UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Pursuant~~Date toof ~~Section 13~~Report ~~or 15~~(d)Date of ~~the~~Earliest ~~Securities Exchange~~Event ~~Act~~Reported): ofOctober 23, ~~1934~~ 2009

Date of Report (Date of Earliest Event Reported): April 27, 2009 (April 21, 2009)

R&G Financial Corporation

(Exact name of registrant as specified in its charter)


Puerto Rico	001-31381	66-0532217
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

290 Jesús T. Piñero Ave. Hato Rey, San Juan, Puerto Rico 00918 (Address of principal executive offices and zip code)

~~Hato~~(787) 758-2424 (Registrant’s ~~Rey,~~telephone ~~San Juan~~number, ~~Puerto~~including ~~Rico~~area ~~00918~~ code)

Not applicable. (~~Address~~Former ofname ~~principal~~or ~~executive~~former ~~offices~~address, ~~and~~if ~~zip~~changed ~~code)~~since last report)

(787) 758-2424

(Registrant’s telephone number, including area code)

Not applicable.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 4 8.01~~(b)~~ ~~Changes~~Other ~~in Registrant’s Certifying Accountant~~Events.

On ~~April~~October 2123, 2009, the ~~Audit~~Board ~~Committee~~of Directors of ~~the~~R-G ~~Board~~Premier Bank of ~~Directors~~Puerto Rico (the “Bank”), the wholly-owned Puerto Rico banking subsidiary of R&G Financial Corporation (the “Company”), entered ~~engaged~~into ~~Crowe~~a ~~Horwath~~Stipulation ~~LLP~~and Consent to the Issuance of an Amended Order to Cease and Desist with the Federal Deposit Insurance Corporation (~~“Crowe~~the ~~Horwath~~“FDIC”). asThe FDIC Amended Order to Cease and Desist (the ~~Company’s~~“FDIC ~~new~~Amended ~~independent~~Order”) ~~registered~~was ~~public~~issued and became effective on such date. The Commissioner of ~~accounting~~Financial ~~firm~~Institutions for the ~~years~~Commonwealth ~~ending~~of ~~December 31,~~Puerto ~~2008,~~Rico ~~2009~~(the “Commissioner”) and ~~2010.~~the ~~The~~Bank ~~decision~~have also toagreed ~~engage~~as ~~Crowe~~of ~~Horwath~~the ~~was~~same ~~ratified~~date bythat the ~~Board~~issuance of ~~Directors~~the ofFDIC Amended Order shall be binding upon the ~~Company~~Commissioner onand ~~April 21,~~the ~~2009~~Bank with the same legal effect as if the Commissioner had issued a separate order (the “Commissioner’s Amended Order” and, isalong ~~effective~~with ~~immediately.~~the FDIC Amended Order, the “Amended Orders”).

~~During~~ The ~~the~~Amended ~~two~~Orders ~~fiscal~~require ~~years ended December 31, 2008 and 2007, and~~ the ~~subsequent~~Bank ~~interim period through April 21, 2009, the Company did not consult with Crowe Horwath regarding the application of accounting principles~~ to ~~a specified transaction~~, ~~either~~among ~~completed~~other ~~or proposed~~things, ortake the ~~type~~following ~~of audit opinion that might be rendered on the Company’s financial statements, and Crowe Horwath~~affirmative did not provide either a written report or oral advice to the Company that Crowe Horwath concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue. The Company didactions: ~~not consult with Crowe Horwath regarding any matter that was either the subject of a disagreement or a reportable event as described in Item 304(a)(2)(ii) of Regulation S-K.~~

2• engage an independent consultant to analyze and assess the Bank’s management and staffing needs, the independence and performance of the Bank’s directors and senior executive officers and the appropriateness of all current and deferred compensation paid to such senior executive officers, and to act on recommendations resulting therefrom; • file with the FDIC and the Commissioner within the proscribed time period a three-year strategic plan which takes into account the plans, policies and other actions required by the Amended Orders and provides an assessment of the Bank’s current financial condition along with short-term goals and operating plans to comply with the terms of the Amended Orders as well as intermediate and long-range goals and project plans; • file with the FDIC and the Commissioner within proscribed time periods (i) a profit plan, (ii) a liquidity/asset/ liability and funds management plan, (iii) a classified assets plan, (iv) a commercial real estate concentration plan, (v) a revised independent loan review program, and (vi) a revised program for internal audit and control; • maintain a Tier 1 leverage ratio of not less than 6% and a total risk-based capital ratio of not less than 10% as of the effective date of the Amended Orders, which increases to 6.75% and 11%, respectively, as of March 31, 2010, and which further increases to 8% and 12%, respectively, as of June 30, 2010; and • review and adjust, as required, the Bank’s allowance for loan and lease losses taking into account the volume of criticized loans, the current level of past due and nonperforming loans, past loan loss experience, evaluation of the potential for loan losses in the Bank’s portfolio, and current economic conditions.

While the Amended Orders are in effect, the Bank cannot declare or pay dividends or any other form of payment representing a reduction in capital without the prior written permission of the FDIC and the Commissioner. The Bank must also refrain from making any distributions of interest, principal or other sums on its subordinated debentures without the prior written permission of the FDIC and the Commissioner. The Bank has historically paid dividends to the Company in order for the Company to fund its dividend obligations on its common stock and preferred stock as well as its trust preferred securities. As previously disclosed on March 31, 2006, the Board of Directors of the Company suspended the payment of dividends on it common stock and on April 25, 2008, the Company suspended dividends on the Company’s preferred stock and deferred interest payments on its subordinated debentures issued to the Company’s trusts which funded outstanding trust preferred securities.

Finally, the Amended Orders require the Bank and its affiliates to only engage in transactions with each other which comply with applicable federal affiliate transactions regulations. Under the Amended Orders, the Bank and its affiliates are permitted to continue to conduct business with each other under any transactions or agreements which were previously approved by the FDIC in connection with the 2006 Order.

Even though the Bank remains “well capitalized” by prompt corrective action standards as of September 30, 2009, by virtue of its entry into the Amended Orders, the Bank is deemed by regulation to be “adequately capitalized” and consequently prohibited from accepting, renewing or rolling brokered deposits without a specific waiver from the FDIC. Concurrent with the FDIC Amended Order, the FDIC has granted the Bank a renewable waiver from the blanket restrictions on brokered deposits contained in the regulations.

A copy of the FDIC Amended Order and the Commissioner’s Amended Order are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.

Item 9.01 Financial Statements And Exhibits.

(a)		Not applicable.

(b)		Not applicable.

(c)		Not Applicable.

(d)		Exhibits.

	99.1		FDIC Amended Order to Cease and Desist dated October 23, 2009.

	99.2		Commissioner’s Amended Order to Cease and Desist dated October 23, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

R&G FINANCIAL CORPORATION

~~R&G FINANCIAL CORPORATION~~

Date: April 27, 2009

/s/ Rolando Rodríguez

Date: October 23, 2009

/s/ ROLANDO RODRIGUEZ

Rolando Rodríguez

Rolando Rodriguez

President and Chief Executive Officer

~~President and Chief Executive Officer~~

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