8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 25, 2012

BIRMINGHAM BLOOMFIELD BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Michigan	000-52584	20-1132959
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
33583 Woodward Avenue, Birmingham, Michigan		48009
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (248) 723-7200

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

On October 25, 2012, Birmingham Bloomfield Bancshares, Inc. issued a press release announcing its results of operations and financial condition for and as of the three and nine month periods ended September 30, 2012, unaudited. The press release is furnished as Exhibit No. 99 hereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished herewith:

Exhibit Number	Exhibit Description
99	Press release, dated October 25, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 29, 2012	BIRMINGHAM BLOOMFIELD BANCSHARES, INC.
	/s/ Thomas H. Dorr
	Thomas H. Dorr,
	Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Exhibit Description
99	Press release, dated October 25, 2012.

EX-99

Exhibit 99

Birmingham Bloomfield Bancshares, Inc. 33583 Woodward Avenue Birmingham, MI 48009 248-723-7200

October 25, 2012

For Immediate Release:	Contact:	Robert M. Farr
		Chief Executive Officer
		Birmingham Bloomfield Bancshares, Inc.
		248-283-6430

Birmingham Bloomfield Bancshares, Inc.

Announces improved pre-tax earnings and strong loan demand

BIRMINGHAM, MI—Birmingham Bloomfield Bancshares, Inc. (OTC Market Place: BBBI) (“the Company”), the holding company for Bank of Birmingham, today announced unaudited results for the three and nine month periods ended September 30, 2012. The positive results are the product of an increase in net interest income and portfolio loan growth.

The Company reported net income of $138,000 or $0.08 per common share for the third quarter of 2012 compared to net income of $109,000 or $0.06 per common share for the same period of 2011. Net income for the nine month period ended September 30, 2012 was $682,000 or $0.38 per common share compared to $785,000 or $0.44 per common share for the same period last year. The 2012 performance was impacted by the recognition of income tax expense not required in 2011. Excluding tax expense, net income before preferred dividends was $228,000 and $1,089,000, respectively for the three and nine month periods of 2012, an increase of 29.1% and 14.7% compared to the same periods of 2011.

Chief Executive Officer, Rob Farr, issued the results and commented, “The core operations of the Bank continue to improve and provide a strong foundation for the Company. The year to date performance produced record earnings on a pre-tax basis and the third quarter pre-tax, pre-provision Return on Average Assets was 1.52%. Our net interest margin was 4.65% for the quarter and loan demand remains strong in our market as total loans reached $118.4 million, an increase of 11.4% from December 31, 2011. We have been very successful in reporting improved results during this difficult economic environment and continue to focus on providing meaningful value for our shareholders.”

Results of Operation

The Company continues to experience an increase in net interest income as a result of growth in the loan portfolio and lower net funding costs. Net interest income for the third quarter of 2012 was $1.507 million a 17.6% increase relative to the same quarter of 2011. Net interest margin for the quarter was 4.65%, compared to 4.91% for the most recent linked quarter. The compression is a result of the current balance sheet mix and the competitive pricing environment. Net interest income for the first nine months of 2012 increased 15.9% to $4.396 million compared to the same period of 2011. Net interest margin for the year to date period ended September 30, 2012 was 4.78% compared to 4.48% in 2011.

Birmingham Bloomfield Bancshares, Inc. 33583 Woodward Avenue Birmingham, MI 48009 248-723-7200

The Company provided $330,000 in provision expense during the third quarter of 2012, an increase of $225,000 compared to the same period last year. Total provision expense for the year to date period ending September 30, 2012 was $400,000, compared to $159,000 for the nine month period in 2011. The increase in provision expense is attributable to the new loan volume and additional reserve requirements on collaterally deficient loans. There have been no net charge offs during 2012 compared to $108,000 for the same period last year.

