RIVER VALLEY BANCORP
10QSB, 2000-08-14
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

(Mark One)

[X]           QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended              June 30, 2000
                               -----------------------------------------------

                                       OR

[ ]          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to _______________

Commission File Number 2-47541

                              RIVER VALLEY BANCORP
             (Exact Name of Small Business Issuer as Specified in Its Charter)

Indiana                                                       35-1984567
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                          Identification No.)

430 Clifty Drive
Madison, Indiana                                                 47250
(Address of Principal                                          (Zip Code)
Executive Offices)

Issuer's Telephone Number, Including Area Code: (812) 273-4949

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.

                     Yes    X              No  ___
                           ---

As of August 11, 2000,  there were  916,972  shares of the  Registrant's  common
stock, without par value, issued and outstanding.


<PAGE>



                             River Valley Bancorp

                                         2

                                      INDEX

                                                                            Page

PART I  -  FINANCIAL INFORMATION

Item 1.        Financial Statements

           Consolidated Condensed Statements of Financial Condition        3

           Consolidated Condensed Statements of Earnings                   4

           Consolidated Condensed Statements of Comprehensive Income       5

           Consolidated Condensed Statements of Cash Flows                 6

           Notes to Consolidated Condensed Financial Statements            7

Item 2.    Management's Discussion and Analysis of
           Financial Condition and Results of
           Operations                                                      9


PART II -  OTHER INFORMATION

Item 1.   Legal Proceedings                                               14
Item 2.   Changes in Securities                                           14
Item 3.   Defaults Upon Senior Securities                                 14
Item 4.   Submission of Matters to a Vote of Security Holders             14
Item 5.   Other Information                                               14
Item 6.   Exhibits and Reports on Form 8-K                                14

SIGNATURES                                                                15

<PAGE>

                              River Valley Bancorp
                 CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION
                        (In thousands, except share data)
<TABLE>
<CAPTION>


                                                                       June 30,        December 31,
         ASSETS                                                          2000             1999
                                                                      ---------        ---------
<S>                                                                   <C>              <C>
Cash and due from banks                                               $   3,684        $   3,648
Federal funds sold                                                          650            1,550
Interest-earning deposits in other financial institutions                 2,028            2,854
                                                                      ---------        ---------
         Cash and cash equivalents                                        6,362            8,052

Investment securities available for sale                                  5,740            6,301
Investment securities held to maturity                                       --            3,138
Loans receivable - net                                                  128,700          115,131
Office premises and equipment                                             1,927            1,928
Federal Home Loan Bank stock                                                943              943
Accrued interest receivable                                               1,172            1,043
Other Assets                                                              2,295            2,159
                                                                      ---------        ---------

         Total assets                                                 $ 147,139        $ 138,695
                                                                      =========        =========

         LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits                                                              $ 122,035        $ 114,251
Borrowings                                                                6,850            6,500
Accrued interest payable                                                    398              330
Other liabilities                                                           837              748
                                                                      ---------        ---------
         Total liabilities                                              130,120          121,829
                                                                      ---------        ---------
Stockholders' equity

  Preferred stock - 2,000,000 shares without par value

    authorized; no shares issued                                             --               --
  Common stock - 5,000,000 shares without par value authorized;
    921,972 and 970,497 shares issued and outstanding at

    June 30, 2000 and December 31, 1999                                      --               --
  Additional paid in capital                                             11,314           11,314
  Retained earnings - substantially restricted                           10,181            9,551
  Shares acquired by stock benefit plans                                   (847)            (967)
  Less 268,278 and 219,753 treasury shares - at cost                     (3,582)          (2,976)
  Accumulated other comprehensive loss                                      (47)             (56)
                                                                      ---------        ---------
         Total stockholders' equity                                      17,019           16,866
                                                                      ---------        ---------

         Total liabilities and stockholders' equity                   $ 147,139        $ 138,695
                                                                      =========        =========
</TABLE>



See notes to consolidated condensed financial statements.


