##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D. C. 20549
 FORM 10-Q
 þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended March 31, 2009.
 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 0-24948
 PVF Capital Corp.




Ohio
    
    34-1659805(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)30000 Aurora Road, Solon, Ohio
    
    44139(Address of principal executive offices)
    
    (Zip Code)










þ o




o o




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



o þ




Common Stock, $0.01 Par Value
    
    7,773,823(Class)
    
    (Outstanding at May 8, 2009)










---



##### 



PVF CAPITAL CORP.
  PagePart I
    
    Financial InformationItem 1
    
    Financial StatementsConsolidated Statements of Financial
Condition, March 31, 2009 (unaudited)
and June 30, 2008.
    
    
    1Consolidated Statements of Operations
for the three months and nine months ended
March 31, 2009 and 2008 (unaudited).
    
    
    2Consolidated Statements of Cash Flows
for the nine months ended March 31,
2009 and 2008 (unaudited).
    
    
    3Notes to Consolidated Financial
Statements (unaudited).
    
    
    4Item 2
    
    Managements Discussion and Analysis of
Financial Condition and Results of
Operations
    
    
    14Item 3
    
    Quantitative and Qualitative Disclosures
About Market Risk
    
    
    26Item 4T
    
    Controls and Procedures
    
    
    26Part II
    
    Other Information
    
    
    27Item
1.
    
    Legal Proceedings
    
    
    27Item
1A.
    
    Risk Factors
    
    
    27Item
2.
    
    Unregistered sale of
Equity Securities and Use of Proceeds
    
    
    28Item
3.
    
    Defaults Upon Senior
Securities
    
    
    29Item
4.
    
    Submission of
Matters to a Vote of Security Holders
    
    
    29Item
5.
    
    Other Information
    
    
    29Item
6.
    
    Exhibits
    
    
    29SignaturesEX-31.1EX-31.2EX-32




---



##### Table of Contents



PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 March 31,
    
    
    June 30,2009
    
    
    2008unauditedASSETSCash and cash equivalents:Cash and amounts due from depository institutions
    
    $
    12,232,505
    
    
    $
    7,455,720Interest bearing deposits
    
    $
    3,432,427
    
    
    
    700,674Federal funds sold
    
    
    25,852,000
    
    
    
    9,648,000Total cash and cash equivalents
    
    
    41,516,932
    
    
    
    17,804,394Securities available for sale
    
    
    47,600
    
    
    
    1,890,000Securities
held to maturity (fair values of $0 and $7,603,907, respectively)
    
    
    0
    
    
    
    7,580,000Mortgage-backed securities held to maturity (fair values of $0 and $53,259,867, respectively)
    
    
    0
    
    
    
    55,151,069Mortgage-backed securities available for sale
    
    
    67,259,292
    
    
    
    0Loans receivable held for sale, net
    
    
    16,162,519
    
    
    
    7,830,994Loans receivable, net of allowance of
$25,802,876 and $9,653,972, respectively
    
    
    697,498,374
    
    
    
    714,492,406Office properties and equipment, net
    
    
    8,842,985
    
    
    
    9,232,711Real estate owned, net
    
    
    12,326,573
    
    
    
    4,064,708Federal Home Loan Bank stock
    
    
    12,811,100
    
    
    
    12,640,600Bank owned life insurance
    
    
    22,950,096
    
    
    
    23,009,038Prepaid expenses and other assets
    
    
    18,271,800
    
    
    
    13,706,218Total Assets
    
    $
    897,687,271
    
    
    $
    867,402,138LIABILITIES AND STOCKHOLDERS EQUITYLiabilitiesDeposits
    
    $
    706,996,012
    
    
    $
    659,385,765Short-term advances from the Federal Home Loan Bank
    
    
    0
    
    
    
    9,000,000Line of credit
    
    
    0
    
    
    
    950,000Note Payable
    
    
    1,375,000
    
    
    
    0Long-term advances from the Federal Home Loan Bank
    
    
    35,000,000
    
    
    
    35,000,000Repurchase agreement
    
    
    50,000,000
    
    
    
    50,000,000Subordinated debentures
    
    
    20,000,000
    
    
    
    20,000,000Advances from borrowers for taxes and insurance
    
    
    6,604,735
    
    
    
    8,973,604Accrued expenses and other liabilities
    
    
    19,803,676
    
    
    
    15,017,435Total Liabilities
    
    
    839,779,423
    
    
    
    798,326,804Stockholders EquitySerial preferred stock, none issued
    
    
    
    
    
    
    Common stock, $0.01 par value, 15,000,000 shares authorized;
8,246,548 shares issued
    
    
    82,465
    
    
    
    82,465Additional paid-in-capital
    
    
    69,359,474
    
    
    
    69,155,729Retained earnings
    
    
    (8,626,520
    )
    
