UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM
10-Q/A

(Amendment No. 1)

(Mark One)



x    QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



|For the quarterly period ended |  | March 31, 2018
|------------------------------ |  | --------------

or



o   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: 0-31525



AMERICAN
RIVER BANKSHARES




(Exact
name of registrant as specified in its charter)



|California                                                         |  | 68-0352144                              
|------------------------------------------------------------------ |  | ----------------------------------------
|(State or other jurisdiction
    of incorporation or organization) |  | (I.R.S. Employer Identification
    No.)
|                                                                   |  |                                         
|3100 Zinfandel Drive,
    Suite 450, Rancho Cordova, California    |  | 95670                                   
|(Address of principal
    executive offices)                       |  | (Zip Code)                              



|(916) 851-0123                                                                         
|---------------------------------------------------------------------------------------
|(Registrant’s telephone
    number, including area code)                               
|                                                                                       
|Not Applicable                                                                         
|(Former name, former
    address and former fiscal year, if changed since last report.)



Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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 o



Indicate by check mark whether
the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files).

Yes x  No o

Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or
an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller
reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.





|Large accelerated filer o                                             | Accelerated filer x
|--------------------------------------------------------------------- | -------------------
|                                                                      |                    
|Non-accelerated filer o (Do not check if a smaller reporting company) |                    
|                                                                      |                    
|Smaller reporting company o                                           |                    
|                                                                      |                    
|Emerging growth company o                                             |                    



If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o No x

Indicate the number of shares
outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

No par value Common Stock
– 5,884,855 shares outstanding at May 3, 2018







EXPLANATORY
NOTE



The
sole purpose of this Amendment No. 1 (the “Amendment”) to American River Bankshares Quarterly Report on Form 10-Q
(the “Form 10-Q”) for the Period ended March 31, 2018, as filed with the Securities and Exchange
Commission on May 3, 2018, is to revise the hyperlink in Exhibit 10.3 in Item 6.



The revised hyperlink in Exhibit 10.3 is for the
first amendment thereto dated January 21, 2015, incorporated by reference from Exhibit 99.1 to the Registrant's Current
Report on Form 8-K, filed with the Commission on January 23, 2015.  This Amendment contains only the cover page to this Form
10-Q/A, the Explanatory Note, Item 6, the Signature Page and the Sarbanes-Oxley Exhibits.  No other changes have been made
to the Form 10-Q.



This Amendment to the Form 10-Q does not reflect events that may have occurred subsequent to the original
filing date and does not modify or update in any way disclosures made in the original Form 10-Q. Accordingly, this Amendment
should be read in conjunction with the Form 10-Q and our other filings with the SEC.

2





Item 6. Exhibits.



| |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | ------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | ExhibitNumber | Document
                                         Description                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | *(10.3)       | Registrant’s
                                         Deferred Compensation Plan, incorporated by reference from Exhibit 99.1 to the Registrant’s
                                         Current Report on Form 8-K, filed with the Commission on January 3, 2012 and first amendment
                                         thereto dated January 21, 2015, incorporated by reference from Exhibit 99.1 to the 	Registrant’s
                                         Current Report on Form 8-K, filed with the Commission on January 23, 2015.

| |  | * Denotes
management contracts, compensatory plans or arrangements.
| |  | -------------------------------------------------------------------



3





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.



|                     | AMERICAN RIVER BANKSHARES                   
|-------------------- | --------------------------------------------
|                     |                                             
|November 7, 2018     | /s/ DAVID E. RITCHIE, JR.                   
|                     | David E. Ritchie, Jr.                       
|                     | President and                               
|                     | Chief Executive Officer                     
|                     |                                             
|                     | AMERICAN RIVER BANKSHARES                   
|                     |                                             
|November
    7, 2018 | By:                                         
|                     | Mitchell A. Derenzo                         
|                     | Executive Vice President and                
|                     | Chief Financial Officer                     
|                     | (Principal Financial and Accounting Officer)

4





EXHIBIT
INDEX



|Exhibit
    Number |  | Description                                                                                                                                                              |  | Page
|------------------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ----
|31.1               |  | Certifications
    of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                 |  | 6   
|                   |  |                                                                                                                                                                          |  |     
|31.2               |  | Certifications
    of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                 |  | 7   
|                   |  |                                                                                                                                                                          |  |     
|32.1               |  | Certification
    of American River Bankshares by its Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
    Act of 2002. |  | 8   

5