10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended or   June 30, 2006

Commission File Number: 0-27672

NORTH CENTRAL BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Iowa	42-1449849
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

825 Central Avenue, Fort Dodge, Iowa	50501
(Address of principal executive offices)	(Zip Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes þ   No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨   No þ

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class	Outstanding at July 31, 2006
Common Stock, $.01 par value	1,423,653

NORTH CENTRAL BANCSHARES, INC.

INDEX

Part I. Financial Information

Item 1. Consolidated Condensed

Financial Statements (Unaudited)

Consolidated Condensed Statements of

Financial Condition at June 30, 2006

and December 31, 2005

Consolidated Condensed Statements of

Income for the Three and Six Months Ended

June 30, 2006 and 2005

Consolidated Condensed Statements of

Cash Flows for the Six Months Ended

June 30, 2006 and 2005

Notes to Consolidated Condensed Financial

Statements

Item 2. Management's Discussion and Analysis

of Financial Condition and Results of Operations 

Item 3. Quantitative and Qualitative Disclosures

About Market Risk

Item 4. Controls and Procedures

Part II.Other Information

Item 1. Legal Proceedings

Item 1A. Risk Factors

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Item 3. Defaults Upon Senior Securities

Item 4. Submission of Matters to a Vote of Security Holders

Item 5. Other Information

Item 6. Exhibits

Signatures

Exhibits

PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)

NORTH CENTRAL BANCSHARES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION

(Unaudited)

	June 30,		December 31,
ASSETS	2006		2005
Cash and due from banks: Interest-bearing	$	612,448	$	552,456
Noninterest-bearing		7,902,066		8,087,216
Securities available-for-sale		15,761,219		15,457,942
Federal Home Loan Bank stock, at cost		5,747,100		5,250,100
Loans receivable, net		439,027,122		430,278,191
Loans held for sale		935,150		737,838
Accrued interest receivable		2,133,644		2,146,102
Foreclosed real estate		1,497,324		1,142,901
Premises and equipment, net		12,181,879		10,962,248
Rental real estate		2,648,717		2,684,484
Title plant		671,704		925,256
Goodwill		4,946,960		4,970,800
Deferred taxes		1,144,966		953,676
Prepaid expenses and other assets		1,030,983		1,041,915
Total assets	$	496,241,282	$	485,191,125

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Deposits	$	335,912,700		$	334,337,583
Borrowed funds		113,425,684			102,443,743
Advances from borrowers for taxes and insurance		1,941,931			1,897,511
Dividends payable		470,795			438,684
Accrued expenses and other liabilities		2,077,146			1,795,104
Total liabilities		453,828,256			440,912,625
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock ($.01 par value, authorized 3,000,000 shares; none issued and outstanding)		-			-
Common stock ($.01 par value, authorized 15,500,000 shares; issued 2006, 1,426,653; 2005, 1,507,703 shares;   outstanding 2006, 1,423,653; 2005, 1,507,703 shares)		14,267			15,077
Additional paid-in capital		17,665,134			18,447,059
Retained earnings, substantially restricted		24,928,795			25,847,345
Accumulated other comprehensive gain (loss)		(76,220	)		(15,284	)
Treasury stock, at cost (3,000 shares)		(118,950	)		-
Unearned shares, employee stock ownership plan		-			(15,697	)
Total stockholders' equity		42,413,026			44,278,500
Total liabilities and stockholders' equity	$	496,241,282		$	485,191,125

See Notes to Consolidated Condensed Financial Statements

NORTH CENTRAL BANCSHARES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(Unaudited)

	Three Months Ended					Six Months Ended
	June 30,					June 30,
	2006		2005			2006		2005
Interest income:
Loans receivable	$	6,695,177	$	6,323,968		$	13,225,074	$	12,398,505
Securities and cash deposits		255,741		264,326			500,934		497,762
		6,950,918		6,588,294			13,726,008		12,896,267
Interest expense:
Deposits		2,368,459		1,928,802			4,587,893		3,729,836
Borrowed funds		1,294,084		1,153,153			2,526,522		2,248,602
		3,662,543		3,081,955			7,114,415		5,978,438
Net interest income		3,288,375		3,506,339			6,611,593		6,917,829
Provision for loan losses		60,000		70,000			120,000		120,000
Net interest income after provision for loan losses		3,228,375		3,436,339			6,491,593		6,797,829
Noninterest income:
Fees and service charges		1,042,051		990,435			2,301,101		1,820,978
Abstract fees		350,659		341,215			683,533		617,476
Provision for impairment on available-for-sale securities		-		(424,500	)		-		(679,500	)
Mortgage banking income		59,696		75,723			97,311		116,411
Other income		319,738		311,788			615,744		607,799
Total noninterest income		1,772,144		1,294,661			3,697,689		2,483,164
Noninterest expense:
Compensation and employee benefits		1,757,308		1,606,525			3,639,467		3,185,204
Premises and equipment		358,505		354,369			748,465		704,348
Data processing		163,919		145,900			325,692		287,673
Other expenses		938,866		920,429			1,881,031		1,771,076
Total noninterest expense		3,218,598		3,027,223			6,594,655		5,948,301
Income before income taxes		1,781,921		1,703,777			3,594,627		3,332,692
Provision for income taxes		525,250		671,070			1,097,000		1,224,450
Net income	$	1,256,671	$	1,032,707		$	2,497,627	$	2,108,242
Basic earnings per common share	$	0.88	$	0.67		$	1.72	$	1.38
Diluted earnings per common share	$	0.87	$	0.65		$	1.69	$	1.34
Dividends declared per common share	$	0.33	$	0.29		$	0.66	$	0.58
Comprehensive income	$	1,126,499	$	1,450,537		$	2,436,691	$	2,762,998

See Notes to Consolidated Condensed Financial Statements.

NORTH CENTRAL BANCSHARES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended June 30,
	2006			2005
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	2,497,627		$	2,108,242
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for loan losses		120,000			120,000
Depreciation		361,681			403,374
Amortization and accretion		229,627			209,147
Stock compensation		87,741			-
Deferred taxes		(155,087	)		(21,983	)
Effect of contribution to employee stock ownership plan		59,958			132,742
(Gain) on sale of foreclosed real estate and loans, net		(130,871	)		(150,225	)
Provision for impairment of available-for-sale securities & REO		82,035			679,500
Loss on disposal of equipment and other assets, net		35,348			26,796
Proceeds from sales of loans held for sale		7,300,697			8,250,937
Originations of loans held for sale		(7,400,698	)		(8,046,078	)
Change in assets and liabilities:
Accrued interest receivable		12,458			(60,368	)
Prepaid expenses and other assets		10,932			(96,876	)
Accrued expenses and other liabilities		282,042			226,309
Net cash provided by operating activities		3,393,490			3,781,517
CASH FLOWS FROM INVESTING ACTIVITIES
Net decrease in loans		11,426,680			535,600
Purchase of loans		(21,335,304	)		(16,674,102	)
Proceeds from sales of securities available-for-sale		258,600			609,200
Purchase of securities available-for-sale		(2,250,266	)		(659,300	)
Proceeds from maturities of securities available-for-sale		1,084,451			1,494,431
Purchase of premises and equipment and rental real estate		(1,553,499	)		(1,296,063	)
Proceeds from sale of premises and equipment		7,954			-
Other		659,011			436,318
Net cash (used in) investing activities		(11,702,373	)		(15,553,916	)
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposits		1,575,117			15,282,103
Net increase (decrease) in advances from borrowers for taxes and insurance		44,420			(82,709	)
Net change in short-term borrowings		-			(6,000,000	)
Proceeds from other borrowed funds		18,000,000			12,000,000
Payments on other borrowings		(7,018,059	)		(6,517,502	)
Purchase of common stock for retirement		(3,975,164	)		(295,052	)
Dividends paid		(911,747	)		(819,583	)
Issuance of common stock		469,158			278,150
Net cash provided by financing activities		8,183,725			13,845,407
Net increase (decrease) in cash		(125,158	)		2,073,008
CASH AND DUE FROM BANKS
Beginning		8,639,672			7,918,179
Ending	$	8,514,514		$	9,991,187
SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION
Cash payments for:
Interest paid to depositors	$	4,406,550		$	3,729,382
Interest paid on borrowings		2,526,564			2,248,673
Income taxes		959,417			1,187,672

See Notes to Consolidated Condensed Financial Statements.

NORTH CENTRAL BANCSHARES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

1.SIGNIFICANT ACCOUNTING POLICIES

The consolidated condensed financial statements for the three and six month periods ended June 30, 2006 and 2005 are unaudited. In the opinion of the management of North Central Bancshares, Inc. (the “Company”), these financial statements reflect all adjustments, consisting only of normal recurring accruals, necessary to present fairly these consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of results that may be expected for an entire year. Certain information and footnote disclosures normally included in complete financial statements prepared in accordance with generally accepted accounting principles have been omitted in accordance with the requirements for interim financial statements. The financial statements and notes thereto should be read in conjunction with the Company's 2005 Annual Report on Form 10-K.