    
    3,674,287Accumulated other comprehensive income (loss)
    
    
    929,575
    
    
    
    0Treasury Stock, at cost 472,725 shares
    
    
    (3,837,147
    )
    
    
    (3,837,147
    )Total Stockholders Equity
    
    
    57,907,848
    
    
    
    69,075,334Total Liabilities and Stockholders Equity
    
    $
    897,687,271
    
    
    $
    867,402,138
  Page 1




---



##### Table of Contents



PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 Three Months Ended
    
    
    Nine Months EndedMarch 31,
    
    
    March 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Interest and dividends incomeLoans
    
    $
    9,972,142
    
    
    $
    12,467,244
    
    
    $
    32,312,977
    
    
    $
    39,578,811Mortgage-backed securities
    
    
    797,215
    
    
    
    384,335
    
    
    
    2,184,748
    
    
    $
    1,016,618Federal Home Loan Bank stock dividends
    
    
    144,912
    
    
    
    160,706
    
    
    
    474,340
    
    
    $
    579,638Securities
    
    
    19,444
    
    
    
    238,169
    
    
    
    303,414
    
    
    $
    1,514,282Federal funds sold and interest bearing deposits
    
    
    3,153
    
    
    
    322,376
    
    
    
    115,737
    
    
    $
    642,120Total interest and dividends income
    
    
    10,936,867
    
    
    
    13,572,830
    
    
    
    35,391,217
    
    
    
    43,331,469Interest expenseDeposits
    
    
    5,370,919
    
    
    
    7,111,539
    
    
    
    17,563,291
    
    
    
    21,838,348Short-term borrowings
    
    
    631,533
    
    
    
    40,492
    
    
    
    641,332
    
    
    
    1,541,537Long-term borrowings
    
    
    268,781
    
    
    
    873,249
    
    
    
    2,092,372
    
    
    
    2,505,321Subordinated debt
    
    
    309,196
    
    
    
    357,028
    
    
    
    980,750
    
    
    
    1,132,827Total interest expense
    
    
    6,580,429
    
    
    
    8,382,308
    
    
    
    21,277,745
    
    
    
    27,018,033Net interest income
    
    
    4,356,438
    
    
    
    5,190,522
    
    
    
    14,113,472
    
    
    
    16,313,436Provision for loan losses
    
    
    15,690,600
    
    
    
    819,000
    
    
    
    20,022,600
    
    
    
    1,494,400Net interest income after provision for loan losses
    
    
    (11,334,162
    )
    
    
    4,371,522
    
    
    
    (5,909,128
    )
    
    
    14,819,036Noninterest income, netService and other fees
    
    
    166,356
    
    
    
    185,835
    
    
    
    522,156
    
    
    
    614,450Mortgage banking activities, net
    
    
    3,657,201
    
    
    
    658,823
    
    
    
    4,535,378
    
    
    
    1,385,191Increase (decrease) in cash surrender value of bank owned life
insurance
    
    
    (55,652
    )
    
    
    171,470
    
    
    
    (58,941
    )
    
    
    639,091Impairment of securities
    
    
    (1,200
    )
    
    
    0
    
    
    
    (1,842,400
    )
    
    
    0Gain (loss) on real estate owned
    
    
    (874,831
    )
    
    
    32,078
    
    
    
    (1,197,316
    )
    
    
    (162,099
    )Gain on the sale of securities
    
    
    558,409
    
    
    
    0
    
    
    
    1,224,338
    
    
    
    0Other, net
    
    
    336,875
    
    
    
    166,316
    
    
    
    742,136
    
    
    
    370,157Total noninterest income, net
    
    
    3,787,158
    
    
    
    1,214,522
    
    
    
    3,925,350
    
    
    
    2,846,790Noninterest expenseCompensation and benefits
    
    
    2,386,474
    
    
    
    2,522,392
    
    
    
    7,960,033
    
    
    
    8,116,665Office occupancy and equipment
    
    
    691,158
    
    
    
    752,672
    
    
    
    2,096,836
    
    
    
    2,367,643Outside Services
    
    
    576,113
    
    
    
    330,179
    
    
    
    1,432,845
    
    
    
    1,035,422Federal deposit insurance premium
    
    
    233,530
    
    
    
    18,758
    
    
    
    565,629
    
    
    
    57,747Real estate owned expense
    
    
    539,063
    
    
    
    313,943
    
    
    
    1,266,374
    
    
    
    665,510Other
    
    
    1,003,549
    
    
    
    1,254,940
    
    
    
    3,058,801
    
    
    
    3,261,250Total noninterest expense
    
    
    5,429,887
    
    
    
    5,192,883
    
    
    
    16,380,519
    
    
    
    15,504,237Income (loss) before federal income tax provision
    
    
    (12,976,891
    )
    
    
    393,161
    
    
    
