UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment _____________)*
Territorial Bancorp Inc.
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(Name of Issuer)
Common Stock, $0.01 par value per share
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(Title of Class of Securities)
88145X 108
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(CUSIP Number)
December 31, 2009
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(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 5 Pages
CUSIP NO. 88145X 108 Page 2 of 5 Pages
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1 Names of Reporting Persons
Territorial Savings Bank
Employee Stock Ownership Plan Trust
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2 Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
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(b) X
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3 SEC Use Only
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4 Citizenship or Place of Organization
Hawaii
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Number of Shares 5 Sole Voting Power
Beneficially Owned by
Each Reporting Person 929,718
With:
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6 Shared Voting Power
48,932
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7 Sole Dispositive Power
978,650
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8 Shared Dispositive Power
0
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
978,650
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10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
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11 Percent of Class Represented by Amount in Row 9
8% of 12,233,125 shares of Common Stock outstanding as of December 31,
2009.
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12 Type of Reporting Person (See Instructions)
EP
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CUSIP NO. 88145X 108 Page 3 of 5 Pages
Item 1
(a) Name of Issuer
Territorial Bancorp Inc.
(b) Address of Issuer's Principal Executive Offices
1132 Bishop Street
22nd Floor
Honolulu, Hawaii 96813
Item 2
(a) Name of Person Filing
Territorial Savings Bank
Employee Stock Ownership Plan Trust
Trustee: Pentegra Trust Company
(b) Address of Principal Business Office
c/o Pentegra Services, Inc.
108 Corporate Park Drive
White Plains, NY 10604-3805
(c) Citizenship or Place of Organization
Hawaii
(d) Title of Class of Securities
Common Stock, par value $.01 per share
(e) CUSIP Number
88145X 108
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b, or (c), check whether the person filing is a:
(f) [X] An employee benefit plan or endowment fund in accordance
with ss.240.13d-1(b)(1)(ii)(F).
Item 4. Ownership
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item
1.
CUSIP NO. 88145X 108 Page 4 of 5 Pages
(a) Amount beneficially owned: 978,650
(b) Percent of class: 8%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 929,718.
(ii) Shared power to vote or to direct the vote: 48,932.
(iii) Sole power to dispose or to direct the disposition of:
978,650.
(iv) Shared power to dispose or to direct the disposition of: 0.
Item 5. Ownership of Five Percent or Less of a Class
Not applicable
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
Not applicable
Item 8. Identification and Classification of Members of the Group
The reporting person is an employee benefit plan subject to the
provisions of the Employee Retirement Income Security Act of 1974.
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in
the ordinary course of business and were not acquired and are not held
for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction
having that purpose or effect.
CUSIP NO. 88145X 108 Page 5 of 5 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 5, 2010 TERRITORIAL SAVINGS BANK
EMPLOYEE STOCK
OWNERSHIP PLAN TRUST
By: Pentegra Trust Company, as Trustee
/s/ William J. Pieper
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Name: William J. Pieper
Title: Trust Officer