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: April 8, 2008

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))

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 April 8, 2008, 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 first quarter ended March 31, 2008 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 April 8, 2008.

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, CPA  

William P. Hornby, CPA 

Chief Financial Officer and Treasurer 

Dated: April 8, 2008

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. REPORTS FIRST QUARTER RESULTS AND DECLARES
QUARTERLY DIVIDEND

Medford, MA, April 8, 2008—Century Bancorp, Inc. (NASDAQ:CNBKA) (www.century-bank.com) (“the Company”) today announced net income of $1,800,000, or $0.32 per share diluted, for the first quarter ended March 31, 2008, an increase of 79.3% when compared to net income of $1,004,000, or $0.18 per share diluted, for the first quarter ended March 31, 2007.

Net interest income totaled $10.2 million for the quarter ended March 31, 2008 as compared to $9.2 million for 2007. The 11.2% increase in net interest income for the period is due to an increase of forty-one basis points in the net interest margin, from 2.41% on a fully taxable equivalent basis in 2007 to 2.82% on the same basis for 2008.

At March 31, 2008, total equity was $122.2 million compared to $118.8 million at December 31, 2007. The Company’s equity increased as a result of earnings and a decline in accumulated other comprehensive loss, net of taxes offset by dividends paid. The Company’s leverage ratio stood at 9.56% at March 31, 2008, compared to 8.81% at March 31, 2007. Book value as of March 31, 2008 was $22.04 per share compared to $19.65 at March 31, 2007.

-more-

The Company’s allowance for loan losses was $9.8 million or 1.31% of loans outstanding at the end of the first quarter of 2008, compared to $9.8 million, or 1.37% of loans outstanding at March 31, 2007 and $9.6 million, or 1.33% of loans outstanding at December 31, 2007. Non-performing assets totaled $2.6 million at March 31, 2008, compared to $1.8 million at December 31, 2007 and $625,000 at March 31, 2007. Non-performing assets increased primarily as a result of an increase in small business loans on non-accrual.

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 May 15, 2008 to stockholders of record on May 1, 2008.

The Company, through its subsidiary bank, Century Bank and Trust Company, a state chartered full service commercial bank, operating twenty-one 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)

	March 31,		December 31,
Assets	2008		2007
Cash and Due From Banks	$	73,886	$	66,974
Federal Funds Sold and Interest-bearing Deposits In Other Banks		130,218		232,927
Securities Available-For-Sale (AFS)		419,459		403,635
Securities Held-to-Maturity		194,246		183,710
Loans:
Commercial & Industrial		130,799		117,332
Construction & Land Development		64,051		62,412
Commercial Real Estate		300,626		299,920
Residential Real Estate		166,828		168,204
Consumer and Other		25,312		21,588
Home Equity		56,695		56,795
Total Loans		744,311		726,251
Less: Allowance for Loan Losses		9,773		9,633
Net Loans		734,538		716,618
Bank Premises and Equipment		22,413		21,985
Accrued Interest Receivable		6,800		6,590
Goodwill		2,714		2,714
Core Deposit Intangible		1,574		1,671
Other Assets		43,217		43,457
Total Assets	$	1,629,065	$	1,680,281
Liabilities
Demand Deposits	$	266,013	$	289,526
Interest Bearing Deposits:
Savings and NOW Deposits		334,123		310,858
Money Market Accounts		275,874		234,099
Time Deposits		271,836		295,578
Total Interest Bearing		881,833		840,535
Total Deposits		1,147,846		1,130,061
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		79,970		85,990
Other Borrowed Funds		217,483		289,885
Total Borrowed Funds		297,453		375,875
Other Liabilities		25,483		19,456
Subordinated Debentures		36,083		36,083
Total Liabilities		1,506,865		1,561,475
Total Stockholders’ Equity		122,200		118,806
Total Liabilities & Stockholders’ Equity	$	1,629,065	$	1,680,281

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Income (unaudited)
For the Quarter Ended March 31, 2008 and 2007
(in thousands)