The consolidated condensed financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

2.EARNINGS PER SHARE

The earnings per share amounts were computed using the weighted average number of shares outstanding during the periods presented. In accordance with Statement of Position No. 93-6, Employers' Accounting for Employee Stock Ownership Plans, issued by the American Institute of Certified Public Accountants, shares owned by First Federal Savings Bank of Iowa’s Employee Stock Ownership Plan that have not been committed to be released are not considered to be outstanding for the purpose of computing earnings per share. For the three-month period ended June 30, 2006, the weighted average number of shares outstanding for basic and diluted earnings per share computation were 1,428,867 and 1,448,262, respectively. For the six-month period ended June 30, 2006, the weighted average number of shares outstanding for basic and diluted earnings per share computation were 1,452,255 and 1,473,693, respectively. For the three-month period ended June 30, 2005, the weighted average number of shares outstanding for basic and diluted earnings per share computation were 1,532,123 and 1,577,353, respectively. For the six-month period ended June 30, 2005, the weighted average number of shares outstanding for the basic and diluted earnings per share computation were 1,529,393 and 1,577,588, respectively.

3.DIVIDENDS

On May 26, 2006, the Company declared a cash dividend on its common stock, payable on July 6, 2006 to stockholders of record as of June 16, 2006, equal to $0.33 per share.

4.GOODWILL

As of January 1, 2002, the Company adopted Statement of Financial Accounting Standards (SFAS) No. 142, Goodwill and Other Intangible Assets that eliminated the amortization and required a goodwill impairment test. The Company completed the goodwill impairment test during the year ended December 31, 2005 and has determined that there has been no impairment of goodwill.

As of June 30, 2006 and December 31, 2005, the Company had goodwill of $4,946,960 and $4,970,800, respectively. There was no goodwill impairment loss or amortization related to goodwill during the three and six months ended June 30, 2006 or June 30, 2005. Goodwill declined $23,840 during the three months ended June 30, 2006, due to the disposition of certain subsidiary assets.

5.STOCK OPTION PLAN

The Company has a share-based compensation plan, which is described below. The share-based compensation charged against income for the three and six months ended June 30, 2006 were $36,120 and $87,741, respectively. The total income tax benefit recognized in the income statement for the share-based compensation for the three and six months ended June 30, 2006 were $13,473 and $32,727, respectively.

In 1996, the shareholders of the Company ratified the 1996 Incentive Stock Option Plan (the “Plan”), which permitted the grant of 441,105 shares of common stock to its directors and employees. The Plan was intended to promote stock ownership by directors and selected officers of the Company to increase their proprietary interest in the success of the Company and to encourage them to remain in the employment of the Company or its subsidiaries. Awards granted under the Plan may have included incentive stock options, nonqualified stock options, and limited rights which are exercisable only upon change in control of First Federal Savings Bank of Iowa (the “Bank”) or the Company. The Plan provided for the grant of options at an exercise price equal to the market price of the Company’s stock on the date of grant. The option awards have a 10-year contractual term. Options granted to officers vest in five equal annual installments commencing on the first anniversary of the grant date and continuing each anniversary date thereafter. The options granted to officers expire ten years from the date of grant unless an earlier expiration date is triggered by death, disability, retirement or termination, as described in the Plan. Options granted to directors are vested immediately and expire ten years from the date of grant, unless an earlier expiration date is triggered by removal for cause. All awards were nonqualified stock options. Effective April 2006, upon shareholder approval of the North Central Bancshares, Inc. 2006 Stock Incentive Plan, no further awards under the Plan may be granted.

On April 28, 2006, the shareholders of the Company approved the Company’s adoption of the North Central Bancshares, Inc. 2006 Stock Incentive Plan (the “2006 Plan”), which permitted the grant of 125,000 shares of common stock to its directors and officers. The 2006 Plan is intended to promote growth and profitability, to provide certain key officers and non-employee directors of the Company with an incentive to achieve corporate objectives, to attract and retain individuals of outstanding competence, and to provide such individuals with an equity interest in the Company. Awards granted under the 2006 Plan may include stock options, restricted stock options, and stock appreciation rights. The 2006 Plan provides for the grant of options at an exercise price no less than the market price of the Company’s stock on the date of grant. The option awards may have a contractual term up to 10 years. The 2006 Plan will be administered by the Compensation Committee of the board of directors, including determining the type of awards made and establishing other terms and conditions applicable to the award.

On January 1, 2006, the Company adopted SFAS No. 123(R), Share-Based Payment. This Statement revised SFAS Statement No. 123, Accounting for Stock-Based Compensation, amends SFAS Statement No. 95, Statement of Cash Flows, and supersedes Accounting Principles Board (APB) Opinion No. 125, Accounting for Stock Issued to Employees. Upon adoption of SFAS No. 123(R), the Company used the modified prospective transition method. The modified prospective method requires that compensation expense be recorded for all non-vested options beginning with the first quarter after adoption. SFAS No. 123(R) requires that all share-based compensation now be measured at fair value and recognized as an expense in the income statement. The Company estimates the fair value of each option award on the date of grant using the Black-Scholes method. The Company uses historical data to estimate the expected term of the options granted, volatilities, and other factors. Expected volatilities are based on the historical volatility of the Company’s stock over a period of time equal to the expected lives of the options granted. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The dividend rate is equal to the dividend rate in effect on the date of grant. The Company used the following weighted-average assumptions for grants in 2006 and 2005, respectively: dividend rates of 3.3% and 2.9%, price volatility of 21.7% and 15.3%, risk-free interest rates of 4.4% and 4.1%, and expected lives of 8 years for all periods.

A summary of option activity under the Plan as of June 30, 2006, and changes during the six months ended June 30, 2006, is presented below:

Options	Shares			Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at January 1, 2006		102,600		$	25.90
Granted		23,000			38.46
Exercised		(18,200	)		18.26
Forfeited or expired		--			--
Outstanding at June 30, 2006		107,400		$	29.89		6.6	$	988,755
Vested/exercisable at June 30, 2006		70,100		$	26.06		5.3	$	918,717

The weighted-average grant-date fair value of options granted during the six months ended June 30, 2006 and 2005, was $8.08 and $6.96, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2006 and 2005, was $366,535 and $298,475, respectively.

A summary of the Company’s nonvested shares as of June 30, 2006, and changes during the six months ended June 30, 2006, is presented below:

Nonvested Shares	Shares			Weighted-Average Grant-Date Fair Value
Nonvested at January 1, 2006		26,500		$	5.83
Granted		23,000			8.08
Vested		(12,200	)		7.07
Forfeited		--			-
Nonvested at June 30, 2006		37,300			6.81

As of June 30, 2006, there was $216,883 of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the Plan. That cost is expected to be recognized over a weighted-average period of 4.3 years. The total fair value of shares vested during the six months ended June 30, 2006, was $86,242.

The pro forma disclosures previously permitted under SFAS No. 123, Accounting for Stock-Based Compensation, are no longer an alternative to financial statement recognition. SFAS No. 123 established a fair value based method for financial accounting and reporting for stock-based employee compensation plans and for transactions in which an entity issued its equity instruments to acquire goods and services from nonemployees. However, the standard allowed compensation to continue to be measured by using the intrinsic value based method of accounting prescribed by APB No. 25, Accounting for Stock Issued to Employees, but required expanded disclosures. The Company had elected to apply the intrinsic value based method of accounting for stock options issued to employees. Accordingly, prior to January 1, 2006, no compensation cost had been recognized by the Company in its financial statements. Had compensation cost for the Plan been determined based on the grant date fair values of awards (the method described in SFAS No. 123), the approximate reported net income and earnings per common share would have been decreased to the pro forma amounts shown below:

	Three Months Ended June 30, 2005			Six Months Ended June 30, 2005
Net income, as reported	$	1,032,707		$	2,108,242
Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of related tax effects		(1,264	)		(33,872	)
Pro forma net income	$	1,031,443		$	2,074,370
Earnings per common share - basic:
As reported	$	0.67		$	1.38
Pro forma		0.67			1.36
Earnings per common share - assuming dilution:
As reported	$	0.65		$	1.34
Pro forma		0.65			1.31

6.RECENT ACCOUNTING PRONOUNCEMENTS

In February 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard No. 155, Accounting for Certain Hybrid Financial Instruments. SFAS No. 155 is an amendment of SFAS No. 133, Accountingfor Derivative Instruments and Hedging Activities, and SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. This Statement eliminates the exemption from applying Statement 133 to interests in securitized financial assets so that similar instruments are accounted for similarly regardless of the form of the instruments. The Statement also allows an entity to elect fair value measurement at acquisition, at issuance, or when a previously recognized financial instrument is subject to a remeasurement event, on an instrument-by-instrument basis. This Statement is effective for the Company beginning on January 1, 2007. The Company does not expect this Statement to have a material effect on its financial condition or results of operations.

