Exhibit 99.1

Fox Chase Bancorp, Inc.

Conversion

Valuation

Appraisal

April 29, 2010

Table of Contents

Fox Chase Bancorp, Inc.

Hatboro, Pennsylvania

TABLE OF CONTENTS		I
INTRODUCTION		1
1.	OVERVIEW AND FINANCIAL ANALYSIS	3
	GENERAL OVERVIEW	3
	HISTORY AND OVERVIEW	4
	STRATEGIC DIRECTION	5
	BALANCE SHEET TRENDS	6
	LOAN PORTFOLIO	8
	INVESTMENTS	11
	INVESTMENTS AND MORTGAGE-BACKED SECURITIES	12
	ASSET QUALITY	13
	FUNDING COMPOSITION	16
	ASSET/LIABILITY MANAGEMENT	18
	NET WORTH AND CAPITAL	19
	PROFITABILITY TRENDS	20
	LEGAL PROCEEDINGS	24
	SUBSIDIARIES	24
2.	MARKET AREA ANALYSIS	25
3.	COMPARISONS WITH PUBLICLY TRADED THRIFTS	30
	INTRODUCTION	30
	SELECTION CRITERIA	30
	OVERVIEW OF THE COMPARABLES	32
4.	MARKET VALUE DETERMINATION	34
	MARKET VALUE ADJUSTMENTS	34
	FINANCIAL CONDITION	35
	BALANCE SHEET GROWTH	39
	EARNINGS QUALITY, PREDICTABILITY AND GROWTH	40
	MARKET AREA	45

	CASH DIVIDENDS	47
	LIQUIDITY OF THE ISSUE	48
	RECENT REGULATORY MATTERS	49
5.	OTHER FACTORS	50
	MANAGEMENT	50
	SUBSCRIPTION INTEREST	51
	VALUATION ADJUSTMENTS	53
6.	VALUATION	54
	DISCUSSION OF WEIGHT GIVEN TO VALUATION MULTIPLES	54
	FULL OFFERING VALUE IN RELATION TO COMPARABLES	56
	COMPARISON TO OTHER PENDING SECOND STEP CONVERSIONS	59
	COMPARISON OF THE EXCHANGE VALUE AND STOCK PRICE	60
	VALUATION CONCLUSION	61

List of Figures

Fox Chase Bancorp, Inc.

Hatboro, Pennsylvania

FIGURE 1 - CURRENT FACILITIES LIST	3
FIGURE 2 - ASSET AND RETAINED EARNINGS CHART	6
FIGURE 3 - KEY BALANCE SHEET DATA	7
FIGURE 4 - KEY RATIOS	7
FIGURE 5 - NET LOANS RECEIVABLE CHART	8
FIGURE 6 - LOAN MIX AS OF DECEMBER 31, 2009	9
FIGURE 7 - LOAN MIX AT DECEMBER 31, 2009	10
FIGURE 8 - SECURITIES CHART	11
FIGURE 9 - INVESTMENT MIX	12
FIGURE 10 - ASSET QUALITY CHART	13
FIGURE 11 - NONPERFORMING LOANS	14
FIGURE 12 - ALLOWANCE FOR POSSIBLE LOAN AND LEASE LOSSES CHART	15
FIGURE 13 - DEPOSIT AND BORROWING TREND CHART	16
FIGURE 14 - DEPOSIT MIX	17
FIGURE 15 - INTEREST RATE RISK	18
FIGURE 16 - CAPITAL ANALYSIS	19
FIGURE 17 - NET INCOME CHART	20
FIGURE 18 - AVERAGE YIELDS AND COSTS	21
FIGURE 19 - SPREAD AND MARGIN CHART	22
FIGURE 20 - INCOME STATEMENT TRENDS	23
FIGURE 21 - DEPOSIT AND DEMOGRAPHIC DATA FOR ATLANTIC, NJ	26
FIGURE 22 - DEPOSIT AND DEMOGRAPHIC DATA FOR CAPE MAY, NJ	26
FIGURE 23 - DEPOSIT AND DEMOGRAPHIC DATA FOR BUCKS, PA	27
FIGURE 24 - DEPOSIT AND DEMOGRAPHIC DATA FOR CHESTER, PA	27
FIGURE 25 - DEPOSIT AND DEMOGRAPHIC DATA FOR DELAWARE, PA	28
FIGURE 26 - DEPOSIT AND DEMOGRAPHIC DATA FOR MONTGOMERY, PA	28
FIGURE 27 - DEPOSIT AND DEMOGRAPHIC DATA FOR PHILADELPHIA, PA	29
FIGURE 28 - FRANCHISE DEPOSIT AND DEMOGRAPHIC SUMMARY DATA	29
FIGURE 29 - COMPARABLE GROUP	31
FIGURE 30 - KEY FINANCIAL INDICATORS	33
FIGURE 31 - KEY BALANCE SHEET DATA	35
FIGURE 32 - CAPITAL DATA	36
FIGURE 33 - ASSET QUALITY TABLE	37
FIGURE 34 - BALANCE SHEET GROWTH DATA	39
FIGURE 35 - NET INCOME CHART	41
FIGURE 36 - PROFITABILITY DATA	42
FIGURE 37 - INCOME STATEMENT DATA	43
FIGURE 38 - MARKET AREA DATA	45
FIGURE 39 - DIVIDEND DATA	47
FIGURE 40 - MARKET CAPITALIZATION DATA	48
FIGURE 41 - SECOND STEP CONVERSIONS (SINCE 1/1/08) PRO FORMA DATA	51
FIGURE 42 - CONVERSIONS PRICE APPRECIATION	52
FIGURE 43 - VALUE RANGE	56
FIGURE 44 – APPRAISED VALUE	56
FIGURE 46 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA MIDPOINT	57
FIGURE 47 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA SUPER MAXIMUM	57

FIGURE 48 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA MINIMUM	58
FIGURE 49 - COMPARISON TO OTHER PENDING SECOND STEP CONVERSIONS	59
FIGURE 50 - COMPARISON OF THE EXCHANGE VALUE PER MINORITY SHARE AND STOCK PRICE	60

List of Exhibits

Fox Chase Bancorp, Inc.

Hatboro, Pennsylvania

Exhibit
1.	Profile of FinPro, Inc. and the Author of the Appraisal
2.	Consolidated Balance Sheets
3.	Consolidated Statements of Income
4.	Consolidated Statements of Equity and Comprehensive Income
5.	Consolidated Statements of Cash Flows
6.	Income Reconciliation of TFR to Consolidated Statements
7.	Comparable Group Selection Screens
8.	Selected Financial Data
9.	Industry Pricing Multiples
10.	Second Step Conversions 2008 to Year-to-Date
11.	Appraisal Full Offering No Foundation Pro Forma December 31, 2009 – 12 Months

Conversion Valuation Appraisal Report Page: 1

Introduction

Fox Chase Bancorp, Inc., a Maryland corporation, is offering shares of common stock for sale in connection with the conversion of Fox Chase Bank from the mutual holding company form of organization to the stock form of organization. Upon completion of the conversion and the offering, all of the common stock of Fox Chase Bancorp, Inc. will be owned by public stockholders. This report represents FinPro, Inc.’s (“FinPro”) independent appraisal of the estimated pro forma market value of the common stock (the “Common Stock”) of Fox Chase Bancorp, Inc. (hereafter referred to on a consolidated basis as the “Bank”).

In compiling the pro formas, FinPro relied upon the assumptions provided by the Bank and its agents. The pro forma assumptions are as follows:

• 59.9% of the total shares will be sold to the depositors and public,

• the stock will be issued at $10.00 per share,

• the conversion expenses will be $4.5 million at the midpoint,

• there will be an ESOP equal to 4% of the shares issued funded internally, amortized over 15 years straight-line,

• there will be an MRP equal to 3.15% of the shares issued, amortized over 5 years straight-line,

• there will be a Stock Option Plan equal to 7.87% of the shares issued, expensed at $2.92 per option over 5 years straight-line,

• the tax rate is assumed at 34.00% and,

• the net proceeds will be invested at the three-year Treasury Note rate of 1.66%, pre-tax.

It is our understanding that the Bank will offer its stock in a subscription and community offering to Eligible Account Holders, to the Employee Plans, and to Supplemental Eligible Account Holders of the Bank. This appraisal has been prepared in accordance with Regulation 563b.7 and the “Guidelines for Appraisal Reports for the Valuation of Savings and Loan Associations Converting from Mutual to Stock Form of Organization” of the Office of Thrift Supervision (“OTS”) which have been adopted in practice by the Federal Deposit Insurance Corporation (“FDIC”), including the most recent revisions as of October 21, 1994, and applicable regulatory interpretations thereof.

In the course of preparing our report, we reviewed the Bank’s audited financials for the years ended December 31, 2009 and December 31, 2009. We also reviewed the registration statement on Form S-1 as filed with the Securities and Exchange Commission (“SEC”). We have conducted due diligence analysis of the Bank and held due diligence related discussions with the Bank’s Management and Board, Stifel, Nicolaus & Company, Incorporated, (the Bank’s underwriter), and Kilpatrick Stockton LLP (the Bank’s special counsel). The valuation parameters set forth in the appraisal were predicated on these discussions but all conclusions related to the valuation were reached and made independent of such discussions.

Conversion Valuation Appraisal Report Page: 2

Where appropriate, we considered information based upon other publicly available sources, which we believe to be reliable; however, we cannot guarantee the accuracy or completeness of such information. We visited the Bank’s primary market area and reviewed the market area’s economic condition. We also reviewed the competitive environment in which the Bank operates and its relative strengths and weaknesses. We compared the Bank’s performance with selected publicly traded thrift institutions. We reviewed conditions in the securities markets in general and in the market for savings institutions in particular. Our analysis included a review of the estimated effects of the Conversion of the Bank on the operations and expected financial performance as they related to the Bank’s estimated pro forma value.

In preparing our valuation, we relied upon and assumed the accuracy and completeness of financial and other information provided to us by the Bank and its independent accountants. We did not independently verify the financial statements and other information provided by the Bank and its independent accountants, nor did we independently value any of the Bank’s assets or liabilities. This estimated valuation considers the Bank only as a going concern and should not be considered as an indication of its liquidation value.

Our valuation is not intended, and must not be construed, to be a recommendation of any kind as the advisability of purchasing shares of Common Stock in the stock issuance. Moreover, because such valuation is necessarily based upon estimates and projections of a number of matters, all of which are subject to change from time to time, no assurance can be given that persons who purchase shares of Common Stock in the stock issuance will thereafter be able to sell such shares at prices related to the foregoing valuation of the pro forma market value thereof. FinPro is not a seller of securities within the meaning of any federal or state securities laws. Any report prepared by FinPro shall not be used as an offer or solicitation with respect to the purchase or sale of any securities.

The estimated valuation herein will be updated as appropriate. These updates will consider, among other factors, any developments or changes in the Bank’s financial condition, operating performance, management policies and procedures and current conditions in the securities market for thrift institution common stock. Should any such developments or changes, in our opinion, be material to the estimated pro forma market value of the Bank, appropriate adjustments to the estimated pro forma market value will be made. The reasons for any such adjustments will be explained at that time.

Conversion Valuation Appraisal Report Page: 3

1. Overview and Financial Analysis

GENERAL OVERVIEW

As of December 31, 2009, the Bank had $1.2 billion in total assets, $858.3 million in deposits, $631.3 million in net loans and $123.6 million in equity. The following table sets forth information with respect to the Bank’s full-service banking offices. The data shown below is the most recently available public data with regard to branch deposits.

FIGURE 1 – CURRENT FACILITIES LIST

			Deposits as of June 30,						Growth (%)
Address	City	State	2009		2008		2004		2008-2009	2004-2009
New Jersey
1) 6059 Black Horse Pike	Egg Harbor	NJ	$	55,866	$	38,706	$	61,631	44.33	-9.35
2) 921 West Ave	Ocean City	NJ		23,795		15,392		37,878	54.59	-37.18
3) 8 US Rt 9 S	Marmora	NJ		14,792		7,735		—	91.23	—
Pennsylvania
1) 401 Rhawn St	Philadelphia	PA		298,206		260,515		379,362	14.47	-21.39
2) 815 Bustleton Pike	Richboro	PA		154,967		104,923		144,550	47.70	7.21
3) 4390 Davisville Rd	Hatboro	PA		111,791		82,107		72,564	36.15	54.06
4) 1 Fitzwatertown Rd	Willow Grove	PA		63,114		36,728		57,581	71.84	9.61
5) 1041 York Rd	Warminster	PA		51,217		27,994		38,012	82.96	34.74
6) 137 N High St	West Chester	PA		43,199		13,604		—	217.55	—
7) 5871 Lower York Rd	Lahaska	PA		30,083		12,073		—	149.18	—
8) 210 W State St	Media	PA		15,394		3,827		—	302.25	—
	Total		$	862,424	$	603,604	$	791,578

Source: SNL Financial

Conversion Valuation Appraisal Report Page: 4

HISTORY AND OVERVIEW

FOX CHASE BANK

Fox Chase Bank is headquartered in Hatboro, Pennsylvania and has provided community banking services to customers for over 142 years. The Bank currently operates eleven full-service locations in Bucks, Chester, Delaware, Montgomery and Philadelphia counties in Pennsylvania and Atlantic and Cape May counties in the southern New Jersey area. At December 31, 2009, the Bank exceeded all regulatory capital requirements and was not a participant in any of the U.S. Treasury’s capital raising programs for financial institutions.