Non-interest income continues to have a significant impact on the performance of the organization. Total non-interest income for the third quarter of 2012 was $300,000, compared to $319,000 for the same period of 2011. The decrease is a result of a reduction in revenue from SBA loan activity and sales of residential mortgage loans in the secondary market. The decline was mitigated by an increase in other revenue, primarily from earnings on Bank Owned Life Insurance. Total non-interest income for the year to date period ending September 30, 2012 was $895,000, a decrease of $29,000 from 2012. The reduction is a function of lower SBA loan volume, but the impact of the lost revenue was offset by an increase in earnings on residential mortgage activity, additional ancillary fee income and a gain on the sale of a bank owned property.

Total non-interest expense for the third quarter of 2012 was $1.248 million, compared to $1.317 million for the same quarter of 2011. The net decrease was the result of a focused effort to reduce expenses and improve operational efficiency. The largest decline was reported in salaries and benefits. This was a result of a reduction in the average number employees for the period. Year to date non-interest expense for 2012 was $3.803 million, an increase of $195,000 relative to the same period in 2011. The increase in expenses was the result of increased commissions associated with higher residential mortgage loan volume, facility expansion, operating system investments, and dedicating resources to business marketing efforts to improve franchise recognition.

Balance Sheet

Total assets as of September 30, 2012 were $148.5 million, a 19.4% increase from December 31, 2011. The growth was the result of an increase in business development efforts, a focused commitment to generate organic loan growth in our local market and expanding the product options available to customers. Total portfolio loans reached $118.4 million at the end of the third quarter, an increase of $5.4 million from June 30, 2012 and $15.9 million from September 30, 2011. The asset quality of the Company remains excellent; no charge offs have been reported in 2012 and the allowance for loan loss was 1.67% of total portfolio loans. Total deposits as of September 30, 2012 were $131.1 million, an increase of 18.0% from the same period in 2011. The Bank continues to be classified as well capitalized based on regulatory guidelines and the Tier 1 ratio was 9.20% for the quarter.

Birmingham Bloomfield Bancshares, Inc. is the holding company for Bank of Birmingham, a full-service community bank serving Oakland County. Bank of Birmingham is dedicated to providing financial services to small and medium sized businesses; their owners and employees; professionals; and individuals who work or reside in the Oakland County market area. Every Bank of Birmingham customer has a relationship manager who serves a single point of contact empowered to provide all the bank’s services. Birmingham Bloomfield Bancshares, Inc. marketmakers include Howe Barnes Hoefer and Arnett (acquired by Raymond James), Chicago; Monroe Securities, Chicago; and Hudson Securities, Inc., Jersey City, New Jersey.

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Birmingham Bloomfield Bancshares, Inc. 33583 Woodward Avenue Birmingham, MI 48009 248-723-7200

Forward-Looking Statements

This news release contains comments or information that constitute forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995), which involve significant risks and uncertainties. Actual results may differ materially from the results discussed in the forward-looking statements. Factors that might cause such a difference include: changes in interest rates and interest-rate relationships; changes in the national and local economy; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulations; changes in tax laws; changes in prices, levies, and assessments; our ability to successfully integrate acquisitions into our existing operations, and the availability of new acquisitions, joint ventures and alliance opportunities; the impact of technological advances; governmental and regulatory policy changes; the outcomes of contingencies; trends in customer behavior as well as their ability to repay loans; and other factors included in the Company’s filings with the Securities and Exchange Commission, available free via EDGAR. The Company assumes no responsibility to update forward-looking statements.

(Unaudited Consolidated Financial Statements Follow)

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Birmingham Bloomfield Bancshares, Inc.

