##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
  þ
    
    ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
ACT OF 1934
 For the fiscal year ended June 30, 2008
 OR
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For
the transition period from  to
 Commission file number: 000-51668
 GREENVILLE FEDERAL FINANCIAL CORPORATION
  Ohio
    
    20-3742295(State or other jurisdiction of incorporation of organization)
    
    (I.R.S. Employer Identification Number)
 (Address of principal executive offices) (Zip Code)
 (937) 548-4158
  None
    
    None(Title of each class)
    
    (Name of each exchangeon which registered)
  Common Stock, par value $.01 per share
 o þ
 o þ
 þ o
 þ
 o þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
    DOCUMENTS INCORPORATED BY REFERENCE




---



TABLE OF CONTENTS  PART IItem 1. Description of BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Submission of Matters to a Vote of Security HoldersPART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesItem 6. Selected Financial DataItem 7. Managements Discussion and Analysis of Financial Conditions and Results of OperationItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresManagements Report on Internal Control Over Financial ReportingItem 9B. Other InformationPART IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPART IVItem 15. Exhibits and Financial Statement SchedulesItem 14. Principal Accountant Fees and ServicesSIGNATURESINDEX TO EXHIBITSEX-4EX-10.3EX-10.6EX-10.7EX-10.8EX-13EX-21EX-23.1EX-31.1EX-31.2EX-32.1EX-32.2    Table of Contents  
 PART I
 
 Item 1. Description of Business
 General
    www.greenvillefederal.com.
 Lending activities
 General.
 2




---



##### Table of Contents



Loan portfolio composition.
 June 30,2008
    
    
    2007Percent
    
    
    
    
    
    
    PercentAmount
    
    
    of total loans
    
    
    Amount
    
    
    of total loans(Dollars in thousands)Residential real estate loans:One- to four-family
    
    $
    74,882
    
    
    
    81.69
    %
    
    $
    72,089
    
    
    
    80.78
    %Multi-family
    
    
    3,907
    
    
    
    4.26
    
    
    
    3,864
    
    
    
    4.33Construction
    
    
    998
    
    
    
    1.09
    
    
    
    701
    
    
    
    0.79Nonresidential real estate
    
    
    5,999
    
    
    
    6.54
    
    
    
    5,242
    
    
    
    5.87Nonresidential real estate construction
    
    
    
    
    
    
    
    
    
    
    750
    
    
    
    0.84Commercial
    
    
    2,879
    
    
    
    3.14
    
    
    
    3,467
    
    
    
    3.89Consumer and other
    
    
    3,004
    
    
    
    3.28
    
    
    
    3,121
    
    
    
    3.50Total loans
    
    
    91,669
    
    
    
    100.00
    %
    
    
    89,234
    
    
    
    100.00
    %Less:Unearned interest
    
    
    10
    
    
    
    
    
    
    
    9Deferred loan origination fees, net
    
    
    368
    
    
    
    
    
    
    
    371Allowance for loan losses
    
    
    583
    
    
    
    
    
    
    
    579Undisbursed portion of loans
in process- residential
    
    
    857
    
    
    
    
    
    
    
    655Undisbursed portion of loans
in process- nonresidential
    
    
    
    
    
    
    
    
    
    
    207Loans receivable, net
    
    $
    89,851
    
    
    
    
    
    
    $
    87,413
 Loan maturity schedule.
 3




---



##### Table of Contents



Due during the year ending
    
    
    Due 4-5
    
    
    Due 6-10
    
    
    Due 11-20
    
    
    Due more thanJune 30,
    
    
    years after
    
    
    years after
    
    
    years after
    
    
    20 years after2009
    
    
    2010
    
    
    2011
    
    
    6/30/08
    
    
    6/30/08
    
    
    6/30/08
    
    
    6/30/08
    
    
    Total(In thousands)Fixed-rate loansResidential real estate loans:One- to four-family (first
mortgage) (1)
    
    $
    152
    
    
    $
    7
    
    
    $
    129
    
    
    $
    546
    
    
    $
    4,307
    
    
    $
    14,878
    
    
    $
    38,783
    
    
    $
    58,802Home equity (second
mortgage)
    
    
    23
    
    
    
    31
    
    
    
    66
    
    
    
    271
    
    
    
    1,138
    
    
    
    1,146
    
    
    
    
    
    
    
    2,675Multi-family and
nonresidential real estate
loans (1)
    
    
    14
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    123
    
    
    
    2,676
    
    
    
    356
    
    
    
