UNITED STATES

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

Date of Report
(Date of earliest
event reported):	April 28, 2010

_______________________

Date of Report

(Date of earliest

event reported): June 2, 2010

TierOne Corporation

(Exact name of registrant as specified in its charter)

Wisconsin	000-50015	04-3638672
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1235 “N” Street, Lincoln, Nebraska 68508

(Address of principal executive offices, including zip code)

(402) 475-0521

(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 1.0201. ~~Termination~~Entry ofinto a Material Definitive Agreement.

~~On May 3,~~Cease ~~2010, TierOne Corporation, a Wisconsin corporation (the “Company”), received notice from Great Western Bank terminating the Branch Purchase Agreement, dated as of September 3, 2009, by~~ and ~~among~~Desist the Company, TierOne Bank (the “Bank”) and Great Western Bank. Pursuant to the terms of the Branch Purchase Agreement, either party had the right to terminate the Branch Purchase Agreement if the transactions contemplated by the agreement were not completed by May 3, 2010. No termination fee is payable by the Company as a result of the termination of the Branch Purchase Agreement.Orders

AsOn June ~~previously~~2, ~~reported~~2010, TierOne Corporation (the “Company”) ~~and~~consented to the ~~Bank~~issuance ~~had~~of ~~received~~an ~~notification~~Order ~~from~~to Cease and Desist (the “Company Cease and Desist Order”) by the Office of Thrift Supervision, the Company’s primary federal regulator (the “OTS”),. The Company Cease and Desist Order requires the ~~Bank’s~~Company ~~primary~~to ~~regulator,~~adhere ~~that~~to the enhanced management oversight restrictions required by the Supervisory Agreement that TierOne Bank’s ~~application~~(the to“Bank”) ~~sell~~entered ~~deposits~~into on January 15, ~~selected~~2009, ~~loans~~which ~~and~~include, ~~other~~but ~~assets~~are ~~associated~~not limited to, restrictions on paying dividends, incurring debt, engaging in transactions with 32affiliates, and actions related to management and the board of directors. In addition, the ~~Bank’s~~Company ~~branch~~Cease ~~offices~~and toDesist ~~Great~~Order ~~Western~~provides ~~Bank~~that ~~was~~by July 15, 2010, the ~~denied. Under~~Company will submit to the ~~terms~~OTS ofa capital plan covering the ~~Branch~~period ~~Purchase~~beginning ~~Agreement~~with the quarter ending June 30, ~~OTS~~2010 through the quarter ending December 31, 2011, ~~approval~~which ~~was~~at a ~~condition~~minimum needs to ~~closing~~address, among other things, the ~~transactions~~establishment ~~contemplated~~of bya minimum tangible capital ratio commensurate with the ~~Branch~~Company’s stand alone risk ~~Purchase~~profile; ~~Agreement. As~~specific astrategies for increasing and maintaining tangible equity capital; operating strategies to achieve net income levels that will result, in profitability and adequate debt service without reliance on dividends from the Bank; ~~transactions~~and ~~could~~specific ~~not~~plans beto reduce the risks to the Company from its current ~~completed~~debt servicing requirements.

~~On April~~The ~~30, 2010, the~~ Company ~~issued~~Cease aand ~~press~~Desist ~~release~~Order became effective ~~announcing~~June it3, ~~had~~2010 ~~received~~and ~~the aforementioned~~remains ~~notice~~in ~~from~~effect ~~the~~until ~~OTS. The~~terminated, ~~full~~modified or ~~text~~suspended ofby the ~~press release is included in this document as Exhibit 99~~OTS.1.