Consolidated Balance Sheet (Unaudited)

	September 30,			December 31,			September 30,
	2012			2011			2011
ASSETS
Cash and due from banks	$	20,841,410		$	4,693,585		$	15,212,448
Federal funds sold		—			—			—
Total cash and cash equivalents		20,841,410			4,693,585			15,212,448
Securities available-for-sale		3,837,942			4,594,761			4,182,261
Securities held-to-maturity		—			—			—
Federal Home Loan Bank Stock		218,100			169,900			169,900
Total securities		4,056,042			4,764,661			4,352,161
Loans held for sale		—			2,484,829			1,232,221
Portfolio loans
Consumer loans		1,380,152			1,305,501			1,165,438
Mortgage loans		16,222,484			11,572,620			10,641,099
Commercial loans		100,837,254			93,419,805			90,773,268
Total loans		118,439,890			106,297,926			102,579,805
Less: Allowance for loan loss		1,974,350			1,574,350			1,499,350
Net loans		116,465,540			104,723,576			101,080,455
Premises and equipment, net		1,326,624			1,395,187			1,446,008
Bank owned life insurance		2,162,296			2,100,000			—
Accrued interest receivable and other assets		3,644,739			4,235,623			1,419,754
TOTAL ASSETS	$	148,496,651		$	124,397,461		$	124,743,047
LIABILITIES
Deposits
Noninterest-bearing	$	21,733,611		$	19,662,283		$	15,830,438
Interest-bearing		109,413,057			88,015,546			95,340,302
Total deposits		131,146,668			107,677,829			111,170,740
Short term borrowings		—			—			—
Accrued interest payable, taxes and other liabilities		667,533			755,090			516,351
Total liabilities		131,814,201			108,432,919			111,687,091
SHAREHOLDERS’ EQUITY
Senior preferred stock, series D		4,621,000			4,621,000			4,621,000
Common Stock, no par value		17,105,618			17,066,618			17,066,618
Authorized—9,000,000 shares, Issued and outstanding—1,824,662 1,812,662 and 1,812,662 shares respectively
Accumulated other comprehensive income		91,669			95,168			152,009
Additional paid in capital—share based payments		493,154			493,154			493,154
Accumulated deficit		(5,628,991	)		(6,311,398	)		(9,276,825	)
Total shareholders’ equity		16,682,451			15,964,542			13,055,956
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	148,496,651		$	124,397,461		$	124,743,047
Book value per share	$	6.61		$	6.26		$	4.65

Birmingham Bloomfield Bancshares, Inc.

Consolidated Statement of Income (Unaudited)

	For the three months ended				For the nine months ended
	September 30,				September 30,
	2012		2011		2012		2011
Interest Income
Interest and fees on loans
Commercial loans	$	1,507,071	$	1,419,136	$	4,422,140	$	4,234,101
Installment loans		18,358		16,621		52,636		43,168
Mortgage loans		69,602		21,335		181,095		56,504
Home Equity loans		90,632		94,114		278,370		289,706
Late charges and fees		28,230		3,460		62,483		21,240
Total loan interest and fee income		1,713,893		1,554,666		4,996,724		4,644,719
Interest bearing deposits		7,317		4,940		13,907		15,291
Federal Funds Sold		—		—		—		13
Interest on investment securities
Taxable		23,309		22,064		72,249		74,786
Tax-exempt		992		408		3,000		408
Total investment income		24,301		22,472		75,249		75,194
Total interest income		1,745,511		1,582,078		5,085,880		4,735,217
Interest Expense
Interest on deposits		238,608		301,195		689,555		929,127
Interest on borrowed funds		—		—		64		14,509
Total interest expense		238,608		301,195		689,619		943,636
Net Interest Income		1,506,903		1,280,883		4,396,261		3,791,581
Provision for loan losses		330,000		105,000		400,000		159,000
Net Interest Income After Provision for Loan Losses		1,176,903		1,175,883		3,996,261		3,632,581
Non-interest Income
Service charge income		19,413		15,208		58,710		39,369
Mortgage banking activities		77,165		108,384		274,032		167,145
SBA loan sales		173,099		186,151		321,848		686,884
Other income		30,031		8,808		240,733		30,426
Total non-interest income		299,708		318,551		895,323		923,824
Non-interest Expense
Salaries and employee benefits		653,234		729,641		2,055,073		1,955,026
Occupancy expense		122,137		145,294		356,804		388,979
Equipment expense		49,950		55,722		150,229		133,310
Advertising		81,712		29,276		172,180		110,019
Data Processing		63,178		57,379		180,219		166,952
Professional fees		102,328		105,963		378,629		363,403
Loan origination expense		48,091		37,223		155,147		86,273
Regulatory Assessments		25,270		33,603		74,245		115,931
Other expense		102,264		123,360		280,363		287,503
Total non-interest expense		1,248,164		1,317,461		3,802,889		3,607,396
Net Income Before Income Taxes		228,447		176,973		1,088,695		949,009
Income tax expense		78,700		—		361,351		—
Net Income		149,747		176,973		727,344		949,009
Dividend and accretion on preferred stock		11,552		67,995		44,936		164,360
Net Income applicable to common shareholders	$	138,195	$	108,978	$	682,408	$	784,649
Income per share—basic	$	0.08	$	0.06	$	0.38	$	0.44

