POS AM 1 sugarcreekposam.txt 1 As filed with the Securities and Exchange Commission on May 7, 2007 Registration No. 333-139332 ------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO THE FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SUGAR CREEK FINANCIAL CORP. (Name of Small Business Issuer in its Charter) UNITED STATES 6035 74-3210459 (State or Jurisdiction of (Primary Standard Industrial (I.R.S. Employer Incorporation or Organization) Classification Code Number Identification No.) 28 WEST BROADWAY 28 WEST BROADWAY TRENTON, ILLINOIS 62293-1304 TRENTON, ILLINOIS 62293-1304 (618) 224-9228 (618) 224-9228 (Address and Telephone Number of (Address of Principal Place of Principal Executive Offices) Business or Intended Principal Place of Business) ROBERT J. STROH, JR. CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER SUGAR CREEK FINANCIAL CORP. 28 WEST BROADWAY TRENTON, ILLINOIS 62293-1304 (618) 224-9228 (Name, Address and Telephone Number of Agent for Service) Copies to: PAUL M. AGUGGIA, ESQ. SEAN P. KEHOE, ESQ. MULDOON MURPHY & AGUGGIA LLP 5101 WISCONSIN AVENUE, N.W. WASHINGTON, D.C. 20016 (202) 362-0840 Sale to the public concluded April 3, 2007. ------------------------------------------------------------------------------- 2 This Post-Effective Amendment No. 1 is filed for the purpose of deregistering 127,518 shares of the $.01 par value common stock (the "Common Stock") of Sugar Creek Financial Corp. (the "Company"), heretofore registered and offered pursuant to the terms of the Prospectus dated February 12, 2007. The remaining 408,095 shares registered pursuant to this Registration Statement on Form SB-2 have been issued in accordance with the Prospectus in the Subscription and Community Offering described therein. The Company has determined that no further shares will be offered, sold, issued and/or exchanged pursuant to the Prospectus. The Company therefore requests deregistration of the unissued shares of Common Stock pursuant to this Registration Statement as soon as is practicable after the filing of this Post-Effective Amendment No. 1. 3 SIGNATURES In accordance with the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form SB-2 and authorized this registration statement to be signed on its behalf by the undersigned, in the City of Trenton, State of Illinois, on May 7, 2007. SUGAR CREEK FINANCIAL CORP. By: /s/ Robert J. Stroh, Jr. ---------------------------------------- Robert J. Stroh, Jr. Chairman of the Board, Chief Executive Officer and Chief Financial Officer (duly authorized representative) In accordance with the requirements of the Securities Act of 1933, this registration statement was signed by the following persons in the capacities and on the dates stated. Name Title Date ---- ----- ---- /s/ Robert J. Stroh, Jr. Chairman of the Board, May 7, 2007 ------------------------ Chief Executive Officer Robert J. Stroh, Jr. and Chief Financial Officer (principal executive officer) /s/ Francis J. Eversman President, Chief Operating May 7, 2007 ----------------------- Officer and Director Francis J. Eversman * Director ----------------------- Timothy W. Deien * Director ----------------------- Timothy P. Fleming * Director ----------------------- Daniel S. Reilly 4 * Director ----------------------- Gary R. Schwend * Pursuant to the Powers of Attorney filed as Exhibit 24.0 to the Registration Statement on Form SB-2 for Sugar Creek Financial Corp. and Tempo Bank Employees' Savings and Profit Sharing Plan and Trust filed on December 14, 2006. /s/ Robert J. Stroh, Jr. May 7, 2007 ------------------------ Robert J. Stroh, Jr.