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: January 16, 2007

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

	Item 2.02      Results of Operations and Financial Condition
	Item 9.01      Financial Statements and Exhibits
SIGNATURES
EX-99.1 Press Release

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 January 16, 2007, 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 fourth quarter ended December 31, 2006 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 January 16, 2007.

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/ Paul V. Cusick, Jr.   

Paul V. Cusick, Jr. 

Vice President and Treasurer 

Dated: January 16, 2007

EX-99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact:	Paul V. Cusick, Jr.
	pcusick@century-bank.com
Phone:	781-393-4601
Fax:	781-393-4071

CENTURY BANCORP, INC. REPORTS FOURTH QUARTER RESULTS AND
DECLARES QUARTERLY DIVIDEND

Medford, MA, January 16, 2007—Century Bancorp, Inc. (NASDAQ:CNBKA) (www.century-bank.com) (“the Company”) today announced net income of $1,088,000, or $0.20 per share diluted, for the fourth quarter ended December 31, 2006, compared to net income of $1,271,000, or $0.23 per share diluted, for the fourth quarter ended December 31, 2005. For the year ended December 31, 2006, net income totaled $4,688,000, or $0.84 per share diluted, compared to net income of $6,880,000, or $1.24 per share diluted, for the same period a year ago. Included in income for 2006 is the previously announced pre-tax gain of $600,000 from the sale of its rights to future royalty payments for a portion of its Merchant Credit Card customer base.

Net interest income totaled $36,763,000 for the year ended December 31, 2006, versus $39,991,000 for the same period in 2005. The 8.1% decrease in net interest income for the period is mainly due to the current inverted yield curve environment and increased funding costs that resulted in a decrease of 18 basis points in the net interest margin as well as a $14,828,000 or 1.0% decrease in average earnings assets.

At December 31, 2006, total equity was $106.8 million compared to $103.2 million at December 31, 2005. The Company’s equity was increased by an improvement of $3.2 million in the net unrealized loss on the Company’s available-for-sale portfolio, this was partially offset by an additional $2.2 million net pension liability adjustment from the previously announced adoption of SFAS 158. Century’s leverage ratio stood at 8.45% on December 31, 2006, compared to 8.58% for the same period a year ago. Book value as of December 31, 2006 was $19.28 per share compared to $18.64 for the same period last year.

-more-

Century’s allowance for loan losses was $9.7 million or 1.32% of loans outstanding at the end of the year, compared to $9.8 million, or 1.36% of loans outstanding at September 30, 2006 and $9.3 million or 1.35% at December 31, 2005. Non-performing assets totaled $0.1 million at December 31, 2006, compared to $0.3 million at September 30, 2006 and $0.9 million at December 31, 2005.

Century’s Board of Directors voted a regular quarterly dividend of 12.00 cents ($0.12) per share on Century Class A common stock, and 6.00 cents ($0.06) per share on Century Class B common stock. The dividends were declared payable February 15, 2007 to stockholders of record on February 1, 2007.

Century Bancorp, Inc., 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 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)
(000’s)

	December 31,		December 31,
Assets	2006		2005
Cash and Due From Banks	$	60,465	$	47,626
Federal Funds Sold and Interest-bearing Deposits In Other Banks		99,203		105,053
Securities Available-For-Sale (AFS)		415,481		532,982
Securities Held-to-Maturity		265,712		286,578
Loans:
Commercial & Industrial		121,393		94,139
Construction & Land Development		49,153		58,846
Commercial Real Estate		323,700		302,279
Residential Real Estate		167,946		146,355
Consumer and Other		11,201		11,316
Home Equity		63,380		76,710
Total Loans		736,773		689,645
Less: Allowance for Loan Losses		9,713		9,340
Net Loans		727,060		680,305
Bank Premises and Equipment		22,955		25,228
Accrued Interest Receivable		7,372		7,127
Goodwill		2,714		2,714
Core Deposit Intangible		2,059		2,447
Other Assets		41,269		38,709
Total Assets	$	1,644,290	$	1,728,769
Liabilities
Demand Deposits	$	283,449	$	296,696
Interest Bearing Deposits:
Savings and NOW Deposits		274,231		239,326
Money Market Accounts		301,188		279,245
Time Deposits		410,097		401,773
Total Interest Bearing		985,516		920,344
Total Deposits		1,268,965		1,217,040
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		86,960		50,010
Other Borrowed Funds		123,023		304,722
Total Borrowed Funds		209,983		354,732
Other Liabilities		22,441		17,713
Subordinated Debentures		36,083		36,083
Total Liabilities		1,537,472		1,625,568
Total Stockholders’ Equity		106,818		103,201
Total Liabilities & Stockholders’ Equity	$	1,644,290	$	1,728,769

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Income (unaudited)
For the Quarter and Year-to-date ending
December 31, 2006 and 2005 (000’s)

