10-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

FOR ANNUAL AND TRANSITIONAL REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

(Mark One)

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

 For the fiscal year ended June 30, 2005 OR

o TRANSITIONAL 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.

(Exact Name of Registrant as Specified in Its Charter)

Ohio
(State or Other Jurisdiction of Incorporation or Organization) 34-1659805
(I.R.S. Employer Identification No.)

30000 Aurora Road, Solon, Ohio
(Address of Principal Executive Offices) 44139
(Zip Code)

Registrant’s telephone number, including area code: (440) 248-7171

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock (par value $0.01 per share)

Title of Class

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes þ No o

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

The registrant’s voting stock is listed on the Nasdaq SmallCap Market under the symbol “PVFC.” The aggregate market value of voting stock held by nonaffiliates of the registrant was approximately $80,698,698 based on the closing sale price of the registrant’s Common Stock as listed on the Nasdaq Small Cap Market^SM as of December 31, 2004 ($13.09 per share). Solely for purposes of this calculation, directors, executive officers and greater than 5% stockholders are treated as affiliates.

As of September 2, 2005, the Registrant had 7,724,691 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

1. Portions of Annual Report to Stockholders for the Fiscal Year Ended June 30, 2005. (Parts II and IV)

2. Portions of Proxy Statement for the 2005 Annual Meeting of Stockholders. (Part III)

TABLE OF CONTENTS

PART I
	Item 1. Business
	Item 2. Properties
	Item 3. Legal Proceedings
	Item 4. Submission of Matters to a Vote of Security Holders
PART II
	Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Securities
	Item 6. Selected Financial Data
	Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Item 7A. Quantitative and Qualitative Disclosures About Market Risk
	Item 8. Financial Statements and Supplementary Data
	Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
	Item 9A. Controls and Procedures
	Item 9B. Other Information
PART III
	Item 10. Directors and Executive Officers of the Registrant
	Item 11. Executive Compensation
	Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
	Item 13. Certain Relationships and Related Transactions
	Item 14. Principal Accountant Fees and Services
PART IV
	Item 15. Exhibits and Financial Statement Schedules
SIGNATURES
EX-3.3 Bylaws, as Amended and Restated
EX-13 Annual Report
EX-21 Subsidiaries of the Registrant
EX-23.1 Consent of Crowe Chizek and Company LLC
EX-31.1 302 Certification for CEO
EX-31.2 302 Certification for CFO
EX-32 906 Certification for CEO and CFO

PART I

Item 1. Business

General

     PVF Capital Corp. (“PVF” or the “Company”) is the holding company for Park View Federal Savings Bank (“Park View Federal” or the “Bank”). PVF owns and operates Park View Federal Savings Bank, PVF Service Corporation (“PVFSC”), a real estate subsidiary, and Mid Pines Land Company (“MPLC”), a real estate subsidiary. In addition, PVF owns PVF Holdings, Inc., a financial services subsidiary, currently inactive, and two other subsidiaries chartered for future operation, but which are also currently inactive. Park View Federal is a federal stock savings bank operating through seventeen offices located in Cleveland and surrounding communities. PVF also created PVF Capital Trust I for the sole purpose of issuing trust preferred securities. Park View Federal has operated continuously for 85 years, having been founded as an Ohio chartered savings and loan association in 1920. PVF Capital Corp’s main office is located at 30000 Aurora Road, Solon, Ohio 44139 and its telephone number is (440) 248-7171.

     The Bank’s principal business consists of attracting deposits from the general public and investing these funds primarily in loans secured by first mortgages on real estate located in the Bank’s market area, which consists of Portage, Lake, Geauga, Cuyahoga, Summit, Stark, Medina and Lorain Counties in Ohio. Park View Federal emphasizes the origination of loans for the purchase or construction of residential real estate, commercial real estate and multi-family residential property and land loans. To a lesser extent, the Bank originates loans secured by second mortgages, including home equity lines of credit and loans secured by savings deposits.

     The Bank derives its income principally from interest earned on loans and, to a lesser extent, loan servicing and other fees, gains on the sale of loans and interest earned on investments. The Bank’s principal expenses are interest expense on deposits and borrowings and noninterest expense such as compensation and employee benefits, office occupancy expenses and other miscellaneous expenses. Funds for these activities are provided principally by deposits, Federal Home Loan Bank advances, repayments of outstanding loans, sales of loans and operating revenues. The business of PVF consists primarily of the business of the Bank.

     Park View Federal is subject to examination and comprehensive regulation by the Office of Thrift Supervision (the “OTS”) and the Bank’s savings deposits are insured up to applicable limits by the Savings Association Insurance Fund (the “SAIF”), which is administered by the Federal Deposit Insurance Corporation (the “FDIC”). The Bank is a member of and owns capital stock in the Federal Home Loan Bank (the “FHLB”) of Cincinnati, which is one of 12 regional banks in the FHLB System. The Bank is further subject to regulations of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”) governing reserves to be maintained and certain other matters. See “— Regulation of the Bank.”

Market Area

     The Bank conducts its business through seventeen offices located in Cuyahoga, Summit, Medina, Lorain, Lake, Portage and Geauga Counties in Ohio, and its market area consists of Portage, Lake, Geauga, Cuyahoga, Summit, Stark, Medina and Lorain Counties in Ohio. At June 30, 2005, over 90% of the Bank’s net loan portfolio and over 90% of the Bank’s deposits were in the Bank’s market area. Park View Federal has targeted business development efforts in suburban sectors of its market area, such as Lake, Geauga, Medina and Summit Counties, where demographic growth has been stronger.

     The economy in the Company’s market area has been based on the manufacture of durable goods. Though manufacturing continues to remain an important sector of the economy, diversification has occurred in recent years with the growth of service, financial and wholesale and retail trade industries.

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Lending Activities

Loan Portfolio Composition

     The Company’s loans receivable held for investment and loans receivable held for sale totaled $669.6 million at June 30, 2005, representing 81.3% of total assets at such date. It is the Company’s policy to concentrate its lending in its market area. In addition, the Company also held $31.7 million, or 3.8% of total assets, in mortgage-backed securities at June 30, 2005.

     Set forth below is certain data relating to the composition of the Company’s loan portfolio by type of loan on the dates indicated. As of June 30, 2005, the Company had no concentrations of loans exceeding 10% of total loans other than as disclosed below.

	At June 30,
	2005						2004						2003						2002						2001
	Amount			Percent			Amount			Percent			Amount			Percent			Amount			Percent			Amount			Percent
	(Dollars in thousands)
Real estate loans receivable held for investment:
One-to-four family residential	$	148,956			22.55	%	$	128,210			20.99	%	$	139,774			24.22	%	$	158,334			28.24	%	$	206,098			36.14	%
Home equity line of credit		97,692			14.79			83,505			13.67			67,822			11.75			53,349			9.52			37,597			6.59
Multifamily residential		33,505			5.07			38,777			6.35			40,942			7.10			43,439			7.75			43,719			7.67
Commercial		171,331			25.94			175,323			28.71			146,686			25.42			133,081			23.74			125,664			22.04
Commercial equity line of credit		31,875			4.83			38,113			6.24			34,081			5.91			22,872			4.08			15,232			2.67
Land		68,165			10.32			54,047			8.85			52,963			9.18			53,434			9.53			51,932			9.11
Construction — residential		75,460			11.42			70,833			11.60			73,160			12.68			64,960			11.59			71,653			12.57
Construction — multi-family		0			0.00			0			0.00			217			0.04			823			0.15			231			0.04
Construction — commercial		24,355			3.69			15,679			2.57			16,496			2.86			28,520			5.09			18,171			3.19
Non-real estate		17,300			2.62			13,951			2.29			11,761			2.04			8,460			1.50			5,773			1.00
		668,639			101.23			618,438			101.27			583,902			101.20			567,272			101.19			576,070			101.02
Deferred loan fees		(3,833	)		(0.58	)		(3,380	)		(0.55	)		(3,034	)		(0.53	)		(2,793	)		(0.50	)		(2,322	)		(0.40	)
Allowance for loan losses		(4,312	)		(0.65	)		(4,377	)		(0.72	)		(3,883	)		(0.67	)		(3,902	)		(0.69	)		(3,520	)		(0.62	)
Total other items		(8,145	)		(1.23	)		(7,757	)		(1.27	)		(6,917	)		(1.20	)		(6,695	)		(1.19	)		(5,842	)		(1.02	)
Total loans receivable, net	$	660,494			100.00	%	$	610,681			100.00	%	$	576,985			100.00	%	$	560,577			100.00	%	$	570,228			100.00	%
Loans receivable held for sale, net	$	9,060					$	11,871					$	33,604					$	11,680					$	6,152

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     The following table presents at June 30, 2005 the amounts of loan principal repayments scheduled to be received by the Company during the periods shown based upon the time remaining before contractual maturity. Loans with adjustable rates are reported as due in the year in which they reprice. Demand loans, loans having no schedule of repayments and no stated maturity and overdrafts are reported as due in one year or less. The table below does not include any estimate of prepayments and may cause the Bank’s actual repayment experience to differ from that shown below.

	Due During		Due One
	the Year		Through Five		Due Five Years
	Ending		Years After		or More After
	June 30,		June 30,		June 30,
	2006		2005		2005
	(In thousands)
Real estate construction loans		99,815		0		0
Non-real estate loans		11,356		3,431		2,513
Total	$	111,171	$	3,431	$	2,513

     All loans with maturities greater than one year have predetermined interest rates. Scheduled contractual principal repayments of loans do not reflect the actual life of such assets. The average life of loans may be substantially less than their contractual terms because of prepayments.

Origination, Purchase and Sale of Loans

     The Bank generally has authority to originate and purchase loans secured by real estate located throughout the United States. Consistent with its emphasis on being a community-oriented financial institution, the Bank concentrates its lending activities in its market area.