<PAGE>
                              River Valley Bancorp
                   CONSOLIDATED CONDENSED STATEMENTS OF INCOME
                        (In thousands, except per share data)
<TABLE>
<CAPTION>

                                                                          Six months ended           Three months ended
                                                                              June 30,                     June 30,
                                                                          2000           1999          2000          1999
                                                                       -------        -------       -------       -------
Interest income
<S>                                                                    <C>            <C>           <C>           <C>
  Loans                                                                $ 4,782        $ 4,333       $ 2,466       $ 2,127
  Investment securities                                                    210            288            85           166
  Interest-earning deposits and other                                      188            232            89           115
                                                                       -------        -------       -------       -------
         Total interest income                                           5,180          4,853         2,640         2,408

Interest expense

  Deposits                                                               2,373          2,310         1,214         1,126
  Borrowings                                                               157             30            74            26
         Total interest expense                                          2,530          2,340         1,288         1,152
                                                                       -------        -------       -------       -------

         Net interest income                                             2,650          2,513         1,352         1,256

Provision for losses on loans                                               57            100            44            40
                                                                       -------        -------       -------       -------

         Net interest income after provision for losses on loans         2,593          2,413         1,308         1,216
                                                                       -------        -------       -------       -------
Other income

  Loss on investment securities                                             (4)             0             0             0
  Service fees and charges                                                 430            353           186           174
  Other income                                                             100             58            63            32
                                                                       -------        -------       -------       -------
         Total other income                                                526            411           249           206
                                                                       -------        -------       -------       -------
Other expense

  Employee compensation and benefits                                       995          1,011           481           478
  Occupancy and equipment                                                  287            266           153           134
  Other operating expense                                                  567            665           282           336
                                                                       -------        -------       -------       -------
         Total other expense                                             1,849          1,942           916           948
                                                                       -------        -------       -------       -------

         Income before income tax expense                                1,270            882           641           474


  Income tax expense                                                       483            342           235           180
                                                                       -------        -------       -------       -------


         Net income                                                    $   787        $   540       $   406       $   294
                                                                       =======        =======       =======       =======

         EARNINGS PER SHARE

           Basic                                                       $   .91        $   .51       $   .47       $   .29
                                                                       =======        =======       =======       =======

           Diluted                                                     $   .91        $   .51       $   .47       $   .29
                                                                       =======        =======       =======       =======
</TABLE>


See notes to consolidated condensed financial statements.


<PAGE>

                              River Valley Bancorp
            CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
                                 (In thousands)
<TABLE>
<CAPTION>


                                                                            For the six months        For the three months
                                                                               ended June 30,            ended June 30,
                                                                             2000         1999         2000         1999
                                                                            -----        -----        -----        -----
<S>                                                                         <C>          <C>          <C>          <C>
Net income                                                                  $ 787        $ 540        $ 406        $ 294

Other comprehensive income(loss), net of tax

         Unrealized  gains(losses)  on securities  available for sale           6          (26)          (2)         (19)
         Unrealized holding gains (losses) arising during the period,
             net of tax expense(benefit) of $3,$(13),
             $(1) and $(10)                                                    (3)                       (3)
                                                                            -----        -----        -----        -----
                    Less:  Reclassification adjustment for
                    losses included in net income,
                    net of tax benefit of $(1) and $(1)                         9          (26)           1          (19)
                                                                            -----        -----        -----        -----
Comprehensive income                                                        $ 796        $ 514        $ 407        $ 275
                                                                            =====        =====        =====        =====
</TABLE>



See notes to consolidated financial statements.


<PAGE>

                              River Valley Bancorp
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                     For the six months ended June 30, 2000
                                 (In thousands)
<TABLE>
<CAPTION>

                                                                             2000            1999
                                                                           --------        --------
Cash flows from operating activities:
<S>                                                                        <C>             <C>
  Net earnings for the period                                              $    787        $    540
  Adjustments to reconcile net earnings to net cash
  Provided by operating activities:
    Amortization of premiums and discounts on
      investments                                                               (24)            (58)
    Investment securities losses                                                  4
    Gain on sale of office premises and equipment                               (42)
    Loans originated for sale in the secondary market                        (1,429)         (7,039)
    Proceeds from sale of loans in the secondary market                       1,443          10,435
    (Gain) loss on sale of loans                                                (14)              5
    Amortization of deferred loan origination costs                              45              66
    Provision for losses on loans                                                57             100
    Amortization expense of stock benefit plans                                 120             120
    Depreciation and amortization                                               117             118
    Amortization of goodwill                                                      3               3
    Increase (decrease) in cash due to changes in:
      Accrued interest receivable                                              (129)            (37)
      Accrued interest payable                                                   68            (109)
    Other adjustments                                                           158              61
                                                                           --------        --------
         Net cash provided by operating activities                            1,164           4,205
                                                                           --------        --------
Cash flows provided (used) by investing activities:

  Proceeds from maturity of investment securities available for sale          4,919           8,725
  Purchase of investment securities available for sale                       (2,961)        (15,569)
  Net change in loans                                                       (13,671)          1,196
  Proceeds from sale of real estate acquired through foreclosure                 --              82
  Acquisition of property in settlement of loans                                 --             (12)
  Proceeds from sale of office premises and equipment                            56              76
  Proceeds from maturities of securities held to maturity                     1,204             611
  Proceeds from sale of investment securities available for sale                569              --
  Premiums paid on life insurance                                              (216)             --
  Purchase of office equipment                                                 (129)           (232)
                                                                           --------        --------
         Net cash used by investing activities                              (10,229)         (5,123)
                                                                           --------        --------
Cash flows provided by (used in) financing activities:

  Net change in deposit accounts                                              7,784          (2,544)
  Proceeds from Federal Home Loan Bank advances                               6,000              --
  Repayment of Federal Home Loan Bank advances                               (6,000)             --
  Net change in other borrowings                                                350           1,626
  Purchase of shares                                                           (606)         (1.370)
  Dividends paid on common stock                                               (153)           (137)
  Advances by borrowers for taxes and insurance                                   4               4
                                                                           --------        --------
         Net cash provided (used) by financing activities                     7,379          (2,421)
                                                                           --------        --------

Net decrease in cash and cash equivalents                                    (1,690)         (3,339)

Cash and cash equivalents at beginning of period                              8,052          12,307
                                                                           --------        --------
Cash and cash equivalents at end of period                                 $  6,362        $  8,968
                                                                           ========        ========
Supplemental  disclosure of cash flow  information:
Cash paid during the period for:
    Income taxes                                                           $    386        $    366
    Interest on deposits and borrowings                                       2,462           2,459

Supplemental disclosure of noncash investing activities:

  Recognition of mortgage servicing rights in accordance with                    13              44
    SFAS No. 125

 Investment securities held to maturity
   transferred to available for sale                                          1,934              --
</TABLE>


 See notes to consolidated condensed financial statements.
<PAGE>

                              River Valley Bancorp
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
             For the six month periods ended June 30, 2000 and 1999


River Valley Bancorp (the  "Corporation")  is a unitary savings and loan holding
company whose  activities  are  primarily  limited to holding the stock of River
Valley  Financial  Bank  ("River  Valley" or the  "Bank").  The Bank  conducts a
general banking  business in  southeastern  Indiana which consists of attracting
deposits from the general public and applying those funds to the  origination of
loans  for  consumer,   residential  and  commercial  purposes.  River  Valley's
profitability  is significantly  dependent on net interest income,  which is the
difference between interest income generated from interest-earning  assets (i.e.
loans  and  investments)  and the  interest  expense  paid  on  interest-bearing
liabilities (i.e.  customer deposits and borrowed funds). Net interest income is
affected by the relative amount of interest-earning  assets and interest-bearing
liabilities and the interest  received or paid on these  balances.  The level of
interest rates paid or received by the Bank can be significantly influenced by a
number of competitive  factors,  such as governmental  monetary policy, that are
outside of management's control.

1.  Basis of Presentation

The accompanying  unaudited  consolidated  condensed  financial  statements were
prepared in accordance with instructions for Form 10-QSB and, therefore,  do not
include  information  or  footnotes  necessary  for a complete  presentation  of
financial  position,  results of operations  and cash flows in  conformity  with
generally  accepted   accounting   principles.   Accordingly,   these  financial
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements and notes thereto of the Corporation included in the Annual Report on
Form 10-K for the year ended  December  31,  1999.  However,  in the  opinion of
management, all adjustments (consisting of only normal recurring accruals) which
are necessary for a fair  presentation  of the  financial  statements  have been
included.  The results of  operations  for the six and three month periods ended
June  30,  2000 are not  necessarily  indicative  of the  results  which  may be
expected for the entire year.

