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): September 1728, 2012

POLONIA BANCORP

(Exact Name of Registrant as Specified in Its Charter)

United States	0- 52267	41-2224099
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation or organization)	File Number)	Identification No.)

3993 Huntingdon Pike, 3rd Floor, Huntingdon Valley, Pennsylvania 19006 ~~(Address of principal executive offices) (Zip Code)~~

(Address of principal executive offices) (Zip Code)

(215) 938-8800

(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:

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

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

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

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

Item 8.01

Other Events.

On September 1728, 2012, Polonia Bancorp~~, a~~ ~~federal corporation, announced that, based on the preliminary results of the subscription and community offering of Polonia Bancorp, Inc.~~ (~~“new Polonia Bancorp” or~~ the “Company”), holding ~~the~~company ~~Company has not yet received orders~~ for aPolonia ~~sufficient number~~Bank, ofannounced ~~shares~~that ~~to complete~~ the ~~offering.~~Company’s InPlan ~~order to complete the offering, the Board~~ of ~~Directors~~Conversion ~~has determined to increase the maximum purchase limitations in the offering~~ and ~~offer~~Reorganization ~~those~~was ~~persons~~approved ~~who~~by ~~subscribed for the initial maximum number~~ members of ~~shares in~~Polonia ~~the~~MHC ~~subscription~~ and ~~community offering~~ the ~~opportunity~~shareholders ~~to increase their orders. The maximum purchase limitation has been increased from 37,500 shares to 5.0%~~ of the ~~shares~~Company ~~sold in the offering (65,078 shares and 76,562 shares~~ at ~~the~~separate ~~minimum~~meetings ~~and~~held ~~midpoint~~on ofSeptember ~~the offering range~~27, ~~respectively)~~2012.

AThe ~~copy~~Company ofalso announced that new Polonia Bancorp, Inc. has received orders to purchase common stock sufficient to complete the ~~press~~offering ~~release~~being isconducted ~~included~~in connection with the second-step asconversion ~~Exhibit~~of 99Polonia Bank. A total of 1,307,253 toshares ~~this~~of ~~report~~common stock will be sold in the subscription and iscommunity offering ~~incorporated~~at ~~herein~~$8.00 per share, including 88,239 shares to be purchased by ~~reference~~the Polonia Bank Employee Stock Ownership Plan. The conversion and offering are expected to be completed on October 3, 2012.

~~Item~~A ~~9.01~~copy ~~Financial~~of ~~Statements~~the press release is filed as Exhibit 99.1 hereto and ~~Exhibits~~incorporated by reference.

~~(d)~~ Item 9.01 Financial Statements and Exhibits.

	Number	Description
	99.1	Press Release dated September 17, 2012

(d) Exhibits

~~SIGNATURES~~Number Description

~~Pursuant~~99.1 toPress ~~the~~Release ~~requirements~~dated ofSeptember ~~the Securities Exchange Act of 1934~~28, ~~the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~2012

	POLONIA BANCORP
Date: September 17, 2012	By:	/s/ Paul D. Rutkowski
		Paul D. Rutkowski
		Chief Financial Officer and
		Corporate Secretary

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 thereunto duly authorized.

	POLONIA BANCORP


Date: September 28, 2012	By:	Paul D. Rutkowski
		Paul D. Rutkowski
		Chief Financial Officer and
		Corporate Secretary

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