     The Bank originates all fixed-rate, single-family mortgage loans in conformity with the Federal Home Loan Mortgage Corporation (the “FHLMC”) and Federal National Mortgage Association (the “FNMA”) guidelines so as to permit their being swapped with the FHLMC or the FNMA in exchange for mortgage-backed securities secured by such loans or their sale in the secondary market. All such loans are sold or swapped, as the case may be, with servicing retained, and are sold in furtherance of the Bank’s goal of better matching the maturities and interest rate sensitivity of its assets and liabilities. The Bank generally retains responsibility for collecting and remitting loan payments, inspecting the properties, making certain insurance and tax payments on behalf of borrowers and otherwise servicing the loans it sells or converts into mortgage-backed securities, and receives a fee for performing these services. Sales of loans also provide funds for additional lending and other purposes.

Loan Underwriting Policies

     The Bank’s lending activities are subject to the Bank’s written, nondiscriminatory underwriting standards and to loan origination procedures prescribed by the Bank’s Board of Directors and its management. Detailed loan applications are obtained to determine the borrower’s ability to repay, and the more significant items on these applications are verified through the use of credit reports, financial statements and confirmations. Property valuations are generally performed by an internal staff appraiser or by independent outside appraisers approved by the Bank’s Board of Directors. The Bank’s Loan Underwriter has authority to approve all fixed-rate single-family residential mortgage loans which meet FHLMC and FNMA underwriting guidelines and those adjustable-rate single-family residential mortgage loans which meet the Bank’s underwriting standards and are in amounts of less than $700,000. The Board of Directors has established a Loan Committee comprised of the Chairman of the Board and other officers and management of the Bank. This committee reviews all loans approved by the underwriter and has the authority to approve single-family residential loans, construction, multi-family and commercial real estate loans up to $2.5 million, and commercial non-real estate loans up to $1.0 million. All loans in excess of the above amounts must be approved by the Board of Directors. All loans secured by savings deposits can be approved by lending officers based in the Bank’s branch offices.

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     It is the Bank’s policy to have a mortgage creating a valid lien on real estate and to generally obtain a title insurance policy which insures that the property is free of prior encumbrances. When a title insurance policy is not obtained, a lien verification is received. Borrowers must also obtain hazard insurance policies prior to closing and, when the property is in a flood plain as designated by the Department of Housing and Urban Development, paid flood insurance policies. Most borrowers are also required to advance funds on a monthly basis together with each payment of principal and interest to a mortgage escrow account from which the Bank makes disbursements for items such as real estate taxes and homeowners insurance.

     The Bank is permitted to lend up to 100% of the appraised value of the real property securing a mortgage loan. However, if the amount of a residential loan originated or refinanced exceeds 90% of the appraised value, the Bank is required by federal regulations to obtain private mortgage insurance on that portion of the principal amount of the loan that exceeds 80% of the appraised value of the property. The Bank will make a single-family residential mortgage loan with up to a 100% loan-to-value ratio if the required private mortgage insurance is obtained. The Bank generally limits the loan-to-value ratio on multi-family loans to 80% and commercial real estate mortgages to 80%.

     Interest rates charged by the Bank on loans are affected principally by competitive factors, the demand for such loans and the supply of funds available for lending purposes and, in the case of fixed-rate single-family residential loans, rates established by the FHLMC and the FNMA. These factors are, in turn, affected by general economic conditions, monetary policies of the federal government, including the Federal Reserve Board, legislative tax policies and government budgetary matters.

     Residential Real Estate Lending. The Bank historically has been and continues to be an originator of single-family residential real estate loans in its market area. The Bank currently originates fixed-rate residential mortgage loans in accordance with underwriting guidelines promulgated by the FHLMC and the FNMA and adjustable-rate mortgage loans for terms of up to 30 years. In addition, in accordance with FHLMC and FNMA guidelines, the Bank offers 30-year loans with interest rates that reset after five or seven years to a rate which is 0.5% above the FHLMC 60-day delivery rate, at which point the rate is fixed over the remaining 25 or 23 years of the loan, respectively. At June 30, 2005, $149.0 million, or 22.6%, of the Bank’s net loan portfolio consisted of single-family conventional mortgage loans, of which approximately $135.6 million, or 91.0%, carried adjustable interest rates. Included in this amount are $38.7 million in second mortgage loans. In addition, the Bank had $9.1 million in loans held for sale. These loans carry fixed rates and are loans originated by the Bank to be swapped with the FHLMC and the FNMA in exchange for mortgage-backed securities or sold for cash in the secondary market.

     The Bank offers adjustable-rate residential mortgage loans with interest rates which adjust based upon changes in an index based on the weekly average yield on United States Treasury securities adjusted to a constant maturity of one year, as made available by the Federal Reserve Board (the “Treasury Rate”), plus a margin of 2.50% to 3.50%. The amount of any increase or decrease in the interest rate is usually limited to 2% per year, with a limit of 6% over the life of the loan. The date of the first rate adjustment may range from one to ten years from the original date of the loan.

     Commercial and Multi-Family Residential Real Estate Lending. The commercial real estate loans originated by the Bank are primarily secured by office buildings, shopping centers, warehouses and other income producing commercial property. The Bank’s multi-family residential loans are primarily secured by apartment buildings. These loans are generally for a term of from 10 to 25 years with interest rates that adjust either annually or every three to five years based upon changes in the Treasury Rate Index or Federal Home Loan Bank advance rate, plus a negotiated margin of between 2.5% and 3.5%. In addition, the Bank makes revolving line of credit loans secured by mortgages on commercial and multi-family property. Said loans are adjustable-rate loans based on the prime interest rate and are made for terms of up to two years. These loans are underwritten using the same guidelines as for first mortgage, commercial and multi-family loans. Commercial real estate loans, including commercial equity lines of credit, and multi-family residential real estate loans amounted to $236.7 million, or 35.8%, of the Bank’s net loan portfolio at June 30, 2005.

     Commercial real estate lending entails significant additional risks as compared with residential property lending. Commercial real estate loans typically involve large loan balances to single borrowers or groups of related borrowers. The payment experience on such loans typically is dependent on the successful operation of the real estate project. These risks can be significantly impacted by supply and demand conditions in the market for office and retail

4

space, and, as such, may be subject to a greater extent to adverse conditions in the economy. To minimize these risks, Park View Federal generally limits itself to its market area and to borrowers with which it has substantial experience or who are otherwise well known to the Bank. The Bank obtains financial statements and, in most cases, the personal guarantees from all principals obtaining commercial real estate loans.

     Construction Loans. The Bank also offers residential and commercial construction loans, with a substantial portion of such loans originated to date being for the construction of owner-occupied single-family dwellings in the Bank’s market area. Residential construction loans are offered to selected local developers to build single-family dwellings and to individuals building their primary or secondary residence. Generally, loans for the construction of owner-occupied, single-family residential properties are originated in connection with the permanent loan on the property and have a construction term of six to 18 months. Interest rates on residential construction loans made to the eventual occupant are set at competitive rates, and are usually fixed for the construction term. Interest rates on residential construction loans to builders are set at a variable rate based on the prime rate, and adjust quarterly. Interest rates on commercial construction loans float with a specified index, with construction terms generally not exceeding 24 months. Advances are generally paid directly to subcontractors and suppliers and are made on a percentage of completion basis. At June 30, 2005, $99.8 million, or 15.1%, of the Bank’s net loan portfolio consisted of construction loans.

     Prior to making a commitment to fund a loan, the Bank requires an appraisal of the property by an appraiser approved by the Board of Directors. The Bank also reviews and inspects each project at the commencement of construction and prior to disbursement of funds during the term of the construction loan.

     Construction financing is generally considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real estate. Risk of loss on a construction loan is dependent largely upon the accuracy of the initial estimate of the property’s value at completion of construction or development and the estimated cost (including interest) of construction. During the construction phase, a number of factors could result in delays and cost overruns. If the estimate of construction costs proves to be inaccurate, the Bank may be required to advance funds beyond the amount originally committed to permit completion of the development. If the estimate of value proves to be inaccurate, the Bank may be confronted, at or prior to the maturity of the loan, with a project having a value which is insufficient to assure full repayment.

     Land Loans. The Bank originates loans to builders and developers for the acquisition and/or development of vacant land. The proceeds of the loan are used to acquire the land and/or to make site improvements necessary to develop the land into saleable lots. The Bank will not originate land loans to borrowers wishing to speculate in the value of land, and limits such loans to borrowers who expect to begin development of the property within two years of the date of the loan. The term of the loans are generally limited to two years. Repayments are made on the loans as the developed lots are sold.

     Land development and acquisition loans involve significant additional risks when compared with loans on existing residential properties. These loans typically involve large loan balances to single borrowers, and the payment experience is dependent on the successful development of the land and the sale of the lots. These risks can be significantly impacted by supply and demand conditions. To minimize these risks, Park View Federal generally limits the loans to builders and developers with whom it has substantial experience or who are otherwise well known to the Bank, secures financial statements and generally obtains personal guarantees of such builders and developers. The Bank may also requires feasibility studies and market analyses to be performed with respect to the project. The amount of the loan is limited to 80% of the appraised value. If land is being acquired, the amount of the loan to be used for such purposes is usually limited to 80% of the cost of the land. All of these loans originated are within the Bank’s market area. The Bank had $68.2 million, or 10.3%, of its net loan portfolio in land loans at June 30, 2005.

     Equity Line of Credit Loans. The Bank originates loans secured by mortgages on residential real estate. Such loans are for terms of 5 years with one 5-year review and renewal option on owner occupied properties. In addition, such loans on non-owner occupied properties are for a term of 2 years, with no renewal option, followed by a balloon payment. The rate adjusts monthly to a rate generally ranging from the prime lending rate to prime plus 2.0%. At June 30, 2005, the Bank had $97.7 million, or 14.8% of its net loan portfolio held for investment in home equity lines of credit.

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     Commercial Non Real Estate Business Loans. The Bank will make commercial business loans secured by non-real estate assets such as accounts receivables, inventory, furniture and fixtures, equipment and certain intangible assets. Such loans are made on a limited basis (up to 5% of assets) to credit worthy customers of the Bank. The loans are made for up to 75% of the collateral value not to exceed $3.0 million for terms up to 10 years. The Bank generally requires the personal guarantee of all borrowers for such loans. At June 30, 2005, the Bank had $17.3 million, or 2.6%, of its net loan portfolio in commercial non real estate business loans.

