8-K

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: October 14, 2009

Century Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts (State or other jurisdiction of incorporation)	0-15752 (Commission File No.)	04-2498617 (IRS Employer Identification No.)
400 Mystic Avenue Medford, MA (Address of principal executive offices)		02155 (Zip Code)
	(781) 391-4000 (Registrant’s telephone number, including area code)

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:

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-99.1 Century Bancorp, Inc. press release dated October 13, 2009

Item 2.02 Results of Operations and Financial Condition

     The following information is furnished under Item 2.02 — “Results of Operations and Financial Condition” and such information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

     On October 13, 2009, Century Bancorp, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing its earnings for the third quarter ended September 30, 2009 and the declaration of a regular quarterly dividend on Century Bancorp Inc.’s Class A and Class B common stock.

Item 9.01 Financial Statements and Exhibits

  (c)  Exhibits

99.1 Century Bancorp, Inc. press release dated October 13, 2009.

SIGNATURES

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

	CENTURY BANCORP, INC.
	/s/ William P. Hornby
	William P. Hornby, CPA
	Chief Financial Officer and Treasurer
Dated: October 14, 2009

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact:	William P. Hornby, CPA
	whornby@century-bank.com
Phone:	781-393-4630
Fax:	781-393-4071

CENTURY BANCORP, INC. ANNOUNCES 24% EARNINGS GROWTH FOR Q3 2009; ASSETS
AT $2.1 BB; REGULAR DIVIDEND DECLARED

Medford, MA, October 13, 2009—Century Bancorp, Inc. (NASDAQ:CNBKA) (www.century-bank.com) (“the Company”) today announced net income of $3,182,000, or $0.58 per share diluted, for the quarter ended September 30, 2009, an increase of 24.3% as compared to net income of $2,559,000, or $0.46 per share diluted, for the quarter ended September 30, 2008. Total assets increased 13.9% from $1.8 billion at December 31, 2008 to $2.1 billion at September 30, 2009. For the first nine months of 2009, net income totaled $7,075,000, or $1.28 per share diluted, an increase of 13.5% when compared to net income of $6,235,000, or $1.12 per share diluted, for the same period a year ago.

On May 22, 2009, the FDIC announced a special assessment on insured institutions as part of its efforts to rebuild the Deposit Insurance Fund and help maintain public confidence in the banking system. The special assessment was five basis points of each FDIC-insured depository institution’s assets minus Tier 1 capital, as of June 30, 2009. The Company recorded a pre-tax charge of approximately $1.0 million in the second quarter of 2009 in connection with the special assessment.

Net interest income totaled $35.4 million for the first nine months of 2009 compared to $32.8 million for 2008. The 7.9% increase in net interest income for the period is mainly due to a 21.2% increase in the average balances of earning assets, combined with a similar increase in deposits. The increased volume was somewhat offset by a decrease of twenty-six basis points in the net interest margin. The net interest margin decreased from 2.94% on a fully taxable equivalent basis in 2008 to 2.68% on the same basis for 2009.

-more-

The provision for loan losses increased by $1.2 million from $3.0 million for the nine months ended September 30, 2008 to $4.2 million, for the same period in 2009, as a result of increases in loans on nonaccrual as well as continued deterioration in overall economic conditions such as increased unemployment. The Company capitalized on favorable market conditions and realized $1.1 million of net gains on sales of investments during the first nine months of 2009. Included in operating expenses for the third quarter and first nine months of 2009 are FDIC assessments of $638,000 and $2.8 million, respectively, as compared to $212,000 and $390,000 for the same periods in 2008. FDIC assessments increased primarily as a result of the special assessment charge of approximately $1.0 million recorded in the second quarter of 2009 as well as an increase in the assessment rate beginning the second quarter of 2009.

The Company’s effective tax rate declined from 23.7% for the nine months ended September 30, 2008 to 10.7% for the same period in 2009 primarily as a result of an increase in tax-exempt income.

At September 30, 2009, total equity was $131.2 million compared to $120.5 million at December 31, 2008. The Company’s equity increased as a result of earnings and a decrease in accumulated other comprehensive loss, net of taxes, offset somewhat by dividends paid. The Company’s leverage ratio stood at 8.02% at September 30, 2009, compared to 8.94% at September 30, 2008. Book value as of September 30, 2009 was $23.72 per share compared to $22.08 at September 30, 2008.

