Item 5.03 Amendment to Articles of Incorporation or Bylaws.

To better align our corporate governance to best practices in the industry, on October 18, 2012, the Board of Directors of Beneficial Mutual Bancorp, Inc. (the "Company") amended Article III, Section 1 of the Company's Bylaws to establish the position of Chair of the Board as separate from the Office of the President, amended Article II, Section 4 and Article II, Section 1 to designate the chair of the board as the individual to preside at board and shareholder meetings, and amended, Article III, Section 2 of the Company's Bylaws to decrease the number of Company directors from thirteen (13) to twelve (12). A copy of the Company's Bylaws, as amended, is attached hereto as Exhibit 3.2 and is incorporated herein by reference.

The Board of Directors also appointed Frank A. Farnesi, Chairman of the Board effective immediately. Mr. Farnesi will serve in this role through the end of his term in May of 2014 when he will be up for re-election. Gerard P. Cuddy will remain President and Chief Executive Officer of the Company.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Number Description

3.2 Bylaws of Beneficial Mutual Bancorp, Inc.

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