UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Federal Home Loan Bank of Topeka
__________________________________________
(Exact name of registrant as specified in its charter)

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Election of Directors

On October 15, 2010, the Federal Home Loan Bank of Topeka (FHLBank) notified members in the state of Kansas that Mr. Mark W. Schifferdecker was deemed elected as a member director by FHLBank for a four-year term commencing January 1, 2011, and expiring December 31, 2014. In addition, FHLBank notified members in the state of Oklahoma that Mr. G. Bridger Cox was deemed elected as a member director by FHLBank for a one-year term commencing January 1, 2011, and expiring December 31, 2011. The election of these directors was reported under Item 5.02 of FHLBank’s Current Report on Form 8-K dated October 15, 2010. At the time of filing such report, the committees of FHLBank’s Board of Directors to which Messrs. Schifferdecker and Cox would be named had not been determined nor had FHLBank adopted its 2011 Board of Directors Compensation Policy (Board Compensation Policy).

In addition, on December 15, 2010, FHLBank completed its director election process for directorships commencing on January 1, 2011. Three directors were elected to four-year terms expiring December 31, 2014, including the election of Ms. Jane C. Knight as a public interest independent director, Mr. Robert E. Caldwell, II as an independent director, and Mr. Harley D. Bergmeyer as a member director from the state of Nebraska. Mr. William Brush was also elected as a member director from the state of Nebraska and will serve a one-year term expiring December 31, 2011. The election of these directors was reported under Item 5.02 of FHLBank’s Current Report on Form 8-K dated December 15, 2010. At the time of filing such report, the committees of FHLBank’s Board of Directors to which Ms. Knight and Messrs. Caldwell, Bergmeyer and Brush would be named had not been determined nor had FHLBank adopted its Board Compensation Policy.

FHLBank is filing this Form 8-K/A to report that on December 20, 2010, the chairman of FHLBank’s Board of Directors appointed these individuals to serve on the following committees:

Mr. Bergmeyer: Housing & Governance and Operations

Mr. Brush: Housing & Governance and Risk Oversight

Mr. Caldwell: Compensation, Council of FHLBanks, Executive (Vice Chair), Housing & Governance (Chair), and Operations

Mr. Cox: Audit and Compensation

Ms. Knight: Housing & Governance and Risk Oversight

Mr. Schifferdecker: Audit and Operations

New committee assignments for the remaining FHLBank directors were also made on December 20, 2010, and will be provided in FHLBank’s Form 10-K annual report for 2010.

In addition to reporting on committee assignments, FHLBank is filing this Form 8-K/A to report that on December 16, 2010, FHLBank’s Board of Directors approved the Board Compensation Policy, which will become effective on January 1, 2011, subject to the authority of the director of the Federal Housing Finance Agency to review the Board Compensation Policy. The purpose of the Board Compensation Policy is to provide directors reasonable compensation for their time and effort exerted in performing their duties as a director of FHLBank.

FHLBank directors will be compensated through board meeting attendance fees. The Board Compensation Policy establishes a maximum annual compensation, which generally provides that a director (other than board chair, board vice chair and committee chairs) may be paid a total of $75,000. The board chair is subject to maximum annual compensation of $100,000 and the board vice-chair and those directors serving as committee chairs are subject to maximum annual compensation of $85,000. Directors will be paid a meeting fee for each day in physical attendance at a regular or special meeting of the board, which is calculated by dividing the maximum annual compensation by six. Directors will also be entitled to reimbursement for all necessary and reasonable travel, subsistence and other related expenses incurred in connection with the performance of their official duties.

A copy of the Board Compensation Policy is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1. 2011 Board of Directors Compensation Policy, effective January 1, 2011

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.

Exhibit Index