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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-QSB



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(Mark One)

|x | QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------

For the quarterly period ended September 30, 2006

OR



| ̈ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
|- | ---------------------------------------------------------------

For the transition period from  to

Commission file number: 0-51014



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BV FINANCIAL, INC.

(Exact name of small business issuer as specified in its charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Federal                                                        |  | 14-1920944                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)

7114 North Point Road, Baltimore, Maryland 21219

(Address of principal executive offices)

(410) 477-5000

(Issuers telephone number)

Not Applicable

(Former name, former address and former fiscal year, if
changed since last report)



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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 ̈

Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).    Yes ̈No  x

As of November 13, 2006, there were 2,645,000 shares of the registrants common stock
outstanding.



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##### Table of Contents

BV FINANCIAL, INC.

Form 10-QSB

Table of Contents



|                              |  |         |  |                                                                                                                    |  |         
|----------------------------- |  | ------- |  | ------------------------------------------------------------------------------------------------------------------ |  | --------
|                              |  |         |  |                                                                                                                    |  | Page No.
|PART I. FINANCIAL INFORMATION |  |        
|                              |  |         | 
|                              |  | Item 1. |  | Financial Statements                                                                                               |  |         
|                              |  |         | 
|                              |  |         |  | Consolidated Statements of Financial Condition at September 30, 2006 and June 30, 2006 (unaudited)                 |  | 1       
|                              |  |         | 
|                              |  |         |  | Consolidated Statements of Income for the three months ended September 30, 2006 and 2005 (unaudited)               |  | 2       
|                              |  |         | 
|                              |  |         |  | Consolidated Statements of Comprehensive Income for the three months ended September 30, 2006 and 2005 (unaudited) |  | 3       
|                              |  |         | 
|                              |  |         |  | Consolidated Statements of Cash Flows for the three months ended September 30, 2006 and 2005 (unaudited)           |  | 4       
|                              |  |         | 
|                              |  |         |  | Notes to Unaudited Consolidated Financial Statements                                                               |  | 5       
|                              |  |         | 
|                              |  | Item 2. |  | Managements Discussion and Analysis or Plan of Operation                                                          |  | 7       
|                              |  |         | 
|                              |  | Item 3. |  | Controls and Procedures                                                                                            |  | 14      
|                              | 
|PART II. OTHER INFORMATION    |  |        
|                              |  |         | 
|                              |  | Item 1. |  | Legal Proceedings                                                                                                  |  | 16      
|                              |  |         | 
|                              |  | Item 2. |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                        |  | 16      
|                              |  |         | 
|                              |  | Item 3. |  | Defaults upon Senior Securities                                                                                    |  | 16      
|                              |  |         | 
|                              |  | Item 4. |  | Submission of Matters to a Vote of Security Holders                                                                |  | 16      
|                              |  |         | 
|                              |  | Item 5. |  | Other Information                                                                                                  |  | 16      
|                              |  |         | 
|                              |  | Item 6. |  | Exhibits                                                                                                           |  | 16      
|                              | 
|Signatures                    |  | 17     



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##### Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

BV FINANCIAL, INC. AND SUBSIDIARY

Consolidated Statements of Financial Condition

(Unaudited)



|                                                                                                  |  |                                              |         |   |              |   |         |  
|------------------------------------------------------------------------------------------------- |  | -------------------------------------------- | ------- | - | ------------ | - | ------- | -
|                                                                                                  |  | September 30,2006                            |         |   | June 30,2006 |  
|                                                                                                  |  | (Dollars in thousands,except per share data) |        
|ASSETS                                                                                            |  |                                              |         |   |              |   |         |  
|Cash                                                                                              |  | $                                            | 1,806   |   |              | $ | 1,359   |  
|Interest bearing deposits in other banks                                                          |  |                                              | 1,830   |   |              |   | 6,363   |  
|Federal funds sold                                                                                |  |                                              | 935     |   |              |   | 1,357   |  
|                                                                                                  |  |                                              |         |   |              |   |         |  
|Cash and Cash Equivalents                                                                         |  |                                              | 4,571   |   |              |   | 9,079   |  
|                                                                                                  |  |                                             
|Securities available for sale                                                                     |  |                                              | 4,257   |   |              |   | 4,228   |  
|Securities held to maturity                                                                       |  |                                              | 3,220   |   |              |   | 3,233   |  
|Loans receivable, net of allowance for loan lossesSeptember 30, 2006 - $402; June 30, 2006 - $410 |  |                                              | 114,302 |   |              |   | 113,026 |  
|Premises and equipment, net                                                                       |  |                                              | 2,501   |   |              |   | 2,485   |  
|Federal Home Loan Bank of Atlanta stock, at cost                                                  |  |                                              | 984     |   |              |   | 939     |  
|Investment in life insurance                                                                      |  |                                              | 1,919   |   |              |   | 1,889   |  
|Accrued interest receivable                                                                       |  |                                              | 556     |   |              |   | 494     |  
|Other assets                                                                                      |  |                                              | 607     |   |              |   | 610     |  
|                                                                                                  |  |                                              |         |   |              |   |         |  
|Total Assets                                                                                      |  | $                                            | 132,917 |   |              | $ | 135,983 |  
|                                                                                                  |  |                                              |         |   |              |   |         |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                              |  |                                              |         |   |              |   |         |  
|LIABILITIES                                                                                       |  |                                              |         |   |              |   |         |  
|Non-interest bearing deposits                                                                     |  | $                                            | 3,034   |   |              | $ | 3,887   |  
|Interest bearing deposits                                                                         |  |                                              | 93,499  |   |              |   | 93,208  |  
|Federal Home Loan Bank advances                                                                   |  |                                              | 16,000  |   |              |   | 14,500  |  
|Official checks                                                                                   |  |                                              | 366     |   |              |   | 3,922   |  
|Advance payments by borrowers for taxes and insurance                                             |  |                                              | 545     |   |              |   | 1,145   |  
|Other liabilities                                                                                 |  |                                              | 777     |   |              |   | 741     |  
|                                                                                                  |  |                                              |         |   |              |   |         |  
|Total Liabilities                                                                                 |  |                                              | 114,221 |   |              |   | 117,403 |  
|COMMITMENTS AND CONTINGENCIES                                                                     |  |                                              |         |   |              |   |         |  
|                                                                                                  |  |                                             
|STOCKHOLDERS EQUITY                                                                              |  |                                              |         |   |              |   |         |  
|Preferred stock, $0.01 par value; 1,000,000 shares authorized; none issued or outstanding         |  |                                              |        |   |              |   |        |  
|Common stock, $0.01 par value; 9,000,000 shares authorized; 2,645,000 issued and outstanding      |  |                                              | 26      |   |              |   | 26      |  
|Paid-in capital                                                                                   |  |                                              | 11,027  |   |              |   | 10,994  |  
|Unearned employee stock ownership plan shares                                                     |  |                                              | (877    | ) |              |   | (894    | )
|Unearned shares of restricted stock under Equity Incentive Plan                                   |  |                                              | (398    | ) |              |   | (418    | )
|Retained earnings                                                                                 |  |                                              | 8,968   |   |              |   | 8,938   |  
|Accumulated other comprehensive loss                                                              |  |                                              | (50     | ) |              |   | (66     | )
|                                                                                                  |  |                                              |         |   |              |   |         |  
|Total Stockholders Equity                                                                        |  |                                              | 18,696  |   |              |   | 18,580  |  
|                                                                                                  |  |                                              |         |   |              |   |         |  
|Total Liabilities and Stockholders Equity                                                        |  | $                                            | 132,917 |   |              | $ | 135,983 |  
|                                                                                                  |  |                                              |         |   |              |   |         |  

