<PAGE>
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549


                               AMENDMENT NO. 1 TO
                                  FORM 10-KSB/A


[X]      Annual report under Section 13 or 15(d) of the Securities Exchange Act
         of 1934 for the fiscal year ended December 31, 2002.

[ ]      Transition report under Section 13 or 15(d) of The Securities Exchange
         Act of 1934 for the transition period from ____________to ___________

                                     0-24501
--------------------------------------------------------------------------------
                             COMMISSION FILE NUMBER

                           BLUE RIVER BANCSHARES, INC.
--------------------------------------------------------------------------------
                 (Name of small business issuer in its charter)


                   Indiana                                 35-2016637
                   -------                                 ----------
       (State or other jurisdiction of                  (I.R.S. Employer
       incorporation or organization)                 Identification No.)


                29 E. Washington St., Shelbyville, Indiana 46176
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number: (317) 398-9721

Securities to be registered under Section 12 (b) of the Act:  None

Securities to be registered under Section 12 (g) of the Act: Common Shares, No
Par Value

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities 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
   ----   ----

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

State issuer's net interest income for the year ended December 31, 2002:
$2,363,000

Indicate by check mark whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Act). Yes      No  X
                                      -----   ------

State the aggregate market value of the voting and non-voting common stock held
by non-affiliates computed by reference to the price at which the stock was
sold, or the average bid and asked price of such common stock, as of a specified
date within the past 60 days (See definition of affiliate in Rule 12b-2 of the
Exchange Act): The aggregate market value of the voting common stock of the
issuer held by non-affiliates, based upon the price of a share of common stock
as quoted on the Small-Cap Market of NASDAQ on June 28, 2002 was $7,362,000.

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 2,406,150 shares of common stock as
of March 17, 2003.

DOCUMENTS INCORPORATED BY REFERENCE. If the following documents are incorporated
by reference, briefly describe them and identify the part of the Form 10-KSB
(e.g. Part I, Part II, etc.) into which the document is incorporated: (1) any
annual report to security holders; (2) any proxy or information statement; (3)
any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of
1933 ("Securities Act"). The listed documents should be clearly described for
identification purposes (e.g. annual report to security holders for fiscal year
ended December 31, 2002). The Registrant's Proxy Statement for the Annual
Meeting of Shareholders to be held is incorporated by reference into Part III
hereof, and the Annual Report of Shareholders for the year ended December 31,
2002 is incorporated by reference into Part II hereof.

Transitional Small Business Disclosure Format: Yes          No    X
                                                  -------      --------




<PAGE>

                                EXPLANATORY NOTE

         This Amendment No. 1 ("Amendment No. 1") on Form 10-KSB/A to the Annual
Report of Blue River Bancshares, Inc. on Form 10-KSB for the fiscal year ended
December 31, 2002 amends the Form 10-KSB by amending the page number references
under Items 6 and 7 and by deleting Exhibit 13 and replacing it with Exhibit 13
attached hereto. The certifications of the Chief Executive Officer and Chief
Financial Officer made with respect to this Amendment No. 1 are also attached
hereto.

         Other than as described above, no further changes to the Form 10-KSB
filed March 31, 2003 are hereby made.

         "Item 6. Management's Discussion and Analysis or Plan of Operation.

         Pages 29 through 59 inclusive, of the Company's Annual Report to
Shareholders for the year ended December 31, 2002 is incorporated by reference
in regard to this Item.

         Item 7. Financial Statements.

         Pages 60 through 82 inclusive, of the Company's Annual Report to
Shareholders for the year ended December 31, 2002 is incorporated by reference
in regard to this Item."



<PAGE>
                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Exchange Act, the
Registrant caused this report to be signed on its behalf of the undersigned,
thereunto duly authorized.

                                          Blue River Bancshares, Inc.
                                          (Registrant)

Date:   April 16, 2003                    /s/ Lawrence T. Toombs
                                          --------------------------
                                          Lawrence T. Toombs,
                                          President

         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the Registrant and in the capacities and
on the dates indicated.

Date:   April 16, 2003                    /s/ Patrice M. Lima
                                          -----------------------------------
                                          Patrice M. Lima,
                                          Vice President & Controller
                                          (Principal Financial Officer)
                                          (Principal Accounting Officer)

Date:   April 16, 2003                    /s/ Steven R. Abel
                                          -----------------------------------
                                          Steven R. Abel,
                                          Chairman of the Board & CEO
                                          (Principal Executive Officer)

Date:   April 16, 2003                    /s/ D. Warren Robison
                                          -----------------------------------
                                          D. Warren Robison,
                                          Senior Vice President &
                                          Secretary, Director

Date:   April 16, 2003                    /s/ Russell Breeden, III
                                          -----------------------------------
                                          Russell Breeden, III, Director

Date:   April 16, 2003                    /s/ Wayne C. Ramsey
                                          -----------------------------------
                                          Wayne C. Ramsey, Director

Date:   April 16, 2003                    /s/ Wendell L. Bernard
                                          -----------------------------------
                                          Wendell L. Bernard, Director

Date:   April 16, 2003                    /s/ Ralph W. Van Natta
                                          -----------------------------------
                                          Ralph W. Van Natta, Director

Date:   April 16, 2003                    /s/ Peter G. DePrez
                                          -----------------------------------
                                          Peter G. DePrez, Director

Date:   April 16, 2003                    /s/ Michael J. Vaught
                                          -----------------------------------
                                          Michael J. Vaught, Director



<PAGE>
                                 CERTIFICATIONS

I, Patrice M. Lima, certify that:

1. I have reviewed this Amendment No. 1 on Form 10-KSB/A of Blue River
Bancshares, Inc.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date:  April 16, 2003

                                         /s/ Patrice M. Lima
                                         ----------------------------------
                                         Patrice M. Lima
                                         Vice President and Controller


<PAGE>
I, Steven R. Abel, certify that:

1. I have reviewed this Amendment No. 1 on Form 10-KSB/A of Blue River
Bancshares, Inc.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date:  April 16, 2003

                                            /s/ Steven R. Abel
                                            ----------------------------------
                                            Steven R. Abel
                                            Chairman of the Board and CEO