##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-K
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended June 30, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number 0-24948
 PVF CAPITAL CORP.
  Ohio
    
    34-1659805(State or other jurisdiction
    
    (I.R.S. Employerof incorporation or organization)
    
    Identification No.)30000 Aurora Road, Solon, Ohio
    
    44139(Address of principal executive offices)
    
    (Zip Code)
 ( 440) 248-7171
  Title of each class
    
    Name of each exchange on which registeredCommon Stock (par value $0.01 per share)
    
    The Nasdaq Stock Market, LLC
 None
 Yes
o No
þ
 Yes
o No
þ
 Yes þ No o
 Yes o No o
 o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 Yes
o No
þ
 SM
  DOCUMENTS INCORPORATED BY REFERENCE




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##### 



TABLE OF CONTENTS
 PagePART IItem 1. Business
    
    
    1Item 1A. Risk Factors
    
    
    27Item 1B. Unresolved Staff Comments
    
    
    31Item 2. Properties
    
    
    32Item 3. Legal Proceedings
    
    
    33Item 4. Submission of Matters to a Vote of Security Holders
    
    
    33PART IIItem 5. Market for the Registrants Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
    
    
    34Item 6. Selected Financial Data
    
    
    35Item 7. Managements Discussion and Analysis of Financial Condition
and Results of Operations
    
    
    37Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    50Item 8. Financial Statements and Supplementary Data
    
    
    53Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
    
    
    91Item 9A(T). Controls and Procedures
    
    
    91Item 9B. Other Information
    
    
    93PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    93Item 11. Executive Compensation
    
    
    93Item 12. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters
    
    
    93Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    94Item 14. Principal Accountant Fees and Services
    
    
    94PART IVItem 15. Exhibits and Financial Statement Schedules
    
    
    94SIGNATURESExhibit 3.3 Amended BylawsExhibit 4.2 Indenture - Capital Trust IIExhibit 10.1 Guarantee Agreement - Capital Trust IIExhibit 10.9 King Employment AgreementExhibit 10.10 Letter AgreementExhibit 21Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32




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##### Table of Contents



PART I
 
 Item 1. Business
 General
    
Regulation of the Bank
 Market Area
    1




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##### Table of Contents



Lending Activities
 Loan Portfolio Composition
   At June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Amount
    
    
    Percent
    
    
    Amount
    
    
    Percent
    
    
    Amount
    
    
    Percent
    
    
    Amount
    
    
    Percent
    
    
    Amount
    
    
    Percent(Dollars in thousands)Real estate loans receivable held
for investment:One-to four-family residential
    
    $
    158,956
    
    
    
    23.78
    %
    
    $
    168,532
    
    
    
    23.59
    %
    
    $
    163,298
    
    
    
    22.89
    %
    
    $
    174,575
    
    
    
    23.72
    %
    
    $
    148,956
    
    
    
    22.55
    %Home equity line of credit
    
    
    88,407
    
    
    
    13.23
    
    
    
    87,876
    
    
    
    12.30
    
    
    
    85,093
    
    
    
    11.93
    
    
    
    94,450
    
    
    
    12.83
    
    
    
    97,692
    
    
    
    14.79Multi-family residential
    
    
    58,568
    
    
    
    8.76
    
    
    
    52,421
    
    
    
    7.34
    
    
    
    48,101
    
    
    
    6.74
    
    
    
    45,716
    
    
    
    6.21
    
    
    
    33,505
    
    
    
    5.07Commercial
    
    
    192,115
    
    
    
    28.74
    
    
    
    174,404
    
    
    
    24.41
    
    
    
    184,850
    
    
    
    25.91
    
    
    
    170,392
    
    
    
    23.15
    
    
    
    171,331
    
    
    
    25.94Commercial equity line of credit
    
    
    46,287
    
    
    
    6.92
    
    
    
    36,913
    
    
    
    5.17
    
    
    
    33,208
    
    
    
    4.66
    
    
    
    34,064
    
    
    
    4.63
    
    
    
    31,875
    
    
    
    4.83Land
    
    
    60,922
    
    
    
    9.11
    
    
    
    73,545
    
    
    
    10.29
    
    
    
    74,414
    
    
    
    10.43
    
    
    
    77,242
    
    
    
    10.49
    
    
    
    68,165
    
    
    
    10.32Construction  residential
    
    
    39,237
    
    
    
    5.87
    
    
    
    55,442
    
    
    
    7.76
    
    
    
    63,316
    
    
    
    8.88
    
    
    
    84,146
    
    
    
    11.43
    
    
    
    75,460
    
    
    
    11.42Construction  multi-family
    
    
    5,211
    
    
    
    0.78
    
    
    
    5,803
    
    
    
    0.81
    
    
    
    6,397
    
    
    
    0.90
    
    
    
    7,955
    
    
    
    1.08
    
    
    
    
    
    
    
    Construction  commercial
    
    
    20,381
    
    
    
    3.05
    
    
    
    38,303
    
    
    
    5.36
    
    
    
    31,610
    
    
    
    4.43
    
    
    
    33,757
    
    
    
    4.59
    
    
    
    24,355
    
    
    
    3.69Non-real estate
    
    
    32,155
    
    
    
    4.81
    
    
    
    33,592
    
    
    
    4.70
    
    
    
    30,455
    
    
    
    4.27
    
    
    
    21,824
    
    
    
    2.96
    
    
    
    17,300
    
    
    
    2.62702,239
    
    
    
    105.05
    
    
    
    726,831
    
    
    
    101.73
    
    
    
    720,742
    
    
    
    101.04
    
    
    
    744,121
    
    
    
    101.09
    
    
    
    668,639
    
    
    
    101.23Deferred loan fees
    
    
    (2,296
    )
    
    
    (0.34
    )
    
    
    (2,685
    )
    
    
    (0.38
    )
    
    
    (2,832
    )
    
    
    (0.40
    )
    
    
    (3,381
    )
    
    
    (0.46
    )
    
    
    (3,833
    )
    
    
    (0.58
    )Allowance for loan losses
    
    
    (31,483
    )
    
    
    (4.71
    )
    
    
    (9,654
    )
    
    
    (1.35
    )
    
    
    (4,581
    )
    
    
    (0.64
    )
    
    
    (4,675
    )
    
    
    (0.63
    )
    
    
    (4,312
    )
    
    
    (0.65
    )Total other items
    
    
    (33,779
    )
    
    
    (5.05
    )
    
    
    (12,339
    )
    
    
    (1.73
    )
    
    
    (7,413
    )
    
    
    (1.04
    )
    
    
    (8,056
    )
    
    
    (1.09
    )
    
    
    (8,145
    )
    
    
    (1.23
    )Total loans receivable, net
    
    $
    668,460
    
    
    
    100.00
    %
    
    $
    714,492
    
    
    
    100.00
    %
    
    $
    713,329
    
    
    
    100.00
    %
    
    $
    736,065
    
    
    
    100.00
    %
    
    $
    660,494
    
    
    
    100.00
    %Loans receivable held for sale, net
    
    $
    27,078
    
    
    
    
    
    
    $
    7,831
    
    
    
    
    
    
    $
    14,993
    
    
    
    
    
    
    $
    10,698
    
    
    
    
    
    
    $
    9,060
  2




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Due During
    
    
    Due After Onethe Year
    
    
    Through Five
    
    
    Due Five YearsEnding
    
    
    Years After
    
    
    or More AfterJune 30,
    
    
    June 30,
    
    
    June 30,2010
    
    
    2009
    
    
    2009(In thousands)Real estate construction loans
    
    $
    64,830
    
    
    $
    
    
    
    $
    Non-real estate loans
    
    
    11,708
    
    
    
    12,801
    
    
    
    7,646Total
    
    $
    76,538
    
    
    $
    12,801
    
    
    $
    7,646
  Origination, Purchase and Sale of Loans
   Loan Underwriting Policies
   3




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##### Table of Contents



Residential Real Estate Lending.
  Commercial and Multi-Family Residential Real Estate Lending.
   4




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##### Table of Contents



Construction Loans.
   Land Loans.
  Equity Line of Credit Loans.
 Commercial Non-Real Estate Business Loans.
  5




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##### Table of Contents



Mortgage Banking Activity
     Nonperforming Loans and Other Problem Assets
   6




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##### Table of Contents



At June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(Dollars in thousands)Non-accruing loans (1):Real estate
    
    $
    69,762
    
    
    $
    22,489
    
    
    $
    13,653
    
    
    $
    15,456
    
    
    $
    11,750Total
    
    $
    69,762
    
    
    $
    22,489
    
    
    $
    13,653
    
    
    $
    15,456
    
    
    $
    11,750Accruing loans which are contractually past due
90 days or more:Real estate
    
    $
    729
    
    
    $
    2,977
    
    
    $
    876
    
    
    $
    
    
    
    $
    608Total
    
    $
    729
    
    
    $
    2,977
    
    
    $
    876
    
    
    $
    
    
    
    $
    608Total nonaccrual and 90 days past due loans
    
    $
    70,491
    
    
    $
    25,466
    
    
    $
    14,529
    
    
    $
    15,456
    
    
    $
    12,358Ratio of nonperforming loans to total loans
    
    
    10.04
    %
    
    
    3.51
    %
    
    
    1.99
    %
    
    
    2.08
    %
    
    
    1.85
    %Other nonperforming assets (2)
    
    $
    11,608
    
    
    $
    4,065
    
    
    $
    2,622
    
    
    $
    817
    
    
    $
    1,319Total nonperforming assets
    
    $
    82,099
    
    
    $
    29,531
    
    
    $
    17,151
    
    
    $
    16,273
    
    
    $
    13,677Total nonperforming assets to total assets
    
    
    9.11
    %
    
    
    3.40
    %
    
    
    1.90
    %
    
    
    1.80
    %
    
    
    1.66
    %
 
 (1)
    
    Nonaccrual status denotes loans on which, in the opinion of management, the collection of
additional interest is unlikely, or loans that meet the nonaccrual criteria established by
regulatory authorities. Nonaccrual loans include all loans classified as doubtful or loss,
and all loans greater than 90 days past due with a loan-to-value ratio greater than 60%.(2)
    
    Other nonperforming assets represent property acquired by the Bank through foreclosure or
repossession.  At June 30,2009
    
    
    2008(In thousands)90 days
    
    
    91 to
    
    
    More than
    
    
    
    
    
    
    90 days
    
    
    91 to
    
    
    More thanor less
    
    
    365 days
    
    
    365 days
    
    
    Total
    
    
    or less
    
    
    365 days
    
    
    365 days
    
    
    TotalOne-to-four residential
    
    $
    $3,177
    
    
    $
    4,952
    
    
    $
    1,424
    
    
    $
    9,553
    
    
    $
    
    
    
    $
    2,426
    
    
    $
    2,105
    
    
    $
    4,531Home equity line of credit
    
    
    1,050
    
    
    
    3,104
    
    
    
    1,844
    
    
    
    5,998
    
    
    
    
    
    
    
    1,700
    
    
    
    1,455
    
    
    
    3,155Multi-family residential
    
    
    
    
    
    
    3,503
    
    
    
    176
    
    
    
    3,679
    
    
    
    
    
    
    
    152
    
    
    
    
    
    
    
    152Commercial real estate
    
    
    5,388
    
    
    
    5,056
    
    
    
    2,696
    
    
    
    13,140
    
    
    
    
    
    
    
    1,618
    
    
    
    2,584
    
    
    
    4,202Land
    
    
    7,186
    
    
    
    9,468
    
    
    
    1,311
    
    
    
    17,965
    
    
    
    
    
    
    
    2,850
    
    
    
    1,283
    
    
    
    4,133Residential construction
    
    
    1,596
    
    
    
    5,199
    
    
    
    3,909
    
    
    
    10,704
    
    
    
    
    
    
    
    4,990
    
    
    
    1,952
    
    
    
    6,942Multi-family construction
    
    
    
    
    
    
    5,050
    
    
    
    
    
    
    
    5,050
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Commercial construction
    
    
    1,250
    
    
    
    1,180
    
    
    
    300
    
    
    
    2,730
    
    
    
    
    
    
    
    
    
    
    
    1,818
    
    
    
    1,818Non-mortgage
    
    
    301
    
    
    
    13
    
    
    
    629
    
    
    
    943
    
    
    
    
    
    
    
    468
    
    
    
    65
    
    
    
    533Total
    
    $
    19,948
    
    
    $
    37,525
    
    
    $
    12,289
    
    
    $
    69,762
    
    
    $
    
    
    
    $
    14,204
    
    
    $
    11,262
    
    
    $
    25,466
   7




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8




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##### Table of Contents



Asset Classification and Allowance for Loan Losses. Regulation of the Bank  Regulatory Capital Requirements Nonperforming Loans and Other Problem Assets
   June 30, 2009
    
    
    June 30, 2008General allowance
    
    $
    16,517,403
    
    
    $
    6,315,252Specific allowance
    
    
    14,965,802
    
    
    
    3,338,720Total allowance
    
    $
    31,483,205
    
    
    $
    9,653,972
    9




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##### Table of Contents



Year Ended June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(Dollars in thousands)Balance at beginning of year
    
    $
    9,654
    
    
    $
    4,581
    
    
    $
    4,675
    
    
    $
    4,312
    
    
    $
    4,377Charge-offs:Mortgage loans
    
    
    9,446
    
    
    
    984
    
    
    
    1,178
    
    
    
    462
    
    
    
    176Non-real estate (1)
    
    
    
    
    
    
    2
    
    
    
    18
    
    
    
    1
    
    
    
    Total charge-offs
    
    
    9,446
    
    
    
    986
    
    
    
    1,196
    
    
    
    463
    
    
    
    176Recoveries:Mortgage loans
    
    
    2
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    Non-real estate (1)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total recoveries
    
    
    2
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    Net charge-offs
    
    
    9,444
    
    
    
    985
    
    
    
    1,196
    
    
    
    463
    
    
    
    176Provision charged to income
    
    
    31,273
    
    
    
    6,058
    
    
    
    1,102
    
    
    
    826
    
    
    
    111Balance at end of year
    
    $
    31,483
    
    
    $
    9,654
    
    
    $
    4,581
    
    
    $
    4,675
    
    
    $
    4,312Ratio of net charge-offs during the year to average
loans outstanding during the year
    
    
    1.3
    %
    
    
    0.1
    %
    
    
    0.1
    %
    
    
    0.1
    %
    
    
    
    %
 
 (1)
    
    Consists primarily of line of credit loans.  10




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##### Table of Contents



At June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005% of Loans
    
    
    
    
    
    
    % of Loans
    
    
    
    
    
    
    % of Loans
    
    
    
    
    
    
    % of Loans
    
    
    
    
    
    
    % of Loansin Category
    
    
    
    
    
    
    in Category
    
    
    
    
    
    
    in Category
    
    
    
    
    
    
    in Category
    
    
    
    
    
    
    in Categoryto Total
    
    
    
    
    
    
    to Total
    
    
    
    
    
    
    to Total
    
    
    
    
    
    
    to Total
    
    
    
    
    
    
    to TotalLoans
    
    
    
    
    