Birmingham Bloomfield Bancshares, Inc.

Financial Summary and Selected Ratios (Unaudited)

(Dollars in thousands except per share data)

	Year to Date
	September 30,						Change
	2012			2011			Amount			Percentage
INCOME STATEMENT
Interest Income	$	5,086		$	4,735		$	351			7.4	%
Interest Expense		690			944			(254	)		-26.9	%
Net Interest Income		4,396			3,792			605			15.9	%
Provision for loan loss		400			159			241			151.6	%
Non-interest income		895			924			(29	)		-3.1	%
Non-interest expense		3,803			3,607			195			5.4	%
Net Income before Income Taxes		1,089			949			140			14.7	%
Income tax expense		361			—			361			0.0	%
Net Income		727			949			(222	)		-23.4	%
Dividend and accretion on preferred stock		45			164			(119	)		-72.7	%
Net Income—common shareholders	$	682		$	785		$	(102	)		-13.0	%
Income per share—basic & diluted	$	0.38		$	0.44		$	(0.06	)		-13.9	%
BALANCE SHEET DATA
Total assets		148,497			124,743			23,754			19.0	%
Average Assets		135,682			118,010			17,672			15.0	%
Total loans		118,440			102,580			15,860			15.5	%
Allowance for loan loss (ALLL)		1,974			1,499			475			31.7	%
Total deposits		131,147			111,171			19,976			18.0	%
Other borrowings		—			—			—			0.0	%
Shareholders’ equity		16,682			13,056			3,626			27.8	%
Average Equity		16,449			11,728			4,721			40.3	%
ASSET QUALITY
Other real estate owned (OREO)		—			298			(298	)		-100.0	%
Net charge-offs		—			108			(108	)		-100.0	%
Non-accrual loans		708			—			708			0.0	%
(2) Non-performing assets (NPA)		708			298			410			137.5	%
Non-accrual loans / total loans		0.60	%		0.00	%		0.60	%		0.0	%
Allowance for loan loss / total loans		1.67	%		1.46	%		0.21	%		14.0	%
PERFORMANCE MEASUREMENTS
Net interest margin (tax equivalent)		4.78	%		4.48	%		0.30	%		6.7	%
(1) Return on average assets (annualized)		0.72	%		1.08	%		-0.36	%		-33.0	%
(3) Return on average assets (annualized)		1.47	%		1.26	%		0.21	%		17.1	%
(1) Return on average common equity (annualized)		8.21	%		15.80	%		-7.59	%		-48.0	%
(3) Return on average common equity (annualized)		16.81	%		18.44	%		-1.63	%		-8.8	%
Efficiency ratio		71.9	%		76.5	%		-4.64	%		-6.1	%
Tier 1 Leverage Ratio (Bank only)		9.20	%		9.22	%		-0.02	%		-0.22	%
Equity / Assets		11.23	%		10.47	%		0.77	%		7.3	%
Total loans / Total deposits		90.3	%		92.3	%		-1.96	%		-2.1	%
Book value per share	$	6.61		$	4.65		$	1.96			42.1	%
Income (loss) per share—basic & diluted	$	0.38		$	0.44		$	(0.06	)		-13.9	%
Shares outstanding		1,824,662			1,812,662			12,000			0.7	%
Average shares outstanding		1,817,874			1,800,557			17,317			1.0	%

(1) Amount is computed on net income before preferred dividends.