The Bank is a full service retail banking institution. The Company’s primary business lines involve generating funds from deposits or borrowings and investing such funds in loans and investment securities. The principal focus is to become the leading relationship-based business and consumer bank in our market areas. The Bank currently operates eleven retail banking locations and ten automated teller machines throughout the Philadelphia metropolitan area and in the southern New Jersey area.

The Company’s principal executive offices are located at 4390 Davisville Road, Hatboro, Pennsylvania 19040.

Conversion Valuation Appraisal Report Page: 5

STRATEGIC DIRECTION

The Bank’s business strategy is to grow and improve profitability by:

• remaining a community-oriented financial institution;

• improve earnings through asset diversification and growth;

• improve asset quality;

• improve the funding mix by focusing on core deposits;

• grow through geographic expansion;

• maintain strong capital levels; and

• continue expense control.

Conversion Valuation Appraisal Report Page: 6

BALANCE SHEET TRENDS

The Bank’s balance sheet declined by $24.3 million between December 31, 2005 and December 31, 2006, but assets increased $55.9 million between December 31, 2006 and December 31, 2007. The balance sheet grew by $118.4 million from December 31, 2007 to December 31, 2008 and grew by $242.5 million between December 31, 2008 and December 31, 2009.

Equity was $123.6 million as of December 31, 2009 and the equity to assets ratio was 10.53% at December 31, 2009.

FIGURE 2 - ASSET AND RETAINED EARNINGS CHART

Source: Offering Prospectus

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The following tables set forth certain information concerning the financial position of the Bank at the dates indicated.

FIGURE 3 - KEY BALANCE SHEET DATA

	At December 31,
Selected Financial Condition (in thousands)	2009		2008		2007		2006		2005
					(in thousands)
Total assets	$	1,173,818	$	931,270	$	812,919	$	756,985	$	781,291
Cash and cash equivalents		65,418		3,944		31,275		134,441		46,086
Securities available-for-sale		422,467		294,723		296,304		228,432		329,504
Loans receivable, net		631,296		588,975		447,035		355,617		366,393
Deposits		858,277		608,472		585,560		596,534		682,307
Federal Home Loan Bank advances		137,165		146,379		80,000		30,000		30,000
Other borrowed funds		50,000		50,000		20,000		—		—
Total stockholders’ equity		123,634		121,220		122,371		125,645		63,521

Source: Offering Prospectus

FIGURE 4 - KEY RATIOS

	At December 31,
	2009		2008		2007		2006		2005
Performance Ratios:
Return on average assets	-0.09	%	0.14	%	0.26	%	0.49	%	0.71	%
Return on average equity	-0.82	%	1.00	%	1.54	%	4.59	%	9.50	%
Interest rate spread (1)	1.74	%	2.01	%	1.85	%	1.90	%	1.78	%
Net interest margin (2)	2.16	%	2.59	%	2.60	%	2.33	%	2.05	%
Noninterest expense to average assets	1.81	%	2.18	%	2.48	%	2.66	%	1.80	%
Efficiency ratio (3)	79.90	%	82.00	%	91.80	%	105.80	%	79.70	%
Average interest-earning assets to average interest-bearing liabilities	115.60	%	119.70	%	123.70	%	113.50	%	109.10	%
Average equity to average assets	11.11	%	13.98	%	16.66	%	10.58	%	7.44	%
Asset Quality Ratios:
Allowance for loan losses as a percent of total loans	1.65	%	1.05	%	0.75	%	0.82	%	2.22	%
Allowance for loan losses as a percent of nonperforming loans and accruing loans of 90 days or more past due	35.73	%	107.01	%	412.21	%	91.44	%	163.90	%
Net charge-offs to average outstanding loans during the period	0.75	%	—		—		—		—
Nonperforming loans as a percent of total loans	4.62	%	0.98	%	0.18	%	0.90	%	1.36	%
Nonperforming loans as a percent of total assets	2.87	%	0.63	%	0.10	%	0.43	%	0.67	%
Capital Ratios:
Total equity to total assets	10.53	%	13.02	%	15.05	%	16.60	%	8.13	%
Tier 1 capital (to adjusted assets) (4)	8.51	%	10.70	%	12.03	%	12.49	%	8.40	%
Tier 1 capital (to risk-weighted assets) (4)	15.41	%	18.11	%	21.78	%	26.79	%	17.76	%
Total risk-based capital (to risk-weighted assets) (4)	16.57	%	19.25	%	22.54	%	27.62	%	19.02	%
Other Data:
Deposit accounts	52,416		49,252		52,817		55,957		61,349
Offices	11		11		11		11		8

(1) Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost of interest-bearing liabilities.

(2) Represents net interest income as a percent of average interest-earning assets.

(3) Represents noninterest expense divided by the sum of net interest income and noninterest income, excluding gains or losses on the sale of securities, premises and equipment and assets acquired through foreclosure. For 2006, reflects a charge of $1.5 million for the contribution made to the Fox Chase Bank Charitable Foundation in connection with our initial public offering.

(4) Ratios are for Fox Chase Bank.

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 8

LOAN PORTFOLIO

The Bank’s loan portfolio has increased by $264.9 million from December 31, 2005 to December 31, 2009, with $141.9 million of the growth coming between December 31, 2007 and December 31, 2008. As a percent of assets, the loan portfolio has increased from 46.90% to 53.78% between December 31, 2005 and December 31, 2009, respectively.

FIGURE 5 - NET LOANS RECEIVABLE CHART

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 9

Since December 31, 2005, the loan portfolio composition has shifted toward multi-family and commercial real estate and commercial loans and has shifted away from one-to-four-family residential real estate and home equity loans.

FIGURE 6 - LOAN MIX AS OF DECEMBER 31, 2009

	At December 31,
	2009					2008					2007					2006					2005
	Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent
Real estate loans:
One-to four-family	$	268,535		41.80	%	$	260,833		43.80	%	$	215,817		47.90	%	$	209,463		58.30	%	$	228,476		60.90	%
Multi-family and commercial		207,738		32.40	%		155,564		26.20	%		76,287		16.90	%		44,681		12.40	%		32,923		8.80	%
Construction		40,799		6.40	%		65,002		10.90	%		46,471		10.30	%		11,568		3.20	%		31,015		8.30	%
Total real estate loans		517,072		80.60	%		481,399		80.90	%		338,575		75.10	%		265,712		73.90	%		292,414		78.00	%
Consumer loans:
Home equity loans		50,080		7.80	%		63,987		10.70	%		68,431		15.20	%		73,456		20.50	%		65,003		17.30	%
Home equity lines of credit		13,664		2.10	%		11,486		1.90	%		9,642		2.10	%		10,468		2.90	%		16,269		4.30	%
Other		5,618		0.90	%		613		0.20	%		671		0.20	%		1,178		0.40	%		1,468		0.40	%
Total consumer loans		69,362		10.80	%		76,086		12.80	%		78,744		17.50	%		85,102		23.80	%		82,740		22.00	%
Commercial and industrial		55,434		8.60	%		37,371		6.30	%		33,356		7.40	%		8,194		2.30	%		175		—
Total loans		641,868		100.00	%		594,856		100.00	%		450,675		100.00	%		359,008		100.00	%		375,329		100.00	%
Less:
Deferred loan origination costs (fees), net		33					379					(264	)				(442	)				(587	)
Allowance for loan losses		(10,605	)				(6,260	)				(3,376	)				(2,949	)				(8,349	)
Net loans	$	631,296				$	588,975				$	447,035				$	355,617				$	366,393

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 10

The two large components in the loan portfolio are 1-4 family residential loans, which account for 42% of the portfolio mix at December 31, 2009, and multi-family and commercial real estate loans, which account for 32% of the portfolio mix at December 31, 2009.

FIGURE 7 - LOAN MIX AT DECEMBER 31, 2009

Source: Offering Prospectus

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INVESTMENTS

The investment portfolio increased $126.2 million between December 31, 2007 and December 31, 2009.

FIGURE 8 - SECURITIES CHART

Source: Offering Prospectus

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INVESTMENTS AND MORTGAGE-BACKED SECURITIES

The following table sets forth the amortized cost and fair values of the Bank’s securities portfolio at the dates indicated. All of the securities were classified as available-for-sale at the dates indicated. The portfolio is predominately agency sponsored MBS. As a result of negative trends for the Company’s private label residential mortgage security, management’s analysis during the second quarter 2009 indicated that the security was other-than-temporary impaired in the amount of $605 thousand, $157 thousand of which was recognized on the Statement of Operations and $448 thousand in other comprehensive income (before taxes). There was no additional other-than-temporary credit impairment charge on this investment in the third or fourth quarter of 2009.

FIGURE 9 - INVESTMENT MIX

	At December 31,
	2009				2008				2007
	Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value
					(in thousands)
Obligations of U.S. government agencies	$	305	$	306	$	—	$	—	$	10,000	$	10,016
State and political subdivisions		9,199		9,292		14,679		14,463		81,019		81,143
Corporate securities		9,838		9,950		11,124		10,578		—		—
Total investment securities		19,342		19,548		25,803		25,041		91,019		91,159
Private label residential mortgage related security		628		195		889		269		1,181		1,208
Private label commercial mortgage related securities		17,607		17,833		10,049		7,304		10,069		10,137
Agency residential mortgage related securities		374,824		384,891		257,990		262,109		193,112		193,800
Total mortgage related securities		393,059		402,919		268,928		269,682		204,362		205,145
Total securities	$	412,401	$	422,467	$	294,731	$	294,723	$	295,381	$	296,304

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 13

ASSET QUALITY

The Bank’s nonperforming assets increased to $33.7 million at December 31, 2009 from $5.2 million at December 31, 2005. The Bank’s nonperforming asset to total assets ratio increased from 0.67% at December 31, 2005 to 2.87% at December 31, 2009.

The increase in NPAs between December 31, 2008 and December 31, 2009 was primarily attributable to a $12.2 million increase in nonaccrual construction loans, a $6.2 million increase in nonaccrual 1-4 family mortgages and a $4.1 million increase in real estate owned.

The increase on nonaccrual construction loans relates to weak sales of new construction properties. The increase in nonaccrual 1-4 family mortgages was attributable to higher unemployment among other things.

FIGURE 10 - ASSET QUALITY CHART

Source: Offering Prospectus

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At December 31, 2009, the Company’s nonperforming loans to total loan ratio was 4.62% and the nonperforming assets to total assets ratio was 2.87%. The largest increases in the portfolio were construction loans, one-to-four family real estate, and multi-family and commercial real estate and the construction categories. Nonperforming one-to-four-family real estate loans increased by $6.2 million from December 31, 2008 to December 31, 2009. Nonperforming multi-family and commercial real estate increased by $4.1 million from December 31, 2008 to December 31, 2009. Nonperforming construction loans increased $12.2 million from December 31, 2008 to December 31, 2009.

FIGURE 11 - NONPERFORMING LOANS

	At December 31,
	2009			2008			2007			2006			2005
	(Dollars in thousands)
Nonaccrual loans:
One- to four-family real estate	$	7,740		$	1,503		$	155		$	284		$	548
Multi-family and commercial real estate		4,738			685			105			—			2,972
Construction		15,739			3,495			—			—			—
Consumer		612			167			—			—			—
Commercial and industrial		250			—			—			—			—
Total		29,079			5,850			260			284			3,520
Accruing loans past due 90 days or more:
One- to four-family		—			—			559			—			—
Multi-family and commercial real estate		601			—			—			2,941			1,574
Total		601			—			559			2,941			1,574
Total of nonaccrual loans and accruing loans 90 days or more past due	$	29,680		$	5,850		$	819		$	3,225		$	5,094
Real estate owned		4,052			—			—			—			107
Total nonperforming assets	$	33,732		$	5,850		$	819		$	3,225		$	5,201
Total nonperforming loans and accruing loans past due 90 days or more to total loans		4.62	%		0.98	%		0.18	%		0.90	%		1.36	%
Total nonperforming loans to total assets		2.53	%		0.63	%		0.10	%		0.43			0.65	%
Total nonperforming assets to total assets		2.87	%		0.63	%		0.10	%		0.43			0.67	%

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 15

The Bank’s reserve to loan ratio was 1.65% as of December 31, 2009. The ratio has trended upward since 2007.

FIGURE 12 - ALLOWANCE FOR POSSIBLE LOAN AND LEASE LOSSES CHART

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 16

FUNDING COMPOSITION

Following two years of declines, the Bank experienced deposit growth of $272.7 million between December 31, 2007 and December 31, 2009. Borrowings trended upward between December 31, 2006 and December 31, 2009 due to the Bank implementing leverage strategies. As of December 31, 2009, the Bank had outstanding borrowings of $187.2 million.

FIGURE 13 - DEPOSIT AND BORROWING TREND CHART

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 17

The following chart illustrates the Bank’s deposit mix as of December 31, 2009. The two largest components of the deposit mix are certificates of deposit and money market accounts.