    3,169Total real estate loans
    
    
    189
    
    
    
    38
    
    
    
    195
    
    
    
    817
    
    
    
    5,568
    
    
    
    18,700
    
    
    
    39,139
    
    
    
    64,646Commercial loans
    
    
    750
    
    
    
    72
    
    
    
    389
    
    
    
    464
    
    
    
    514
    
    
    
    262
    
    
    
    
    
    
    
    2,451Consumer and other loans
    
    
    228
    
    
    
    377
    
    
    
    602
    
    
    
    1,643
    
    
    
    127
    
    
    
    27
    
    
    
    
    
    
    
    3,004Total fixed-rate loans
    
    
    1,167
    
    
    
    487
    
    
    
    1,186
    
    
    
    2,924
    
    
    
    6,209
    
    
    
    18,989
    
    
    
    39,139
    
    
    
    70,101Adjustable-rate loansResidential real estate loans:One- to four-family (first
mortgage) (1)
    
    
    2
    
    
    
    
    
    
    
    24
    
    
    
    50
    
    
    
    283
    
    
    
    2,687
    
    
    
    8,717
    
    
    
    11,763Home equity (second
mortgage)
    
    
    507
    
    
    
    462
    
    
    
    360
    
    
    
    1,288
    
    
    
    23
    
    
    
    
    
    
    
    
    
    
    
    2,640Multi-family and
nonresidential real estate
loans
    
    
    1
    
    
    
    0
    
    
    
    
    
    
    
    
    
    
    
    92
    
    
    
    925
    
    
    
    5,719
    
    
    
    6,737Total real estate loans
    
    
    510
    
    
    
    462
    
    
    
    384
    
    
    
    1,338
    
    
    
    398
    
    
    
    3,612
    
    
    
    14,436
    
    
    
    21,140Commercial loans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    92
    
    
    
    336
    
    
    
    428Consumer and other loans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total adjustable-rate loans
    
    
    510
    
    
    
    462
    
    
    
    384
    
    
    
    1,338
    
    
    
    398
    
    
    
    3,704
    
    
    
    14,772
    
    
    
    21,568Total loans
    
    $
    1,677
    
    
    $
    949
    
    
    $
    1,570
    
    
    $
    4,262
    
    
    $
    6,607
    
    
    $
    22,693
    
    
    $
    53,911
    
    
    $
    91,669
 
 (1)
    
    Includes construction loans. One- to four-family residential real estate loans.
  4




---



##### Table of Contents



Multi-family residential real estate loans.
  5




---



##### Table of Contents



Construction loans.
   Nonresidential real estate loans.
   6




---



##### Table of Contents



Consumer loans.
   Commercial loans.
   Loan solicitation and processing.
 7




---



##### Table of Contents



Loan purchases and sales.
 8




---



##### Table of Contents



Year endedJune 30,2008
    
    
    2007(In thousands)Loan originations:One- to four-family residential
    
    $
    11,230
    
    
    $
    13,197Multi-family residential
    
    
    184
    
    
    
    Nonresidential
    
    
    639
    
    
    
    1,931Land
    
    
    137
    
    
    
    Commercial
    
    
    1,724
    
    
    
    2,381Consumer
    
    
    1,758
    
    
    
    2,053Total loans originated
    
    
    15,672
    
    
    
    19,562Loans purchased
    
    
    
    
    
    
    Total loans originated and purchased
    
    
    15,672
    
    
    
    19,562Principal repayments
    
    
    (12,415
    )
    
    
    (14,818
    )Loan originations, net
    
    
    3,257
    
    
    
    4,744Loans sold
    
    
    
    
    
    
    Transfers from loans to real estate
acquired through foreclosure
    
    
    (673
    )
    
    
    (811
    )Increase (decrease) due to other items,
net (1)
    
    
    (146
    )
    
    
    28Net increase in net loan portfolio
    
    $
    2,438
    
    
    $
    3,961
 
 (1)
    
    Consists of deferred fees, costs and the allowance for loan losses.   9




---



##### Table of Contents



Delinquent loans, nonperforming assets and classified assets.
     10




---



##### Table of Contents



At June 30,2008
    
    
    2007Percent
    
    
    
    
    
    
    
    
    
    
    PercentNumber
    
    
    Amount
    
    
    of total loans
    
    
    Number
    
    
    Amount
    
    
    of total loans(Dollars in thousands)Loans delinquent for (1):30 - 59 days
    
    
    22
    
    
    $
    1,106
    
    
    
    1.21
    %
    
    
    25
    
    
    $
    1,055
    
    
    