Mortgage Banking Activity

     In addition to interest earned on loans, Park View Federal receives fees for servicing loans which it had sold or swapped for mortgage-backed securities. During the year ended June 30, 2005, the Bank reported net loan servicing income of $0.2 million and at June 30, 2005 was servicing $764.9 million of loans for others. The Bank has been able to keep delinquencies on loans serviced for others to a relatively low level of below 1% of the aggregate outstanding balance of loans serviced as a result of its policy to limit servicing to loans it originated and subsequently sold to the FHLMC and the FNMA. Because of the success the Bank has experienced in this area and because it has data processing equipment that will allow it to expand its portfolio of serviced loans without incurring significant incremental expenses, the Bank intends in the future to augment its portfolio of loans serviced by continuing to originate and either swap such fixed-rate single-family residential mortgage loans with the FHLMC and the FNMA in exchange for mortgage-backed securities or sell such loans for cash, while retaining servicing.

     In addition to loan servicing fees, the Bank receives fees in connection with loan commitments and originations, loan modifications, late payments and changes of property ownership and for miscellaneous services related to its loans. Loan origination fees are calculated as a percentage of the amount loaned. The Bank typically receives fees of up to three points (one point being equivalent to 1% of the principal amount of the loan) in connection with the origination of fixed-rate and adjustable-rate residential mortgage loans. All loan origination fees are deferred and accreted into income over the contractual life of the loan according to the interest method of recognizing income. If a loan is prepaid, refinanced or sold, all remaining deferred fees with respect to such loan are taken into income at such time.

     Income from these activities varies from period to period with the volume and type of loans originated, sold and purchased, which in turn is dependent on prevailing mortgage interest rates and their effect on the demand for loans in the Bank’s market area.

     At June 30, 2005 and 2004, the Bank had $9.1 million and $11.9 million, respectively, of fixed-rate single-family mortgage loans available for sale.

Non-Performing Loans and Other Problem Assets

     It is management’s policy to continually monitor its loan portfolio to anticipate and address potential and actual delinquencies. When a borrower fails to make a payment on a loan, the Bank takes immediate steps to have the delinquency cured and the loan restored to current status. Loans which are delinquent 15 days incur a late fee of 5% of the scheduled principal and interest payment. As a matter of policy, the Bank will contact the borrower after the loan has been delinquent 20 days. The Bank orders a property inspection after a loan payment becomes 45 days past due. If a delinquency exceeds 90 days in the case of a residential mortgage loan, 60 days in the case of a construction loan or 60 days for a loan on commercial real estate, the Bank will institute additional measures to enforce its remedies resulting from the loan’s default, including, commencing foreclosure action. Loans which are delinquent 90 days or more generally are placed on nonaccrual status, and formal legal proceedings are commenced to collect amounts owed. Loans may be placed on non-accrual if the borrower is bankrupt or if the loan is in foreclosure.

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     The following table sets forth information with respect to the Bank’s nonperforming loans and other problem assets at the dates indicated.

	At June 30,
	2005			2004			2003			2002			2001
	(Dollars in thousands)
Non-accruing loans (1):
Real estate	$	11,750		$	10,633		$	7,437		$	7,805		$	5,385
Total	$	11,750		$	10,633		$	7,437		$	7,805		$	5,385
Accruing loans which are contractually past due 90 days or more:
Real estate	$	608		$	503		$	275		$	—		$	20
Total	$	608		$	503		$	275		$	—		$	20
Total nonaccrual and 90 days past due loans	$	12,358		$	11,136		$	7,712		$	7,805		$	5,405
Ratio of non-performing loans to total loans		1.85	%		1.80	%		1.32	%		1.38	%		0.94	%
Other non-performing assets (2)	$	1,319		$	70		$	449		$	564		$	547
Total non-performing assets	$	13,677		$	11,206		$	8,161		$	8,369		$	5,952
Total non-performing assets to total assets		1.66	%		1.48	%		1.10	%		1.23	%		0.81	%

(1)

Non-accrual status denotes loans on which, in the opinion of management, the collection of additional interest is unlikely, or loans that meet the non-accrual criteria established by regulatory authorities. Non-accrual loans include all loans classified as doubtful or loss, loans in foreclosure, loans to borrowers in bankruptcy, and all loans greater than 90-days past due with a loan-to-value ratio greater than 65%. Payments received on a non-accrual loan are either applied to the outstanding principal balance or recorded as interest income, depending on an assessment of the collectibility of the principal balance of the loan.

(2)

Other non-performing assets represent property acquired by the Bank through foreclosure or repossession.

     It is the Bank’s policy to not record into income partial interest payments. During the year ended June 30, 2005, gross interest income of $1,016,000 would have been recorded on loans accounted for on a non-accrual basis if such loans had been current throughout the period. No interest was included in income on non-accruing loans.

     At June 30, 2005, non-accruing loans consisted of 82 loans totaling $11.8 million, and included 56 conventional mortgage loans aggregating $7.5 million, 5 land loans in the amount of $0.3 million, 2 construction loan in the amount of $0.4 million and 19 commercial loans in the amount of $3.6 million. Management has reviewed its non-accruing loans and believes that the allowance for loan losses is adequate to absorb probable losses on these loans.

     At June 30, 2005, the Company had no loans not disclosed on the preceding table, where known information about possible credit problems of borrowers caused management to have serious doubts as to the ability of such borrowers to comply with the present loan repayment terms and which may result in disclosure of such loans as non-accruing loans, accruing loans contractually past due 90 days or more or restructured loans.

     Real estate acquired by the Bank as a result of foreclosure is classified as real estate owned until such time as it is sold. At June 30, 2005, the Bank had 3 real estate owned properties totaling $1,319,251.

     Asset Classification and Allowance for Loan Losses. Federal regulations require savings institutions to review their assets on a regular basis and to classify them as “substandard,” “doubtful”, or “loss,” if warranted. Assets classified as substandard or doubtful require the institution to establish general allowances for loan losses. If an asset or portion thereof is classified loss, the insured institution must either establish specific allowances for loan losses in the amount of 100% of the portion of the asset classified loss, or charge off such amount. An asset which does not currently warrant classification, but which possesses weaknesses or deficiencies deserving close attention is required to be designated as “special mention.” The Bank has established an Asset Classification Committee, which is comprised of senior employees of the Bank and two outside Board members. The Asset Classification Committee meets quarterly to review the Bank’s loan portfolio and determine which loans should be placed on a “watch-list” of potential problem loans which are considered to have more than normal credit risk. Currently, general loss allowances (up to 1.25% of

7

risk-based assets) established to cover losses related to assets classified substandard or doubtful may be included in determining an institution’s regulatory capital, while specific valuation allowances for loan losses do not qualify as regulatory capital. See “Regulation of the Bank — Regulatory Capital Requirements.” OTS examiners may disagree with the insured institution’s classifications and amounts reserved. If an institution does not agree with an examiner’s classification of an asset, it may appeal this determination to the OTS. At June 30, 2005, total non-accrual and 90 days past due loans and other non-performing assets were $13.7 million, of which amount approximately $12.4 million were classified as substandard. For additional information, see "— Non-Performing Loans and Other Problem Assets” and Note 4 of Notes to Consolidated Financial Statements.

     In originating loans, the Bank recognizes that credit losses will be experienced and that the risk of loss will vary with, among other things, the type of loan being made, the creditworthiness of the borrower over the term of the loan, general economic conditions and, in the case of a secured loan, the quality of the security for the loan. It is management’s policy to maintain an adequate allowance for loan losses based on, among other things, the Bank’s and the industry’s historical loan loss experience, evaluation of economic conditions and regular reviews of delinquencies and loan portfolio quality. The Bank increases its allowance for loan losses by charging provisions for loan losses against the Bank’s income.

     General allowances are made pursuant to management’s assessment of risk in the Bank’s loan portfolio as a whole. Specific allowances are provided for individual loans when ultimate collection is considered questionable by management after reviewing the current status of loans which are contractually past due and considering the net realizable value of the security for the loan. Management continues to actively monitor the Bank’s asset quality and to charge off loans against the allowance for loan losses when appropriate or to provide specific loss reserves when necessary. Although management believes it uses the best information available to make determinations with respect to the allowance for loan losses, future adjustments may be necessary if economic conditions differ substantially from the economic conditions in the assumptions used in making the initial determinations.

     The following table summarizes the activity in the allowance for loan losses for the periods indicated.

	Year Ended June 30,
	2005			2004			2003			2002			2001
	(Dollars in thousands)
Balance at beginning of year	$	4,377		$	3,883		$	3,902		$	3,520		$	3,388
Charge-offs:
Mortgage loans		176			113			19			204			106
Non-real estate (1)		0			19			—			2			7
Total charge-offs		176			132			19			206			113
Recoveries:
Mortgage loans		0			29			—			30			20
Non-real estate (1)		0			—			—			—			—
Total recoveries		0			29			—			30			20
Net charge-offs		176			103			19			176			93
Provision charged to income		111			597			—			558			225
Balance at end of year	$	4,312		$	4,377		$	3,883		$	3,902		$	3,520
Ratio of net charge-offs during the year to average loans outstanding during the year		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%

(1) Consists primarily of line of credit loans.

8

     The following table sets forth the breakdown of the allowance for loan losses by loan category at the dates indicated. The allocation of the allowance to each category is not necessarily indicative of future losses and does not restrict the use of the allowance to absorb losses in any category.