In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial Assets. SFAS No. 156 is an amendment of SFAS No. 140. SFAS No. 156 requires an entity to recognize a servicing asset or liability each time it undertakes an obligation to service a financial asset and requires each servicing asset or liability to be initially measured at fair value. Entities are permitted to choose the fair value measurement method or the amortization method for subsequent reporting periods. This Statement is effective for the Company beginning on January 1, 2007. The Company is assessing the impact of this pronouncement.

In June 2006, the FASB issued Interpretation No. 48 (“FIN 48”), Accounting for Uncertainty in Income Taxes-an interpretation of FASB Statement No. 109, to clarify certain aspects of accounting for uncertain tax positions, including issues related to the recognition and measurement of those tax positions. This interpretation is effective for fiscal years beginning after December 15, 2006. The Company is in the process of evaluating the impact of this interpretation and believes that any entry will not have a material effect on the Company’s consolidated financial position or results of operations.

7.RECLASSIFICATIONS

Certain amounts in the prior period financial statements have been reclassified, with no effect on net income or stockholders’ equity, to be consistent with the current period classification.

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EXPLANATORY NOTE

This Quarterly Report on Form 10-Q contains forward-looking statements consisting of estimates with respect to the consolidated financial condition, results of operations and business of the Company and its subsidiaries, including the Bank, that are subject to various factors which could cause actual results to differ materially from these estimates. These factors include changes in general, economic, market, legislative and regulatory conditions, and the development of an interest rate environment that adversely affects the interest rate spread or other income anticipated from the Company's operations and investments. The Company's actual results may differ from the results discussed in the forward-looking statements. The Company disclaims any obligation to publicly announce future events or developments that may affect the forward-looking financial statements contained herein.

Executive Overview

The Company’s business strategy is to operate the Bank as a well-capitalized, profitable and independent community-oriented savings bank. Specifically, the Company’s business strategy incorporates the following elements: (1) increasing loan and deposit balances in existing branch offices as well as by establishing de novo branch offices in markets where population growth trends are positive, such as the Des Moines, Iowa metropolitan area; (2) maintaining high asset quality by emphasizing investment in residential mortgage, multifamily and commercial real estate loans and consumer loans; (3) emphasizing growth in core deposits, which includes demand deposit, NOW, money market and savings accounts; (4) maintaining capital in excess of regulatory requirements; (5) controlling noninterest expense; (6) managing interest rate risk exposure; and (7) increasing noninterest income through increases in fees, service charges and sales of noninsured products.

The purpose of this summary is to provide an overview of the items that management focuses on when evaluating the condition of the Company and our success in implementing our stockholder value strategy. Our stockholder value strategy has three major themes: (1) enhancing our shareholders’ value; (2) making our retail banking franchise more valuable; and (3) efficiently utilizing our capital.

Management believes the following points were the most important to that analysis this quarter:

• The Company has effectively managed its capital since the Company’s inception in 1996. Annual dividends per share have increased from $0.25 per share in 1997 to $1.16 per share in 2005. In 2006, the Company increased its quarterly dividend 13.8%, to $0.33 per share. An active stock repurchase program has also been consistently used by the Company to manage capital and increase earnings per share. The Company repurchased 16,400 and 102,250 shares during the three and six months ended June 30, 2006. As of June 30, 2006, the Company has repurchased 2,887,804 shares at a cost of $58.1 million, since its inception.

• The Bank has opened new offices in market areas where population growth trends are positive. New offices were opened in Ankeny, Iowa in February 2003 and in Clive, Iowa in March, 2004. In August 2006, the Bank opened its Jordan Creek Town Center office in West Des Moines, Iowa. With the opening of the West Des Moines office, the Bank has eleven full service locations, including three in the Des Moines metro area, which is Iowa’s largest metropolitan area. The Company will continue to analyze de novo branch opportunities in the Des Moines metropolitan area. Noninterest expenses have increased during the three and six months ended June 30, 2006 and the years ended December 31, 2005, 2004 and 2003 in part due to the Company’s strategy of opening de novo branch offices. We believe that this strategy will result in loan and deposit growth for the Company, but will negatively impact net earnings until each de novo branch achieves profitability.

• On January 1, 2006, the Company adopted Statement of Financial Accounting Standards No. 123(R), Share-Based Payment. SFAS No. 123(R) requires that all share-based compensation now be measured at fair value and recognized as expense in the income statement. Upon adoption of SFAS No. 123(R), the Company used the modified prospective transition method. The modified prospective method requires that compensation expense be recorded for all non-vested options beginning with the first quarter after adoption. Share-based compensation for the three and six months ended June 30, 2006 was $36,120 and $87,741, respectively.

• The Company’s exposure to interest rate risk has increased from the prior year. This is primarily due to the growth of interest-bearing liabilities in higher cost certificates of deposit and borrowed funds. Also contributing to the increase of the cost of funds is the shift of lower cost non-maturing deposits into higher cost short-term certificates of deposit.

• Noninterest income for the quarter ended June 30, 2006, increased primarily due to a $424,500 provision for impairment of available-for-sale securities recorded in the second quarter of 2005.

• Management believes that the allowance for loan losses is adequate. The allowance for loan losses to nonaccrual loans was 542% at June 30, 2006. Net annualized chargeoffs as of June 30, 2006 were 0.03% of total loans and have averaged 0.05% of total loans for the past five years. During the six months ended June 30, 2006, the Company’s net loan portfolio increased $8.7 million, or 2.0%. A significant portion of this increase consisted of increases in commercial real estate, multi-family real estate and consumer loans. The Company’s provision for loan losses for the three and six months ended June 30, 2006 was $60,000 and $120,000, respectively.

• Purchases of out of state real estate loans remain an integral part of the Company’s business plan. The Company has continued to purchase out of state real estate loans to supplement local mortgage loan originations and to diversify its mortgage loan portfolio geographically.

FINANCIAL CONDITION

Total assets increased $11.0 million, or 2.3%, to $496.2 million at June 30, 2006, from $485.2 million at December 31, 2005. The increase in assets was primarily due to the increase in net loans receivable and premises and equipment, net.

Loans receivable, net, increased by $8.7 million, or 2.0%, to $439.0 million at June 30, 2006, from $430.3 million at December 31, 2005, primarily due to the origination of $28.6 million of first mortgage loans primarily secured by one-to-four family residences and commercial real estate; the purchase of $21.3 million of first mortgage loans secured by multifamily, commercial real estate, and one-to-four family residences; and the origination of $15.4 million of second mortgage loans during the six months ended June 30, 2006. These purchases and originations were offset in part by payments and prepayments of $57.7 million and loan sales of $7.2 million during the six months ended June 30, 2006. The Company sells substantially all fixed-rate loans with maturities in excess of 15 years in the secondary mortgage market in order to reduce interest rate risk.

Deposits increased $1.6 million, or 0.5%, to $335.9 million at June 30, 2006, from $334.3 million at December 31, 2005, primarily reflecting an increase in certificates of deposit, offset in part by decreases in checking, NOW, savings and money market account balances. The increase in certificates of deposit is primarily due to the utilization of brokered certificates of deposit, which increased $5.6 million for the six months ended June 30, 2006. Borrowings, primarily Federal Home Loan Bank (the “FHLB”) advances, increased $11.0 million, or 10.7%, to $113.4 million at June 30, 2006, from $102.4 million at December 31, 2005. The Company utilized the increase in deposits and borrowed funds to fund loan growth.

Total stockholders' equity decreased $1.9 million, or 4.2%, to $42.4 million at June 30, 2006, from $44.3 million at December 31, 2005, primarily due to stock repurchases, declared dividends, and an increase in the unrealized loss on securities available-for-sale, offset in part by earnings and the exercise of stock options. During the six months ended June 30, 2006, the Company repurchased $4.0 million, or 102,250 shares, of common stock at prevailing market prices averaging $38.88 per share.

The Office of Thrift Supervision (the "OTS") requires that the Bank meet minimum tangible, leverage (core) and risk-based capital requirements. As of June 30, 2006, the Bank exceeded all of its regulatory capital requirements. The Bank's required, actual and excess capital levels as of June 30, 2006 were as follows:

	Amount		Percentage of Assets
	(Dollars in thousands)
Tangible capital:
Capital level	$	35,882		7.28	%
Less Requirement		7,393		1.50	%
Excess	$	28,489		5.78	%
Core capital:
Capital level	$	35,882		7.28	%
Less Requirement		19,712		4.00	%
Excess	$	16,170		3.28	%
Risk-based capital:
Capital level	$	39,232		11.61	%
Less Requirement		27,076		8.00	%
Excess	$	12,156		3.61	%

LIQUIDITY AND CAPITAL RESOURCES

The Company's primary sources of funds are cash provided by operating activities (including net income), certain financing activities (including increases in deposits and proceeds from borrowings) and certain investing activities (including principal payments on loans and maturities, calls and proceeds from the sale of securities). During the first six months of 2006 and 2005, principal payments, prepayments, and proceeds from sale of loans totaled $64.9 million and $58.0, respectively. The net increase in deposits during the first six months of 2006 and 2005 totaled $1.6 million and $15.3 million, respectively. The proceeds from borrowed funds during the six months ended June 30, 2006 and 2005 totaled $18.0 million and $12.0 million, respectively. The net (decrease) increase in short term borrowings during the six months ended June 30, 2006 and 2005 totaled $0.0 million and ($6.0) million, respectively. During the first six months of 2006 and 2005, the proceeds from the maturities, calls and sales of securities totaled $1.3 million and $2.1 million, respectively. Cash provided from operating activities during the first six months of 2006 and 2005 totaled $3.3 million and $3.8 million, respectively. The Company's primary use of funds is to originate and purchase loans, purchase securities available-for-sale, repay borrowed funds and other financing activities. During the first six months of 2006 and 2005, the Company's gross purchases and origination of loans totaled $71.2 million and $73.0 million, respectively. The purchase of securities available-for-sale for the six months ended June 30, 2006 and 2005 totaled $2.3 million and $659,000 respectively. The repayment of borrowed funds during the first six months of 2006 and 2005 totaled $7.0 million and $6.5 million, respectively. For additional information about cash flows from the Company's operating, financing and investing activities, see the Consolidated Condensed Statements of Cash Flows in the Company’s financial statements included as Item 1 of this report.