~~Item~~Also on June 2~~.06.~~, ~~Material~~2010, ~~Impairments~~the Bank consented to the issuance of an Order to Cease and Desist (the “Bank Cease and Desist Order”) by the OTS, the Bank’s primary federal regulator. Among other things, the Bank Cease and Desist Order provides that:

~~The Company~~• isBy ~~the~~June ~~holding~~30, ~~company for the Bank. On a quarterly basis~~2010, ~~the~~ ~~Bank is required to file a Thrift Financial Report (“TFR”) with~~ the ~~OTS. The~~ ~~TFR requires the~~ Bank toshall ~~report~~develop ~~various~~an ~~information, including~~individual ~~financial~~workout ~~statement~~plan ~~and~~for ~~supplemental~~each ~~data,~~adversely ~~regarding~~classified ~~the~~loan ~~Bank’s performance~~ and ~~financial~~loan ~~condition~~designated ~~for~~special ~~and~~mention as of ~~the~~$500,000 ~~quarter~~or ~~covered by the TFR~~more.

On• ~~April 30,~~Effective ~~2010~~immediately, the Bank ~~filed~~shall ~~its~~comply ~~TFR~~with ~~for~~its ~~the~~amended ~~quarter~~appraisal ~~ended March 31~~policy, ~~2010. The~~ ~~TFR reflected a loan loss provision~~ and aby ~~loss~~June ~~provision for other real estate owned of approximately $15.6 million and $4.3 million~~30, ~~respectively,~~ ~~for the three months ended March 31,~~ 2010~~. The~~ ~~loss provisions~~shall ~~for~~submit ~~the first quarter reflect (1) the receipt of recent, updated appraisals which show continued deterioration of property values in selected markets; (2) steps undertaken by management~~ to ~~dispose of~~ the ~~Bank’s~~OTS ~~problem assets;~~a ~~and~~written ~~(3)~~plan ~~management’s~~for ~~response~~compliance towith ~~continued deterioration in~~ the ~~Bank’s loan~~appraisal ~~portfolio~~policy ~~resulting~~that ~~from~~requires ~~ongoing~~a ~~economic~~monthly ~~challenges~~appraisal ~~generally~~tracking ~~and, in particular, challenges in the real estate market~~report.

As• ~~a result~~By ofJune ~~the~~30, ~~net loss reported in the above-referenced TFR~~2010, the Bank’s ~~minimum core~~shall ~~capital~~revise ~~ratio,~~its aswritten ofpolicy ~~March~~for 31identifying, ~~2010~~monitoring, ~~was~~and ~~approximately~~controlling ~~2.66%,~~risks ~~which~~associated ~~is below~~with ~~the~~concentration ~~elevated ratio~~ of ~~8.50%~~credit ~~required by the OTS (the regulatory core capital ratio normally required~~ to beensure ~~deemed~~that ~~“well~~it ~~capitalized”~~addresses ~~is 5.00%). The~~all ~~Bank’s~~corrective ~~total~~actions ~~risk-based~~set ~~capital~~forth ~~ratio,~~in ~~as of March 31, 2010, was approximately 4.86%, which is below~~ the ~~11.00% required by the~~ OTS ~~(the~~ ~~regulatory~~Report ~~total~~of ~~risk-based~~Examination ~~capital~~of ~~ratio~~the ~~normally~~Bank ~~required~~dated toOctober be5, ~~deemed “well capitalized” is 10~~2009.~~00%).~~

~~Since September~~The ~~30, 2009, the~~ Bank ~~has been below both the enhanced capital~~ ~~requirements~~Cease ~~required~~and byDesist ~~the OTS as well as the ratios normally required to be~~Order became ~~deemed~~effective ~~“adequately~~June ~~capitalized” by the OTS. Further~~3, ~~the Bank~~2010 ~~is subject to a prompt corrective action directive~~ and ~~supervisory agreement. Failure~~remains ~~to comply with the terms of these regulatory actions within the applicable time frames provided could result~~ in ~~additional~~effect ~~orders~~until ~~or penalties~~terminated, ~~which could include further~~modified restrictions on the Company’s business, assessment of civil money penalties on the Company and the Bank, as well as the Company’s and the Bank’s respective directors, officers and other affiliated parties, termination of deposit insurance, removal of one or ~~more~~suspended ~~officers~~by ~~and/or directors, and~~ the ~~liquidation~~ ~~or other closure of the Bank~~OTS. ~~Generally, these enforcement actions will be lifted only after subsequent examinations substantiate complete correction of the underlying issues.~~

2Any material failure by the Company and the Bank to comply with the provisions of the Company Cease and Desist Order and/or the Bank Cease and Desist Order could result in further enforcement actions by the OTS. There can be no assurance that the Company or the Bank will be able to comply fully with the orders, or that efforts to comply with the orders will not have adverse effects on the operations and financial condition of the Company and/or the Bank.