	At June 30,
	2005					2004					2003					2002					2001
			% of Loans in					% of Loans in					% of Loans in					% of Loans in					% of Loans in
			Category to					Category to					Category to					Category to					Category to
			Total Loans					Total Loans					Total Loans					Total Loans					Total Loans
	Amount		Outstanding			Amount		Outstanding			Amount		Outstanding			Amount		Outstanding			Amount		Outstanding
	(Dollars in thousands)
Mortgage Loans:
One-to-four family residential (1)	$	1,570		47.84	%	$	1,481		45.68	%	$	1,335		48.09	%	$	1,005		48.77	%	$	841		54.74	%
Multi-family residential		207		5.07			195		6.27			269		7.05			261		7.80			233		7.63
Commercial		1,827		34.15			1,994		37.05			1,949		33.78			2,187		32.52			1,934		27.61
Land		360		10.32			474		8.74			294		9.07			366		9.42			307		9.01
Unallocated		164		0.00			—		0.00			19		—			—		—			130		—
Total mortgage loans		4,128		97.38	%		4,144		97.74			3,866		97.99			3,819		98.51			3,445		98.99
Non-real estate		184		2.62	%		233		2.26			17		2.01			83		1.49			75		1.01
Total allowance for loan losses	$	4,312		100.00	%	$	4,377		100.00	%	$	3,883		100.00	%	$	3,902		100.00	%	$	3,520		100.00	%

(1) Consists of one-to-four family residential and home equity line of credit.

9

Investment Activities

     Park View Federal’s investment policy currently allows for investment in various types of liquid assets, including United States Government and United States Government Sponsored Enterprise securities, time deposits at the FHLB of Cincinnati, certificates of deposit or bankers’ acceptances at other federally insured depository institutions and mortgage-backed securities. The general objective of Park View Federal’s investment policy is to maximize returns without compromising liquidity or creating undue credit or interest rate risk. In accordance with the investment policy, at June 30, 2005 Park View Federal had investments in notes issued by the FHLB, mortgage-backed securities and FHLB of Cincinnati stock.

     The Bank reports its investments, other than marketable equity securities and securities available for sale, at cost as adjusted for discounts and unamortized premiums. The Bank has the intent and ability and generally holds all securities until maturity. For additional information see Notes 2 of Notes to Consolidated Financial Statements.

     At present, management is not aware of any conditions or circumstances which could impair its ability to hold its remaining securities to maturity.

     The following table sets forth the carrying value of the Bank’s securities portfolio and FHLB of Cincinnati stock at the dates indicated. At June 30, 2005, the fair market values of the Bank’s securities portfolio was $88.8 million. All securities are held to maturity, but are callable prior to maturity.

	At June 30,
	2005		2004		2003
	(In thousands)
Investment securities:
Municipal securities	$	0	$	—	$	33
U. S. Government Sponsored Enterprise Securities		57,500		27,500		—
Mortgage-backed securities		31,720		36,779		2,931
Total securities		89,220		64,279		2,964
FHLB of Cincinnati stock		11,316		10,819		10,396
Total investments	$	100,536	$	75,098	$	13,360

10

     The following table sets forth the scheduled maturities, carrying values, market values and average yields for the Bank’s securities at June 30, 2005.

	At June 30, 2005
	One Year					One to Five					Five to Ten					More than
	or Less					Years					Years					Ten Years					Total Securities
	Carrying		Average			Carrying		Average			Carrying		Average			Carrying		Average			Carrying		Market		Average
	Value		Yield			Value		Yield			Value		Yield			Value		Yield			Value		Value		Yield
	(Dollars in thousands)
U.S. Government Sponsored
Enterprise Securities	$	0		0.00	%	$	57,500		3.60	%	$	0		0.00	%	$	0		0.00	%	$	57,500	$	57,345		3.60	%
Mortgage-backed securities		0		0.00			0		0.00			0		0.00			31,720		4.80			31,720		31,488		4.80
Total	$	0		0.00	%	$	57,500		3.60	%	$	0		0.00	%	$	31,720		4.80	%	$	89,220	$	88,833		4.03	%

11

Deposit Activity and Other Sources of Funds

     General. Deposits are the primary source of the Bank’s funds for lending, investment activities and general operational purposes. In addition to deposits, Park View Federal derives funds from loan principal and interest repayments, maturities of securities and interest payments thereon. Although loan repayments are a relatively stable source of funds, deposit inflows and outflows are significantly influenced by general interest rates and money market conditions. Borrowings may be used on a short-term basis to compensate for reductions in the availability of funds, or on a longer term basis for general operational purposes.

     Deposits. The Bank attracts deposits principally from within its primary market area by offering a variety of deposit instruments, including checking accounts, money market accounts, regular savings accounts and certificates of deposit which generally range in maturity from seven days to five years. Deposit terms vary according to the minimum balance required, the length of time the funds must remain on deposit and the interest rate. Maturities, terms, service fees and withdrawal penalties for its deposit accounts are established by the Bank on a periodic basis. Park View Federal generally reviews its deposit mix and pricing on a weekly basis. In determining the characteristics of its deposit accounts, Park View Federal considers the rates offered by competing institutions, funds acquisition and liquidity requirements, growth goals and federal regulations. The Bank does not accept brokered deposits due to the volatility and rate sensitivity of such deposits.

     Park View Federal competes for deposits with other institutions in its market area by offering deposit instruments that are competitively priced and providing customer service through convenient and attractive offices, knowledgeable and efficient staff and hours of service that meet customers’ needs. To provide additional convenience, Park View Federal participates in STAR and Master Money debit card Automated Teller Machine networks at locations throughout Ohio and other participating states, through which customers can gain access to their accounts at any time.

     The Bank’s deposits increased by $64.7 million for the fiscal year ended June 30, 2005 as compared to the fiscal year ended June 30, 2004. Deposit balances totaled $591.2 million, $526.5 million and $526.4 million at the fiscal years ended June 30, 2005, 2004, and 2003, respectively.

     Deposits in the Bank as of June 30, 2005 were represented by the various programs described below.

Weighted
Average								Percentage
Interest				Minimum		Balance		of Total
Rate			Category	Balance		(in thousands)		Deposits
	0.89	%	NOW accounts	$	50	$	38,319		6.48	%
	0.50	%	Passbook statement accounts		5		43,415		7.34
	2.50	%	Money market accounts		1,000		22,952		3.88
	0.00	%	Non-interest-earning demand accounts		50		16,958		2.87
							121,644		20.57
			Certificates of Deposit
	3.22	%	3 months or less		500		141,706		23.97
	2.92	%	3 - 6 months		500		99,077		16.76
	3.36	%	6 - 12 months		500		130,463		22.07
	3.81	%	1 - 3 years		500		80,773		13.66
	4.13	%	More than three years		500		17,563		2.97
	3.33	%	Total certificates of deposit				469,582		79.43
	2.84	%	Total deposits			$	591,226		100.00	%

12

     The following table sets forth the average balances and average interest rates based on month-end balances for interest-bearing demand deposits and time deposits during the periods indicated.

	For the Year Ended June 30,
	2005									2004									2003
	Interest-									Interest-									Interest-
	Bearing									Bearing									Bearing
	Demand			Savings			Time			Demand			Savings			Time			Demand			Savings			Time
	Deposits			Deposits			Deposits			Deposits			Deposits			Deposits			Deposits			Deposits			Deposits
	(Dollars in thousands)
Average balance	$	58,437		$	45,513		$	421,209		$	61,930		$	45,608		$	373,575		$	66,640		$	38,799		$	380,784
Average rate paid		1.03	%		0.50	%		2.92	%		0.45	%		0.50	%		2.90	%		1.35	%		1.21	%		3.62	%

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     The rates currently paid on certificates maturing within one year or less are lower than the rates currently being paid on similar certificates of deposit maturing thereafter. The Bank will seek to retain these deposits to the extent consistent with its long-term objective of maintaining positive interest rate spreads. Depending upon interest rates existing at the time such certificates mature, the Bank’s cost of funds may be significantly affected by the rollover of these funds. A decrease in such cost of funds, if any, may have a material impact on the Bank’s operations. To the extent such deposits do not rollover, the Bank may, if necessary, use other sources of funds, including borrowings from the FHLB of Cincinnati, to replace such deposits. See "— Borrowings.”

     The following table indicates the amount of the Bank’s certificates of deposit of $100,000 or more by time remaining until maturity as of June 30, 2005.

	Certificates
Maturity Period	of Deposit
	(In thousands)
Three months or less	$	23,889
Three through six months		32,653
Six through 12 months		58,739
Over 12 months		31,521
Total	$	146,802

     Borrowings. Savings deposits historically have been the primary source of funds for the Bank’s lending, investments and general operating activities. The Bank is authorized, however, to use advances from the FHLB of Cincinnati to supplement its supply of lendable funds and to meet deposit withdrawal requirements. The FHLB of Cincinnati functions as a central reserve bank providing credit for savings institutions and certain other member financial institutions. As a member of the FHLB System, Park View Federal is required to own stock in the FHLB of Cincinnati and is authorized to apply for advances. Advances are pursuant to several different programs, each of which has its own interest rate and range of maturities. Park View Federal has a Blanket Agreement for advances with the FHLB under which the Bank may borrow up to 50% of assets subject to normal collateral and underwriting requirements. The Bank currently has two commitments with the Federal Home Loan Bank of Cincinnati for flexible lines of credit, referred to as a cash management advance and a REPO advance, in the amounts of $30 million and $100 million respectively. The REPO advance was drawn down $15.0 million at June 30, 2005, while the CMA was not drawn down at June 30, 2005. Advances from the FHLB of Cincinnati are secured by the Bank’s stock in the FHLB of Cincinnati and other eligible assets. For additional information please refer to Note 8 of Notes to Consolidated Financial Statements.

     The following table sets forth certain information regarding the Bank’s advances from the FHLB of Cincinnati for the periods indicated:

	At June 30,
	2005			2004			2003
	(In thousands)
Amounts outstanding at end of period	$	135,012		$	135,040		$	120,123
Weighted average rate		4.16	%		3.96	%		4.29	%
Maximum amount outstanding at any month end	$	180,033		$	146,084		$	130,725
Approximate average outstanding balance	$	161,492		$	127,020		$	122,034
Weighted average rate		3.77	%		4.12	%		4.27	%

     At June 30, 2004, PVFCC formed a trust that issued $10.0 million of subordinated debentures. At June 30, 2005 PVFSC had one note payable with an outstanding balance of $1.4 million, collateralized by real estate. See Note 9 of Notes to Consolidated Financial Statement.

