8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 20, 2006

CAMCO FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	0-25196	51-0110823
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer I.D. No.)

6901 Glenn Highway, Cambridge, Ohio 43725

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (740) 435-2020

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

1

TABLE OF CONTENTS

EX-99 Press Release

Section 2 — Financial Information

Item 2.02 Results of Operations and Financial Condition.

     On January 20, 2006, Camco Financial Corporation (“Camco”) issued a press release regarding its earnings for the year ended December 31, 2005. The press release is attached as Exhibit 99 hereto and is incorporated herein by reference.

     The press release includes one or more non-GAAP financial measures within the meaning of Regulation G. With respect to each, Camco has disclosed the most directly comparable financial measure calculated and presented in accordance with GAAP and reconciled the differences between the non-GAAP financial measure and the most comparable financial measure presented in accordance with GAAP.

     Camco believes that the presentation of the non-GAAP financial measures in the press release assists management and investors to compare results period-to-period in a more meaningful and consistent manner and provides a better measure of results for Camco’s ongoing operations.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

     (a) Financial statements of business acquired.

          Not applicable.

     (b) Pro forma financial information.

          Not applicable.

     (c) Exhibits.

Exhibit No.		Description
	99	Press Release of Camco dated January 20, 2006

2

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CAMCO FINANCIAL CORPORATION
By:	/s/ Mark A. Severson
	Mark A. Severson
	Chief Financial Officer

Date: January 20, 2006

3

EX-99

Exhibit 99

Contacts:
	Richard C. Baylor, CEO
	Phone: 740-435-2040
Or
	Mark A. Severson, CFO
	Phone: 740-435-2055

NEWS RELEASE

Release Date: January 20, 2006

Release Time: 4:30 P.M.

Camco Financial Announces Strong Fourth Quarter and Year 2005 Results

Cambridge, Ohio (Nasdaq: CAFI) — Camco Financial Corporation announced a 32% increase in net earnings for the quarter ended December 31, 2005 of $2.47 million or $.32 per basic share as compared with $1.87 million or $.24 per basic share for the same quarter in 2004 which excludes the impact of certain extraordinary items. Camco’s reported net earnings for the quarter ended December 31, 2005 were $2.47 million or $.32 per basic share as compared with a reported net earnings loss of $6.57 million or $.89 per basic share for the same quarter in 2004. The reported earnings in the quarter ended December 31, 2004 included extraordinary items such as the restructuring of a significant portion of Federal Home Loan Bank (FHLB) borrowings amounting to a net loss of $1.63 per share and the sale of two bank branches which amounted to a net gain of $.53 per share.

Excluding the 2004 extraordinary items noted above, Camco’s net earnings for the year ended December 31, 2005 were $8.77 million or $1.15 per basic share as compared with $5.90 million or $.79 per basic share for 2004, an increase of 49%. For the year ended December 31, 2005 Camco’s reported net earnings, including the extraordinary items noted above, were $8.77 million or $1.15 per basic share compared with a net loss of $2.54 million or $.34 per share for the year ended 2004.

4

Camco’s President & CEO, Richard C. Baylor commented, “2005 was a good year for Camco Financial Corporation. We increased operating earnings, strengthened our balance sheet, invested in our banking franchise, and continued to make progress on all aspects of our long term strategic plan. Through these actions we are moving forward on our goal of building a better community bank for our customers, our employees, our communities, and our stockholders. One significant factor behind our solid 2005 performance was our decision in December 2004 to refinance $144.1 million in fixed rate borrowings. As well, the resulting reduction in interest rate risk and interest expense significantly benefited our 2005 earnings and will continue to benefit earnings over the next four years. Although this was one factor in the earnings increase in 2005, it was not the only one. Besides lowering our cost of funds, we also succeeded in adding higher margin commercial and consumer loans to our portfolio. These two factors combined to improve our net interest margin to 3.00% in 2005 from 2.49% in 2004.”