    1.18
    %60 - 89 days
    
    
    8
    
    
    
    222
    
    
    
    0.24
    
    
    
    10
    
    
    
    367
    
    
    
    0.4190 days and over
    
    
    11
    
    
    
    747
    
    
    
    0.82
    
    
    
    9
    
    
    
    403
    
    
    
    0.46Total delinquent loans
    
    
    41
    
    
    $
    2,075
    
    
    
    2.27
    %
    
    
    44
    
    
    $
    1,825
    
    
    
    2.05
    %
 
 (1)
    
    The number of days a loan is delinquent is measured from the day the payment was due under
the terms of the loan agreement.  At June 30,2008
    
    
    2007(Dollars in thousands)Accruing loans greater than 90 days delinquent:Real estate:Residential
    
    $
    503
    
    
    $
    399Nonresidential
    
    
    
    
    
    
    Consumer
    
    
    
    
    
    
    Total accruing loans greater than 90 days delinquent
    
    
    503
    
    
    
    399Nonaccrual loans:Real estate:Residential (1)
    
    
    236
    
    
    
    63Nonresidential
    
    
    
    
    
    
    Consumer (1)
    
    
    8
    
    
    
    9Total nonaccrual loans
    
    
    244
    
    
    
    72Total nonperforming loans
    
    
    747
    
    
    
    471Real estate owned
    
    
    687
    
    
    
    247Total nonperforming assets
    
    $
    1,434
    
    
    $
    718Total nonperforming loans as a percentage of total loans
    
    
    0.81
    %
    
    
    0.53
    %Total nonperforming assets as a percentage of total assets
    
    
    1.14
    %
    
    
    0.55
    %Allowance for loan losses as a percentage of
nonperforming loans
    
    
    78.05
    %
    
    
    122.93
    %
 
 (1)
    
    As of June 30, 2008, none of the above loan balances are less than 90 days past due. As of
June 30, 2007, the $63,000 amount listed is past due less than 90 days, and $5,000 of consumer
loans listed are less than 90 days past due.  11




---



##### Table of Contents



At June 30,2008
    
    
    2007(In thousands)Classified assets:Substandard
    
    $
    2,806
    
    
    $
    2,177Doubtful
    
    
    
    
    
    
    Loss
    
    
    59
    
    
    
    18Total classified assets
    
    $
    2,865
    
    
    $
    2,195
   Allowance for loan losses.
 12




---



##### Table of Contents



13




---



##### Table of Contents



Year ended June 30,2008
    
    
    2007(Dollars in thousands)Total gross loans outstanding
    
    $
    91,669
    
    
    $
    89,234Average net loans outstanding
    
    $
    88,761
    
    
    $
    85,263Allowance for loan lossesBalance at beginning of year
    
    $
    579
    
    
    $
    579Charge-offsReal estate:Residential
    
    
    (23
    )
    
    
    Nonresidential
    
    
    
    
    
    
    Commercial
    
    
    (120
    )Consumer
    
    
    (56
    )
    
    
    (20
    )Total charge-offs
    
    
    (199
    )
    
    
    (20
    )RecoveriesReal estate:Residential
    
    
    
    
    
    
    Nonresidential
    
    
    
    
    
    
    Commercial
    
    
    
    
    
    
    Consumer
    
    
    14
    
    
    
    Total recoveries
    
    
    14
    
    
    
    Net charge-offs
    
    
    (185
    )
    
    
    (20
    )Provision for losses on loans
    
    
    189
    
    
    
    20Balance at end of year
    
    $
    583
    
    
    $
    579Ratio of allowance for loan losses to total
loans outstanding
    
    
    0.64
    %
    
    
    0.65
    %Ratio of net charge-offs to average loans
outstanding during the year
    
    
    0.21
    %
    
    
    0.02
    %
 14




---



##### Table of Contents



At June 30, 2008Amount
    
    
    Percent of total allowance
    
    
    Percent of gross loans(Dollars in thousands)One- to four-family real estate
    
    $
    450
    
    
    
    77.2
    %
    
    
    82.8
    %Multi-family real estate
    
    
    21
    
    
    
    3.6
    
    
    
    4.3Nonresidential real estate
    
    
    32
    
    
    
    5.5
    
    
    
    6.5Commercial
    
    
    17
    
    
    
    2.9
    
    
    
    3.1Consumer
    
    
    63
    
    
    
    10.8
    
    
    
    3.3$
    583
    
    
    
