212,713 |                    |   | 205,932 |  
|Borrowings                                                                                                                                                                                     |  |                              | 53,424  |                    |   | 66,324  |  
|Other liabilities                                                                                                                                                                              |  |                              | 5,252   |                    |   | 5,286   |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total liabilities                                                                                                                                                                              |  |                              | 271,389 |                    |   | 277,542 |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Shareholders equity                                                                                                                                                                           |  |                              |         |                    |   |         |  
|Common Stock, $.01 par value; authorized: 30,000,000
shares; issued
 and outstanding 9,895,757 and 6,886,069 shares at March 31, 2009 and
 9,893,716 and 7,058,866 shares at December 31, 2008 |  |                              | 99      |                    |   | 99      |  
|Additional paid-in capital                                                                                                                                                                     |  |                              | 62,533  |                    |   | 62,440  |  
|Retained earnings                                                                                                                                                                              |  |                              | 36,856  |                    |   | 36,721  |  
|Accumulated other comprehensive income
(loss)                                                                                                                                                  |  |                              | (2,164  | )                  |   | (2,212  | )
|Treasury stock 3,009,688 shares at March 31, 2009
and 2,834,850 shares
 at December 31, 2008                                                                                                   |  |                              | (36,011 | )                  |   | (34,662 | )
|Unallocated shares of employee stock ownership plan
(ESOP): 312,748
 shares at March 31, 2009 and 324,239 shares at December 31, 2008                                                          |  |                              | (1,987  | )                  |   | (2,042  | )
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total shareholders equity                                                                                                                                                                     |  |                              | 59,326  |                    |   | 60,344  |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  
|Total liabilities and shareholders
equity                                                                                                                                                     |  | $                            | 330,715 |                    | $ | 337,886 |  
|                                                                                                                                                                                               |  |                              |         |                    |   |         |  

See accompanying notes to unaudited
condensed consolidated financial statements.

3

---



ROME BANCORP, INC. AND SUBSIDIARY 
Condensed Consolidated Statements of Income 
For the Three Months Ended March 31, 2009 and 2008 
(in thousands, except share data) (unaudited)

|                                                    |  |                                       |       |      |   |       | 
|--------------------------------------------------- |  | ------------------------------------- | ----- | ---- | - | ----- | 
|                                                    |  | For the three months ended
 March 31, |      
|                                                    |  |                                       |      
|                                                    |  | 2009                                  |       | 2008 |  
|                                                    |  |                                       |       |      |  
|Interest income:                                    |  |                                       |       |      |   |       | 
|Loans                                               |  | $                                     | 4,282 |      | $ | 4,419 | 
|Securities                                          |  |                                       | 78    |      |   | 81    | 
|Other short-term investments                        |  |                                       | 2     |      |   | 9     | 
|                                                    |  |                                       |       |      |   |       | 
|Total interest income                               |  |                                       | 4,362 |      |   | 4,509 | 
|                                                    |  |                                       |       |      |   |       | 
|Interest expense:                                   |  |                                       |       |      |   |       | 
|Deposits                                            |  |                                       | 678   |      |   | 902   | 
|Borrowings                                          |  |                                       | 434   |      |   | 370   | 
|                                                    |  |                                       |       |      |   |       | 
|Total interest expense                              |  |                                       | 1,112 |      |   | 1,272 | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|Net interest income                                 |  |                                       | 3,250 |      |   | 3,237 | 
|                                                    |  |                                       |       |      |   |       | 
|Provision for loan losses                           |  |                                       |      |      |   |      | 
|                                                    |  |                                       |       |      |   |       | 
|Net interest income after provision for loan
losses |  |                                       | 3,250 |      |   | 3,237 | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|Non-interest income:                                |  |                                       |       |      |   |       | 
|Other                                               |  |                                       | 532   |      |   | 514   | 
|                                                    |  |                                       |       |      |   |       | 
|Total non-interest income                           |  |                                       | 532   |      |   | 514   | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|Non-interest expense:                               |  |                                       |       |      |   |       | 
|Salaries and employee benefits                      |  |                                       | 1,545 |      |   | 1,611 | 
|Building, occupancy and equipment                   |  |                                       | 493   |      |   | 480   | 
|Other                                               |  |                                       | 705   |      |   | 655   | 
|                                                    |  |                                       |       |      |   |       | 
|Total non-interest expense                          |  |                                       | 2,743 |      |   | 2,746 | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|Income before income tax expense                    |  |                                       | 1,039 |      |   | 1,005 | 
|Income tax expense                                  |  |                                       | 332   |      |   | 305   | 
|                                                    |  |                                       |       |      |   |       | 
|Net income                                          |  | $                                     | 707   |      | $ | 700   | 
|                                                    |  |                                       |       |      |   |       | 
|                                                    |  |                                       |       |      |   |       | 
|Basic earnings per share                            |  | $                                     | 0.11  |      | $ | 0.10  | 
|                                                    |  |                                       |       |      |   |       | 
|Diluted earnings per share                          |  | $                                     | 0.11  |      | $ | 0.10  | 
|                                                    |  |                                       |       |      |   |       | 

See accompanying notes to
unaudited condensed consolidated financial statements.

4

---



ROME BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statement of Shareholders Equity and
Comprehensive Income
For the Three Months Ended March 31, 2009 and 2008
(in thousands, except share and per share data)(unaudited)

|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|------------------------------------------------------------------------- |  | ------------- | -- | ---------------------------- | - | ------------------ |  | --------------- | ------ | ------------------------------------------------ | - | ------------------------- | - | ----- | ------ | - | - | ------ | - | - | ------ | -
|                                                                          |  | Common
 stock |    | Additional
 Paid-in
 Capital |   | Retained
 earnings |  | Treasury
 Stock |        | Accumulated
 other
 comprehensive
 Income (loss) |   | Unallocated
 ESOP
 shares |   | Total |       
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |       
|Balances at January 1, 2008                                               |  | $             | 99 |                              | $ | 61,884             |  | $               | 36,179 |                                                  | $ | (26,488                   | ) | $     | (376   | ) | $ | (2,261 | ) | $ | 69,037 |  
|Comprehensive income:                                                     |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Net Income                                                                |  |               |   |                              |   |                   |  |                 | 700    |                                                  |   |                          |   |       |       |   |   |       |   |   | 700    |  
|Other comprehensive income                                                |  |               |   |                              |   |                   |  |                 |       |                                                  |   |                          |   |       | 56     |   |   |       |   |   | 56     |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Total comprehensive income                                                |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   | 756    |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Purchase of 344,900 treasury
 shares                                      |  |               |   |                              |   |                   |  |                 |       |                                                  |   | (4,048                    | ) |       |       |   |   |       |   |   | (4,048 | )
|Effect of changing pension plan
 measurement date pursuant to FAS No. 158 |  |               |   |                              |   |                   |  |                 | 48     |                                                  |   |                          |   |       |       |   |   |       |   |   | 48     |  
|Amortization of unearned
 compensation                                    |  |               |   |                              |   | 110                |  |                 |       |                                                  |   |                          |   |       |       |   |   |       |   |   | 110    |  
|Dividends paid ($0.085 per
 share)                                        |  |               |   |                              |   |                   |  |                 | (629   | )                                                |   |                          |   |       |       |   |   |       |   |   | (629   | )
|ESOP shares released for
 allocation (11,491 shares)                      |  |               |   |                              |   | 79                 |  |                 |       |                                                  |   |                          |   |       |       |   |   | 54     |   |   | 133    |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Balances at March 31, 2008                                                |  | $             | 99 |                              | $ | 62,073             |  | $               | 36,298 |                                                  | $ | (30,536                   | ) | $     | (320   | ) | $ | (2,207 | ) | $ | 65,407 |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Balances at January 1, 2009                                               |  | $             | 99 |                              | $ | 62,440             |  | $               | 36,721 |                                                  | $ | (34,662                   | ) | $     | (2,212 | ) | $ | (2,042 | ) | $ | 60,344 |  
|Comprehensive income:                                                     |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Net Income                                                                |  |               |   |                              |   |                   |  |                 | 707    |                                                  |   |                          |   |       |       |   |   |       |   |   | 707    |  
|Other comprehensive income                                                |  |               |   |                              |   |                   |  |                 |       |                                                  |   |                          |   |       | 48     |   |   |       |   |   | 48     |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Total comprehensive income                                                |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   | 755    |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Purchase of 174,838 treasury
 shares                                      |  |               |   |                              |   |                   |  |                 |       |                                                  |   | (1,349                    | ) |       |       |   |   |       |   |   | (1,349 | )
|Amortization of unearned
 compensation                                    |  |               |   |                              |   | 57                 |  |                 |       |                                                  |   |                          |   |       |       |   |   |       |   |   | 57     |  
|Dividends paid ($0.085 per
 share)                                        |  |               |   |                              |   |                   |  |                 | (572   | )                                                |   |                          |   |       |       |   |   |       |   |   | (572   | )
|ESOP shares released for
 allocation (11,491 shares)                      |  |               |   |                              |   | 36                 |  |                 |       |                                                  |   |                          |   |       |       |   |   | 55     |   |   | 91     |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  
|Balances at March 31, 2009                                                |  | $             | 99 |                              | $ | 62,533             |  | $               | 36,856 |                                                  | $ | (36,011                   | ) | $     | (2,164 | ) | $ | (1,987 | ) | $ | 59,326 |  
|                                                                          |  |               |    |                              |   |                    |  |                 |        |                                                  |   |                           |   |       |        |   |   |        |   |   |        |  

See
accompanying notes to unaudited condensed consolidated financial statements.

