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

Date of Report (Date of earliest event reported):

~~April~~May 192, 2012

SKAGIT STATE BANCORP, INC.

(Exact name of registrant as specified in its charter)

Washington
(State or other jurisdiction of incorporation)

000-52096		20-5048602
Commission File Number		IRS Employer Identification No.

301 East Fairhaven Avenue
Burlington, Washington 98233
(Address of principal executive offices) (zip code)

Registrant’s telephone number, including area code: (360) 755-0411

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 obligations of the registrant under any of the following provisions (see General Instruction A.2 below):

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 of (17 CFR 240.14d-2(b))

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

Item 58.0701. ~~SUBMISSION~~Other ~~OF MATTERS FOR A VOTE OF SECURITY HOLDERS~~Events

On May 2, 2012, Skagit State Bancorp’s, Inc. ~~Annual~~(the ~~Shareholder~~“Company”) ~~Meeting~~filed ~~was~~a ~~held on April~~Form ~~17,~~15 ~~2012.~~with ~~The~~the ~~holders~~Securities ofand ~~434,534~~Exchange ~~shares~~Commission ofto ~~common~~terminate ~~stock,~~registration ~~representing~~under ~~75%~~ Section 12(g) of the ~~outstanding~~Securities ~~shares~~Exchange ~~entitled~~Act ~~to vote as~~ of ~~the record date~~1934, ~~were~~as ~~present~~amended in(“Exchange ~~person or by proxy~~Act”). ~~The following matters were voted upon and approved by shareholders.~~

~~(1) Election~~As a result of ~~three~~the ~~(3)~~JOBS Act which was enacted on April ~~directors~~5, ~~for~~2012, ~~terms~~the ~~expiring~~Company inhad ~~2015~~less orthan ~~until~~2,000 ~~their~~shareholders ~~successor~~and isas ~~nominated~~such, was eligible to deregister its shares and ~~has~~therefore ~~qualified~~be exempt from the reporting requirements of the Exchange Act. Such deregistration will become effective 90 days from filing the Form 15.

~~(2) Ratify appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2012.~~1

~~Election of Directors~~SIGNATURES

	Votes	Votes	Votes	Broker
Director’s Name	For	Withheld	Abstained	Non-Votes
Gerald W. Christensen	432,742	1,792	0	0
Michael F. Janicki	432,742	1,792	0	0
Richard N. Nelson	431,742	1,792	0	0

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.

Ratification of the Appointment of Moss Adams, LLP

Dated: May 2, 2012	SKAGIT STATE BANCORP, INC


	By:	/s/ Cheryl R. Bishop
		Cheryl R. Bishop
		President and Chief Executive Officer

Votes	Votes	Votes	Broker
For	Withheld	Abstained	Non-Votes
432,912	1,322	300	0

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.

Dated: April 19, 2012	SKAGIT STATE BANCORP, INC
	By:	/s/ Cheryl R. Bishop
		Cheryl R. Bishop
		President and Chief Executive Officer

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