See Notes to Unaudited Consolidated Financial Statements.



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##### Table of Contents

BV FINANCIAL, INC. AND SUBSIDIARY

Consolidated Statements of Income

(Unaudited)



|                                                    |  |                                              |       |      |   |      
|--------------------------------------------------- |  | -------------------------------------------- | ----- | ---- | - | -----
|                                                    |  | Three Months EndedSeptember 30,             
|                                                    |  | 2006                                         |       | 2005
|                                                    |  | (Dollars in thousands, except pershare data)
|INTEREST INCOME                                     |  |                                              |       |      |   |      
|Loans, including fees                               |  | $                                            | 1,755 |      | $ | 1,575
|Investment securities                               |  |                                              | 92    |      |   | 78   
|Other                                               |  |                                              | 37    |      |   | 24   
|                                                    |  |                                              |       |      |   |      
|Total Interest Income                               |  |                                              | 1,884 |      |   | 1,677
|                                                    |  |                                             
|INTEREST EXPENSE                                    |  |                                              |       |      |   |      
|Deposits                                            |  |                                              | 888   |      |   | 612  
|Borrowed funds                                      |  |                                              | 163   |      |   | 98   
|                                                    |  |                                              |       |      |   |      
|Total Interest Expense                              |  |                                              | 1,051 |      |   | 710  
|                                                    |  |                                              |       |      |   |      
|Net Interest Income                                 |  |                                              | 833   |      |   | 967  
|PROVISION FOR LOAN LOSSES                           |  |                                              | 5     |      |   | 40   
|                                                    |  |                                              |       |      |   |      
|Net Interest Income after Provision for Loan Losses |  |                                              | 828   |      |   | 927  
|                                                    |  |                                              |       |      |   |      
|NON-INTEREST INCOME                                 |  |                                              |       |      |   |      
|Service fees on deposits                            |  |                                              | 30    |      |   | 28   
|Service fees on loans                               |  |                                              | 7     |      |   | 8    
|Income from investment in life insurance            |  |                                              | 30    |      |   | 19   
|Other income                                        |  |                                              | 12    |      |   | 17   
|                                                    |  |                                              |       |      |   |      
|Total Non-Interest Income                           |  |                                              | 79    |      |   | 72   
|                                                    |  |                                              |       |      |   |      
|NON-INTEREST EXPENSES                               |  |                                              |       |      |   |      
|Compensation and related expenses                   |  |                                              | 517   |      |   | 387  
|Occupancy                                           |  |                                              | 45    |      |   | 40   
|Data processing                                     |  |                                              | 66    |      |   | 68   
|Telephone and postage                               |  |                                              | 17    |      |   | 15   
|Advertising                                         |  |                                              | 24    |      |   | 27   
|Professional fees                                   |  |                                              | 67    |      |   | 39   
|Equipment                                           |  |                                              | 33    |      |   | 31   
|Other                                               |  |                                              | 87    |      |   | 112  
|                                                    |  |                                              |       |      |   |      
|Total Non-Interest Expenses                         |  |                                              | 856   |      |   | 719  
|                                                    |  |                                              |       |      |   |      
|Income before Income Taxes                          |  |                                              | 51    |      |   | 280  
|PROVISION FOR INCOME TAXES                          |  |                                              | 21    |      |   | 102  
|                                                    |  |                                              |       |      |   |      
|Net Income                                          |  | $                                            | 30    |      | $ | 178  
|                                                    |  |                                              |       |      |   |      
|BASIC AND DILUTED EARNINGS PER
SHARE                |  | $                                            | 0.01  |      | $ | 0.07 
|                                                    |  |                                              |       |      |   |      

See Notes to Unaudited Consolidated Financial Statements.



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BV FINANCIAL, INC. AND SUBSIDIARY

Consolidated Statements of Comprehensive Income

(Unaudited)



|                                                                                                              |  |                                     |    |      |   |     |  
|------------------------------------------------------------------------------------------------------------- |  | ----------------------------------- | -- | ---- | - | --- | -
|                                                                                                              |  | For Three Months EndedSeptember 30, |   
|                                                                                                              |  | 2006                                |    | 2005 |  
|                                                                                                              |  | (In thousands)                      |   
|Net Income                                                                                                    |  | $                                   | 30 |      | $ | 178 |  
|Unrealized net holding gains/(losses) on available-for-sale securities, net of taxes (benefit) of $9 and $(5) |  |                                     | 16 |      |   | (7  | )
|                                                                                                              |  |                                     |    |      |   |     |  
|Comprehensive income                                                                                          |  | $                                   | 46 |      | $ | 171 |  
|                                                                                                              |  |                                     |    |      |   |     |  

See Notes to Unaudited Consolidated Financial Statements.



