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 (Date of earliest event reported): February 17, 2010

Pamrapo Bancorp, Inc.

(Exact name of registrant as specified in its charter)

New Jersey	0-18014	22-2984813
(State or other Jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

611 Avenue C, Bayonne, New Jersey	07002
(Address of Principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (201) 339-4600

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

A. On February 11, 2010, the Company held a special stockholders meeting at which stockholders were asked to consider and vote upon a proposal to adopt the Agreement and Plan of Merger among the Company, and BCB Bancorp, Inc., dated as of June 29, 2010, as amended. Attached and incorporated herein by reference as exhibit 99.1 is a press release announcing the results of the special meeting.

B. On February 16, 2010, the Superior Court of New Jersey, Hudson County, Chancery Division in connection with the lawsuit filed by William J. Campbell, entered an Order dissolving its injunction against the consummation and closing of the merger between the Company and BCB Bancorp, Inc.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
Exhibit 99.1	Press release, dated February 17, 2010.

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 hereunto duly authorized.

	PAMRAPO BANCORP, INC.
Date: February 17, 2010
	By:	/S/    KENNETH D. WALTER
		Kenneth D. Walter
		Vice President, Treasurer and Chief Financial Officer, and Interim President and Chief Executive Officer

EX-99.1

Exhibit 99.1

Pamrapo Bancorp’s stockholders approve merger, Court injunction dissolved.

BAYONNE, NJ—(MARKET WIRE)—February 17, 2010— Pamrapo Bancorp, Inc. (NASDAQ: PBCI) announced today that at special meeting of stockholders held on February 11, 2010, its stockholders voted to approve the previously announced merger with BCB Bancorp, Inc. (NASDAQ: BCBP). The final report of the independent inspector of election indicated that 77.3 percent of the shares voted were cast in favor of the merger.

“The vote of our stockholders is the latest demonstration of the strong support for our merger” said Daniel Massarelli, Chairman of the Board of Pamrapo Bancorp, Inc. “We appreciate their support.”

Pamrapo also announced today that on February 16, 2010, the Superior Court of New Jersey, Hudson County, Chancery Division in connection with the lawsuit filed by William J. Campbell, entered an Order dissolving its injunction against the consummation and closing of the merger between Pamrapo and BCB Bancorp, Inc.

The merger remains subject to regulatory approvals.

More information on the Pamrapo-BCB merger can be found at http://www.pamrapo.com/.

Forward-Looking Statements

This press release contains certain forward-looking statements. These statements speak only as of the date they are made. The company undertakes no obligation to revise or publicly release any revision or update to these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could” or “may.” Certain factors that could cause actual results to differ materially from expected results include delays in completing the merger, difficulties in achieving cost savings from the merger or in achieving such cost savings within the expected time frame, difficulties in integrating Pamrapo and BCB, increased competitive pressures, the outcome of the stockholder litigation, changes in the interest rate environment, changes in general economic conditions, legislative and regulatory changes that adversely affect the business in which Pamrapo is engaged, changes in the securities markets and other risks and uncertainties disclosed from time to time in documents that Pamrapo files with the Securities and Exchange Commission (the “SEC”).