    100.0
    %
    
    
    100.0
    %At June 30, 2007Amount
    
    
    Percent of total allowance
    
    
    Percent of gross loans(Dollars in thousands)One- to four-family real estate
    
    $
    504
    
    
    
    87.0
    %
    
    
    81.6
    %Multi-family real estate
    
    
    2
    
    
    
    0.4
    
    
    
    4.3Nonresidential real estate
    
    
    8
    
    
    
    1.4
    
    
    
    6.7Commercial
    
    
    28
    
    
    
    4.8
    
    
    
    3.9Consumer
    
    
    37
    
    
    
    6.4
    
    
    
    3.5$
    579
    
    
    
    100.0
    %
    
    
    100.0
    %
 15




---



##### Table of Contents



Mortgage-backed securities
    At June 30,2008
    
    
    2007Carrying
    
    
    Market
    
    
    Carrying
    
    
    Marketvalue
    
    
    value
    
    
    value
    
    
    value(In thousands)Fannie Mae certificates
    
    $
    1,088
    
    
    $
    1,108
    
    
    $
    1,436
    
    
    $
    1,443Ginnie Mae certificates
    
    
    12
    
    
    
    12
    
    
    
    16
    
    
    
    16Freddie Mac certificates
    
    
    180
    
    
    
    181
    
    
    
    232
    
    
    
    233Total mortgage-
backed securities
    
    $
    1,280
    
    
    $
    1,301
    
    
    $
    1,684
    
    
    $
    1,692
 16




---



##### Table of Contents



At June 30, 2008Total mortgage-backedOne year or less
    
    
    After one to five years
    
    
    After five to ten years
    
    
    After ten years
    
    
    portfolioCarrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Market
    
    
    AverageValue
    
    
    yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    value
    
    
    yield(Dollars in thousands)Fannie Mae certificates
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    1,088
    
    
    
    5.59
    %
    
    $
    1,088
    
    
    $
    1,108
    
    
    
    5.59
    %Ginnie Mae certificates
    
    
    1
    
    
    
    9.00
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11
    
    
    
    5.13
    
    
    
    12
    
    
    
    12
    
    
    
    5.46Freddie Mac certificates
    
    
    2
    
    
    
    7.00
    
    
    
    1
    
    
    
    12.58
    
    
    
    154
    
    
    
    6.56
    
    
    
    23
    
    
    
    6.11
    
    
    
    180
    
    
    
    181
    
    
    
    6.61Total
    
    $
    3
    
    
    
    7.64
    %
    
    $
    1
    
    
    
    12.58
    %
    
    $
    154
    
    
    
    6.56
    %
    
    $
    1,122
    
    
    
    5.58
    %
    
    $
    1,280
    
    
    $
    1,301
    
    
    
    5.73
    %
 At June 30, 2007Total mortgage-backedOne year or less
    
    
    After one to five years
    
    
    After five to ten years
    
    
    After ten years
    
    
    portfolioCarrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Market
    
    
    Averagevalue
    
    
    yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    yield
    
    
    Value
    
    
    yield
    
    
    value
    
    
    Value
    
    
    yield(Dollars in thousands)Fannie Mae certificates
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    1,436
    
    
    
    5.17
    %
    
    $
    1,436
    
    
    $
    1,443
    
    
    
    5.17
    %Ginnie Mae certificates
    
    
    
    
    
    
    
    
    
    
    2
    
    
    
    9.00
    
    
    
    
    
    
    
    
    
    
    
    14
    
    
    
    5.13
    
    
    
    16
    
    
    
    16
    
    
    
    5.72Freddie Mac certificates
    
    
    
    
    
    
    
    
    
    
    14
    
    
    
    7.57
    
    
    
    165
    
    
    
    6.34
    
    
    
    53
    
    
    
    6.60
    
    
    
    232
    
    
    
    233
    
    
    
    6.47Total
    
    $
    
    
    
    
    
    %
    
    $
    16
    
    
    
    7.80
    %
    
    $
    165
    
    
    
    6.34
    %
    
    $
    1,503
    
    
    
    5.22
    %
    
    $
    1,684
    
    
    $
    1,692
    
    
    
    5.35
    %
 17




---



##### Table of Contents



Investments
   At June 30,2008
    
    
    2007Carrying
    
    
    Percent
    
    
    Market
    
    
    Percent
    
    
    Carrying
    
    
    Percent
    
    
    Market
    
    
    Percentvalue
    
    
    of total
    
    
    value
    
    
    of total
    
    
    value
    
    
    of total
    
    
    value
    
    
    of total(Dollars in thousands)Held to maturity:U.S. Government agency and
sponsored entity securities
    