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BV FINANCIAL, INC. AND SUBSIDIARY

Consolidated Statements of Cash Flows

(Unaudited)



|                                                                                  |  |                                 |        |   |      |   |         |  
|--------------------------------------------------------------------------------- |  | ------------------------------- | ------ | - | ---- | - | ------- | -
|                                                                                  |  | Three Months EndedSeptember 30, |       
|                                                                                  |  | 2006                            |        |   | 2005 |  
|                                                                                  |  | (In thousands)                  |       
|CASH FLOWS FROM OPERATING ACTIVITIES                                              |  |                                 |        |   |      |   |         |  
|Net income                                                                        |  | $                               | 30     |   |      | $ | 178     |  
|Adjustments to reconcile net income to net cash provided by operating activities: |  |                                 |        |   |      |   |         |  
|Net amortization of discounts and premiums                                        |  |                                 | 2      |   |      |   | 3       |  
|Provision for loan losses                                                         |  |                                 | 5      |   |      |   | 40      |  
|Amortization of deferred loan fees/costs                                          |  |                                 | 16     |   |      |   | 46      |  
|Provision for depreciation                                                        |  |                                 | 37     |   |      |   | 36      |  
|Increase in cash surrender value of life insurance                                |  |                                 | (30    | ) |      |   | (19     | )
|Stock-based compensation expense                                                  |  |                                 | 70     |   |      |   | 15      |  
|Increase in other assets and other liabilities                                    |  |                                 | (40    | ) |      |   | (73     | )
|                                                                                  |  |                                 |        |   |      |   |         |  
|Net Cash Provided by Operating Activities                                         |  |                                 | 90     |   |      |   | 226     |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|CASH FLOWS FROM INVESTING
ACTIVITIES                                              |  |                                 |        |   |      |   |         |  
|Purchases of securities available for sale                                        |  |                                 | (33    | ) |      |   | (32     | )
|Principal collected on mortgage backed securities                                 |  |                                 | 41     |   |      |   | 104     |  
|Net increase in loans                                                             |  |                                 | (958   | ) |      |   | (11,848 | )
|Purchase of loans                                                                 |  |                                 | (332   | ) |      |   | (633    | )
|Purchase of premises and equipment                                                |  |                                 | (53    | ) |      |   | (41     | )
|Purchase of Federal Home Loan Bank stock                                          |  |                                 | (45    | ) |      |   | (630    | )
|                                                                                  |  |                                 |        |   |      |   |         |  
|Net Cash Used in Investing Activities                                             |  |                                 | (1,380 | ) |      |   | (13,080 | )
|                                                                                  |  |                                 |        |   |      |   |         |  
|CASH FLOWS FROM FINANCING
ACTIVITIES                                              |  |                                 |        |   |      |   |         |  
|(Decrease) Increase in official checks                                            |  |                                 | (3,556 | ) |      |   | 1,529   |  
|Net decrease in deposits                                                          |  |                                 | (562   | ) |      |   | (2,031  | )
|Decrease in advance payments by borrowers for taxes and insurance                 |  |                                 | (600   | ) |      |   | (478    | )
|Advances from Federal Home Loan Bank                                              |  |                                 | 2,000  |   |      |   | 14,000  |  
|Repayment of advances from Federal Home Loan Bank                                 |  |                                 | (500   | ) |      |   |        |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|Net Cash Provided by Financing Activities                                         |  |                                 | (3,218 | ) |      |   | 13,020  |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|Net (Decrease) Increase in Cash and Cash Equivalents                              |  |                                 | (4,508 | ) |      |   | 166     |  
|CASH AND CASH EQUIVALENTS 
BEGINNING                                             |  |                                 | 9,079  |   |      |   | 8,336   |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|CASH AND CASH EQUIVALENTS 
ENDING                                                |  | $                               | 4,571  |   |      | $ | 8,502   |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|SUPPLEMENTARY CASH FLOWS INFORMATION                                              |  |                                 |        |   |      |   |         |  
|Interest paid                                                                     |  | $                               | 1,047  |   |      | $ | 682     |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|Income taxes paid                                                                 |  | $                               |       |   |      | $ | 155     |  
|                                                                                  |  |                                 |        |   |      |   |         |  
|Net loans transferred to foreclosed real estate/repossessed assets                |  | $                               | 7      |   |      | $ | 25      |  
|                                                                                  |  |                                 |        |   |      |   |         |  

See Notes to Unaudited Consolidated Financial Statements.



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BV FINANCIAL, INC. AND SUBSIDIARY

Notes to Unaudited Consolidated Financial Statements

September 30, 2006

(1) Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with instructions for Form 10-QSB and,
therefore, do not include all disclosures necessary for a complete presentation of the financial statements in conformity with accounting principles generally accepted in the United States of America. However, all adjustments that are, in the
opinion of management, necessary for the fair presentation of the interim financial statements have been included. Such adjustments were of a normal recurring nature. The results of operations for the period ended September 30, 2006 are not
necessarily indicative of the results that may be expected for the entire year. These unaudited consolidated financial statements should be read in conjunction with BV Financial Inc.s (the Company) Annual Report on Form 10-KSB for
the year ended June 30, 2006.

Principles of Consolidation

The consolidated financial statements at September 30, 2006 and June 30, 2006 and for the three months ended September 30, 2006 include the accounts of the Company, Bay-Vanguard Federal Savings Bank
(the Bank) and its wholly-owned subsidiary, Housing Recovery Corporation. All intercompany balances and transactions have been eliminated in consolidation.