5

---



ROME BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2009 and 2008
(unaudited) (in thousands)

|                                                                                    |  |      |         |      |   |        |  
|----------------------------------------------------------------------------------- |  | ---- | ------- | ---- | - | ------ | -
|                                                                                    |  | 2009 |         | 2008 |  
|                                                                                    |  |      |         |      |  
|Cash flows from operating activities:                                               |  |      |         |      |   |        |  
|Net income                                                                          |  |      | 707     |      | $ | 700    |  
|Adjustments to reconcile net
 income to net cash Provided by operating activities:  |  |      |         |      |   |        |  
|Depreciation and amortization                                                       |  |      | 130     |      |   | 148    |  
|Decrease in accrued interest
 receivable                                            |  |      | 120     |      |   | 80     |  
|Provision for loan losses                                                           |  |      |        |      |   |       |  
|Net amortization (accretion) on
 securities                                         |  |      | 2       |      |   | (1     | )
|Proceeds from sales of loans                                                        |  |      | 840     |      |   | 285    |  
|Net gain on loans sold                                                              |  |      | (9      | )    |   | (5     | )
|Originations of loans held for
 sale                                                |  |      | (831    | )    |   | (280   | )
|Loss on sale of other real
 estate                                                  |  |      |        |      |   | 3      |  
|(Decrease) increase in other
 liabilities                                           |  |      | (34     | )    |   | 629    |  
|Increase in cash surrender
 value of life insurance                                 |  |      | (105    | )    |   | (98    | )
|Decrease (increase) in other
 assets                                                |  |      | 157     |      |   | (275   | )
|Allocation of ESOP shares                                                           |  |      | 91      |      |   | 133    |  
|Amortization of unearned
 compensation                                              |  |      | 57      |      |   | 110    |  
|                                                                                    |  |      |         |      |   |        |  
|Net cash provided by operating
 activities                                          |  |      | 1,125   |      |   | 1,429  |  
|                                                                                    |  |      |         |      |   |        |  
|                                                                                    |  |      |         |      |   |        |  
|Cash flows from investing
 activities:                                              |  |      |         |      |   |        |  
|Net decrease (increase) in
 loans                                                   |  |      | 6,867   |      |   | (3,313 | )
|Proceeds from maturities and
 principal reductions of securities available for sale |  |      | 28      |      |   | 28     |  
|Redemption (purchases) of
 Federal Home Loan Bank stock                             |  |      | 516     |      |   | (189   | )
|Purchases of securities held to
 maturity                                           |  |      |        |      |   | (326   | )
|Proceeds from maturities and
 principal reductions of securities held to maturity   |  |      | 3       |      |   | 6      |  
|Proceeds from sale of real
 estate owned                                            |  |      |        |      |   | 94     |  
|Additions to premises and
 equipment                                                |  |      | (41     | )    |   | (52    | )
|                                                                                    |  |      |         |      |   |        |  
|Net cash provided by (used in)
 investing activities                                |  |      | 7,373   |      |   | (3,752 | )
|                                                                                    |  |      |         |      |   |        |  
|                                                                                    |  |      |         |      |   |        |  
|Cash flows from financing
 activities:                                              |  |      |         |      |   |        |  
|Increase (decrease) in time
 deposits                                               |  |      | 535     |      |   | (536   | )
|Increase in other deposits                                                          |  |      | 6,246   |      |   | 3,929  |  
|Repayments of borrowings                                                            |  |      | (23,900 | )    |   | (365   | )
|Additional borrowings                                                               |  |      | 11,000  |      |   | 4,300  |  
|Purchase of treasury stock                                                          |  |      | (1,349  | )    |   | (4,048 | )
|Dividends paid                                                                      |  |      | (572    | )    |   | (629   | )
|                                                                                    |  |      |         |      |   |        |  
|Net cash (used in) provided by
 financing activities                                |  |      | (8,040  | )    |   | 2,651  |  
|                                                                                    |  |      |         |      |   |        |  
|                                                                                    |  |      |         |      |   |        |  
|Net increase in cash and cash
 equivalents                                          |  |      | 458     |      |   | 328    |  
|Cash and cash equivalents at
 beginning of period                                   |  |      | 9,579   |      |   | 8,018  |  
|                                                                                    |  |      |         |      |   |        |  
|Cash and cash equivalents at
 end of period                                         |  | $    | 10,037  |      | $ | 8,346  |  
|                                                                                    |  |      |         |      |   |        |  

Condensed
Consolidated Statements of Cash Flows continued on next page.

6

---



ROME BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2009 and 2008
(unaudited) (in thousands)

|                                                   |  |      |       |      |   |       | 
|-------------------------------------------------- |  | ---- | ----- | ---- | - | ----- | 
|                                                   |  | 2009 |       | 2008 |  
|                                                   |  |      |       |      |  
|Supplemental
 disclosure of cash flow information: |  |      |       |      |   |       | 
|Non-cash investing activities:                     |  |      |       |      |   |       | 
|Transfers from loans to other real estate          |  | $    | 192   |      | $ | 174   | 
|Cash paid during the period for:                   |  |      |       |      |   |       | 
|Interest                                           |  |      | 1,081 |      |   | 1,209 | 
|Income taxes                                       |  |      | 7     |      |   | 140   | 

See
accompanying notes to unaudited condensed consolidated financial statements.

7

---



ROME BANCORP, INC.
Notes to Unaudited Condensed Consolidated Financial Statements

(1) The accompanying
unaudited condensed consolidated financial statements include the accounts of
Rome Bancorp, Inc. (Rome Bancorp or the Company) and The Rome Savings Bank
(the Bank), a wholly-owned subsidiary of the Company, as of March 31, 2009
and December 31, 2008 and for the three month periods ended March 31, 2009 and
2008. All inter-company accounts and transactions have been eliminated in
consolidation. The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with accounting principles
generally accepted in the United States of America for interim financial
information and with the instructions to Form 10-Q. Accordingly, they do not
include all of the information and footnotes required by accounting principles
generally accepted in the United States of America for complete financial
statements. The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates. In the opinion of management, the unaudited condensed
consolidated financial statements include all necessary adjustments, consisting
of normal recurring accruals, necessary for a fair presentation for the periods
presented.

The Company
believes that the disclosures are adequate to make the information presented
not misleading; however, the results of operations and other data presented for
the periods presented are not necessarily indicative of results to be expected
for the entire fiscal year.

The data in the condensed consolidated
balance sheet for December 31, 2008 was derived from the Companys 2008 Annual
Report on Form 10-K. That data, along with the interim financial information
presented in the condensed consolidated balance sheet, statements of income,
statement of shareholders equity and comprehensive income and statements of
cash flows should be read in conjunction with the 2008 consolidated financial
statements, including the notes thereto, included in the Companys Annual
Report on Form 10-K.

Amounts in the
prior periods consolidated financial statements are reclassified when
necessary to conform with the current periods presentation.

(2) Earnings
per Common Share

The Company
has stock compensation awards with non-forfeitable dividend rights which are
considered participating securities. As such, earnings per share is computed
using the two-class method as required by FASB Staff Position EITF 03-6-1.
Basic earnings per common share is computed by dividing net income allocated to
common stock by the weighted average number of common shares outstanding during
the period which excludes the participating securities. ESOP shares are
considered outstanding for this calculation unless unearned. Diluted earnings
per common share includes the dilutive effect of additional potential common
shares from stock-based compensation plans, but excludes awards considered
participating securities.

The following
summarizes the computation of earnings per share for the three-month periods
ended March 31, 2009 and 2008.

8

---



Three months ended March 31,  (in thousands, except share and per
share data)

|                                                                                                  |  |      |           |      |   |           |  
|------------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | - | --------- | -
|                                                                                                  |  | 2009 |           | 2008 |  
|                                                                                                  |  |      |           |      |  
|Basic earnings per share:                                                                         |  |      |           |      |   |           |  
|Distributed earnings allocated to common stock                                                    |  | $    | 564       |      | $ | 617       |  
|Undistributed earnings allocated to common stock                                                  |  |      | 132       |      |   | 70        |  
|                                                                                                  |  |      |           |      |   |           |  
|Net earnings allocated to common stock                                                            |  | $    | 696       |      | $ | 687       |  
|                                                                                                  |  |      |           |      |   |           |  
|Weighted average common shares outstanding, including shares
 considered participating securities |  |      | 6,978,432 |      |   | 7,664,563 |  
|Less: Unallocated ESOP shares                                                                     |  |      | (312,748  | )    |   | (358,716  | )
|Less: Average participating securities                                                            |  |      | (100,980  | )    |   | (134,640  | )
|                                                                                                  |  |      |           |      |   |           |  
|Weighted average shares                                                                           |  |      | 6,564,704 |      |   | 7,171,207 |  
|                                                                                                  |  |      |           |      |   |           |  
|Basic earnings per common share                                                                   |  | $    | 0.11      |      | $ | 0.10      |  
|                                                                                                  |  |      |           |      |   |           |  
|                                                                                                  |  |      |           |      |   |           |  
|Diluted earnings per share:                                                                       |  |      |           |      |   |           |  
|Net earnings allocated to common stock                                                            |  | $    | 696       |      | $ | 687       |  
|Weighted average common shares outstanding for basic earnings per
 common share                   |  |      | 6,564,704 |      |   | 7,171,207 |  
|Add: Dilutive effects of assumed exercises of common stock                                        |  |      | 263       |      |   | 4,420     |  
|                                                                                                  |  |      |           |      |   |           |  
|Weighted average shares and dilutive potential common shares                                      |  |      | 6,564,967 |      |   | 7,175,627 |  
|                                                                                                  |  |      |           |      |   |           |  
|Diluted earnings per common share                                                                 |  | $    | 0.11      |      | $ | 0.10      |  
|                                                                                                  |  |      |           |      |   |           |  