    
    Loans
    
    
    
    
    
    
    Loans
    
    
    
    
    
    
    Loans
    
    
    
    
    
    
    LoansAmount
    
    
    Outstanding
    
    
    Amount
    
    
    Outstanding
    
    
    Amount
    
    
    Outstanding
    
    
    Amount
    
    
    Outstanding
    
    
    Amount
    
    
    Outstanding(Dollars in thousands)Mortgage loans:One-to four-family residential (1)
    
    $
    11,738
    
    
    
    40.81
    %
    
    $
    3,797
    
    
    
    42.69
    %
    
    $
    1,200
    
    
    
    43.05
    %
    
    $
    2,005
    
    
    
    47.25
    %
    
    $
    1,570
    
    
    
    47.84
    %Multi-family residential
    
    
    1,701
    
    
    
    9.08
    
    
    
    304
    
    
    
    8.05
    
    
    
    288
    
    
    
    7.57
    
    
    
    271
    
    
    
    7.22
    
    
    
    207
    
    
    
    5.07Commercial
    
    
    5,885
    
    
    
    36.85
    
    
    
    3,153
    
    
    
    34.27
    
    
    
    2,508
    
    
    
    34.68
    
    
    
    1,892
    
    
    
    32.07
    
    
    
    1,827
    
    
    
    34.15Land
    
    
    11,698
    
    
    
    8.68
    
    
    
    1,716
    
    
    
    10.29
    
    
    
    582
    
    
    
    10.43
    
    
    
    436
    
    
    
    10.50
    
    
    
    360
    
    
    
    10.32Unallocated
    
    
    
    
    
    
    
    
    
    
    189
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    164
    
    
    
    Total mortgage loans
    
    
    31,022
    
    
    
    95.42
    
    
    
    9,159
    
    
    
    95.30
    
    
    
    4,578
    
    
    
    95.73
    
    
    
    4,604
    
    
    
    97.04
    
    
    
    4,128
    
    
    
    97.38Non-real estate
    
    
    461
    
    
    
    4.58
    
    
    
    495
    
    
    
    4.70
    
    
    
    3
    
    
    
    4.27
    
    
    
    71
    
    
    
    2.96
    
    
    
    184
    
    
    
    2.62Total allowance for loan losses
    
    $
    31,483
    
    
    
    100.00
    %
    
    $
    9,654
    
    
    
    100.00
    %
    
    $
    4,581
    
    
    
    100.00
    %
    
    $
    4,675
    
    
    
    100.00
    %
    
    $
    4,312
    
    
    
    100.00
    %
 
 (1)
    
    Consists of one-to four-family residential and home equity lines of credit, including
owner-occupied and non-owner-occupied properties.  11




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Investment Activities
      At June 30,2009
    
    
    2008
    
    
    2007(In thousands)Investment securities:Equity securities
    
    $
    103
    
    
    $
    1,890
    
    
    $
    U. S. Government Sponsored Enterprise Securities
    
    
    
    
    
    
    7,580
    
    
    
    58,000U. S. Government Securities
    
    
    50,000
    
    
    
    
    
    
    
    Mortgage-backed securities held to maturity
    
    
    
    
    
    
    55,151
    
    
    
    25,880Mortgage-backed securities available for sale
    
    
    64,178
    
    
    
    
    
    
    
    Total securities
    
    
    114,281
    
    
    
    64,621
    
    
    
    83,880FHLB of Cincinnati stock
    
    
    12,811
    
    
    
    12,641
    
    
    
    12,312Total investments
    
    $
    127,092
    
    
    $
    77,262
    
    
    $
    96,192
  12




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##### Table of Contents



At June 30, 2009One Year
    
    
    One to Five
    
    
    Five to Ten
    
    
    More thanor Less
    
    
    Years
    
    
    Years
    
    
    Ten Years
    
    
    Total SecuritiesCarrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    Average
    
    
    Carrying
    
    
    AverageValue
    
    
    Yield
    
    
    Value
    
    
    Yield
    
    
    Value
    
    
    Yield
    
    
    Value
    
    
    Yield
    
    
    Value
    
    
    Yield(Dollars in thousands)U.S. Government Sponsored
    
    $
    50,000
    
    
    
    0.05
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    50,000
    
    
    
    0.05
    %Enterprise SecuritiesMortgage-backed securities
    
    
    257
    
    
    
    4.86
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    63,921
    
    
    
    5.32
    %
    
    
    64,178
    
    
    
    5.32
    %Total
    
    $
    50,257
    
    
    
    0.07
    %
    
    $
    
    
    
    
    
    %
    
    $
    
    
    
    
    
    %
    
    $
    63,921
    
    
    
    5.32
    %
    
    $
    114,178
    
    
    
    3.01
    %
  13




---



##### Table of Contents



Deposit Activity and Other Sources of Funds
 General.
 Deposits.
    WeightedAverage
    
    
    
    
    
    
    
    
    
    
    
    
    PercentageInterest
    
    
    
    
    Minimum
    
    
    
    
    
    of TotalRate
    
    
    Category
    
    Balance
    
    
    Balance
    
    
    Deposits(in thousands)0.49%
    
    
    NOW accounts
    
    $
    50
    
    
    $
    38,037
    
    
    
    5.24
    %1.38
    
    
    Passbook statement accounts
    
    
    5
    
    
    
    61,466
    
    
    
    8.481.49
    
    
    Money market accounts
    
    
    1,000
    
    
    
    68,549
    
    
    
    9.460.00
    
    
    Noninterest-earning demand accounts
    
    
    50
    
    
    
    20,146
    
    
    
    2.78188,198
    
    
    
    25.96Certificates of Deposit2.86
    
    
    3 months or less
    
    
    500
    
    
    
    387,296
    
    
    
    53.433.40
    
    
    3  6 months
    
    
    500
    
    
    
    40,603
    
    
    
    5.602.97
    
    
    6  12 months
    
    
    500
    
    
    
    68,460
    
    
    
    9.444.34
    
    
    1  3 years
    
    
    500
    
    
    
    31,168
    
    
    
    4.304.61
    
    
    More than three years
    
    
    500
    
    
    
    9,207
    
    
    
    1.273.03
    
    
    Total certificates of deposit
    
    
    
    
    
    
    536,734
    
    
    
    74.042.53
    
    
    Total deposits
    
    
    
    
    
    $
    724,932
    
    
    
    100.00
    %
  14




---



##### Table of Contents



For the Year Ended June 30,2009
    
    
    2008
    
    
    2007Interest-
    
    
    
    
    
    
    
    
    
    
    Interest-
    
    
    
    
    
    
    
    
    
    
    Interest-Bearing
    
    
    
    
    
    
    
    
    
    
    Bearing
    
    
    
    
    
    
    
    
    
    
    BearingDemand
    
    
    Savings
    
    
    Time
    
    
    Demand
    
    
    Savings
    
    
    Time
    
    
    Demand
    
    
    Savings
    
    
    TimeDeposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits
    
    
    Deposits(Dollars in thousands)Average balance
    
    $
    108,977
    
    
    $
    38,545
    
    
    $
    537,739
    
    
    $
    114,459
    
    
    $
    26,806
    
    
    $
    501,523
    
    
    $
    103,068
    
    
    $
    31,283
    
    
    $
    509,230Average rate paid
    
    
    1.74
    %
    
    
    1.43
    %
    
    
    3.74
    %
    
    
    2.98
    %
    
    
    1.11
    %
    
    
    4.81
    %
    
    
    4.07
    %
    
    
    0.73
    %
    
    
    4.75
    %
  15




---



##### Table of Contents



 Borrowings.
  CertificatesMaturity Period
    
    of Deposit(In thousands)Three months or less
    
    $
    76,260Three through six months
    
    
    49,041Six through 12 months
    
    
    60,744Over 12 months
    
    
    28,848Total
    
    $
    214,893
 Borrowings.
  At June 30,2009
    
    
    2008
    
    
    2007(In thousands)Amounts outstanding at end of period
    
    $
    35,000
    
    
    $
    44,000
    
    
    $
    75,000Weighted average rate
    
    
    2.96
    %
    
    
    2.83
    %
    
    
    5.35
    %Maximum amount outstanding at any month end
    
    
    57,000
    
    
    
    85,000
    
    
    $
    95,000Approximate average outstanding balance
    
    $
    37,750
    
    
    $
    53,130
    
    
    $
    78,438Weighted average rate
    
    
    2.88
    %
    
    
    4.41
    %
    
    
    5.38
    %
  16




---



##### Table of Contents



Subsidiary Activities
    PVF Service Corporation.
 Mid Pines Land Company.
 Competition
    17




---



##### Table of Contents



Employees
  Regulation of the Bank
 General.
  Regulatory Capital Requirements. Prompt
Corrective Regulatory Action.
    18




---



##### Table of Contents



At June 30, 2009Percent ofAmount
    
    
    Assets (1)(Dollars in thousands)Tangible Capital
    
    $
    59,861
    
    
    
    6.54
    %Tangible Capital Requirement
    
    
    13,734
    
    
    
    1.50Excess
    
    
    46,127
    
    
    
    5.04
    %Tier 1/Core Capital
    
    $
    59,861
    
    
    
    6.54
    %Tier 1/Core Capital Requirement
    
    
    36,623
    
    
    
    4.00Excess
    
    
    23,238
    
    
    
    2.54
    %Tier 1 Risk-Based Capital
    
    $
    59,861
    
    
    
    8.77
    %Tier 1 Risk-Based Capital Requirement
    
    
    27,305
    
    
    
    4.00Excess
    
    
    32,556
    
    
    
    4.77
    %Risk-Based Capital
    
    $
    68,474
    
    
    
    10.03
    %Risk-Based Capital Requirement
    
    
    54,610
    
    
    
    8.00Excess
    
    
    13,864
    
    
    
    2.03
    %
 
 (1)
    
    Based upon adjusted total assets for purposes
of the tangible, core and Tier 1 capital requirements, and
risk-weighted assets for purposes of the Tier 1 risk-based and
risk-based capital requirements.   Prompt Corrective Regulatory Action.
  19




---



##### Table of Contents



Adequately
    
    
    
    SignificantlyWell Capitalized
    
    Capitalized
    
    Undercapitalized
    
    UndercapitalizedTotal risk-based
capital ratio
    
    10.0% or more
    
    8.0% or more
    
    Less than 8.0%
    
    Less than 6.0%Tier 1 risk-based
capital ratio
    
    6.0% or more
    
    4.0% or more
    
    Less than 4.0%
    
    Less than 3.0%Leverage ratio
    
    5.0% or more
    
    4.0% or more*
    
    Less than 4.0%*
    
    Less than 3.0%
 
 *
    
    3.0% if the institution has the highest examination rating.  Safety and Soundness Standards.
  20




---



##### Table of Contents



Federal Home Loan Bank System.
 Deposit Activity and Other
Sources of Funds  Borrowings.
 Qualified Thrift Lender Test.
  Uniform Lending Standards.
   21




---



##### Table of Contents



Insurance of Deposit Accounts. 1 2 1 2
      Dividend Limitations.
   22




---



##### Table of Contents



Taxation.
 Federal Reserve System.
 Interstate Branching.
 Loans to One Borrower Limitations.
 Enforcement .
 Transactions with Affiliates.
  23




---



##### Table of Contents



Regulation of the Company
 General.
 Activities Restrictions. Regulation of the Bank  Qualified Thrift Lender Test
  24




---



##### Table of Contents



Restrictions on Acquisitions.
  Acquisition of the Company.
 Taxation
 General.
 Federal Income Taxation.
  25




---



##### Table of Contents



State Income Taxation.
 Executive Officers of the Registrant
  Age as ofName
    
    September 28, 2009
    
    TitleRobert J. King, Jr.
    
    
    54
    
    
    President and Chief Executive Officer of the Company and the BankEdward B. Debevec
    
    
    50
    
    
    Treasurer of the Company and the BankJeffrey N. Male
    
    
    60
    
    
    Vice President and Secretary of the Company and Executive Vice President and Chief Lending Officer of the Bank
 Robert J. King, Jr.
 Edward B. Debevec.
 Jeffrey N. Male.
  26




---



##### Table of Contents



Item 1A. Risk Factors
 We expect to be subject to restrictions and conditions of Cease and Desist Orders to be issued
by the Office of Thrift Supervision. We have incurred and expect to continue to incur significant
additional regulatory compliance expense in connection with the expected Cease and Desist Orders.
Failure to comply with the expected Cease and Desist Orders could result in additional enforcement
action against us, including the imposition of monetary penalties.
  Our capital levels currently are not sufficient to achieve compliance with the higher capital
requirements we must meet by December 31, 2009.
  We are subject to growth and operating restrictions imposed by the OTS. These conditions
could impede our ability to operate our business.
   27




---



##### Table of Contents



We have a relatively high percentage of non-performing loans and classified assets relative to
our total assets. If our allowance for loan losses is not sufficient to cover our actual loan
losses, our ability to become profitable will be adversely affected.
   Certain interest rate movements may hurt earnings and asset value.
   Proposed regulatory reform may have a material impact on our operations.
   28




---



##### Table of Contents



Strong competition within the Banks market area could hurt profits and slow growth.
  The Company and the Bank operate in a highly regulated environment and may be adversely
affected by changes in laws and regulations.
  Our emphasis on construction and commercial real estate lending and land loans may expose us
to increased lending risks.
   29




---



##### Table of Contents



The Companys financial condition and results of operations are dependant on the economy in
the Banks market area.
  Provisions in the Companys Certificate of Incorporation and Bylaws and statutory provisions
could discourage a hostile acquisition of control.
     30




---



##### Table of Contents



We may issue additional shares of our common stock in the future, which would dilute your
ownership if you did not, or were not permitted to, invest in the additional issuances.
 pro rata
 
 Item 1B. Unresolved Staff Comments
   31




---



##### Table of Contents



Item 2. Properties
 
 Year
    
    
    
    
    
    
    Net Book
    
    
    Owned or
    
    
    ApproximateOpened/
    
    
    Total
    
    
    Value at
    
    
    Leased/
    
    
    SquareLocation
    
    Acquired
    
    
    Deposits
    
    
    June 30, 2009
    
    
    Expiration
    
    
    Footage(Dollars in thousands)Main Office:30000 Aurora Road
    
    
    2000
    
    
    $
    102,651
    
    
    $
    4,866
    
    
    Owned
    
    
    51,635Solon, OhioBranch Offices:2111 Richmond Road
    
    
    1967
    
    
    
    72,577
    
    
    
    296
    
    
    Lease
    
    
    2,750Beachwood, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12/31/19413 Northfield Road
    
    
    2002
    
    
    
    41,622
    
    
    
    120
    
    
    Lease
    
    
    3,084Bedford, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10/31/1211010 Clifton Boulevard
    
    
    1974
    
    
    
    23,268
    
    
    
    0
    
    
    Lease
    
    
    1,550Cleveland, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10/21/1113901 Ridge Road
    
    
    1999
    
    
    
    60,319
    
    
    
    0
    
    
    Lease
    
    
    3,278North Royalton, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8/31/196990 Heisley Road
    