    (18,364,297
    )
    
    
    2,161,589Federal income tax provision (benefit)
    
    
    (4,396,051
    )
    
    
    91,916
    
    
    
    (6,160,663
    )
    
    
    517,516Net income (loss)
    
    $
    (8,580,839
    )
    
    $
    301,245
    
    
    $
    (12,203,633
    )
    
    $
    1,644,073Basic earnings (loss) per share
    
    
    ($1.10
    )
    
    $
    0.04
    
    
    
    (1.57
    )
    
    $
    0.21Diluted earnings (loss) per share
    
    
    ($1.10
    )
    
    $
    0.04
    
    
    
    (1.57
    )
    
    $
    0.21Dividends declared per common share
    
    $
    0.000
    
    
    $
    0.074
    
    
    $
    0.010
    
    
    $
    0.222
  Page 2




---



##### Table of Contents



PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 Nine Months EndedMarch 31,2009
    
    
    2008Operating ActivitiesNet income
    
    
    ($12,203,633
    )
    
    $
    1,644,073Adjustments to reconcile net income to net cash from operating activities
Amortization of premium on mortgage-backed securities
    
    
    584,236
    
    
    
    16,199Depreciation and amortization
    
    
    875,323
    
    
    
    1,143,044Provision for loan losses
    
    
    20,022,600
    
    
    
    1,494,400Impairment of securites
    
    
    1,842,400
    
    
    
    0Accretion of deferred loan origination fees, net
    
    
    (482,590
    )
    
    
    (755,618
    )(Gain) loss on sale of loans receivable held for sale, net
    
    
    (2,542,396
    )
    
    
    (667,720
    )(Gain) loss on sale of mortgage-backed securities held for sale, net
    
    
    (1,224,338
    )
    
    
    0Loss on disposal of real estate owned, net
    
    
    1,197,316
    
    
    
    162,099Market adjustment for loans held for sale
    
    
    (475,600
    )
    
    
    (50,400
    )Change in fair value of mortgage banking derivatives
    
    
    (1,437,094
    )
    
    
    (300,613
    )Stock compensation
    
    
    203,745
    
    
    
    86,498Federal Home Loan Bank stock dividends
    
    
    (170,500
    )
    
    
    (160,700
    )Change in accrued interest on securities, loans, and borrowings, net
    
    
    1,324,178
    
    
    
    (143,907
    )Origination of loans receivable held for sale, net
    
    
    (196,039,153
    )
    
    
    (101,004,753
    )Sale of loans receivable held for sale, net
    
    
    189,037,731
    
    
    
    103,572,431Increase in cash surrender value of bank owned life insurance
    
    
    58,941
    
    
    
    (639,091
    )Net change in other assets and other liabilities
    
    
    (823,071
    )
    
    
    (653,102
    )Net cash from operating activities
    
    
    (251,906
    )
    
    
    3,742,840Investing ActivitiesLoan repayments and originations, net
    
    
    (18,611,504
    )
    
    
    (569,529
    )Principal repayments on mortgage-backed securities held to maturity
    
    
    5,909,275
    
    
    
    1,739,063Purchase of mortgage-backed securities available for sale
    
    
    (113,276,827
    )
    
    
    (29,586,173
    )Sale of mortgage-backed securities
    
    
    97,304,678
    
    
    
    0Purchase of securities available for sale
    
    
    0
    
    
    
    (2,085,140
    )Purchase of securities held to maturity
    
    
    (10,000,000
    )
    
    
    (37,580,000
    )Maturities of securities held to maturity
    
    
    17,580,000
    
    
    
    83,000,000Proceeds from sale of real estate owned
    
    
    6,606,345
    
    
    
    2,278,323Additions to office properties and equipment, net
    
    
    (485,597
    )
    
    
    (100,991
    )Net cash from investing activities
    
    
    (14,973,630
    )
    
    
    17,095,553Financing activitiesNet increase (decrease) in demand deposits, NOW, and passbook savings
    
    
    6,895,334
    
    
    
    (2,230,977
    )Net increase (decrease) in time deposits
    
    
    40,714,914
    
    
    
    19,386,742Net increase (decrease) in short-term Federal Home Loan Bank advances
    
    
    (9,000,000
    )
    
    
    (65,000,000
    )Repayment of long-term Federal Home Loan Bank advances
    
    
    0
    
    
    
    20,000,000Proceeds from loan
    
    
    1,375,000
    
    
    
    0Net repayment line of credit
    
    
    (950,000
    )
    
    
    (1,010,000
    )Proceeds from exercise of stock options
    
    
    0
    
    
    
    336,171Stock repurchased and retired
    
    
    0
    
    
    
    (96,427
    )Cash dividend paid
    
    
    (97,173
    )
    
    
    (1,723,110
    )Net cash from financing activities
    
    
    38,938,074
    
    
    