|    |                                                                                                                                                                                              
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | Stock options for 354,000
 shares of common stock were not considered in computing diluted earnings per
 common share for the first quarter of 2009 and 2008 because they were
 antidilutive.
|    |                                                                                                                                                                                              
|(3) | Other Comprehensive Income (Loss)                                                                                                                                                            

|                                                                                          |  |                               |     |      |   |     |  
|----------------------------------------------------------------------------------------- |  | ----------------------------- | --- | ---- | - | --- | -
|                                                                                          |  | Three months ended
 March 31, |    
|                                                                                          |  |                               |    
|                                                                                          |  | 2009                          |     | 2008 |  
|                                                                                          |  |                               |     |      |  
|Pension and postretirement adjustments                                                    |  | $                             | 94  |      | $ | 132 |  
|Net change in unrealized loss on
 available-for-sale securities arising during the period |  |                               | (14 | )    |   | (39 | )
|                                                                                          |  |                               |     |      |   |     |  
|Other comprehensive income, before tax                                                    |  |                               | 80  |      |   | 93  |  
|Deferred tax expense                                                                      |  |                               | 32  |      |   | 37  |  
|                                                                                          |  |                               |     |      |   |     |  
|                                                                                          |  |                               |     |      |   |     |  
|Other comprehensive income                                                                |  |                               | 48  |      |   | 56  |  
|Net income                                                                                |  |                               | 707 |      |   | 700 |  
|                                                                                          |  |                               |     |      |   |     |  
|Total comprehensive income                                                                |  | $                             | 755 |      | $ | 756 |  
|                                                                                          |  |                               |     |      |   |     |  

9

---



|    |                                      
|--- | -------------------------------------
|(4) | Securities                           
|    |                                      
|    | Securities are summarized as follows:

|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|------------------------------- |  | --------------- | ----- | ----------------- | - | --------------- |  | ----------- | ----- |  | - | ----- | 
|                                |  | March 31, 2009  |       | December 31, 2008 |  
|                                |  |                 |       |                   |  
|                                |  | Amortized
 Cost |       | Fair
 value       |   | Amortized
 Cost |  | Fair
 value |      
|                                |  |                 |       |                   |   |                 |  |             |      
|                                |  | (in thousands)  |      
|Available-for-sale:             |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|State and municipal obligations |  | $               | 2,620 |                   | $ | 2,702           |  | $           | 2,620 |  | $ | 2,663 | 
|Mortgage-backed securities      |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|FNMA                            |  |                 |      |                   |   |                |  |             | 4     |  |   | 4     | 
|FHLMC                           |  |                 |      |                   |   |                |  |             | 24    |  |   | 24    | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|Total debt securities           |  |                 | 2,620 |                   |   | 2,702           |  |             | 2,648 |  |   | 2,691 | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|Equity and other securities     |  |                 | 872   |                   |   | 819             |  |             | 872   |  |   | 872   | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|Total available for sale        |  | $               | 3,492 |                   | $ | 3,521           |  | $           | 3,520 |  | $ | 3,563 | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|Held-to-maturity:               |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|U.S. Government securities      |  | $               | 1,321 |                   | $ | 1,424           |  | $           | 1,322 |  | $ | 1,436 | 
|Mortgage-backed securities      |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|GNMA                            |  |                 | 5     |                   |   | 5               |  |             | 7     |  |   | 7     | 
|Other bonds                     |  |                 | 116   |                   |   | 116             |  |             | 118   |  |   | 118   | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|Total held to maturity          |  | $               | 1,442 |                   | $ | 1,545           |  | $           | 1,447 |  | $ | 1,561 | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 
|FHLB stock                      |  | $               | 3,062 |                   | $ | 3,062           |  | $           | 3,578 |  | $ | 3,578 | 
|                                |  |                 |       |                   |   |                 |  |             |       |  |   |       | 

| |                                                                                                                                                                                                                                                                                                                   
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Securities pledged at both March 31, 2009 and December
 31, 2008 had a carrying amount of $1.3 million. These securities
 collateralize state and Treasury department programs. As of these dates,
 there were no holdings of securities of any one issuer in an amount greater
 than 10% of shareholders equity.

10

---



|    |                                 
|--- | --------------------------------
|(5) | Loans                           
|    |                                 
|    | Loans are summarized as follows:

|                                   |  |                 |         |                    |   |         | 
|---------------------------------- |  | --------------- | ------- | ------------------ | - | ------- | 
|                                   |  | March 31,
 2009 |         | December 31,
 2008 |  
|                                   |  |                 |         |                    |  
|                                   |  | (in thousands)  |        
|Mortgage loans:                    |  |                 |         |                    |   |         | 
|Residential (1-4 family)           |  | $               | 166,761 |                    | $ | 170,197 | 
|Commercial                         |  |                 | 50,256  |                    |   | 49,231  | 
|Construction and land              |  |                 | 1,728   |                    |   | 5,827   | 
|                                   |  |                 |         |                    |   |         | 
|                                   |  |                 |         |                    |   |         | 
|Total Mortgage loans               |  |                 | 218,745 |                    |   | 225,255 | 
|                                   |  |                 |         |                    |   |         | 
|Other loans:                       |  |                 |         |                    |   |         | 
|Commercial                         |  |                 | 28,970  |                    |   | 28,472  | 
|Automobile loans                   |  |                 | 11,784  |                    |   | 12,927  | 
|Property improvement and equipment |  |                 | 17,861  |                    |   | 17,459  | 
|Other consumer                     |  |                 | 15,952  |                    |   | 16,276  | 
|                                   |  |                 |         |                    |   |         | 
|                                   |  |                 |         |                    |   |         | 
|Total Other loans                  |  |                 | 74,567  |                    |   | 75,134  | 
|                                   |  |                 |         |                    |   |         | 
|                                   |  |                 |         |                    |   |         | 
|Total Loans                        |  | $               | 293,312 |                    | $ | 300,389 | 
|                                   |  |                 |         |                    |   |         | 

| |                                                                     
| | --------------------------------------------------------------------
| | Changes in
 the allowance for loan losses are summarized as follows:

|                                 |  |                               |       |      |   |       |  
|-------------------------------- |  | ----------------------------- | ----- | ---- | - | ----- | -
|                                 |  | Three months ended
 March 31, |      
|                                 |  |                               |      
|                                 |  | (in thousands)                |      
|                                 |  | 2009                          |       | 2008 |  
|                                 |  |                               |       |      |  
|                                 |  |                               |       |      |   |       |  
|Balance at beginning of
 period  |  | $                             | 1,936 |      | $ | 1,910 |  
|Provision charged to
 operations |  |                               |      |      |   |      |  
|Loans charged off                |  |                               | (37   | )    |   | (22   | )
|Recoveries                       |  |                               | 19    |      |   | 20    |  
|                                 |  |                               |       |      |   |       |  
|                                 |  |                               |       |      |   |       |  
|Balance at end of period         |  | $                             | 1,918 |      | $ | 1,908 |  
|                                 |  |                               |       |      |   |       |  

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The
 Companys recorded investment in loans that are considered impaired totaled
 $707,000 and $710,000 at March 31, 2009 and December 31, 2008, respectively.
 These impaired loans carried allowances of $246,000 at both March 31, 2009
 and at December 31, 2008, respectively. The average recorded investment in
 impaired loans was $708,000 and $180,000 in the first quarter of 2009 and
 2008, respectively. The Company recognized no interest on impaired loans
 during the three month periods ended March 31, 2009 and 2008.

11

---



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | The
 principal balances of loans not accruing interest amounted to $1.3 million at
 both March 31, 2009 and December 31, 2008. The Company held no loans 90 days
 past due and accruing interest at either March 31, 2009 or December 31, 2008.
 The differences between the amount of interest income that would have been
 recorded if non-accrual loans had been paid in accordance with their original
 terms and the amount of interest income that was recorded during the three
 months ended March 31, 2009 and 2008 was $17,300 and $5,300, respectively.
 There are no commitments to extend further credit on non-accruing loans.                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | A
 substantial portion of the Companys loans are mortgage and consumer loans in
 Oneida County. Accordingly, the ultimate collectibility of a substantial
 portion of the Companys loan portfolio is susceptible to changes in market
 conditions in this area. A majority of the Companys loan portfolio is
 secured by real estate. Other than general economic risks, management is not
 aware of any material concentrations of credit risk to any industry or
 individual borrower.
 The Company does not originate sub-prime mortgage loans and has not purchased
 investments collateralized by sub-prime loans.                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|(6) | Stock-Based Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | On May 24,
 2006, the Companys Board of Directors issued 354,000 stock options to
 directors and key employees with an exercise price equal to the market price
 of the Companys stock on that day. These options have a ten year life and
 vest ratably over a five year period or in certain cases upon retirement. The
 fair value of the options granted is estimated at grant date using a
 Black-Scholes option pricing model based upon the following assumptions:
 expected dividend yield 2.52%, expected stock price volatility 8.25%, risk
 free interest rate 4.60% and an expected option life of 6.5 years. At May 24,
 2006, certain awardees met the retirement eligibility criteria and
 accordingly, stock-based compensation expense of $350,000 related to their
 options was expensed immediately. As of March 31, 2009, unrecognized
 compensation cost related to these options was $108,000. This expense is
 being amortized on a straight line basis over the remainder of the sixty
 month vesting period of the options.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Following is
 a summary of the Companys 2009 year to date stock option activity:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