    $
    2,000
    
    
    
    11.0
    %
    
    $
    2,001
    
    
    
    11.0
    %
    
    $
    11,000
    
    
    
    39.2
    %
    
    $
    10,828
    
    
    
    38.9
    %Municipal obligations
    
    
    21
    
    
    
    0.1
    
    
    
    21
    
    
    
    0.1
    
    
    
    31
    
    
    
    0.1
    
    
    
    31
    
    
    
    0.1Total securities held to maturity
    
    
    2,021
    
    
    
    11.1
    
    
    
    2,022
    
    
    
    11.1
    
    
    
    11,031
    
    
    
    39.3
    
    
    
    10,859
    
    
    
    39.0Available for sale:Asset management fund
    
    
    16,157
    
    
    
    88.9
    
    
    
    16,157
    
    
    
    88.9
    
    
    
    17,013
    
    
    
    60.7
    
    
    
    17,013
    
    
    
    61.0Total investment securities
    
    $
    18,178
    
    
    
    100.0
    %
    
    $
    18,179
    
    
    
    100.0
    %
    
    $
    28,044
    
    
    
    100.0
    %
    
    $
    27,872
    
    
    
    100.0
    %
 18




---



##### Table of Contents



At June 30, 2008One year or less
    
    
    After one to five years
    
    
    After five to ten years
    
    
    After ten years
    
    
    Total PortfolioWeighted
    
    
    
    
    
    
    
    
    
    
    WeightedCarrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    average life
    
    
    Carrying
    
    
    Market
    
    
    averagevalue
    
    
    Yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    yield
    
    
    value
    
    
    yield
    
    
    in years
    
    
    value
    
    
    value
    
    
    yield(Dollars in thousands)U.S. Government
agency and sponsored
entity securities
    
    $
    2,000
    
    
    
    3.74
    %
    
    
    
    
    
    $
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    
    0.25
    
    
    $
    2,000
    
    
    $
    2,001
    
    
    
    3.74
    %Municipal obligations
    
    
    
    
    
    
    
    
    
    
    21
    
    
    
    3.63
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.83
    
    
    
    21
    
    
    
    21
    
    
    
    3.63$
    2,000
    
    
    
    3.74
    %
    
    $
    21
    
    
    
    3.63
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    
    .27
    
    
    $
    2,021
    
    
    $
    2,022
    
    
    
    3.74
    %
 19




---



##### Table of Contents



Deposits and borrowings
 General.
 Deposits.
  20




---



##### Table of Contents



At June 30,2008
    
    
    2007Percent
    
    
    
    
    
    
    Percentof total
    
    
    
    
    
    
    of totalAmount
    
    
    deposits
    
    
    Amount
    
    
    deposits(Dollars in thousands)Transaction accounts:Non-interest-bearing accounts
    
    $
    4,806
    
    
    
    5.7
    %
    
    $
    4,248
    
    
    
    5.3
    %NOW accounts (1)
    
    
    4,580
    
    
    
    5.5
    
    
    
    4,844
    
    
    
    6.1Money market accounts (2)
    
    
    330
    
    
    
    0.4
    
    
    
    498
    
    
    
    0.6Savings accounts (3)
    
    
    20,357
    
    
    
    24.3
    
    
    
    18,818
    
    
    
    23.7Total transaction accounts
    
    
    30,073
    
    
    
    35.9
    
    
    
    28,408
    
    
    
    35.7Certificates of deposit:1.01% -  2.00%
    
    
    2,721
    
    
    
    3.3
    
    
    
    
    
    
    
    2.01% -  3.00%
    
    
    23,032
    
    
    
    27.5
    
    
    
    3,005
    
    
    
    3.83.01% -  4.00%
    
    
    19,149
    
    
    
    22.9
    
    
    
    15,446
    
    
    
    19.44.01% -  5.00%
    
    
    8,722
    
    
    
    10.4
    
    
    
    15,112
    
    
    
    18.9Greater than 5.00%
    
    
    
    
    
    
    
    
    
    
    17,662
    
    
    
    22.2Total certificates of deposit
    
    
    53,624
    
    
    
    64.1
    
    
    
    51,225
    
    
    
    64.3Total deposits (4)
    
    $
    83,697
    
    
    
    100.0
    %
    
    $
    79,633
    
    
    
    100.0
    %
 
 (1)
    