    (30,337,601
    )Net increase in cash and cash equivalents
    
    
    23,712,538
    
    
    
    (9,499,208
    )Cash and cash equivalents at beginning of period
    
    
    17,804,394
    
    
    
    28,457,579Cash and cash equivalents at end of period
    
    $
    41,516,932
    
    
    $
    18,958,371Supplemental disclosures of cash flow information:Cash payments of interest expense
    
    $
    20,495,309
    
    
    $
    27,094,315Cash payments of income taxes
    
    $
    0
    
    
    $
    954,000Supplemental noncash investing activity:Transfer of loans to real estate owned
    
    $
    16,065,526
    
    
    $
    4,074,663
  Page 3




---



##### Table of Contents



PVF CAPITAL CORP.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 For the Nine Months Ended
March 31, 2009 and 2008
(Unaudited)
        Page 4




---



##### Table of Contents



Gross
    
    
    GrossFair
    
    
    Unrealized
    
    
    UnrealizedValue
    
    
    Gains
    
    
    LossesFNMA mortgage-backed securities
    
    $
    35,362,707
    
    
    $
    946,921
    
    
    
    FHLMC mortgage-backed securities
    
    
    26,734,625
    
    
    
    398,228
    
    
    
    GNMA mortgage-backed securities
    
    
    5,161,960
    
    
    
    60,098
    
    
    
    Total
    
    $
    67,259,292
    
    
    $
    1,405,247
    
    
    
    
  Gross
    
    
    GrossCarrying
    
    
    Unrecognized
    
    
    Unrecognized
    
    
    FairAmount
    
    
    Gains
    
    
    Losses
    
    
    ValueFNMA mortgage-backed securities
    
    $
    54,835,052
    
    
    $
    6,562
    
    
    $
    (1,900,089
    )
    
    $
    52,941,555FHLMC mortgage-backed
securities
    
    
    316,017
    
    
    
    2,548
    
    
    
    (223
    )
    
    
    318,342Total
    
    $
    55,151,069
    
    
    $
    9,110
    
    
    $
    (1,900,312
    )
    
    $
    53,259,867
  Three months
    
    
    Three months
    
    
    Nine months
    
    
    Nine monthsended
    
    
    ended
    
    
    ended
    
    
    endedMarch 31,2009
    
    
    March 31, 2008
    
    
    March 31, 2009
    
    
    March 31, 2008Beginning
balance
    
    $
    11,000,008
    
    
    $
    4,818,657
    
    
    $
    9,653,972
    
    
    $
    4,580,549Provision for
loan losses
    
    
    15,690,600
    
    
    
    819,000
    
    
    
    20,022,600
    
    
    
    1,494,400Charge-offs
    
    
    (887,732
    )
    
    
    (77,545
    )
    
    
    (3,873,696
    )
    
    
    (514,837
    )Recoveries
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Ending
balance
    
    $
    25,802,876
    
    
    $
    5,560,112
    
    
    $
    25,802,876
    
    
    $
    5,560,112
  Page 5




---



##### Table of Contents



March 31, 2009
    
    
    June 30, 2008Loans held-for-sale
    
    $
    16,162,519
    
    
    $
    7,872,155Less: Allowance to adjust to lower of cost or market
    
    
    
    
    
    
    (41,161
    )Loans held-for-sale, net
    
    $
    16,162,519
    
    
    $
    7,830,994
   Nine Months EndedMarch 31,2009
    
    
    2008Servicing rights:Beginning of period
    
    $
    4,398,783
    
    
    $
    4,426,296Additions
    
    
    1,687,894
    
    
    
    1,077,704Amortized to expense
    
    
    (1,447,264
    )
    
    
    (1,136,336
    )End of period
    
    $
    4,639,413
    
    
    $
    4,367,664
  Three Months Ended
    
    
    Nine Months EndedMarch 31,
    
    
    March 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Mortgage loan servicing fees
    
    $
    507,089
    
    
    $
    505,187
    
    
    $
    1,527,552
    
    
    $
    1,502,794Amortization and impairment of
mortgage loan servicing rights
    
    
    (734,785
    )
    
    
    (463,038
    )
    
    
    (1,447,264
    )
    
    
    (1,136,336
    )Market adjustments for loans
held-for-sale
    
    
    315,280
    
    
    
    
    
    
    
    475,600
    
    
    
    50,400Change in fair value of
mortgage banking derivatives
    
    
    1,199,099
    
    
    
    177,913
    
    
    
    1,437,094
    
    
    
    300,613Gain (losses) on sales of loans
    
    
    2,370,518
    
    
    
    438,761
    
    
    
    2,542,396
    
    
    