FIGURE 14 - DEPOSIT MIX

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 18

ASSET/LIABILITY MANAGEMENT

The following table, which is based on information that the Bank provided to the Office of Thrift Supervision, presents the change in the net portfolio value of the Bank at September 30, 2009 (the latest date for which the information is available) that would occur in the event of an immediate change in interest rates based on Office of Thrift Supervision assumptions, with no effect given to any steps that the Bank might take to counteract that change. The Bank’s interest rate risk position is considered to be “Minimum Risk” according to TB-13a.

FIGURE 15 – INTEREST RATE RISK

	Net Portfolio Value							Net Portfolio Value as %  of Portfolio Value of Assets
Basis point ("bp") Change in rates	Amount		Change			% Change		NPV Ratio		Change (bp)
	(Dollars in thousands)
300	$	80,064	$	(45,613	)	-36	%	6.84	%	-333
200		99,038		(26,640	)	-21	%	8.28	%	-189
100		118,970		(6,707	)	-5	%	9.77	%	-40
50		119,307		(6,370	)	-5	%	9.72	%	-45
0		125,677		—				10.17	%	0
-50		122,942		(2,735	)	-2	%	9.90	%	-27
-100		124,218		(1,459	)	-1	%	9.97	%	-20

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 19

NET WORTH AND CAPITAL

At December 31, 2009 the Bank had capital in excess of the minimum requirements for all capital ratios.

FIGURE 16 - CAPITAL ANALYSIS

	At December 31, 2009
Bank Level Regulatory Capital Position	Amount (000’s)		Percentage of Assets
GAAP capital	$	106,136	9.02	%
Tier 1 leverage capital
Capital level		99,592	8.51	%
Requirement		46,809	4.00	%
Excess		52,783	4.51	%
Tier 1 risk-based capital
Capital level		99,592	15.41	%
Requirement		25,854	4.00	%
Excess		73,738	11.41	%
Total risk-based capital
Capital level		107,092	16.57	%
Requirement		51,707	8.00	%
Excess	$	55,385	8.57	%

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 20

PROFITABILITY TRENDS

Net income trended downward between the twelve months ended December 31, 2005 and the twelve months ended December 31, 2009. The decline of over this time period was primarily attributable to higher provision expense. Provision recoveries were $6.0 million and $5.9 million for the twelve months ended December 31, 2005 and December 31, 2006, respectively. Provision expense increased to $425 thousand for the twelve months ended December 31, 2007 and increased to $2.9 million and $9.1 million for the twelve months ended December 31, 2008 and December 31, 2009, respectively.

The adverse change in profitability between December 31, 2008 and December 31, 2009 was primarily attributable to a $6.2 million increase in provision expense and a $1.4 million increase in noninterest expense. The increased provision expense was largely attributable to the $4.7 million in charge-offs and the rise in NPAs.

FIGURE 17 - NET INCOME CHART

For the twelve months ended,

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 21

The net interest spread and margin decreased between the twelve months ended December 31, 2008 and the twelve months ended December 31, 2009. The decline was primarily attributable to the yield on earning assets declining more than the cost of funding.

FIGURE 18 - AVERAGE YIELDS AND COSTS

	Years Ended December 31,
	2009						2008						2007
	Average Balance		Interest and Dividends		Yield/ Cost		Average Balance		Interest and Dividends		Yield/ Cost		Average Balance		Interest and Dividends		Yield/ Cost
	(Dollars in thousands)
Assets:
Interest-earning assets:
Interest-earning demand deposits	$	50,506	$	622	1.23	%	$	10,218	$	131	1.28	%	$	81,864	$	4,167	5.09	%
Money market funds		27,564		183	0.67	%		16,892		536	3.17	%		806		40	4.96	%
Mortgage-related securities		352,542		14,654	4.16	%		246,811		12,356	5.01	%		147,978		7,329	4.95	%
Taxable securities		28,102		764	2.72	%		29,334		1,240	4.23	%		61,530		3,236	5.26	%
Nontaxable securities		12,082		482	3.99	%		15,350		613	3.99	%		24,023		924	3.85	%
Loans:
Residential loans		266,577		14,575	5.47	%		238,858		13,550	5.67	%		208,828		11,791	5.65	%
Commercial loans		285,460		15,882	5.49	%		203,391		13,048	6.31	%		113,822		8,800	7.63	%
Consumer loans		73,572		4,236	5.76	%		76,545		4,410	5.76	%		81,467		4,770	5.86	%
Total Loans		625,609		34,693	5.51	%		518,794		31,008	5.94	%		404,117		25,361	6.25	%
Allowance for loan losses		-7,311						-3,857						-3,056
Net loans		618,298		34,693				514,937		31,008				401,061		25,361
Total interest-earning assets		1,089,094		51,398	4.67	%		833,542		45,884	5.45	%		717,262		41,057	5.68	%
Noninterest-earning assets		37,282						35,946						36,172
Total assets	$	1,126,376					$	869,488					$	753,434
Liabilities and equity:
Interest-bearing liabilities:
NOW and money market deposit accounts	$	189,946		2,874	1.51	%	$	109,499		2,307	2.11	%	$	81,943		1,997	2.44	%
Savings accounts		51,350		90	0.17	%		52,748		158	0.30	%		59,160		424	0.72	%
Certificates of deposit		506,076		17,625	3.48	%		385,141		15,998	4.15	%		402,120		18,105	4.50	%
Total interest-bearing deposits		747,372		20,589	2.75	%		547,388		18,463	3.37	%		543,223		20,526	3.78	%
FHLB advances		144,224		5,311	3.63	%		122,145		4,653	3.73	%		34,422		1,642	4.77	%
Other borrowed funds - short term		284		2	0.69	%		—			0.00	%		—		—	0.00	%
Other borrowed funds - long term		50,000		1,733	3.42	%		26,863		963	3.53	%		2,222		82	3.62	%
Total borrowings		194,508		7,046	3.57	%		149,008		5,598	3.70	%		36,644		1,724	4.64	%
Total interest-bearing liabilities		941,880		27,635	2.92	%		696,396		24,061	3.44	%		579,867		22,250	3.83	%
Noninterest-bearing deposits		50,743						46,044						43,036
Other noninterest-bearing liabilities		8,665						5,462						4,983
Total liabilities		1,001,288						747,902						627,886
Retained earnings		120,619						121,852						126,257
Accumulated comprehensive income		4,469						-266						-709
Total stockholder’s equity		125,088						121,586						125,548
Total liabilities and stockholders’ equity	$	1,126,376					$	869,488					$	753,434
Net interest income			$	23,763					$	21,823					$	18,807
Interest rate spread					1.74	%					2.01	%					1.85	%
Net interest margin					2.16	%					2.59	%					2.60	%
Average interest-earning assets to average interest-bearing liabilities					115.63	%					119.69	%					123.69	%

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 22

Spread and margin trended downward between December 31, 2007 and December 31, 2009, due in large part to declining yield.

The net interest spread and margin both decreased between the twelve months ended December 31, 2008 and December 31, 2009 due to yields declining more than the cost of funding.

FIGURE 19 - SPREAD AND MARGIN CHART

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 23

Net income trended downward between the twelve months ended December 31, 2005 and the twelve months ended December 31, 2009. The decline over this time period was primarily attributable to higher provision expenses. Net interest income and noninterest income increased between the twelve months ended December 31, 2008 and the twelve months ended December 31, 2009. This increase was offset by higher provision expense and higher noninterest expense during the period between the twelve months ended December 31, 2008 and the twelve months ended December 31, 2009.

FIGURE 20 - INCOME STATEMENT TRENDS

	At December 31,
Selected Financial Condition (in thousands)	2009			2008		2007		2006			2005
	(in thousands)
Interest income	$	51,398		$	45,884	$	41,057	$	37,177		$	37,601
Interest expense		27,635			24,061		22,250		20,459			20,697
Net interest income		23,763			21,823		18,807		16,718			16,904
Provision (credit) for loan losses		9,052			2,900		425		(5,394	)		(6,025	)
Net interest income after provision (credit) for loan losses		14,711			18,923		18,382		22,112			22,929
Noninterest income		3,767			1,405		2,696		2,073			1,214
Noninterest expense		20,333			18,948		18,688		19,867			15,208
(Loss) income before income tax (benefit) expense		(1,855	)		1,380		2,390		4,318			8,935
Income tax (benefit) expense		(827	)		165		460		684			2,975
Net (loss) income (1)	$	(1,028	)	$	1,215	$	1,930	$	3,634		$	5,960

Source: Offering Prospectus

(1) Net income for 2006 reflects a charge of $1.5 million for the contribution made to the Fox Chase Bank Charitable Foundation in connection with our initial public offering.

Conversion Valuation Appraisal Report Page: 24

LEGAL PROCEEDINGS

At December 31, 2009, the Bank was not involved in any legal proceedings the outcome of which it believes would be material to its financial condition or results of operations. Periodically, there have been various claims and lawsuits against the Bank, such as claims to enforce liens, condemnation proceedings on properties in which the Bank holds security interests, claims involving the making and servicing of real property loans and other issues incident to the Bank’s business. The Bank is currently not a party to any pending legal proceedings that the Bank believes would have a material adverse effect on the financial condition, results of operations or cash flows.

SUBSIDIARIES

Fox Chase Bank established Fox Chase Financial, Inc. in 1999. As a Delaware-chartered corporation investment company, Fox Chase Financial manages and holds investment securities.

In February 2009, Fox Chase Bank established Fox Chase Service Corporation as a wholly-owned subsidiary. A Pennsylvania-chartered corporation, Fox Chase Service Corporation made and manages the Bank’s investment in Philadelphia Mortgage Advisors, Inc.

Conversion Valuation Appraisal Report Page: 25

2. Market Area Analysis

New Jersey Market Area. The economy of Atlantic County is dominated by the gaming industry in nearby Atlantic City as the primary employer. The economy of Cape May County is primarily geared towards tourism. According to published statistics, Atlantic County’s population in 2009 was approximately 279,000 and Cape May County’s population was approximately 101,000. The economy in Atlantic County, while strong in recent years as new and expanding casinos in Atlantic City were being developed, began deteriorating as gaming revenues fell in 2008 and 2009. Cape May County also generally benefits from the growth in and around Atlantic City, as many residents commute to that area for employment. Although the economy in this market area has been strong in recent years, during 2008 and 2009 gaming revenues and casino development has declined, resulting in a significant deterioration in development and employment. Additionally, median household and per capita income in Atlantic and Cape May Counties are lower than the comparable figures for New Jersey as a whole. The southern New Jersey market is located outside of a major metropolitan area, resulting in lower average income levels and a smaller portion of higher-paying, professional jobs.

Philadelphia Market Area. The economy of the Philadelphia market area is primarily dominated by the service sector. According to published statistics, the population of the five-county area served by the Bank’s branches totaled approximately 3.9 million in 2008. The economy in the Philadelphia market area contains a highly-educated workforce and a diverse local economy as traditional employers in the manufacturing and financial services industry have been bolstered by growth in the life sciences and health care industries as well as the information technology and communication sectors. The median household and per capita income in Bucks, Chester, Delaware and Montgomery Counties significantly exceeds the comparable figures for Pennsylvania as a whole, while the median household and per capita income in Philadelphia County trailed the comparable figures for Pennsylvania.

Conversion Valuation Appraisal Report Page: 26

The following tables provide deposit and demographic data for the Bank’s market area.