    Greenville Federals weighted-average interest rate paid on NOW accounts fluctuates with the
general movement of interest rates. At June 30, 2008 and 2007, the weighted-average rates on
NOW accounts were 0.56% and 0.56%, respectively.(2)
    
    Greenville Federals weighted-average interest rate paid on money market accounts fluctuates
with the general movement of interest rates. At June 30, 2008 and 2007, the weighted-average
rates on money market accounts were 0.60%, and 0.60%, respectively.(3)
    
    Greenville Federals weighted-average rate on savings accounts fluctuates with the general
movement of interest rates. The weighted-average interest rate on savings accounts was 1.11%,
and 1.08%, at June 30, 2008 and 2007, respectively.(4)
    
    IRAs are included in the various certificates of deposit balances. IRAs totaled $7.4 million
and $7.5 million as of June 30, 2008 and 2007, respectively. 21




---



##### Table of Contents



June 30, 2008
    
    
    June 30, 2007Amount
    
    
    Average interest rate
    
    
    Amount
    
    
    Average interest rate(Dollars in thousands)3 months or less
    
    $
    9,607
    
    
    
    2.86
    %
    
    $
    2,742
    
    
    
    5.03
    %Over 3 to 6 months
    
    
    5,347
    
    
    
    2.09
    
    
    
    3,869
    
    
    
    4.90Over 6 to 12 months
    
    
    1,618
    
    
    
    2.96
    
    
    
    6,678
    
    
    
    5.08Over 12 months
    
    
    1,668
    
    
    
    4.01
    
    
    
    1,259
    
    
    
    3.94Total time deposits
$100,000 or greater
    
    $
    18,240
    
    
    
    2.75
    %
    
    $
    14,548
    
    
    
    4.92
    %
 Borrowings.
  At or for theyear endedJune 30,2008
    
    2007(Dollars in thousands)Average balance outstanding
    
    $
    23,782
    
    
    $
    27,339Maximum amount outstanding at any month end
during the year
    
    
    28,250
    
    
    
    31,215Balance outstanding at end of year
    
    
    19,214
    
    
    
    26,125Weighted-average interest rate during the year
    
    
    4.65
    %
    
    
    4.81
    %Weighted-average interest rate at end of year
    
    
    4.43
    %
    
    
    4.78
    %
 Subsidiaries
  Personnel
  22




---



##### Table of Contents



SUPERVISION AND REGULATION
   General
   Greenville Federal Financial Corporation
  23




---



##### Table of Contents



Greenville Federal
     Insurance of accounts and regulation by the FDIC
  24




---



##### Table of Contents



Regulatory capital requirements
         25




---



##### Table of Contents



Limitations on dividends and other capital distributions
     26




---



##### Table of Contents



Liquidity
  Qualified thrift lender test
  Community Reinvestment Act
  27




---



##### Table of Contents



Transactions with affiliates
   Federal Reserve System
  Federal Home Loan Bank System
   Patriot Act
  28




---



##### Table of Contents




    
    establishment of anti-money laundering programs;
    
    establishment of a program specifying procedures for obtaining identifying
information from customers seeking to open new accounts, including verifying the
identity of customers within a reasonable period of time;
    
    establishment of enhanced due diligence policies, procedures and controls designed
to detect and report money laundering; and
    
    prohibitions on correspondent accounts for foreign shell banks and compliance with
record keeping obligations with respect to correspondent accounts of foreign banks.
  Federal securities law
   TAXATION
 Federal income taxation
 General.
 29




---



##### Table of Contents



Bad debt reserves.
 Taxable distributions and recapture.
 Charitable contributions.
 Tax treatment of distributions.
 Corporate dividends-received deduction.
 Alternative minimum tax.
 30




---



##### Table of Contents



Net operating loss carryovers.
  Ohio franchise and income taxation
 General.
   
 Item 1A. Risk Factors.
  31




---



##### Table of Contents



Item 1B. Unresolved Staff Comments
  
 Item 2. Properties
  Date acquiredLocation
    
    Owned or leased
    
    or leased
    
    Book value
    
    Deposits(Dollars in thousands)Main Office:690 Wagner Avenue
Greenville, Ohio
    
    Owned
    
    
    4/11/95
    
    
    $
    1,600
    
    
    $
    78,021Branch:Kroger Store
200 Lease Avenue
    
    
    Leased
    (1)
    
    
    8/11/00
    
    
    
    
    
    
    $
    5,676Vacant Land:State Rt. Alt. 49N
Arcanum, Ohio
    
    Owned
    
    
    6/18/04
    
    
    $
    162
    
    
    
    
 
 (1)
    
    Greenville Federal and Kroger Limited Partnership I signed banking services license
modification agreement No. 2 that extended the term of the renewal option to October 26, 2010,
from October 26, 2007. The rental fee is $4,300 per month. 
 Item 3. Legal Proceedings.
  