    
    1994
    
    
    
    43,956
    
    
    
    0
    
    
    Lease
    
    
    2,400Mentor, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10/24/181244 SOM Center Road
    
    
    2004
    
    
    
    47,801
    
    
    
    73
    
    
    Lease
    
    
    2,200Mayfield Heights, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6/30/14497 East Aurora Road
    
    
    1994
    
    
    
    52,579
    
    
    
    1
    
    
    Lease
    
    
    2,400Macedonia, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9/30/148500 Washington Street
    
    
    1995
    
    
    
    45,973
    
    
    
    576
    
    
    Owned
    
    
    2,700Chagrin Falls, Ohio408 Water Street
    
    
    1998
    
    
    
    31,773
    
    
    
    449
    
    
    Owned
    
    
    2,800Chardon, Ohio3613 Medina Road
    
    
    2000
    
    
    
    30,359
    
    
    
    0
    
    
    Lease
    
    
    2,440Medina, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2/28/1334400 Aurora Road
    
    
    2000
    
    
    
    27,373
    
    
    
    11
    
    
    Lease
    
    
    3,000Solon, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4/30/1016909 Chagrin Boulevard
    
    
    2000
    
    
    
    28,309
    
    
    
    19
    
    
    Lease
    
    
    2,904Shaker Heights, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6/30/1036311 Detroit Road
    
    
    2002
    
    
    
    38,859
    
    
    
    94
    
    
    Lease
    
    
    3,375Avon, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10/02/1217780 Pearl Road
    
    
    2002
    
    
    
    44,099
    
    
    
    59
    
    
    Lease
    
    
    3,500Strongsville, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8/31/129305 Market Square Drive
    
    
    2003
    
    
    
    14,029
    
    
    
    955
    
    
    Owned
    
    
    3,700Streetsboro, Ohio215 West Garfield Road
    
    
    2005
    
    
    
    19,385
    
    
    
    15
    
    
    Lease
    
    
    4,700Aurora, Ohio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8/31/10
  32




---



##### Table of Contents



Item 1. Business  Subsidiary
Activities
 
 Item 3. Legal Proceedings
  
 Item 4. Submission of Matters to a Vote of Security Holders
   33




---



##### Table of Contents



PART II
 
 Item 5. Market for the Registrants Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
    Fiscal 2009
    
    
    Fiscal 2008High
    
    
    Low
    
    
    High
    
    
    LowFourth Quarter
    
    $
    2.88
    
    
    $
    1.01
    
    
    $
    10.81
    
    
    $
    7.26Third Quarter
    
    
    3.00
    
    
    
    1.00
    
    
    
    12.08
    
    
    
    7.00Second Quarter
    
    
    5.00
    
    
    
    1.00
    
    
    
    15.80
    
    
    
    10.53First Quarter
    
    
    7.81
    
    
    
    3.25
    
    
    
    16.03
    
    
    
    9.00
   34




---



##### Table of Contents



Item 6. Selected Financial Data
 Selected Consolidated Financial and Other Data
 Financial Condition Data:
 At June 30,(Dollars in thousands)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Total assets
    
    $
    912,209
    
    
    $
    867,402
    
    
    $
    900,816
    
    
    $
    906,081
    
    
    $
    823,899Loans receivable, net
    
    
    668,460
    
    
    
    714,492
    
    
    
    713,329
    
    
    
    736,065
    
    
    
    660,494Loans receivable held for sale, net
    
    
    27,078
    
    
    
    7,831
    
    
    
    14,993
    
    
    
    10,698
    
    
    
    9,060Mortgage-backed securities held to maturity
    
    
    
    
    
    
    55,151
    
    
    
    25,880
    
    
    
    27,578
    
    
    
    31,720Mortgage-backed securities available for sale
    
    
    64,178
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cash and cash equivalents
    
    
    21,213
    
    
    
    17,804
    
    
    
    28,458
    
    
    
    19,738
    
    
    
    11,090Securities held to maturity
    
    
    50,000
    
    
    
    7,580
    
    
    
    58,000
    
    
    
    58,000
    
    
    
    57,500Securities available for sale
    
    
    103
    
    
    
    1,890
    
    
    
    
    
    
    
    
    
    
    
    Deposits
    
    
    724,932
    
    
    
    659,386
    
    
    
    658,053
    
    
    
    656,864
    
    
    
    591,226Borrowings
    
    
    106,366
    
    
    
    114,950
    
    
    
    146,260
    
    
    
    156,773
    
    
    
    146,413Stockholders equity
    
    
    49,505
    
    
    
    69,075
    
    
    
    71,490
    
    
    
    68,973
    
    
    
    66,453
 Operating Data:
 Year Ended June 30,(Dollars in thousands except for earnings per share)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Interest income
    
    $
    46,662
    
    
    $
    56,485
    
    
    $
    62,020
    
    
    $
    55,651
    
    
    $
    43,963Interest expense
    
    
    27,347
    
    
    
    34,275
    
    
    
    36,705
    
    
    
    28,408
    
    
    
    19,801Net interest income before provision for loan losses
    
    
    19,315
    
    
    
    22,210
    
    
    
    25,315
    
    
    
    27,243
    
    
    
    24,162Provision for loan losses
    
    
    31,273
    
    
    
    6,058
    
    
    
    1,103
    
    
    
    826
    
    
    
    111Net interest income after provision for loan losses
    
    
    (11,958
    )
    
    
    16,152
    
    
    
    24,212
    
    
    
    26,417
    
    
    
    24,051Noninterest income
    
    
    4,799
    
    
    
    2,458
    
    
    
    3,376
    
    
    
    2,028
    
    
    
    3,006Noninterest expense
    
    
    23,001
    
    
    
    20,806
    
    
    
    21,634
    
    
    
    21,549
    
    
    
    18,942Income (loss) before federal income taxes
    
    
    (30,160
    )
    
    
    (2,196
    )
    
    
    5,954
    
    
    
    6,896
    
    
    
    8,115Federal income taxes
    
    
    (10,044
    )
    
    
    (1,095
    )
    
    
    1,720
    
    
    
    2,053
    
    
    
    2,531Net income (loss)
    
    $
    20,116
    
    
    $
    (1,101
    )
    
    $
    4,234
    
    
    $
    4,843
    
    
    $
    5,584Basic earnings (loss) per share (1)
    
    $
    (2.59
    )
    
    $
    (0.14
    )
    
    $
    0.55
    
    
    $
    0.63
    
    
    $
    0.72Diluted earnings (loss) per share (1)
    
    $
    (2.59
    )
    
    $
    (0.14
    )
    
    $
    0.54
    
    
    $
    0.62
    
    
    $
    0.71
 
 (1)
    
    Adjusted for stock dividends.  35




---



##### Table of Contents



Other Data:
 At or For the Year Ended June 30,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Return on average assets
    
    
    (2.24
    )%
    
    
    (0.13
    )%
    
    
    0.47
    %
    
    
    0.56
    %
    
    
    0.70
    %Return on average equity
    
    
    (32.39
    )
    
    
    (1.55
    )
    
    
    6.00
    
    
    
    7.15
    
    
    
    8.62Interest rate spread
    
    
    2.21
    
    
    
    2.48
    
    
    
    2.77
    
    
    
    3.15
    
    
    
    3.12Net interest margin
    
    
    2.32
    
    
    
    2.70
    
    
    
    2.98
    
    
    
    3.34
    
    
    
    3.24Average interest-earning assets to average
interest-bearing liabilities
    
    
    103.40
    
    
    
    105.33
    
    
    
    104.84
    
    
    
    105.38
    
    
    
    104.81Non-accruing loans and repossessed assets
to total assets
    
    
    8.92
    
    
    
    3.06
    
    
    
    1.81
    
    
    
    1.80
    
    
    
    1.59Stockholders equity to total assets
    
    
    5.43
    
    
    
    7.96
    
    
    
    7.94
    
    
    
    7.61
    
    
    
    8.07Ratio of average equity to average assets
    
    
    6.92
    
    
    
    8.09
    
    
    
    7.76
    
    
    
    7.78
    
    
    
    8.16Dividend payout ratio (cash dividends declared
divided by net income
    
    
    
    
    
    
    
    
    
    
    54.04
    
    
    
    47.13
    
    
    
    37.37Bank Regulatory Capital Ratios:Ratio of tangible capital to adjusted total assets
    
    
    6.54
    %
    
    
    9.69
    %
    
    
    9.72
    %
    
    
    8.33
    %
    
    
    8.77
    %Ratio of Tier-1 core capital to adjusted total assets
    
    
    6.54
    %
    
    
    9.69
    
    
    
    9.72
    
    
    
    8.33
    
    
    
    8.77Ratio of Tier-1 risk-based capital to risk-weighted
assets
    
    
    8.77
    %
    
    
    12.09
    
    
    
    12.56
    
    
    
    9.72
    
    
    
    10.41Ratio of total risk-based capital to risk-weighted assets
    
    
    10.03
    %
    
    
    12.99
    
    
    
    13.08
    
    
    
    10.28
    
    
    
    10.97
  36




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##### Table of Contents



Item 7. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Forward-Looking Statements
   General
  Expected Cease and Desist Orders
 Background.
   37




---



##### Table of Contents



Expected Cease and Desist Order.
 
    
    by December 31, 2009, meet and maintain (i) a tier one (core) capital ratio of at least
8.0% and (ii) a total risk-based capital ratio of at least 12.0% after the funding of an
adequate allowance for loan and lease losses and submit a detailed plan to accomplish this;
as a result of this requirement the Bank may not be deemed to be well-capitalized under
applicable regulations;
 
    
    if the Bank fails to meet this requirement at any time after December 31, 2009, within
15 days thereafter prepare a written contingency plan detailing actions to be taken, with
specific time frames, providing for (i) a merger with another federally insured depository
institution or holding company thereof, or (ii) voluntary liquidation;
 
    
    adopt revisions to the Banks liquidity policy to, among other things, increase the
Banks minimum liquidity ratio:
 
    
    reduce the level of adversely classified assets by December 31, 2010;
 
    
    prepare a new business plan that will include the requirements contained in the Bank
Order and that also will include well supported and realistic strategies to achieve
consistent profitability by September 30, 2010;
 
    
    restrict our asset growth to an amount not to exceed net interest credited on deposit
liabilities until the OTS approves of our new business plan;
 
    
    cease to accept, renew or roll over any brokered deposit or act as a deposit broker;
 
    
    not pay dividends or make any other capital distributions from the Bank without
receiving prior OTS approval;
 
    
    not make any severance or indemnification payments without complying with regulatory
requirements regarding such payments;
 
    
    comply with prior regulatory notification requirements for any changes in directors or
senior executive officers;
 
    
    not enter into, renew, extend or revise any contractual arrangement relating to
compensation or benefits for any senior executive officer or director of the Bank, unless
we first provide 30 days prior written regulatory notice of the proposed transaction;
  38




---



##### Table of Contents




    
    not increase any salaries, bonuses or directors fees or make any other similar payments
to directors or senior executive officers without the prior written non-objection of the
OTS;
 
    
    not enter into any arrangement or contract with a third party service provider that is
significant to the overall operation or financial condition of the Bank or outside the
Banks normal course of business without prior OTS non-objection (a contract will be
considered significant where the annual contract amount equals or exceeds 2% of the Banks
total capital); and
 
    
    ensure compliance with regulatory requirements for affiliate and insider transactions.
  
    
    The Company must submit a capital plan that includes, among other things, (i) the
establishment of a minimum tangible capital ratio of tangible equity capital to total
tangible assets commensurate with the Companys consolidated risk profile, and (ii)
specific plans to reduce the risks to the Company from its current debt levels and debt
servicing requirements;
 
    
    The Company shall not declare, make or pay any cash dividends or other capital
distributions or purchase, repurchase or redeem or commit to purchase, repurchase or redeem
any Company equity stock without the prior non-objection of the OTS;
 
    
    The Company shall not incur, issue, renew, roll over or increase any debt or commit to
do so without the prior non-objection of the OTS (debt includes loans, bonds, cumulative
preferred stock, hybrid capital instruments such as subordinated debt or trust preferred
securities, and guarantees of debt);
 
    
    The Company may not engage in transactions with any subsidiary or affiliate without the
prior non-objection of the OTS except certain transactions exempt under applicable
regulations and intercompany cost-sharing transactions;
 
    
    The Company must comply with similar restrictions on the payment of severance and
indemnification payments, prior OTS approval of directorate and management changes and
prior OTS approval of employment contracts and compensation arrangements contained in the
Bank Order.
  Risk Factors  We expect to be subject to
restrictions and conditions of Cease and Desist Orders to be issued by the Office of Thrift
Supervision. We have incurred and expect to continue to incur significant additional regulatory
compliance expense in connection with the expected Cease and Desist Orders. Failure to comply with
the expected Cease and Desist Orders could result in additional enforcement action against us,
including the imposition of monetary penalties.
 Overview of Financial Condition at June 30, 2009 and 2008
   39




---



##### Table of Contents



(In thousands)
    
    2009
    
    
    2008
    
    
    2007One-to four-family residential
    
    $
    158,956
    
    
    $
    168,532
    
    
    $
    163,298Home equity line of credit
    
    
    88,407
    
    
    
    87,876
    
    
    
    85,093Multi-family residential
    
    
    58,568
    
    
    
    52,421
    
    
    
    48,101Commercial
    
    
    192,115
    
    
    
    174,404
    
    
    
    184,850Commercial equity line of credit
    
    
    46,287
    
    
    
    36,913
    
    
    
    33,208Land
    
    
    60,922
    
    
    
    73,545
    
    
    
    74,414Construction  residential
    
    
    39,237
    
    
    
    55,442
    
    
    
    63,316Construction  multi-family
    
    
    5,211
    
    
    
    5,803
    
    
    
    6,397Construction  commercial
    
    
    20,381
    
    
    
    38,303
    
    
    
    31,610Total real estate mortgages
    
    
    670,084
    
    
    
    693,239
    
    
    
    690,286Non-real estate mortgages
    
    
    32,155
    
    
    
    33,593
    
    
    
    30,455Total loans receivable
    
    
    702,249
    
    
    
    726,832
    
    
    
    720,741Net deferred loan origination fees
    
    
    (2,296
    )
    
    
    (2,686
    )
    
    
    (2,832
    )Allowance for loan losses
    
    
    (31,483
    )
    
    
    (9,654
    )
    
    
    (4,581
    )Total loans receivable, net
    
    $
    668,460
    
    
    $
    714,492
    
    
    $
    713,329Loans receivable held for sale, net
    
    $
    27,078
    
    
    $
    7,831
    
    
    $
    14,993Mortgage-backed securities held to maturity
    
    
    
    
    
    $
    55,151
    
    
    $
    25,880Mortgage-backed securities available for sale
    
    $
    64,178
    
    
    
    
    
    
    
    
    (In thousands)
    
    2009
    
    
    2008
    
    
    2007NOW accounts
    
    $
    38,037
    
    
    $
    42,402
    
    
    $
    40,780Passbook and Statement savings
    
    
    61,466
    
    
    
    27,508
    
    
    