14

Subsidiary Activities

     The Bank is required to give the FDIC and the Director of OTS 30 days prior notice before establishing or acquiring a new subsidiary or commencing a new activity through an existing subsidiary. Both the FDIC and the Director of OTS have the authority to prohibit the initiation or to order the termination of subsidiary activities determined to pose a risk to the safety or soundness of the institution.

     As a federally chartered savings bank, Park View Federal is permitted to invest an amount equal to 2% of its assets in subsidiaries, with an additional investment of 1% of assets where such investment serves primarily community, inner-city and community development purposes. Under such limitations, as of June 30, 2005, Park View Federal was authorized to invest up to approximately $24.5 million in the stock of or loans to subsidiaries, including the additional 1% investment for community, inner-city and community development purposes. Institutions meeting their applicable minimum regulatory capital requirements may invest up to 50% of their regulatory capital in conforming first mortgage loans to subsidiaries in which they own 10% or more of the capital stock. Park View Federal currently exceeds its regulatory capital requirements.

     PVF has three active subsidiaries, Park View Federal, PVFSC and MPLC. PVFSC is engaged in the activities of land acquisition and real estate investment. PVF has three nonactive subsidiaries, PVF Community Development Corp., PVF Mortgage Corp. and PVF Holdings, Inc., which have been chartered for future activity.

     PVF Service Corporation. At June 30, 2005, PVFSC had a $0.25 million investment in a joint venture that owns real estate leased to the Bank for use as a branch office in Avon, Ohio. Also, at June 30, 2005, PVFSC had a $0.33 million investment in a joint venture for a new branch office location for our Mayfield office in Mayfield, Ohio. PVFSC also has an interest in Park View Plaza, a joint venture, which is a strip center in Cleveland, Ohio that includes our Lakewood branch office. In addition, PVFSC had a $5.0 million investment in office properties used by the Bank that includes the Corporate Center in Solon, Ohio, and branch offices in Bainbridge, Ohio and Chardon, Ohio. In March 2002, PVFSC obtained a loan for $3.4 million, with a remaining balance at June 30, 2005 of $1.4 million, secured by its Corporate Center in Solon, Ohio.

     Mid Pines Land Company. At June 30, 2005, MPLC had an investment of $0.6 million in land adjacent to the Company’s Corporate Center in Solon, Ohio.

Competition

     The Bank faces strong competition both in originating real estate and other loans and in attracting deposits. The Bank competes for real estate and other loans principally on the basis of interest rates and the loan fees it charges, the type of loans it originates and the quality of services it provides to borrowers. Its competition in originating real estate loans comes primarily from other savings institutions, commercial banks and mortgage bankers making loans secured by real estate located in the Bank’s market area.

     The Bank attracts all its deposits through its branch offices primarily from the communities in which those branch offices are located. Consequently, competition for deposits is principally from other savings institutions, commercial banks, credit unions and brokers in these communities. Park View Federal competes for deposits and loans by offering a variety of deposit accounts at competitive rates, a wide array of loan products, convenient business hours and branch locations, a commitment to outstanding customer service and a well-trained staff. In addition, the Bank believes it has developed strong relationships with local businesses, realtors, builders and the public in general, giving it an excellent image in the community.

Employees

     As of June 30, 2005, PVF and its subsidiaries had 204 full-time employees and 33 part-time employees, none of whom was represented by a collective bargaining agreement. The Company believes it enjoys a good relationship with its personnel.

15

Regulation of the Bank

     General. As a savings institution, Park View Federal is subject to extensive regulation by the OTS, and its deposits are insured by the SAIF, which is administered by the FDIC. The lending activities and other investments of the Bank must comply with various federal regulatory requirements. The OTS periodically examines the Bank for compliance with various regulatory requirements. The FDIC also has the authority to conduct special examinations of SAIF-insured savings institutions. The Bank must file reports with OTS describing its activities and financial condition. The Bank is also subject to certain reserve requirements promulgated by the Federal Reserve Board. This supervision and regulation is intended primarily for the protection of depositors. Certain of these regulatory requirements are referred to below or elsewhere herein. The discussion is qualified in its entirety by reference to the actual statutes and regulations involved.

     Regulatory Capital Requirements. Under OTS regulations, savings institutions must maintain “tangible” capital equal to at least 1.5% of adjusted total assets, “core” (also referred to as “Tier 1”) capital equal to at least 4.0% (or 3.0% if the institution is the highest rated under the OTS examination rating system) of adjusted total assets and “total capital,” a combination of core and “supplementary” capital, equal to at least 8.0% of “risk-weighted” assets. In addition, the OTS has adopted regulations which impose certain restrictions on savings associations that have a total risk-based capital ratio that is less than 8.0%, a ratio of Tier 1 capital to risk-weighted assets of less than 4.0% or a ratio of Tier 1 capital to adjusted total assets of less than 4.0% (or 3.0% if the institution is the highest rated). For purposes of these regulations, Tier 1 capital has the same definition as core capital and generally consists of common stockholders’ equity (including retained earnings), certain noncumulative perpetual preferred stock and related surplus and minority interests in equity accounts of consolidated subsidiaries, less intangibles other than certain mortgage servicing rights and credit card relationships. See “— Prompt Corrective Regulatory Action.” Investments in subsidiaries that are engaged as principal in activities not permissible for national banks must also be deducted from Tier 1 capital. The Bank is in compliance with all applicable regulatory capital requirements.

     In determining compliance with the risk-based capital requirement, a savings institution calculates its total capital, which may include both core capital and supplementary capital, provided the amount of supplementary capital used does not exceed the savings institution’s core capital. Supplementary capital is defined to include certain preferred stock issues, nonwithdrawable accounts and pledged deposits that do not qualify as core capital, certain approved subordinated debt, certain other capital instruments, a portion of the savings institution’s allowances for loan and lease losses allowances, and up to 45% of unrealized net gains on equity securities. Total core and supplementary capital are reduced by the amount of capital instruments held by other depository institutions pursuant to reciprocal arrangements and equity investments other than those deducted from core and tangible capital. At June 30, 2005, Park View Federal had no equity investments for which OTS regulations require a deduction from total capital.

     The risk-based capital requirement is measured against risk-weighted assets, which equal the sum of each asset and the credit-equivalent amount of each off-balance sheet item after being multiplied by an assigned risk weight. Under the OTS risk-weighting system, single-family first mortgages not more than 90 days past due with loan-to-value ratios under 80% and multi-family mortgages (maximum 36 dwelling units) with loan-to-value ratios under 80% and average annual occupancy rates over 80%, are assigned a risk weight of 50%. Consumer, home equity and land loans, residential and nonresidential construction loans and commercial real estate loans are assigned a risk weight of 100%. Mortgage-backed securities issued, or fully guaranteed as to principal and interest, by the FNMA or FHLMC are assigned a 20% risk weight. Cash and United States Government securities backed by the full faith and credit of the United States Government are given a 0% risk weight. At June 30, 2005, the Bank’s risk-weighted assets were $699 million, and its total risk-based capital was $76.7 million, or 10.97% of risk-weighted assets.

16

     The table below presents the Bank’s capital position at June 30, 2005, relative to its various minimum regulatory capital requirements.

	At June 30, 2005
			Percent of
	Amount		Assets (1)
	(Dollars in Thousands)
Tangible Capital	$	72,744		8.77	%
Tangible Capital Requirement		12,447		1.50
Excess	$	60,297		7.27	%
Tier 1/Core Capital	$	72,744		8.77	%
Tier 1/Core Capital Requirement		33,192		4.00
Excess	$	39,552		4.77	%
Tier 1 Risk-Based Capital	$	72,744		10.41	%
Tier 1 Risk-Based Capital Requirement		27,951		4.00
Excess	$	44,793		6.41	%
Risk-Based Capital	$	76,661		10.97	%
Risk-Based Capital Requirement		55,902		8.00
Excess	$	20,759		2.97	%

(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.

     In addition to requiring generally applicable capital standards for savings institutions, the Director of OTS may establish the minimum level of capital for a savings institution at such amount or at such ratio of capital-to-assets as the Director determines to be necessary or appropriate for such institution in light of the particular circumstances of the institution. The Director of OTS may treat the failure of any savings institution to maintain capital at or above such level as an unsafe or unsound practice and may issue a directive requiring any savings institution which fails to maintain capital at or above the minimum level required by the Director to submit and adhere to a plan for increasing capital.

     Prompt Corrective Regulatory Action. Under the Federal Deposit Insurance Corporation Improvement Act of 1991 (“FDICIA”), the federal banking regulators are required to take prompt corrective action if an insured depository institution fails to satisfy certain minimum capital requirements. All institutions, regardless of their capital levels, are restricted from making any capital distribution or paying any management fees if the institution would thereafter fail to satisfy the minimum levels for any of its capital requirements. An institution that fails to meet the minimum level for any relevant capital measure (an “undercapitalized institution”) is: (i) subject to increased monitoring by the appropriate federal banking regulator; (ii) required to submit an acceptable capital restoration plan within 45 days; (iii) subject to asset growth limits; and (iv) required to obtain prior regulatory approval for acquisitions, branching and new lines of businesses. The capital restoration plan must include a guarantee by the institution’s holding company that the institution will comply with the plan until it has been adequately capitalized on average for four consecutive quarters, under which the holding company would be liable up to the lesser of 5% of the institution’s total assets or the amount necessary to bring the institution into capital compliance as of the date it failed to comply with its capital restoration plan. A “significantly undercapitalized” institution, as well as any undercapitalized institution that did not submit an acceptable capital restoration plan, may be subject to regulatory demands for recapitalization, broader application of restrictions on transactions with affiliates, limitations on interest rates paid on deposits, asset growth and other activities, possible replacement of directors and officers, and restrictions on capital distributions by any bank holding company controlling the institution. Any company controlling the institution could also be required to divest the institution or the institution could be required to divest subsidiaries. The senior executive officers of a significantly undercapitalized institution may not receive bonuses or increases in compensation without prior approval and the institution is prohibited from

17

making payments of principal or interest on its subordinated debt. In their discretion, the federal banking regulators may also impose the foregoing sanctions on an undercapitalized institution if the regulators determine that such actions are necessary to carry out the purposes of the prompt corrective action provisions. If an institution’s ratio of tangible capital to total assets falls below a “critical capital level,” the institution will be subject to conservatorship or receivership within specified time periods.