 Item 4. Submission of Matters to a Vote of Security Holders.
  
 PART II
 
 Item 5.
    
    Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities.
  32




---



##### Table of Contents



(c)Number of securities(a)
    
    
    
    
    
    remaining available forNumber of
    
    
    
    
    
    future issuance undersecurities
    
    (b)
    
    equity compensationto be issued upon
    
    Weighted-average
    
    plans (excludingexercise of
    
    exercise price of
    
    securitiesPlan Category
    
    outstanding options
    
    outstanding options
    
    reflected in column (a)Equity compensation
plans approved by
security holders
    
    
    74,800
    
    
    $
    9.45
    
    
    
    52,970
    (1)Equity compensation
plans not approved
by security holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    74,800
    
    
    $
    9.45
    
    
    
    52,970
    (1)
 
 (1)
    
    The Equity Plan authorizes the award of options to purchase 112,622 shares of GFFC
common stock, and options to purchase 74,800 shares have been awarded. As of September 16,
2008, no options have yet been exercised. The Equity Plan also authorizes the award of
45,048 retention shares, of which 29,900 shares have been awarded. The retention shares
awarded were purchased on the over-the-counter market by the trust established pursuant to
the Equity Plan. Retention shares may be purchased on the over-the-counter market or
directly from GFFC. The 52,970 shares indicated as available for future issuance include
37,822 shares that still may be issued upon the exercise of options not yet awarded and
15,148 shares that may be issued as retention shares.(b)  Not applicable.(c)  Not applicable. 33




---



##### Table of Contents



Item 6. Selected Financial Data.
  
 Item 7. Managements Discussion and Analysis of Financial Conditions and Results of Operation.
  
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
  
 Item 8. Financial Statements and Supplementary Data.
  
 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
  
 Item 9A. Controls and Procedures.
  Greenville Federal Financial Corporation
 
 Managements Report on Internal Control Over Financial Reporting
   34




---



##### Table of Contents



/s/ David M. Kepler
    
    /s/ Susan J. AllreadDavid M. Kepler
    
    Susan J. AllreadPresident & Chief Executive Officer
    
    Chief Financial OfficerSeptember 25, 2008
    
    September 25, 2008
 
 Item 9B. Other Information.
  35




---



##### Table of Contents



PART III
 
 Item 10. Directors, Executive Officers, and Corporate Governance.
   
 Item 11. Executive Compensation.
  
 Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
  
 Item 13. Certain Relationships and Related Transactions, and Director Independence.
  
 Item 14. Principal Accountant Fees and Services.
  36




---



##### Table of Contents



PART IV
 
 Item 15. Exhibits and Financial Statement Schedules.
 3.1
    
    Federal Stock Charter3.2
    
    Federal Stock Bylaws4
    
    Agreement to furnish long-term debt instruments and agreements10.1
    
    Employment Agreement for David M. Kepler (Replaced)10.2
    
    Employment Agreement for David M. Kepler (Current)10.3
    
    First Amendment to Employment Agreement for David M. Kepler10.4
    
    Employment Agreement for Susan J. Allread (Replaced)10.5
    
    Employment Agreement for Susan J. Allread (Current)10.6
    
    First Amendment to Employment Agreement for Susan J. Allread10.7
    
    Greenville Federal Financial Corporation Amended and Restated 2006 Equity Plan10.8
    
    Form of Greenville Federal Financial Corporation 2006 Equity Plan Award Agreement13
    
    2008 Annual Report to Stockholders
(the following parts of which are incorporated herein
 by reference: Market Price of
 GFFCs Common Stock and Related Stockholder Matters, Managements
 Discussion and Analysis of Financial Condition and Results of Operations and Consolidated Financial
 Statements)16
    
    Letter from Grant Thornton LLP20
    
    Proxy Statement for 2008 Annual Meeting of Stockholders21
    
    Subsidiaries23.1
    
    Consent of BKD LLP31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 37




---



##### Table of Contents



32.1
    
    Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 Item 14. Principal Accountant Fees and Services.
  38




---



##### Table of Contents



SIGNATURES
  GREENVILLE FEDERAL FINANCIAL CORPORATIONBy:
    /s/ David M. KeplerDavid M. KeplerPresident and Chief Executive Officer   /s/ David Feltman
    
    /s/ David M. KeplerDavid Feltman
    
    David M. KeplerDirector
    
    President, Chief Executive Officer and Director(Principal Executive Officer)Date: September 25, 2008
    
    Date: September 25, 2008/s/ George S. Luce, Jr.
    