(2) Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted
average number of common shares outstanding for the appropriate period. Unearned shares under the Bay-Vanguard Federal Savings Bank Employee Stock Ownership Plan (ESOP) are not included in outstanding shares. Diluted earnings per share
is computed by dividing net income by the weighted average shares outstanding as adjusted for the dilutive effect of stock options and unvested stock awards based on the treasury stock method. For the three months ended
September 30, 2005, the Company had no shares of restricted stock or shares of unexercised stock options. For the three months ended September 30, 2006, the Company had 44,577 shares of restricted stock and 111,456 shares of unexercised
stock options. Information related to the calculation of earnings per share is summarized for the three months ended September 30, 2006 and 2005 as follows:



|                                          |  |                                     |       |         |   |       |  |         |       |  |   |      
|----------------------------------------- |  | ----------------------------------- | ----- | ------- | - | ----- |  | ------- | ----- |  | - | -----
|                                          |  | Three Months Ended September 30,   
|                                          |  | 2006                                |       | 2005   
|                                          |  | Basic                               |       | Diluted |   | Basic |  | Diluted
|                                          |  | In Thousands, Except Per Share Data
|Net income                                |  | $                                   | 30    |         | $ | 30    |  | $       | 178   |  | $ | 178  
|                                          |  |                                     |       |         |   |       |  |         |       |  |   |      
|Weighted average common share outstanding |  |                                     | 2,504 |         |   | 2,504 |  |         | 2,549 |  |   | 2,549
|                                          |  |                                     |       |        
|Diluted securities:                       |  |                                     |       |         |   |       |  |         |       |  |   |      
|Restricted stock                          |  |                                     |      |         |   | 1     |  |         |      |  |   |     
|Stock options                             |  |                                     |      |         |   | 2     |  |         |      |  |   |     
|                                          |  |                                     |       |         |   |       |  |         |       |  |   |      
|Adjusted weighted average shares          |  |                                     | 2,504 |         |   | 2,507 |  |         | 2,549 |  |   | 2,549
|                                          |  |                                     |       |         |   |       |  |         |       |  |   |      
|Per share amount                          |  | $                                   | 0.01  |         | $ | 0.01  |  | $       | 0.07  |  | $ | 0 .07
|                                          |  |                                     |       |         |   |       |  |         |       |  |   |      



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(3) Equity Incentive Plan

The Compensation cost charged against income for the Plan was $55,000 for the three months ended September 30, 2006. The total income tax benefit recognized was $11,000 for the three months ended
September 30, 2006. The Company did not have an Equity Incentive Plan as of September 30, 2005.

At September 30, 2006,
there is $398,000 of total unrecognized compensation cost related to unvested share-based compensation arrangements granted under the Plan. The cost is expected to be recognized over a weighted average period of 4 years.

During the three months ended September 30, 2006, there were not grants of stock options or restricted stock under the Companys Equity
Incentive Plan. No stock options were exercised during the three months ended September 30, 2006. At September 30, 2006, there were no vested stock options and no vested restricted stock shares under the Companys Plan.

(4) Recent Accounting Pronouncements

In February
2006, the Financial Accounting Standards Board (FASB) issued SFAS No. 155, Accounting for Certain Hybrid Financial Instruments(SFAS No. 155). SFAS No. 155 amends FASB Statement No. 133 and FASB
Statement No. 140, and improves the financial reporting of certain hybrid financial instruments by requiring more consistent accounting that eliminates exemptions and provides a means to simplify the accounting for these instruments.
Specifically, SFAS No. 155 allows financial instruments that have embedded derivatives to be accounted for as a whole (eliminating the need to bifurcate the derivative from its host) if the holder elects to account for the whole instrument on a
fair value basis. SFAS No. 155 is effective for all financial instruments acquired or issued after the beginning of an entitys first fiscal year that begins after September 15, 2006. The Company is required to adopt the provisions of
SFAS No. 155, as applicable, beginning in fiscal year 2007. The Company has evaluated SFAS No. 155 and determined that it will have no impact on the Companys financial position or results of operations.

In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial AssetsAn Amendment of FASB Statement No. 140
(SFAS 156). SFAS 156 requires that all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable. The statement permits, but does not require, the subsequent measurement of
servicing assets and servicing liabilities at fair value. SFAS 156 is effective as of the beginning of an entitys first fiscal year that begins after September 15, 2006, which for the Company will be as of the beginning of fiscal year
2008. The Company does not believe that the adoption of SFAS 156 will have a significant effect on its financial statements.

In July 2006,
the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxesan interpretation of FASB Statement No. 109 (FIN 48), which clarifies the accounting for uncertainty in tax positions. This
Interpretation requires that companies recognize in their financial statements the impact of a tax position, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The provisions of FIN
48 are effective for fiscal years beginning After December 15, 2006, with the cumulative effect of the change in accounting principle recorded as an adjustment to opening retained earnings. The Company has analyzed FIN 48 and determined that
upon adoption, it will have no impact on our financial statements.



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In September 2006, the FASB issued FASB Statement No. 157, Fair Value Measurements, which
defines fair value, establishes a framework for measuring fair value under GAAP, and expands disclosures about fair value measurements. FASB Statement No. 157 applies to other accounting pronouncements that require or permit fair value
measurements. The new guidance is effective for financial statements issued for fiscal years beginning after November 15, 2007, and for interim periods within those fiscal years. The company has evaluated FASB Statement No. 157 and
determined that it will have no impact on our consolidated financial position, results of operations and cash flows.

On September 13,
2006, the Securities and Exchange Commission SEC issued Staff Accounting Bulleting No. 108 (SAB 108). SAB 108 provides interpretive guidance on how the effects of the carryover or reversal of prior year misstatements
should be considered in quantifying a potential current year misstatement. Prior to SAB 108, Companies might evaluate the materiality of financial-statement misstatements using either the income statement or balance sheet approach, with the income
statement approach focusing on new misstatements added in the current year, and the balance sheet approach focusing on the cumulative amount of misstatement present in a companys balance sheet. Misstatements that would be material under one
approach could be viewed as immaterial under another approach, and not be corrected. SAB 108 now requires that companies view financial statement misstatements as material if they are material according to either the income statement or balance
sheet approach. The Company has analyzed SAB 108 and determined that upon adoption it will have no impact on the reported results of operations or financial condition.

Item 2. Managements Discussion and Analysis or Plan of Operation

Managements discussion and
analysis of the financial condition and results of operations is intended to assist in understanding the financial condition and results of operations of BV Financial, Inc. (the Company or BV Financial). The information
contained in this section should be read in conjunction with the Unaudited Consolidated Financial Statements and footnotes appearing in Part I, Item 1 of this document.