    30,045Money market accounts
    
    
    68,549
    
    
    
    74,939
    
    
    
    70,518Noninterest-bearing
    
    
    20,146
    
    
    
    17,459
    
    
    
    21,845Certificates of deposit
    
    
    536,734
    
    
    
    497,078
    
    
    
    494,865Total deposits
    
    $
    724,932
    
    
    $
    659,386
    
    
    $
    658,053
   40




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##### Table of Contents



Capital
   Park View
    
    
    
    
    
    
    Requirement forFederal
    
    
    Percent of
    
    
    Well-Capitalized(In thousands)
    
    Capital
    
    
    Assets(1)
    
    
    InstitutionTangible capital
    
    $
    59,861
    
    
    
    6.54
    %
    
    
    N/ATier-1 core capital
    
    
    59,861
    
    
    
    6.54
    
    
    
    5.00
    %Tier-1 risk-based capital
    
    
    59,861
    
    
    
    8.77
    
    
    
    6.00Total risk-based capital
    
    
    68,474
    
    
    
    10.03
    
    
    
    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.  Liquidity and Capital Resources
    41




---



##### Table of Contents



42




---



##### Table of Contents



Commitments, Contingencies and Off-Balance Sheet Risk
   June 30,(In thousands)
    
    2009
    
    
    2008Commitments to originate:Mortgage loans intended for sale
    
    $
    48,162
    
    
    $
    16,755Mortgage loans held for investment
    
    
    8,732
    
    
    
    6,412Unfunded home equity and commercial real estate lines of
credit
    
    
    82,584
    
    
    
    91,781Undisbursed portion of loan proceeds
    
    
    11,104
    
    
    
    46,367Commitments to sell loans held for sale
    
    
    42,620
    
    
    
    10,218Standby letters of credit
    
    
    1,283
    
    
    
    2,486
    Note
    
    
    Within
    
    
    13
    
    
    35
    
    
    GreatThan(Dollars in thousands)
    
    Reference
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    5 Years
    
    
    TotalDeposits without a stated maturity
    
    
    
    
    
    $
    188,197
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    188,197Certificates of deposit
    
    
    7
    
    
    
    496,359
    
    
    
    31,168
    
    
    
    9,207
    
    
    
    
    
    
    
    536,734Long-term advances from the FHLB of Cincinnati
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,000
    
    
    
    35,000Repurchase agreement
    
    
    9
    
    
    
    
    
    
    
    50,000
    
    
    
    
    
    
    
    
    
    
    
    50,000Subordinated debt
    
    
    9
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20,000
    
    
    
    20,000Operating leases
    
    
    11
    
    
    
    979
    
    
    
    1,416
    
    
    
    851
    
    
    
    1,304
    
    
    
    4,550
  43




---



##### Table of Contents



Results of Operations
 General
    Net Interest Income
     44




---



##### Table of Contents



Table 1 Average Balances, Interest, and Average Yields and Costs
 For the Year Ended June 30,2009
    
    
    2008
    
    
    2007Average
    
    
    
    
    
    
    Yield/
    
    
    Average
    
    
    
    
    
    
    Yield/
    
    
    Average
    
    
    
    
    
    
    Yield/(Dollars in thousands)
    
    Balance
    
    
    Interest
    
    
    Cost
    
    
    Balance
    
    
    Interest
    
    
    Cost
    
    
    Balance
    
    
    Interest
    
    
    CostInterest-earning assets:Loans
    
    $
    730,558
    
    
    $
    42,618
    
    
    
    5.83
    %
    
    $
    726,034
    
    
    $
    51,655
    
    
    
    7.11
    %
    
    $
    741,723
    
    
    $
    56,760
    
    
    
    7.65
    %Mortgage-backed securities
    
    
    60,618
    
    
    
    3,002
    
    
    
    4.95
    
    
    
    33,825
    
    
    
    1,686
    
    
    
    4.98
    
    
    
    26,879
    
    
    
    1,321
    
    
    
    4.91Securities and other interest-earning
assets
    
    
    41,850
    
    
    
    1,042
    
    
    
    2.49
    
    
    
    63,807
    
    
    
    3,144
    
    
    
    4.93
    
    
    
    80,876
    
    
    
    3,939
    
    
    
    4.87Total interest-earning assets
    
    
    833,026
    
    
    
    46,662
    
    
    
    5.60
    
    
    
    823,666
    
    
    
    56,485
    
    
    
    6.86
    
    
    
    849,478
    
    
    
    62,020
    
    
    
    7.30Noninterest-earning assets
    
    
    61,977
    
    
    
    
    
    
    
    
    
    
    
    56,649
    
    
    
    
    
    
    
    
    
    
    
    59,012Total assets
    
    $
    895,003
    
    
    
    
    
    
    
    
    
    
    $
    880,315
    
    
    
    
    
    
    
    
    
    
    $
    908,490Interest-bearing liabilities:Deposits
    
    $
    696,499
    
    
    
    22,452
    
    
    
    3.22
    
    
    $
    657,189
    
    
    $
    27,829
    
    
    
    4.23
    
    
    $
    661,410
    
    
    $
    28,600
    
    
    
    4.32
    %Borrowings
    
    
    109,125
    
    
    
    4,895
    
    
    
    4.49
    
    
    
    124,827
    
    
    
    6,446
    
    
    
    5.16
    
    
    
    148,822
    
    
    
    8,105
    
    
    
    5.45Total interest-bearing liabilities
    
    
    805,624
    
    
    
    27,347
    
    
    
    3.39
    
    
    
    782,016
    
    
    
    34,275
    
    
    
    4.38
    
    
    
    810,232
    
    
    
    36,705
    
    
    
    4.53Noninterest-bearing liabilities
    
    
    27,282
    
    
    
    
    
    
    
    
    
    
    
    27,095
    
    
    
    
    
    
    
    
    
    
    
    27,724Total liabilities
    
    
    832,906
    
    
    
    
    
    
    
    
    
    
    
    809,111
    
    
    
    
    
    
    
    
    
    
    
    837,956Stockholders equity
    
    
    62,097
    
    
    
    
    
    
    
    
    
    
    
    71,204
    
    
    
    
    
    
    
    
    
    
    
    70,534Total liabilities and stockholders
equity
    
    $
    895,003
    
    
    
    
    
    
    
    
    
    
    $
    880,315
    
    
    
    
    
    
    
    
    
    
    $
    908,490Net interest income
    
    
    
    
    
    $
    19,315
    
    
    
    
    
    
    
    
    
    
    $
    22,210
    
    
    
    
    
    
    
    
    
    
    $
    25,315Interest rate spread
    
    
    
    
    
    
    
    
    
    
    2.21
    %
    
    
    
    
    
    
    
    
    
    
    2.48
    %
    
    
    
    
    
    
    
    
    
    
    2.77
    %Net yield on interest-earning assets
    
    
    
    
    
    
    
    
    
    
    2.32
    %
    
    
    
    
    
    
    
    
    
    
    2.70
    %
    
    
    
    
    
    
    
    
    
    
    2.98
    %Ratio of average interest-earning assets to
Average interest-bearing liabilities
    
    
    
    
    
    
    103,40
    %
    
    
    
    
    
    
    
    
    
    
    105.33
    %
    
    
    
    
    
    
    
    
    
    
    104.84
    %
   45




---



##### Table of Contents



Table 2
 Year Ended June 30,2009 vs. 2008
    
    
    2008 vs. 2007Increase (Decrease)
    
    
    Increase (Decrease)Due to
    
    
    Due to(In thousands)
    
    Volume
    
    
    Rate
    
    
    Total
    
    
    Volume
    
    
    Rate
    
    
    TotalInterest income:Loans
    
    $
    264
    
    
    $
    (9,300
    )
    
    $
    (9,036
    )
    
    $
    (1,181
    )
    
    $
    (3,924
    )
    
    $
    (5,105
    )Mortgage-backed securities
    
    
    1,327
    
    
    
    (11
    )
    
    
    1,316
    
    
    
    346
    
    
    
    19
    
    
    
    365Securities and other interest-earning assets
    
    
    (546
    )
    
    
    (1,557
    )
    
    
    (2,103
    )
    
    
    (840
    )
    
    
    45
    
    
    
    (795
    )Total interest-earning assets
    
    
    1,045
    
    
    
    (10,868
    )
    
    
    (9,823
    )
    
    
    (1,675
    )
    
    
    (3,860
    )
    
    
    (5,535
    )Interest expenseDeposits
    
    
    1,268
    
    
    
    (6,644
    )
    
    
    (5,376
    )
    
    
    (182
    )
    
    
    (589
    )
    
    
    (771
    )Borrowings
    
    
    (708
    )
    
    
    (844
    )
    
    
    (1,552
    )
    
    
    (1,173
    )
    
    
    (486
    )
    
    
    (1,659
    )Total interest-bearing liabilities
    
    
    560
    
    
    
    (7,488
    )
    
    
    (6,928
    )
    
    
    (1,355
    )
    
    
    (1,075
    )
    
    
    (2,430
    )Net interest income
    
    $
    485
    
    
    $
    (3,380
    )
    
    $
    (2,895
    )
    
    $
    (320
    )
    
    $
    (2,785
    )
    
    $
    (3,105
    )
    Provision for Loan Losses
    46




---



##### Table of Contents



June 30,(Dollars in thousands)
    
    2009
    
    
    2008Loans on non-accruing status (1)Real estate mortgages:One-to four-family residential
    
    $
    15,551
    
    
    $
    6,453Commercial
    
    
    13,139
    
    
    
    3,001Multi-family residential
    
    
    3,679
    
    
    
    152Construction and land
    
    
    36,449
    
    
    
    12,350Non real estate
    
    
    944
    
    
    
    533Total loans on nonaccrual status
    
    $
    69,762
    
    
    $
    22,489Ratio of nonperforming loans to total loans
    
    
    10.04
    %
    
    
    3.09
    %Other nonperforming assets (2)
    
    $
    11,608
    
    
    $
    4,065Total nonperforming assets (3)
    
    $
    81,370
    
    
    $
    26,554Total nonperforming assets to total assets
    
    
    8.92
    %
    
    
    3.06
    %
 
 (1)
    
    Nonaccrual status denotes loans on which, in the opinion of management, the collection of
additional interest is unlikely, or loans that meet the nonaccrual criteria established by
regulatory authorities. Nonaccrual loans include all loans classified as doubtful or loss, and
loans greater than 90 days past due for which interest accrual has been discontinued. Payments
received on a nonaccrual 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 nonperforming assets represent property acquired by the Bank through foreclosure or
repossession.(3)
    
    Excludes loans past due more than 90 days still on accrual status.  47




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##### Table of Contents



Noninterest Income
   48




---



##### Table of Contents



Noninterest Expense
       49




---



##### Table of Contents



Federal Income Taxes
  Impact of Inflation and Changing Prices
 Item 7A Market Risk Management.
 Critical Accounting Policies and Estimates
   
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk
 Market Risk Management
  Asset/Liability Management
   50




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##### Table of Contents



June 30, 2009
    
    June 30, 2008Change in
    
    Market Value of
    
    Dollar
    
    NPV
    
    Market Value of
    
    Dollar
    
    NPVInterest Rates
    
    Portfolio Equity
    
    Change
    
    Ratio
    
    Portfolio Equity
    
    Change
    
    Ratio(Dollars inthousands)+2%
    
    $
    80,538
    
    
    $
    (1,125
    )
    
    
    8.58
    %
    
    $
    93,478
    
    
    $
    (3,800
    )
    
    
    10.68
    %+1%
    
    
    82,276
    
    
    
    613
    
    
    
    8.69
    
    
    
    96,001
    
    
    
    (1,277
    )
    
    
    10.880
    
    
    81,663
    
    
    
    
    
    
    
    8.58
    
    
    
    97,278
    
    
    
    
    
    
    
    10.94-1%
    
    
    78,875
    
    
    
    (2,788
    )
    
    
    8.26
    
    
    
    97,328
    
    
    
    50
    
    
    
    10.88-2%
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
     51




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##### Table of Contents



Within
    
    
    13
    
    
    35
    
    
    Greater Than(Dollars in thousands)
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    5 Years
    
    
    TotalTotal interest rate-sensitive assets
    
    $
    407,730
    
    
    $
    120,964
    
    
    $
    164,912
    
    
    $
    164,667
    
    
    $
    858,273Total interest rate-sensitive liabilities
    
    
    467,420
    
    
    
    225,345
    
    
    
    49,723
    
    
    
    68,663
    
    
    
    811,151Periodic GAP
    
    
    (59,690
    )
    
    
    (104,381
    )
    
    
    115,189
    
    
    
    96,004
    
    
    
    47,122Cumulative GAP
    
    
    (59,690
    )
    
    
    (164,071
    )
    
    
    (48,882
    )
    
    
    47,122Ratio of cumulative GAP to total assets
    
    
    (6.6
    )%
    
    
    (18.2
    )%
    
    
    (5.4
    )%
    
    
    5.2
    %
  52




---



##### Table of Contents



Item 8.