    667,720Mortgage banking activities,
net
    
    $
    3,657,201
    
    
    $
    658,823
    
    
    $
    4,535,378
    
    
    $
    1,385,191
 Page 6




---



##### Table of Contents



Page 7




---



##### Table of Contents



Nine months endedMarch 31, 2009Total options outstandingWeightedAverageExerciseShares
    
    
    PriceOptions outstanding, beginning of period
    
    
    533,426
    
    
    $
    9.32Forfeited
    
    
    (14,481
    )
    
    
    8.85Expired
    
    
    (23,383
    )
    
    
    5.77Exercised
    
    
    
    
    
    
    Granted
    
    
    94,200
    
    
    
    4.07Options outstanding, end of period
    
    
    589,762
    
    
    $
    8.63Options exercisable, end of period
    
    
    477,702
    
    
    $
    8.60
   Three months ended
    
    Nine months endedMarch 31,
    
    March 31,2009
    
    2008
    
    2009
    
    2008Proceeds from options
exercised
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    336,171Related tax benefit
recognized
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Intrinsic value of
options exercised
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    388,042
  2009Expected average risk-free interest rate
    
    
    3.82
    %Expected average life (in years)
    
    
    9.42Expected volatility
    
    
    28.61
    %Expected dividend yield
    
    
    0
    %
  Page 8




---



##### Table of Contents



Three months ended March 31,2009
    
    2008Income
    
    
    
    
    
    
    
    
    
    Income(loss)
    
    Shares
    
    Per Share
    
    (loss)
    
    Shares
    
    Per Share(Numerator)
    
    (Denominator)
    
    Amount
    
    (Numerator)
    
    (Denominator)
    
    AmountBasic EPS
Net Income
(loss)
    
    
    ($8,580,839
    )
    
    
    7,773,823
    
    
    
    ($1.10
    )
    
    $
    301,245
    
    
    
    7,773,823
    
    
    $
    0.04Effect of
Stock Options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    84,972
    
    
    
    Diluted EPS
Net Income
(loss)
    
    
    ($8,580,839
    )
    
    
    7,773,823
    
    
    
    ($1.10
    )
    
    $
    301,245
    
    
    
    7,858,795
    
    
    $
    0.04
 Nine months ended March 31,2009
    
    2008Income
    
    
    
    
    
    
    
    
    
    Income(loss)
    
    Shares
    
    Per Share
    
    (loss)
    
    Shares
    
    Per Share(Numerator)
    
    (Denominator)
    
    Amount
    
    (Numerator)
    
    (Denominator)
    
    AmountBasic EPS
Net Income
(loss)
    
    
    ($12,203,633
    )
    
    
    7,773,823
    
    
    
    ($1.57
    )
    
    $
    1,644,073
    
    
    
    7,755,812
    
    
    $
    0.21Effect of
Stock Options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    151,837
    
    
    
    Diluted EPS
Net Income
(loss)
    
    
    ($12,203,633
    )
    
    
    7,773,823
    
    
    
    ($1.57
    )
    
    $
    1,644,073
    
    
    
    7,907,649
    
    
    $
    0.21
    Page 9




---



##### Table of Contents



QuotedPrices inActiveMarkets
    
    Significantfor
    
    Other
    
    SignificantIdentical
    
    Observable
    
    UnobservableAssets
    
    Inputs
    
    InputsMarch 31, 2009
    
    (Level 1)
    
    (Level 2)
    
    (Level 3)Assets:Securities available-
for-sale
    
    $
    47,600
    
    
    $
    47,600
    
    
    
    
    
    
    
    Loans held-for-sale
    
    $
    16,162,519
    
    
    
    
    
    
    $
    16,162,519Mortgage-backed
securities available-
for-sale
    
    $
    67,259,292
    
    
    
    
    
    
    $
    67,259,292
    
    
    
    Mortgage-banking
pipeline derivatives
    
    $
    1,519,620
    
    
    
    
    
    
    $
    1,519,620
    
    
    
    
  QuotedPrices inActiveMarkets
    
    Significantfor
    
    Other
    
    SignificantIdentical
    
    Observable
    
    UnobservableMarch 31,
    
    Assets
    
    Inputs
    
    Inputs2009
    
    (Level 1)
    
    (Level 2)
    
    (Level 3)Assets:Impaired loans
    
    $
    21,734,422
    
    
    
    
    
    
    
    
    
    
    $
    21,734,422
 Page 10




---



##### Table of Contents



Page 11




---



##### Table of Contents



Page 12




---



##### Table of Contents



Page 13




---



##### Table of Contents



MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  FORWARD-LOOKING STATEMENTS
   FINANCIAL CONDITION
    Page 14




---



##### Table of Contents



FINANCIAL CONDITION continued
    March 31,
    
    
    June 30,2009
    
    
    2008Real estate mortgages:One-to-four family residential
    
    $
    159,623,287
    
    
    $
    168,532,008Home equity line of credit
    
    
    90,257,524
    
    
    