Forward-Looking Statements

This quarterly report contains forward-looking statements that are based
on assumptions and may describe future plans, strategies and expectations of Bay-Vanguard, M.H.C., BV Financial and Bay-Vanguard Federal. These forward-looking statements are generally identified by use of the words believe,
expect, intend, anticipate, estimate, project or similar expressions.

Bay-Vanguard, M.H.C., BV Financial and Bay-Vanguard Federals ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations
of BV Financial and its subsidiary include, but are not limited to, changes in interest rates, national and regional economic conditions, legislative and regulatory changes, monetary and fiscal policies of the U.S. government, including policies of
the U.S. Treasury and the Federal Reserve Board, the quality and composition of the loan or investment portfolios, demand for loan products, deposit flows, competition, demand for financial services in BV Financial and Bay-Vanguards market
area, changes in real estate market values in BV Financial and Bay-Vanguards market area, and changes in relevant accounting principles and guidelines.

These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Except as required by applicable law or regulation, BV Financial
does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the
occurrence of anticipated or unanticipated events.



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General

BV Financial was organized as a federally chartered corporation at the direction of Bay-Vanguard Federal Savings Bank (the Bank or Bay-Vanguard Federal) in January 2005 to become the mid-tier stock holding company
for Bay-Vanguard Federal upon the completion of its reorganization into the mutual holding company form of organization. Pursuant to the Plan of Reorganization, the Bank converted to stock form with all of its stock owned by BV Financial and
organized Bay-Vanguard, M.H.C. as a federally chartered mutual holding company that owns 55% of the common stock of BV Financial. As part of the reorganization, the Company sold 1,190,250 shares of its common stock at a price of $10.00 per share to
members of the Bank in a subscription offering raising approximately $11.0 million in net proceeds.

Bay-Vanguard Federal is headquartered
in Baltimore, Maryland and is a community-oriented financial institution offering traditional financial services to its local communities. The Bank is engaged primarily in the business of attracting deposits from the general public using such funds
to originate one-to four-family real estate, mobile home, construction, multi-family and commercial real estate and consumer loans.

The
Banks savings accounts are insured up to the applicable legal limits by the Federal Deposit Insurance Corporation. Bay-Vanguard Federal is a member of the Federal Home Loan Bank System.

Critical Accounting Policies

The Company considers
accounting policies involving significant judgments and assumptions by management that have, or could have, a material impact on the carrying value of certain assets and liabilities or income and expense to be critical accounting policies. The
Company considers the allowance for loan losses to be a critical accounting policy.

Allowance for Loan Losses. The allowance
for loan losses is the amount estimated by management as necessary to cover losses inherent in the loan portfolio at the balance sheet date. The allowance is established through the provision for loan losses, which is charged to income. Determining
the amount of the allowance for loan losses necessarily involves a high degree of judgment. Among the material estimates required to establish the allowance are: loss exposure at default; the amount and timing of future cash flows on impacted loans;
the value of collateral; and the determination of loss factors to be applied to the various elements of the portfolio. All of these estimates are susceptible to significant change. However, historically, the Companys estimates and assumptions
have provided results that did not differ materially from actual results.

Management reviews the level of the allowance on a quarterly
basis, at a minimum, and establishes the provision for loan losses based on an evaluation of the portfolio, past loss experience, economic conditions and business conditions affecting its primary market area, credit quality trends, collateral value,
loan volumes and concentrations, seasoning of the loan portfolio, the duration of the current business cycle, bank regulatory examination results and other factors related to the collectibility of the loan portfolio. Although the Company believes
that it uses the best information available to establish the allowance for loan losses, future additions to the allowance may be necessary if certain future events occur that cause actual results to differ from the assumptions used in making the
evaluation. For example, a downturn in the local economy could cause increases in nonperforming loans. Additionally, a decline in real estate values could cause some of the Companys loans to become inadequately



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##### Table of Contents

collateralized. In either case, this may require the Company to increase its provisions for loan losses, which would negatively impact earnings. Further, the
Office of Thrift Supervision, as an integral part of its examination process, periodically reviews the Companys allowance for loan losses. Such agency may require the Company to recognize adjustments to the allowance based on its judgments
about information available to it at the time of its examination. An increase to the allowance required to be made by the Office of Thrift Supervision would negatively impact the Companys earnings. Additionally, a large loss could deplete the
allowance and require increased provisions to replenish the allowance, which would negatively affect earnings.

Comparison of Financial Condition at
September 30, 2006 and June 30, 2006

Total assets decreased $3.1 million, or 2.3%, to $132.9 million at September 30,
2006 from $136.0 million at June 30, 2006 primarily due to a decrease in interest-bearing deposits offset by an increase in loans. Federal Home Loan Bank stock increased $45,000, or 4.8%, to $984,000 at September 30, 2006 as the Company
purchased stock to collateralize its additional borrowings. Loans receivable increased $1.3 million, or 1.1%, to $114.3 million at September 30, 2006, primarily due to $3.6 million in originations of one- to four-family real estate loans, and
$2.2 million in other loans and a decrease in payoffs.

Deposits decreased $600,000, or 0.6%, to $96.5 million at September 30, 2006,
primarily due to a decrease of $1.4 million in checking accounts and a decrease of $1.5 million in savings accounts, offset by an increase in certificates of deposit of $3.0 million. The decrease in deposits was primarily due to more favorable rates
being offered by other non-depository investment instruments and a highly competitive rate environment in the Banks local market area. Federal Home Loan Bank advances increased $1.5 million, or 10.3%, to $16.0 million at September 30,
2006. The additional borrowings were used to fund loan growth and deposit outflows.

Total equity increased $117,000, or 0.6%, to $18.7
million at September 30, 2006 primarily as a result of net income for the period and an increase to paid in capital and a reduction of the offsets to capital for ESOP shares and unearned shares of restricted stock.

Results of Operations for the Three Months Ended September 30, 2006 and 2005

General. Net income decreased $148,000, or 83.1%, to $30,000 for the three months ended September 30, 2006 compared to the same period in the prior year due primarily to a $134,000 decrease in net
interest income and a $137,000 increase in non-interest expenses, offset by a decrease in the provision for income taxes due to lower pretax income.