2.  Principles of Consolidation

The  consolidated  condensed  financial  statements  include the accounts of the
Corporation  and its  subsidiary,  the Bank and the Bank's  subsidiary,  Madison
First  Service  Corporation  ("First  Service").  All  significant  intercompany
balances and transactions have been eliminated in the accompanying  consolidated
condensed financial statements.

3.  Effect of Recent Accounting Pronouncements

In June 1998,  the  Financial  Accounting  Standards  Board (the "FASB")  issued
Statement of Financial  Accounting  Standards ("SFAS") No. 133,  "Accounting for
Derivative  Instruments  and Hedging  Activities,"  which  requires  entities to
recognize  all  derivatives  in their  financial  statements as either assets or
liabilities  measured at fair value.  SFAS No. 133 also specifies new methods of
accounting for hedging transactions,  prescribes the items and transactions that
may be hedged,  and specifies  detailed  criteria to be met to qualify for hedge
accounting.

<PAGE>

                              River Valley Bancorp
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
             For the six month periods ended June 30, 2000 and 1999


3.  Effect of Recent Accounting Pronouncements (continued)

The definition of a derivative  financial instrument is complex, but in general,
it is an instrument  with one or more  underlyings,  such as an interest rate or
foreign exchange rate, that is applied to a notional  amount,  such as an amount
of currency,  to determine the settlement  amount(s).  It generally  requires no
significant initial investment and can be settled net or by delivery of an asset
that is  readily  convertible  to cash.  SFAS No.  133  applies  to  derivatives
embedded in other contracts, unless the underlying of the embedded derivative is
clearly and closely related to the host contract.

SFAS No.133, as amended by SFAS No. 137, is effective for fiscal years beginning
after June 15, 2000 with early adoption permissible.  The Corporation elected to
adopt  SFAS  No.  133 on April 1,  2000.  As  permitted  by SFAS  No.  133,  all
securities    classified   as   held   to   maturity   were    transferred    to
available-for-sale.  The adoption of this  statement  did not have a significant
impact on the Corporation's financial statements.

4.  Earnings Per Share

Earnings per share have been  computed  based upon the weighted  average  common
shares outstanding.  Unallocated and not committed to be released Employee Stock
Ownership Plan shares have been excluded from the  computation of average common
shares  outstanding.  For the six and three months ended June 30, 2000, weighted
average shares outstanding for basic and diluted earnings per share were 866,000
and  861,096,  respectively.  For the six and three  months ended June 30, 1999,
weighted  average shares  outstanding  for basic and diluted  earnings per share
were 1,063,641 and 1,029,445, respectively.

5.  Reclassifications

Certain  reclassifications  have  been made to the 1999  consolidated  condensed
financial statements to conform to the June 30, 2000 presentation.

<PAGE>

                              River Valley Bancorp
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

        For the six and three month periods ended June 30, 2000 and 1999


Forward-Looking Statements

In addition to historical information contained herein, the following discussion
contains  forward-looking  statements  that  involve  risks  and  uncertainties.
Economic  circumstances,  the  Corporation's  operations  and the  Corporation's
actual  results  could  differ   significantly   from  those  discussed  in  the
forward-looking  statements.  Some of the factors that could cause or contribute
to such differences are discussed herein but also include changes in the economy
and interest rates in the nation and the Corporation's market area generally.

Some of the  forward-looking  statements  included  herein  are  the  statements
regarding management's determination of the amount and adequacy of the allowance

for  losses  on  loans,  the  remodeling  of a branch  office  for  purposes  of
facilitating  all  departments  and employees  from another branch which will be
closed and the effect of certain recent accounting pronouncements.

Discussion  of Financial  Condition  Changes from  December 31, 1999 to June 30,
2000

At June 30, 2000, the Corporation's  consolidated assets totaled $147.1 million,
an increase of $8.4  million,  or 6.1%,  from the December  31, 1999 total.  The
increase in assets  resulted  primarily from an increase in loans  receivable of
$13.6  million which was funded by an increase in deposits of $7.8 million and a
decline in liquid assets and investment securities.