FIGURE 21 – DEPOSIT AND DEMOGRAPHIC DATA FOR ATLANTIC, NJ

Market: Atlantic, NJ Deposit Data as of 6/30/2009

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	3,686,797	4,604,486	4,704,101	4,769,306	4,126,909	4,450,923	1.56

Demographic Data

	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	252,552	279,172	289,448	10.54	3.68
0-14 Age Group (%):	21	20	19	1.16	3.12
15-34 Age Group (%):	25	26	27	13.36	6.25
35-54 Age Group (%):	31	29	26	4.84	-6.43
55+ Age Group (%):	23	25	28	24.00	13.09
Total Households:	95,024	105,339	109,300	10.86	3.76
$0-24K Households (%):	26	19	17	-21.12	-8.59
$25-50K Households (%):	30	25	22	-7.86	-7.16
$50K+ Households (%):	44	56	61	43.16	12.74
Average Household Income:	54,678	67,826	69,627	24.05	2.66
Median Household Income:	43,991	55,982	59,659	27.26	6.57
Per Capita Income:	21,034	26,022	26,761	23.71	2.84

Source: ESRI

Source: SNL Securities and ESRI

FIGURE 22 – DEPOSIT AND DEMOGRAPHIC DATA FOR CAPE MAY, NJ

Market: Cape May, NJ Deposit Data as of 6/30/2009

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	2,398,471	2,565,456	2,566,519	2,513,469	2,432,984	2,598,470	0.49

Demographic Data

	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	102,326	100,834	99,950	-1.46	-0.88
0-14 Age Group (%):	18	16	15	-15.87	-2.81
15-34 Age Group (%):	21	21	20	-1.16	-1.87
35-54 Age Group (%):	29	27	25	-7.87	-10.01
55+ Age Group (%):	32	36	39	12.64	7.42
Total Households:	42,148	42,787	42,707	1.52	-0.19
$0-24K Households (%):	29	19	17	-31.90	-12.12
$25-50K Households (%):	30	26	24	-11.16	-10.52
$50K+ Households (%):	41	55	60	33.92	9.01
Average Household Income:	57,755	71,553	73,604	23.89	2.87
Median Household Income:	41,660	54,354	58,341	30.47	7.34
Per Capita Income:	24,172	30,858	32,015	27.66	3.75

Source: ESRI

Source: SNL Securities and ESRI

Conversion Valuation Appraisal Report Page: 27

FIGURE 23 – DEPOSIT AND DEMOGRAPHIC DATA FOR BUCKS, PA

Market: Bucks, PA Deposit Data as of 6/30/2009

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	10,446,988	11,054,621	11,912,031	12,130,075	12,355,319	13,986,195	3.30
Demographic Data

	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	597,635	634,223	648,313	6.12	2.22
0-14 Age Group (%):	21	20	20	-1.36	1.54
15-34 Age Group (%):	24	23	23	1.02	2.51
35-54 Age Group (%):	33	32	29	1.26	-5.21
55+ Age Group (%):	22	26	28	26.59	11.59
Total Households:	218,725	234,527	240,768	7.22	2.66
$0-24K Households (%):	16	10	9	-33.69	-2.39
$25-50K Households (%):	25	16	14	-28.74	-11.36
$50K+ Households (%):	59	74	77	33.05	6.43
Average Household Income:	73,983	98,997	103,374	33.81	4.42
Median Household Income:	59,726	79,444	83,374	33.01	4.95
Per Capita Income:	27,430	36,801	38,605	34.16	4.90

Source: ESRI

Source: SNL Securities and ESRI

FIGURE 24 – DEPOSIT AND DEMOGRAPHIC DATA FOR CHESTER, PA

Market: Chester, PA Deposit Data as of 6/30/2009

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	7,174,541	7,752,029	8,739,697	9,034,615	8,889,453	10,212,787	4.84
Demographic Data

	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	433,501	499,763	532,960	15.29	6.64
0-14 Age Group (%):	22	21	20	8.90	5.35
15-34 Age Group (%):	25	24	24	9.96	9.21
35-54 Age Group (%):	33	31	29	10.06	-2.33
55+ Age Group (%):	21	24	27	36.73	16.65
Total Households:	157,905	184,056	197,363	16.56	7.23
$0-24K Households (%):	15	10	9	-23.08	1.88
$25-50K Households (%):	22	15	13	-20.22	-7.39
$50K+ Households (%):	63	75	78	38.71	10.88
Average Household Income:	85,047	112,852	118,507	32.69	5.01
Median Household Income:	64,836	87,308	93,734	34.66	7.36
Per Capita Income:	31,627	41,991	44,340	32.77	5.59

Source: ESRI

Source: SNL Securities and ESRI

Conversion Valuation Appraisal Report Page: 28

FIGURE 25 – DEPOSIT AND DEMOGRAPHIC DATA FOR DELAWARE, PA

Market: Delaware, PA Deposit Data as of 6/30/2008

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	7,911,118	8,385,152	8,796,331	9,082,089	9,140,696	10,650,784	3.42

Demographic Data
	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	550,864	558,969	559,509	1.47	0.10
0-14 Age Group (%):	21	19	19	-6.55	-0.99
15-34 Age Group (%):	26	26	26	0.52	1.44
35-54 Age Group (%):	30	29	26	-1.40	-8.52
55+ Age Group (%):	24	27	29	12.91	8.89
Total Households:	206,320	209,124	209,753	1.36	0.30
$0-24K Households (%):	23	15	15	-32.87	-3.47
$25-50K Households (%):	27	21	19	-20.69	-12.25
$50K+ Households (%):	50	64	67	28.85	5.37
Average Household Income:	65,639	83,416	87,323	27.08	4.68
Median Household Income:	50,104	66,300	69,779	32.32	5.25
Per Capita Income:	25,040	31,792	33,396	26.96	5.05

Source: ESRI

Source: SNL Securities and ESRI

FIGURE 26 – DEPOSIT AND DEMOGRAPHIC DATA FOR MONTGOMERY, PA

Market: Montgomery, PA Deposit Data as of 6/30/2008

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	15,585,373	16,783,565	18,410,895	19,539,913	20,436,795	21,818,516	4.38

Demographic Data
	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	750,097	786,653	801,186	4.87	1.85
0-14 Age Group (%):	20	19	19	-0.83	0.67
15-34 Age Group (%):	24	23	24	-1.14	4.70
35-54 Age Group (%):	31	31	28	2.64	-6.45
55+ Age Group (%):	24	27	29	18.71	9.60
Total Households:	286,098	302,908	309,446	5.88	2.16
$0-24K Households (%):	16	10	9	-34.38	-3.00
$25-50K Households (%):	24	17	15	-23.67	-11.96
$50K+ Households (%):	60	73	76	28.48	6.22
Average Household Income:	79,813	103,260	108,780	29.38	5.35
Median Household Income:	60,868	80,212	84,230	31.78	5.01
Per Capita Income:	30,898	40,149	42,445	29.94	5.72

Source: ESRI

Source: SNL Securities and ESRI

Conversion Valuation Appraisal Report Page: 29

FIGURE 27 - DEPOSIT AND DEMOGRAPHIC DATA FOR PHILADELPHIA, PA

Market: Philadelphia, PA Deposit Data as of 6/30/2008

Deposits Summary
(Deposit data in $000)
	6/2004	6/2005	6/2006	6/2007	6/2008	6/2009	CAGR(%)
Total Deposits	29,257,357	35,226,046	41,545,533	44,400,259	44,803,956	47,957,154	10.83

Demographic Data

	Base 2000	Current 2009	Projected 2014	% Change 2000-2009	% Change 2009-2014
Total Population:	1,517,550	1,452,449	1,413,509	-4.29	-2.68
0-14 Age Group (%):	21	20	20	-11.47	-2.07
15-34 Age Group (%):	30	30	29	-4.95	-3.89
35-54 Age Group (%):	27	26	24	-5.55	-9.76
55+ Age Group (%):	22	24	27	4.94	5.85
Total Households:	590,071	568,420	554,585	-3.67	-2.43
$0-24K Households (%):	42	33	32	-25.15	-5.38
$25-50K Households (%):	29	26	23	-14.48	-13.43
$50K+ Households (%):	29	42	46	38.04	6.66
Average Household Income:	41,525	52,609	54,501	26.69	3.60
Median Household Income:	30,781	41,408	45,404	34.52	9.65
Per Capita Income:	16,509	21,112	21,992	27.88	4.17
Source: ESRI

Source: SNL Securities and ESRI

FIGURE 28 - FRANCHISE DEPOSIT AND DEMOGRAPHIC SUMMARY DATA

County	Market Rank	Number of Branches	Company Deposits in Market ($000)	Deposit Market Share (%)	Percent of National Franchise (%)	Total Population 2009 (Actual)	Population Change 2000-2009 (%)		Projected Population Change 2009-2014 (%)		Median HH Income 2009 ($)	HH Income Change 2000-2009 (%)	Projected HH Income Change 2009-2014 (%)
Philadelphia	14	1	298,206	0.62	34.58	1,452,449	(4.29	)	(2.68	)	41,408	34.52	9.65
Bucks	16	3	236,267	1.69	27.40	634,223	6.12		2.22		79,444	33.01	4.95
Montgomery	20	2	174,905	0.80	20.28	786,653	4.87		1.85		80,212	31.78	5.01
Chester	31	1	43,199	0.42	5.01	499,763	15.29		6.64		87,308	34.66	7.36
Delaware	36	1	15,394	0.14	1.78	558,969	1.47		0.10		66,300	32.32	5.25
PA Totals		8	767,971		89.05	3,932,057
Weighted Average: Pennsylvania Franchise							2.22		0.44		65,028	33.40	6.93
Aggregate: Entire State of Pennsylvania						12,598,860	2.59		0.80		53,225	32.70	4.87
Atlantic	14	1	55,866	1.26	6.48	279,172	10.54		3.68		55,982	27.26	6.57
Cape May	11	2	38,587	1.48	4.47	100,834	(1.46	)	(0.88	)	54,354	30.47	7.34
NJ Totals		3	94,453		10.95	380,006
Weighted Average: New Jersey Franchise							5.64		1.82		55,317	28.57	6.88
Aggregate: Entire State of New Jersey						8,834,947	5.00		1.67		72,809	32.18	5.61
Aggregate: National						309,731,508	10.06		4.63		54,719	29.78	4.06

Source: SNL Securities

Conversion Valuation Appraisal Report Page: 30

3. Comparisons with Publicly Traded Thrifts

INTRODUCTION

This section presents an analysis of the Bank’s operations against a selected group (“Comparable Group”) of publicly traded thrifts. The Comparable Group was selected based upon similarity of characteristics to the Bank. The Comparable Group multiples provide the basis for the valuation of the Bank.

Factors that influence the Bank’s value such as balance sheet structure and size, profitability, income and expense trends, capital levels, credit risk, and recent operating results can be measured against the Comparable Group. The Comparable Group’s current market pricing, coupled with the appropriate aggregate adjustment for differences between the Bank and the Comparable Group, will then be utilized as the basis for the pro forma valuation of the Bank’s to-be-issued common stock.

SELECTION CRITERIA

The goal of the selection criteria process is to find those institutions with characteristics that most closely match those of the Bank. In an ideal world, all of the Comparable Group would contain the exact characteristics of the Bank. However, none of the Comparables selected will be exact clones of the Bank.

As of the date of this appraisal, there are a total of 256 thrifts that trade on public exchanges. There are 147 traded on the NYSE, NASDAQ or AMEX. FinPro limited the Comparable Group to institutions whose common stock is listed on a major exchange, (defined as the NYSE, NASDAQ or AMEX) since these companies tend to trade regularly. FinPro believes that thrifts that trade over-the-counter or as pink sheets are inappropriate for the Comparable Group, due to irregular trading activity and wide bid/ask spreads, which may skew the trading value and make trading multiples less reliable as an indicator of value.

Institutions that were structured as Mutual Holding Companies (MHC’s) were eliminated. 38 institutions were eliminated due to the MHC structure, leaving 109 remaining institutions.

Institutions outside of the Mid-Atlantic and Northeast region were eliminated. 59 institutions were eliminated due to being outside the target region.

Conversion Valuation Appraisal Report Page: 31

Of the 50 remaining institutions, 37 institutions were eliminated due to their size. An institution was eliminated if total assets were below $800 million or above $1.9 billion.

After narrowing the list down for the size range, 13 institutions remained. One institution was then eliminated due to insufficient data. One institution was eliminated due to being located in New Hampshire, which was viewed being too far removed from the target region. One institution was removed due to the institution serving a specific ethnic mix.

The remaining 10 institutions were deemed acceptable Comparables.

Using the criteria established, the Comparable Group was created. It is important to note that none of the Comparables will be identical clones of the Bank and as such subjective adjustments will have to be made. A variance to the Comparable median was established for each data field.

FIGURE 29 - COMPARABLE GROUP

		Corporate
Ticker	Short Name	Exchange	City	State	Number of Offices	IPO Date
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	NASDAQ	Jenkintown	PA	20	06/28/2007
BFED	Beacon Federal Bancorp, Inc.	NASDAQ	East Syracuse	NY	8	10/02/2007
CBNJ	Cape Bancorp, Inc.	NASDAQ	Cape May Court House	NJ	18	02/01/2008
ESSA	ESSA Bancorp, Inc.	NASDAQ	Stroudsburg	PA	17	04/04/2007
HARL	Harleysville Savings Financial Corporation	NASDAQ	Harleysville	PA	8	08/04/1987
HIFS	Hingham Institution for Savings	NASDAQ	Hingham	MA	10	12/20/1988
LEGC	Legacy Bancorp, Inc.	NASDAQ	Pittsfield	MA	20	10/26/2005
LSBX	LSB Corporation	NASDAQ	North Andover	MA	8	05/02/1986
UBNK	United Financial Bancorp, Inc.	NASDAQ	West Springfield	MA	24	12/04/2007
WFD	Westfield Financial, Inc.	NASDAQ	Westfield	MA	11	01/04/2007
FXCB	Fox Chase Bancorp, Inc. (MHC)	NASDAQ	Hatboro	PA	11	10/02/2006

Conversion Valuation Appraisal Report Page: 32

OVERVIEW OF THE COMPARABLES

The members of the Comparable Group were reviewed against the Bank to ensure comparability based upon the following criteria:

1. Asset size

2. Profitability

3. Capital Level

4. Balance Sheet Mix

5. Operating Strategy

6. Date of conversion

1. Asset Size Ideally, the Comparable Group should have a similar asset size to the Bank. The Comparable Group ranged in size from $806.6 million to $1.5 billion in total assets with a median of $1.1 billion. The Bank’s asset size was $1.2 billion as of December 31, 2009. At the pro forma midpoint of the offering range, the Bank is expected to have assets of $1.3 billion.

2. Profitability The Comparable Group had a median core ROAA of 0.54% and a median core ROAE of 3.35% for the last twelve months. The Bank had a core ROAA of -0.21% and a core ROAE of -1.92% for the twelve months ended December 31, 2009. On a pro forma basis, the Bank’s core ROAA and core ROAE are -0.19% and -1.08%, respectively.