|                                          |  |                                   |         |                                   |   |                               |  |   |      | 
|----------------------------------------- |  | --------------------------------- | ------- | --------------------------------- | - | ----------------------------- |  | - | ---- | 
|                                          |  | Three Months ended March 31, 2009 |        
|                                          |  |                                   |        
|                                          |  | (Dollars in thousands)            |        
|                                          |  |                                   |        
|                                          |  | Shares                            |         | Weighted
 Average
 Exercise Price |   | Weighted
 Average
 Fair Value | 
|                                          |  |                                   |         |                                   |   |                               | 
|Options
 outstanding, beginning of period |  |                                   | 356,726 |                                   | $ | 12.76                         |  | $ | 1.68 | 
|Exercised                                 |  |                                   | (2,726  | )                                 |   | 2.19                          |  |   |     | 
|Granted                                   |  |                                   |        |                                   |   |                              |  |   |     | 
|                                          |  |                                   |         |                                   |   |                               |  |   |      | 
|Options
 outstanding at end of period     |  |                                   | 354,000 |                                   | $ | 12.84                         |  | $ | 1.69 | 
|                                          |  |                                   |         |                                   |   |                               |  |   |      | 
|Options
 exercisable at end of period     |  |                                   | 141,600 |                                   | $ | 12.84                         |  | $ | 1.69 | 
|                                          |  |                                   |         |                                   |   |                               |  |   |      | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The
 aggregate intrinsic value of all options outstanding and exercisable at March
 31, 2009 was $0. The intrinsic value of options exercised during the quarters
 ended March 31, 2009 and March 31, 2008 was $18,000 and $0, respectively.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | On May 24,
 2006, the Companys Board of Directors awarded 168,300 shares of restricted
 stock to directors and certain key employees. These shares vest to the
 recipients ratably over a five year period, or in certain cases upon
 retirement and the related unrecognized compensation cost related to this
 grant will be expensed over the same period. At May 24, 2006, certain
 awardees met the retirement eligibility criteria and accordingly, stock-based
 compensation expense of $1.1 million related to their 2006 Recognition and
 Retention Plan (RRP) awards was expensed immediately. At March 31, 2009, the
 unrecognized compensation cost attributable to restricted stock awards was $386,000.
 No restricted

12

---



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | stock grants
 vested in the current quarter. The aggregate intrinsic value of restricted
 stock that is expected to vest in the future was $815,000 at March 31, 2009.                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | Compensation cost for the Companys stock
option plans in both the 2009 and 2008 first quarters was $12,000. For the
three months ended March 31, 2009 and 2008 compensation cost related to the
restricted stock plan was $45,000 and $98,000 respectively. During the three
months ended March 31, 2009 and 2008 dividends of $9,000 and $11,000,
respectively, were paid on unvested shares with non-forfeitable dividend
rights. These dividend amounts were not included in net income as
compensation expense as all of the awards are expected to vest.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(7) | Pension and
 Postretirement Medical Benefit Expenses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | The
 components of net periodic pension and postretirement benefit cost consisted
 of the following:                                                                                                                                                                                                                                                                                                                                                                                                                                                          

|                                          |  |                                              |      |                         |   |      |   |      |    |   |   |    |  
|----------------------------------------- |  | -------------------------------------------- | ---- | ----------------------- | - | ---- | - | ---- | -- | - | - | -- | -
|                                          |  | Three months ended March 31, 
(in thousands) |      |                         |  
|                                          |  | Pension benefits                             |      | Postretirement benefits |  
|                                          |  |                                              |      |                         |  
|                                          |  | 2009                                         |      | 2008                    |   | 2009 |   | 2008 |   
|                                          |  |                                              |      |                         |   |      |   |      |   
|Components
 of net periodic pension cost: |  |                                              |      |                         |   |      |   |      |    |   |   |    |  
|Service cost                              |  | $                                            |     |                         | $ |     |   | $    | 5  |   | $ | 5  |  
|Interest
 cost                            |  |                                              | 87   |                         |   | 88   |   |      | 37 |   |   | 37 |  
|Expected
 return on plan assets           |  |                                              | (108 | )                       |   | (168 | ) |      |   |   |   |   |  
|Partial
 settlement                       |  |                                              |     |                         |   | 134  |   |      |   |   |   |   |  
|Amortization                              |  |                                              | 96   |                         |   |     |   |      | (2 | ) |   | (2 | )
|                                          |  |                                              |      |                         |   |      |   |      |    |   |   |    |  
|                                          |  |                                              |      |                         |   |      |   |      |    |   |   |    |  
|Net periodic
 pension cost                |  | $                                            | 75   |                         | $ | 54   |   | $    | 40 |   | $ | 40 |  
|                                          |  |                                              |      |                         |   |      |   |      |    |   |   |    |  

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | In December
 of 2002, the Companys Board of Directors amended the defined benefit pension
 plan to cease the accrual of further benefits. During the quarter ended March
 31, 2008, the Company recorded a curtailment charge of $134,000 related to a
 partial settlement of the defined benefit plan. For the fiscal year ended
 December 31, 2009, the Company expects to make no contributions to the
 defined benefit pension plan.                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(8) | Recent
 Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | In February
 2007, the FASB issued Statement No. 159, The Fair Value Option for Financial
 Assets and Financial Liabilities. The standard provides companies with an
 option to report selected financial assets and liabilities at fair value and
 establishes presentation and disclosure requirements designed to facilitate
 comparisons between companies that choose different measurement attributes
 for similar types of assets and liabilities. The new standard became
 effective for the Company on January 1, 2008. The Company did not elect the
 fair value option for any financial assets or financial liabilities as of
 January 1, 2008.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | In December 2007, the SEC issued SAB No. 110, which expresses the
 views of the SEC regarding the use of a simplified method, as discussed in
 SAB No. 107, in developing an estimate of expected term of plain vanilla
 share options in accordance with SFAS No. 123(R), Share-Based Payment. The SEC
 concluded that a company could, under certain circumstances, continue to use
 the simplified method for share option grants after December 31, 2007. The
 Company does not use the simplified method for share options and therefore
 SAB No. 110 has no impact on the Companys consolidated financial statements.                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | The Company adopted FASB Staff Position EITF 03-6-1
 (the FSP). effective January 1, 2009. The FSP requires the use of the
 two-class method for computing earnings per share when stock compensation
 awards with non-forfeitable dividend rights are present. Prior earnings per
 share amounts                                                                                                                                                                                                                                                                                                                                                          

13

---



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | have be
 retrospectively adjusted to conform with the provisions of this FSP. The
 effect of adopting this FSP was not material on the computation of earnings
 per share.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | Recently
 Issued and Not Yet Effective Accounting Standards                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | In April 2009, the FASB issued Staff Position (FSP) No. 115-2 and No.
 124-2, Recognition
 and Presentation of Other-Than-Temporary Impairments, which amends existing
 guidance for determining whether impairment is other-than-temporary for debt
 securities. The FSP requires an entity to assess whether it intends to sell,
 or it is more likely than not that it will be required to sell a security in
 an unrealized loss position before recovery of its amortized cost basis. If
 either of these criteria is met, the entire difference between amortized cost
 and fair value is recognized in earnings. For securities that do not meet the
 aforementioned criteria, the amount of impairment recognized in earnings is
 limited to the amount related to credit losses, while impairment related to
 other factors is recognized in other comprehensive income. Additionally, the
 FSP expands and increases the frequency of existing disclosures about
 other-than-temporary impairments for debt and equity securities. This FSP is
 effective for interim and annual reporting periods ending after June 15,
 2009, with early adoption permitted for periods ending after March 15, 2009. The
 Company plans to adopt this FSP in the second quarter, however, does not
 expect the adoption to have a material effect on the results of operations or
 financial position.                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | In April 2009, the FASB issued Staff Position (FSP) No. 157-4,
 Determining Fair Value When the Volume and Level of Activity for the Asset
 and Liability Have Significantly Decreased and Identifying Transactions That
 Are Not Orderly. This FSP emphasizes that even if there has been a
 significant decrease in the volume and level of activity, the objective of a
 fair value measurement remains the same. Fair value is the price that would
 be received to sell an asset or paid to transfer a liability in an orderly
 transaction (that is, not a forced liquidation or distressed sale) between
 market participants. The FSP provides a number of factors to consider when
 evaluating whether there has been a significant decrease in the volume and
 level of activity for an asset or liability in relation to normal market
 activity. In addition, when transactions or quoted prices are not considered
 orderly, adjustments to those prices based on the weight of available
 information may be needed to determine the appropriate fair value. The FSP
 also requires increased disclosures. This FSP is effective for interim and
 annual reporting periods ending after June 15, 2009, and shall be applied
 prospectively. Early adoption is permitted for periods ending after March 15,
 2009. The Company plans to adopt this FSP in the second
 quarter, however, does not expect the adoption to have a material effect on
 the results of operations or financial position.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | In April 2009, the FASB issued Staff Position (FSP) No. 107-1 and APB
 28-1, Interim Disclosures about Fair Value of Financial Instruments. This
 FSP amends FASB Statement No. 107, Disclosures about Fair Value of Financial
 Instruments, to require disclosures about fair value of financial
 instruments for interim reporting periods of publicly traded companies that
 were previously only required in annual financial statements. This FSP is
 effective for interim reporting periods ending after June 15, 2009, with
 early adoption permitted for periods ending after March 15, 2009. The
 Company plans to adopt this FSP in the second quarter.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|(9) | Fair Value Measurement                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | The Company
 adopted FAS No. 157 Fair Value Measurements in the first quarter of 2008.
 The Companys available for sale investment portfolio is subject to FAS No.
 157 disclosure for interim reporting. Fair value is the price that would be
 received upon sale of an asset or paid to transfer a liability in an orderly
 transaction between market participants at the measurement date. The
 following fair value hierarchy is used in selecting inputs, with the highest
 priority given to Level 1, as these are the most transparent or reliable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

14

---



| |                                                                                                                                                                                                                                                                                                                                                         
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Level 1 -
 Quoted prices for identical instruments in active markets that the Company
 has the ability to access as of the measurement date.                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                         
| | Level 2 
 Significant other observable inputs, such as quoted prices for similar
 instruments in active markets; quoted prices for identical or similar
 instruments in markets that are not active; and model-derived valuations in
 which all significant inputs are observable in active markets.                                                   
| |                                                                                                                                                                                                                                                                                                                                                         
| | Level 3 
 Significant unobservable inputs that reflect the Companys own assumptions about
 the assumptions that market participants would use in pricing an instrument.                                                                                                                                                                               
| |                                                                                                                                                                                                                                                                                                                                                         
| | The Company
 is responsible for the valuation process and as part of this process may use
 data from outside sources in establishing fair value. The Company performs
 due diligence to understand the inputs used or how the data was calculated or
 derived. The Company corroborates the reasonableness of external inputs in
 the valuation process.

