UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Current Report Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~August 4,~~July ~~2008~~20, 2009

SFSB, Inc.

(Exact Name of Registrant as Specified in its Charter)

United States	000-51037	20-2077715
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1614 Churchville Road
Bel Air, Maryland	21015
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: 443-265-5555

N/A

(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:

~~____~~r Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) r Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CRF 240.14a-12) r Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 SFR 240.14d-2 (b))

~~____~~r ~~Soliciting~~Pre-commencement ~~material~~communications pursuant to Rule ~~14a~~13e-124 (c) under the Exchange Act (17 ~~CRF~~CFR 240.~~14a~~13e-12 4 (c))

~~____~~Section 8 ~~Pre-commencement~~– ~~communications~~Other ~~pursuant to Rule 14d-2(b) under the Exchange Act (17 SFR 240.14d-2 (b))~~Events

~~____ Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240~~Item 8.~~13e-~~01. 4Other ~~(c))~~Events

~~Section~~On July 524, 2009, SFSB, Inc. (the “Company”) announced that, in accordance with resolutions adopted, unanimously, by its Board of Directors on July 20, 2009, the Company intends to file a Certificate and Notice of Termination of Registration on Form 15 with the Securities and Exchange Commission (the “Commission”) on or about August 7, 2009 to effect the voluntarily deregistration of its common stock. The Company is eligible to deregister its common stock because there are fewer than 300 holders of record of the common stock. Upon the filing of the Form 15, the Company’s obligations to file certain reports and forms with the Commission, including annual reports on Form 10-K, ~~Corporate~~quarterly ~~Governance~~reports on Form 10-Q and ~~Management~~current reports on Form 8-K will immediately be suspended. The Company expects the deregistration of its common stock to become effective 90 days after filing the Form 15.

~~Item~~The ~~5.03. Amendments~~ Company intends to ~~Articles~~deregister its common stock because it believes that the incremental cost of ~~Incorporation~~compliance with the auditor attestation provisions of the Sarbanes-Oxley Act of 2002 and other public company reporting requirements outweighs any discernable benefit to the Company or ~~Bylaws;~~its ~~Change~~shareholders, and that continuing to incur such costs is not in ~~Fiscal~~their best ~~Year~~interests. Factors influencing the Company’s decision to deregister include the following:

~~(a) The Board of~~o ~~Directors of~~ the ~~Company~~ever ~~adopted~~increasing ~~amendments to Article II~~accounting, ~~Sections~~legal 14 and ~~15 of~~ ~~the~~administrative ~~Company’s~~costs ~~Bylaws (the “Bylaws”), effective upon adoption on August 4, 2008. The revisions revise the provisions relating to the notice that a shareholder nominating a person for director~~ of ~~the~~preparing ~~Company~~and orfiling ~~wishing~~periodic toreports ~~bring new~~and business before the annual meeting of shareholders must provide to the nominating committee or secretary to require such notice to include certain information with respect to the extent to which the shareholder providing the notice has entered into any hedging transaction or other ~~arrangement~~filings with the ~~effect~~ orCommission ~~intent or otherwise managing benefit, loss or risk of share price changes or increasing or decreasing such shareholder’s voting power~~ in ~~the Company’s~~comparison ~~securities.~~to ~~The revisions also require this information be provided for persons that hold shares of~~ the Company’s stock of record or beneficially and are (i) controlling or acting in concert with the shareholder providing the notice, (ii) the beneficial owner of shares of the Company’s common stock held of record by the shareholder giving the notice, or (iii) any affiliate of such a person (a “Shareholder Associated Person”). In addition, the revisions clarify that the shareholder notice should provide information with respect to the number of shares held both of record and beneficially by the shareholder providing the notice and any Shareholder Associated Person as well as the name and address of any such Shareholder Associated Person. Finally, the revisions provide that no person shall be eligible to serve as a director of the Company unless nominated in accordance with the procedures set forth in the Bylaws and that no new business shall be brought before a meeting of stockholders except in accordance with the Bylaws.size;

~~In addition,~~o the ~~revisions~~amount toof ~~Article~~time ~~II,~~senior ~~Section~~management 15is ~~clarify~~required ~~that~~to ~~the~~devote ~~advance notice provisions set forth therein apply with respect~~ to ~~all~~ matters related to ~~be brought before~~ the Company’s ~~annual~~public ~~meeting~~reporting byobligations aas ~~shareholder,~~opposed ~~whether~~to ortime ~~not~~concentrating ~~the proxy~~on ~~rules set forth under~~ the ~~Securities~~Company’s ~~Exchange~~business; ~~Act of 1934 apply to such matter.~~and

~~Finally, the~~o ~~Board added a new Section 16, Article II to~~ the ~~Bylaws~~already tolimited ~~clarify~~trading ~~that in addition~~volume ~~to complying with the Bylaws, shareholders must also comply with all applicable requirements of the Securities Exchange Act of 1934~~ and ~~the~~liquidity ~~rules and regulations~~in ~~thereunder with respect to director nominations and~~ the ~~proposal of new~~Company’s ~~business~~common stock.

~~The~~Upon the ~~full text~~effectiveness of the ~~Bylaws,~~deregistration asof ~~amended~~the ~~and~~Company’s ~~restated~~common stock, isthe ~~filed~~Company will asno ~~Exhibit~~longer 3be a public reporting company.1 We ~~hereto~~anticipate that our common stock will continue to be quoted on the Over-the-Counter Bulletin Board after deregistration to the extent market markers continue to make a market in the common stock. The Company can make no assurance, however, that any broker will continue to make a market in the Company’s common stock and that trading will continue.

~~Section~~In 9addition, -the ~~Financial~~Company ~~Statements~~will continue to file financial reports with its federal regulator and, ~~Exhibits~~going forward, financial information about the Company will be available on our website.

On July 24, 2009, the Company issued a press release announcing its intention to terminate the registration of its common stock, which is filed as Exhibit 99.1 to this current Report on Form 8-K.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed herewith:

399.1 Press Release ~~Bylaws~~dated ofJuly ~~SFSB~~24, ~~Inc~~2009.~~, as amended and restated.~~

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.

SFSB, INC.

	SFSB, INC.


Date: July 24, 2009	By:	/s/ Philip E. Logan
		Philip E. Logan, President

~~Date: August 5, 2008~~4

Philip E. Logan, President

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