UNITED STATES

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): August 515, 2016

ALAMOGORDO FINANCIAL CORP.

(Exact Name of Registrant as Specified in Charter)

Federal	000-29655	74-2819148
(State or Other Jurisdiction)	(Commission File No.)	(I.R.S. Employer
of Incorporation)		Identification No.)

500 East 10th Street, Alamogordo, New Mexico		88310
(Address of Principal Executive Offices)		(Zip Code)

Registrant's telephone number, including area code: (575) 437-9334

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 (see General Instruction A.2. below):

¨x 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 18.01 ~~Entry~~Other ~~Into a Material Definitive Agreement~~Events

On August 515, 2016, ~~Bancorp~~Alamogordo ~~34,~~Financial ~~Inc~~Corp., a ~~Maryland~~ federal corporation, ~~(the~~announced ~~“Company”),~~that ~~Alamogordo~~Bancorp ~~Financial~~34, ~~Corp~~Inc., a ~~federal~~Maryland corporation ~~(“Alamogordo Financial”)~~, AF ~~Mutual~~had ~~Holding~~commenced ~~Company~~its ~~(the~~stock ~~“MHC”)~~offering ~~and~~in ~~Bank~~connection with 34the ~~entered~~mutual-to-stock ~~into~~conversion anof ~~Agency~~AF ~~Agreement~~Mutual ~~with~~Holding ~~Keefe, Bruyette & Woods, Inc~~Company. ~~(“KBW”),~~A ~~who~~copy ~~will~~of ~~assist in~~ the ~~marketing~~press ofrelease ~~the~~is ~~Company’s~~attached ~~common~~as ~~stock~~Exhibit ~~during~~99 ~~its~~to ~~stock~~this Current ~~offering~~Report.

For its services in the subscription and community offerings, KBW will receive a fee of $250,000. In the event a syndicated or firm commitment underwritten offering is conducted, the Company will pay fees of 6.0% of the aggregate purchase price of all shares of common stock sold in the syndicated or firm commitment underwritten offering to KBW, who will serve as sole book-running manager, and any other broker-dealers included in the syndicated or firm commitment underwritten offering.

The shares of common stock are being offered pursuant to a Registration Statement on Form S-1 (Registration No. 333-211820) filed by the Company under the Securities Act of 1933, as amended, and a related prospectus dated August 5, 2016.

The foregoing description of the terms of the Agency Agreement is qualified in its entirety by references to the Agency Agreement, which is filed as Exhibit 1.1 hereto and incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

Exhibit	Description	~~Description~~
1.1		Agency Agreement dated August 5, 2016, by and among the Company, Alamogordo Financial, the MHC and Bank 34 and KBW (exhibits omitted)
99	Press release dated August 15, 2016

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.

	ALAMOGORDO FINANCIAL CORP.
DATE: August 10, 2016	By:	/s/ Jill Gutierrez
DATE: August 15, 2016	By:	/s/ Jill Gutierrez
		Jill Gutierrez
		Chief Executive Officer

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