To estimate
the market value of its available for sale security portfolio, the Company
obtains current market pricing from quoted market sources or using pricing for
similar securities. The fair value of impaired loans with specific
allocations of the allowance for loan losses is generally based on recent real
estate appraisals. These appraisals may utilize a single valuation approach or
a combination of approaches including comparable sales and the income approach.
Adjustments are routinely made in the appraisal process by the appraisers to
adjust for differences between the comparable sales and income data available.
Such adjustments are typically significant and result in a Level 3
classification of the inputs for determining fair value.

| |                                                                                                     
| | ----------------------------------------------------------------------------------------------------
| | Assets
 measured at fair value on a recurring basis are summarized below (in
 thousands of dollars).

|                               |  |         |     |         |   |         |  |                                        |   |  |   |       | 
|------------------------------ |  | ------- | --- | ------- | - | ------- |  | -------------------------------------- | - |  | - | ----- | 
|                               |  | Level 1 |     | Level 2 |   | Level 3 |  | Total
 Assets
 measured
 at fair value |  
|March 31,
 2009                |  |         |     |         |   |         |  |                                        |   |  |   |       | 
|Available
 for sale securities |  | $       | 419 |         | $ | 3,102   |  | $                                      |  |  | $ | 3,521 | 
|                               |  |         |     |         |   |         |  |                                        |   |  |   |       | 
|December 31, 2008              |  |         |     |         |   |         |  |                                        |   |  |   |       | 
|Available
 for sale securities |  | $       | 500 |         | $ | 3,063   |  | $                                      |  |  | $ | 3,563 | 

| |                                                                                                          
| | ---------------------------------------------------------------------------------------------------------
| | Assets
 measured at fair value on a non-recurring basis are summarized below. (in
 thousands of dollars).

|                  |  |         |   |         |   |         |  |                                         |     |  |   |     | 
|----------------- |  | ------- | - | ------- | - | ------- |  | --------------------------------------- | --- |  | - | --- | 
|                  |  | Level 1 |   | Level 2 |   | Level 3 |  | Total
 Assets 
 measured
 at fair value |    
|March 31,
 2009   |  |         |   |         |   |         |  |                                         |     |  |   |     | 
|Impaired
 loans   |  | $       |  |         | $ |        |  | $                                       | 461 |  | $ | 461 | 
|                  |  |         |   |         |   |         |  |                                         |     |  |   |     | 
|December 31, 2008 |  |         |   |         |   |         |  |                                         |     |  |   |     | 
|Impaired
 loans   |  | $       |  |         | $ |        |  | $                                       | 464 |  | $ | 464 | 

| |                                                                                                                                                                                                                                                                                                                                                                                                            
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Impaired
 loans, which are measured for impairment using the fair value of the
 collateral for collateral dependent loans had a carrying value of $707,000
 and $710,000 at March 31, 2009 and December 31, 2008, respectively. These
 loans carried a valuation allowance of $246,000 at both March 31, 2009 and
 December 31, 2008, resulting in no additional provision for loan losses for
 the period.

15

---



|                                                                                               | 
|---------------------------------------------------------------------------------------------- | 
|Item 2. Managements
 Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking
Statements

Statements
included in this discussion and in future filings by Rome Bancorp, Inc. (Rome
Bancorp or the Company) with the Securities and Exchange Commission, in Rome
Bancorp press releases, and in oral statements made with the approval of an
authorized executive officer, which are not historical or current facts, are
forward-looking statements made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995, and are subject to certain
risks and uncertainties that could cause actual results to differ materially
from historical earnings and those presently anticipated or projected. Rome
Bancorp wishes to caution readers not to place undue reliance on such
forward-looking statements, which speak only as of the date made. Rome Bancorp
disclaims any obligation to subsequently revise any forward-looking statements
to reflect events or circumstances after the date of such statements, or to
reflect the occurrence of anticipated or unanticipated events.

General

The
Company is a Delaware corporation regulated by the Office of Thrift Supervision
(OTS) as a savings and loan holding company, whose sole business is conducted
by its wholly-owned subsidiary, The Rome Savings Bank (the Bank) The Banks
principal business is accepting deposits from the general public and using
those deposits to make residential and commercial real estate loans, as well as
commercial and consumer loans to individuals and small businesses primarily in
Oneida County and also elsewhere in New York State. The Bank also invests in
long-and short-term marketable securities and other liquid investments. Since
its conversion to a federal charter on April 27, 2004, the Bank has been
regulated by the OTS as a federal savings bank.

Overview

The
Banks results of operations depend primarily on its net interest income, which
is the difference between the interest income it earns on its loans and
investments and the interest it pays on its deposits and other interest-bearing
liabilities. Net interest income is affected by the relative amounts of
interest-bearing assets and interest-bearing liabilities and the interest rates
earned or paid on these balances. The Banks operations are also affected by
non-interest income, such as service fees and gains and losses on sales of
securities, the provision for loan losses and non-interest expense such as
salaries and employee benefits, occupancy costs, and other general and
administrative expenses. Financial institutions in general, including the Bank,
are significantly affected by economic conditions, competition and the monetary
and fiscal policies of the federal government. Lending activities are
influenced by the demand for and supply of housing, competition among lenders,
interest rate conditions and funds availability. The Banks operations and
lending are principally concentrated in the Central New York area, therefore
its operations and earnings are influenced by the economics of the area in
which it operates. Deposit balances and cost of funds are influenced by
prevailing market rates on competing investments, customer preferences and
levels of personal income and savings in the Banks primary market area.

Net income for
the first quarter of 2009 increased to $707,000, from the prior years first
quarter net income of $700,000. The significant factors and trends impacting
the first quarter of 2009, which are discussed in greater depth below, were as
follows:

| |   |                                                                                                                                                                                                                                                                                      
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Net interest
 income increased by $13,000 or 0.4% from the same quarter last year as a
 result of increases in the level of interest earning assets and interest
 bearing liabilities as well as decreases in both yields on average earning
 assets and the Companys cost of funds.
| |   |                                                                                                                                                                                                                                                                                      
| |  | Due to
 favorable loan loss experience and continued strong asset quality, the
 Company recorded no provision for loan losses in the current quarter.                                                                                                                                

16

---



| |   |                                                                                                                                     
| | - | ------------------------------------------------------------------------------------------------------------------------------------
| |  | Non-interest
 income increased by $18,000, or 3.5%, from the first quarter 2008 levels
 primarily due to an increase in fee revenue.
| |   |                                                                                                                                     
| |  | Non-interest
 expense was $2.7 million in both the first quarters of 2009 and 2008.                                                 
| |   |                                                                                                                                     
| |  | Income tax
 expense for the first quarter of 2009 increased to $332,000 compared to
 $305,000 in the first quarter of 2008.         

Critical Accounting Policies

The
preparation of consolidated financial statements requires management to make
estimates and assumptions. Changes in these estimates and assumptions affect
the reported amounts of certain assets, liabilities, revenue and expenses.
Different amounts could be reported under different conditions, or if different
assumptions were used in the application of these accounting policies.

It
is managements opinion that accounting estimates covering certain aspects of
the business have more significance than others due to the relative importance
of those areas to overall performance, or the level of subjectivity required in
making these estimates. Management of the Company considers the accounting
policy relating to the allowance for loan losses to be a critical accounting
policy given the uncertainty in evaluating the level of the allowance required
for probable credit losses and the material effect that such judgments can have
on the results of operations. Managements quarterly evaluation of the adequacy
of the allowance considers the Companys historical loan loss experience,
review of specific loans, current economic conditions and such other factors
considered appropriate to estimate losses. Management uses presently available
information to estimate probable losses on loans; however, future additions to
the allowance may be necessary based on changes in estimates, assumptions or
economic conditions. Significant factors that could give rise to changes in
these estimates include, but are not limited to, changes in economic conditions
in the local area, concentrations of risk and declines of local property
values.

Management
also considers the accounting policy relating to the impairment of long lived
assets to be a critical accounting policy due to the subjectivity and judgment
involved and the material effect an impairment loss could have on the results
of operations. A decline in the fair value of a long lived asset below cost
that is deemed to be other than temporary is charged to earnings resulting in
the establishment of a new cost basis for the asset. Management continually
reviews the current value of its long lived assets for evidence of other than
temporary impairment.

The
Companys critical policies and their application are reviewed periodically by
the Audit Committee and the Board of Directors. All accounting policies are
important, and as such, the Company encourages the reader to review each of the
policies included in Note 2 to the consolidated financial statements reported
on the Companys 2008 Annual Report on Form 10-K to obtain a better
understanding of how its financial performance is reported.