OTS regulations require the Company to maintain sufficient liquidity to ensure its safe and sound operation.

The Company has a line of credit agreement in the amount of $3.0 million with an unaffiliated bank. As of June 30, 2006, there were no borrowings outstanding on this line of credit. The Company may use this line of credit to fund stock repurchases in the future and for general corporate purposes.

On April 6, 2006, the Company paid a quarterly cash dividend of $0.33 per share on common stock outstanding as of the close of business on March 17, 2006, aggregating $473,000. On May 26, 2006, the Company declared a quarterly cash dividend of $0.33 per share payable on July 6, 2006 to shareholders of record as of the close of business on June 16, 2006, aggregating $471,000.

RESULTS OF OPERATIONS

Net Income. Net income increased by $224,000 to $1.26 million for the quarter ended June 30, 2006, compared to $1.03 million for the quarter ended June 30, 2005. Net income is an aggregate of net interest income, noninterest income, noninterest expense and income tax expense. The increase in net income was primarily due to an increase in noninterest income and a decrease in income tax expense, offset in part by a decrease in net interest income and an increase in noninterest expense.

Net income increased by $389,000 to $2.50 million for the six months ended June 30, 2006, compared to $2.11 million for the six months ended June 30, 2005. The increase in net income was primarily due to an increase in noninterest income and a decrease in income tax expense, offset in part by an increase in noninterest expense and a decrease in net interest income.

Net Interest Income. Net interest income before provision for loan losses decreased by $218,000 to $3.29 million for the quarter ended June 30, 2006, from $3.51 million for the quarter ended June 30, 2005. The decrease is primarily due to an increase in the average balance of interest-bearing liabilities and an increase in the average cost of funds, offset in part by an increase in the average balance of interest-earning assets and an increase in the yield on interest-earning assets. The interest rate spread (i.e., the difference in the average yield on assets and average cost of liabilities) decreased to 2.62% for the quarter ended June 30, 2006, from 2.93% for the quarter ended June 30, 2005. The decrease in interest rate spread primarily reflects the increase in the overall cost of interest-bearing liabilities, offset in part by an increase in the yield on interest-earning assets. The increase in the cost of interest-bearing liabilities primarily reflects the repricing of interest-bearing liabilities at higher current market interest rates and the growth of interest-bearing liabilities in higher cost certificates of deposit and borrowed funds. Also contributing to the increase of the cost of funds is the continuing shift of lower cost non-maturing deposits into higher cost short-term certificates of deposit.

Net interest income before provision for loan losses decreased by $306,000 to $6.61 million for the six months ended June 30, 2006, from $6.92 million for the six months ended June 30, 2005. The decrease is primarily due to an increase in the average balance of interest-bearing liabilities and an increase in the average cost of funds, offset in part by an increase in the average balance of interest-earning assets and an increase in the yield on interest-earning assets. The interest rate spread (i.e., the difference in the average yield on assets and average cost of liabilities) decreased to 2.62% for the six months ended June 30, 2006, from 2.92% for the six months ended June 30, 2005. The decrease in interest rate spread primarily reflects the increase in the overall cost of interest-bearing liabilities, offset in part by an increase in the yield on interest-earning assets. The increase in the cost of interest-bearing liabilities primarily reflects the repricing of interest-bearing liabilities at higher current market interest rates and the growth of interest-bearing liabilities in higher cost certificates of deposit and borrowed funds. Also contributing to the increase of the cost of funds is the shift of lower cost non-maturing deposits into higher cost short-term certificates of deposit.

Interest Income. Interest income increased by $363,000 to $6.95 million for the quarter ended June 30, 2006, compared to $6.59 million for the quarter ended June 30, 2005. The increase in interest income was primarily due to an increase in the average balance of interest-earning assets and an increase in the yield on interest-earning assets. The average balance of interest-earning assets increased $15.3 million to $462.3 million for the quarter ended June 30, 2006, from $447.0 million for the quarter ended June 30, 2005. The average yield on interest-earning assets increased to 6.02% for the quarter ended June 30, 2006, from 5.90% for the quarter ended June 30, 2005, primarily due to an increase in market interest rates on consumer loans and adjustable rate mortgage loans. The increase in the average balance of interest-earning assets primarily reflects increases in the average balances of first mortgage loans and consumer loans, offset in part by a decrease in securities available-for-sale. The increase in the average balance of first mortgage loans was primarily derived from originations of first mortgage loans secured by one-to-four family and commercial real estate, purchases of first mortgage loans secured primarily by commercial real estate and multifamily residences, which originations and purchases were offset in part by payments, prepayments and sales of loans during the twelve months ended June 30, 2006. This reflects the Company's continued emphasis on real estate lending. The decrease in the average balance of securities available-for-sale was derived from payments and calls of securities, offset in part by purchases during the twelve months ended June 30, 2006. See “Financial Condition” above.

Interest income increased by $830,000 to $13.73 million for the six months ended June 30, 2006, compared to $12.90 million for the six months ended June 30, 2005. The increase in interest income is due to an increase in the average balance of interest-earning assets and an increase in the average yield on interest-earning assets. The average balance of interest-earning assets increased $21.1 million to $462.1 million for the six months ended June 30, 2006, from $441.0 million for 2005. The average yield on interest-earning assets increased to 5.95% for the six months ended June 30, 2006, from 5.86% for the six months ended June 30, 2005, primarily due to the repricing of interest-earning assets at generally higher current market interest rates. The increase in the average balance of interest-earning assets primarily reflects increases in the average balances of first mortgage loans and consumer loans, offset in part by a decrease in securities available-for-sale. The increase in the average balance of first mortgage loans was primarily derived from originations of first mortgage loans secured by one-to-four family residences and commercial real estate, purchases of first mortgage loans secured primarily by commercial real estate and multifamily residences, which originations and purchases were offset in part by payments, prepayments and sales of loans during the twelve months ended June 30, 2006. This reflects the Company's continued emphasis on residential lending. The decrease in the average balance of securities available-for-sale was derived from payments and calls of securities, offset in part by purchases during the twelve months ended June 30, 2006. See “Financial Condition.”

Interest Expense. Interest expense increased by $581,000 to $3.66 million for the quarter ended June 30, 2006, compared to $3.08 million for the quarter ended June 30, 2005. The increase in interest expense was due to an increase in the average balance of interest-bearing liabilities and an increase in the average cost of funds. The average balance of interest-bearing liabilities increased $16.2 million to $432.0 million for the quarter ended June 30, 2006, from $415.8 million for the quarter ended June 30, 2005. The increase in the average balance of interest-bearing liabilities primarily reflects an increase in the average balances of certificates of deposit and borrowed funds, offset in part by decreases in NOW, money market, and savings balances. The increase in average interest-bearing liabilities was due in part to the Company’s utilization of brokered certificates of deposit, which increased $1.8 million for the three months ended June 30, 2006. The average cost of funds increased to 3.40% for the quarter ended June 30, 2006, from 2.97% for the quarter ended June 30, 2005, due to an increase in the current market interest rates, a shift of core deposits into higher cost certificates of deposits, and an increase in certificates of deposit and borrowed funds.

Interest expense increased by $1.13 million to $7.11 million for the six months ended June 30, 2006, compared to $5.98 million for the six months ended June 30, 2005. The increase in interest expense was due to an increase in the average balance of interest-bearing liabilities and an increase in the average cost of funds. The average balance of interest-bearing liabilities increased $20.2 million to $430.5 million for the six months ended June 30, 2006, from $410.3 million for the six months ended June 30, 2005. The increase in the average balance of interest-bearing liabilities primarily reflects an increase in the average balances of certificates of deposit and borrowed funds, offset in part by decreases in NOW, money market and savings balances. The increase in average interest-bearing liabilities was due in part to the Company’s utilization of brokered certificates of deposit, which increased $5.6 million for the six months ended June 30, 2006. The average cost of funds increased to 3.33% for the six months ended June 30, 2006, from 2.94% for the six months ended June 30, 2005, due to an increase in the current market rates, a shift of core deposits into higher cost certificates of deposit, and an increase in certificates of deposit and borrowed funds.

