8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 26, 2006

CAMCO FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	0-25196	51-0110823
(State or other jurisdiction of	(Commission File No.)	(IRS Employer I.D. No.)
incorporation)

6901 Glenn Highway, Cambridge, Ohio 43725

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:    (740) 435-2020   

Not Applicable

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

TABLE OF CONTENTS

EX-3.(II)

EX-99

Section 5 – Corporate Governance and Management

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

     (a) On September 26, 2006, the Board of Directors of Camco Financial Corporation (“Camco”) amended its Amended and Restated Bylaws to update paragraph 2 of Section 3.13 regarding stock ownership of directors. The change made reflects the ownership requirements currently set forth in Camco’s Corporate Governance Policy, which states that new directors should acquire at least 1,000 shares of Camco stock and directors who have served at least five years should, at a minimum, own 5,000 shares of, or have an investment of $75,000 in, Camco stock. Previously, paragraph 2 of Section 3.13 provided that a director must be the holder of record of at least 100 shares of Camco stock.

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

     On September 26, 2006, Camco issued a news release announcing a dividend on its common stock. The news release is attached hereto as Exhibit 99.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a)	Financial statements of businesses acquired.
	Not applicable.
(b)	Pro forma financial information.
	Not applicable.
(c)	Shell company transactions.
	Not applicable.
(d)	Exhibits.

Exhibit No.	Description
3(ii)	Text of Amendment to Amended and Restated Bylaws
99	News Release dated September 26, 2006

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SIGNATURES

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

CAMCO FINANCIAL CORPORATION
By:	/s/ Mark A. Severson
	Mark A. Severson
	Chief Financial Officer

Date: September 28, 2006

3

EX-3.II

EXHIBIT 3(ii)

TEXT OF AMENDMENT TO
AMENDED AND RESTATED BYLAWS

     Section 3.13. Qualifications of Directors.

     2. Each new Director should acquire at least 1,000 shares of the corporation’s stock during his or her first year of service on the Board. The Board believes that each Director who has served on the board of directors for at least five years should, at a minimum, own 5,000 shares of corporation stock or have invested $75,000 in corporation stock, and maintain this minimum investment throughout his or her service on the board. The board of directors may grant exceptions to this requirement.

EX-99

EXHIBIT 99

NEWS RELEASE

Release Date:	September 26, 2006
Release Time:	2:00 PM

Camco Financial Announces Quarterly Cash Dividend

Cambridge, Ohio – Camco Financial Corporation (Nasdaq: CAFI) today announced a quarterly cash dividend of 15 cents per share. The dividend was declared September 26, 2006 for shareholders of record on October 10, 2006 and is payable on October 20, 2006.

Camco’s CEO & President, Richard C. Baylor, commented, “We are pleased to continue our history of paying our stockholders a competitive cash dividend, currently yielding 4.33%, which compares favorably to alternative investments”.

Camco Financial Corporation, holding company of Advantage Bank, is a multi-state financial services holding company headquartered in Cambridge, Ohio. Advantage Bank and its affiliates offer community banking that includes commercial, business and consumer financial services, internet banking and title insurance services from 30 offices in 23 communities in Ohio, Kentucky and West Virginia.

Additional information about Camco may be found on Camco’s web site:

www.advantagebank.com