(2) Non-performing assets includes non-accrual loans and other real estate owned.

(3) Amount is computed on pre-tax, pre-provision earnings before preferred dividends

Birmingham Bloomfield Bancshares, Inc.

Financial Summary and Selected Ratios (Unaudited)

(Dollars in thousands except per share data)

	Quarter Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2012			2012			2012			2011			2011
INCOME STATEMENT
Interest Income	$	1,746		$	1,719		$	1,621		$	1,630		$	1,582
Interest Expense		239			223			228			280			301
Net Interest Income		1,507			1,496			1,394			1,350			1,281
Provision for loan loss		330			50			20			75			105
Non-interest income		300			112			484			309			319
Non-interest expense		1,248			1,216			1,338			1,484			1,317
Net Income before Income Taxes		228			341			519			100			177
Income tax expense (benefit)		79			111			171			(2,885	)		—
Net Income		150			230			348			2,985			177
Dividend and accretion on preferred stock		12			22			12			20			68
Net Income applicable to common shareholders	$	138		$	208		$	336		$	2,965		$	109
Income per share—basic & diluted	$	0.08		$	0.11		$	0.19		$	1.64		$	0.06
BALANCE SHEET DATA
Total assets		148,497			139,851			128,663			124,397			124,743
Average Assets		146,057			134,375			126,499			123,317			121,526
Total loans		118,440			113,074			106,628			106,298			102,580
Allowance for loan loss (ALLL)		1,974			1,644			1,594			1,574			1,499
Total deposits		131,147			122,650			111,774			107,678			111,171
Other borrowings		—			—			—			—			—
Shareholders’ equity		16,682			16,546			16,297			15,965			13,056
Average Equity		16,728			16,410			16,206			13,584			12,520
ASSET QUALITY
Other real estate owned (OREO)		—			—			—			298			298
Net charge-offs		—			—			—			—			108
Non-accrual loans		708			—			—			—			—
(2) Non-performing assets (NPA)		708			—			—			298			298
Non-accrual loans / total loans		0.60	%		0.00	%		0.00	%		0.00	%		0.00	%
Allowance for loan loss / total loans		1.67	%		1.45	%		1.50	%		1.48	%		1.46	%
PERFORMANCE MEASUREMENTS
Net interest margin (tax equivalent)		4.65	%		4.91	%		4.80	%		4.61	%		4.44	%
(1) Return on average assets (annualized)		0.41	%		0.69	%		1.11	%		9.60	%		0.58	%
(3) Return on average assets (annualized)		1.52	%		1.17	%		1.71	%		0.56	%		0.92	%
(1) Return on average common equity (annualized)		4.92	%		7.84	%		12.08	%		132.13	%		8.49	%
(3) Return on average common equity (annualized)		18.35	%		13.34	%		18.72	%		7.77	%		13.53	%
Efficiency ratio		69.1	%		75.7	%		71.3	%		89.4	%		82.4	%
Tier 1 Leverage Ratio (Bank only)		9.20	%		9.82	%		10.13	%		9.94	%		9.22	%
Equity / Assets		11.23	%		11.83	%		12.67	%		12.83	%		10.47	%
Total loans / Total deposits		90.3	%		92.2	%		95.4	%		98.7	%		92.3	%
Book value per share	$	6.61		$	6.54		$	6.44		$	6.26		$	4.65
Income (loss) per share—basic & diluted	$	0.08		$	0.11		$	0.19		$	1.64		$	0.06
Shares outstanding		1,824,662			1,824,662			1,812,662			1,812,662			1,812,662
Average shares outstanding		1,824,662			1,816,222			1,812,662			1,812,662			1,801,652

(1) Amount is computed on net income before preferred dividends.

(2) Non-performing assets includes non-accrual loans and other real estate owned.

(3) Amount is computed on pre-tax, pre-provision earnings before preferred dividends

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