    /s/ Richard J. OBrienGeorge S. Luce, Jr.
    
    Richard J. OBrienDirector
    
    DirectorDate: September 25, 2008
    
    Date: September 25, 2008/s/ Eunice F. Steinbrecher
    
    /s/ James W. WardEunice F. Steinbrecher
    
    James W. WardDirector
    
    Director, Chairman of the BoardDate: September 25, 2008
    
    Date: September 25, 2008/s/ David R. Wolverton
    
    /s/ Susan J. AllreadDavid R. Wolverton
    
    Susan J. AllreadDirector
    
    Chief Financial Officer and Secretary(Principal Financial Officer and PrincipalAccounting Officer)Date: September 25, 2008
    
    Date: September 25, 2008
 39




---



##### Table of Contents



INDEX TO EXHIBITS
 EXHIBITNUMBER
    
    DESCRIPTION3.1
    
    Greenville Federal Financial Corporation Federal Stock Subsidiary Holding Company Charter
    
    Incorporated by reference to
the Registration Statement
on Form 8-A (the Form 8-A)
filed by the Registrant with
the Securities and Exchange
Commission (the SEC) on
December 14, 2005, Exhibit 23.2
    
    Greenville Federal Financial Corporation Federal Stock Subsidiary Holding Company Bylaws
    
    Incorporated by reference to
the Form 8-A filed by the
Registrant with the SEC on
December 14, 2005, Exhibit 34
    
    Agreement to Furnish
Long-term Debt Instruments
and Agreements
    
    Included herewith10.1
    
    Employment Agreement for
David M. Kepler (Replaced)
    
    Incorporated by reference to
Exhibit 10.1 to the Current
Report on Form 8-K filed by
the Registrant with the SEC
on September 21, 200610.2
    
    Employment Agreement for
David M. Kepler (Current)
    
    Incorporated by reference to
Exhibit 10.1 to the Current
Report on Form 8-K filed by
the Registrant with the SEC
on December 21, 200710.3
    
    First Amendment to
Employment Agreement for
David M. Kepler
    
    Included herewith10.4
    
    Employment Agreement for
Susan J. Allread (Replaced)
    
    Incorporated by reference to
Exhibit 10.2 to the Current
Report on Form 8-K filed by
the Registrant with the SEC
on September 21, 200610.5
    
    Employment Agreement for
Susan J. Allread (Current)
    
    Incorporated by reference to
Exhibit 10.1 to the Current
Report on Form 8-K filed by
the Registrant with the SEC
on December 21, 200710.6
    
    First Amendment to
Employment Agreement for
Susan J. Allread
    
    Included herewith10.7
    
    Greenville Federal Financial
Corporation Amended and
Restated 2006 Equity Plan
    
    Included herewith10.8
    
    Form of Greenville Federal
Financial Corporation 2006
Equity Plan Award Agreement
    
    Included herewith




---



##### Table of Contents



EXHIBITNUMBER
    
    DESCRIPTION13
    
    Greenville Federal Financial
Corporation 2008 Annual
Report to Stockholders
    
    Included herewith16
    
    Letter from Grant Thornton LLP
    
    Incorporated by reference to
Exhibit 16.1 to the Current
Report on Form 8-K filed by
the Registrant on July 11,
200720
    
    Proxy Statement for 2008
Annual Meeting of
Stockholders
    
    Incorporated by reference to
the Proxy Statement for the
2008 Annual Meeting of
Stockholders, to be filed
with the SEC no later than
120 days after the end of
the fiscal year21
    
    Subsidiaries
    
    Included herewith23.1
    
    Consent of BKD LLP
    
    Included herewith31.1
    
    Certification of Chief
Executive Officer pursuant
to Section 302 of the
Sarbanes-Oxley Act of 2002
    
    Included herewith31.2
    
    Certification of Chief
Financial Officer pursuant
to Section 302 of the
Sarbanes-Oxley Act of 2002
    
    Included herewith32.1
    
    Certification of Chief
Executive Officer pursuant
to Section 906 of the
Sarbanes-Oxley Act of 2002
    
    Included herewith32.2
    
    Certification of Chief
Financial Officer pursuant
to Section 906 of the
Sarbanes-Oxley Act of 2002
    
    Included herewith