     Under regulations jointly adopted by the federal banking regulators, a savings institution’s capital adequacy for purposes of the FDICIA prompt corrective action rules is determined on the basis of the institution’s total risk-based capital ratio (the ratio of its total capital to risk-weighted assets), Tier 1 risk-based capital ratio (the ratio of its core capital to risk-weighted assets) and leverage ratio (the ratio of its Tier 1 or core capital to adjusted total assets). The following table shows the capital ratio requirements for each prompt corrective action category:

		Adequately		Significantly
	Well Capitalized	Capitalized	Undercapitalized	Undercapitalized
Total 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.

A “critically undercapitalized” savings institution is defined as a savings institution that has a ratio of “tangible equity” to total assets of less than 2.0%. Tangible equity is defined as core capital plus cumulative perpetual preferred stock (and related surplus) less all intangibles other than qualifying supervisory goodwill and certain servicing rights. The OTS may reclassify a well capitalized savings association as adequately capitalized and may require an adequately capitalized or undercapitalized institution to comply with the supervisory actions applicable to institutions in the next lower capital category (but may not reclassify a significantly undercapitalized institution as critically undercapitalized) if the OTS determines, after notice and an opportunity for a hearing, that the savings institution is in an unsafe or unsound condition or that the institution has received and not corrected a less-than-satisfactory rating for any examination rating category. For information regarding the position of the Bank with respect to the FDICIA prompt corrective action rules, see Note 13 of Notes to Consolidated Financial Statements.

     Safety and Soundness Standards. Interagency Guidelines Establishing Standards for Safety and Soundness require savings institutions to maintain internal controls and information systems and internal audit systems that are appropriate for the size, nature and scope of the institution’s business. The guidelines also establish certain basic standards for loan documentation, credit underwriting, interest rate risk exposure, and asset growth. The guidelines further provide that savings institutions should maintain safeguards to prevent the payment of compensation, fees and benefits that are excessive or that could lead to material financial loss, and should take into account factors such as comparable compensation practices at comparable institutions. If the OTS determines that a savings institution is not in compliance with the safety and soundness guidelines, it may require the institution to submit an acceptable plan to achieve compliance with the guidelines. A savings institution must submit an acceptable compliance plan to the OTS within 30 days of receipt of a request for such a plan. Failure to submit or implement a compliance plan may subject the institution to regulatory sanctions. Additionally, a savings institution should maintain systems, commensurate with its size and the nature and scope of its operations, to identify problem assets and prevent deterioration in those assets as well as to evaluate and monitor earnings and ensure that earnings are sufficient to maintain adequate capital and reserves. Management believes that the Bank meets substantially all the standards adopted in the interagency guidelines.

     Federal Home Loan Bank System. Park View Federal is a member of the FHLB System, which consists of 12 regional FHLBs subject to supervision and regulation by the Federal Housing Finance Board (“FHFB”). The FHLBs provide a central credit facility primarily for member institutions. As a member of the FHLB System, the Bank is required to acquire and hold specified amounts of capital stock in the FHLB of Cincinnati. The Bank was in compliance with this requirement with an investment in FHLB of Cincinnati stock at June 30, 2005 of $11.3 million.

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     The FHLB of Cincinnati serves as a reserve or central bank for its member institutions within its assigned region. It is funded primarily from proceeds derived from the sale of consolidated obligations of the FHLB System. It makes advances to members in accordance with policies and procedures established by the FHFB and the Board of Directors of the FHLB of Cincinnati. Long-term advances may be made only for the purpose of providing funds for residential housing finance, small business loans, small farm loans and small agri-business loans. At June 30, 2005, the Bank had $135 million in advances outstanding from the FHLB of Cincinnati. See “— Deposit Activity and Other Sources of Funds — Borrowings.”

     Qualified Thrift Lender Test. A savings association that does not meet the Qualified Thrift Lender test (“QTL Test”) must either convert to a bank charter or comply with the following restrictions on its operations: (i) the institution may not engage in any new activity or make any new investment, directly or indirectly, unless such activity or investment is permissible for a national bank; (ii) the branching powers of the institution shall be restricted to those of a national bank; and (iii) payment of dividends by the institution shall be subject to the rules regarding payment of dividends by a national bank. Upon the expiration of three years from the date the institution ceases to be a Qualified Thrift Lender, it must cease any activity, and not retain any investment not permissible for a national bank and savings association.

     To meet the QTL test, the institution must qualify as a domestic building and loan association under the Internal Revenue Code or the institution’s “Qualified Thrift Investments” must total at least 65% of “portfolio assets.” Under OTS regulations, portfolio assets are defined as total assets less intangibles, property used by a savings institution in its business and liquidity investments in an amount not exceeding 20% of assets. Qualified Thrift Investments consist of (i) loans, equity positions or securities related to domestic, residential real estate or manufactured housing, and educational, small business and credit card loans, (ii) 50% of the dollar amount of residential mortgage loans originated and sold within 90 days of origination, and (iii) stock in an FHLB or the FHLMC or FNMA. In addition, subject to a 20% of portfolio assets limit, savings institutions are able to treat as Qualified Thrift Investments 200% of their investments in loans to finance “starter homes” and loans for construction, development or improvement of housing and community service facilities or for financing small businesses in “credit-needy” areas. In order to maintain QTL status, the savings institution must maintain a weekly average percentage of Qualified Thrift Investments to portfolio assets equal to 65% on a monthly average basis in nine out of 12 months. A savings institution that fails to maintain QTL status will be permitted to requalify once, and if it fails the QTL test a second time, it will become immediately subject to all penalties as if all time limits on such penalties had expired. Failure to qualify as a QTL results in a number of sanctions, including the imposition of certain operating restrictions imposed on national banks. At June 30, 2005, the Bank qualified as a QTL.

     Uniform Lending Standards. Under OTS regulations, savings institutions must adopt and maintain written policies that establish appropriate limits and standards for extensions of credit that are secured by liens or interests in real estate or are made for the purpose of financing permanent improvements to real estate. These policies must establish loan portfolio diversification standards, prudent underwriting standards, including loan-to-value limits, that are clear and measurable, loan administration procedures and documentation, approval and reporting requirements. The real estate lending policies must reflect consideration of the Interagency Guidelines for Real Estate Lending Policies (the “Interagency Guidelines”) that have been adopted by the federal bank regulators.

     The Interagency Guidelines, among other things, call upon depository institutions to establish internal loan-to-value limits for real estate loans that are not in excess of the following supervisory limits; (i) for loans secured by raw land, the supervisory loan-to-value limit is 65% of the value of the collateral; (ii) for land development loans (i.e., loans for the purpose of improving unimproved property prior to the erection of structures), the supervisory limit is 75%; (iii) for loans for the construction of commercial, multifamily or other nonresidential property, the supervisory limit is 80%; (iv) for loans for the construction of one-to-four family properties, the supervisory limit is 85%; and (v) for loans secured by other improved property (e.g., farmland, completed commercial property and other income-producing property including non-owner-occupied, one-to-four family property), the limit is 85%. Although no supervisory loan-to-value limit has been established for owner-occupied, one-to-four family and home equity loans, the Interagency Guidelines state that for any such loan with a loan-to-value ratio that equals or exceeds 90% at origination, an institution should require appropriate credit enhancement in the form of either mortgage insurance or readily marketable collateral.

     The Interagency Guidelines state that it may be appropriate in individual cases to originate or purchase loans with loan-to-value ratios in excess of the supervisory loan-to-value limits, based on the support provided by

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other credit factors. The aggregate amount of loans in excess of the supervisory loan-to-value limits, however, should not exceed 100% of total capital and the total of such loans secured by commercial, agricultural, multi-family and other non-one-to-four family residential properties should not exceed 30% of total capital. The supervisory loan-to-value limits do not apply to certain categories of loans including loans insured or guaranteed by the U.S. government and its agencies or by financially capable state, local or municipal governments or agencies, loans backed by the full faith and credit of a state government, loans that are to be sold promptly after origination without recourse to a financially responsible party, loans that are renewed, refinanced or restructured without the advancement of new funds, loans that are renewed, refinanced or restructured in connection with a workout, loans to facilitate sales of real estate acquired by the institution in the ordinary course of collecting a debt previously contracted and loans where the real estate is not the primary collateral.

     The Bank believes that its current lending policies conform to the Interagency Guidelines.

     Deposit Insurance. The Bank is required to pay assessments, based on a percentage of its insured deposits, to the FDIC for insurance of its deposits by the FDIC through the SAIF of the FDIC. The FDIC is required to set semi-annual assessments for SAIF-insured institutions at a level necessary to maintain the designated reserve ratio of the SAIF at 1.25% of estimated insured deposits, or at a higher percentage of estimated insured deposits that the FDIC determines to be justified for that year by circumstances indicating a significant risk of substantial future losses to the SAIF.

     Under the FDIC’s risk-based deposit insurance assessment system, the assessment rate for an insured depository institution depends on the assessment risk classification assigned to the institution by the FDIC, which is determined by the institution’s capital level and supervisory evaluations. Based on the data reported to regulators for the date closest to the last day of the seventh month preceding the semi-annual assessment period, institutions are assigned to one of three capital groups — well capitalized, adequately capitalized or undercapitalized — using the same percentage criteria as under the prompt corrective action regulations. See “— Prompt Corrective Regulatory Action.” Within each capital group, institutions are assigned to one of three subgroups on the basis of supervisory evaluations by the institution’s primary supervisory authority, and such other information as the FDIC determines to be relevant to the institution’s financial condition and the risk posed to the deposit insurance fund. Subgroup A consists of financially sound institutions with only a few minor weaknesses. Subgroup B consists of institutions that demonstrate weaknesses which, if not corrected, could result in significant deterioration of the institution and increased risk of loss to the deposit insurance fund. Subgroup C consists of institutions that pose a substantial probability of loss to the deposit insurance fund unless effective corrective action is taken.