Liquid assets (i.e.,  cash,  federal funds sold and  interest-earning  deposits)
decreased  by $1.7  million  from  December  31,  1999 levels to a total of $6.4
million at June 30, 2000.  Investment  securities  decreased by $3.7 million, or
39.2%,  to a total of $5.7 million at June 30, 2000, due primarily to repayments
and maturities on mortgage-backed and related securities.

Loans  receivable  totaled $128.7 million at June 30, 2000, an increase of $13.6
million,  or  11.8%,over  the $115.1  million  total at December 31,  1999.  The
increase  resulted  primarily from  originations  of $34.3  million,  which were
offset by sales of $ 1.4 million  and by loan  principal  repayments  during the
period of $19.2 million.

The Corporation's consolidated allowance for loan losses totaled $1.5 million at
both June 30, 2000 and  December 31, 1999,  which  represented  1.2% and 1.3% of
total loans at each of those respective dates.  Nonperforming  loans (defined as
loans  delinquent  greater than 90 days and loans on nonaccrual  status) totaled
$693,000  and  $859,000 at June 30,  2000 and  December  31,  1999,respectively.
Management  believes that its  allowance  for loan losses at June 30, 2000,  was
adequate based upon the available facts and circumstances,  however there can be
no assurance  that  additions to such  allowance will not be necessary in future
periods, which could negatively affect the Corporation's results of operations.

 <PAGE>

                              River Valley Bancorp
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

        For the six and three month periods ended June 30, 2000 and 1999


Discussion  of Financial  Condition  Changes from  December 31, 1999 to June 30,
2000 (continued)

Deposits  totaled  $122.0 million at June 30, 2000, an increase of $7.8 million,
or 6.8%,  compared to the $114.2 million total at December 31, 1999.  During the
six month period ended June 30, 2000, growth in deposits was attributable to the
Bank's  participation in the State of Indiana's  "Treasurers  Agricultural  Loan
Program,"providing  for $4.6 million in one year certificates of deposit,  which
were used to fund a corresponding  agricultural  loan at a spread to the Bank of
2.50%.  The remaining $3.2 million of deposit growth resulted from  management's
continuing  efforts to increase  deposits  through  marketing and  interest-rate
strategies.

Advances  from the Federal Home Loan Bank totaled $6.0 million at June 30, 2000,
the same as at December 31, 1999.  Continued  growth in loan demand will require
the Bank to seek further funding from the Federal Home Loan Bank. Deposit growth
will also remain a high priority.

Stockholders'  equity  totaled  $17.0  million at June 30, 2000,  an increase of
$153,000,  or .9%,  from the $16.9  million  total at  December  31,  1999.  The
increase  resulted  primarily  from the  Corporation's  earnings  offset by cash
dividends and amortization of expense related to stock benefit plans.

The Bank is required to maintain minimum  regulatory capital pursuant to federal
regulations.  At June 30,  2000,  the Bank's  regulatory  capital  exceeded  all
applicable regulatory capital requirements.

Comparison of Results of  Operations  for the Six Months Ended June 30, 2000 and
1999

General

The  Corporation's  net income for the six months ended June 30,  2000,  totaled
$787,000,  an increase of $247,000,  or 45.7%, from the $540,000 of net earnings
reported in the  comparable  1999  period.  The increase in earnings in the 2000
period was primarily attributable to an increase in other income of $115,000 and
an increase in net interest income of $ 137,000.

Net Interest Income

Total  interest  income for the six months ended June 30, 2000  amounted to $5.3
million,  an increase of $327,000,  or 6.7%, from the comparable period in 1999,
reflecting  the  effects  of an  increase  in  average  interest-earning  assets
outstanding, coupled with an increase in the yield year-to-year. Interest income
on loans  totaled  $4.8  million  for the six  months  ended June 30,  2000,  an
increase of $449,000,  or 10.4%,  over the comparable 1999 period.  The increase
resulted  primarily from an increase in the volume of average  interest  earning
assets outstanding year-to-year.