Review of significant areas:

Net Interest Margin — In 2005, management was able to produce significant improvement in the net interest margin. This improvement was the result of Camco’s continued emphasis on growth in the commercial, commercial real estate and consumer loan portfolios and effective cost of funds management, emphasizing lower cost, transaction-based deposit accounts as well as the significant restructuring of FHLB borrowings that occurred at the end of 2004. For the 4th quarter 2005, the net interest margin increased to 3.17% from 2.55% for 2004, for the year ended December 31, 2005 the net interest margin increased to 3.00% from 2.49% for calendar year 2004.

NASDAQ: CAFI • EMAIL: camco@camco.cc • www.camcofinancial.com

5

Non-Interest Income — For the quarter ended December 31, 2005, non-interest income was $1.71 million versus $8.55 million for the same period last year. Excluding the sale of our Ashland-Kentucky banking division as well as facilities in New Philadelphia, Ohio and Cresent Springs, Kentucky, non-interest income would have been 1.92 million in 2004. The primary reason for this decline in non-interest income was the change year-to-year in the sale of real estate acquired through foreclosure from a net gain in the 4^th quarter 2004 of $123,000 to a net loss in the 4^th quarter 2005 of $39,000.

Operating Expenses — For the quarter ended December 31, 2005, operating expenses were $5.64 million versus $24.43 million for the 4^th quarter 2004. Excluding the effect of the restructuring of FHLB borrowings in the 4^th quarter of 2004, operating expenses were $5.64 million and $5.55 million in 2005 and 2004 respectively, or an increase of 1.69%.

Asset Quality — Non-performing loans as a percentage of loans increased from 1.17% at December 31, 2004 to 1.64% at December 31, 2005. The allowance for loan losses as a percentage of loans has increased from 78 basis points at December 31, 2004 to 82 basis points at December 31, 2005. Management is committed to reducing the level of non-performing loans over the coming months. Although management believes the allowance for loan losses at December 31, 2005 is adequate based upon the available facts and circumstances, there can be no assurance that additions to such allowance will not be necessary in future periods, which could adversely affect Camco’s results of operations.

Strategic Vision — Camco continues to actively execute and manage it’s long-term strategic plan. This plan encompasses the diversification of the balance sheet primarily through increasing commercial, commercial real estate, and consumer loan portfolios as well as transaction-based deposits. Critical to this strategy is the

NASDAQ: CAFI • EMAIL: camco@camco.cc • www.camcofinancial.com

6

growth of the balance sheet and the corresponding increase in net interest margin. Complementary revenue sources to enhance the net interest margin are being actively pursued while management remains vigilant to contain operating expenses in this transitional period.

Camco Financial Corporation, holding company for Advantage Bank, is a $1.08 billion multi-state community bank holding company headquartered in Cambridge, Ohio. Advantage Bank and its affiliates offer community banking that includes commercial, business and consumer financial services from 29 offices in 22 communities in Ohio, Kentucky and West Virginia.

Additional information about Camco Financial may be found on Camco’s web site: www.advantagebank.com.

The words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the Company’s market area, changes in policies by regulatory agencies, fluctuations in interest rates, demands for loans in the Company’s market area and competition, that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Financials Attached.

NASDAQ: CAFI • EMAIL: camco@camco.cc • www.camcofinancial.com

7

Camco Financial Corporation
Condensed Consolidated Statements of Financial Condition
(In thousands, except for per share data and Shares Outstanding)