    Financial Statements and Supplementary Data
 
  
     -s- Crowe Horwath LLP
Crowe Horwath LLP 
  53




---



##### Table of Contents



2009
    
    
    2008ASSETSCash and amounts due from depository institutions
    
    $
    8,464,544
    
    
    $
    7,455,720Interest bearing deposits
    
    
    1,939,514
    
    
    
    700,674Federal funds sold
    
    
    10,809,000
    
    
    
    9,648,000Cash and cash equivalents
    
    
    21,213,058
    
    
    
    17,804,394Securities available for sale
    
    
    102,800
    
    
    
    1,890,000Securities held to maturity (fair values of $49,999,939 and
$7,603,907, respectively)
    
    
    49,999,939
    
    
    
    7,580,000Mortgage-backed securities available for sale
    
    
    64,177,633
    
    
    
    Mortgage-backed securities held to maturity (fair value
of $53,259,867 at June 30, 2008)
    
    
    
    
    
    
    55,151,069Loans receivable held for sale, net
    
    
    27,078,472
    
    
    
    7,830,994Loans receivable, net of allowance of
$31,483,205 and $9,653,972
    
    
    668,460,029
    
    
    
    714,492,406Office properties and equipment, net
    
    
    8,624,496
    
    
    
    9,232,711Real estate owned
    
    
    11,607,758
    
    
    
    4,064,708Federal Home Loan Bank stock
    
    
    12,811,100
    
    
    
    12,640,600Bank-owned life insurance
    
    
    22,894,013
    
    
    
    23,009,038Prepaid expenses and other assets
    
    
    25,239,535
    
    
    
    13,706,218Total assets
    
    $
    912,208,833
    
    
    $
    867,402,138LIABILITIES AND STOCKHOLDERS EQUITYDeposits
    
    $
    724,931,569
    
    
    $
    659,385,765Short-term advances from the FHLB
    
    
    
    
    
    
    9,000,000Line of credit
    
    
    
    
    
    
    950,000Note payable
    
    
    1,366,111
    
    
    
    Long-term advances from the FHLB
    
    
    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
    
    
    9,555,137
    
    
    
    8,973,604Accrued expenses and other liabilities
    
    
    21,850,819
    
    
    
    15,017,435Total liabilities
    
    
    862,703,636
    
    
    
    798,326,804Commitments and contingent liabilities (Note 12)Stockholders equitySerial preferred stock, $.01 par value, 1,000,000 shares
authorized; none issued
    
    
    
    
    
    
    Common stock, $.01 par value,
15,000,000 shares authorized;
8,246,548 shares issued
    
    
    82,465
    
    
    
    82,465Additional paid-in capital
    
    
    69,377,852
    
    
    
    69,155,729Retained earnings (accumulated deficit)
    
    
    (16,538,515
    )
    
    
    3,674,287Treasury stock at cost, 472,725 shares, respectively
    
    
    (3,837,147
    )
    
    
    (3,837,147
    )Accumulated other comprehensive income
    
    
    420,542
    
    
    
    Total stockholders equity
    
    
    49,505,197
    
    
    
    69,075,334Total liabilities and stockholders equity
    
    $
    912,208,833
    
    
    $
    867,402,138
   54




---



##### Table of Contents



2009
    
    
    2008
    
    
    2007Interest and dividends incomeLoans
    
    $
    42,618,247
    
    
    $
    51,654,829
    
    
    $
    56,759,624Mortgage-backed securities
    
    
    3,002,291
    
    
    
    1,686,115
    
    
    
    1,321,132Federal Home Loan Bank stock dividends
    
    
    616,491
    
    
    
    747,998
    
    
    
    749,727Securities
    
    
    303,995
    
    
    
    1,736,182
    
    
    
    2,612,547Fed funds sold and interest-bearing deposits
    
    
    120,689
    
    
    
    660,275
    
    
    
    576,882Total interest and dividend income
    
    
    46,661,713
    
    
    
    56,485,399
    
    
    
    62,019,912Interest expenseDeposits
    
    
    22,452,070
    
    
    
    27,829,011
    
    
    
    28,599,492Short-term borrowings
    
    
    17,582
    
    
    
    1,552,673
    
    
    
    3,165,122Long-term borrowings
    
    
    3,618,501
    
    
    
    3,430,015
    
    
    
    3,390,503Subordinated debt
    
    
    1,259,025
    
    
    
    1,463,602
    
    
    
    1,549,920Total interest expense
    
    
    27,347,178
    
    
    
    34,275,301
    
    
    
    36,705,037Net interest income
    
    
    19,314,534
    
    
    
    22,210,098
    
    
    
    25,314,875Provision for loan losses
    
    
    31,272,600
    
    
    
    6,058,400
    
    
    
    1,102,500Net interest income (loss) after provision
for loan losses
    
    
    (11,958,065
    )
    
    
    16,151,698
    
    
    
    24,212,375Noninterest incomeService charges and other fees
    
    
    716,826
    
    
    
    823,251
    
    
    
    815,395Mortgage banking activities, net
    
    
    7,872,154
    
    
    
    1,461,249
    
    
    
    1,270,998Gain (loss) on disposal and write downs of real
estate
owned
    
    
    (3,834,626
    )
    
    
    (762,961
    )
    
    
    259,537Gain on the sale of securities
    
    
    1,224,338
    
    
    
    
    
    
    
    Impairment of securities
    
    
    (1,842,400
    )
    
    
    (195,140
    )
    
    
    Increase (decrease) in cash surrender value of
bank-owned life insurance
    
    
    (115,025
    )
    
    
    798,821
    
    
    
    870,832Other, net
    
    
    777,435
    
    
    
    333,131
    
    
    
    159,340Total noninterest income
    
    
    4,798,702
    
    
    
    2,458,351
    
    
    
    3,376,102Noninterest expenseCompensation, benefits and directors fees
    
    
    10,239,833
    
    
    
    10,530,464
    
    
    
    12,149,480Office, occupancy, and equipment
    
    
    2,838,877
    
    
    
    3,120,566
    
    
    
    3,387,369Insurance
    
    
    1,696,658
    
    
    
    587,639
    
    
    
    278,324Professional and legal
    
    
    612,000
    
    
    
    808,000
    
    
    
    569,000Advertising
    
    
    194,186
    
    
    
    384,071
    
    
    
    688,878Outside services
    
    
    2,482,004
    
    
    
    1,408,177
    
    
    
    1,445,038Franchise tax
    
    
    1,100,120
    
    
    
    1,069,911
    
    
    
    982,737Real estate owned expense
    
    
    1,832,064
    
    
    
    996,113
    
    
    
    306,783Other
    
    
    2,004,887
    
    
    
    1,900,630
    
    
    
    1,826,272Total noninterest expense
    
    
    23,000,629
    
    
    
    20,805,571
    
    
    
    21,633,881Income (loss) before federal income taxes
    
    
    (30,159,992
    )
    
    
    (2,195,522
    )
    
    
    5,954,596Federal income taxesCurrent
    
    
    (2,643,681
    )
    
    
    598,656
    
    
    
    2,219,821Benefit from
net operating loss carryforwards
    
    
    (4,513,427
    )
    
    
    
    
    
    
    Other deferred
    
    
    (2,887,255
    )
    
    
    (1,693,521
    )
    
    
    (499,549
    )(10,044,363
    )
    
    
    (1,094,865
    )
    
    
    1,720,272Net income (loss)
    
    $
    (20,115,629
    )
    
    $
    (1,100,657
    )
    
    $
    4,234,324Basic earnings (loss) per share
    
    $
    (2.59
    )
    
    $
    (0.14
    )
    
    $
    0.55Diluted earnings (loss) per share
    
    $
    (2.59
    )
    
    $
    (0.14
    )
    
    $
    0.54
   55




---



##### Table of Contents



Retained
    
    
    
    
    
    
    AccumulatedAdditional
    
    
    earnings
    
    
    
    
    
    
    otherCommon
    
    
    paid-in
    
    
    (accumulated
    
    
    Treasury
    
    
    comprehensivestock
    
    
    capital
    
    
    deficit)
    
    
    stock
    
    
    income
    
    
    TotalBalance at June 30,
2006
    
    $
    81,889
    
    
    $
    68,507,097
    
    
    $
    4,221,301
    
    
    $
    (3,837,147
    )
    
    $
    
    
    
    $
    68,973,140Cumulative
adjustment related to
SAB 108 adoption
    
    
    
    
    
    
    
    
    
    
    334,074
    
    
    
    
    
    
    
    
    
    
    
    334,074Net income
    
    
    
    
    
    
    
    
    
    
    4,234,324
    
    
    
    
    
    
    
    
    
    
    
    4,234,324Stock options
exercised, including
income tax benefits, 43,099 shares
    
    
    431
    
    
    
    311,105
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    311,536Stock purchased and
retired, 27,430
shares
    
    
    (275
    )
    
    
    (293,266
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (293,541
    )Cash dividend,
$0.296 per share
    
    
    
    
    
    
    
    
    
    
    (2,288,382
    )
    
    
    
    
    
    
    
    
    
    
    (2,288,382
    )Paid in capital
related
to stock based
compensation
    
    
    
    
    
    
    218,690
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    218,690Balance at June 30,
2007
    
    $
    82,045
    
    
    $
    68,743,626
    
    
    $
    6,501,317
    
    
    $
    (3,837,147
    )
    
    $
    
    
    
    $
    71,489,841Net income (loss)
    
    
    
    
    
    
    
    
    
    
    (1,100,657
    )
    
    
    
    
    
    
    
    
    
    
    (1,100,657
    )Stock options
exercised, including income tax benefits,
48,424 shares
    
    
    484
    
    
    
    395,697
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    396,181Stock purchased and
retired, 6,412 shares
    
    
    (64
    )
    
    
    (96,362
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (96,426
    )Cash dividend,
$0.222 per share
    
    
    
    
    
    
    
    
    
    
    (1,726,373
    )
    
    
    
    
    
    
    
    
    
    
    (1,726,373
    )Paid in capital
related
to stock based
compensation
    
    
    
    
    
    
    112,768
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    112,768Balance at June 30,
2008
    
    $
    82,465
    
    
    $
    69,155,729
    
    
    $
    3,674,287
    
    
    $
    (3,837,147
    )
    
    $
    
    
    
    $
    69,075,334Net income (loss)
    
    
    
    
    
    
    
    
    
    
    (20,115,629
    )
    
    
    
    
    
    
    
    
    
    
    (20,115,629
    )Other
comprehensive
income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    420,542
    
    
    
    420,542Cash dividend,
$0.0125 per share
    
    
    
    
    
    
    
    
    
    
    (97,173
    )
    
    
    
    
    
    
    
    
    
    
    (97,173
    )Paid in capital
related
to stock based
compensation
    
    
    
    
    
    
    222,123
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    222,123Balance at June 30,
2009
    
    $
    82,465
    
    
    $
    69,377,852
    
    
    $
    (16,538,515
    )
    
    $
    (3,837,147
    )
    
    $
    420,542
    
    
    $
    49,505,197
   56




---



##### Table of Contents



2009
    
    
    2008
    
    
    2007Operating activities:Net income (loss)
    
    $
    (20,115,629
    )
    
    $
    (1,100,657
    )
    
    $
    4,234,324Adjustments required to reconcile net income
(loss) to net cash from operating activitiesNet amortization of premium (accretion of
discount) on mortgage-backed securities
    
    
    91,296
    
    
    
    20,394
    
    
    
    27,414Depreciation
    
    
    1,130,051
    
    
    
    1,480,069
    
    
    
    1,733,005Provision for loan losses
    
    
    31,272,600
    
    
    
    6,058,400
    
    
    
    1,102,500Other than temporary impairment of
securities
    
    
    1,842,400
    
    
    
    195,140
    
    
    
    Change in deferred loan origination fees,
net
    
    
    (388,960
    )
    
    
    (146,585
    )
    
    
    (43,662
    )(Gain) loss on disposal of real estate owned
    
    
    758,097
    
    
    
    762,961
    
    
    
    (259,537
    )(Gain) loss on sale of mortgage-backed
securities held for sale, net
    
    
    (1,224,338
    )
    
    
    
    
    
    
    Market adjustments for loans held for sale
    
    
    (258,184
    )
    
    
    (9,239
    )
    
    
    (105,600
    )Change in fair value of mortgage
banking derivatives
    
    
    (1,122,249
    )
    
    
    (205,226
    )
    
    
    (131,300
    )Stock compensation
    
    
    222,123
    
    
    
    112,768
    
    
    
    218,690FHLB stock dividends
    
    
    (170,500
    )
    
    
    (329,000
    )
    
    
    (356,600
    )Deferred income tax provision (benefit)
    
    
    (7,400,682
    )
    
    
    (1,693,521
    )
    
    
    (499,549
    )Proceeds from loans held for sale
    
    
    395,813,357
    
    
    
    137,120,839
    
    
    
    92,325,628Originations of loans held for sale
    
    
    (412,104,163
    )
    
    
    (130,667,228
    )
    
    
    (97,071,408
    )Gain on the sale of loans, net
    
    
    (6,707,744
    )
    
    
    (779,821
    )
    
    
    (376,533
    )(Increase) decrease in cash surrender value
of bank-owned life insurance
    
    
    115,025
    
    
    
    (798,821
    )
    
    
    (870,832
    )Provision for real estate owned losses
    
    
    3,076,530
    
    
    
    
    
    
    
    Net change in other assets
and other liabilities
    
    
    7,615,611
    
    
    
    1,237,914
    
    
    
    2,920,034Net cash from operating activities
    
    
    (7,555,359
    )
    
    
    11,258,387
    
    
    
    2,846,574Investing activities:Loan repayments and originations, net
    
    
    (5,508,331
    )
    
    
    (12,919,398
    )
    
    
    (18,407,000
    )Principal repayments on mortgage-backed securities
    
    
    8,660,031
    
    
    
    3,264,230
    
    
    
    3,248,086Purchase of mortgage-backed securities
available for sale
    
    
    (113,276,827
    )
    
    
    
    
    
    
    Proceeds from sale of mortgage-backed securities
available for sale
    
    
    97,304,678
    
    
    
    
    
    
    
    Purchase of mortgage-backed securities
held to maturity
    
    
    
    
    
    
    (32,556,173
    )
    
    
    (1,577,097
    )Purchase of securities held to maturity
    
    
    (59,999,358
    )
    
    
    (48,580,000
    )
    
    
    Maturities and calls of securities held to
maturity
    
    
    17,580,000
    
    
    
    99,000,000
    
    
    
    Purchase of securities available for sale
    
    
    
    
    
    
    (2,085,140
    )
    
    
    Additions to office properties and equipment
    
    
    (521,836
    )
    
    
    (124,405
    )
    
    
    (288,688
    )Acquisition of bank-owned life insurance
    
    
    
    
    
    
    
    
    
    
    (5,000,000
    )Proceeds from disposal of real estate owned
    
    
    9,279,391
    
    
    
    3,637,881
    
    
    
    2,231,674Net cash from investing activities
    
    
    (46,482,252
    )
    
    
    9,636,995
    
    
    
    17,020,975
   57




---



##### Table of Contents



2009
    
    
    2008
    
    
    2007Financing Activities:Proceeds from long-term FHLB advances
    
    $
    
    
    
    $
    35,000,000
    
    
    $
    Payments on long-term FHLB advances
    
    
    
    
    
    
    (10,000,000
    )
    
    
    (10,000,000
    )Net increase (decrease) in demand deposits, NOW
and passbook savings
    
    
    25,890,000
    
    
    
    (880,007
    )
    
    
    10,459,030Net change in line of credit
    
    
    (950,000
    )
    
    
    (310,000
    )
    
    
    (512,871
    )Net increase (decrease) in time deposits
    
    
    39,655,804
    
    
    
    2,213,123
    
    
    
    (9,270,582
    )Net increase (decrease) in short-term FHLB
advances
    
    
    (9,000,000
    )
    
    
    (56,000,000
    )
    
    
    (10,000,000
    )Repayment of note payable
    
    
    (233,889
    )
    
    
    
    
    
    
    Proceeds from note payable
    
    
    1,600,000
    
    
    
    
    
    
    
    Proceeds from issuance of subordinated debentures
    
    
    
    
    
    
    
    
    
    
    10,000,000Net increase
(decrease) in advances from borrowers
    
    
    581,533
    
    
    
    426,935
    
    
    
    444,571Payment of cash dividend
    
    
    (97,173
    )
    
    
    (2,298,373
    )
    
    
    (2,286,382
    )Proceeds from exercise of stock options
    
    
    
    
    
    
    336,170
    
    
    
    308,272Income tax benefit from exercise of stock options
    
    
    
    
    
    
    60,011
    
    
    
    3,264Stock repurchased and retired
    
    
    
    
    
    
    (96,426
    )
    
    
    (293,541
    )Net cash from financing activities
    
    
    57,446,275
    
    
    
    (31,548,567
    )
    
    
    (11,148,239
    )Net increase
(decrease) in cash and cash equivalents
    
    
    3,408,664
    
    
    
    (10,653,185
    )
    
    
    8,719,310Cash and cash equivalents at beginning of year
    
    
    17,804,394
    
    
    