    87,876,182Multi-family residential
    
    
    59,542,257
    
    
    
    52,420,774Commercial
    
    
    196,913,303
    
    
    
    174,403,925Commercial equity line of credit
    
    
    44,579,720
    
    
    
    36,913,491Land
    
    
    67,893,946
    
    
    
    73,544,594Construction  residential
    
    
    48,356,497
    
    
    
    55,442,114Construction  multi-family
    
    
    5,313,057
    
    
    
    5,802,842Construction  commercial
    
    
    19,870,524
    
    
    
    38,303,228Total real estate mortgages
    
    
    692,350,115
    
    
    
    693,239,158Non-real estate loans
    
    
    33,235,699
    
    
    
    33,592,529Total loans receivable
    
    
    725,585,814
    
    
    
    726,831,687Net deferred loan origination fees
    
    
    (2,284,564
    )
    
    
    (2,685,309
    )Allowance for loan losses
    
    
    (25,802,876
    )
    
    
    (9,653,972
    )Loans receivable, net
    
    $
    697,498,374
    
    
    $
    714,492,406
    Page 15




---



##### Table of Contents



FINANCIAL CONDITION continued
  
 RESULTS OF OPERATIONS
    
    Three months ended March 31, 2009,
compared to three months ended
March 31, 2008.
      Page 16




---



##### Table of Contents



RESULTS OF OPERATIONS continued
   Three Months Ended
    
    
    Three Months EndedMarch 31, 2009
    
    
    March 31, 2008Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    AverageBalance
    
    
    Interest
    
    
    Yield/Cost
    
    
    Balance
    
    
    Interest
    
    
    Yield/CostInterest-earning assetsLoans (1)
    
    $
    749,819
    
    
    $
    9,972
    
    
    
    5.32
    %
    
    $
    725,501
    
    
    $
    12,467
    
    
    
    6.87
    %Mortgage-backed securities
    
    
    64,414
    
    
    
    797
    
    
    
    4.96
    %
    
    
    30,935
    
    
    
    384
    
    
    
    4.98
    %Investments and other
    
    
    22,210
    
    
    
    168
    
    
    
    3.01
    %
    
    
    60,781
    
    
    
    721
    
    
    
    4.74
    %Total interest-earning
assets
    
    
    836,443
    
    
    
    10,937
    
    
    
    5.23
    %
    
    
    817,217
    
    
    
    13,572
    
    
    
    6.64
    %Non-interest-earning assets
    
    
    55,461
    
    
    
    
    
    
    
    
    
    
    
    57,296Total Assets
    
    $
    891,904
    
    
    
    
    
    
    
    
    
    
    $
    874,513Interest-bearing liabilitiesDeposits
    
    $
    693,831
    
    
    $
    5,371
    
    
    
    3.10
    %
    
    $
    671,217
    
    
    $
    7,111
    
    
    
    4.24
    %Borrowings
    
    
    98,718
    
    
    
    901
    
    
    
    3.65
    %
    
    
    87,639
    
    
    
    914
    
    
    
    4.17
    %Subordinated debt
    
    
    20,000
    
    
    
    309
    
    
    
    6.18
    %
    
    
    20,000
    
    
    
    357
    
    
    
    7.14
    %Total interest-bearing
liabilities
    
    
    812,549
    
    
    
    6,581
    
    
    
    3.24
    %
    
    
    778,856
    
    
    
    8,382
    
    
    
    4.30
    %Non-interest-bearing
liabilities
    
    
    19,002
    
    
    
    
    
    
    
    
    
    
    
    28,896Total liabilities
    
    $
    831,551
    
    
    
    
    
    
    
    
    
    
    $
    802,842Stockholders equity
    
    
    60,353
    
    
    
    
    
    
    
    
    
    
    
    71,671Total liabilities and equity
    
    $
    891,904
    
    
    
    
    
    
    
    
    
    
    $
    874,513Net interest income
    
    
    
    
    
    $
    4,356
    
    
    
    
    
    
    
    
    
    
    $
    5,190Interest-rate spread
    
    
    
    
    
    
    
    
    
    
    1.99
    %
    
    
    
    
    
    
    
    
    
    
    2.34
    %Yield on interest-earning
assets
    
    
    
    
    
    
    
    
    
    
    2.08
    %
    
    
    
    
    
    
    
    
    
    
    2.54
    %Interest-earning assets to
interest-bearing
liabilities
    
    
    102.94
    %
    
    
    
    
    
    
    
    
    
    
    104.93
    %
 
 (1)
    
    Non-accruing loans are included in the average loan balances for the periods presented. Page 17




---



##### Table of Contents



RESULTS OF OPERATIONS continued
   March 31, 2009
    
    
    June 30, 2008General valuation allowance
    
    $
    10,066,838
    
    
    $
    6,315,252Specific valuation allowance
    
    
    15,736,038
    
    
    