     The FDIC’s current regular semi-annual SAIF assessment rates set a base assessment rate schedule ranging from 0 to 27 basis points. Until December 31, 1999, SAIF-insured institutions were required to pay assessments to the FDIC at the rate of 6.44 basis points to help fund interest payments on certain bonds issued by the Financing Corporation (“FICO”), an agency of the federal government established to finance takeovers of insolvent thrifts. During this period, Bank Insurance Fund (“BIF”) members were assessed for these obligations at the rate of 1.3 basis points. Since January 1, 2000, both BIF and SAIF members have been assessed at the same rate for FICO payments.

     Dividend Limitations. Under OTS regulations, the Bank may not pay dividends on its capital stock if its regulatory capital would thereby be reduced below the amount then required for the liquidation account established for the benefit of certain depositors of the Bank at the time of the Bank’s conversion from the mutual to stock form.

     OTS regulations require that savings institutions submit notice to the OTS prior to making a capital distribution (which includes dividends, stock repurchases and amounts paid to stockholders of another institution in a cash merger) if (a) they would not be well capitalized after the distribution, (b) the distribution would result in the retirement of any of the institution’s common or preferred stock or debt counted as its regulatory capital, or (c) the institution is a subsidiary of a holding company. A savings institution must make application to the OTS to pay a capital distribution if (x) the institution would not be adequately capitalized following the distribution, (y) the institution’s total distributions for the calendar year exceeds the institution’s net income for the calendar year to date plus its net income (less distributions) for the preceding two years, or (z) the distribution would otherwise violate applicable law or regulation or an agreement with or conditions imposed by the OTS. If neither the savings institution nor the proposed capital distribution meet any of the foregoing criteria, then no notice or application is required to be filed with the OTS before making a capital distribution. As a subsidiary of a savings and loan holding company, Park View Federal must, at a minimum, provide prior notice to the OTS of capital distributions. The OTS may disapprove

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or deny a capital distribution if in the view of the OTS, the capital distribution would constitute an unsafe or unsound practice.

     The Bank is prohibited from making any capital distributions if, after making the distribution, it would be undercapitalized as defined in the OTS’ prompt corrective action regulations. After consultation with the FDIC, the OTS may permit a savings institution to repurchase, redeem, retire or otherwise acquire shares or ownership interests if the repurchase, redemption, retirement or other acquisition: (i) is made in connection with the issuance of additional shares or other obligations of the institution in at least an equivalent amount; and (ii) will reduce the institution’s financial obligations or otherwise improve the institution’s financial condition.

     In addition to the foregoing, earnings of the Bank appropriated to bad debt reserves and deducted for federal income tax purposes are not available for payment of cash dividends without payment of taxes at the then current tax rate by the Bank on the amount of earnings removed from the reserves for such distributions. See “Taxation.” The Bank intends to make full use of this favorable tax treatment afforded to the Bank and does not contemplate use of any earnings of the Bank in a manner which would limit the Bank’s bad debt deduction or create Federal tax liabilities.

     Federal Reserve System. Pursuant to regulations of the Federal Reserve Board, a savings institution must maintain average daily reserves equal to 3% on transaction accounts of between $7.0 million and $47.6 million, plus 10% on the remainder. The first $7.0 million of transaction accounts are exempt. These percentages are subject to adjustment by the Federal Reserve Board. Because required reserves must be maintained in the form of vault cash or in a noninterest-bearing account at a Federal Reserve Bank, the effect of the reserve requirement is to reduce the amount of the institution’s interest-earning assets. At June 30, 2005, Park View Federal met its reserve requirements.

     Interstate and Interindustry Acquisitions. OTS regulations permit federal savings institutions to branch in any state or states of the United States and its territories. Except in supervisory cases or when interstate branching is otherwise permitted by state law or other statutory provision, an institution may not establish an out-of-state branch unless (i) the institution qualifies as a “domestic building and loan association” under §7701(a)(19) of the Internal Revenue Code or meets the QTL Test and the total assets attributable to all branches of the association in the state would qualify such branches taken as a whole for treatment as a domestic building and loan association or as a QTL, and (ii) such branch would not result in (a) formation of a prohibited multi-state multiple savings and loan holding company, or (b) a violation of certain statutory restrictions on branching by savings institution subsidiaries of bank holding companies. Federal savings institutions generally may not establish new branches unless the institution meets or exceeds minimum regulatory capital requirements. The OTS will also consider the institution’s record of compliance with the Community Reinvestment Act in connection with any branch application.

     The Federal Reserve Board may permit the acquisition of a savings institution by a bank holding company. In approving an application by a bank holding company to acquire a savings institution, the Federal Reserve Board is prohibited from imposing restrictions on tandem operations of the subsidiary savings institution and its holding company affiliates except as required under Sections 23A and 23B of the Federal Reserve Act, as amended.

     A bank holding company that controls a savings institution may merge or consolidate the assets and liabilities of the savings institution with, or transfer assets and liabilities to, any subsidiary bank which is a BIF member with the approval of the appropriate federal banking agency and the Federal Reserve Board. The resulting bank will be required to continue to pay assessments to the SAIF at the rates prescribed for SAIF members on the deposits attributable to the merged savings institution plus an annual growth increment. In addition, the transaction must comply with the restrictions on interstate acquisitions of commercial banks under the Bank Holding Company Act.

     Loans-to-One-Borrower Limitations. Under federal law, loans and extensions of credit, to a borrower may not exceed 15% of the unimpaired capital and surplus of the savings institution. Loans and extensions of credit fully secured by certain readily marketable collateral may represent an additional 10% of unimpaired capital and surplus. Applicable regulations permit certain exceptions to the above general limitations. Specifically, savings associations may make loans to one borrower, by order of the Director of OTS, in an amount not to exceed the lesser of $30,000,000 or 30% of unimpaired capital and surplus to develop residential housing, provided: (i) the purchase price of each single-family dwelling in the development does not exceed $500,000; (ii) the savings institution is in compliance with regulatory capital requirements; (iii) the loans comply with applicable loan-to-value requirements; and (iv) the aggregate amount of loans made under this authority does not exceed 150% of unimpaired capital and surplus.

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A savings institution is authorized to make loans to one borrower to finance the sale of real property acquired in satisfaction of debts in an amount up to 50% of unimpaired capital and surplus.

     Enforcement. The OTS has primary enforcement responsibility over savings institutions and has the authority to bring actions against the institution and all institution-affiliated parties, including stockholders, and any attorneys, appraisers and accountants, who knowingly or recklessly participate in wrongful action likely to have an adverse effect on an insured institution. Formal enforcement action may range from the issuance of a capital directive or cease and desist order to removal of officers and/or directors to institution of receivership, conservatorship or termination of deposit insurance. Civil penalties cover a wide range of violations and can amount to $25,000 per day, or even $1 million per day in especially egregious cases. The FDIC has the authority to recommend to the Director of the OTS that enforcement action to be taken with respect to a particular savings institution. If action is not taken by the Director, the FDIC has authority to take such action under certain circumstances. Federal law also establishes criminal penalties for certain violations.

     Transactions with Affiliates. Transactions between savings institutions and any affiliate are governed by Sections 23A and 23B of the Federal Reserve Act. An affiliate of a savings institution is any company or entity which controls, is controlled by or is under common control with the savings institution. In a holding company context, the parent holding company of a savings institution (such as the Company) and any companies which are controlled by such parent holding company are affiliates of the savings institution. Generally, Sections 23A and 23B (i) limit the extent to which the savings institution or its subsidiaries may engage in “covered transactions” with any one affiliate to an amount equal to 10% of such institution’s capital stock and surplus, and contain an aggregate limit on all such transactions with all affiliates to an amount equal to 20% of such capital stock and surplus, (ii) specify certain collateral requirements for particular transactions with affiliates, and (iii) require that all such transactions be on terms substantially the same, or at least as favorable, to the institution or subsidiary as those provided to a nonaffiliated. The term “covered transaction” includes the making of loans, purchase of assets, issuance of a guarantee and similar other types of transactions. In addition to the restrictions imposed by Sections 23A and 23B, no savings institution may (i) loan or otherwise extend credit to an affiliate, except for any affiliate which engages only in activities which are permissible for bank holding companies, or (ii) purchase or invest in any stocks, bonds, debentures, notes or similar obligations of any affiliate, except for affiliates which are subsidiaries of the savings institution. Section 106 of the Bank Holding Company Act of 1956, as amended (“BHCA”) which also applies to the Bank, prohibits the Bank from extending credit to or offering any other services, or fixing or varying the consideration for such extension of credit or service, on condition that the customer obtain some additional services from the institution or certain of its affiliates or not obtain services of a competitor of the institution, subject to certain exceptions.

     Savings institutions are also subject to the restrictions contained in Section 22(h) and Section 22(g) of the Federal Reserve Act on loans to executive officers, directors and principal stockholders. Under Section 22(h), loans to a director, executive officer or to a greater than 10% stockholder of a savings institution, and certain affiliated entities of the foregoing, may not exceed, together with all other outstanding loans to such person and affiliated entities the institution’s loan to one borrower limit (generally equal to 15% of the institution’s unimpaired capital and surplus and an additional 10% of such capital and surplus for loans fully secured by certain readily marketable collateral). Section 22(h) also prohibits loans, above amounts prescribed by the appropriate federal banking agency, to directors, executive officers and greater than 10% stockholders of a savings institution, and their respective affiliates, unless such loan is approved in advance by a majority of the board of directors of the institution with any “interested” director not participating in the voting. The Federal Reserve Board has prescribed the loan amount (which includes all other outstanding loans to such person), as to which such prior board of director approval is required, as being the greater of $25,000 or 5% of capital and surplus (up to $500,000). Further, the Federal Reserve Board pursuant to Section 22(h) requires that loans to directors, executive officers and principal stockholders be made on terms substantially the same as offered in comparable transactions to other persons. There is an exception to this requirement were such loans are made pursuant to a benefit or compensation program that is widely available to employees of the institution and the program does not give preference to directors or executive officers over other employees. Section 22(h) also generally prohibits a depository institution from paying the overdrafts of any of its executive officers or directors.