17

---



Analysis of Net
Interest Income

Average
Balances, Interest and Average Yields - The following table sets forth
certain information relating to the Companys average balance sheets and
reflects the average yield on interest-earnings assets and average cost of interest-bearing
liabilities, interest earned and interest paid for the periods indicated. Such
yields and costs are derived by dividing income or expense by the average
balance of interest-earning assets or interest-bearing liabilities,
respectively, for the periods presented. Average balances are derived from
daily balances over the periods indicated. The average balances for loans are
net of allowance for loan losses, but include non-accrual loans. Interest
income on securities includes a tax equivalent adjustment for bank qualified
municipals.

|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|----------------------------------------------------------------- |  | ---------------------------------------------- | ------- | ----------------------------------------- | - | --------------------- | - | ---------------- | ---- | -------------------------- | - | --------------------- |  | - | ----- | - |  | ---- | -
|                                                                  |  | Average
 Balances, Interest and Average Yields |        
|                                                                  |  |                                                |        
|                                                                  |  | For the
 three months ended March 31, 2009     |         | For the three months ended March 31, 2008 |  
|                                                                  |  |                                                |         |                                           |  
|                                                                  |  | Average
 Balance                               |         | Interest
 Income/
 Expense                |   | Average
 Yield/
 Cost |   | Average
 Balance |      | Interest
 Income/
 Expense |   | Average
 Yield/
 Cost | 
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|                                                                  |  | (Dollars in thousands)                         |        
|                                                                  |  |                                                |        
|Assets:                                                           |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Interest-earning assets:                                          |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Loans                                                             |  | $                                              | 295,544 |                                           | $ | 4,282                 |   |                  | 5.88 | %                          | $ | 281,495               |  | $ | 4,419 |   |  | 6.31 | %
|Securities (1)                                                    |  |                                                | 8,251   |                                           |   | 83                    |   |                  | 4.07 |                            |   | 6,277                 |  |   | 90    |   |  | 5.76 |  
|Federal funds sold & other interest bearing
 deposits             |  |                                                | 2,424   |                                           |   | 2                     |   |                  | 0.32 |                            |   | 982                   |  |   | 9     |   |  | 3.65 |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total interest-earnings assets                                    |  |                                                | 306,219 |                                           |   | 4,367                 |   |                  | 5.78 |                            |   | 288,754               |  |   | 4,518 |   |  | 6.29 |  
|Noninterest-earning assets                                        |  |                                                | 27,361  |                                           |   |                       |   |                  |      |                            |   | 29,389                |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total assets                                                      |  | $                                              | 333,580 |                                           |   |                       |   |                  |      |                            | $ | 318,143               |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Liabilities and Shareholders Equity:                             |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Interest-bearing liabilities:                                     |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Savings accounts                                                  |  | $                                              | 80,107  |                                           | $ | 80                    |   |                  | 0.40 |                            | $ | 80,722                |  | $ | 110   |   |  | 0.55 |  
|Time deposits                                                     |  |                                                | 72,356  |                                           |   | 537                   |   |                  | 3.01 |                            |   | 72,756                |  |   | 736   |   |  | 4.07 |  
|Money market accounts                                             |  |                                                | 13,462  |                                           |   | 48                    |   |                  | 1.45 |                            |   | 7,933                 |  |   | 39    |   |  | 1.98 |  
|Other interest bearing deposits                                   |  |                                                | 13,377  |                                           |   | 13                    |   |                  | 0.40 |                            |   | 12,574                |  |   | 17    |   |  | 0.53 |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total interest-bearing deposits                                   |  |                                                | 179,302 |                                           |   | 678                   |   |                  | 1.53 |                            |   | 173,985               |  |   | 902   |   |  | 2.08 |  
|Borrowings                                                        |  |                                                | 59,251  |                                           |   | 434                   |   |                  | 2.97 |                            |   | 42,038                |  |   | 370   |   |  | 3.54 |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total interest-bearing liabilities                                |  |                                                | 238,553 |                                           |   | 1,112                 |   |                  | 1.89 |                            |   | 216,023               |  |   | 1,272 |   |  | 2.37 |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Noninterest-bearing deposits                                      |  |                                                | 29,403  |                                           |   |                       |   |                  |      |                            |   | 27,973                |  |   |       |   |  |      |  
|Other liabilities                                                 |  |                                                | 5,800   |                                           |   |                       |   |                  |      |                            |   | 6,035                 |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total liabilities                                                 |  |                                                | 273,756 |                                           |   |                       |   |                  |      |                            |   | 250,031               |  |   |       |   |  |      |  
|Shareholders equity                                              |  |                                                | 59,824  |                                           |   |                       |   |                  |      |                            |   | 68,112                |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Total liabilities and shareholders
equity                        |  | $                                              | 333,580 |                                           |   |                       |   |                  |      |                            | $ | 318,143               |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Net interest income                                               |  |                                                |         |                                           |   | 3,255                 |   |                  |      |                            |   |                       |  |   | 3,246 |   |  |      |  
|Tax equivalent adjustment on securities                           |  |                                                |         |                                           |   | (5                    | ) |                  |      |                            |   |                       |  |   | (9    | ) |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Net interest income per consolidated financial
 statements        |  |                                                |         |                                           | $ | 3,250                 |   |                  |      |                            |   |                       |  | $ | 3,237 |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|                                                                  |  |                                                |         |                                           |   |                       |   |                  |      |                            |   |                       |  |   |       |   |  |      |  
|Net interest rate spread                                          |  |                                                |         |                                           |   |                       |   |                  | 3.89 | %                          |   |                       |  |   |       |   |  | 3.92 | %
|Net interest margin                                               |  |                                                |         |                                           |   |                       |   |                  | 4.31 | %                          |   |                       |  |   |       |   |  | 4.52 | %
|Ratio of interest-earning assets to
 interest-bearing liabilities |  |                                                |         |                                           |   |                       |   |                  | 1.28 | x                          |   |                       |  |   |       |   |  | 1.34 | x

(1) Includes tax
equivalent adjustment for the Companys tax-exempt municipal securities.

18

---



Rate
Volume Analysis  The following table analyzes the dollar amount of changes
in interest income and interest expense for major components of
interest-earning assets and interest-bearing liabilities. It shows the amount
of the change in interest income or expense caused by either changes in
outstanding balances (volume) or changes in interest rates. The effect of a
change in volume is measured by applying the average rate during the first
period to the volume change between the two periods. The effect of changes in
rate is measured by applying the change in rate between the two periods to the
average volume during the first period. Changes attributable to both rate and
volume, which cannot be segregated, have been allocated proportionately to the
absolute value of the change due to volume and the change due to rate.

Three months ended March 31, 2009Compared
to Three months ended March 31, 2008

|                                   |  |                              |      |        |   |     |   |   |      |  
|---------------------------------- |  | ---------------------------- | ---- | ------ | - | --- | - | - | ---- | -
|                                   |  | Increases
(decreases) due to |     
|                                   |  | Rate                         |      | Volume |   | Net |  
|                                   |  |                              |      |        |   |     |  
|                                   |  | (in thousands)               |     
|Assets:                            |  |                              |      |        |   |     |   |   |      |  
|Interest-earning assets:           |  |                              |      |        |   |     |   |   |      |  
|Loans                              |  | $                            | (351 | )      | $ | 214 |   | $ | (137 | )
|Securities (1)                     |  |                              | (37  | )      |   | 30  |   |   | (7   | )
|Federal funds sold & other         |  |                              |      |        |   |     |   |   |      |  
|Interest bearing deposits          |  |                              | (20  | )      |   | 13  |   |   | (7   | )
|                                   |  |                              |      |        |   |     |   |   |      |  
|Total interest-earnings assets     |  |                              | (408 | )      |   | 257 |   |   | (151 | )
|                                   |  |                              |      |        |   |     |   |   |      |  
|Interest-bearing liabilities:      |  |                              |      |        |   |     |   |   |      |  
|Savings accounts                   |  |                              | (29  | )      |   | (1  | ) |   | (30  | )
|Time deposits                      |  |                              | (195 | )      |   | (4  | ) |   | (199 | )
|Money market accounts              |  |                              | (18  | )      |   | 27  |   |   | 9    |  
|Other interest bearing deposits    |  |                              | (5   | )      |   | 1   |   |   | (4   | )
|                                   |  |                              |      |        |   |     |   |   |      |  
|Total interest-bearing deposits    |  |                              | (247 | )      |   | 23  |   |   | (224 | )
|Borrowings                         |  |                              | (87  | )      |   | 151 |   |   | 64   |  
|                                   |  |                              |      |        |   |     |   |   |      |  
|Total interest-bearing liabilities |  |                              | (334 | )      |   | 174 |   |   | (160 | )
|                                   |  |                              |      |        |   |     |   |   |      |  
|Net change (1)                     |  | $                            | (74  | )      | $ | 83  |   | $ | 9    |  
|                                   |  |                              |      |        |   |     |   |   |      |  

(1) Includes tax
equivalent adjustment for the Companys tax-exempt municipal securities.

Comparison of Financial Condition at March
31, 2009 and December 31, 2008:

Total
assets at March 31, 2009 were $330.7 million, a decrease of $7.2 million from
assets of $337.9 million at December 31, 2008. The decrease is attributable to
the Companys loan portfolio, which decreased by $7.1 million, or 2.4%, from
$298.5 million at December 31, 2008 to $291.4 million at March 31, 2009. As a
result of current economic uncertainty, demand for loans declined from normal
levels during the quarter ended March 31, 2009. During the first three months
of 2009, the Company originated approximately $6.2 million of loans, compared
to approximately $15.2 million of loans originated in the same period of 2008.
The majority of the loan originations for this year to date have been
residential mortgage loans.

The
current turmoil in the United States investment markets has increasingly
encouraged investors to exit those markets in favor of insured deposit
accounts. Total deposits increased to $212.7 million at March 31, 2009 from
$205.9 million at December 31, 2008. During the first three months of 2009,
savings deposits increased by $3.0 million, or 3.7%, and money market balances increased
by $2.7 million, or 22.1%. Time deposits increased by $535,000 or 0.7% to $72.7
million at March 31, 2009 from $72.1 million at year end 2008. Balances of
non-interest bearing deposits increased by $1.6 million, or 5.7%, while other
interest bearing deposits decreased $979,000, or 6.9%, throughout the first
quarter of 2009.