3. Capital Level The Comparable Group had a median tangible equity to tangible assets ratio of 10.11% with a high of 20.47% and a low of 6.13%. At December 31, 2009, the Bank had a tangible equity to tangible assets ratio of 10.53%. On a pro forma basis, at the midpoint, the Bank would have a tangible equity to tangible assets ratio of 16.93%.

4. Balance Sheet Mix At December 31, 2009, the Bank had a net loan to asset ratio of 53.78%. The median loan to asset ratio for the Comparables was 68.96%, ranging from a low of 38.96% to a high of 77.95%. On the liability side, the Bank’s deposit to asset ratio was 73.12% at December 31, 2009 while the Comparable median was 66.83%, ranging from 45.58% to 71.45%. The Bank’s borrowing to asset ratio of 15.94% is below the Comparable median of 23.12%.

5. Operating Strategy An institution’s operating characteristics are important because they determine future performance. Operational strategy also affects expected rates of return and investors’ general perception of the quality, risk and attractiveness of a given company. Specific operating characteristics include profitability, balance sheet growth, asset quality, capitalization and non-financial factors such as management strategies and lines of business.

6. Date of Conversion Recent conversions, those completed on or after March 2, 2009, were excluded since the earnings of a newly converted institution do not reflect the reinvestment of conversion proceeds. Additionally, new issues tend to trade at a discount to the market averages.

Conversion Valuation Appraisal Report Page: 33

The following table represents key financial indicators for the Bank and the Comparable Group.

FIGURE 30 - KEY FINANCIAL INDICATORS

	The Bank at or for the Twelve Months Ended 12/31/09		Comparable Group Median Last Twelve Months
Balance Sheet Data
Gross Loans to Deposits	74.79		104.16
Total Net Loans to Assets	53.78		68.96
Securities to Assets	35.99		22.66
Deposits to Assets	73.12		66.83
Borrowed Funds to Assets	15.94		23.12
Balance Sheet Growth
Asset Growth Rate	26.04		3.84
Loan Growth Rate	7.19		3.27
Deposit Growth Rate	41.05		14.07
Capital
Equity to Assets	10.53		12.39
Tangible Equity to Tangible Assets	10.53		10.11
Intangible Assets to Equity	—		—
Regulatory Core Capital to Assets	8.51		10.85
Equity + Reserves to Assets	11.44		13.37
Asset Quality
Non-Performing Loans to Loans	4.62		1.57
Reserves to Non-Performing Loans	35.73		59.77
Non-Performing Assets to Assets	2.87		1.29
Non-Performing Assets to Equity	27.28		12.19
Reserves to Loans	1.65		1.21
Reserves to Non-Performing Assets + 90 Days Del.	31.44		58.81
Profitability
Return on Average Assets	(0.09	)	0.44
Return on Average Equity	(0.82	)	2.74
Core Return on Average Assets	(0.21	)	0.54
Core Return on Average Equity	(1.92	)	3.35
Income Statement
Yield on Average Earning Assets	4.67		5.16
Cost of Average Interest Bearing Liabilities	2.92		2.47
Net Interest Spread	1.74		2.49
Net Interest Margin	2.16		2.94
Noninterest Income to Average Assets	0.14		0.41
Noninterest Expense to Average Assets	1.81		1.97
Efficiency Ratio	79.90		66.02
Overhead Ratio	76.82		61.25

Source: The Bank’s Offering Circular, FinPro calculations and SNL Securities

Conversion Valuation Appraisal Report Page: 34

4. MARKET VALUE DETERMINATION

MARKET VALUE ADJUSTMENTS

The estimated pro forma market value of the Bank, along with certain adjustments to its value relative to market values for the Comparable Group are delineated in this section. The adjustments are made from potential investors’ viewpoint and are adjustments necessary when comparing the Bank to the Comparable Group. The adjustment factors are subjectively assessed using the appraiser’s knowledge and expertise and an aggregate adjustment is determined. Potential investors include depositors holding subscription rights and unrelated parties who may purchase stock in the community offering and who are assumed to be aware of all relevant and necessary facts as they pertain to the value of the Bank relative to other publicly traded thrift institutions and relative to alternative investment opportunities.

There are numerous criteria on which the market value adjustments are based. The major criteria utilized for purposes of this report include:

Adjustments Relative to the Comparable Group:

• Financial Condition

• Balance Sheet Growth

• Earnings Quality, Predictability and Growth

• Market Area

• Cash Dividends

• Liquidity of the Issue

• Recent Regulatory Matters

Adjustments for Other Factors:

• Management

• Subscription Interest

• Other than Temporary Impairment Charge

To ascertain the market value of the Bank, the median trading multiple values for the Comparable Group are utilized as the starting point. The adjustment, up or down, to the Comparable Group median multiple values is made based on the comparison of the Bank to the Comparable Group.

Conversion Valuation Appraisal Report Page: 35

FINANCIAL CONDITION

The balance sheet strength of an institution is an important market value determinant, as the investment community considers such factors as cash liquidity, capitalization, asset composition, funding mix, intangible levels and interest rate risk in assessing the attractiveness of investing in the common stock of a thrift. The following figures summarize the key financial elements of the Bank measured against the Comparable Group.

FIGURE 31 - KEY BALANCE SHEET DATA

		Key Financial Data for the Most Recent Period End
Ticker	Short Name	Total Assets ($000)	Loans/ Deposits (%)		Loans/ Assets (%)		Securities/ Assets (%)	Deposits/ Assets (%)	Borrowings/ Assets (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	1,238,112	91.00		62.49		27.06	68.67	13.20
BFED	Beacon Federal Bancorp, Inc.	1,066,897	119.96		77.95		18.12	64.98	25.20
CBNJ	Cape Bancorp, Inc.	1,072,985	103.78		74.14		NA	71.45	15.94
ESSA	ESSA Bancorp, Inc.	1,058,692	152.39		69.46		24.46	45.58	36.44
HARL	Harleysville Savings Financial Corporation	843,074	104.53		60.95		NA	58.31	34.45
HIFS	Hingham Institution for Savings	966,387	108.66		75.93		10.90	69.88	22.52
LEGC	Legacy Bancorp, Inc.	946,224	97.95		68.45		20.86	69.88	16.54
LSBX	LSB Corporation	806,567	107.96		67.50		27.06	62.53	29.26
UBNK	United Financial Bancorp, Inc.	1,512,664	103.59		72.95		20.62	70.42	14.06
WFD	Westfield Financial, Inc.	1,199,757	70.68		38.96		54.58	55.12	23.72
	Average	1,071,136	106.05		66.88		25.46	63.68	23.13
	Median	1,062,795	104.16		68.96		22.66	66.83	23.12
	Maximum	1,512,664	152.39		77.95		54.58	71.45	36.44
	Minimum	806,567	70.68		38.96		10.90	45.58	13.20
FXCB	Fox Chase Bancorp, Inc. (MHC)	1,173,818	74.79		53.78		35.99	73.12	15.94
	Variance to the Comparable Median	111,024	(29.37	)	(15.18	)	13.33	6.29	(7.18	)

Sources: SNL and Offering Circular Data, FinPro Computations

Asset Size – The Bank’s assets, at $1.2 billion, are moderately above the Comparable Group median of $1.1 billion. At the pro forma midpoint of the offering range, the Bank is expected to have assets of $1.3 billion.

Asset Composition – The Bank’s loans to assets ratio of 53.78% is below the Comparable Group median of 68.96%. The Bank has a higher level of securities as a percentage of assets.

Funding Mix – The Bank funds itself through deposits, 73.12% of assets, and borrowings, 15.94% of assets. The Comparable Group has a deposits to assets ratio of 66.83% and a borrowing to asset ratio of 23.12%.

Conversion Valuation Appraisal Report Page: 36

Cash Liquidity – The cash liquidity of the Bank and the Comparable Group appear to be sufficient to meet funding requirements and regulatory guidelines.

Interest Rate Risk – The Bank’s interest rate risk position is illustrated on page 18. The Bank’s interest rate risk position is considered to be “Minimum Risk”. The pro forma increase in capital is expected to reduce the institution’s interest rate risk. No similar data is available for the Comparable Group.

FIGURE 32 - CAPITAL DATA

		Capital for the Most Recent Period End
Ticker	Short Name	Equity/ Assets (%)		Tangible Tang Equity/ Tang Assets (%)	Intangible Assets/ Equity (%)	Core Capital/ Tangible Assets (%)		Equity + Reserves/ Assets (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	17.30		17.30	—	13.14		18.03
BFED	Beacon Federal Bancorp, Inc.	9.49		9.49	—	8.56		10.96
CBNJ	Cape Bancorp, Inc.	12.05		10.11	17.87	NA		13.16
ESSA	ESSA Bancorp, Inc.	16.91		16.91	—	NA		17.54
HARL	Harleysville Savings Financial Corporation	6.13		6.13	—	NA		6.41
HIFS	Hingham Institution for Savings	6.94		6.94	—	NA		7.57
LEGC	Legacy Bancorp, Inc.	12.72		11.62	9.72	NA		13.57
LSBX	LSB Corporation	7.69		7.69	—	NA		8.59
UBNK	United Financial Bancorp, Inc.	14.82		NA	NA	NA		15.46
WFD	Westfield Financial, Inc.	20.47		20.47	—	NA		21.10
	Average	12.45		11.85	3.07	10.85		13.24
	Median	12.39		10.11	—	10.85		13.37
	Maximum	20.47		20.47	17.87	13.14		21.10
	Minimum	6.13		6.13	—	8.56		6.41
FXCB	Fox Chase Bancorp, Inc. (MHC)	10.53		10.53	—	8.51		11.44
	Variance to the Comparable Median	(1.86	)	0.42	—	(2.34	)	(1.93	)

Sources: SNL and Offering Circular Data, FinPro Computations

Capitalization – The Comparable Group’s median tangible equity to tangible assets ratio of 10.11% is inline with the Bank’s ratio of 10.53%. The Bank’s pro forma equity to assets ratio is projected to be 16.93% at the midpoint of the valuation range.

Conversion Valuation Appraisal Report Page: 37

The asset quality of an institution is an important determinant of market value. The investment community considers levels of nonperforming loans, Real Estate Owned (“REO”) and levels of Allowance for Loan and Lease Losses (“ALLL”) in assessing the attractiveness of investing in the common stock of an institution.

FIGURE 33 - ASSET QUALITY TABLE

		Asset Quality for the Most Recent Period Available
Ticker	Short Name	NPLs/ Loans (%)	Reserves/ NPLs (%)		NPAs/ Assets (%)	NPAs/ Equity (%)	Reserves/ Loans (%)	Reserves/ NPAs + 90 (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	3.66	32.07		4.13	23.89	1.17	15.83
BFED	Beacon Federal Bancorp, Inc.	1.87	100.38		1.53	16.17	1.88	90.90
CBNJ	Cape Bancorp, Inc.	4.01	41.39		3.45	29.22	1.49	36.00
ESSA	ESSA Bancorp, Inc.	1.66	50.87		0.92	5.21	0.90	65.39
HARL	Harleysville Savings Financial Corporation	0.17	259.95		0.10	1.66	0.45	259.95
HIFS	Hingham Institution for Savings	1.30	61.03		1.36	19.27	0.83	45.59
LEGC	Legacy Bancorp, Inc.	2.73	45.77		2.06	16.19	1.25	41.59
LSBX	LSB Corporation	0.62	217.08		0.24	3.30	1.34	358.58
UBNK	United Financial Bancorp, Inc.	1.49	58.51		1.22	8.21	0.87	52.23
WFD	Westfield Financial, Inc.	1.15	139.76		0.60	2.88	1.62	107.19
	Average	1.86	100.68		1.56	12.60	1.18	107.32
	Median	1.57	59.77		1.29	12.19	1.21	58.81
	Maximum	4.01	259.95		4.13	29.22	1.88	358.58
	Minimum	0.17	32.07		0.10	1.66	0.45	15.83
FXCB	Fox Chase Bancorp, Inc. (MHC)	4.62	35.73		2.87	27.28	1.65	31.44
	Variance to the Comparable Median	3.05	(24.04	)	1.58	15.09	0.44	(27.37	)

Sources: SNL and Offering Circular Data, FinPro Computations

The Bank’s NPA to asset ratio of 2.87% was above the Comparable Group NPA to asset ratio of 1.29%. The Bank’s reserve level, 1.65% to total loans, is above the Comparable median of 1.21% of loans. The Bank’s level of reserves to NPLs, at 35.73%, is below the Comparable Group median of 59.77%. The Bank’s level of NPAs and NPLs increased substantially in the quarter ended December 31, 2009.