	Quarter Ended March 31,
	2008		2007
Interest Income:
Loans	$	12,262	$	12,971
Securities Held-to-Maturity		1,905		2,396
Securities Available-for-Sale		4,379		3,552
Federal Funds Sold and Interest-bearing Deposits In Other Banks		1,216		1,827
Total Interest Income		19,762		20,746
Interest Expense:
Savings and NOW Deposits		1,614		1,592
Money Market Accounts		1,590		2,386
Time Deposits		2,916		4,610
Securities Sold Under Agreements to Repurchase		516		773
Other Borrowed Funds and Subordinated Debentures		2,894		2,183
Total Interest Expense		9,530		11,544
Net Interest Income		10,232		9,202
Provision For Loan Losses		700		300
Net Interest Income After
Provision for Loan Losses		9,532		8,902
Other Operating Income
Service Charges on Deposit Accounts		1,981		1,786
Lockbox Fees		772		734
Net Gain on Sales of Investments		100		—
Other Income		569		329
Total Other Operating Income		3,422		2,849
Operating Expenses
Salaries and Employee Benefits		6,290		6,213
Occupancy		1,064		996
Equipment		730		733
Other		2,300		2,360
Total Operating Expenses		10,384		10,302
Income Before Income Taxes		2,570		1,449
Income Tax Expense		770		445
Net Income	$	1,800	$	1,004

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

	March 31,		March 31,
Assets	2008		2007
Cash and Due From Banks	$	56,737	$	59,704
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		151,477		140,819
Securities Available-For-Sale (AFS)		392,395		396,199
Securities Held-to-Maturity		189,331		263,714
Total Loans		735,099		725,872
Less: Allowance for Loan Losses		9,772		9,817
Net Loans		725,327		716,055
Unrealized Gain(Loss) on Securities AFS		2,781		(7,142	)
Bank Premises and Equipment		22,310		23,071
Accrued Interest Receivable		6,959		7,254
Goodwill		2,714		2,714
Core Deposit Intangible		1,634		2,021
Other Assets		42,413		41,993
Total Assets	$	1,594,078	$	1,646,402
Liabilities
Demand Deposits	$	259,395	$	279,897
Interest Bearing Deposits:
Savings and NOW Deposits		342,503		305,694
Money Market Accounts		248,368		298,125
Time Deposits		283,893		390,618
Total Interest Bearing		874,764		994,437
Total Deposits		1,134,159		1,274,334
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		93,074		84,131
Other Borrowed Funds		188,616		120,659
Total Borrowed Funds		281,690		204,790
Other Liabilities		20,751		23,228
Subordinated Debentures		36,083		36,083
Total Liabilities		1,472,683		1,538,435
Total Stockholders’ Equity		121,395		107,967
Total Liabilities & Stockholders’ Equity	$	1,594,078	$	1,646,402
Total Average Earning Assets — YTD	$	1,468,302	$	1,526,603

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

	March 31,			March 31,
	2008			2007
Performance Measures:
Earnings per average share, basic, quarter	$	0.32		$	0.18
Earnings per average share, diluted, quarter	$	0.32		$	0.18
Return on average assets, quarter		0.45	%		0.25	%
Return on average stockholders’ equity, quarter		5.96	%		3.77	%
Net interest margin (taxable equivalent), quarter		2.82	%		2.41	%
Efficiency ratio, quarter		75.2	%		85.3	%
Book value per share	$	22.04		$	19.65
Tangible book value per share	$	21.27		$	18.81
Tangible capital / tangible assets		7.26	%		6.69	%
Common Share Data:
Average shares outstanding, basic, quarter		5,543,804			5,541,225
Average shares outstanding, diluted, quarter		5,546,700			5,550,653
Shares outstanding Class A		3,516,704			3,513,604
Shares outstanding Class B		2,027,100			2,028,700
Total shares outstanding at period end		5,543,804			5,542,304
Assets Quality and Other Data:
Allowance for loan losses / loans		1.31	%		1.37	%
Nonaccrual loans	$	2,184		$	625
Nonperforming assets	$	2,636		$	625
Loans 90 days past due and still accruing	$	639		$	—
Net charge-offs (recoveries), quarter	$	560		$	215
Leverage ratio		9.56	%		8.81	%
Tier 1 risk weighted capital ratio		16.48	%		16.59	%
Total risk weighted capital ratio		17.55	%		17.71	%
Total risk weighted assets	$	920,829		$	873,785