	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			Audited
	12/31/05			9/30/05			6/30/05			3/31/05			12/31/04
Assets
Cash and Cash Equivalents		33,085			34,274			36,778			39,795		$	42,894
Investments		113,690			113,206			113,517			109,179			108,429
Loans Held for Sale		1,968			5,317			3,441			4,616			2,837
Loans Receivable		853,701			856,468			847,731			843,777			840,305
Allowance for Loan Loss		(6,959	)		(6,642	)		(6,540	)		(6,637	)		(6,476	)
Loans Receivable, Net		846,742			849,826			841,191			837,140			833,829
Goodwill		6,683			6,683			6,683			6,683			6,736
Other Assets		69,080			68,014			67,747			67,221			71,098
Total Assets	$	1,071,248		$	1,077,320		$	1,069,357		$	1,064,634		$	1,065,823
Liabilities
Deposits		660,242			669,908			669,283			674,853		$	667,778
Borrowed Funds		307,223			305,211			298,295			289,302			295,310
Other Liabilities		13,020			11,835			11,123			10,900			13,414
Total Liabilities		980,485			986,954			978,701			975,055			976,502
Stockholders Equity		90,763			90,366			90,656			89,579			89,321
Total Liabilities and Stockholders’ Equity	$	1,071,248		$	1,077,320		$	1,069,357		$	1,064,634		$	1,065,823
Stockholders’ Equity to		8.47	%		8.39	%		8.48	%		8.41	%		8.38	%
Total Assets
Total Shares Outstanding		7,578,713			7,621,385			7,643,746			7,678,747			7,663,153
Book Value Per Share	$	11.98		$	11.86		$	11.86		$	11.67		$	11.66

Camco Financial Corporation
Condensed Consolidated Statements of Earnings
Quarterly Information
(In thousands, except for per share data and shares outstanding)

	3 Months			3 Months			3 Months			3 Months		3 Months
	Ended			Ended			Ended			Ended		Ended
	12/31/05			9/30/05			6/30/05			3/31/05		12/31/04
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)		(Unaudited)
Interest Income:
Loans		13,163		$	12,729		$	12,311		$	11,962	$	12,188
Mortgage-backed securities		655			679			742			751		785
Investment securities		466			358			257			185		178
Interest-bearing deposits and other		873			689			651			607		610
Total Interest Income		15,157			14,455			13,961			13,505		13,761
Interest Expense:
Deposits		4,136			4,009			3,786			3,503		3,723
Borrowings		2,922			2,893			2,646			2,634		3,355
Total Interest Expense		7,058			6,902			6,432			6,137		7,078
Net Interest Income		8,099			7,553			7,529			7,368		6,683
Provision for Losses on Loans		520			360			360			240		855
Net Interest Income After Provision for Loan Losses		7,579			7,193			7,169			7,128		5,828
Noninterest Income
Late charges, rent and other		550			818			715			745		585
Loan servicing fees		363			368			371			378		381
Service charges and other fees on deposits		393			370			386			334		404
Gain on sale of loans		119			215			179			170		140
Mortgage servicing rights		287			(276	)		(42	)		51		269
Gain on sale of investment, mbs & fixed assets		36			66			0			19		6,653
Gain on sale of real estate acq’d through foreclosure		(39	)		(18	)		25			9		123
Total noninterest income		1,709			1,543			1,634			1,706		8,555
Non interest expense
Employee compensation and benefits		2,932			3,008			2,811			2,964		2,655
Occupancy and equipment		711			780			763			797		821
Data processing		373			317			347			331		331
Advertising		341			345			303			229		225
Franchise taxes		50			71			67			79		201
Other operating		1,237			1,214			1,519			1,165		1,317
FHLB prepayment penalty		0			0			0			0		18,879
Total noninterest expense		5,644			5,735			5,810			5,565		24,429
Net Income — Before Income Tax		3,644			3,001			2,993			3,269		(10,046	)
Provision for income taxes		1,174			963			953			1,051		(3,476	)
Reported Net Income		2,470			2,038			2,040			2,218		(6,570	)
Adjusted for non-recurring items
Sale of branches		0			0			0			0		(4,024	)
FHLB Prepayment costs (net of tax)		0			0			0			0		12,460
Net Earnings from Operations		2,470			2,038			2,040			2,218		1,866
Earnings Per Share Reported:
Basic	$	0.32		$	0.27		$	0.27		$	0.29		($0.89	)
Diluted	$	0.32		$	0.27		$	0.27		$	0.29		N/A
Earnings Per Share Operations:
Basic	$	0.32		$	0.27		$	0.27		$	0.29	$	0.24
Diluted	$	0.32		$	0.27		$	0.27		$	0.29	$	0.24
Basic Weighted Number of Shares Outstanding		7,610,499			7,632,132			7,660,120			7,677,795		7,645,005
Diluted Weighted Number of Shares Outstanding		7,614,127			7,638,147			7,681,186			7,711,433		7,684,500