Conversion Valuation Appraisal Report Page: 38

Positive	Neutral	Negative
Higher Pro forma Capital	Similar Capital	Higher NPLs and NPAs
Lower Borrowings to Assets		Lower ALLL to NPLs
Higher Deposits		Lower Loan to assets
Higher ALLL to Loans

The Bank’s asset mix is weaker than the Comparable Group’s mix. The Bank has a higher level of deposits and lower level of borrowings as a percentage of assets relative to the Comparable Group. The Bank has similar tangible capital levels, but at the midpoint of the range will have higher tangible capital levels after the conversion. The higher pro forma capital levels will provide the ability for the Bank to grow earning assets. The Bank has a higher level of NPLs and NPAs and the increase came in the quarter ending December 31, 2009. The Bank has a higher level of reserves as a percentage of loans relative to the Comparable levels. The investment community is carefully scrutinizing asset quality. Taken collectively, a downward adjustment is warranted for financial condition.

Conversion Valuation Appraisal Report Page: 39

BALANCE SHEET GROWTH

The Bank’s assets, loans and deposits have all increased. Relative to the Comparable Group median, the Bank’s asset, loan and deposit growth is significantly higher. The additional capital raised as part of the offering will provide the Bank with the opportunity to grow its balance sheet at a time when the industry is lacking capital.

FIGURE 34 - BALANCE SHEET GROWTH DATA

		Growth
Ticker	Short Name	Asset Growth LTM (%)		Loan Growth LTM (%)		Deposit Growth LTM (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	4.06		0.72		27.86
BFED	Beacon Federal Bancorp, Inc.	4.46		6.46		10.67
CBNJ	Cape Bancorp, Inc.	(2.96	)	(1.31	)	(3.01	)
ESSA	ESSA Bancorp, Inc.	0.77		(2.06	)	20.83
HARL	Harleysville Savings Financial Corporation	3.61		5.82		11.85
HIFS	Hingham Institution for Savings	15.05		9.06		20.22
LEGC	Legacy Bancorp, Inc.	(2.26	)	(7.36	)	2.73
LSBX	LSB Corporation	3.61		13.44		16.29
UBNK	United Financial Bancorp, Inc.	21.68		28.17		33.93
WFD	Westfield Financial, Inc.	6.58		(1.16	)	10.07
	Average	5.46		5.18		15.14
	Median	3.84		3.27		14.07
	Maximum	21.68		28.17		33.93
	Minimum	(2.96	)	(7.36	)	(3.01	)
FXCB	Fox Chase Bancorp, Inc. (MHC)	26.04		7.19		41.05
	Variance to the Comparable Median	22.20		3.92		26.98

Sources: SNL and Offering Circular Data, FinPro Computations

Positive	Neutral	Negative
Higher Asset, Loan and Deposit Growth

An upward adjustment is warranted.

Conversion Valuation Appraisal Report Page: 40

EARNINGS QUALITY, PREDICTABILITY AND GROWTH

The earnings quality, predictability and growth are critical components in the establishment of market values for thrifts. Thrift earnings are primarily a function of:

• net interest income

• loan loss provision

• non-interest income

• non-interest expense

The quality and predictability of earnings is dependent on both internal and external factors. Some internal factors include the mix of the balance sheet, the interest rate sensitivity of the balance sheet, the asset quality, and the infrastructure in place to deliver the assets and liabilities to the public. External factors include the competitive market for both assets and liabilities, the global interest rate scenario, local economic factors and regulatory issues.

Investors are focusing on earnings sustainability as interest rate volatility has caused a wide variation in income levels. With the intense competition for both assets and deposits, banks cannot easily replace lost spread and margin with balance sheet growth.

Each of these factors can influence the earnings of an institution, and each of these factors is volatile. Investors prefer stability and consistency. As such, solid, consistent earnings are preferred to high but risky earnings. Investors also prefer earnings to be diversified and not entirely dependent on interest income.

Conversion Valuation Appraisal Report Page: 41

Net income trended downward between the twelve months ended December 31, 2005 and the twelve months ended December 31, 2009. The decline over this time period was primarily attributable to higher provision expenses. Net interest income and noninterest income increased between the twelve months ended December 31, 2008 and the twelve months ended December 31, 2009. This increase was offset by higher provision expense and higher noninterest expense for the same periods.

FIGURE 35 - NET INCOME CHART

For the twelve months ended,

Source: Offering Prospectus

Conversion Valuation Appraisal Report Page: 42

The Bank’s core ROAA and core ROAE are below the Comparable Group medians. The Bank’s higher capitalization and benefit plan expenses following the offering are expected to reduce return on equity for the near term. On a pro forma basis at the midpoint of the range, the Bank’s core ROAA and core ROAE are -0.19% and -1.08%, respectively.

FIGURE 36 - PROFITABILITY DATA

		LTM Profitability
Ticker	Short Name	Return on Avg Assets (%)		Return on Avg Equity (%)		Core Return on Avg Assets (%)		Core Return on Avg Equity (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	(0.59	)	(3.15	)	(0.57	)	(3.01	)
BFED	Beacon Federal Bancorp, Inc.	0.34		3.70		0.48		5.31
CBNJ	Cape Bancorp, Inc.	(1.58	)	(12.69	)	(1.24	)	(9.95	)
ESSA	ESSA Bancorp, Inc.	0.54		3.00		0.54		3.00
HARL	Harleysville Savings Financial Corporation	0.54		8.99		0.57		9.50
HIFS	Hingham Institution for Savings	0.98		13.68		1.01		14.09
LEGC	Legacy Bancorp, Inc.	(0.87	)	(6.58	)	(0.19	)	(1.40	)
LSBX	LSB Corporation	0.70		8.07		0.55		6.26
UBNK	United Financial Bancorp, Inc.	0.41		2.48		0.60		3.69
WFD	Westfield Financial, Inc.	0.47		2.21		0.53		2.49
	Average	0.09		1.97		0.23		3.00
	Median	0.44		2.74		0.54		3.35
	Maximum	0.98		13.68		1.01		14.09
	Minimum	(1.58	)	(12.69	)	(1.24	)	(9.95	)
FXCB	Fox Chase Bancorp, Inc. (MHC)	(0.09	)	(0.82	)	(0.21	)	(1.92	)
	Variance to the Comparable Median	(0.53	)	(3.56	)	(0.75	)	(5.27	)

Sources: SNL and Offering Circular Data, FinPro Computations

Conversion Valuation Appraisal Report Page: 43

FIGURE 37 - INCOME STATEMENT DATA

		LTM Income Statement
Ticker	Short Name	Yield on Ave Earn Assets (%)		Cost of Funds (%)	Net Interest Spread (%)		Net Interest Margin (%)		Noninterest Income/ Avg Assets (%)		Noninterest Expense/ Avg Assets (%)		Efficiency Ratio (%)	Overhead Ratio (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	4.85		2.47	2.38		2.78		(0.12	)	1.86		77.00	78.12
BFED	Beacon Federal Bancorp, Inc.	5.46		2.97	2.49		2.79		0.50		1.74		53.92	45.40
CBNJ	Cape Bancorp, Inc.	5.36		2.03	3.34		3.58		0.51		2.57		65.23	59.89
ESSA	ESSA Bancorp, Inc.	5.15		2.70	2.45		2.94		0.56		2.44		68.77	62.60
HARL	Harleysville Savings Financial Corporation	4.97		NA	NA		2.08		0.23		1.43		62.29	57.92
HIFS	Hingham Institution for Savings	5.16		NA	NA		3.25		0.22		1.58		44.13	40.20
LEGC	Legacy Bancorp, Inc.	5.04		2.31	2.73		3.09		0.59		3.01		84.34	81.13
LSBX	LSB Corporation	5.29		NA	NA		2.62		0.23		1.69		61.10	57.54
UBNK	United Financial Bancorp, Inc.	5.20		NA	NA		3.50		0.64		2.72		68.67	62.63
WFD	Westfield Financial, Inc.	4.66		NA	NA		2.94		0.32		2.08		66.81	63.00
	Average	5.11		2.50	2.68		2.96		0.37		2.11		65.23	60.84
	Median	5.16		2.47	2.49		2.94		0.41		1.97		66.02	61.25
	Maximum	5.46		2.97	3.34		3.58		0.64		3.01		84.34	81.13
	Minimum	4.66		2.03	2.38		2.08		(0.12	)	1.43		44.13	40.20
FXCB	Fox Chase Bancorp, Inc. (MHC)	4.67		2.92	1.74		2.16		0.14		1.81		79.90	76.82
	Variance to the Comparable Median	(0.49	)	0.45	(0.75	)	(0.78	)	(0.27	)	(0.16	)	13.88	15.57

Sources: SNL and Offering Circular Data, FinPro Computations

Note: The cost of funds and the net interest spread medians are less reliable due to the lack of five data points.

The Bank has a 78 basis point disadvantage in net margin and 27 basis point disadvantage in noninterest income as a percentage of average assets relative to the Comparable Group. This disadvantage was partially offset by a 16 basis point advantage in noninterest expense as a percentage of average assets.

The Bank’s efficiency ratio of 79.90% is above the Comparable median of 66.02%.

On a forward looking basis, after the conversion the Bank’s operating expenses are expected to rise as a result of the stock benefit plans and additional costs of being a public company. At the same time, the Bank will have additional capital to deploy and leverage.

Conversion Valuation Appraisal Report Page: 44

Positive	Neutral	Negative
Conversion Proceeds can be Leveraged to Generate Addition Earnings		Lower Core ROAA and Lower Core ROAE
Lower Noninterest Expense		Lower Noninterest Income
		Lower Margin

The Bank’s profitability is below the Comparables on an ROAA and ROAE basis. The Bank’s earnings composition is mixed compared to the Comparable Group as the Bank has a lower margin and lower noninterest income, but lower noninterest expense. The Bank’s historical earnings have been trending downward. After the conversion, the Bank will have capital that can be leveraged to enhance future earnings. Taken collectively, a moderate downward adjustment is warranted for this factor.

Conversion Valuation Appraisal Report Page: 45

MARKET AREA

The market area that an institution serves has a significant impact on value, as future success is interrelated with the economic, demographic and competitive aspects of the market. The location of an institution will have an impact on the trading value of an institution, as many analysts compare the pricing of institutions relative to a state or regional multiples in investor presentations.

The following figure compares the demographic and competitive data for the counties serviced by the Bank, to the county data of the Comparable Group members.