    3,338,720Total valuation allowance
    
    $
    25,802,876
    
    
    $
    9,653,972
    Page 18




---



##### Table of Contents



RESULTS OF OPERATIONS continued
  March 31,
    
    
    June 30,2009
    
    
    2008(Dollars in thousands)Loans on non-accruing status (1):Real estate mortgages:One-to-four family residential
    
    $
    17,651
    
    
    $
    6,453Commercial
    
    
    7,333
    
    
    
    3,001Multi-family residential
    
    
    3,715
    
    
    
    152Construction and land
    
    
    33,974
    
    
    
    12,350Non real estate
    
    
    1,394
    
    
    
    533Total loans on non-accrual status:
    
    $
    64,067
    
    
    $
    22,489Ratio of non-performing loans to total loans
    
    
    8.83
    %
    
    
    3.09
    %Other non-performing assets (2)
    
    $
    12,327
    
    
    $
    4,065Total non-performing assets
    
    $
    76,394
    
    
    $
    26,554Total non-performing assets to total assets
    
    
    8.51
    %
    
    
    3.06
    %
 
 (1)
    
    Non-accrual status denotes loans on which, in the opinion of management, the collection of
additional interest is unlikely, or loans that meet the non-accrual criteria established by
regulatory authorities. Payments received on a non-accrual loan are either applied to the
outstanding principal balance or recorded as interest income, depending on an assessment of
the collectibility of the principal balance of the loan.(2)
    
    Other non-performing assets represent property acquired by the Bank through foreclosure or
repossession.   Page 19




---



##### Table of Contents



RESULTS OF OPERATIONS continued
       Page 20




---



##### Table of Contents



RESULTS OF OPERATIONS continued
     RESULTS OF OPERATIONS
 
    Page 21




---



##### Table of Contents



RESULTS OF OPERATIONS continued
  Nine Months Ended
    
    
    Nine Months EndedMarch 31, 2009
    
    
    March 31, 2008Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    AverageBalance
    
    
    Interest
    
    
    Yield/Cost
    
    
    Balance
    
    
    Interest
    
    
    Yield/CostInterest-earning assetsLoans (1)
    
    $
    732,889
    
    
    $
    32,313
    
    
    
    5.88
    %
    
    $
    725,895
    
    
    $
    39,579
    
    
    
    7.27
    %Mortgage-backed securities
    
    
    58,866
    
    
    
    2,185
    
    
    
    4.95
    %
    
    
    27,197
    
    
    
    1,017
    
    
    
    4.99
    %Investments and other
    
    
    37,548
    
    
    
    893
    
    
    
    3.17
    %
    
    
    73,681
    
    
    
    2,735
    
    
    
    4.95
    %Total interest-earning
assets
    
    
    829,303
    
    
    
    35,391
    
    
    
    5.69
    %
    
    
    826,773
    
    
    
    43,331
    
    
    
    6.99
    %Non-interest-earning assets
    
    
    62,597
    
    
    
    
    
    
    
    
    
    
    
    56,771Total Assets
    
    $
    891,900
    
    
    
    
    
    
    
    
    
    
    $
    883,544Interest-bearing liabilitiesDeposits
    
    $
    689,037
    
    
    $
    17,563
    
    
    
    3.40
    %
    
    $
    656,633
    
    
    $
    21,838
    
    
    
    4.43
    %Borrowings
    
    
    90,042
    
    
    
    2,734
    
    
    
    4.05
    %
    
    
    108,695
    
    
    
    4,047
    
    
    
    4.96
    %Subordinated debt
    
    
    20,000
    
    
    
    981
    
    
    
    6.54
    %
    
    
    20,000
    
    
    
    1,133
    
    
    
    7.55
    %Total interest-bearing
liabilities
    
    
    799,079
    
    
    
    21,278
    
    
    
    3.55
    %
    
    
    785,328
    
    
    
    27,018
    
    
    
    4.59
    %Non-interest-bearing
liabilities
    
    
    27,576
    
    
    
    
    
    
    
    
    
    
    
    26,480Total liabilities
    
    $
    826,655
    
    
    
    
    
    
    
    
    
    
    $
    811,808Stockholders equity
    
    
    65,245
    
    
    
    
    
    
    
    
    
    
    
    71,736Total liabilities and equity
    
    $
    891,900
    
    
    
    
    
    
    
    
    
    
    $
    883,544Net interest income
    
    
    
    
    
    $
    14,113
    
    
    
    
    
    
    
    
    
    
    $
    16,313Interest-rate spread
    
    
    
    
    
    
    
    
    
    
    2.14
    %
    
    
    
    
    
    
    
    
    
    
    2.40
    %Yield on interest-earning
assets
    
    
    
    
    
    
    
    
    
