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 6, 2013

Hampden Bancorp, Inc.
(Exact name of registrant as specified in its charter)

19 Harrison Avenue, Springfield, Massachusetts 01102
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code:  (413) 736-1812

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):

⃞      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 2.02. Results of Operations and Financial Condition

On August 6, 2013, Hampden Bancorp, Inc. (the “Company”), the holding company for Hampden Bank, issued a press release announcing its financial results for the three and twelve months ended June 30, 2013.   The press release, as revised on August 7, 2013 to correct a typographical error, is included as Exhibit 99.1 to this Current Report on Form 8-K.

The third sentence of the paragraph entitled “Three Months Ended June 30, 2013” of the press release inadvertently included amounts for the twelve months ended June 30, 2013. That sentence was corrected to read “The Company had a decrease in net interest income of $75,000, or 1.6%, for the three months ended June 30, 2013 compared to the same period in 2012 due to a decrease in the net interest margin from 3.39% to 3.10%.”

Item 5.03.   Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a) On August 6, 2013, the Board of Directors of Hampden Bancorp, Inc. (the “Board”) adopted by resolution an amendment to the Amended and Restated Bylaws of the Corporation (the “Bylaws”), to allow for shareholder voting by electronic transmission.  A copy of the text of the amendment to the Bylaws, adopted by the Board on, and effective as of, August 6, 2013, is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Item 8.01. Other Events

On August 6, 2013, the Company issued a press release announcing that its Board of Directors declared a quarterly cash dividend of $0.06 per common share, payable on August 30, 2013, to stockholders of record at the close of business on August 16, 2013.  A copy of the press release announcing the declaration is attached as Exhibit 99.1.

On August 7, 2013, the Company received a notice from MHC Mutual Conversion Fund, L.P. and certain of its affiliates of its intention to submit a proposal at the Company’s 2013 Annual Meeting of Stockholders. The proposal reads as follows: “RESOLVED: The shareholders request that the Board of Directors of Hampden Bancorp, Inc. explore avenues to enhance shareholder value through an extraordinary transaction (defined here as a transaction not in the ordinary course of business operations) including, but not limited to selling or merging Hampden Bancorp with another institution” (the “Proposal”). The Company’s Board of Directors will review the Proposal and determine a course of action that is in the best interests of all of the Company’s stockholders.

Item 9.01.   Financial Statements and Exhibits.

(d)           The following exhibits are filed with this report:

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

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