UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

Amendment No. 1

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 14, 2010

Sterling Banks, Inc.

(Exact Name of Registrant as Specified in Charter)

New Jersey	333-133649	20-4647587

(State or Other Jurisdiction of	(Commission File	(I.R.S. Employer
Incorporation)	Number )	Identification No.)

3100 Route 38

Mount Laurel, New Jersey 08054

(Address of Principal Executive Offices and Zip Code)

Registrant's telephone number, including area code: (856) 273-5900

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))

Explanatory Note

The Company is filing this Amendment No. 1 to its Current Report on Form 8-K, originally filed with the Securities and Exchange Commission (the “SEC”) on January 21, 2010 (the “Original Filing”), to supplement and enhance its disclosure in the Original Filing surrounding its determination that the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2009, and for the three and nine months ended September 30, 2009, should not be relied upon. This amendment is intended to update and supersede the Original Filing.

Item 2.02.

Results of Operations and Financial Condition.

On January 21, 2010, Sterling Banks, Inc. (the “Company”) issued a press release announcing its intention to restate its results of operations and financial condition for the three months and six months ended June 30, 2009, and the three months and nine months ended September 30, 2009. In connection with the enhanced disclosure to the Original Filing, the Company is filing this Form 8-K/A to furnish a revised press release. This information represents a change from the results of operations and financial condition previously announced in the Company’s press release of August 19, 2009 (which was furnished as Exhibit 99.1 to the Company’s 8-K filed August 20, 2009), and November 25, 2009 (which was furnished as Exhibit 99.1 to the Company’s 8-K filed November 25, 2009). A copy of the press release is attached as Exhibit 99.1 to this Current Report.

Item 4.02.

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

(a) Based on the findings of a regulatory examination of the Company’s wholly owned subsidiary, Sterling Bank (the “Bank”), the Company has amended its call reports for the quarters ended June 30, 2009, and September 30, 2009. The Company will make certain adjustments required in connection with the completion of the examination of the Bank by the Federal Reserve Bank of Philadelphia (the “FRB”), for which the report was provided to the Company in late 2009. As a result of such findings, the Board of Directors of the Company determined on January 14, 2010, that the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2009, and the three and nine months ended September 30, 2009, should no longer be relied upon, and also determined to amend the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2009 (as originally filed on August 19, 2009) (the “Second Quarter Filing”) and the period ended September 30, 2009 (as originally filed on November 25, 2009) (the “Third Quarter Filing”), and to restate such consolidated financial statements. The Company has discussed these matters with its independent registered public accounting firm.

The FRB examination commenced on July 27, 2009, and concluded with the issuance of a formal written report dated November 30, 2009, using financial data as of June 30, 2009. This regulatory examination was on-going at the time the Second Quarter Filing was filed with the SEC, and these issues were raised and disclosed in the Third Quarter Filing with the SEC. At the conclusion of the on-site work by the FRB examiners and prior to the Third Quarter Filing, the FRB examination personnel orally advised the Company and its independent auditors that, based on trends in asset quality, credit losses and other metrics, in comparison to various national and custom peer groups with comparable characteristics, the Bank’s allowance for loan losses should be increased by $5 million. Subsequent to the Third Quarter Filing, the Company received confirmation through receipt of a written examination report. In the intervening period, the Company had on-going discussions with the FRB to further clarify the facts and to formulate an appropriate response to the report. As a result of the FRB examination, the Company is required to increase its allowance for loan losses by $5 million as of June 30, 2009. Additionally, as a result of the foregoing, the Company determined that a valuation allowance for deferred tax assets needed to be established in the amount of $5.6 million.

The allowance for loan losses and provision for loan losses were increased from amounts previously reported to reflect adjustments of the qualitative factors in the allowance general reserves and impairment amounts within the allowance specific reserves that the Company’s wholly owned subsidiary, Sterling Bank, utilized in calculating the allowance for loan losses as of June 30, 2009. The adjustment in qualitative factors reflected second quarter adverse trends in delinquent, classified and non-performing loans in the Bank’s portfolio, which were raised as part of the Bank’s regulatory examinations by the FRB. The adjustment also reflected an additional qualitative factor in certain loan segments for the newly developed and applied stress testing procedure of collateral for commercial and residential real estate and an increase in most loan segments for changes in national and local economic trends and conditions. The adjustment in impairment amounts (within the allowance specific reserves) reflect management’s re-analysis of the collateral underlying loans analyzed for specific reserves. The valuation allowance for loans analyzed for specific reserves has increased from the Company’s Second Quarter Filing and Third Quarter Filing as a result of more conservative collateral and cash flow analysis on certain loans affected by the current economic condition.

The Company notes that as of the date of this Current Report that management, with the assistance of outside advisors, is continuing its analysis with respect to any other potential additional adjustments that may be necessary or appropriate and intends to file an amendment to each of the Second Quarter Filing and the Third Quarter Filing on or before March 8, 2010 to reflect these changes.

The information in this Item 4.02 and the accompanying Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 4.02 and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any offering circular, report or other document filed with the Securities and Exchange Commission by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press release dated February 25, 2010, announcing the intention to restate financial results of the Company for the quarters ended June 30, 2009 and September 30, 2009 (amended)

SIGNATURE

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

	STERLING BANKS, INC.
Date: February 25, 2010	By:	/s/ Robert H. King
	Name:	Robert H. King
	Title:	President and Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Description

99.1	Press release dated February 25, 2010, announcing the intention to restate financial results of the Company for the quarters ended June 30, 2009 and September 30, 2009 (amended).

Sterling Banks, Inc. 8-K/A