A copy of the Company Cease and Desist Order and the Bank’s ~~TFR~~Cease ~~will~~and beDesist ~~made~~Order ~~available~~are included ~~soon~~as onExhibit 10.1 and Exhibit 10.2, respectively, and are incorporated herein by reference. The description of the ~~OTS’~~Company ~~website~~Cease and Desist Order and the Bank Cease and Desist Order set forth above does not purport to be complete, and is qualified by reference to the full text of the Company Cease ~~www~~and Desist Order and the Bank Cease and Desist Order, respectively.~~ots.treas.gov.~~

~~Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.~~-1-

~~On April~~Consent ~~28, 2010, the Company received a delisting determination letter from the staff of the Nasdaq Stock Market (“Nasdaq”) due~~ to ~~the Company~~Conservator ~~not~~or being in compliance with the filing requirement under NASDAQ Marketplace Rule 5250(c)(1). Noncompliance with this Nasdaq rule resulted from the Company’s delinquency in the filing of its periodic reports. The Company does not plan to appeal the delisting determination. The Company’s common stock will be delisted from the Nasdaq Global Select Market and the trading of the Company’s common stock will be suspended at the opening of business on May 7, 2010.Receiver

~~The~~On June ~~Company~~2, ~~currently~~2010, ~~anticipates~~the ~~that~~Bank ~~its~~consented ~~common~~to ~~stock~~the ~~will~~appointment beby ~~quoted on~~ the ~~Pink OTC~~OTS ~~Markets~~of ~~Inc.~~a ~~system,~~conservator ~~referred~~or receiver toof as the ~~“pink~~Bank ~~quotes,”~~should ~~and~~the isOTS ~~seeking~~determine ~~a market maker~~ to ~~effect~~make ~~this~~such ~~quotation~~an appointment. ~~There~~A iscopy noof ~~assurance~~the ~~that~~Agreement and Consent to the Appointment ~~Company’s~~of ~~common~~a ~~stock~~Conservator ~~will~~or beReceiver ~~quoted~~is inincluded ~~the~~as ~~pink~~Exhibit ~~quotes~~10.3 and is incorporated herein by reference.

On May 4, 2010, the Company issued a press release announcing that it had received the aforementioned notice from Nasdaq. The full text of the press release is included in this document as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits.

The following exhibits are attached to this Current Report on Form 8-K:

99.1 Press Release of TierOne Corporation, dated April 30, 2010.

	10.1	Company Order to Cease and Desist.

	10.2	Bank Order to Cease and Desist.

	10.3	Agreement and Consent to the Appointment of a Conservator or Receiver.

~~99.~~-2 ~~Press Release of TierOne Corporation, dated May 4, 2010.~~-

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.

	TIERONE CORPORATION
Date: May 4, 2010	By:	/s/ James A. Laphen
Date: June 3, 2010	By:	/s/ James A. Laphen
		James A. Laphen
		President

-Signature Page-

TIERONE CORPORATION

Exhibit Index to Current Report on Form 8-K

Exhibit

Number Description

9910.1 Company Order ~~Press~~to ~~Release~~Cease ofand ~~TierOne Corporation, dated April 30, 2010~~Desist.

9910.2 Bank Order ~~Press~~to ~~Release~~Cease ofand ~~TierOne Corporation, dated May 4, 2010~~Desist.

~~-Exhibit~~10.3 Agreement ~~Index-~~and Consent to the Appointment of a Conservator or Receiver.

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