	Quarter				Year-to-date
	2006		2005		2006		2005
Interest Income:
Loans	$	13,300	$	11,374	$	51,437	$	41,274
Securities Held-to-Maturity		2,447		2,678		10,112		11,635
Securities Available-for-Sale		3,980		4,711		17,194		19,540
Federal Funds Sold and Interest-bearing Deposits In Other Banks		1,519		25		1,964		362
Total Interest Income		21,246		18,788		80,707		72,811
Interest Expense:
Savings and NOW Deposits		1,524		889		4,950		3,552
Money Market Accounts		2,954		1,652		9,804		7,018
Time Deposits		4,957		2,612		16,026		8,835
Securities Sold Under Agreements to Repurchase		686		358		2,681		813
Other Borrowed Funds and Subordinated Debentures		2,137		3,910		10,483		12,602
Total Interest Expense		12,258		9,421		43,944		32,820
Net Interest Income		8,988		9,367		36,763		39,991
Provision For Loan Losses		225		150		825		600
Net Interest Income After Provision for Loan Losses		8,763		9,217		35,938		39,391
Other Operating Income
Service Charges on Deposit Accounts		1,737		1,400		6,702		5,846
Lockbox Fees		677		668		2,772		2,807
Brokerage Commissions		29		64		149		462
Other Income		293		501		1,742		1,858
Total Other Operating Income		2,736		2,633		11,365		10,973
Operating Expenses
Salaries		4,381		4,754		18,126		18,679
Employee Benefits		1,342		1,325		5,689		5,518
Occupancy		921		995		3,907		3,798
Equipment		738		758		3,043		2,987
Other		2,468		2,269		9,431		9,336
Total Operating Expenses		9,850		10,101		40,196		40,318
Income Before Income Taxes		1,649		1,749		7,107		10,046
Income Tax Expense		561		478		2,419		3,166
Net Income	$	1,088	$	1,271	$	4,688	$	6,880

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

	December 31,			December 31,
Assets	2006			2005
Cash and Due From Banks	$	58,543		$	53,887
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		37,728			15,897
Securities Available-For-Sale (AFS)		497,467			581,007
Securities Held-to-Maturity		275,897			311,738
Total Loans		723,825			641,103
Less: Allowance for Loan Losses		9,608			9,353
Net Loans		714,217			631,750
Unrealized loss an Securities Available-For-Sale		(12,568	)		(10,033	)
Bank Premises and Equipment		24,032			26,216
Accrued Interest Receivable		7,517			7,516
Goodwill		2,714			2,714
Core Deposit Intangible		2,259			2,644
Other Assets		41,104			35,381
Total Assets	$	1,648,910		$	1,658,717
Liabilities
Demand Deposits	$	284,295		$	283,876
Interest Bearing Deposits:
Savings and NOW Deposits		290,172			313,147
Money Market Accounts		327,203			366,622
Time Deposits		359,046			265,310
Total Interest Bearing		976,421			945,079
Total Deposits		1,260,716			1,228,955
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		70,861			39,746
Other Borrowed Funds		156,060			232,064
Total Borrowed Funds		226,921			271,810
Other Liabilities		19,802			16,463
Subordinated Debentures		36,083			36,814
Total Liabilities		1,543,522			1,554,042
Total Stockholders’ Equity		105,388			104,675
Total Liabilities & Stockholders’ Equity	$	1,648,910		$	1,658,717
Total Average Earning Assets — QTD	$	1,564,210		$	1,533,646
Total Average Earning Assets — YTD	$	1,534,917		$	1,549,745

Century Bancorp, Inc. and Subsidiaries
Consolidated Selected Key Financial Information (unaudited)
(000’s, except share data)

	December 31,			December 31,
	2006			2005
Performance Measures:
Earnings per average share, basic, quarter	$	0.20		$	0.23
Earnings per average share, diluted, quarter	$	0.20		$	0.23
Earnings per average share, basic, year-to-date	$	0.85		$	1.24
Earnings per average share, diluted, year-to-date	$	0.84		$	1.24
Return on average assets, year-to-date		0.28	%		0.41	%
Return on average stockholders’ equity, year-to-date		4.45	%		6.57	%
Net interest margin (taxable equivalent), quarter		2.30	%		2.44	%
Net interest margin (taxable equivalent), year-to-date		2.40	%		2.58	%
Efficiency ratio, year-to-date		83.5	%		79.1	%
Book value per share	$	19.28		$	18.64
Tangible book value per share	$	18.42		$	17.71
Tangible capital / tangible assets		6.22	%		5.69	%
Common Share Data:
Average shares outstanding, basic, quarter		5,541,156			5,535,442
Average shares outstanding, basic, year-to-date		5,540,966			5,535,202
Average shares outstanding, diluted, quarter		5,550,796			5,553,113
Average shares outstanding, diluted, year-to-date		5,550,722			5,553,009
Shares outstanding Class A		3,498,738			3,453,202
Shares outstanding Class B		2,042,450			2,082,240
Total shares outstanding at period end		5,541,188			5,535,442
Assets Quality and Other Data:
Allowance for loan losses / loans		1.32	%		1.35	%
Nonaccrual loans	$	135		$	949
Nonperforming assets	$	135		$	949
Loans 90 days past due and still accruing	$	789		$	0
Net charge-offs (recoveries)	$	453		$	261
Leverage ratio		8.45	%		8.58	%
Tier 1 risk weighted capital ratio		15.69	%		15.46	%
Total risk weighted capital ratio		16.76	%		16.48	%
Total risk weighted assets	$	906,094		$	913,853