FIGURE 38 – MARKET AREA DATA

Institution Name	County, State	Number of Branches	Company Deposits in  Market ($000)	Deposit Market Share (%)		Total Population 2009 (Actual)	Population per Branch (Actual)	Population				Median HH  Income 2009 ($)	HH Income				Unemployment December 2009 (%)
								Change 2000-2009 (%)		Change 2009-2014 (%)			Change 2000-2009 (%)		Change 2009-2014 (%)
Abington Bancorp, Inc.	Montogomery, PA	228	609,081	2.10	%	786,653	3,450	4.87	%	1.85	%	80,212	31.78	%	5.01	%	8.20	%
Abington Bancorp, Inc.	Bucks, PA	169	86,463	0.70	%	634,223	3,753	6.12	%	2.22	%	79,444	33.01	%	4.95	%	8.90	%
Abington Bancorp, Inc.	Delaware, PA	119	16,168	0.18	%	558,969	4,697	1.47	%	0.10	%	66,300	32.32	%	5.25	%	9.10	%
Deposit Weighted Market Data				1.89	%		3,515	4.94	%	1.86	%	79,803	31.94	%	5.01	%	8.31	%
Beacon Federal Bancorp, Inc.	Onondaga, NY	124	332,953	4.54	%	456,119	3,678	-0.48	%	-0.66	%	53,512	30.91	%	8.72	%	9.00	%
Beacon Federal Bancorp, Inc.	Smith, TX	58	92,399	2.75	%	202,787	3,496	16.07	%	7.44	%	46,999	26.09	%	4.80	%	6.20	%
Beacon Federal Bancorp, Inc.	Middlesex, MA	308	67,181	0.20	%	1,485,082	4,822	1.34	%	0.61	%	84,469	38.90	%	6.08	%	9.30	%
Beacon Federal Bancorp, Inc.	Warren, TN	18	64,497	9.44	%	39,847	2,214	4.10	%	1.52	%	38,963	26.59	%	2.55	%	15.30	%
Beacon Federal Bancorp, Inc.	Oneida, NY	53	37,661	1.21	%	233,392	4,404	-0.88	%	-0.62	%	47,038	31.01	%	9.75	%	7.90	%
Beacon Federal Bancorp, Inc.	Rutherford, TN	62	21,368	0.77	%	258,542	4,170	42.04	%	17.95	%	63,174	36.55	%	6.35	%	10.30	%
Deposit Weighted Market Data				3.98	%		3,684	4.13	%	1.57	%	54,327	30.81	%	7.18	%	9.25	%
Cape Bancorp, Inc.	Atlantic, NJ	76	411,778	9.98	%	279,172	3,673	10.54	%	3.68	%	55,982	27.26	%	6.57	%	13.40	%
Cape Bancorp, Inc.	Cape May, NJ	57	335,236	13.78	%	100,834	1,769	-1.46	%	-0.88	%	54,354	30.47	%	7.34	%	6.50	%
Deposit Weighted Market Data				11.69	%		2,819	5.15	%	1.63	%	55,251	28.70	%	6.92	%	10.30	%
ESSA Bancorp, Inc.	Monroe, PA	51	369,240	18.49	%	174,579	3,423	25.88	%	9.97	%	59,940	29.51	%	0.44	%	9.70	%
ESSA Bancorp, Inc.	Northampton, PA	100	7,847	0.17	%	300,620	3,006	12.56	%	5.48	%	60,207	33.14	%	6.11	%	8.80	%
Deposit Weighted Market Data				18.11	%		3,414	25.60	%	9.88	%	59,946	29.59	%	0.56	%	9.68	%
Harleysville Savings Financial Corpor	Montgomery, PA	235	446,454	1.54	%	786,653	3,347	4.87	%	1.85	%	80,212	31.78	%	5.01	%	8.20	%
Deposit Weighted Market Data				1.54	%		3,347	4.87	%	1.85	%	80,212	31.78	%	5.01	%	8.20	%
Hingham Institution for Savings	Plymouth, MA	127	366,836	5.83	%	498,968	3,929	5.53	%	1.84	%	76,101	36.76	%	6.59	%	11.60	%
Hingham Institution for Savings	Norfolk, MA	161	90,148	0.58	%	661,665	4,110	1.75	%	0.49	%	88,399	39.52	%	6.37	%	8.90	%
Hingham Institution for Savings	Suffolk, MA	164	12,715	0.02	%	695,403	4,240	0.81	%	0.61	%	53,416	35.68	%	6.47	%	13.30	%
Deposit Weighted Market Data				4.67	%		3,972	4.68	%	1.55	%	77,847	37.26	%	6.54	%	11.13	%
Legacy Bancorp, Inc.	Berkshire, MA	56	522,948	18.24	%	130,714	2,334	-3.14	%	-2.36	%	50,638	29.77	%	6.56	%	9.90	%
Legacy Bancorp, Inc.	Greene, NY	25	36,839	4.28	%	50,332	2,013	4.43	%	1.24	%	46,233	26.31	%	4.87	%	7.30	%
Legacy Bancorp, Inc.	Washington, NY	18	20,906	3.46	%	63,809	3,545	4.53	%	1.81	%	47,455	25.19	%	4.55	%	7.00	%
Legacy Bancorp, Inc.	Hampshire, MA	49	20,595	0.71	%	154,109	3,145	1.22	%	0.11	%	62,790	36.11	%	5.36	%	8.70	%
Legacy Bancorp, Inc.	Schoharie, NY	12	11,404	3.03	%	32,034	2,670	1.43	%	0.31	%	45,764	25.21	%	5.59	%	8.40	%
Deposit Weighted Market Data				15.65	%		2,148	-2.61	%	-2.00	%	46,183	27.09	%	5.88	%	8.90	%
LSB Corporation	Essex, MA	173	346,942	2.19	%	744,480	4,303	2.91	%	0.62	%	69,858	34.96	%	6.80	%	10.20	%
LSB Corporation	Rockingham, NH	79	26,099	0.60	%	302,476	3,829	9.06	%	3.08	%	75,903	30.27	%	5.61	%	6.40	%
Deposit Weighted Market Data				2.08	%		4,270	3.34	%	0.79	%	70,281	34.63	%	6.72	%	9.93	%
United Financial Bancorp, Inc.	Hampden, MA	126	791,195	10.16	%	459,791	3,649	0.78	%	-0.39	%	50,540	27.24	%	7.01	%	12.00	%
United Financial Bancorp, Inc.	Worcester, MA	133	217,739	2.16	%	794,206	5,971	5.76	%	1.83	%	62,731	31.03	%	5.37	%	9.90	%
United Financial Bancorp, Inc.	Hampshire, MA	50	38,539	1.34	%	154,109	3,082	1.22	%	0.11	%	62,790	36.11	%	5.36	%	8.70	%
Deposit Weighted Market Data				8.17	%		4,111	1.83	%	0.09	%	53,525	28.35	%	6.61	%	11.44	%
Westfield Financial, Inc.	Hampden, MA	126	587,284	7.54	%	459,791	3,649	0.78	%	-0.39	%	50,540	27.24	%	7.01	%	12.00	%
Deposit Weighted Market Data				7.54	%		3,649	0.78	%	-0.39	%	50,540	27.24	%	7.01	%	0.12
Comparable Median				6.10	%		3,582	4.40	%	1.56	%	57,598	30.20	%	6.58	%	9.81	%
Fox Chase Bancorp, Inc. (MHC)	Philadelphia, PA	228	260,515	0.58	%	1,452,449	6,370	-4.29	%	-2.68	%	41,408	34.52	%	9.65	%	17.20	%
Fox Chase Bancorp, Inc. (MHC)	Bucks, PA	167	144,990	1.17	%	634,223	3,798	6.12	%	2.22	%	79,444	33.01	%	4.95	%	8.90	%
Fox Chase Bancorp, Inc. (MHC)	Montgomery, PA	230	118,835	0.41	%	786,653	3,420	4.87	%	1.85	%	80,212	31.78	%	5.01	%	8.20	%
Fox Chase Bancorp, Inc. (MHC)	Atlantic, NJ	77	38,706	0.94	%	279,172	3,626	10.54	%	3.68	%	55,982	27.26	%	6.57	%	13.40	%
Fox Chase Bancorp, Inc. (MHC)	Cape May, NJ	59	23,127	0.95	%	100,834	1,709	-1.46	%	-0.88	%	54,354	30.47	%	7.34	%	6.50	%
Fox Chase Bancorp, Inc. (MHC)	Chester, PA	134	13,604	0.15	%	499,763	3,730	15.29	%	6.64	%	87,308	34.66	%	7.36	%	7.20	%
Fox Chase Bancorp, Inc. (MHC)	Delaware, PA	119	3,827	0.04	%	558,969	4,697	1.47	%	0.10	%	66,300	32.32	%	5.25	%	9.10	%
Deposit Weighted Market Data		1014	603,604	0.71	%		4,747	1.55	%	0.09	%	60,807	32.99	%	7.24	%	12.50	%
Pennsylvania		5,807				12,598,860	2,170	2.59	%	0.80	%	53,225	32.70	%	4.87	%	9.50	%
New Jersey		3,750				8,834,947	2,356	5.00	%	1.67	%	72,809	32.18	%	5.61	%	11.20	%
National		99,546				309,731,508	3,111	10.06	%	4.63	%	54,719	29.78	%	4.06	%	10.60	%

Sources: SNL Securities

Conversion Valuation Appraisal Report Page: 46

The Bank’s population per branch in its market area is higher than the Comparable Group median as well as Pennsylvania, New Jersey and national statistics. Historical population growth was higher for the state and national figures as well as the Comparable median compared to the Bank’s market area’s population growth. Projected population growth for the Bank’s market area is projected to be below all other benchmarks. The Bank’s market area median household income was above the Comparable Group median and Pennsylvania State and national figures, but below the New Jersey State median. Household income in the Bank’s market area is projected to outpace household income growth of the Comparable Group median as well as the state and national figures. The Bank’s market area unemployment percentage was above all other benchmarks, primarily driven by the relatively high unemployment rate in the Philadelphia, Pennsylvania marketplace. Due to the various strengths and weaknesses of the Bank’s market area, no adjustment was given.

Positive	Neutral	Negative
Population Per Branch		Actual and Projected Population Growth
Higher Median HH Income		Unemployment Rate
Higher Projected Median HH Income Growth

Conversion Valuation Appraisal Report Page: 47

CASH DIVIDENDS

The industry has typically not disclosed dividend policies concurrent with conversion. Recently, a number of financial institutions have cut dividend rates in an effort to conserve capital.

FIGURE 39 - DIVIDEND DATA

		Dividends
Ticker	Short Name	Current Dividend Yield (%)	LTM  Dividend Payout Ratio (%)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	2.12	NM
BFED	Beacon Federal Bancorp, Inc.	2.35	37.04
CBNJ	Cape Bancorp, Inc.	—	—
ESSA	ESSA Bancorp, Inc.	1.53	45.24
HARL	Harleysville Savings Financial Corporation	5.08	61.29
HIFS	Hingham Institution for Savings	2.56	26.81
LEGC	Legacy Bancorp, Inc.	2.10	NM
LSBX	LSB Corporation	2.70	25.74
UBNK	United Financial Bancorp, Inc.	1.92	77.78
WFD	Westfield Financial, Inc.	2.16	263.16
	Average	2.25	67.13
	Median	2.14	41.14
	Maximum	5.08	263.16
	Minimum	—	—
FXCB	Fox Chase Bancorp, Inc. (MHC)	NA	NA
	Variance to the Comparable Median	NA	NA

Sources: SNL and Offering Circular Data, FinPro Computations

All but one of the Comparable institutions had declared cash dividends. The median dividend payout ratio for the Comparable Group was 41.14%, ranging from a high of 263.16% to a low of 0.00%. The Bank, on a pro forma basis at the mid point of the value range will have a tangible equity to tangible assets ratio of 16.90%. The Bank will have adequate capital to pay cash dividends, but may not have sufficient earnings.

As such, no adjustment is warranted for this factor. The earning adjustment was made previously.

Conversion Valuation Appraisal Report Page: 48

LIQUIDITY OF THE ISSUE

The Comparable Group is by definition composed only of companies that trade in the public markets with all of the Comparables trading on NASDAQ. Typically, the number of shares outstanding and the market capitalization provides an indication of how much liquidity there will be in a given stock. The actual liquidity can be measured by volume traded over a given period of time.

FIGURE 40 - MARKET CAPITALIZATION DATA

		Market Data
Ticker	Short Name	Market Value ($)	Stock Price ($)	Price High ($)	Price Low ($)		Book Value ($)		Tangible Book Value ($)
	Comparable Thrift Data
ABBC	Abington Bancorp, Inc.	197.00	9.45	9.63	7.05		10.18		10.18
BFED	Beacon Federal Bancorp, Inc.	55.70	8.52	9.25	8.14		15.48		15.48
CBNJ	Cape Bancorp, Inc.	95.20	7.15	8.15	6.00		9.71		7.97
ESSA	ESSA Bancorp, Inc.	180.20	13.09	13.52	11.32		13.01		13.01
HARL	Harleysville Savings Financial Corporation	54.80	14.96	14.96	13.06		14.12		14.12
HIFS	Hingham Institution for Savings	76.50	36.00	37.99	31.26		31.56		31.56
LEGC	Legacy Bancorp, Inc.	83.20	9.54	9.88	8.94		13.80		12.40
LSBX	LSB Corporation	60.20	13.35	14.00	10.72		13.77		13.77
UBNK	United Financial Bancorp, Inc.	244.10	14.58	15.16	12.72		13.39		12.93
WFD	Westfield Financial, Inc.	273.40	9.24	10.37	7.99		8.30		8.30
	Average	132.03	13.59	14.29	11.72		14.33		13.97
	Median	89.20	11.32	11.95	9.83		13.58		12.97
	Maximum	273.40	36.00	37.99	31.26		31.56		31.56
	Minimum	54.80	7.15	8.15	6.00		8.30		7.97
FXCB	Fox Chase Bancorp, Inc. (MHC)	154.50	11.35	12.00	8.55		9.20		9.20
	Variance to the Comparable Median	65.30	0.03	0.05	(1.28	)	(4.38	)	(3.77	)

Sources: SNL and Offering Circular Data, FinPro Computations

The market capitalization values of the Comparable Group range from a low of $54.8 million to a high of $273.4 million with a median market capitalization of $89.2 million. The Bank expects to have $170.3 million of market capital at the midpoint on a pro forma basis. It is expected that the Bank will trade on NASDAQ along with all of the Comparables.

No adjustment for this factor appears warranted as both the Bank and the Comparables are expected to be liquidly traded.

Conversion Valuation Appraisal Report Page: 49

RECENT REGULATORY MATTERS

Regulatory matters influence the market for thrift conversions. It is expected that industry regulation will increase as a result of the current crisis and there is a lack of clarity to the resulting regulatory framework. Both the Bank and the Comparable Group are expected to operate in substantially the same regulatory environment.

No adjustment for this factor is warranted as both the Bank and the Comparables will operate in the same ownership structure and will be supervised in the same regulatory environment.

Conversion Valuation Appraisal Report Page: 50

5. Other Factors

MANAGEMENT

The current team has considerable banking experience and has held similar positions in other financial institutions. The Bank’s organizational chart is reasonable for an institution of its size and complexity.

The Board is active and oversees and advises on all key strategic and policy decisions.

As such, no adjustment appears to be warranted for this factor.

Conversion Valuation Appraisal Report Page: 51

SUBSCRIPTION INTEREST

There have been four second step conversions since January 1, 2008. The median price to tangible book value of these conversions was 73.1%. Northwest’s price to pro forma tangible book value was above the others and is partially attributable to the size of the institution. Eagle completed its second step earlier this month at 81.2% of tangible book.

FIGURE 41 - SECOND STEP CONVERSIONS (SINCE 1/1/08) PRO FORMA DATA

							Price to Pro Forma
Ticker	Name	IPO Date	Gross Proceeds ($)		IPO Price ($)		EPS (%)	Book Value (%)	Tangible Book Value (%)
BCSB	BCSB Bancorp, Inc.	4/11/2008	$	15,677	$	10.00	NM	61.8	65.0
NWBI	Northwest Bancshares, Inc.	12/18/2009		603,041		10.00	24.8	89.0	103.8
OSHC	Ocean Shore Holding Co.	12/21/2009		26,868		8.00	17.3	63.0	63.0
EBMTD	Eagle Bancorp Montana, Inc.	4/5/2010		19,856		10.00	12.3	81.2	81.2
				Average			18.1	73.8	78.3
				Median			17.3	72.1	73.1

Source: SNL Securities

Conversion Valuation Appraisal Report Page: 52

There was a first day “pop” for 2009 year-to-date and 2008 full year transactions. The median price change after 1 day was 8.95%. All four second step conversions are currently trading above their IPO price.