The Company’s allowance for loan losses was $14.2 million or 1.62% of loans outstanding at September 30, 2009, compared to $11.1 million, or 1.33% of loans outstanding at December 31, 2008 and $10.3 million, or 1.28% of loans outstanding at September 30, 2008. Non-performing assets totaled $17.0 million at September 30, 2009, compared to $3.7 million at December 31, 2008 and $4.5 million at September 30, 2008. Non-performing assets increased primarily as a result of three loan relationships, one primarily commercial real estate and two construction.

The Company’s Board of Directors voted a regular quarterly dividend of 12.00 cents ($0.12) per share on the Company’s Class A common stock, and 6.00 cents ($0.06) per share on the Company’s Class B common stock. The dividends were declared payable November 16, 2009 to stockholders of record on November 2, 2009.

The Company, through its subsidiary bank, Century Bank and Trust Company, a state chartered full service commercial bank, operating twenty-two full-service branches in the Greater Boston area, offers a full range of Business, Personal and Institutional Services.

Century Bank and Trust Company is a member of the FDIC and is an Equal Housing Lender.

This press release contains certain “forward-looking statements” with respect to the financial condition, results of operations and business of the Company. Actual results may differ from those contemplated by these statements. The Company wishes to caution readers not to place undue reliance on any forward-looking statements. The Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise.

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Condition (unaudited)
(in thousands)

	September 30,		December 31,
	2009		2008
Assets
Cash and Due From Banks	$	45,366	$	61,195
Federal Funds Sold and Interest-bearing Deposits In Other Banks		156,283		94,973
Short-term Investments		69,013		43,814
Securities Available-For-Sale (AFS)		662,437		495,585
Securities Held-to-Maturity		161,475		184,047
Federal Home Loan Bank of Boston stock, at cost		15,531		15,531
Loans:
Commercial & Industrial		133,497		141,373
Construction & Land Development		62,406		59,511
Commercial Real Estate		361,856		332,325
Residential Real Estate		193,590		194,644
Consumer and Other		7,806		9,258
Home Equity		115,884		98,954
Total Loans		875,039		836,065
Less: Allowance for Loan Losses		14,216		11,119
Net Loans		860,823		824,946
Bank Premises and Equipment		20,932		22,054
Accrued Interest Receivable		6,546		6,723
Goodwill		2,714		2,714
Core Deposit Intangible		993		1,283
Other Assets		49,134		48,701
Total Assets	$	2,051,247	$	1,801,566
Liabilities
Demand Deposits	$	277,667	$	277,217
Interest Bearing Deposits:
Savings and NOW Deposits		547,770		353,261
Money Market Accounts		402,632		308,177
Time Deposits		304,778		326,872
Total Interest Bearing		1,255,180		988,310
Total Deposits		1,532,847		1,265,527
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		91,210		112,510
Other Borrowed Funds		205,449		238,558
Total Borrowed Funds		296,659		351,068
Other Liabilities		29,505		28,385
Investments Purchased Payable		25,000		—
Subordinated Debentures		36,083		36,083
Total Liabilities		1,920,094		1,681,063
Total Stockholders’ Equity		131,153		120,503
Total Liabilities & Stockholders’ Equity	$	2,051,247	$	1,801,566

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Income (unaudited)
For the Quarter and Nine Months Ended September 30, 2009 and 2008
(in thousands)

	Quarter Ended September 30,					Nine Months Ended September 30,
	2009		2008			2009		2008
Interest Income:
Loans	$	12,118	$	12,583		$	35,933	$	36,727
Securities Held-to-Maturity		1,927		2,191			6,330		6,190
Securities Available-for-Sale		5,486		5,563			15,740		14,699
Federal Funds Sold and Interest-bearing Deposits In Other Banks		506		554			1,811		2,507
Total Interest Income		20,037		20,891			59,814		60,123
Interest Expense:
Savings and NOW Deposits		1,139		1,524			3,872		4,596
Money Market Accounts		1,266		2,061			4,919		5,480
Time Deposits		2,297		2,155			7,465		7,342
Securities Sold Under Agreements to Repurchase		98		330			423		1,205
Other Borrowed Funds and Subordinated Debentures		2,563		2,862			7,707		8,653
Total Interest Expense		7,363		8,932			24,386		27,276
Net Interest Income		12,674		11,959			35,428		32,847
Provision For Loan Losses		1,250		1,350			4,150		2,975
Net Interest Income After Provision for Loan Losses		11,424		10,609			31,278		29,872
Other Operating Income
Service Charges on Deposit Accounts		2,032		2,032			6,060		6,041
Lockbox Fees		660		700			2,154		2,299
Net Gain on Sales of Investments		137		147			1,115		249
Write-down of Certain Investments to Fair Value		—		(76	)		—		(76	)
Other Income		570		774			2,280		1,963
Total Other Operating Income		3,399		3,577			11,609		10,476
Operating Expenses
Salaries and Employee Benefits		6,753		6,438			20,182		19,043
Occupancy		931		1,010			3,071		3,153
Equipment		544		727			1,826		2,199
FDIC Assessment		638		212			2,754		390
Other		2,362		2,664			7,128		7,393
Total Operating Expenses		11,228		11,051			34,961		32,178
Income Before Income Taxes		3,595		3,135			7,926		8,170
Income Tax Expense		413		576			851		1,935
Net Income	$	3,182	$	2,559		$	7,075	$	6,235