19

---



As
a result of decreased loan originations and increases in deposit balances, the
Company was able to pay down debt during the first quarter of 2009. Borrowings from
the Federal Home Loan Bank of New York (FHLB) decreased from $66.3 million at
December 31, 2008 to $53.4 million at the end of the current quarter.

Comparison of Operating Results for the
Three-Month Periods Ended March 31, 2009 and 2008

General

During
the three months ended March 31, 2009, the Company recorded net income of
$707,000, compared to $700,000 for the first quarter of 2008. The increase in
net income is comprised of an increase in the net interest income of $13,000, a
$18,000 increase in non-interest income and a decrease in non-interest expense
of $3,000, partially offset by an increase in income tax expense of $27,000.

Diluted
earnings per share increased to $0.11 per diluted share for the quarter ended
March 31, 2009 from $0.10 per diluted share in the quarter ended March 31,
2008. Average diluted shares decreased to 6,601,423 for the first quarter of
2009 from 7,263,029 in the same period of 2008 due to the Companys stock
repurchases over the past four quarters.

Net Interest Income

Net
interest income before loan loss provision for the quarter ended March 31, 2009
increased by $13,000 or 0.4%, compared to the same quarter of 2008. This
increase is attributable to a rate driven reduction in interest expense on
increased deposit and borrowing levels partially offset by decreases in yields
on a larger portfolio of average earning assets.

Interest Income

Interest
income decreased to $4.4 million for the quarter ended March 31, 2009 from $4.5
million for the same quarter of 2008. Average loan balances for the first
quarter of 2009 were $295.5 million, an increase of $14.0 million over the
average outstanding loans for the first quarter of 2008. The yield on the
Companys loan portfolio for the quarter ended March 31, 2009 decreased to
5.88% from a yield of 6.31% for the same period last year, reflecting the
effect of decreases in the prime rate over the past year. Interest income on
securities decreased by $3,000 from $81,000 for the quarter ended March 31,
2008 to $78,000 for the quarter ended March 31, 2009. The average balance of
securities increased by $2.1 million, or 33.1%, from the first quarter of 2008
to $8.3 million for the current quarter while the yield on the Companys
securities decreased from 5.76% to 4.07%. Finally, interest income on federal
funds sold and other interest bearing deposits decreased by $7,000 to $2,000
for the quarter ended March 31, 2009 from the same quarter in 2008 due
primarily to lower interest rates paid on those funds.

Interest Expense
          Interest expense
decreased to $1.1 million for the quarter ended March 31, 2009 from $1.3
million for the same quarter of 2008. Interest expense on deposits decreased to
$678,000 for the quarter ended March 31, 2009 from $902,000 for the quarter
ended March 31, 2008, due to lower rates paid on deposits consistent with
market trends over the past year. Interest expense on borrowed funds increased
to $434,000 for the quarter ended March 31, 2009 from $370,000 for the
comparative quarter of 2008 due to an increase in the average balance of
borrowings to $59.3 million in the current quarter compared to $42.0 million in
the first quarter of 2008. Partially offsetting the increase in outstanding
debt, the rate paid on borrowings decreased to 2.97% for the quarter ended
March 31, 2009 from 3.54% for the same period in 2008.

20

---



Provision for Loan Losses

The
Company recorded no provision for loan losses in either the first quarter of
2009 or 2008. During the current quarter, net loan charge-offs were $18,000.
Asset quality remained favorable at March 31, 2009 with non-performing loans as
a percent of loans of 0.43% and the allowance for loan losses as a percent of
non-performing loans of 152.0% at March 31, 2009, compared to 0.42% and 152.1%,
respectively, at December 31, 2008. The allowance for loan losses as a
percentage of loans increased to 0.65% at March 31, 2009 compared to 0.64% at
December 31, 2008.

In
determining the appropriate provision for loan losses, management considers the
level of and trend in non-performing loans, the level of and trend in net loan
charge-offs, the dollar amount and mix of the loan portfolio, as well as
general economic conditions and real estate trends in the Companys market
area, which can impact the inherent risk of loss in the Companys loan
portfolio.

Non-Interest Income and Non-Interest Expense

Non-interest
income increased $18,000 to $532,000 in the first quarter of 2009 from $514,000
in the same period of 2008. The increase is primarily attributable to a higher
level of fee revenue earned.

Non-interest
expense remained constant at $2.7 million in the first quarters of both 2009
and 2008. Within this category, the Company experienced an increase in its
deposit insurance and regulatory assessments of $157,000, increasing to
$186,000 for the first quarter of 2009 from $29,000 for the same period of
2008. This increase was the result in the industry-wide increase in Federal
Deposit Insurance Corporation (FDIC) regular deposit insurance rates and as
well as the announcement by the FDIC of a special assessment to replenish the
insurance fund. Offsetting this increase, the Company recorded lower employee
benefits, advertising, professional fee and other real estate costs in the
first quarter of 2009, compared to the same period last year.

Income
tax expense for the first quarter of 2009 increased to $332,000 from $305,000
in the same period of 2008, due to the increase in pre-tax income, and the
revision in the first quarter of 2008 of estimated taxes owed on a state tax
audit which settled in the first half of 2008.

Liquidity and Capital Resources

The
Companys primary sources of funds consist of deposits, scheduled amortization
and prepayments of loans and mortgage-backed securities, maturities of
investments, interest-bearing deposits at other financial institutions and
funds provided from operations. The Bank also has a written agreement with the
FHLB that allows it to borrow up to $58.9 million. At March 31, 2009, the Bank
had no outstanding borrowings against this line of credit, and outstanding
advances and amortizing notes totaling $53.4 million. During the quarter ended
March 31, 2009 the Company decreased its overall FHLB borrowings by $12.9 million.

Loan
repayments and maturing investment securities are a relatively predictable
source of funds. However, deposit flows, calls of investment securities, and
prepayments of loans and mortgage-backed securities are strongly influenced by
interest rates, general and local economic conditions, and competition in the
marketplace. These factors reduce the predictability of the timing of these
sources of funds.

The
Companys primary investing activities include the origination of loans, and to
a lesser extent, the purchase of investment securities. For the three months
ended March 31, 2009, the Company originated loans of approximately $6.2
million, compared to $15.2 of loans originated in the first three months of
2008.

At
March 31, 2009, the Company had loan commitments to borrowers of approximately
$9.8 million, and available letters and lines of credit of approximately $18.7
million.

21

---



Time
deposit accounts scheduled to mature within one year were $52.9 million at
March 31, 2009. Based on the Companys deposit retention experience and current
pricing strategy, the Company anticipates that a significant portion of these
time deposits will remain with the Company. The Company is committed to
maintaining a strong liquidity position; therefore, the Company monitors its
liquidity position on a daily basis. The Company anticipates that the Company
will have sufficient funds to meet the Companys current funding commitments.
The marginal cost of new funding however, whether from deposits or borrowings
from the FHLB, will be carefully considered as the Company monitors its
liquidity needs. Therefore, in order to minimize its cost of funds, the Company
may consider additional borrowings from the FHLB in the future.

At
March 31, 2009, the Bank exceeded each of the applicable regulatory capital
requirements. The Banks leverage (Tier 1) capital at March 31, 2009 was $57.1
million, or 17.18% of adjusted assets. In order to be classified as
well-capitalized by the OTS, the Bank is required to have leverage (Tier 1)
capital of $16.6 million, or 5.0% of adjusted assets. To be classified as a
well-capitalized bank by the OTS, the Bank must also have a total risk-based
capital ratio of 10.0%. At March 31, 2009, the Bank had a total risk-based
capital ratio of 24.45%.

The
Company paid cash dividends of $0.085 per share during the three-month period
ended March 31, 2009 totaling $572,000.

During
the first quarter of 2009, the Companys Board of Directors authorized the
repurchase of 446,000 shares of the Companys outstanding common stock. Through
March 31, 2009, $1.3 million was expended to repurchase 174,838 shares.

The
Company does not anticipate any material capital expenditures, nor does it have
any balloon or other payments due on any long-term obligations or any
off-balance sheet items other than the commitments and unused lines of credit
noted above.

Off-Balance Sheet Arrangements

The
Company does not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on the Companys financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.

|                                                                    | 
|------------------------------------------------------------------- | 
|Item 3. Quantitative and Qualitative Disclosures
 about Market Risk

There
has been no material change in the Companys interest rate risk profile since
December 31, 2008. For a more complete discussion of the Companys asset and
liability management policies, see Managements Discussion and Analysis of
Financial Condition and Results of Operations in the Companys 2008 Form 10-K.

|                                | 
|------------------------------- | 
|Item 4. Controls and Procedures

Management,
including the Companys President and Chief Executive Officer and the Chief
Financial Officer, has evaluated the effectiveness of the Companys disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) as of the end of the period covered by this report. Based upon that
evaluation, the President and Chief Executive Officer and the Chief
Financial Officer concluded that the disclosure controls and procedures were
effective to ensure that information required to be disclosed in the reports
the Company files and submits under the Exchange Act is (i) recorded,
processed, summarized and reported as and when required and (ii) accumulated
and communicated to the Companys management, including the Companys President
and Chief Executive Officer and the Chief Financial Officer, as appropriate to
allow timely decisions regarding required disclosure.

There
have been no significant changes in the Companys internal controls over
financial reporting identified in connection with the evaluation that occurred
during the Companys last fiscal quarter that has

22

---



materially
affected, or that is reasonably likely to materially affect, the Companys
internal control over financial reporting.