FIGURE 42 - CONVERSIONS PRICE APPRECIATION

			Percentage Change in Price
Ticker	Name	IPO Date	After 1 Day (%)	After 1 Week (%)	After 1 Month (%)	After 3 Months (%)	To Date (%)
BCSB	BCSB Bancorp, Inc.	4/11/2008	10.40	14.90	13.50	4.00	4.80
NWBI	Northwest Bancshares, Inc.	12/18/2009	13.50	13.00	14.00	18.00	26.30
OSHC	Ocean Shore Holding Co.	12/21/2009	7.50	11.88	13.13	36.25	43.00
EBMTD	Eagle Bancorp Montana, Inc.	4/5/2010	5.50	5.00	NA	NA	4.40
		Average	9.23	11.20	13.54	19.42	11.25
		Median	8.95	12.44	13.50	18.00	10.96

Source: SNL Securities

No adjustment is given for subscription interest.

Conversion Valuation Appraisal Report Page: 53

VALUATION ADJUSTMENTS

Relative to the Comparables the following adjustments need to be made to the Bank’s pro forma market value.

Valuation Factor	Valuation Adjustment
Financial Condition	Downward
Balance Sheet Growth	Upward
Earnings Quality, Predictability and Growth	Moderate Downward
Market Area	No Adjustment
Dividends	No Adjustment
Liquidity of the Issue	No Adjustment
Recent Regulatory Matters	No Adjustment

Additionally, the following adjustment should be made to the Bank’s market value.

Valuation Factor	Valuation Adjustment
Management	No Adjustment
Subscription Interest	No Adjustment

Conversion Valuation Appraisal Report Page: 54

6. Valuation

In applying the accepted valuation methodology promulgated by the regulators, i.e., the pro forma market value approach, three key pricing multiples were considered. The four multiples include:

Price to core earnings (“P/E”)

Price to book value (“P/B”) / Price to tangible book value (“P/TB”)

Price to assets (“P/A”)

All of the approaches were calculated on a pro forma basis including the effects of the conversion proceeds. All of the assumptions utilized are presented in Exhibit 11.

DISCUSSION OF WEIGHT GIVEN TO VALUATION MULTIPLES

To ascertain the pro forma estimated market value of the Bank, the market multiples for the Comparable Group were utilized. As a secondary check, all publicly traded thrifts and the recent and historical conversions were assessed. The multiples for the Comparable Group, all publicly traded thrifts are shown in Exhibit 9.

Price to Earnings – According to the Appraisal Guidelines: “When both the converting institution and the comparable companies are recording “normal” earnings. A P/E approach may be the simplest and most direct method of valuation. When earnings are low or negative, however, this approach may not be appropriate and the greater consideration should be given to the P/BV approach.” In this particular case, the Bank’s earnings are skewed by credit costs. As such, this approach was given limited consideration in this appraisal.

In the pro forma figures for the Bank, FinPro incorporated the impact of SFAS 123, which requires the expensing of stock options. In preparing the fully converted pro forma figures for the Comparable Group, FinPro also incorporated the impact of SFAS 123.

Conversion Valuation Appraisal Report Page: 55

Price to Book/Price to Tangible Book - According to the Appraisal Guidelines: “The P/BV approach works best when the converting institution and the Comparables have a normal amount of book value. The P/BV approach could seriously understate the value of an institution that has almost no book value but has an outstanding future earnings potential. For converting institutions with high net worth, the appraiser may have difficulty in arriving at a pro forma market value because of pressure placed on the P/E multiple as higher P/BV levels are required to reflect a similar P/BV ratio as the peer group average. The P/BV approach also suffers from the use of historical cost accounting data.”

Since thrift earnings in general have had a high degree of volatility, the P/B is utilized frequently as the benchmark for market value. A better approach is the P/TB approach. In general, investors tend to price financial institutions on a tangible book basis, because it incorporates the P/B approach adjusted for intangibles. Initially following conversion, FinPro believes that thrifts often trade on a price to tangible book basis.

Price to Assets - According to the Appraisal Guidelines: “This approach remedies the problems of a small base that can occur with the P/BV approach, but the approach has many of the other limitations of the latter approach (the P/BV approach).” FinPro places little weight on this valuation approach due to the lack of consideration of asset and funding mixes and the resulting earnings impact.

Conversion Valuation Appraisal Report Page: 56

FULL OFFERING VALUE IN RELATION TO COMPARABLES

Based upon the adjustments defined in the previous section, the Bank is pricing at the midpoint as a standard conversion is estimated to be $171,181,280. Based upon a range below and above the midpoint value, the respective values are $145,504,090 at the minimum and $196,858,470 at the maximum respectively. At the super maximum of the range, the offering value would be $226,387,240.

At the various levels of the estimated value range, the full offering would result in the following offering data:

FIGURE 43 - VALUE RANGE

Conclusion	Total Shares Shares	Price Per Share		Total Value
Appraised Value - Midpoint	17,118,128	$	10.00	$	171,181,280
Range:
- Minimum	14,550,409	$	10.00		145,504,090
- Maximum	19,685,847		10.00		196,858,470
- Super Maximum	22,638,724		10.00		226,387,240

Source: FinPro Inc. Pro forma Model

FIGURE 44 - APPRAISED VALUE

The appraised value of the institution resulted in an exchange value per minority share that ranges from $10.69 per share at the minimum to $16.64 per share at the super maximum, with an exchange value per share of $12.58 at the midpoint.

	Appraised Value
Conclusion	Minimum			Midpoint			Maximum			SuperMaximum *
Total Shares		14,550,409			17,118,128			19,685,847			22,638,724
Price per Share	$	10		$	10		$	10		$	10
Full Conversion Value	$	145,504,090		$	171,181,280		$	196,858,470		$	226,387,240
Exchange Shares		5,837,909			6,868,128			7,898,347			9,083,099
Exchange Percent		40.12	%		40.12	%		40.12	%		40.12	%
Conversion Shares		8,712,500			10,250,000			11,787,500			13,555,625
Conversion Percent		59.88	%		59.88	%		59.88	%		59.88	%
Gross Proceeds	$	87,125,000		$	102,500,000		$	117,875,000		$	135,556,250
Exchange Value	$	58,379,090		$	68,681,280		$	78,983,470		$	90,830,990
Exchange Ratio		1.0692			1.2578			1.4465			1.6635
Exchange Value per Minority Share	$	10.69		$	12.58		$	14.47		$	16.64
Fully Converted Tangible Book to Minority Share	$	14.72		$	15.74		$	16.75		$	17.92

Conversion Valuation Appraisal Report Page: 57

FIGURE 45 –CONVERSION OFFERING PRICING MULTIPLES

		Bank		Comparables				State				National
				Mean		Median		Mean		Median		Mean		Median
	Min	-58.82
Price-Core Earnings Ratio P/E	Mid	-71.43		21.50		18.30		17.29		12.30		23.46		16.05
	Max	-83.33
	Smax	-90.91
	Min	72.62	%
Price-to-Book Ratio P/B	Mid	79.94	%	92.83	%	98.80	%	91.97	%	96.00	%	81.02	%	80.30	%
	Max	86.36	%
	Smax	92.85	%
	Min	72.62	%
Price-to-Tangible Book Ratio P/TB	Mid	79.94	%	95.61	%	98.80	%	99.34	%	99.20	%	89.23	%	84.05	%
	Max	86.36	%
	Smax	92.85	%
	Min	11.64	%
Price-to-Assets Ratio P/A	Mid	13.54	%	11.68	%	8.83	%	9.65	%	8.87	%	8.80	%	6.76	%
	Max	15.40	%
	Smax	17.50	%

Source: FinPro Calculations

FIGURE 46 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA MIDPOINT

	Price Relative to
	Earnings		Core Earnings		Book		Tangible Book		Assets
The Bank (at midpoint) Full Conversion	(142.86	)	(66.67	)	79.94	%	79.94	%	13.54	%
Comparable Group Median	15.80		18.30		98.80	%	98.80	%	8.83	%
(Discount) Premium	-1004.18	%	-464.32	%	-19.09	%	-19.09	%	53.34	%

Source: SNL data, FinPro Calculations

As Figure 46 demonstrates, at the midpoint of the estimated valuation range the Bank is priced at a 19.09% discount to the Comparable Group.

FIGURE 47 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA SUPER MAXIMUM

	Price Relative to
	Earnings		Core Earnings		Book		Tangible Book		Assets
The Bank (at the supermax) Full Conversion	(166.67	)	(83.33	)	92.85	%	92.85	%	17.50	%
Comparable Group Median	15.80		18.30		98.80	%	98.80	%	8.83	%
(Discount) Premium	-1154.87	%	-555.36	%	-6.02	%	-6.02	%	98.19	%

Source: SNL data, FinPro Calculations

As Figure 47 demonstrates, at the super maximum of the estimated valuation range the Bank is priced at a 6.02% discount to the Comparable Group.

Conversion Valuation Appraisal Report Page: 58

FIGURE 48 - COMPARABLE CONVERSION PRICING MULTIPLES TO THE BANK’S PRO FORMA MINIMUM

	Price Relative to
	Earnings		Core Earnings		Book		Tangible Book		Assets
The Bank (at the minimum) Full Conversion	(142.86	)	(58.82	)	72.62	%	72.62	%	11.64	%
Comparable Group Median	(166.67	)	(83.33	)	92.85	%	92.85	%	17.50	%
(Discount) Premium	-14.29	%	-29.41	%	-21.79	%	-21.79	%	-33.49	%

Source: SNL data, FinPro Calculations

As Figure 48 demonstrates, at the minimum of the estimated valuation range the Bank is priced at a 21.79% discount to the Comparable Group.

Conversion Valuation Appraisal Report Page: 59

COMPARISON TO OTHER PENDING

SECOND STEP CONVERSIONS

FIGURE 49 - COMPARISON TO OTHER PENDING SECOND STEP CONVERSIONS

As Figure 49 demonstrates, the Bank’s offering price to tangible book value per share range is inbetween the high end and low end of the pending second step conversion comparable tangible book basis. The Bank is priced between 72.62% and 92.85% of tangible book value per share.

Ticker	Institution	State	Type	Gross Proceeds ($)		Price/ TBVS Range (%)
ORIT	Oritani Financial Corp	NJ	Second Step	$	515,775	82.44 - 98.52
FFCO	FedFirst Financial Corp.	PA	Second Step		29,756.00	57.67 - 76.69
ONFC	Oneida Financial Corp.	NY	Second Step		41,659.00	89.49 -112.04
JXSB	Jacksonville Bancorp	IL	Second Step		15,539.00	58.28 - 77.88
VPFG	ViewPoint Financial Group	TX	Second Step		264,500.00	86.00 -108.70
COBK	Colonial Financial Services	NJ	Second Step		35,708.00	64.68 - 85.76
FXCB	Fox Chase Bancorp, Inc. (MHC)	PA	Second Step	$	129,663	72.62 - 92.85

Source: SNL Securities, FinPro calculations

* Offering data is presented at the supermax for all deal; Price/Tangible Book Range presents values at the minimum and supermax

Conversion Valuation Appraisal Report Page: 60

COMPARISON OF THE EXCHANGE

VALUE AND STOCK PRICE

FIGURE 50 – COMPARISON OF THE EXCHANGE VALUE PER MINORITY SHARE AND STOCK PRICE

Source: SNL data, FinPro Calculations

As Figure 50 demonstrates, the Bank’s stock price is currently between the minimum and the midpoint of the range.

Conversion Valuation Appraisal Report Page: 61

VALUATION CONCLUSION

We believe that the discount on a tangible book basis at the midpoint is appropriate relative to the Comparable Group. The resulting pro forma multiples are inline with other pending offerings.

It is, therefore, FinPro’s opinion that as of April 29, 2010, the estimated pro forma market value of the Bank in a full offering was $171,181,280 at the midpoint of a range with a minimum of $145,504,090 to a maximum of $196,858,470 at 15% below and 15% above the midpoint of the range respectively. Assuming an adjusted maximum value of 15% above the maximum value, the adjusted maximum value or super maximum value in a full offering is $226,387,240.

The document represents an initial valuation for the Bank. Due to the duration of time that passes between the time this document is compiled and the time the offering closes, numerous factors could lead FinPro to update or revise the appraised value of the Bank. Some factors that could lead FinPro to adjust the appraised value include: (1) changes in the Bank’s operations and financial condition; (2) changes in the market valuation or financial condition of the Comparable Group; (3) changes in the broader market; and (4) changes in the market for thrift conversions. Should there be material changes to any of these factors, FinPro will prepare an appraisal update to appropriately adjust the value of the Bank. At the time of closing, FinPro will prepare a final appraisal to determine if the valuation range is still appropriate and determine the exact valuation amount appropriate for the Bank.