The following table sets forth certain information relating to the Company's average balance sheets and reflects the average yield on assets and average cost of liabilities for the three months and six months ended June 30, 2006 and 2005, respectively.

	For the Three Months Ended June 30,
	2006							2005
	Average Balance		Interest		Average Yield/Cost			Average Balance		Interest		Average Yield/Cost
					(Dollars in thousands)
Assets:
Interest-earning assets:
Loans	$	439,701	$	6,695		6.09	%	$	422,318	$	6,324		5.99	%
Securities available-for-sale		21,919		249		4.55			22,878		252		4.41
Interest-bearing cash		679		7		3.88			1,792		12		2.70
Total interest-earning assets		462,299		6,951		6.02	%		446,988		6,588		5.90	%
Noninterest-earning assets		28,871							28,480
Total assets	$	491,170						$	475,468
Liabilities and Equity:
Interest-bearing liabilities:
NOW and money market savings	$	85,889	$	264		1.23	%	$	98,072	$	268		1.09	%
Passbook savings		27,095		22		0.32			29,716		23		0.31
Certificates of deposit		208,665		2,083		4.00			186,782		1,638		3.52
Borrowed funds		110,373		1,294		4.70			101,215		1,153		4.57
Total interest-bearing liabilities		432,022	$	3,663		3.40	%		415,785	$	3,082		2.97	%
Noninterest-bearing liabilities		16,679							16,560
Total liabilities		448,701							432,345
Equity		42,469							43,123
Total liabilities and equity	$	491,170						$	475,468
Net interest income			$	3,288						$	3,506
Net interest rate spread						2.62	%						2.93	%
Net interest margin						2.85	%						3.14	%
Ratio of average interest-earning assets to average interest-bearing liabilities						107.01	%						107.50	%

	For the Six Months Ended June 30,
	2006							2005
	Average Balance		Interest		Average Yield/Cost			Average Balance		Interest		Average Yield/Cost
					(Dollars in thousands)
Assets:
Interest-earning assets:
Loans	$	439,304	$	13,225		6.03	%	$	416,389	$	12,398		5.96	%
Securities available-for-sale		21,542		476		4.42			23,243		481		4.14
Interest-bearing cash		1,239		25		4.11			1,362		17		2.54
Total interest-earning assets		462,085		13,726		5.95	%		440,994		12,896		5.86	%
Noninterest-earning assets		28,772							28,753
Total assets	$	490,857						$	469,747
Liabilities and Equity:
Interest-bearing liabilities:
NOW and money market savings	$	87,590	$	514		1.18	%	$	97,395	$	507		1.05	%
Passbook savings		27,132		43		0.32			29,367		46		0.31
Certificates of deposit		207,309		4,031		3.92			184,307		3,177		3.48
Borrowed funds		108,464		2,526		4.70			99,215		2,249		4.57
Total interest-bearing liabilities		430,495	$	7,114		3.33	%		410,284	$	5,979		2.94	%
Noninterest-bearing liabilities		17,324							16,850
Total liabilities		447,819							427,134
Equity		43,038							42,613
Total liabilities and equity	$	490,857						$	469,747
Net interest income			$	6,612						$$	6,917
Net interest rate spread						2.62	%						2.92	%
Net interest margin						2.86	%						3.14	%
Ratio of average interest-earning assets to average interest-bearing liabilities						107.34	%						107.49	%

Provision for Loan Losses. The Company's provision for loan losses was $60,000 and $70,000 for the quarters ended June 30, 2006 and 2005, respectively. The Company’s provision for loan losses was $120,000 for each of the six months ended June 30, 2006 and 2005. The Company establishes provisions for loan losses, which are charged to operations, in order to maintain the allowance for loan losses at a level which is deemed to be appropriate based upon an assessment of prior loss experience, industry standards, past due loans, economic conditions, the volume and type of loans in the Company's portfolio, and other factors related to the collectibility of the Company's loan portfolio. The Company’s total loan portfolio increased $10.5 million, or 2.4%, from June 30, 2005 to June 30, 2006. This increase primarily consisted of increases in the one-to-four family real estate loans. The Company’s out-of-state loans decreased $13.3 million, or 8.6%, from June 30, 2005 to June 30, 2006. The properties securing the loans purchased are primarily out of state and constitute a higher rate of risk than originated loans due to the size, locations and type of collateral securing such loans. The economic conditions in the Bank’s primary market areas remain stable. The net charge-offs were $59,000 for the six months ended June 30, 2006, compared to $88,000 for the six months ended June 30, 2005. The resulting allowance for loan loss was $3.4 million and $3.3 million at June 30, 2006 and June 30, 2005, respectively.

The allowance for loan losses as a percentage of total loans receivable increased to 0.76% at June 30, 2006 from 0.75% at June 30, 2005. The level of nonperforming loans was $2.12 million at June 30, 2006 and $551,000 at June 30, 2005.

Management believes that the allowance for loan losses is adequate as of June 30, 2006. While management estimates loan losses using the best available information, such as independent appraisals for significant collateral properties, no assurance can be made that future adjustments to the allowance will not be necessary based on changes in economic and real estate market conditions, further information obtained regarding problem loans, identification of additional problem loans, and other factors, both within and outside of management's control.

Noninterest Income. Total noninterest income increased by $477,000, or 36.9%, to $1.77 million for the quarter ended June 30, 2006, from $1.29 million for the quarter ended June 30, 2005. The increase in noninterest income was due to an increase in fees associated with checking accounts, including overdraft fees. The increase in noninterest income was also due to an impairment of securities available-for-sale recognized during the quarter ended June 30, 2005. During the quarter ended June 30, 2005, the Company recorded an other-than-temporary impairment of $424,500 related to two Freddie Mac adjustable rate, perpetual preferred stocks with a face value of $2,499,000, due to the facts and circumstances surrounding these securities at the time, including the duration and amount of the unrealized loss in the securities, as well as the prospect for a change in market value within a reasonable period of time. These perpetual preferred stock issues are investment grade securities that are held in the Company’s available-for-sale securities portfolio.

Total noninterest income increased by $1.2 million, or 48.9%, to $3.70 million for the six months ended June 30, 2006, from $2.48 million for the six months ended June 30, 2005. The increase was due to increases in fees and service charges, loan prepayment fees, and abstract fees. Fees and service charges increased $253,000 due primarily to an increase in fees associated with checking accounts, including overdraft fees. During the six months ended June 30, 2006, the Company recorded $444,000 in loan prepayment fees, compared to $217,000 for the six months ended June 30, 2005. Abstract fees increased $66,000 due to an increase in real estate activity. The increase in noninterest income was also due to an impairment of securities available-for-sale recognized during the six months ended June 30, 2005. During the six months ended June 30, 2005, the Company recorded an other-than-temporary impairment of $679,500 related to three Freddie Mac adjustable rate, perpetual preferred stocks with a face value of $3,499,000, due to the facts and circumstances surrounding these securities at the time, including the duration and amount of the unrealized loss in the securities, as well as the prospect for a change in market value within a reasonable period of time. These perpetual preferred stock issues are investment grade securities that are held in the Company’s available-for-sale securities portfolio.

Noninterest Expense. Total noninterest expense increased by $191,000, or 6.3%, to $3.22 million for the quarter ended June 30, 2006, from $3.03 million for the quarter ended June 30, 2005. The increase is due primarily to increases in employee salaries and benefits expenses and data processing expenses. The Company's efficiency ratio for the quarter ended June 30, 2006 and 2005 was 63.60% and 63.05%, respectively. The Company's ratio of noninterest expense to average assets for the quarters ended June 30, 2006 and 2005 were 2.62% and 2.55%, respectively.

Total noninterest expense increased by $646,000, or 10.9%, to $6.59 million for the six months ended June 30, 2006, from $5.95 million for the six months ended June 30, 2005. The increase is primarily due to an increase in compensation, other operating expenses, and data processing expenses. The Company's efficiency ratio for the six months ended June 30, 2006 and 2005 was 63.97% and 63.27%, respectively. The Company's ratio of noninterest expense to average assets for the six months ended June 30, 2006 and 2005 were 2.69% and 2.53%, respectively.

Income Taxes. Income taxes decreased by $146,000 to $525,000 for the quarter ended June 30, 2006, compared to $671,000 for the quarter ended June 30, 2005. The decrease was primarily due to the lack of deductibility of the other-than-temporary impairment of securities available-for-sale in 2005.

Income taxes decreased by $127,000 to $1.10 million for the six months ended June 30, 2006, compared to $1.22 million for the six months ended June 30, 2005. The decrease was primarily due to the limited deductibility of the other-than-temporary impairment of securities available-for-sale in 2005, offset in part by an increase in pre-tax earnings.