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##### Table of Contents

Net Interest Income.The following table summarizes interest income and expense for the
three months ended September 30, 2006 and 2005.



|                                |  |                                 |       |      |   |          |  |       |   
|------------------------------- |  | ------------------------------- | ----- | ---- | - | -------- |  | ----- | --
|                                |  | Three Months EndedSeptember 30, |      
|                                |  | 2006                            |       | 2005 |   | % change | 
|                                |  | (Dollars in thousands)          |       |      |  
|Interest Income:                |  |                                 |       |      |   |          |  |       |   
|Loans, including fees           |  | $                               | 1,755 |      | $ | 1,575    |  | 11.4  | % 
|Investment securities           |  |                                 | 92    |      |   | 78       |  | 18.0  |   
|Other                           |  |                                 | 37    |      |   | 24       |  | 54.2  |   
|                                |  |                                 |       |      |   |          |  |       |   
|Total interest income           |  |                                 | 1,884 |      |   | 1,677    |  | 12.3  |   
|                                |  |                                 |      
|Interest Expense:               |  |                                 |       |      |   |          |  |       |   
|Deposits                        |  |                                 | 888   |      |   | 612      |  | 45.1  |   
|Federal Home Loan Bank advances |  |                                 | 163   |      |   | 98       |  | 66.3  |   
|                                |  |                                 |       |      |   |          |  |       |   
|Total interest expense          |  |                                 | 1,051 |      |   | 710      |  | 48.0  |   
|                                |  |                                 |       |      |   |          |  |       |   
|Net interest income             |  | $                               | 833   |      | $ | 967      |  | (13.9 | )%
|                                |  |                                 |       |      |   |          |  |       |   

The following table summarizes average balances and average yield and costs for the three months
ended September 30, 2006 and 2005.



|                                |  |                                  |         |            |      |   |                |   |            |  |      |  
|------------------------------- |  | -------------------------------- | ------- | ---------- | ---- | - | -------------- | - | ---------- |  | ---- | -
|                                |  | Three Months Ended September 30, |        
|                                |  | 2006                             |         |            | 2005 |  
|                                |  | AverageBalance                   |         | Yield/Cost |      |   | AverageBalance |   | Yield/Cost | 
|                                |  | (Dollars in thousands)           |        
|Loans                           |  | $                                | 113,867 |            | 6.17 | % |                | $ | 101,031    |  | 6.24 | %
|Investment securities           |  |                                  | 7,486   |            | 4.92 |   |                |   | 7,653      |  | 4.08 |  
|Interest-bearing deposits       |  |                                  | 2,196   |            | 4.01 |   |                |   | 2,897      |  | 2.35 |  
|Federal funds sold              |  |                                  | 1,152   |            | 5.21 |   |                |   | 1,045      |  | 2.30 |  
|Deposits                        |  |                                  | 93,885  |            | 3.78 |   |                |   | 88,777     |  | 2.76 |  
|Federal Home Loan Bank advances |  |                                  | 14,867  |            | 4.39 |   |                |   | 8,935      |  | 4.39 |  

Net interest income for the three months ended September 30, 2006 decreased $134,000, or
13.9%, compared to the same period last year, as a result of a decrease in the interest rate spread to 2.18% from 3.02% offset by a larger average balance of interest-earning assets. Total interest income increased as a result of the growth in
average interest-earning assets to $124.7 million from $112.6 million, and by an increase in the average yield to 6.04% from 5.93% due to the higher market interest rate environment. Total interest expense increased as a result of an increase in the
average balance of Federal Home Loan Bank borrowings to $14.9 million, compared to average borrowings of $8.9 million in 2005. Interest expense on deposits increased due to a higher average balance of deposits and an increase in the average interest
rate paid on deposits, which increased to 3.78% from 2.76%, due to the higher market interest rate environment.



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##### Table of Contents

Provision for Loan Losses. The following table summarizes the activity in the allowance for
loan losses for the three months ended September 30, 2006 and 2005.



|                                 |  |                                 |     |   |      |   |     |  
|-------------------------------- |  | ------------------------------- | --- | - | ---- | - | --- | -
|                                 |  | Three MonthsEnded September 30, |    
|                                 |  | 2006                            |     |   | 2005 |  
|                                 |  | (In thousands)                  |    
|Allowance at beginning of period |  | $                               | 410 |   |      | $ | 349 |  
|Provision for loan losses        |  |                                 | 5   |   |      |   | 40  |  
|Charge-offs                      |  |                                 | (13 | ) |      |   | (25 | )
|Recoveries                       |  |                                 |    |   |      |   |    |  
|                                 |  |                                 |     |   |      |   |     |  
|Net charge-offs                  |  |                                 | (13 | ) |      |   | (25 | )
|                                 |  |                                 |     |   |      |   |     |  
|Allowance at end of period       |  | $                               | 402 |   |      | $ | 364 |  
|                                 |  |                                 |     |   |      |   |     |  

The provision for loan losses decreased $35,000 to $5,000 for the three months ended
September 30, 2006. The decrease in the provision for loan losses reflects continued low charge-offs in 2006 and a change in the allowance methodology in 2005, which required a higher provision for that period.

The following table provides information with respect to our nonperforming assets at the dates indicated. The Company did not have any accruing
loans past due 90 days or more or foreclosed real estate at the dates presented.



|                                            |  |                        |      |   |                 |   |      |          |  |       |  
|------------------------------------------- |  | ---------------------- | ---- | - | --------------- | - | ---- | -------- |  | ----- | -
|                                            |  | At September 30,2006   |      |   | At June 30,2006 |   |      | % change | 
|                                            |  | (Dollars in thousands) |      |   |                 |  
|Nonaccruing loans:                          |  |                        |      |   |                 |   |      |          |  |       |  
|One- to four-family                         |  | $                      | 218  |   |                 | $ | 165  |          |  | 32.1  | %
|Mobile home                                 |  |                        | 17   |   |                 |   |     |          |  | N/A   |  
|                                            |  |                        |      |   |                 |   |      |          |  |       |  
|Total                                       |  |                        | 235  |   |                 |   | 165  |          |  | 42.4  |  
|Accruing loans past due 90 days or more     |  |                        |     |   |                 |   |     |          |  |       |  
|Foreclosed real estate                      |  |                        |     |   |                 |   |     |          |  |       |  
|Other repossessed assets                    |  |                        | 44   |   |                 |   | 51   |          |  | (13.7 | )
|                                            |  |                        |      |   |                 |   |      |          |  |       |  
|Total non-performing assets                 |  | $                      | 279  |   |                 | $ | 216  |          |  | 29.2  |  
|                                            |  |                        |      |   |                 |   |      |          |  |       |  
|Total non-performing loans to total loans   |  |                        | 0.21 | % |                 |   | 0.15 | %        |  |       |  
|Total non-performing loans to total assets  |  |                        | 0.18 |   |                 |   | 0.12 |          |  |       |  
|Total non-performing assets to total assets |  |                        | 0.21 |   |                 |   | 0.16 |          |  |       |  