    28,457,579
    
    
    
    19,738,269Cash and cash equivalents at end of year
    
    $
    21,213,058
    
    
    $
    17,804,394
    
    
    $
    28,457,579Supplemental
disclosures of cash flow informationCash payments of interest
    
    $
    26,365,247
    
    
    $
    34,275,694
    
    
    $
    36,659,064Cash payments of income taxes
    
    
    
    
    
    
    954,000
    
    
    
    2,483,000Supplemental
schedule of noncash investing and financing activities:Transfers from loans to real estate owned
    
    $
    20,657,068
    
    
    $
    5,843,995
    
    
    $
    3,776,413Transfer from securities held to maturity to
securities
available for
sale
    
    $
    56,765,340
    
    
    $
    
    
    
    $
    
   58




---



##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
  Principles of Consolidation
   Use of Estimates
 Cash Flows
 Interest-bearing Deposits:
 Securities
  59




---



##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
   Mortgage Banking Activities
      60




---



##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
 Allowance for Loan Losses
   Transfers of Financial Assets
 Office Properties and Equipment
 Real Estate Owned
  61




---



##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
 Federal Home Loan Bank (FHLB) Stock
 Long-Term Assets
 Bank-Owned Life Insurance
 Income Taxes
 Accounting for Uncertainty in Income Taxes
  Stock Compensation
 Comprehensive Income
 Earnings Per Share
 Loss Contingencies
  62




---



##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
 Loan Commitments and Related Financial Instruments
 Restrictions on Cash
 Dividend Restriction
 Fair Value of Financial Instruments
 Subsequent Events
 Operating Segments
 Reclassifications
 Adoption of New Accounting Standards:
  Effective Date of FASB Statement No.
157.
  63




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##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
   Determining Fair Value
When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and
Identifying Transactions That Are Not Orderly Fair Value Measurements,
 Recognition and Presentation of
Other-Than-Temporary Impairments
  64




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##### Table of Contents



NOTE
1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS
  Effect of Newly Issued but not yet Effective Accounting Standards:
   Accounting for Transfers of Financial Assetsan amendment
of FASB Statement No. 140
 Amendments to FASB Interpretation No. 46(R) Consolidation of Variable Interest Entities,
  65




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##### Table of Contents



NOTE
2  SECURITIES
  2009Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    FairCost
    
    
    Gain
    
    
    Loss
    
    
    ValueEquity securities
    
    $
    47,600
    
    
    $
    55,200
    
    
    $
    
    
    
    $
    102,800
 2008Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    FairCost
    
    
    Gain
    
    
    Loss
    
    
    ValueEquity securities
    
    $
    1,890,000
    
    
    $
    
    
    
    $
    
    
    
    $
    1,890,000
  2009Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrecognized
    
    
    Unrecognized
    
    
    FairCost
    
    
    Gain
    
    
    Loss
    
    
    ValueU.S. government treasury securities
    
    $
    49,999,939
    
    
    $
    
    
    
    $
    
    
    
    $
    49,999,939
  2008Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrecognized
    
    
    Unrecognized
    
    
    FairCost
    
    
    Gain
    
    
    Loss
    
    
    ValueU.S.
government-sponsored
enterprise securities
    
    $
    7,580,000
    
    
    $
    23,907
    
    
    $
    
    
    
    $
    7,603,907
  66




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##### Table of Contents



NOTE
2  SECURITIES
      NOTE
3  MORTGAGE-BACKED SECURITIES
  2009Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    Fair ValueCost
    
    
    Gains
    
    
    Losses
    
    
    AmountFNMA mortgage-backed securities
    
    $
    32,999,418
    
    
    $
    262,310
    
    
    $
    (17,721
    )
    
    $
    33,244,007FHLMC mortgage-backed securities
    
    
    26,029,802
    
    
    
    256,223
    
    
    
    
    
    
    
    26,286,025GNMA mortgage-backed securities
    
    
    4,566,428
    
    
    
    81,173
    
    
    
    
    
    
    
    4,647,601$
    63,595,648
    
    
    $
    599,706
    
    
    $
    (17,721
    )
    
    $
    64,177,633
      67




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##### Table of Contents



NOTE
3  MORTGAGE-BACKED SECURITIES
  2008Gross
    
    
    GrossAmortized
    
    
    Unrecognized
    
    
    Unrecognized
    
    
    EstimatedCost
    
    
    Gain
    
    
    Loss
    
    
    Fair ValueFNMA mortgage-backed securities
    
    $
    54,835,052
    
    
    $
    6,562
    
    
    $
    (1,900,089
    )
    
    $
    52,941,525FHLMC mortgage-backed securities
    
    
    316,017
    
    
    
    2,548
    
    
    
    (223
    )
    
    
    318,342$
    55,151,069
    
    
    $
    9,110
    
    
    $
    (1,900,312
    )
    
    $
    53,259,867
    Less than 12 Months
    
    
    More than 12 Months
    
    
    Total2009
    
    
    
    
    
    Gross
    
    
    
    
    
    
    Gross
    
    
    
    
    
    
    GrossDescription of Mortgage-
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    Unrealizedbacked Securities
    
    Value
    
    
    Loss
    
    
    Value
    
    
    Loss
    
    
    Value
    
    
    LossFNMA mortgage-backed
securities
    
    $
    5,988,354
    
    
    $
    (17,721
    )
    
    $
    
    
    
    $
    
    
    
    $
    5,988,354
    
    
    $
    (17,721
    )Less than 12 Months
    
    
    More than 12 Months
    
    
    Total2008
    
    
    
    
    
    Gross
    
    
    
    
    
    
    Gross
    
    
    
    
    
    
    GrossDescription of Mortgage-
    
    Fair
    
    
    Unrecognized
    
    
    Fair
    
    
    Unrecognized
    
    
    Fair
    
    
    Unrecognizedbacked Securities
    
    Value
    
    
    Loss
    
    
    Value
    
    
    Loss
    
    
    Value
    
    
    LossFHLMC mortgage-backed securities
    
    $
    37,810
    
    
    $
    (223
    )
    
    $
    
    
    
    $
    
    
    
    $
    37,810
    
    
    $
    (223
    )FNMA mortgage-backed
securities
    
    $
    29,334,236
    
    
    $
    (950,413
    )
    
    $
    19,624,061
    
    
    $
    (949,676
    )
    
    $
    48,958,297
    
    
    $
    (1,900,089
    )$
    29,399,856
    
    
    $
    (950,636
    )
    
    $
    19,624,061
    
    
    $
    (949,676
    )
    
    $
    48,996,330
    
    
    $
    (1,900,312
    )
   68




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##### Table of Contents



NOTE
4  LOANS RECEIVABLE
  2009
    
    
    2008Real estate mortgages:One-to-four family residential
    
    $
    158,955,714
    
    
    $
    168,532,008Home equity line of credit
    
    
    88,406,791
    
    
    
    87,876,182Multi-family residential
    
    
    58,568,073
    
    
    
    52,420,774Commercial
    
    
    192,114,887
    
    
    
    174,403,925Commercial equity line of credit
    
    
    46,286,802
    
    
    
    36,913,491Land
    
    
    60,922,130
    
    
    
    73,544,594Construction  residential
    
    
    39,237,333
    
    
    
    55,442,114Construction
 multi family
    
    
    5,211,399
    
    
    
    Construction  commercial
    
    
    20,381,398
    
    
    
    44,106,070Total real estate mortgages
    
    
    670,084,527
    
    
    
    693,239,158Non real estate loans
    
    
    32,155,056
    
    
    
    33,592,529Total loans receivable
    
    
    702,239,583
    
    
    
    726,831,687Net deferred loan origination fees
    
    
    (2,296,349
    )
    
    
    (2,685,309
    )Allowance for loan losses
    
    
    (31,483,205
    )
    
    
    (9,653,972
    )Loans receivable, net
    
    $
    668,460,029
    
    
    $
    714,492,406
  2009
    
    
    2008
    
    
    2007Beginning balance
    
    $
    9,653,972
    
    
    $
    4,580,549
    
    
    $
    4,674,681Provision for loan losses
    
    
    31,272,600
    
    
    
    6,058,400
    
    
    
    1,102,500Charge-offs
    
    
    (9,446,027
    )
    
    
    (985,756
    )
    
    
    (1,196,632
    )Recoveries
    
    
    2,660
    
    
    
    779
    
    
    
    Ending balance
    
    $
    31,483,205
    
    
    $
    9,653,972
    
    
    $
    4,580,549
  69




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##### Table of Contents



NOTE
4  LOANS RECEIVABLE
  2009
    
    
    2008Loans on non-accrual status:Real estate mortgages:One-to-four family residential
    
    $
    15,550,940
    
    
    $
    6,452,812Commercial
    
    
    13,139,715
    
    
    
    3,001,192Multi-family residential
    
    
    3,679,083
    
    
    
    152,187Construction and land
    
    
    36,449,000
    
    
    
    12,349,846Non real estate loans
    
    
    943,561
    
    
    
    533,113Total loans on non-accrual status
    
    
    69,762,299
    
    
    
    22,489,150Loans past due 90 days, still on accrual status:Real estate mortgages:One-to-four family residential
    
    
    
    
    
    
    1,233,058Commercial
    
    
    
    
    
    
    1,200,894Construction and land
    
    
    728,666
    
    
    
    542,699Total non-accrual and past due loans
    
    $
    70,490,965
    
    
    $
    25,465,801
    70




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##### Table of Contents



NOTE
5  MORTGAGE BANKING ACTIVITIES
  2009
    
    
    2008Loans held for sale
    
    $
    27,078,472
    
    
    $
    7,872,155Allowance to adjust to lower of cost or market
    
    
    
    
    
    
    (41,161
    )Loans held for sale, net
    
    $
    27,078,472
    
    
    $
    7,830,994
   2009
    
    
    2008
    
    
    2007Mortgage loan servicing fees
    
    $
    2,094,155
    
    
    $
    1,992,311
    
    
    $
    1,970,702Amortization of mortgage servicing rights
    
    
    (2,310,178
    )
    
    
    (1,525,348
    )
    
    
    (1,313,137
    )Market adjustment for loans held for sale
    
    
    258,184
    
    
    
    9,239
    
    
    
    105,600Change in fair value of mortgage banking derivatives
    
    
    1,122,249
    
    
    
    205,226
    
    
    
    131,300Realized gains on sale of loans
    
    
    6,707,744
    
    
    
    779,821
    
    
    
    376,533$
    7,872,154
    
    
    $
    1,461,249
    
    
    $
    1,270,998
   2009
    
    
    2008
    
    
    2007Beginning balance
    
    $
    4,398,783
    
    
    $
    4,426,296
    
    
    $
    4,806,836Originated
    
    
    4,009,256
    
    
    
    1,497,835
    
    
    
    932,597Amortized
    
    
    (2,310,178
    )
    
    
    (1,525,348
    )
    
    
    (1,313,137
    )Ending balance
    
    $
    6,097,861
    
    
    $
    4,398,783
    
    
    $
    4,426,296
   71




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##### Table of Contents



NOTE
6  OFFICE PROPERTIES AND EQUIPMENT
  2009
    
    
    2008Land and land improvements
    
    $
    1,034,892
    
    
    $
    1,034,892Building and building improvements
    
    
    5,553,076
    
    
    
    5,553,076Leasehold improvements
    
    
    6,285,354
    
    
    
    5,949,232Furniture and equipment
    
    
    12,718,237
    
    
    
    12,532,52425,591,559
    
    
    
    25,069,724Less accumulated depreciation and amortization
    
    
    (16,967,063
    )
    
    
    (15,837,013
    )$
    8,624,496
    
    
    $
    9,232,711
 NOTE
7  DEPOSITS
  2009
    
    
    2008Amount
    
    
    %
    
    
    Amount
    
    
    %12 months or less
    
    $
    496,359,022
    
    
    
    92.5
    %
    
    $
    443,844,021
    
    
    
    89.3
    %13 to 24 months
    
    
    17,970,921
    
    
    
    3.3
    
    
    
    30,125,497
    
    
    
    6.125 to 36 months
    
    
    13,197,173
    
    
    
    2.5
    
    
    
    9,058,070
    
    
    
    1.837 to 48 months
    
    
    9,207,037
    
    
    
    1.7
    
    
    
    14,050,761
    
    
    
    2.8$
    536,734,153
    
    
    
    100.0
    %
    
    $
    497,078,349
    
    
    
    100.0
    %Weighted average rate on certificates of deposit
    
    
    
    
    
    
    3.03
    %
    
    
    
    
    
    
    4.18
    %
     72




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##### Table of Contents



NOTE
8  ADVANCES FROM THE FEDERAL HOME LOAN BANK OF CINCINNATI
 Short-Term Advances
  Long-Term Advances
 Maturity
    
    Interest rate
    
    
    2009
    
    
    2008January 2015
    
    
    2.82
    %
    
    
    15,000,000
    
    
    
    15,000,000January 2015
    
    
    3.04
    %
    
    
    15,000,000
    
    
    
    15,000,000April 2018
    
    
    3.17
    %
    
    
    5,000,000
    
    
    
    5,000,000$
    35,000,000
    
    
    $
    35,000,000Weighted average interest rate
    
    
    
    
    
    
    2.96
    %
    
    
    2.96
    %
   73




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##### Table of Contents



NOTE
9  SUBORDINATED DEBENTURES, NOTES PAYABLE AND OTHER BORROWINGS
 Note Payable The Wall Street Journal
 Subordinated Debt
      Repurchase Agreement
  74




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##### Table of Contents



NOTE
10  FEDERAL INCOME TAXES
  2009
    
    
    2008
    
    
    2007Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %Computed expected tax
    
    $
    (10,555,998
    )
    
    
    35.0
    
    
    $
    (768,433
    )
    
    
    35.0
    %
    
    $
    2,084,109
    
    
    
    35.0
    %Increase (decrease) in tax
resulting from:Effect of graduated rates
    
    
    301,600
    
    
    
    (1.0
    )
    
    
    21,955
    
    
    
    (1.0
    )
    
    
    (59,546
    )
    
    
    (1.0
    )Affordable housing tax credit
    
    
    
    
    
    
    
    
    
    
    (81,758
    )
    
    
    3.7
    
    
    
    (111,645
    )
    
    
    (1.9
    )Bank-owned life insurance
    
    
    39,109
    
    
    
    (0.1
    )
    
    
    (271,599
    )
    
    
    12.4
    
    
    
    (296,083
    )
    
    
    (5.0
    )Stock compensation
    
    
    54,195
    
    
    
    (0.2
    )
    
    
    38,341
    
    
    
    (1.7
    )
    
    
    57,076
    
    
    
    1.0Other, net
    
    
    116,731
    
    
    
    (0.4
    )
    
    
    (33,371
    )
    
    
    1.5
    
    
    
    46,361
    
    
    
    0.8$
    (10,044,363
    )
    
    
    33.3
    %
    
    $
    (1,094,865
    )
    
    
    49.9
    %
    
    $
    1,720,272
    
    
    