OFF BALANCE SHEET ARRANGEMENTS

The Company is a party to off balance sheet arrangements in the normal course of business to meet the financing needs of its customers. These financial instruments consist primarily of commitments to extend credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the statement of financial condition. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-statement of financial condition instruments. The Company does require collateral or other security to support financial instruments with credit risks. No material changes in the Company's off-statement of financial condition arrangements have occurred since December 31, 2005.

CRITICAL ACCOUNTING POLICIES

The section of this report titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and the disclosures included within this report, are based on the Company’s consolidated financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial information contained in these statements is, for the most part, based on approximate measures of the financial effects of transactions and events that have already occurred. However, the preparation of these statements requires management to make certain estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

The Company’s critical accounting policies are described in the Company’s 2005 Annual Report on Form 10-K in the “Notes to Consolidated Financial Statements.” Management, based on its consideration of accounting policies that involve the most complex and subjective estimates and judgments, has identified the Company’s most critical accounting policies to be that related to the allowance for loan losses and asset impairment judgments, including the recoverability of goodwill.

The allowance for loan losses is established through a provision for loan losses charged to expense. Loans are charged against the allowance for loan losses when management believes that collectibility of the principal is unlikely. The Company has policies and procedures for evaluating the overall credit quality of its loan portfolio, including timely identification of potential problem credits. On a quarterly basis, management reviews the appropriate level for the allowance for loan losses, incorporating a variety of risk considerations, both quantitative and qualitative. Quantitative factors include the Company’s historical loss experience, delinquency and charge-off trends, collateral values, known information about individual loans and other factors. Qualitative factors include the general economic environment in the Company’s market area and the expected trend of those economic conditions. To the extent that actual results differ from forecasts and management’s judgment, the allowance for loan losses may be greater or less than future charge-offs.

Asset impairment judgments include evaluating the decline in fair value of held-to-maturity and available-for-sale securities below their cost. Declines in fair value of held-to-maturity and available-for-sale securities below their cost that are deemed to be other-than-temporary are reflected in earnings as realized losses. In estimating other-than-temporary impairment losses, management considers (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.

Goodwill represents the excess of the acquisition cost over the fair value of the net assets acquired in a purchase acquisition. Goodwill is tested for impairment at least annually.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In management's opinion, there has not been a material change in the Company’s market risk profile since December 31, 2005. Please see the Company’s 2005 Annual Report Form 10-K for a more detailed discussion of the Company’s interest rate sensitivity analysis.

ITEM 4.

CONTROLS AND PROCEDURES

Management, including the Company’s President and Chief Executive Officer and the Company’s Chief Financial Officer and Treasurer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based upon that evaluation, the President and Chief Executive Officer and the Chief Financial Officer and Treasurer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports the Company files and submits under the Exchange Act is (i) recorded, processed, summarized and reported as and when required and (ii) accumulated and communicated to the Company’s management, including the Company’s President and Chief Executive Officer and the Company’s Chief Financial Officer and Treasurer, as appropriate to allow timely decisions regarding required disclosure.

There have been no changes in the Company’s internal control over financial reporting identified in connection with the evaluation that occurred during the Company’s last fiscal quarter that has materially affected, or that is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business. The Company believes that these routine legal proceedings, in the aggregate, are immaterial to its financial condition and results of operations.

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed on the Company’s 2005 Annual Report Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

In January 2006, the Company approved a Stock Repurchase Plan (the “January 2006 Repurchase Plan”), which provided for the repurchase of up to 100,000 shares of the Company’s common stock. At June 30, 2006, there were no shares remaining to be purchased under the plan. On March 30, 2006, the Company approved a new Repurchase Plan (the “March 2006 Repurchase Plan”), which provides for the repurchase of up to 100,000 shares of the Company’s common stock. This plan began upon the completion of the January 2006 Repurchase Plan. At June 30, 2006, there were 97,750 shares which could be purchased under the March 2006 Repurchase Plan.

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended June 30, 2006.

Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans		Maximum Number of Shares that May Yet Be Purchased Under The Plan
April 1, 2006 to April 30, 2006		-		-		-		114,150
May 1, 2006 to May 31, 2006		10,300	$	39.11		10,300		103,850
June 1, 2006 to June 30, 2006		6,100	$	39.60		6,100		97,750
Total		16,400				16,400

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders

The Company held its 2006 Annual Meeting of Stockholders on April 28, 2006. All proposals submitted to stockholders at the meeting were approved. At the meeting, the stockholders of the Company considered and voted upon the following matters:

1. The election of the following individuals as directors for a three-year term:

David M. Bradley

Robert H. Singer, Jr.

The results of the election of directors are as follows:

	FOR	WITHELD
David M. Bradley	1,258,841	71,961
Robert H. Singer, Jr.	1,313,759	17,042

There were no broker non-votes or abstentions on this proposal.

The following directors’ terms of office continued after the meeting:

Melvin R. Schroeder

Randall L. Minear

C. Thomas Chalstrom

Mark M. Thompson

Paul F. Bognanno

2.The approval of the North Central Bancshares, Inc. 2006 Stock Incentive Plan. The results of the election were as follows:

FOR	AGAINST	ABSTAIN	BROKER-NON VOTES
938,181	102,526	55,084	235,011

3.The ratification of the engagement of McGladrey & Pullen LLP, as the Company’s independent registered public accounting firm for the 2006 fiscal year. The results of the election were as follows:

FOR	AGAINST	ABSTAIN	BROKER-NON VOTES
1,263,972	66,043	787	0

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit No.	Description	Reference No.
3.1	Articles of Incorporation of North Central Bancshares, Inc.	(1)
3.2	Bylaws of North Central Bancshares, Inc.	(1)
3.3	Bylaws of North Central Bancshares, Inc., as amended	(2)
4.1	Federal Stock Charter of First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge)	(1)
4.2	Bylaws of First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge).	(1)
4.3	Specimen Stock Certificate of North Central Bancshares, Inc.	(1)
4.4	Bylaws of First Federal Savings Bank of Iowa, as amended	(2)
10.1	Employee Stock Ownership Plan of First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge) and ESOP Trust Agreement (incorporating Amendments 1 and 2)	(6)
10.1A	Amendment #1 to Employee Stock Ownership Plan of First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge) and ESOP Trust Agreement	(8)
10.1B	Amendment #2 to Employee Stock Ownership Plan of First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge) and ESOP Trust Agreement	(8)
10.2	ESOP Loan Documents, dated September 3, 1996	(5)
10.3	Employee Retention Agreements between First Federal Savings Bank of Fort Dodge and certain executive officers	(3)
10.4	Employment Agreement between First Federal Savings Bank of Iowa (formerly known as First Federal Savings Bank of Fort Dodge) and David M. Bradley, effective as of August 31, 1994	(1)
10.6	Form of Employment Agreement between North Central Bancshares, Inc. and David M. Bradley	(1)
10.8	North Central Bancshares, Inc. 1996 Stock Option Plan	(4)
10.9	Amendment No. 1 to the North Central Bancshares, Inc. 1996 Stock Option Plan	(6)
10.10	Supplemental Retirement and Deferred Compensation Plan of First Federal Savings Bank of Iowa	(8)
10.11	Form of Employment Agreement between First Federal Savings Bank of Iowa and C. Thomas Chalstrom	(7)
10.12	Form of Employment Agreement between First Federal Savings Bank of Iowa and Kirk A. Yung	(7)
10.13	Tax Allocation Agreement between North Central Bancshares, Inc. and Subsidiaries	(2)
10.14	North Central Bancshares, Inc. 2006 Stock Incentive Plan	(9)
10.15	North Central Bancshares, Inc. 2006 Incentive Award Plan	(16)
31	Rule 13a-14(a)/15d-14(a) Certifications
32	Section 1350 Certifications

(1) Incorporated herein by reference to Registration Statement No. 33-80493 on Form S-1 of North Central Bancshares, Inc. (the "Registrant") filed with the Securities and Exchange Commission, (the "Commission") on December 18, 1995, as amended.

(2) Incorporated herein by reference to the Exhibits to the Annual Report on Form 10-K of the Registrant filed with the Commission on March 22, 2004.

(3) Incorporated herein by reference to the Exhibits to the Annual Report on Form 10-K of the Registrant for fiscal year 1995, filed with the Commission on March 29, 1996.

(4) Incorporated herein by reference to the Amended Schedule 14A of the Registrant filed with the Commission on August 19, 1996.

(5) Incorporated herein by reference to the Annual Report on Form 10-K of the Registrant filed with the Commission on March 31, 1997.

(6) Incorporated herein by reference to the Annual Report on Form 10-K of the Registrant filed with the Commission on March 31, 1998.

(7) Incorporated herein by reference to the Annual Report on Form 10-K of the Registrant filed with the Commission on March 31, 2006.

(8) Incorporated herein by reference to the Annual Report on Form 10-K of the Registrant filed with the Commission on March 29, 2002.