Nonperforming assets increased $63,000, or 29.2%, primarily due to the addition of one non-accrual
one-to four-family residential real estate loan. The addition of this loan to nonperforming assets did not impact the calculation for the valuation allowance since the loan has a loan-to-value ratio of less than 60%.



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##### Table of Contents

Noninterest Income. The following table summarizes noninterest income for the three months
ended September 30, 2006 and 2005.



|                                                |  |                                 |    |      |   |          |  |       |  
|----------------------------------------------- |  | ------------------------------- | -- | ---- | - | -------- |  | ----- | -
|                                                |  | Three MonthsEnded September 30, |    |      |  
|                                                |  | 2006                            |    | 2005 |   | % change | 
|                                                |  | (Dollars in thousands)          |    |      |  
|Service fees on deposits                        |  | $                               | 30 |      | $ | 28       |  | 7.1   | %
|Service fees on loans                           |  |                                 | 7  |      |   | 8        |  | (12.5 | )
|Income from investment in life insurance policy |  |                                 | 30 |      |   | 19       |  | 57.9  |  
|Other income                                    |  |                                 | 12 |      |   | 17       |  | (29.4 | )
|                                                |  |                                 |    |      |   |          |  |       |  
|                                                |  | $                               | 79 |      | $ | 72       |  | 9.7   |  
|                                                |  |                                 |    |      |   |          |  |       |  

The increase in investment in life insurance policy was due to the increased cash value of
life insurance policies. The decrease in other income of $5,000, or 29.4%, was due primarily to an decrease in miscellaneous fees.

Noninterest Expenses. The following table summarizes noninterest expenses for the three months ended September 30, 2006 and 2005.



|                                  |  |                                 |      |   |      |   |      |          |  |       |  
|--------------------------------- |  | ------------------------------- | ---- | - | ---- | - | ---- | -------- |  | ----- | -
|                                  |  | Three MonthsEnded September 30, |      |   |      |  
|                                  |  | 2006                            |      |   | 2005 |   |      | % change | 
|                                  |  | (Dollars in thousands)          |      |   |      |  
|Compensation and related expenses |  | $                               | 517  |   |      | $ | 387  |          |  | 33.6  | %
|Occupancy                         |  |                                 | 45   |   |      |   | 40   |          |  | 12.5  |  
|Data processing                   |  |                                 | 66   |   |      |   | 68   |          |  | (2.9  | )
|Telephone and postage             |  |                                 | 17   |   |      |   | 15   |          |  | 13.3  |  
|Advertising                       |  |                                 | 24   |   |      |   | 27   |          |  | (11.1 | )
|Professional fees                 |  |                                 | 67   |   |      |   | 39   |          |  | 71.8  |  
|Equipment expense                 |  |                                 | 33   |   |      |   | 31   |          |  | 6.5   |  
|Other                             |  |                                 | 87   |   |      |   | 112  |          |  | (22.3 | )
|                                  |  |                                 |      |   |      |   |      |          |  |       |  
|Total                             |  | $                               | 856  |   |      | $ | 719  |          |  | 19.1  |  
|                                  |  |                                 |      |   |      |   |      |          |  |       |  
|Efficiency ratio (1)              |  |                                 | 93.9 | % |      |   | 69.2 | %        |  | 5.6   |  

---

|(1) | Computed as noninterest expenses divided by the sum of net interest income and other income.
|--- | --------------------------------------------------------------------------------------------

Total non-interest expenses increased $137,000, or 19.1%, primarily as a result of increases in compensation, professional fees and occupancy.
Compensation expense increased due to the addition of two additional executive officers and stock-based compensation expense, which totaled $70,000 in 2006 compared to $15,000 in 2005. Occupancy expenses increased primarily due to increased
maintenance and utility expenses. Professional fees increased due to higher legal and accounting costs incurred during the year.



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##### Table of Contents

Income Taxes. Provision for income taxes decreased $81,000, or 79.4%, from $102,000 for the
three months ended September 30, 2005 to $21,000 for the three months ended September 30, 2006. The effective tax rate was 36.4% for the three months ended September 30, 2005 compared to 40.4% for the three months ended
September 30, 2006. The increase in the effective tax rate was due to nondeductible stock-based compensation expense.

Liquidity and Capital
Resources

Liquidity is the ability to meet current and future financial obligations of a short-term nature. Our primary sources of
funds consist of deposit inflows, loan repayments and maturities and sales of investment securities. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are
greatly influenced by general interest rates, economic conditions and competition.

We regularly adjust our investments in liquid assets
based upon our assessment of (1) expected loan demand, (2) expected deposit flows, (3) yields available on interest-earning deposits and securities and (4) the objectives of our asset/liability management program. Excess liquid
assets are invested generally in interest-earning deposits and short- and intermediate-term U.S. Treasury and federal agency securities.

Our most liquid assets are cash and cash equivalents and interest-bearing deposits. The levels of these assets depend on our operating, financing, lending and investing activities during any given period. At September 30, 2006,
cash and cash equivalents totaled $4.6 million, including interest-bearing deposits of $1.8 million. Securities classified as available-for-sale, which provide additional sources of liquidity, totaled $4.3 million at September 30, 2006. In
addition, at September 30, 2006, we had the ability to borrow a total of approximately $40.0 million from the Federal Home Loan Bank of Atlanta. On that date, we had advances outstanding of $16.0 million.