<PAGE>

                              River Valley Bancorp
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

        For the six and three month periods ended June 30, 2000 and 1999


Comparison of Results of  Operations  for the Six Months Ended June 30, 2000 and
1999 (continued)

Net Interest Income (continued)

Interest expense on deposits  increased by $63,000,  or 2.7%, to a total of $2.4
million  for the six month  period  ended June 30,  2000,  due  primarily  to an
increase  in the  average  cost of  deposits,  and by an increase in the average
balance of deposits  outstanding,  year-to-year.  Interest expense on borrowings
totaled  $157,000  for the six  months  ended  June 30,  2000,  an  increase  of
$127,000,  from the  comparable  period in 1999.  The increase  resulted  from a
increase in average borrowings outstanding year-to-year.

As a result of the foregoing  changes in interest  income and interest  expense,
net  interest  income  increased  by $137,000  for the six months ended June 30,
2000,  as  compared  to the same period in 1999.  This  increase  was due to the
increase  in volume of average  interest  earning  assets  offset in part by the
increase in average  interest  bearing  liabilities.  The  interest  rate spread
amounted  to  approximately  3.6% for the 2000  and the  1999  periods.  The net
interest margin totaled approximately 3.9% in the 2000 and 1999 periods.

Provision for Losses on Loans

A  provision  for  losses on loans is  charged  to  earnings  to bring the total
allowance for loan losses to a level considered  appropriate by management based
upon  historical  experience,  the volume and type of lending  conducted  by the
Bank, the status of past due principal and interest  payments,  general economic
conditions,  particularly as such  conditions  relate to the Bank's market area,
and other factors related to the collectability of the Bank's loan portfolio. As
a result of such analysis, management recorded a $57,000 provision for losses on
loans for the six months  ended June 30, 2000,  compared to the $100,000  amount
recorded in the 1999 period.  While  management  believes that the allowance for
losses on loans is adequate at June 30, 2000, based upon the available facts and
circumstances,  there can be no assurance  that the loan loss  allowance will be
adequate to cover losses on nonperforming assets in the future.

Other Income

Other income increased by $115,000,  or 28.0%, for the six months ended June 30,
2000,  as compared to the same period in 1999,  due  primarily to an increase of
$77,000 in total service  charges and an increase of $42,000 in other  operating
income comprised of the gain from the sale of office premises.

Other Expense

Other expense  decreased by $93,000,  or 4.8%,  during the six months ended June
30, 2000,  compared to the same period in 1999. This decrease resulted primarily
from cost containment efforts to control such expenses.


<PAGE>

                              River Valley Bancorp
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

        For the six and three month periods ended June 30, 2000 and 1999

Other Considerations

The Corporation  has entered into a contract for major  renovation and expansion
of the 430 Clifty  Drive  branch  office for the  purpose of  establishing  that
branch as the main office for the  Corporation and the Bank. This will allow the
closing and sale of the 303 Clifty Drive branch office. Management believes that
this anticipated  move will result in both a favorable  decrease in expenses and
provide the Corporation with the opportunity for increased growth.

Income Taxes

The provision  for income taxes  totaled  $483,000 for the six months ended June
30, 2000, an increase of $141,000,  or 41.2%,  as compared to the same period in
1999.  This increase  resulted  primarily  from an increase in net income before
taxes of $388,000, or 44.0%. The effective tax rates amounted to 38.0% and 38.8%
for the six months ended June 30, 2000 and 1999, respectively.

Comparison of Results of Operations for the Three Months Ended June 30, 2000 and
1999

General

The Corporation's net earnings for the three months ended June 30, 2000, totaled
$406,000,  an increase of  $112,000,  or 38.1%,  from the $294,000 of net income
reported in the  comparable  1999  period.  The increase in earnings in the 2000
period was  primarily  attributable  to an  increase in net  interest  income of
$96,000 and an increase in other income of approximately $43,000.

Net Interest Income

Total interest  income for the three months ended June 30, 2000 amounted to $2.6
million, an increase of $232,000,  or 8.8%, from the comparable quarter in 1999,
reflecting  the  effects  of an  increase  in  average  interest-earning  assets
outstanding, coupled with an increase in the yield year-to-year. Interest income
on loans  totaled $2.5  million for the three  months  ended June 30,  2000,  an
increase of $339,000, or 15.9%, from the comparable 1999 quarter.

Interest expense on deposits  increased by $88,000,  or 7.8%, to a total of $1.2
million for the quarter ended June 30, 2000, due primarily to an increase in the
average  cost of  deposits,  and an increase in the average  balance of deposits
outstanding. Interest expense on borrowings totaled $74,000 for the three months
ended June 30,  2000,  an increase of $48,000,  or 184.6%,  over the  comparable
quarter in 1999.  The increase  resulted from an increase in average  borrowings
outstanding from year-to-year.