    28.9
    %
  2009
    
    
    2008Deferred tax assets:Loan loss reserves
    
    $
    6,196,110
    
    
    $
    2,283,673Deferred compensation
    
    
    819,006
    
    
    
    1,279,844Deferred loan fees, net
    
    
    104,298
    
    
    
    131,806Unrealized gains on loans and securities held
for sale
    
    
    183,911
    
    
    
    Net operating loss carryforward
    
    
    4,513,427
    
    
    
    Other
    
    
    293,252
    
    
    
    167,251Total gross deferred tax assets
    
    
    12,110,004
    
    
    
    3,862,574Deferred tax liabilities:FHLB stock dividend
    
    
    (2,041,343
    )
    
    
    (1,983,373
    )Originated mortgage servicing asset
    
    
    (2,073,273
    )
    
    
    (1,495,586
    )Fixed assets
    
    
    (491,823
    )
    
    
    (607,216
    )Prepaid franchise tax
    
    
    (182,044
    )
    
    
    (189,663
    )Unrealized losses on loans held for sale
    
    
    
    
    
    
    (26,426
    )Other
    
    
    (686,654
    )
    
    
    (109,482
    )Total gross deferred tax liabilities
    
    
    (5,475,137
    )
    
    
    (4,411,746
    )Net deferred tax asset (liability)
    
    $
    6,634,867
    
    
    $
    (549,172
    )
   75




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##### Table of Contents



NOTE
10  FEDERAL INCOME TAXES
   NOTE
11  LEASES
  Leases With
    
    
    Leases WithUnrelated
    
    
    Related
    
    
    TotalYear ending June 30,
    
    Parties
    
    
    Parties
    
    
    Leases2010
    
    $
    747,826
    
    
    $
    231,753
    
    
    $
    979,5792011
    
    
    554,941
    
    
    
    187,057
    
    
    
    741,9982012
    
    
    509,116
    
    
    
    164,709
    
    
    
    673,8252013
    
    
    362,895
    
    
    
    114,428
    
    
    
    477,3232014
    
    
    284,198
    
    
    
    89,288
    
    
    
    373,486Thereafter
    
    
    1,303,641
    
    
    
    
    
    
    
    1,303,641Total minimum lease payments
    
    $
    3,762,617
    
    
    $
    787,235
    
    
    $
    4,549,852
  NOTE
12  LOAN COMMITMENTS AND OTHER RELATED ACTIVITIES
   76




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NOTE
12  LOAN COMMITMENTS AND OTHER RELATED ACTIVITIES
     2009
    
    
    2008Commitments to fund variable-rate mortgage loans
    
    $
    8,732,460
    
    
    $
    6,412,000Commitments to fund equity lines of credit
    
    
    82,584,000
    
    
    
    91,781,000Undisbursed portion of loan proceeds
    
    
    11,111,000
    
    
    
    46,367,000Standby letters of credit
    
    
    1,283,000
    
    
    
    2,486,000
  NOTE
13  REGULATORY MATTERS AND MANAGEMENTS PLANS
   77




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##### Table of Contents



NOTE
13  REGULATORY MATTERS AND MANAGEMENTS PLANS
     To Be WellRequired
    
    
    Capitalized UnderFor Capital
    
    
    Prompt CorrectiveActual
    
    
    Adequacy Purposes
    
    
    Action RegulationsAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio2009Total Capital to risk
weighted assets
    
    $
    68,474
    
    
    
    10.03
    %
    
    $
    54,610
    
    
    
    8.00
    %
    
    $
    68,262
    
    
    
    10.00
    %Tier 1 (Core) Capital
to risk
weighted assets
    
    
    59,861
    
    
    
    8.77
    %
    
    
    27,305
    
    
    
    4.00
    %
    
    
    40,957
    
    
    
    6.00
    %Tier 1 (Core) Capital to
adjusted total assets
    
    
    59,861
    
    
    
    6.54
    %
    
    
    36,623
    
    
    
    4.00
    %
    
    
    45,778
    
    
    
    5.00
    %Tangible Capital to
adjusted
total assets
    
    
    59,861
    
    
    
    6.54
    %
    
    
    13,734
    
    
    
    1.50
    %
    
    
    N/A
    
    
    
    N/A
  78




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##### Table of Contents



NOTE
13  REGULATORY MATTERS AND MANAGEMENTS PLANS
 To Be WellRequired
    
    
    Capitalized UnderFor Capital
    
    
    Prompt CorrectiveActual
    
    
    Adequacy Purposes
    
    
    Action RegulationsAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio2008Total Capital to risk
weighted assets
    
    $
    90,286
    
    
    
    12.99
    %
    
    $
    55,584
    
    
    
    8.00
    %
    
    $
    69,480
    
    
    
    10.00
    %Tier 1 (Core) Capital
to risk
weighted assets
    
    
    83,972
    
    
    
    12.09
    %
    
    
    27,792
    
    
    
    4.00
    %
    
    
    41,688
    
    
    
    6.00
    %Tier 1 (Core) Capital to
adjusted total assets
    
    
    83,972
    
    
    
    9.69
    %
    
    
    34,704
    
    
    
    4.00
    %
    
    
    43,380
    
    
    
    5.00
    %Tangible Capital to
adjusted total assets
    
    
    83,972
    
    
    
    9.69
    %
    
    
    13,014
    
    
    
    1.50
    %
    
    
    N/A
    
    
    
    N/A
 NOTE
14  RELATED PARTY TRANSACTIONS
  Beginning balance
    
    $
    5,228,788Changes in
related party loans due to changes in the composition of the Board of Directors
    
    $
    3,633,087New Loans
    
    
    3,525,000Repayments
    
    
    (3,321,912
    )Ending balance
    
    $
    9,064,963
   79




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##### Table of Contents



NOTE
14  RELATED PARTY TRANSACTIONS
  NOTE
15  STOCK OPTIONS
     Outstanding
    
    ExercisableWeighted Average
    
    
    
    
    
    WeightedRange of
    
    
    
    
    
    Remaining
    
    
    
    
    
    AverageExercise
    
    
    
    
    
    Contractual
    
    
    
    
    
    ExercisePrice
    
    Number
    
    
    Life
    
    Number
    
    
    Price$2.03  $4.42
    
    
    96,200
    
    
    
    8.78
    
    
    
    57,900
    
    
    
    $   4.05$5.49  $6.10
    
    
    61,837
    
    
    
    1.10
    
    
    
    61,837
    
    
    
    5.68$6.75  $7.76
    
    
    116,925
    
    
    
    1.22
    
    
    
    116,925
    
    
    
    $   7.35$8.32  $13.64
    
    
    307,830
    
    
    
    5.27
    
    
    
    232,770
    
    
    
    $ 10.93Total
    
    
    582,792
    
    
    
    4.59
    
    
    
    469,432
    
    
    
    $   8.50
   2009WeightedAverageExerciseShares
    
    
    PriceOutstanding beginning of year
    
    
    533,426
    
    
    
    $   9.32Forfeited
    
    
    (23,951
    )
    
    
    10.45Expired
    
    
    (23,383
    )
    
    
    5.77Granted
    
    
    96,700
    
    
    
    4.02Outstanding end of year
    
    
    582,792
    
    
    
    $   8.54Exercisable end of year
    
    
    469,432
    
    
    
    $   8.50
  80




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NOTE
15  STOCK OPTIONS
       2009
    
    
    2008
    
    
    2007Risk-free interest rate
    
    
    3.78
    %
    
    
    N/A
    
    
    
    4.56
    %Dividend yield
    
    
    0.00
    %
    
    
    N/A
    
    
    
    2.74
    %Expected volatility
    
    
    28.61
    %
    
    
    N/A
    
    
    
    24.95
    %Expected life in years
    
    
    9.42
    
    
    
    N/A
    
    
    
    9.14
   81




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##### Table of Contents



NOTE
16  EARNINGS (LOSS) PER SHARE
  2009Per-ShareNet Income
    
    
    Shares
    
    
    AmountBasic earnings (loss) per share:Income available to common shareholders
    
    $
    (20,115,629
    )
    
    
    7,773,823
    
    
    $
    (2.59
    )Dilutive effect of assumed exercises of stock options
    
    
    
    
    
    
    
    
    
    
    Diluted earnings (loss) per share:Income available to common shareholders
    
    $
    (20,115,629
    )
    
    
    7,773,823
    
    
    $
    (2.59
    )
 2008Per-ShareNet Income
    
    
    Shares
    
    
    AmountBasic earnings (loss) per share:Income available to common shareholders
    
    $
    (1,100,657
    )
    
    
    7,765,780
    
    
    $
    (0.14
    )Dilutive effect of assumed exercises of stock options
    
    
    
    
    
    
    
    
    
    
    Diluted earnings (loss) per share:Income available to common shareholders
    
    $
    (1,100,657
    )
    
    
    7,765,780
    
    
    $
    (0.14
    )
 2007Per-ShareNet Income
    
    
    Shares
    
    
    AmountBasic earnings (loss) per share:Income available to common shareholders
    
    $
    4,234,324
    
    
    
    7,724,436
    
    
    $
    0.55Dilutive effect of assumed exercises of stock options
    
    
    
    
    
    
    98,571
    
    
    
    (0.01
    )Diluted earnings (loss) per share:Income available to common shareholders
    
    $
    4,234,324
    
    
    
    7,823,007
    
    
    $
    0.54
   82




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NOTE
17  FAIR VALUE
  June 30, 2009
    
    
    June 30, 2008Carrying
    
    
    Estimated Fair
    
    
    Carrying
    
    
    Estimated FairAmount
    
    
    Value
    
    
    Amount
    
    
    Value(in thousands)Assets:Cash and amounts due from
depository institutions
    
    $
    8,465
    
    
    $
    8,465
    
    
    $
    7,456
    
    
    $
    7,456Interest-bearing deposits
    
    
    1,940
    
    
    
    1,940
    
    
    
    701
    
    
    
    701Federal funds sold
    
    
    10,809
    
    
    
    10,809
    
    
    
    9,648
    
    
    
    9,648Securities held to maturity
    
    
    50,000
    
    
    
    50,000
    
    
    
    7,580
    
    
    
    7,604Equity securities
    
    
    103
    
    
    
    103
    
    
    
    1,890
    
    
    
    1,890Mortgage-backed securities held to
maturity
    
    
    
    
    
    
    
    
    
    
    55,151
    
    
    
    53,259Mortgage-backed securities
available for sale
    
    
    64,178
    
    
    
    64,178
    
    
    
    
    
    
    
    Loans receivable, net
    
    
    668,460
    
    
    
    682,697
    
    
    
    714,492
    
    
    
    716,047Loans receivable held for sale, net
    
    
    26,861
    
    
    
    26,861
    
    
    
    7,831
    
    
    
    7,831Federal Home Loan Bank stock
    
    
    12,811
    
    
    NA
    
    
    
    12,641
    
    
    NAAccrued interest receivable
    
    
    3,475
    
    
    
    3,475
    
    
    
    4,345
    
    
    
    4,345Mandatory forward sales contracts
    
    
    699
    
    
    
    699
    
    
    
    75
    
    
    
    75Commitments to make loans
intended to be sold
    
    
    506
    
    
    
    506
    
    
    
    8
    
    
    
    8Liabilities:Demand deposits and passbook
savings
    
    
    (188,198
    )
    
    
    (188,198
    )
    
    
    (162,307
    )
    
    
    (162,307
    )Time deposits
    
    
    (536,734
    )
    
    
    (547,620
    )
    
    
    (497,078
    )
    
    
    (503,694
    )Line of credit
    
    
    (1,366
    )
    
    
    (1,366
    )
    
    
    (950
    )
    
    
    (950
    )Advances
from the Federal Home Loan Bank of Cincinnati
    
    
    (35,000
    )
    
    
    (36,517
    )
    
    
    (44,000
    )
    
    
    (43,998
    )Repurchase agreement
    
    
    (50,000
    )
    
    
    (53,900
    )
    
    
    (50,000
    )
    
    
    (51,455
    )Subordinated debentures
    
    
    (20,000
    )
    
    
    (3,800
    )
    
    
    (20,000
    )
    
    
    (20,000
    )Accrued interest payable
    
    
    1,379
    
    
    
    1,379
    
    
    
    (444
    )
    
    
    (444
    )
  Cash and amounts due from depository institutions, interest bearing deposits, and federal funds
sold
   83




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##### Table of Contents



NOTE 17  FAIR VALUE
 Loans receivable and loans receivable held for sale
  Federal Home Loan Bank stock.
 Mandatory forward sales contracts.
 Demand deposits and time deposits.
 Line of credit.
 Advances from the Federal Home Loan Bank of Cincinnati
 Notes payable and subordinated debentures
 Accrued interest receivable and accrued interest payable
 Commitments to make loans intended for sale
 Off-balance-sheet instruments.
    84




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NOTE
17  FAIR VALUE
        Quoted Pricesin ActiveMarkets for
    
    
    
    
    
    
    SignificantIdentical
    
    
    Significant Other
    
    
    UnobservableAssets
    
    
    Observable Inputs
    
    
    InputsJune 30, 2009
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)Assets:Securities available-for-sale
    
    $
    102,800
    
    
    $
    102,800
    
    
    
    
    
    
    
    Loans held-for-sale
    
    $
    27,078,472
    
    
    
    
    
    
    $
    27,078,472Mortgage-backed
securities available-for-sale
    
    $
    64,177,633
    
    
    
    
    
    
    $
    64,177,633
    
    
    
    Mandatory forward sales
contracts
    
    $
    99,000
    
    
    
    
    
    
    $
    699,000Interest rate-lock commitments
    
    $
    506,000
    
    
    
    
    
    
    $
    506,000
    
    
    
    
  85




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##### Table of Contents



NOTE 17  FAIR VALUE
  Quoted Pricesin ActiveMarkets for
    
    
    Significant Other
    
    
    SignificantIdentical
    
    
    Observable
    
    
    UnobservableAssets
    
    
    Inputs
    
    
    InputsJune 30, 2009
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)Assets:Impaired loans
    
    $
    27,851,511
    
    
    
    
    
    
    
    
    
    
    $
    27,851,511
   86




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##### Table of Contents



NOTE 18  PARENT COMPANY
  CONDENSED STATEMENTS OF FINANCIAL CONDITION
 2009
    
    
    2008Cash and amounts due from depository institutions
    
    $
    24,948
    
    
    $
    10,944Prepaid expenses and other assets
    
    
    3,447,277
    
    
    
    2,690,787Investment in Bank subsidiary
    
    
    64,929,087
    
    
    
    83,971,772Investment in non-Bank subsidiaries
    
    
    4,016,376
    
    
    
    3,293,222Total assets
    
    $
    72,417,688
    
    
    $
    89,966,725Accrued expenses and other liabilities
    
    $
    2,912,491
    
    
    $
    891,391Subordinated debentures
    
    
    20,000,000
    
    
    
    20,000,000Stockholders equity
    
    
    49,505,197
    
    
    
    69,075,334Total liabilities and stockholders equity
    
    $
    72,417,688
    
    
    $
    89,966,725
 CONDENSED STATEMENTS OF OPERATIONS
 2009
    
    
    2008
    
    
    2007Income:Mortgage banking activities
    
    $
    13,521
    
    
    $
    9,521
    
    
    $
    24,572Dividends from Bank subsidiary
    
    
    
