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: December 18, 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))

TABLE OF CONTENTS

Ex-99.1 Press Release dated December 18, 2008

Item 8.01          Other Events

On December 18, 2008, the registrant announced, in a press release, it had received preliminary approval from the U.S. Treasury Department to participate in the Treasury’s Capital Purchase Program, a voluntary program available to healthy financial institutions. The Treasury Department intends to invest up to $30 million in Century Bancorp, Inc. in the form of preferred stock and warrants to purchase Class A common stock. A copy of the press release issued by the registrant is herewith attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01          Financial Statements and Exhibits

(d)	Exhibits
	99.1          Press Release dated December 18, 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  

William P. Hornby 

Chief Financial Officer and Treasurer 

Dated: December 18, 2008

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: William P. Hornby
whornby@century-bank.com

Phone: 781-393-4630

Fax: 781-393-4071

CENTURY BANCORP, INC. RECEIVES PRELIMINARY APPROVAL FOR $30 MILLION
INVESTMENT UNDER UNITED STATES TREASURY’S CAPITAL PURCHASE PROGRAM

MEDFORD, Mass.—December 18, 2008—Century Bancorp, Inc. (NASDAQ: CNBKA), parent of Century Bank and Trust Company, today announced it has received preliminary approval for an investment of up to $30 million of new capital under the United States Department of the Treasury’s Capital Purchase Program.

The Capital Purchase Program was announced in October 2008. The Treasury and bank regulators have urged healthy banks to participate in the Capital Purchase Program to help the nation’s economy.

“We are pleased to announce our voluntary participation in the Capital Purchase Program. The United States Treasury’s willingness to invest in Century Bancorp, Inc. confirms our status as a healthy, stable institution,” said Jonathan G. Sloane, Co-President and Co-Chief Executive Officer of Century Bancorp, Inc. and of Century Bank and Trust Company. Co-President and Co-Chief Executive Officer Barry R. Sloane added, “We believe our participation in the Capital Purchase Program will enable us to expand upon our existing commitment to serving our customers and communities by offering high-quality lending and deposit services.”

The Treasury will invest up to approximately $30 million in non-voting, senior preferred shares of Century Bancorp, Inc. and will also receive warrants to purchase Century Bancorp, Inc. Class A common stock subject to standard Capital Purchase Program terms and conditions.

Participation in the Capital Purchase Program is subject to holders of Century Bancorp Inc.’s Class B shares approving an amendment to the Articles of Incorporation to authorize a class of preferred stock, as well as the satisfaction of other closing conditions and the execution of a definitive agreement. Century Bancorp, Inc. will hold a Special Meeting of its Class B Common Stockholders on January 8, 2009.

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About Century Bank

Century Bank and Trust Company, a wholly-owned subsidiary of Century Bancorp, Inc., is a state chartered full-service commercial bank, operating twenty-three full-service branches in the Greater Boston area, and 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.

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