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): ~~May~~June 1425, 2010

COLONIAL BANKSHARES, INC.

(Exact Name of Registrant as Specified in Charter)

Federal	0-51385	90-0183739
(State or Other Jurisdiction)	(Commission File No.)	(I.R.S. Employer
Identification No.)		of Incorporation)

2745 S. Delsea Drive. Vineland, New Jersey		08360
2745 S. Delsea Drive, Vineland, New Jersey		08360
(Address of Principal Executive Offices)		(Zip Code)
Registrant's telephone number, including area code:(856) 205-0058
Registrant's telephone number, including area code:	(856) 205-0058

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 (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 (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 15.0107. ~~Entry~~Submission ~~Into~~of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders.

On(a) ~~May~~The ~~14,~~Annual ~~2010,~~Meeting ~~Colonial~~of ~~Financial~~Stockholders ~~Services,~~of ~~Inc. (the “Company”),~~ Colonial Bankshares, ~~MHC, Colonial Bankshares,~~ Inc. ~~and Colonial Bank, FSB~~ (~~collectively,~~ the “~~Primary Parties~~Company”) ~~entered~~was ~~into~~held anon ~~Agency~~June ~~Agreement with Stifel~~25, Nicolaus & Company, Incorporated (“Stifel”), who will act as financial advisor during the Company’s stock offering and assist in the marketing of the Company’s common stock during its stock offering2010.

~~For~~(b) ~~these~~There ~~services,~~were ~~Stifel will receive an advisory and administrative fee of $30~~4,~~000~~440,246 ~~and a fee of 1.00% of the aggregate dollar amount of the~~ shares of common stock ~~sold~~of in the ~~subscription~~Company ~~and~~eligible ~~community~~to ~~offerings,~~be ~~excluding~~voted ~~shares~~at ~~purchased by~~ the ~~Primary~~Annual ~~Parties’~~Meeting ~~officers,~~and ~~directors~~4, ~~employees or the immediate family of such persons (“Insiders”)~~083,241 ~~including~~shares ~~trusts~~represented ofin ~~Insiders~~person ~~and~~or ~~the~~by ~~tax-qualified~~proxy ~~and~~at ~~non-qualified employee benefit plans of~~ the ~~Primary~~annual ~~Parties~~Meeting, orwhich ~~the~~constituted ~~Insiders.~~a ~~The~~quorum ~~advisory~~to ~~and~~conduct ~~administrative~~business ~~fee~~at ~~will be credited against~~ the ~~fee payable upon the consummation of the conversion~~meeting.

InThe ~~the~~items ~~event~~voted ~~that~~upon ~~Stifel~~at ~~sells common stock through a group of broker-dealers in a syndicated community offering, Stifel will receive a management fee not to exceed 6.0% of~~ the ~~aggregate~~Annual ~~dollar~~Meeting ~~amount of the common stock sold in the syndicated community offering. This fee will be in addition to the fee earned by Stifel in connection with the subscription~~ and ~~community offerings set forth above. Of this amount, Stifel will pass on to selected broker-dealers, who assist in~~ the ~~syndicated~~vote ~~community offering, an amount competitive with gross underwriting discounts charged at such time~~ for ~~comparable~~each ~~amounts~~proposal ofwere ~~stock~~as ~~sold at a comparable price per share in a similar market environment.~~follows:

1. The ~~Company~~approval ~~will also reimburse Stifel for its reasonable out-~~of~~-pocket~~ ~~expenses associated with its marketing effort, not to exceed $90,000. In addition,~~ the ~~Company~~Plan ~~will~~of ~~reimburse~~Conversion ~~Stifel for fees~~ and ~~expenses of its counsel not to exceed $110,000.~~Reorganization:

The shares of common stock are being offered pursuant to a Registration Statement on Form S-1 (Registration No. 333-165532) filed by the Company under the Securities Act of 1933, as amended, and a related prospectus dated May 14, 2010.

For		Withheld		Broker Non- Votes
3,528,941		198,432		355,868

2. The ~~foregoing~~election ~~description~~ of ~~the~~directors ~~terms~~ of the ~~Agency~~Company, ~~Agreement is qualified in its entirety by references~~ to ~~the~~serve ~~Agency~~for ~~Agreement,~~three ~~which~~year isterms ~~filed~~or asuntil ~~Exhibit~~their ~~1.1~~successors ~~hereto~~are elected and ~~incorporated by reference herein.~~qualified:

Item 9.01 Financial Statements and Exhibits

	For	Withheld	Broker Non- Votes
Edward J. Geletka	3,668,501	58,872	355,868

Hugh J. McCaffrey	3,673,479	53,894	355,868

Paul J. Ritter, III	3,673,479	53,894	355,868

	(d) Exhibits
	Exhibit	Description
	1.1	Agency Agreement dated May 14, 2010, by and among Colonial Financial Services, Inc., Colonial Bankshares, MHC, Colonial Bankshares, Inc., Colonial Bank, FSB and Stifel, Nicolaus & Company, Incorporated

The ratification of the appointment of ParenteBeard LLC as the independent registered public accounting firm for the year ending December 31, 2010:

For		Withheld		Broker Non- Votes
4,078,021		5,220		-

The approval of the adjournment of the annual meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the annual meeting to approve the Plan of Conversion and Reorganization:

For		Withheld		Broker Non- Votes
3,863,214		220,027		-

5A.

The approval of a provision in Colonial Financial Service, Inc.’s Articles of Incorporation requiring a super-majority vote to approve certain amendments to Colonial Financial Services, Inc.’s Articles of Incorporation:

For		Withheld		Broker Non- Votes
3,523,204		560,037		-

5B.

The approval of a provision in Colonial Financial Service, Inc.’s Articles of Incorporation requiring a super-majority vote of stockholders to approve stockholder-proposed amendments to Colonial Financial Services, Inc.’s Bylaws:

For		Withheld		Broker Non- Votes
3,520,256		562,985		-

5C.

The approval of a provision in Colonial Financial Services, Inc.’s Articles of Incorporation to limit the voting rights of shares beneficially owned in excess of 10% of Colonial Financial Services, Inc.’s outstanding voting stock.

*Note* such other business as may come before the meeting:

For		Withheld		Broker Non- Votes
3,523,149		560,092		-

(c)	Not applicable

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.

	~~COLONIAL BANKSHARES, INC.~~	COLONIAL BANKSHARES, INC.
DATE: May 19, 2010	By:	/s/ Edward J. Geletka
DATE: June 29, 2010	By:	/s/ L. Joseph Stella, III
		Edward J. Geletka
		L. Joseph Stella, III
		President and Chief Executive Officer
		Executive Vice President and Chief Financial Officer

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