    
    
    
    4,000,000
    
    
    
    Interest Income
    
    
    10
    
    
    
    26
    
    
    
    3813,531
    
    
    
    4,009,547
    
    
    
    24,610Expenses:Interest expense
    
    
    1,259,025
    
    
    
    1,463,602
    
    
    
    1,549,920General and administrative
    
    
    502,133
    
    
    
    718,800
    
    
    
    374,4871,761,158
    
    
    
    2,182,402
    
    
    
    1,924,407Income (loss) before federal income taxes and
equity in undistributed net income of subsidiaries
    
    
    (1,747,627
    )
    
    
    1,827,145
    
    
    
    (1,899,797
    )Federal income tax benefit
    
    
    594,193
    
    
    
    738,771
    
    
    
    645,931Income (loss) before equity in undistributed
net income of subsidiaries
    
    
    (1,153,434
    )
    
    
    2,565,916
    
    
    
    (1,253,866
    )Equity in undistributed net income (loss) of subsidiaries
    
    
    (18,962,195
    )
    
    
    (3,666,573
    )
    
    
    5,488,190Net income (loss)
    
    $
    (20,115,629
    )
    
    $
    (1,100,657
    )
    
    $
    4,234,324
  87




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NOTE 18  PARENT COMPANY
 CONDENSED STATEMENTS OF CASH FLOWS
 2009
    
    
    2008
    
    
    2007Operating activities:Net income (loss)
    
    $
    (20,115,629
    )
    
    $
    (1,100,657
    )
    
    $
    4,234,324Equity in undistributed net loss (income) of subsidiaries
    
    
    18,962,195
    
    
    
    3,666,573
    
    
    
    (5,488,190
    )Other, net
    
    
    214,611
    
    
    
    (818,722
    )
    
    
    (450,283
    )Net cash from (used in) operating activities
    
    
    (938,823
    )
    
    
    1,747,194
    
    
    
    (1,704,149
    )Investing activities:Advance (to) from subsidiary
    
    
    1,050,000
    
    
    
    232,000
    
    
    
    (52,500
    )Investment in subsidiary
    
    
    
    
    
    
    
    
    
    
    (6,000,000
    )Net decrease in cash from investing activities
    
    
    1,050,000
    
    
    
    232,000
    
    
    
    (6,052,500
    )Financing activities:Repayment on note payable
    
    
    
    
    
    
    
    
    
    
    Proceeds from subordinated debentures
    
    
    
    
    
    
    
    
    
    
    10,000,000Proceeds and income tax benefit from exercise
of stock options
    
    
    
    
    
    
    396,181
    
    
    
    311,536Stock purchased and retired
    
    
    
    
    
    
    (96,426
    )
    
    
    (293,541
    )Dividends paid
    
    
    (97,173
    )
    
    
    (2,298,373
    )
    
    
    (2,286,382
    )Purchase of treasury stock
    
    
    
    
    
    
    
    
    
    
    Net cash from (used in) financing activities
    
    
    (97,173
    )
    
    
    (1,998,618
    )
    
    
    7,731,613Net increase
(decrease) in cash and Cash equivalents
    
    
    14,004
    
    
    
    (19,424
    )
    
    
    (25,036
    )Cash and cash equivalents at beginning of year
    
    
    10,944
    
    
    
    30,368
    
    
    
    55,404Cash and cash equivalents at end of year
    
    $
    24,948
    
    
    $
    10,944
    
    
    $
    30,368
  88




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##### Table of Contents



NOTE 19  EMPLOYEE BENEFIT PLANS
      89




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##### Table of Contents



NOTE 20  OTHER COMPREHENSIVE INCOME (LOSS)
  2009
    
    
    2008
    
    
    2007Unrealized holding gains (losses) on
available for sale securities
    
    $
    (646,806
    )
    
    
    
    
    
    
    Reclassification adjustment for losses (gains) Realized in income
    
    
    1,283,991
    
    
    
    
    
    
    
    Net unrealized gains (losses)
    
    
    637,185
    
    
    
    
    
    
    
    Tax effect
    
    
    216,643
    
    
    
    
    
    
    
    Other comprehensive income
    
    $
    420,542
    
    
    $
    
    
    
    
    
 NOTE 21  SUBSEQUENT EVENTS
     90




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##### Table of Contents



Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
  
 Item 9A(T).
Controls and Procedures
   91




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##### Table of Contents



MANAGEMENTS ANNUAL REPORT ON INTERNAL CONTROL OVER
FINANCIAL REPORTING
     /s/ Edward B. Debevec
    
    /s/ Robert J. King, Jr.Edward B. Debevec
    
    Robert J. King, Jr.Treasurer
    
    President and Chief Executive Officer
  92




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##### Table of Contents



Changes in Internal Control Over Financial Reporting
  
 Item 9B. Other Information
  
 PART III
 
 Item 10. Directors and Executive Officers of the Registrant
 Directors
 Items to be Voted Upon by Stockholders  Item 1  Election of Directors
 Executive Officers
 Description of Business  Executive Officers of the Company Form 10-K.
 Corporate Governance
 Corporate Governance  Meetings and
Committees of the Board of Directors  Audit Committee
 Compliance with Section 16(a) of the Exchange Act
 Other Information Relating to Directors and Executive
Officers  Section 16(a) Beneficial Ownership
Reporting Compliance
 Code of Ethics
  
 Item 11. Executive Compensation
 Executive Compensation Director
Compensation
 
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
 (a) and (b)
    
    The information required by this item is incorporated herein by reference to the
section captioned Stock Ownershipof the Proxy Statement.(c)
    
    Management knows of no arrangements, including any pledge by any person of securities of the
Bank, the operation of which may at a subsequent date result in a change in control of the
registrant.
  93




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##### Table of Contents



(d)
    
    The following table sets forth certain information with respect to the Companys equity
compensation plans as of June 30, 2009.
 (c)Number of securities(a)
    
    (b)
    
    remainingNumber of securities to be
    
    Weighted-average exercise
    
    available for future issuanceissued upon exercise of
    
    price of outstanding
    
    under equity compensationoutstanding options, warrants
    
    options, warrants and
    
    plans (excluding securities& rights (1)
    
    rights
    
    reflected in column (a))(1)Equity compensation plans
approved by security holders
    
    
    582,792
    
    
    
    $   8.54
    
    
    
    19,467Equity compensation plans not
approved by security holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    582,792
    
    
    
    $   8.54
    
    
    
    19,467
 
 (1)
    
    Adjusted for a 10% stock dividend paid on the Common Stock on September 1, 1997, a 50% stock
dividend paid on the Common Stock on August 17, 1998, a 10% stock dividend paid on the Common
Stock on September 7, 1999, a 10% stock dividend paid on the Companys Common Stock on
September 1, 2000, a 10% stock dividend paid on the Common Stock on August 31, 2001, a 10%
stock dividend paid on the Common Stock on August 30, 2002, a 10% dividend paid on the Common
Stock on August 29, 2003, a 10% dividend paid on the Common Stock on August 31, 2004 and a 10%
dividend paid on the Common Stock on August 31, 2005. 
 Item 13. Certain Relationships and Related Transactions, and Director Independence
 Certain Relationships and Related Transactions
 Other Information Relating to Directors and Executive Officers  Indebtedness of
Management and  Transactions with Related Persons
 Corporate Governance
 Corporate Governance Director Independence
 
 Item 14. Principal Accounting Fees and Services
 Fees Paid to Independent Registered Public Accounting Firm
 
 PART IV
 
 Item 15. Exhibits and Financial Statement Schedules
 (a)
    1.
    Report of Independent Registered Public Accounting Firm (incorporated by reference to Item
8 of this Annual Report).Consolidated Financial Statements (incorporated by reference to Item 8 of this
Annual Report).(a)
    Consolidated Statements of Financial Condition, at June 30,
2009 and 2008(b)
    Consolidated Statements of Operations for the Years Ended June
30, 2009, 2008 and 2007
  94




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##### Table of Contents



(c)
    Consolidated Statements of Stockholders Equity for the Years
Ended June 30, 2009, 2008 and 2007(d)
    Consolidated Statements of Cash Flows for the Years Ended June
30, 2009, 2008 and 2007(e)
    Notes to Consolidated Financial Statements.
 2.
    
    All schedules have been omitted as the required information is either
inapplicable or included in the Notes to Consolidated Financial Statements.3.
    
    Exhibits and Index to ExhibitsThe following exhibits are either attached to or incorporated by reference in this
Annual Report on Form 10-K.
 No.

    
    Description3.1
    1
    
    Articles of Incorporation, as amended and restated3.2
    2
    
    Code of Regulations, as amended and restated3.3
    
    
    Bylaws, as amended and restated4.1
    3
    
    Specimen Common Stock Certificate4.2
    
    
    Indenture between PVF Capital Corp. and LaSalle Bank National Association, dated
July 6, 20064.3
    
    
    Form of Junior Subordinated Debt Security Due 2036 (Exhibit A to Exhibit 4.2)10.1
    
    
    Guarantee Agreement between PVF Capital Corp., PVF Capital Trust II and LaSalle
Bank National Association, dated July 6, 200610.2
    3
    
    Park View Federal Savings Bank Conversion Stock Option Plan 10.3
    3
    
    PVF Capital Corp. 1996 Incentive Stock Option Plan 10.4
    4
    
    PVF Capital Corp. 2000 Incentive Stock Option Plan and Deferred Compensation Plan 10.5
    5
    
    PVF Capital Corp. 2008 Equity Incentive Plan 10.6
    6
    
    Management Incentive Compensation Plan 10.7
    7
    
    Amended and Restated Severance Agreement by and between PVF Capital Corp., Park
View Federal Savings Bank and Jeffrey N. Male 10.8
    7
    
    Amended and Restated Severance Agreement by and between PVF Capital Corp., Park
View Savings Bank and Edward B. Debevec 10.9
    
    
    Form of Employment Agreement between PVF Capital Corp., Park View Federal Savings Bank and
Robert J. King, Jr.  *10.10
    
    
    Letter Agreement between PVF Capital Corp. and John R. Male, dated July 27, 2009 **10.11
    8
    
    Agreement by and between PVF Capital Corp., Park View Federal Savings Bank, Steven
A. Calabrese, CCAG Limited Partnership and Steven A. Calabrese Profit Sharing
Trust, dated September 30, 200810.12
    8
    
    Agreement by and between PVF Capital Corp., Park View Federal Savings Bank,
Richard M. Osborne and Richard M. Osborne Trust, dated September 30, 200810.13
    9
    
    Agreement among PVF Capital Corp., Park View Federal Savings Bank and Marty Adams
Consulting LLC, dated February 26, 2009  ***14
    10
    
    Code of Ethics21
    
    
    Subsidiaries of the Registrant23.1
    
    
    Consent of Crowe Horwath LLP31.1
    
    
    Rule 13a-14(a) Certification of Chief Executive Officer31.2
    
    
    Rule 13a-14(a) Certification of Chief Financial Officer32
    
    
    Section 1350 Certifications
 
 
    
    Management contract or compensatory plan or arrangement.*
    
    Not currently effective. Subject to OTS approval.**
    
    The provision in the Letter Agreement pertaining to Mr. Males consulting arrangement with
the Company is subject to OTS approval.  95




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##### Table of Contents



***
    
    The agreement was terminated on September 10, 2009 in accordance with its terms.(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, 1996 (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, 2003 (Commission File No. 0-24948).(5)
    
    Incorporated by reference to the Registrants Definitive Proxy Statement filed on October 17,
2008 (Commission File No. 0-24948).(6)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the year ended
June 30, 2007 (Commission File No. 0-24948).(7)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the quarter
ended December 31, 2008 (Commission File No. 0-24948).(8)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K filed on October 6,
2008 (Commission File No. 0-24948).(9)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K filed on March 4,
2009 (Commission File No. 0-24948).(10)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K filed on August 26,
2009 (Commission File No. 0-24948). (b)
    
    Exhibits.The exhibits required by Item 601 of Regulation S-K are either filed as
part of this Annual Report on Form 10-K or incorporated herein by reference.(c)
    
    Financial Statements and Schedules Excluded from Annual Report.There are no other
financial statements and financial statement schedules which were excluded from the Annual
Report to Stockholders pursuant to Rule 14a-3(b) which are required to be included herein.  96




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##### Table of Contents



SIGNATURES
  PVF CAPITAL CORP.September 28, 2009
    By:
    /s/ Robert J. King, Jr.Robert J. King, Jr.President and Chief Executive Officer  /s/ Robert J. King, Jr.
    
    
    
    September 28, 2009Robert J. King, Jr.President and Chief Executive Officer(Principal Executive Officer)/s/ Edward B. Debevec
    
    
    
    September 28, 2009Edward B. DebevecTreasurer(Principal Financial
and Accounting Officer)/s/ Mark D. Grossi
    
    
    
    September 28, 2009Mark D. GrossiChairman of the Board/s/ John R. Male
    
    
    
    September 28, 2009John R. MaleDirector/s/ C. Keith Swaney
    
    
    
    September 28, 2009C. Keith SwaneyDirector/s/ Robert K. Healey
    
    
    
    September 28, 2009Robert K. HealeyDirector/s/ Stanley T. Jaros
    
    
    
    September 28, 2009Stanley T. JarosDirector/s/ Stuart D. Neidus
    
    
    
    September 28, 2009Stuart D. NeidusDirector/s/ Raymond J. Negrelli
    
    
    
    September 28, 2009Raymond J. NegrelliDirector
 /s/ Ronald D. Holman, II
    
    
    
    September 28, 2009Ronald D. Holman, IIDirector/s/ Umberto P. Fedeli
    
    
    
    September 28, 2009Umberto P. FedeliDirector/s/ Steven A. Calabrese
    
    
    
    September 28, 2009Steven A. CalabreseDirector




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##### Table of Contents



EXHIBIT INDEX
 No.

    Description3.3
    

    Bylaws, as amended and restated4.2
    

    Indenture between PVF Capital Corp. and LaSalle Bank National Association, dated July 6, 200610.1
    

    Guarantee Agreement between PVF Capital Corp., PVF Capital Trust II and LaSalle Bank National
Association, dated July 6, 200610.9
    

    Form of Employment Agreement between PVF Capital Corp., Park View Federal Savings Bank and Robert J. King,
Jr.  *10.10
    

    Letter Agreement between PVF Capital Corp. and John R. Male, dated July 27, 2009 **21
    

    Subsidiaries of the Registrant23.1
    

    Consent of Crowe Horwath LLP31.1
    

    Rule 13a-14(a) Certification of Chief Executive Officer31.2
    

    Rule 13a-14(a) Certification of Chief Financial Officer32
    

    Section 1350 Certifications
 
 
    
    Management contract or compensatory plan or arrangement.*
    
    Not currently effective. Subject to OTS approval.**
    
    The provision in the Letter
Agreement pertaining to Mr. Males consulting arrangement with
the Company is subject to OTS approval.