At September 30, 2006, we had $2.6 million in loan commitments outstanding, which included $255,000 in commitments to purchase mobile home loans. In
addition to commitments to originate loans, we had $1.1 million in unused lines of credit and $3.3 million of construction loans in process. Certificates of deposit due within one year of September 30, 2006 totaled $16.6 million, or 17.2% of
total deposits. If these deposits do not remain with us, we will be required to seek other sources of funds, including other certificates of deposit and lines of credit. Depending on market conditions, we may be required to pay higher rates on such
deposits or other borrowings than we currently pay on the certificates of deposit due on or before September 30, 2007. We believe, however, based on past experience, that a significant portion of our certificates of deposit will remain with us.
We have the ability to attract and retain deposits by adjusting the interest rates offered.

Our primary investing activities are the
origination of loans and the purchase of securities. Our primary financing activities consist of activity in deposit accounts. Deposit flows are affected by the overall level of interest rates, the interest rates and products offered by us and our
local competitors and other factors. We generally manage the pricing of our deposits to be competitive and to increase core deposits. Occasionally, we offer promotional rates on certain deposit products to attract deposits.



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##### Table of Contents

|                                            |      |                                 |       |      |  |   |        |  
|------------------------------------------- | ---- | ------------------------------- | ----- | ---- |  | - | ------ | -
|                                            |      | Three Months EndedSeptember 30, |      
|                                            | 2006 |                                 |       | 2005 | 
|                                            |      | (In thousands)                  |      
|Investing activities:                       |      |                                 |       |      |  |   |        |  
|Loan originations                           |      | $                               | 5,771 |      |  | $ | 14,244 |  
|Loan and participation purchases            |      |                                 | 332   |      |  |   | 633    |  
|Securities purchases                        |      |                                 | 33    |      |  |   | 32     |  
|Financing activities:                       |      |                                 |       |      |  |   |        |  
|Decrease in deposits                        |      |                                 | (562  | )    |  |   | (2,031 | )
|Increase in Federal Home Loan Bank advances |      |                                 | 1,500 |      |  |   | 14,000 |  

We are subject to various regulatory capital requirements administered by the Office of Thrift
Supervision, including a risk-based capital measure. The risk-based capital guidelines include both a definition of capital and a framework for calculating risk-weighted assets by assigning balance sheet assets and off-balance sheet items to broad
risk categories. At September 30, 2006, we exceeded all of our regulatory capital requirements. We are considered well capitalized under regulatory guidelines.

The capital from the offering significantly increased our liquidity and capital resources. Over time, this initial level of liquidity will be reduced as
net proceeds from the stock offering continue to be used for general corporate purposes, including the funding of lending activities. Our financial condition and results of operations have been enhanced by the capital from the offering, resulting in
increased net interest-earning assets and net income. However, the large increase in equity resulting from the capital raised in the offering had an adverse impact on our return on equity. We may use capital management tools such as cash dividends
and share repurchases.

Off-Balance Sheet Arrangements

In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles, are not recorded in our financial statements. These transactions
involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers requests for funding and take the form of loan commitments and lines of credit.

For the three months ended September 30, 2006 and the year ended June 30, 2006, we did not engage in any off-balance sheet transactions
reasonably likely to have a material effect on our financial condition, results of operations or cash flows.

Item 3. Controls and Procedures

The Companys management, including the Companys principal
executive officer and principal financial officer, have evaluated the effectiveness of the Companys disclosure controls and procedures, as such term is defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of
1934, as amended (the Exchange Act). Based upon their evaluation, the principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, the Companys



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##### Table of Contents

disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in the reports that the Company
files or submits under the Exchange Act with the Securities and Exchange Commission (the SEC) (1) is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms, and (2) is
accumulated and communicated to the Companys management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. However, the initial draft of the financial
statements are currently prepared by the chief financial officer. The absence of a second level of review of the financial statements disclosures may result in revisions to the draft financial statement disclosures (which are reflected in, and do
not affect the final interim financial statement disclosures) as a result of the review by the auditors.



15



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##### Table of Contents

Part II. OTHER INFORMATION

Item 1. Legal Proceedings

BV Financial is not involved in any pending legal proceedings. Bay-Vanguard
Federal is not involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business. Such routine legal proceedings, in the aggregate, are believed by management to be immaterial to its
financial condition and results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On April 12, 2006, BV
Financial announced the adoption of a stock repurchase program to acquire up to 132,250, or 5.0%, of BV Financials outstanding shares of common stock. The Company did not repurchase any of its securities in the quarter ended September 30,
2006.

Item 3. Defaults upon Senior Securities

Not Applicable.

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

Not Applicable.

Item 5. Other Information

None.

Item 6. Exhibits



|     |  |                                                                  
|---- |  | -----------------------------------------------------------------
|3.1  |  | Charter of BV Financial, Inc. (1)                                
|     | 
|3.2  |  | Bylaws of BV Financial, Inc. (1)                                 
|     | 
|4.0  |  | Stock Certificate of BV Financial, Inc. (1)                      
|     | 
|31.1 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
|     | 
|31.2 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
|     | 
|32.0 |  | Section 1350 Certification                                       

---

|(1) | Incorporated by reference into this document from the Exhibits filed with the Securities and Exchange Commission on the Registration Statement on Form SB-2, and any amendments
thereto, Registration No. 333-119083.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.



|                         |  |                    |  |                                                                                               
|------------------------ |  | ------------------ |  | ----------------------------------------------------------------------------------------------
|                         |  | BV FINANCIAL, INC.
|                         |  |                   
|Dated: November 14, 2006 |  | By:                |  | /s/ Carolyn M. Mroz                                                                           
|                         |  |                    |  | Carolyn M. Mroz                                                                               
|                         |  |                    |  | President and Chief Executive Officer (principal
executive officer)                           
|                         |  |                   
|Dated: November 14, 2006 |  | By:                |  | /s/ Edmund T. Leonard                                                                         
|                         |  |                    |  | Edmund T. Leonard                                                                             
|                         |  |                    |  | Chairman of the Board and Chief Financial Officer (principal financial and accounting officer)



17