    
    2.27
    %
    
    
    
    
    
    
    
    
    
    
    2.63
    %Interest-earning assets to
interest-bearing
liabilities
    
    
    103.78
    %
    
    
    
    
    
    
    
    
    
    
    105.28
    %
 
 (1)
    
    Non-accruing loans are included in the average loan balances for the periods
presented.  Page 22




---



##### Table of Contents



RESULTS OF OPERATIONS continued
        Page 23




---



##### Table of Contents



RESULTS OF OPERATIONS continued
  
 LIQUIDITY AND CAPITAL RESOURCES
     Page 24




---



##### Table of Contents



LIQUIDITY AND CAPITAL RESOURCES continued
    Park View
    
    
    
    
    
    
    Requirement forMarch 31, 2009
    
    Federal
    
    
    Percent of
    
    
    Well-Capitalized(dollars in thousands)
    
    Capital
    
    
    Assets(1)
    
    
    InstitutionTangible capital
    
    $
    70,771
    
    
    
    7.83
    %
    
    
    N/ATier-1 core capital
    
    $
    70,771
    
    
    
    7.86
    
    
    
    5.00
    %Tier-1 risk-based capital
    
    $
    70,771
    
    
    
    10.14
    
    
    
    6.00Total risk-based capital
    
    $
    79,514
    
    
    
    11.39
    
    
    
    10.00
 Park View
    
    
    
    
    
    
    Requirement forJune 30, 2008
    
    Federal
    
    
    Percent of
    
    
    Well-Capitalized(dollars in thousands)
    
    Capital
    
    
    Assets(1)
    
    
    InstitutionTangible capital
    
    $
    83,972
    
    
    
    9.68
    %
    
    
    N/ATier-1 core capital
    
    $
    83,972
    
    
    
    9.68
    
    
    
    5.00
    %Tier-1 risk-based capital
    
    $
    83,972
    
    
    
    12.09
    
    
    
    6.00Total risk-based capital
    
    $
    90,286
    
    
    
    12.99
    
    
    
    10.00
 
 (1)
    
    Tangible and core capital levels are shown as a percentage of total adjusted assets;
risk-based capital levels are shown as a percentage of risk-weighted assets. Page 25




---



##### Table of Contents



QUANTITATIVE AND QUALITATAIVE DISCLOSURES ABOUT MARKET RISK
   
  CONTROLS AND PROCEDURES
  Page 26




---



##### Table of Contents



The current economic environment poses significant challenges for us and could adversely affect our
financial condition and results of operations.
  Future
FDIC assessments will hurt our earnings.
  We
currently do not pay dividends and may not resume the payment of
dividends.
  Page 27




---



##### Table of Contents



We had operating losses during the last fiscal year and the nine months ended March 31, 2009.
Continued losses may have an adverse impact on our stock price and
regulatory capital ratios.
   (a)
    
    N/A(b)
    
    N/A(c)
    
    The following table illustrates the repurchase of the Companys
common stock during the period ended March 31, 2009:
 (c) TotalNumber ofSharesPurchased as(a) Total
    
    
    
    
    
    Part of
    
    (d) Maximum Number ofNumber of
    
    (b) Average
    
    Publicly
    
    Shares that May YetShares
    
    Price Paid
    
    Announced Plans
    
    Be Purchased UnderPeriod
    
    Purchased
    
    per Share
    
    or Programs
    
    the Plans or ProgramsJanuary 1 through
January 31, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    265,602February 1 through
February 28, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    265,602March 1 through
March 31, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    265,602Total
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    265,602
 Page 28




---



##### Table of Contents



Exhibits
 3.1
    
    Articles of incorporation, as amended and restated (1)3.2
    
    Code of Regulations, as amended and restated (2)3.3
    
    Bylaws, as amended and restated (3)4
    
    Specimen Common Stock Certificate (4)10.1*
    
    Agreement with Marty Adams Consulting, LLC (5)31.1
    
    Rule 13a-14(a) Certification of Chief Executive Officer31.2
    
    Rule 13a-14(a) Certification of Chief Financial Officer32
    
    Section 1350 Certification
 
 *
    
    Management contract on compensatory plan, contract or
arrangement.(1)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for
the year ended June 30, 2002 (Commission File No. 0-24948).(2)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K filed
on February 6, 2008 (Commission File No. 0-24948).(3)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for
the year ended June 30, 2005 (Commission File No. 0-24948).(4)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for
the year ended June 30, 1996 (Commission File No. 0-24948).(5)
    
    Incorporated by reference to Form 8-K filed on March 4, 2009. Page 29




---



##### Table of Contents



Signature
  PVF Capital Corp.
(Registrant)Date:  May 8, 2009
    /s/ Edward B. DebevecEdward B. DebevecTreasurer
(Duly authorized officer and
Principal Financial Officer)