(9) Incorporated herein by reference to the Proxy Statement on Schedule 14A of the Registrant filed with the Commission on March 20, 2006.

(10) Incorporated herein by reference to the Exhibits to the Form 10-Q of the Registrant filed with the Commission on August 11, 2006.

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.

	NORTH CENTRAL BANCSHARES, INC.
DATE: August 11, 2006	BY:	/s/ David M. Bradley
		David M. Bradley, Chairman, President and Chief Executive Officer

DATE: August 11, 2006	BY:	/s/ David W. Edge
		David W. Edge, Chief Financial Officer and Treasurer

EX-10.15

Exhibit 10.15North Central Bancshares, Inc. 2006 Incentive Award Plan

North Central Bancshares, Inc.

2006 Incentive Award Plan

THIS PLAN is effective the 26^th day of May, 2006, by North Central Bancshares, Inc. (the “Company”), the holding company for First Federal Savings Bank of Iowa (the “Bank”), located in Fort Dodge, IA.

Article 1

Purpose

Section 1.1General Purpose of the Plan. The purpose of the Plan is to promote the growth and profitability of the Company and Bank by providing eligible key officers with an incentive award opportunity to achieve corporate objectives and by attracting and retaining individuals of outstanding competence by aligning their interests with the interests of the Company in obtaining superior financial results. The incentive award will provide a payment based upon attainment of specified goals and objectives.

Article 2

Definitions

The following definitions shall apply for the purposes of this Plan, unless a different meaning is plainly indicated by the context:

Section 2.1	Base Salarymeans the average base salary that the Officer was paid during the twelve month calendar year from January through December of each year.
Section 2.2	Bank means First Federal Savings Bank of Iowa and any successor thereto.
Section 2.3	Beneficiarymeans the Person designated by an Eligible Officer to receive a benefit payable under this Plan following the Eligible Officer’s death.
Section 2.4	Boardmeans the Board of Directors of the Company or Bank.
Section 2.5	Change in Controlmeans any of the following events:

(a) consummation by North Central Bancshares, Inc. of a transaction that would result in the reorganization, merger or consolidation of North Central Bancshares, Inc. with one or more other persons, other than a transaction following which:

(i) at least 51% of the equity ownership interests of the entity

resulting from such transaction are beneficially owned (within the

meaning of Rule 13d-3 promulgated under the Exchange Act) in

substantially the same relative proportions by persons who,

immediately prior to such transaction, beneficially owned (within

the meaning of Rule 13d-3 promulgated under the Exchange Act)

at least 51% of the outstanding equity ownership interests in North

Central Bancshares, Inc.; and

(ii) at least 51% of the securities entitled to vote generally in the

election of directors of the entity resulting from such transaction

are beneficially owned (within the meaning of Rule 13d- 3

promulgated under the Exchange Act) in substantially the same

relative proportions by persons who, immediately prior to such

transaction, beneficially owned (within the meaning of Rule 13d-3

promulgated under the Exchange Act) at least 51% of the securities

entitled to vote generally in the election of directors of North

Central Bancshares, Inc.;

(b) the acquisition of all or substantially all of the assets of North Central Bancshares, Inc. or beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of the outstanding securities of North Central Bancshares, Inc. entitled to vote generally in the election of directors by any person or by any persons acting in concert, or approval by the stockholders of North Central Bancshares, Inc. of any transaction which would result in such an acquisition;

(c) a complete liquidation or dissolution of North Central Bancshares, Inc., or approval by the stockholders of North Central Bancshares, Inc. of a plan for such liquidation or dissolution;

(d) the occurrence of any event if, immediately following such event, at least 50% of the members of the Board of Directors of North Central Bancshares, Inc. do not belong to any of the following groups:

(i) individuals who were members of the Board of Directors of

North Central Bancshares, Inc. on the effective date of this Plan; or

(ii) individuals who first became members of the Board of

Directors of North Central Bancshares, Inc. after the effective date

of this Plan either:

                                    (A) upon election to serve as a member of the Board of

Directors of North Central Bancshares, Inc. by affirmative vote

of three-quarters of the members of such Board, or of a

nominating committee thereof, in office at the time of such

first election; or

(B) upon election by the stockholders of North Central

Bancshares, Inc. to serve as a member of the Board of North

Central Bancshares, Inc., but only if nominated for election by

affirmative vote of three-quarters of the members of the Board

of Directors of North Central Bancshares, Inc., or of a

nominating committee thereof, in office at the time of such

first nomination; provided, however, that such individual's

election or nomination did not result from an actual or

threatened election contest (within the meaning of Rule 14a-11

of Regulation 14A promulgated under the Exchange Act) or

other actual or threatened solicitation of proxies or consents

(within the meaning of Rule 14a-11 of Regulation 14A

promulgated under the Exchange Act) other than by or on

behalf of the Board of North Central Bancshares, Inc.; or

(e) any event which would be described in section 2.5(a), (b), (c) or (d) if the term "Bank" were substituted for the term "North Central Bancshares, Inc." therein.

In no event, however, shall a Change in Control be deemed to have occurred as a result of any acquisition of securities or assets of North Central Bancshares, Inc., the Bank, or a subsidiary of either of them, by North Central Bancshares, Inc., the Bank, or a subsidiary of either of them, or by any employee benefit plan maintained by any of them. For purposes of this section 2.5, the term "person" shall have the meaning assigned to it under sections 13(d)(3) or 14(d)(2) of the Exchange Act.

Section 2.6Code means the Internal Revenue Code of 1986 (including the corresponding provisions of any succeeding law).

Section 2.7Companymeans North Central Bancshares, Inc., a corporation organized and existing under the laws of the State of Iowa, and any successor thereto, the Bank and any successor thereto, and with the prior approval of the Board, any other savings bank, savings and loan association, bank, corporation, financial institution or other business organization or institution.

Section 2.8Disability means a condition of incapacity, mental or physical, for the performance of services which the Committee determines, on the basis of competent medical evidence, is likely to be permanent, to continue for an indefinite period of at least one hundred eighty (180) days, or to result in death.

Section 2.14 Effective Date means May 26, 2006.

Section 2.15 Incentive Award Unit means a hypothetical unit, the value of which is equivalent to 1/10^th of 1% of budgeted net income for that year or as otherwise determined by the Board of Directors. The value of units awarded in subsequent years will be adjusted to reflect the formula detailed above or as determined by the Board of Directors.

Section 2.16 Eligible Officersmeans any employee of the Company or Bank whom the Board may determine to be a key officer.

Section 2.17Plan means the North Central Bancshares, Inc. 2006 Incentive Award Plan, as amended from time to time.

Section 2.18 Plan Yearmeans the calendar year. The “Initial Plan Year” is defined as the calendar year ended December 31, 2006.

Section 2.19Termination of Employment means the Eligible Officer ceasing to be employed by the Company for any reason whatsoever, voluntary or involuntary, other than by reason of an approved leave of absence.

Section 2.20Termination for Causemeans for an Eligible Officer who is an officer or employee of a bank or savings institution regulated by the Office of Thrift Supervision, termination of employment for personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease and desist order, or for any reason constituting cause for termination under any written employment agreement between the Employer and such Eligible Employee, in each case as measured against standards generally prevailing at the relevant time in the savings and community banking industry.

Article 3

Administration

Section 3.1Committee.

(a)Subject to section 3.1(b), the Plan shall be administered by the members of the Compensation Committee of North Central Bancshares, Inc. or First Federal Savings Bank of Iowa who are Disinterested Board Members. If the Committee consists of fewer than two Disinterested Board Members, then the Board shall appoint to the Committee such additional Disinterested Board Members as shall be necessary to provide for a Committee consisting of at least two Disinterested Board Members.

(b)The Board may, in its discretion, take any action and exercise any power, privilege or discretion conferred on the Committee under the Plan with the same force and effect under the Plan as if done or exercised by the Committee.

(c)No member of the Committee on the Board shall participate in any action taken by such body under the Plan if he or she is personally affected thereby, unless all members of the Committee or Board, as applicable, are similarly affected.

Section 3.2Committee Action.

The Committee shall hold such meetings, and may make such administrative rules and regulations, as it may deem proper. A majority of the members of the Committee shall constitute a quorum, and the action of a majority of the members of the Committee present at a meeting at which a quorum is present, as well as actions taken pursuant to the unanimous written consent of all of the members of the Committee without holding a meeting, shall be deemed to be actions of the Committee. All actions of the Committee shall be final and conclusive and shall be binding upon the Company and all other interested parties. Any Person dealing with the Committee shall be fully protected in relying upon any written notice, instruction, direction or other communication signed by the Secretary of the Committee and one member of the Committee, by two members of the Committee or by a representative of the Committee authorized to sign the same in its behalf.

Section 3.3Committee Responsibilities.