Camco Financial Corporation
Selected Ratios and Statistics
Periods Ended December 31, 2005 and 2004
(In thousands, except for per share data and shares outstanding)

	12 Months			12 Months			3 Months			3 Months
	Ended			Ended			Ended			Ended
	12/31/05			12/31/04			12/31/05			12/31/04
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Reported:
Return on Average Equity		9.68	%		– 2.70	%		10.86	%		– 6.86	%
Return on Average Assets		0.82	%		– 0.24	%		0.92	%		– 0.60	%
Interest Rate Spread		2.79	%		2.26	%		2.91	%		2.33	%
Net Interest Margin		3.00	%		2.49	%		3.17	%		2.55	%
Yield on earning assets		5.61	%		5.17	%		5.92	%		5.25	%
Cost of deposits		2.41	%		2.09	%		2.62	%		2.16	%
Cost of funds		3.73	%		4.89	%		3.85	%		4.81	%
Total cost of interest bearing liabilities		2.83	%		2.91	%		3.02	%		2.92	%
Noninterest expense/average assets		2.13	%		3.89	%		2.11	%		8.83	%
Efficiency Ratio		61.26	%		111.18	%		57.54	%		160.32	%
Non performing assets to total assets		1.54	%		1.14	%		1.54	%		1.14	%
Non performing loans to total net loans including loans held for sale		1.64	%		1.17	%		1.64	%		1.17	%
Allowance for loan losses to total loans		0.82	%		0.78	%		0.82	%		0.78	%

Ratios are based upon the mathematical average of the balances at the end of each month for the quarter and were annualized where appropriate

Camco Financial Corporation
Averages for Quarters Ended
December, September and June 2005
(In thousands, except for per share data and shares outstanding)

	Average Table — Quarter Ended
	Dec 31, 2005							Sept 30, 2005							Jun 30, 2005
	Average				Yield/			Average				Yield/			Average				Yield/
	Balance		Interest		Rate			Balance		Interest		Rate			Balance		Interest		Rate
Interest — Earning Assets:
Loans held for sale		3,197							4,547							4,078
Loans receivable — net		846,361		13,163		6.20	%		848,600		12,729		5.97	%		839,894		12,311		5.83	%
Mortgage-backed securities		67,372		655		3.89	%		73,290		679		3.71	%		78,766		742		3.77	%
Investment securities		47,013		466		3.96	%		39,555		358		3.62	%		30,723		257		3.35	%
Interest-bearing deposits and other		59,556		873		5.86	%		60,004		689		4.59	%		59,353		651		4.39	%
Total interest earning assets		1,023,499		15,157		5.92	%		1,025,996		14,455		5.64	%		1,012,814		13,961		5.51	%
Noninterest-earning assets		46,927							50,918							52,489
Total Assets		1,070,426							1,076,914							1,065,303
Interest-Bearing Liabilities:
Deposits		632,190		4,136		2.62	%		642,363		4,009		2.50	%		646,923		3,786		2.34	%
Advances		303,310		2,922		3.85	%		303,520		2,893		3.81	%		289,058		2,646		3.66	%
Total interest-bearing liabilities		935,500		7,058		3.02	%		945,883		6,902		2.92	%		935,981		6,432		2.75	%
Noninterest-bearing sources:
Noninterest-bearing liabilities		43,910							40,069							39,123
Shareholders’ equity		91,016							90,962							90,199
Total Liabilities and Shareholders’ Equity		1,070,426							1,076,914							1,065,303
Net Interest Income & Margin				8,099		3.17	%				7,553		2.94	%				7,529		2.97	%