<PAGE>

                              River Valley Bancorp
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

        For the six and three month periods ended June 30, 2000 and 1999

Comparison of Results of Operations for the Three Months Ended June 30, 2000 and
1999 (continued)

Net Interest Income (continued)

As a result of the foregoing  changes in interest  income and interest  expense,
net interest  income  increased by $96,000,  or 7.6%, for the three months ended
June 30, 2000, as compared to the same quarter in 1999. This increase was due to
the increase in volume of average  interest  earning assets offset in part by an
increase in average  interest  bearing  liabilities.  The  interest  rate spread
amounted to approximately 3.6 % for the 2000 and 1999 quarters. The net interest
margin totaled approximately 3.9% for the 2000 and 1999 quarters.

Provision for Losses on Loans

A  provision  for  losses on loans is  charged  to  earnings  to bring the total
allowance for loan losses to a level considered  appropriate by management based
upon  historical  experience,  the volume and type of lending  conducted  by the
Bank, the status of past due principal and interest  payments,  general economic
conditions,  particularly as such  conditions  relate to the Bank's market area,
and other factors related to the collectibility of the Bank's loan portfolio. As
a result of such analysis, management recorded a $44,000 provision for losses on
loans for the three months ended June 30, 2000,  compared to the $40,000  amount
recorded in the 1999 period.  While  management  believes that the allowance for
losses on loans is adequate at June 30, 2000, based upon the available facts and
circumstances,  there can be no assurance  that the loan loss  allowance will be
adequate to cover losses on nonperforming assets in the future.

Other Income

Other income increased by $43,000, or 20.9%, for the three months ended June 30,
2000, as compared to the same period in 1999,  due  primarily to a $ 12,000,  or
6.9%, increase in service fees and charges coupled with a increase of $19,000 in
gain on sale of loans.

Other Expense

Other expense decreased by $32,000, or 3.4 %, during the three months ended
June 30,  2000,  compared to the same  period in 1999.  This  decrease  resulted
primarily from conscientious  monitoring of all expenditures.  Management's goal
is to be cost effective in all expentitures.

Income Taxes

The provision for income taxes totaled  $235,000 for the three months ended June
30, 2000,  an increase of $55,000,  or 30.6%,  as compared to the same period in
1999.  This increase  resulted  primarily  from an increase in net income before
taxes of $167,000, or 35.2%. The effective tax rates amounted to 36.7% and 38.0%
for the three months ended June 30, 2000 and 1999, respectively.

<PAGE>

                              River Valley Bancorp

                                     PART II

ITEM 1.  Legal Proceedings

         None.

ITEM 2.  Changes in Securities and Use of Proceeds

         None.

ITEM 3.  Defaults Upon Senior Securities

         Not applicable.

ITEM 4.  Submission of Matters to a Vote of Security Holders

         On April 19, 2000, the Annual Meeting of the Corporation's Stockholders
         was held.  Two Directors  were elected to terms expiring in 2002 by the
         following votes:

           Robert W. Anger        For:   749,426    Withheld:  47,022
           Matthew P. Forrester   For:   787,775    Withheld:   8,673

         The other Directors  continuing in office are Jonnie L. Davis,  Michael
         J. Hensley, Earl W. Johann and Fred W. Koehler.

ITEM 5.  Other Information

         None.

ITEM 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

         Exhibit 27: Financial Data Schedule for the six month period ended June
         30, 2000.

(b)      Reports on Form 8-K:

         On May 23, 2000, the Corporation filed a Report on Form 8-K, as amended
         by the  Report on Form  8-K/A  filed on May 31,  2000,  disclosing  the
         Corporation's change in auditors.

<PAGE>

                                   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 thereunto duly authorized.

Date:  August 14, 2000                          By: /s/Matthew P. Forrester
                                                    ---------------------------
                                                    Matthew P. Forrester
                                                    Director & President



Date:  August 14, 2000                          By: /s/Larry C. Fouse
                                                    ---------------------------
                                                    Larry C. Fouse
                                                    Chief Financial Officer




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