Subject to the terms and conditions of the Plan and such limitations as may be imposed by the Board, the Committee shall be responsible for the overall management and administration of the Plan and shall have such authority as shall be necessary or appropriate in order to carry out its responsibilities, including, without limitation, the authority:

(a)to interpret and construe the Plan, and to determine all questions that may arise under the Plan as to eligibility for participation in the Plan and the terms and conditions thereof;

(b) to adopt rules and regulations and to prescribe forms for the operation and administration of the Plan; and

(d)to take any other action not inconsistent with the provisions of the Plan that it may deem necessary or appropriate.

All decisions, determinations and other actions of the Committee made or taken in accordance with the terms of the Plan shall be final and conclusive and binding upon all parties having an interest therein.

Article 4

Incentive

Section 4.1Incentive Award.

For each position there will be a number of units that can be earned each year assuming the Award Objectives are accomplished as described in this section:

Incentive  Tier	Threshold	Target	Number of Units Above-Target	Maximum
1	3	6	9	12
2	2	4	6	8
3	2	3	4	6
4	2	3	4	6

Section 4.2Award Objectives.

The Incentive Award for each position is based upon company and/or individual objectives, or as otherwise determined by the Board of Directors.

Incentive Tier	Company	Individual
1	100%	-
2	75%	25%
3	50%	50%
4	25%	75%

Each of the two objectives will be based upon one or more goals, and will consist of threshold, target, above-target and maximum levels. The specific goals are determined annually, are separate from this document, and are subject to change by action of the Committee or Board of Directors.

Article 5

Settlement of Award Units

Section 5.1Settlement of Award Units.

Unless otherwise provided in the applicable Incentive Unit Award agreement, all Incentive Award Units shall be settled in accordance with the following: Payment for Units shall be based on the most recent Annual Budget adopted by the Board of Directors for the current Fiscal Year and shall be paid in a lump sum within two and one-half (2½) months following the end of the Fiscal Year in accordance with Article 4.

Notwithstanding the foregoing, upon a Change in Control of the Company, payment for all unpaid Incentive Award Units shall be paid in a single lump sum no later than the date of closing of the applicable Change in Control, and shall include amounts that would have been due based on attainment of Budgeted goals if the Change in Control occurs before the end of the current Fiscal Year.

Article 6

Beneficiaries

Section 6.1Beneficiary Designations.

The Officer shall designate a beneficiary by filing a written designation with the Company. The Officer may revoke or modify the designation at any time by filing a new designation. However, designations will only be effective if signed by the Officer and accepted by the Company during the Officer's lifetime. The Officer's beneficiary designation shall be deemed automatically revoked if the beneficiary predeceases the Officer, or if the Officer names a spouse as beneficiary and the marriage is subsequently dissolved. In the case of a divorce, the Officer shall file a written change of beneficiary within 30 days of the event. If the Officer dies without a valid beneficiary designation, all payments shall be made to the Officer's estate.

Article 7

Claims and Review Procedures

Section 7.1Claims Procedure.

The Company shall notify any person or entity that makes a claim against the Agreement (the “Claimant”) in writing, within ninety (90) days of Claimant’s written application for benefits, of his or her eligibility or noneligibility for benefits under the Agreement. If the Company determines that the Claimant is not eligible for benefits or full benefits, the notice shall set forth (1) the specific reasons for such denial, (2) a specific reference to the provisions of the Agreement on which the denial is based, (3) a description of any additional information or material necessary for the Claimant to perfect his or her claim and a description of why it is needed, and (4) an explanation of the Agreement's claims review procedure and other appropriate information as to the steps to be taken if the Claimant wishes to have the claim reviewed. If the Company determines that there are special circumstances requiring additional time to make a decision, the Company shall notify the Claimant of the special circumstances and the date by which a decision is expected to be made, and may extend the time for up to an additional ninety (90) days.

Section 7.2Review Procedure.

If the Claimant is determined by the Company not to be eligible for benefits, or if the Claimant believes that he or she is entitled to greater or different benefits, the Claimant shall have the opportunity to have such claim reviewed by the Company by filing a petition for review with the Company within sixty (60) days after receipt of the notice issued by the Company. Said petition shall state the specific reasons which the Claimant believes entitle him or her to benefits or to greater or different benefits. Within sixty (60) days after receipt by the Company of the petition, the Company shall afford the Claimant (and counsel, if any) an opportunity to present his or her position to the Company verbally or in writing, and the Claimant (or counsel) shall have the right to review the pertinent documents. The Company shall notify the Claimant of its decision in writing within the sixty-day period, stating specifically the basis of its decision, written in a manner calculated to be understood by the Claimant and the specific provisions of the Agreement on which the decision is based. If, because of the need for a hearing, the sixty-day period is not sufficient, the decision may be deferred for up to another sixty (60) days at the election of the Company, but notice of this deferral shall be given to the Claimant.

Article 8

Amendments and Termination

The Company may amend or terminate this Agreement at any time if, pursuant to legislative, judicial or regulatory action, continuation of the Agreement would (i) cause benefits to be taxable to the Officer prior to actual receipt, or (ii) result in significant financial penalties or other significantly detrimental ramifications to the Company (other than the financial impact of paying the benefits).

Article 9

Miscellaneous

Section 9.1 Binding Effect.

This Agreement shall bind Eligible Officers, and the Company, and their beneficiaries, survivors, executors, successors, administrators and transferees.

Section 9.2No Right to Continued Employment.

Neither the establishment of the Plan nor any provisions of the Plan nor any action of the Board or the Committee with respect to the Plan shall be held or construed to confer upon any Eligible Officer any right to a continuation of his or her position as an employee of the Company. The Employers reserve the right to dismiss any Eligible Officer or otherwise deal with any Eligible Officer to the same extent as though the Plan had not been adopted

Section 9.3Non-Transferability.

Benefits under this Agreement cannot be sold, transferred, assigned, pledged, attached or encumbered in any manner.

Section 9.4Tax Withholding.

The Company shall withhold any taxes that are required to be withheld from the benefits provided under this Agreement.

Section 9.5Applicable Law.

The Agreement and all rights hereunder shall be governed by the laws of the State of Iowa, except to the extent preempted by the laws of the United States of America.

Section 9.6Unfunded Arrangement.

The Officer and beneficiary are general unsecured creditors of the Company for the payment of benefits under this Agreement. The benefits represent the mere promise by the Company to pay such benefits. The rights to benefits are not subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment, or garnishment by creditors.

Section 9.7Entire Agreement.

This Agreement constitutes the entire agreement between the Company and the Eligible Officer as to the subject matter hereof. No rights are granted to the Eligible Officer by virtue of this Agreement other than those specifically set forth herein.

Section 9.8Designated Fiduciary.

The Company shall be the named fiduciary and plan administrator under the Agreement. The named fiduciary may delegate to others certain aspects of the management and operation responsibilities of the Plan including the employment of advisors and the delegation of ministerial duties to qualified individuals.

IN WITNESS WHEREOF, a duly authorized Company officer has signed this Plan.

COMPANY:

North Central Bancshares, Inc.

By ___________________________________

Title _________________________________

EX-31

Exhibit 31Rule 13a-14(a)/15d-14(a) Certifications.

CERTIFICATIONS

I, David M. Bradley, certify that:

1. I have reviewed this quarterly report on Form 10-Q of North Central Bancshares, Inc., (the “Registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is prepared;

(b) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: August 11, 2006                                                         /s/ David M. Bradley____________

David M. Bradley

President and Chief Executive Officer

CERTIFICATIONS

I, David W. Edge, certify that:

1. I have reviewed this quarterly report on Form 10-Q of North Central Bancshares, Inc., (the “Registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is prepared;

(b) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: August 11, 2006                                                         /s/ David W. Edge                                 

David W. Edge

Chief Financial Officer and Treasurer

EX-32

Exhibit 32Section 1350 Certifications.

STATEMENT FURNISHED PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002, 18 U.S.C. SECTION 1350

The undersigned, David M. Bradley, is the President and Chief Executive Officer of North Central Bancshares, Inc. (the “Company”). This statement is being furnished in connection with the filing by the Company of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2006 (the “Report”).

By execution of this statement, I certify that:

A) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)) and

B) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods covered by the Report.

This statement is authorized to be attached as an exhibit to the Report so that this statement will accompany the Report at such time as the Report is filed with the Securities and Exchange Commission, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350. It is not intended that this statement be deemed to be filed for purposes of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

August 11, 2006/s/ David M. Bradley                            

Dated                                                                                                   David M. Bradley, President and CEO

STATEMENT FURNISHED PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002, 18 U.S.C. SECTION 1350

The undersigned, David W. Edge, is the Chief Financial Officer and Treasurer of North Central Bancshares, Inc. (the “Company”). This statement is being furnished in connection with the filing by the Company of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2006 (the “Report”).

By execution of this statement, I certify that:

A) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)) and

B) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods covered by the Report.

This statement is authorized to be attached as an exhibit to the Report so that this statement will accompany the Report at such time as the Report is filed with the Securities and Exchange Commission, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350. It is not intended that this statement be deemed to be filed for purposes of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

August 11, 2006/s/ David W. Edge                                                            

Dated                                                                                      David W. Edge, Chief Financial Officer and Treasurer