8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): October 24, 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-99

Section 5 – Corporate Governance and Management

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

     On October 24, 2006, the Board of Directors of Camco Financial Corporation (“Camco”) accepted the resignation of Larry A. Caldwell as a director and Chairman of the Board, effective at the close of business on November 9, 2006. Mr. Caldwell tendered his resignation effective November 9, 2006, because on that day he will reach Camco’s mandatory retirement age of 70.

     Coinciding with the acceptance of Mr. Caldwell’s resignation, on October 24, 2006, Camco’s Board of Directors combined the roles of Chief Executive Officer and Chairman of the Board of Directors by electing Richard C. Baylor, Camco’s Chief Executive Officer and President, to serve as Chairman. Mr. Baylor’s election as Chairman is effective November 10, 2006. The Board of Directors also reduced the number of members of the Board from twelve to eleven, eliminating the vacancy created by Mr. Caldwell’s resignation.

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

     On October 24, 2006, Camco issued a news release announcing Mr. Caldwell’s resignation, the combination of the roles of Chief Executive Officer and Chairman and the election of Mr. Baylor as Chairman. 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
99	News Release dated October 24, 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: October 25, 2006

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EX-99

EXHIBIT 99

PRESS RELEASE

RELEASE DATE: October 24, 2006

CAMCO FINANCIAL CORPORATION AND ADVANTAGE BANK TO COMBINE THE CHIEF EXECUTIVE OFFICER AND CHAIRMAN ROLES

Cambridge, OH – Camco Financial Corporation and Advantage Bank announced that their respective boards of directors approved the combining of the Chief Executive Officer (CEO) and Chairman of the Board positions, effective November 9, 2006, coincident with the retirement of Larry A. Caldwell. Mr. Caldwell has been Chairman of Camco Financial Corporation since its inception in 1970 and has been with the organization since 1958. Mr. Caldwell was instrumental in the growth of Camco and Advantage Bank including the acquisition and expansion of banking organizations in Ohio, Kentucky and West Virginia. Today, Camco’s assets exceed $1 billion.

Richard C. Baylor, CEO and President of Camco Financial Corporation and Advantage Bank will be named Chairman of both organizations effective November 10, 2006.

In anticipation of the roles of the CEO and Chairman of the Board being combined as they were in the company’s past, the boards also created the position of Lead Director to provide for an independent director in a leadership role for each board. The Lead Director also serves as Chair of the Corporate Governance and Nominating Committee. Effective January 1, 2006, Susan J. Insley assumed the roles of Lead Director and Chair of the Corporate Governance and Nominating Committee in anticipation of Mr. Caldwell’s retirement.

The boards determined that combining the roles of the CEO and Chair of the Board provides for continuity and reflects the board’s support for Mr. Baylor’s leadership. The boards also established the position of Lead Director to act as the representative for the independent board members to the CEO-Chairman, reflecting Camco Financial Corporation and Advantage Bank’s strong commitment to continued strong corporate governance.

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 relationship 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.