Part
II - OTHER INFORMATION

|                                                                                                                                                                                                                                                                                           |                                                             
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------
|Item 1.                                                                                                                                                                                                                                                                                    | Legal Proceedings                                           
|                                                                                                                                                                                                                                                                                           |                                                             
|                                                                                                                                                                                                                                                                                           | None.                                                       
|                                                                                                                                                                                                                                                                                           |                                                             
|Item 1A.                                                                                                                                                                                                                                                                                   | Risk Factors                                                
|                                                                                                                                                                                                                                                                                           |                                                             
|There
 have been no material changes to the Companys risk factors previously
 disclosed in the Companys Form 10-K for the year ending December 31, 2008.                                                                                                                                
|                                                                                                                                                                                                                                                                                           |                                                             
|Item 2.                                                                                                                                                                                                                                                                                    | Unregistered Sales of Equity Securities and
 Use of Proceeds
|                                                                                                                                                                                                                                                                                           |                                                             
|The
 following table provides information with respect to purchases made by or on
 behalf of the Company or any affiliated purchases (as defined in Rule 106-18
 (a)(3) under the Securities Exchange Act of 1934) of the Companys common
 stock during the quarter ended March 31, 2009.
|                                                                                                                                                                                                                                                                                           |                                                             
|                                                                                                                                                                                                                                                                                           | COMPANY PURCHASES OF EQUITY SECURITIES                      

|                                           |  |                                                      |  |                                                 |  |                                                                                                          |  |                                                                                                                                             |      |  |  |  |  |         |  |  |  |  |         |  | 
|------------------------------------------ |  | ---------------------------------------------------- |  | ----------------------------------------------- |  | -------------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------- | ---- |  |  |  |  | ------- |  |  |  |  | ------- |  | 
|Period                                     |  | (a) Total
 Number 
 of Shares (or 
 Units) Purchased |  | (b)
 Average Price 
 Paid per Share 
 (or Unit) |  | (c) Total
 Number of 
 Shares (or Units) 
 Purchased as Part of 
 Publicly Announced 
 Plans or Programs |  | (d)
 Maximum 
 Number (or 
 Approximate 
 Dollar Value) of 
 Shares (or Units) 
 that may yet be
 Purchased under 
 the Plans or 
 Programs |     
|                                           |  |                                                      |  |                                                 |  |                                                                                                          |  |                                                                                                                                             |     
|January 1, 2009 through January 31, 2009   |  |                                                      |  | 0                                               |  |                                                                                                          |  |                                                                                                                                             |     |  |  |  |  | 0       |  |  |  |  | 127,250 |  | 
|February 1, 2009 through February 28, 2009 |  |                                                      |  | 125,600                                         |  |                                                                                                          |  | $                                                                                                                                           | 7.97 |  |  |  |  | 125,600 |  |  |  |  | 347,650 |  | 
|March 1, 2009 through March 31, 2009       |  |                                                      |  | 49,238                                          |  |                                                                                                          |  | $                                                                                                                                           | 7.06 |  |  |  |  | 49,238  |  |  |  |  | 298,412 |  | 
|                                           |  |                                                      |  |                                                 |  |                                                                                                          |  |                                                                                                                                             |      |  |  |  |  |         |  |  |  |  |         |  | 
|Total                                      |  |                                                      |  | 174,838                                         |  |                                                                                                          |  | $                                                                                                                                           | 7.71 |  |  |  |  | 174,838 |  |  |  |  | 298,412 |  | 
|                                           |  |                                                      |  |                                                 |  |                                                                                                          |  |                                                                                                                                             |      |  |  |  |  |         |  |  |  |  |         |  | 

|        |                                                     
|------- | ----------------------------------------------------
|Item 3. | Defaults Upon Senior Securities                     
|        |                                                     
|        | None.                                               
|        |                                                     
|Item 4. | Submission of Matters to a Vote of Security
 Holders
|        |                                                     
|        | None.                                               
|        |                                                     
|Item 5. | Other Information                                   
|        |                                                     
|        | None.                                               

23

---



|        |         
|------- | --------
|Item 6. | Exhibits

|      |                                                                                                                                   
|----- | ----------------------------------------------------------------------------------------------------------------------------------
|2.1   | Amended and Restated Plan
 of Conversion and Agreement and Plan of Reorganization. (1)                                            
|      |                                                                                                                                   
|3.1   | Certificate of
 Incorporation of New Rome Bancorp, Inc. (1)                                                                       
|      |                                                                                                                                   
|3.2   | Bylaws of New Rome
 Bancorp, Inc. (1)                                                                                             
|      |                                                                                                                                   
|4.1   | Form of Stock Certificate
 of New Rome Bancorp, Inc. (1)                                                                          
|      |                                                                                                                                   
|10.1  | Form of Employee Stock
 Ownership Plan of Rome Bancorp, Inc. (2)                                                                  
|      |                                                                                                                                   
|10.2  | Amendment No. 1 to
 Employee Stock Ownership Plan of Rome Bancorp, Inc. (1)                                                       
|      |                                                                                                                                   
|10.3  | Amendment No. 2 to
 Employee Stock Ownership Plan of Rome Bancorp, Inc. (1)                                                       
|      |                                                                                                                                   
|10.4  | Form of Executive
 Employment Agreement by and between Charles M. Sprock and Rome Bancorp, Inc.
 (2)                              
|      |                                                                                                                                   
|10.5  | Form of One Year Change in
 Control Agreement by and among certain officers and Rome Bancorp, Inc. and
 The Rome Savings Bank. (1)
|      |                                                                                                                                   
|10.6  | Form of Employment Agreement
 between New Rome Bancorp, Inc. and Charles M. Sprock. (1)                                           
|      |                                                                                                                                   
|10.7  | Form of Employment
 Agreement between The Rome Savings Bank and Charles M. Sprock. (1)                                            
|      |                                                                                                                                   
|10.8  | Rome Bancorp, Inc. 2000
 Stock Option Plan. (3)                                                                                   
|      |                                                                                                                                   
|10.9  | Rome Bancorp, Inc. 2000
 Recognition and Retention Plan. (3)                                                                      
|      |                                                                                                                                   
|10.10 | Amended and Restated
 Benefit Restoration Plan of Rome Bancorp, Inc. (4)                                                          
|      |                                                                                                                                   
|10.11 | Amended and Restated
 Directors Deferred Compensation Plan of Rome Bancorp, Inc. (4)                                             
|      |                                                                                                                                   
|10.12 | Loan Agreement by and
 between the Employee Stock Ownership Plan Trust of Rome Bancorp, Inc. and
 Rome Bancorp, Inc. (5)          
|      |                                                                                                                                   
|10.13 | Amendment No. 3 to the
 Employee Stock Ownership Plan of Rome Bancorp, Inc. (6)                                                   
|      |                                                                                                                                   
|10.14 | Rome Bancorp, Inc. 2006
 Stock Option Plan. (7)                                                                                   
|      |                                                                                                                                   
|10.15 | Rome Bancorp, Inc. 2006
 Recognition and Retention Plan. (7)                                                                      
|      |                                                                                                                                   
|31.1  | Rule 13a-14a/15d-14a
 Certification.                                                                                              
|      |                                                                                                                                   
|31.2  | Rule 13a-14a/15d-14a
 Certification.                                                                                              
|      |                                                                                                                                   
|32.1  | Section 1350
 Certification.                                                                                                      
|      |                                                                                                                                   
|32.2  | Section 1350
 Certification.                                                                                                      

|    |                                                                                                                                                              | 
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------ | 
|   
|    |                                                                                                                                                              | 
|(1) | Incorporated
 by reference to Rome Bancorp, Inc.s Form S-1 (Registration No. 333-121245),
 filed with the Commission on December 14, 2004, as amended.     
|    |                                                                                                                                                              | 
|(2) | Incorporated
 by reference to Rome Bancorp, Inc.s Form SB-2 (Registration No. 333-80487),
 filed with the Commission on June 11, 1999, as amended.         
|    |                                                                                                                                                              | 
|(3) | Incorporated
 by reference to Rome Bancorp, Incs Proxy Statement on Schedule 14A, filed
 with the Commission on April 5, 2000 and amended on April 2, 2001.
|    |                                                                                                                                                              | 
|(4) | Incorporated
 by reference to Rome Bancorp, Inc.s Form 8-K filed with the Commission on
 December 27, 2005.                                                
|    |                                                                                                                                                              | 
|(5) | Incorporated
 by reference to Rome Bancorp, Inc.s Form 8-K filed with the Commission on
 March 29, 2005.                                                   
|    |                                                                                                                                                              | 
|(6) | Incorporated
 by reference to Rome Bancorp, Inc.s Form 8-K filed with the Commission on
 August 29, 2005.                                                  
|    |                                                                                                                                                              | 
|(7) | Incorporated
 by reference to Rome Bancorp, Inc.s Form S-8 filed with the commission on
 May 19, 2006, as amended.                                         

24

---



SIGNATURES

Pursuant
to the requirement of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

ROME BANCORP, INC.

|                      |  |                                                                                                    |  |            
|--------------------- |  | -------------------------------------------------------------------------------------------------- |  | -----------
|Name                  |  | Title                                                                                              |  | Date       
|                      |  |                                                                                                    |  |            
|                     
|/s/Charles
 M. Sprock |  | Chairman of
 the Board, 
 President and Chief 
 Executive Officer
 (Principal Executive 
 Officer) |  | May 8, 2009
|                      |  |                                                                                                    | 
|Charles M.
 Sprock    |  |                                                                                                    | 
|                      |  |                                                                                                   
|                      |  |                                                                                                   
|                      |  |                                                                                                    |  |            
|/s/David C.
 Nolan    |  | Executive
 Vice President 
 and Chief Financial 
 Officer (Principal 
 Financial Officer)          |  | May 8, 2009
|                      |  |                                                                                                    | 
|David C.
 Nolan       |  |                                                                                                    | 
|                      |  |                                                                                                   

25

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