(e) On December 17, 2008, the Boards of Directors of Alliance Bank (the "Bank") , the wholly owned subsidiary of Alliance Bancorp, Inc. of Pennsylvania (the "Company" or the "Registrant"), and Alliance Mutual Holding Company (the "Mutual Holding Company"), the mutual holding company parent of the Company, approved the following:

· the Mutual Holding Company's Amended and Restated Directors' Retirement Plan (the "Directors' Retirement Plan");

· an amendment to the Trust Agreement for the Directors' Retirement Plan (the "Trust Agreement");

· the Bank's Amended and Restated Supplemental Executive Retirement Plan ("SERP") and related participation agreement;

· an amendment to the Bank's Retirement Income Plan ("Income Plan"); and

· an amendment to the Bank's Profit Sharing/401(k) Plan (the "401(k) Plan").

The Directors' Retirement Plan, the Trust Agreement, the SERP and the related participation agreement were amended in order to comply with final regulations issued by the Internal Revenue Service under Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"). Section 409A of the Code governs the deferral of compensation where the director, officer or employee has a legally binding right to compensation that is payable in a future year. Section 409A imposes new requirements with respect to deferral elections, payment events and payment elections. The Income Plan and the 401(k) Plan were amended in order to comply with final regulations issued by the Internal Revenue Service under
Section 415 of the Code. Section 415 of the Code governs requirements for tax qualified plans under the Code.

In addition, the Directors' Retirement Plan was amended to add the directors of the Bank and the Company as participants in the plan, as well as directors of the Mutual Holding Company. The Trust Agreement was also amended to change the trustees of the Trust.

For additional information, reference is made to the amended plans included as Exhibits 10.1 through 10.3 hereto, which are incorporated herein by reference.

(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.

The following exhibits are filed herewith.

 Exhibit Number     Description

      10.1          Alliance Mutual Holding Company Amended and Restated
                    Directors' Retirement Plan

      10.2          Amendment to the Trust Agreement for the Alliance Mutual
                    Holding Company Amended and Restated Directors' Retirement
                    Plan

      10.3          Alliance Bank Amended and Restated Supplemental and Executive
                    Retirement Plan and Related Participation Agreement.