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): November 5, 2009

                                BCB BANCORP, INC.
                               ------------------
               (Exact Name of Registrant as Specified in Charter)

            New Jersey                    0-50275                 26-0065262
-----------------------------         ----------------        -----------------
(State or Other Jurisdiction)       (Commission File No.)     (I.R.S. Employer
      of Incorporation)                                      Identification No.)


104-110 Avenue C, Bayonne, New Jersey                            07002
--------------------------------------                       -------------
(Address of Principal Executive Offices)                      (Zip Code)

Registrant's telephone number, including area code:  (201) 823-0700
                                                     --------------



                                 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 (see General Instruction A.2. below):

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[X]  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 1.01  Entry into a Material Definitive Agreement.
---------  ------------------------------------------

     On  November  5,  2009,  BCB  Bancorp,   Inc.,  a  New  Jersey  corporation
("Pamrapo"),  and  Pamrapo  Bancorp,  Inc.,  a New Jersey  corporation  ("BCB"),
entered into a First  Amendment to Agreement  and Plan of Merger  ("Amendment"),
which  amends the  Agreement  and Plan of Merger  between BCB and  Pamrapo  (the
"Merger  Agreement"),  dated as of June 29, 2009, pursuant to which Pamrapo will
merge with and into BCB,  with BCB as the  surviving  corporation.  The  parties
entered into the  Amendment to clarify  that the  required  stockholder  vote to
adopt the Merger  Agreement,  and the  transactions  contemplated  by the Merger
Agreement,  pursuant  to  the  New  Jersey  Business  Corporation  Act,  by  BCB
Shareholders  and Pamrapo  Shareholders is the affirmative vote of a majority of
the votes  cast by the  holders  of  shares  of common  stock of each of BCB and
Pamrapo entitled to vote thereon.

     The  preceding  disclosure is qualified in its entirety by reference to the
Amendment, which is attached hereto as Exhibit 2.1 and is incorporated herein by
reference.

Forward-Looking Statements

     This  Form  8-K  contains  certain  forward-looking  statements  about  the
proposed merger of BCB and Pamrapo and the effects of the proposed merger on the
companies.  These  statements  speak  only as of the  date  they are  made.  The
companies  undertake no obligation to revise or publicly release any revision or
update to these  forward-looking  statements to reflect events or  circumstances
that occur after the date on which such  statements  were made.  Forward-looking
statements  can be  identified  by the fact that they do not relate  strictly to
historical or current facts. They often include words like "believe,"  "expect,"
"anticipate,"  "estimate,"  and "intend" or future or conditional  verbs such as
"will,"  "would,"  "should,"  "could" or "may." Certain factors that could cause
actual  results to differ  materially  from expected  results  include delays in
completing the merger, difficulties in achieving cost savings from the merger or
in achieving such cost savings within the expected time frame,  difficulties  in
integrating BCB and Pamrapo,  increased  competitive  pressures,  changes in the
interest rate environment,  changes in general economic conditions,  legislative
and  regulatory  changes  that  adversely  affect the  business in which BCB and
Pamrapo  are  engaged,  changes in the  securities  markets  and other risks and
uncertainties disclosed from time to time in documents that BCB and Pamrapo file
with the Securities and Exchange Commission (the "SEC").

Additional Information about the Merger and Where to Find It

     This Form 8-K may be deemed to be solicitation material with respect to the
proposed merger of BCB and Pamrapo.  On October 13, 2009, BCB filed with the SEC
a Registration  Statement on Form S-4 (Registration No. 333-162433) containing a
preliminary joint proxy statement/prospectus regarding the proposed merger. This
material is not a  substitute  for the final  joint  proxy  statement/prospectus
regarding the proposed merger. STOCKHOLDERS OF BCB AND PAMRAPO ARE ENCOURAGED TO
READ THE PRELIMINARY JOINT PROXY  STATEMENT/PROSPECTUS AND THE FINAL JOINT PROXY



STATEMENT/PROSPECTUS,  WHEN IT BECOMES AVAILABLE,  AS WELL AS ANY OTHER RELEVANT
DOCUMENTS  FILED WITH THE SEC,  BECAUSE THEY CONTAIN AND WILL CONTAIN  IMPORTANT
INFORMATION ABOUT THE PROPOSED MERGER.

     The final joint proxy  statement/prospectus  will be mailed to stockholders
of BCB and Pamrapo. Stockholders may obtain the joint proxy statement/prospectus
and  other  documents  that are  filed by BCB and  Pamrapo  with the SEC free of
charge at the SEC's website,  www.sec.gov. In addition,  stockholders may obtain
free  copies of the  documents  filed by the  companies  with the SEC by written
request directed to the Corporate Secretary,  BCB Bancorp,  Inc., 104-110 Avenue
C,   Bayonne,   New   Jersey   07002  or  by   visiting   the  BCB   website  at
www.bcbbancorp.com,  with  respect  to  documents  filed by BCB,  and by written
request directed to the Secretary, Pamrapo Bancorp, Inc., 611 Avenue C, Bayonne,
New Jersey 07002 or by visiting  the Pamrapo  website at  www.pamrapo.com,  with
respect to documents filed by Pamrapo.

     BCB and Pamrapo,  and their respective directors and executive officers and
other members of management and employees may be considered  participants in the
solicitation  of proxies in  connection  with the proposed  merger.  Information
regarding  Pamrapo's  and  BCB's  directors  and  executive  officers  and their
interests  is set  forth in the  preliminary  joint  proxy  statement/prospectus
described   above   and   will   be   included   in  the   final   joint   proxy
statement/prospectus when it becomes available.

     Read  the  joint  proxy  statement/prospectus  carefully  before  making  a
decision concerning the merger.

Item 9.01  Financial Statements and Exhibits.
---------  ---------------------------------

           (d) Exhibits.

               Exhibit 2.1    First Amendment to Agreement and Plan of Merger,
                              dated as of November 5, 2009, between BCB Bancorp,
                              Inc. and Pamrapo Bancorp, Inc.





                                   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.

                                            BCB BANCORP, INC.



DATE: November 5, 2009                 By: /s/ Donald Mindiak
                                           -------------------------------------
                                           Donald Mindiak
                                           President and Chief Executive Officer