Century Bancorp, Inc. and Subsidiaries
Consolidated Year-to-Date Average Comparative Statements of Condition (unaudited)
(in thousands)

	September 30,		September 30,
	2009		2008
Assets
Cash and Due From Banks	$	58,800	$	58,007
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		220,625		132,493
Securities Available-For-Sale (AFS)		594,628		452,181
Securities Held-to-Maturity		201,484		195,115
Total Loans		846,895		758,133
Less: Allowance for Loan Losses		12,843		9,729
Net Loans		834,052		748,404
Unrealized Gain on Securities AFS		2,941		510
Bank Premises and Equipment		21,511		22,449
Accrued Interest Receivable		7,167		6,968
Goodwill		2,714		2,714
Core Deposit Intangible		1,143		1,534
Other Assets		49,568		44,807
Total Assets	$	1,994,633	$	1,665,182
Liabilities
Demand Deposits	$	274,025	$	263,503
Interest Bearing Deposits:
Savings and NOW Deposits		497,193		366,912
Money Market Accounts		434,330		303,112
Time Deposits		325,255		268,424
Total Interest Bearing		1,256,778		938,448
Total Deposits		1,530,803		1,201,951
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		93,935		95,636
Other Borrowed Funds		178,039		189,023
Total Borrowed Funds		271,974		284,659
Other Liabilities		30,677		21,205
Subordinated Debentures		36,083		36,083
Total Liabilities		1,869,537		1,543,898
Total Stockholders’ Equity		125,096		121,284
Total Liabilities & Stockholders’ Equity	$	1,994,633	$	1,665,182
Total Average Earning Assets — QTD	$	1,908,477	$	1,606,410
Total Average Earning Assets — YTD	$	1,863,632	$	1,537,922

Century Bancorp, Inc. and Subsidiaries
Consolidated Selected Key Financial Information (unaudited)
(in thousands, except share data)

	September 30,			September 30,
	2009			2008
Performance Measures:
Earnings per average share, basic, quarter	$	0.58		$	0.46
Earnings per average share, diluted, quarter	$	0.58		$	0.46
Earnings per average share, basic, year-to-date	$	1.28		$	1.12
Earnings per average share, diluted, year-to-date	$	1.28		$	1.12
Return on average assets, year-to-date		0.47	%		0.50	%
Return on average stockholders’ equity, year-to-date		7.56	%		6.87	%
Net interest margin (taxable equivalent), quarter		2.81	%		3.14	%
Net interest margin (taxable equivalent), year-to-date		2.68	%		2.94	%
Efficiency ratio, year-to-date		70.7	%		72.0	%
Book value per share	$	23.72		$	22.08
Tangible book value per share	$	23.05		$	21.34
Tangible capital / tangible assets		6.22	%		6.79	%
Common Share Data:
Average shares outstanding, basic, quarter		5,530,297			5,541,345
Average shares outstanding, basic, year-to-date		5,532,907			5,542,971
Average shares outstanding, diluted, quarter		5,533,622			5,542,404
Average shares outstanding, diluted, year-to-date		5,534,364			5,545,138
Shares outstanding Class A		3,514,267			3,513,607
Shares outstanding Class B		2,016,030			2,027,100
Total shares outstanding at period end		5,530,297			5,540,707
Assets Quality and Other Data:
Allowance for loan losses / loans		1.62	%		1.28	%
Nonaccrual loans	$	17,001		$	3,804
Nonperforming assets	$	17,001		$	4,509
Loans 90 days past due and still accruing	$	—		$	—
Accruing troubled debt restructures	$	511		$	—
Net charge-offs (recoveries), year-to-date	$	1,053		$	2,354
Leverage ratio		8.02	%		8.94	%
Tier 1 risk weighted capital ratio		14.95	%		15.46	%
Total risk weighted capital ratio		16.19	%		16.48	%
Total risk weighted assets	$	1,088,777		$	1,002,190