     Section 22(g) of the Federal Reserve Act requires that loans to executive officers of depository institutions not be made on terms more favorable than those afforded to other borrowers, requires approval for such extensions of credit by the board of directors of the institution, and imposes reporting requirements for and additional

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restrictions on the type, amount and terms of credits to such officers. In addition, Section 106 of the BHCA extensions of credit to executive officers, directors, and greater than 10% stockholders of a depository institution by any other institution which has a correspondent banking relationship with the institution, unless such extension of credit is on substantially the same terms as those prevailing at the time for comparable transactions with other persons and does not involve more than the normal risk of repayment or present other unfavorable features.

Regulation of the Company

     General. The company is a savings and loan holding company as defined by the Home Owners’ Loan Act. As such, the Company is registered with the OTS and is subject to OTS regulation, examination, supervision and reporting requirements. As a subsidiary of a savings and loan holding company, the Bank is subject to certain restrictions in its dealings with the Company and affiliates thereof.

     Activities Restrictions. The Board of Directors of the Company presently intends to operate the Company as a unitary savings and loan holding company. Since the Company became a unitary savings and loan holding company before May 4, 1999, there are generally no restrictions on the activities of the Company. However, if the Director of the OTS determines that there is reasonable cause to believe that the continuation by a savings and loan holding company of an activity constitutes a serious risk to the financial safety, soundness or stability of its subsidiary savings institution, the Director of the OTS may impose such restrictions as deemed necessary to address such risk including limiting: (i) payment of dividends by the savings institution; (ii) transactions between the savings institution and its affiliates; and (iii) any activities of the savings institution that might create a serious risk that the liabilities of the holding company and its affiliates may be imposed on the savings institution. Notwithstanding the above rules as to permissible business activities of unitary savings and loan holding companies, if the savings institution subsidiary of such a holding company fails to meet the QTL Test, then such unitary holding company shall also presently become subject to the activities restrictions applicable to multiple holding companies and, unless the savings institution requalifies as a QTL within one year thereafter, register as, and become subject to the restrictions applicable to a bank holding company. See “— Regulation of the Bank — Qualified Thrift Lender Test.”

     If the Company were to acquire control of another savings institution to be held as a separate subsidiary, the Company would thereupon become a multiple savings and loan holding company. Except where such acquisition is pursuant to the authority to approve emergency thrift acquisitions and each subsidiary savings institution meets the QTL Test, the activities of the Company and any of its subsidiaries (other than the Bank or other subsidiary savings institutions) would thereafter be subject to further restrictions. Among other things, no multiple savings and loan holding company or subsidiary thereof which is not a savings institution shall commence or continue after becoming a multiple savings and loan holding company or subsidiary thereof, any business activity, other than: (i) furnishing or performing management services for a subsidiary savings institution; (ii) conducting an insurance agency or escrow business; (iii) holding, managing, or liquidating assets owned by or acquired from a subsidiary savings institution; (iv) holding or managing properties used or occupied by a subsidiary savings institution; (v) acting as trustee under deeds of trust; (vi) those activities authorized by regulation as of March 5, 1987 to be engaged in by multiple holding companies; or (vii) unless the Director of the OTS by regulation prohibits or limits such activities for savings and loan holding companies, those activities authorized by the Federal Reserve Board as permissible for bank holding companies. Those activities described in (vii) above must be approved by the Director of the OTS prior to being engaged in by a multiple holding company. The OTS has issued an interpretation indicating that multiple holding companies may also engage in activities permissible for financial holding companies.

     Restrictions on Acquisitions. Savings and loan holding companies are prohibited from acquiring, without prior approval of the Director of OTS, (i) control of any other savings institution or savings and loan holding company or substantially all the assets thereof, or (ii) more than 5% of the voting shares of a savings institution or holding company thereof which is not a subsidiary. Under certain circumstances, a registered savings and loan holding company is permitted to acquire, with the approval of the Director of the OTS, up to 15% of the voting shares of an undercapitalized savings institution pursuant to a “qualified stock issuance” without that savings institution being deemed controlled by the holding company. In order for the shares acquired to constitute a “qualified stock issuance,” the shares must consist of previously unissued stock or treasury shares, the shares must be acquired for cash, the savings and loan holding company’s other subsidiaries must have tangible capital of at least 6 1/2% of total assets, there must not be more than one common director or officer between the savings and loan holding company and the issuing savings institution, and transactions between the savings institution and the savings and loan holding company and any of its affiliates must conform to Sections 23A and 23B of the Federal Reserve Act. Except with the prior approval of

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the Director of the OTS, no director or officer of a savings and loan holding company or person owning or controlling by proxy or otherwise more than 25% of such company’s stock, may also acquire control of any savings institution, other than a subsidiary savings institution, or of any other savings and loan holding company.

     The Director of the OTS may only approve acquisitions resulting in the formation of a multiple savings and loan holding company which controls savings institutions in more than one state if: (i) the multiple savings and loan holding company involved controls a savings institution which operated a home or branch office in the state of the institution to be acquired as of March 5, 1987; (ii) the acquiror is authorized to acquire control of the savings institution pursuant to the emergency acquisition provisions of the Federal Deposit Insurance Act; or (iii) the statutes of the state in which the institution to be acquired is located specifically permit institutions to be acquired by state chartered institutions or savings and loan holding companies located in the state where the acquiring entity is located (or by a holding company that controls such state-chartered savings institutions).

     Acquisition of the Company. Under the Federal Change in Bank Control Act (ACIBCA@), a notice must be submitted to the Office of Thrift Supervision if any person (including a company), or group acting in concert, seeks to acquire Acontrol@ of a savings and loan holding company or savings institution. Under certain circumstances, a change of control may occur, and prior notice is required, upon the acquisition of 10% or more of the outstanding voting stock of the company or institution, unless the OTS has found that the acquisition will not result in a change of control of the Company. Under the CIBCA, the OTS has 60 days from the filing of a complete notice to act, taking into consideration certain factors, including the financial and managerial resources of the acquirer and the anti-trust effects of the acquisition. Any company that acquires control would then be subject to regulation as a savings and loan holding company.

     Sarbanes-Oxley Act of 2002. On July 30, 2002, the Sarbanes-Oxley Act of 2002 (“SOX”) was signed into law which mandated a variety of reforms intended to address corporate and accounting fraud. SOX contained provisions which amend the Securities Exchange Act of 1934, as amended (the “Act”) and provisions which directed the SEC to promulgate rules. The resultant law and regulations under the Act as of the time of this annual report is set forth in the following paragraphs. SOX provides for the establishment of a new Public Company Accounting Oversight Board (“PCAOB”), which enforces auditing, quality control and independence standards for firms that audit Securities and Exchange Commission (“SEC”)-reporting companies and is funded by fees from all SEC-reporting companies. SOX imposes higher standards for auditor independence and restricts the provision of consulting services by auditing firms to companies they audit. Any non-audit services being provided to an audit client must be preapproved by the Company’s audit committee members. In addition, certain audit partners must be rotated periodically. SOX requires chief executive officers and chief financial officers, or their equivalent, to certify to the accuracy of periodic reports filed with the SEC, subject to civil and criminal penalties if they knowingly or willfully violate this certification requirement. In addition, under SOX, legal counsel is required to report evidence of a material violation of the securities laws or a breach of fiduciary duty by a company to its chief executive officer or its chief legal officer, and, if such officer does not appropriately respond, to report such evidence to the audit committee or other similar committee of the board of directors or the board itself.

     Longer prison terms apply to corporate executives who violate federal securities laws, the period during which certain types of suits can be brought against a company or its officers was extended, and bonuses issued to top executives prior to restatement of a company’s financial statements are now subject to disgorgement if such restatement was due to corporate misconduct. Executives are also prohibited from trading during retirement plan “blackout” periods, and loans to company executives are restricted. Directors and executive officers must also report most changes in their ownership of a company’s securities within two business days of the change, and all ownership reports must be electronically filed.

     SOX also increased the oversight and authority of audit committees of publicly traded companies. Audit committee members must be independent and are barred from accepting consulting, advisory or other compensatory fees from the issuer. Audit committees of publicly traded companies must have authority to retain their own counsel and other advisors funded by the company. Audit committees must establish procedures for the receipt, retention and treatment of complaints regarding accounting and auditing matters and procedures for confidential, anonymous submission of employee concerns regarding questionable accounting or auditing matters. It is the responsibility of the audit committee to hire, oversee and work on disagreements with the Company’s independent auditor.

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     Beginning six months after the SEC determined that the PCAOB was able to carry out its functions, it became unlawful for any person that is not a registered public accounting firm (“RPAF”) to audit an SEC-reporting company. Under the Act, a RPAF is prohibited from performing statutorily mandated audit services for a company if such company’s chief executive officer, chief financial officer, comptroller, chief accounting officer or any person serving in equivalent positions has been employed by such firm and participated in the audit of such company during the one-year period preceding the audit initiation date. SOX also prohibits any officer or director of a company or any other person acting under their direction from taking any action to fraudulently influence, coerce, manipulate or mislead any independent public or certified accountant engaged in the audit of the Company’s financial statements for the purpose of rendering the financial statement’s materially misleading. The SEC has prescribed rules requiring inclusion of an internal control report and assessment by management in the annual report to shareholders, with which the Company is required to comply beginning with this Annual Report on Form 10-K for the fiscal year ending June 30, 2005. SOX requires the RPAF that issues the audit report to attest to and report on management’s assessment of the Company’s internal control over financial reporting. In addition, SOX requires that each financial report required to be prepared in accordance with (or reconciled to) generally accepted accounting principles and filed with the SEC reflect all material correcting adjustments that are identified by a RPAF in accordance with generally accepted accounting principles and the rules and regulations of the SEC.

     Although the Company anticipates it will incur additional expense in complying with the provisions of the Act and the related rules, management does not expect that such compliance will have a material impact on the Company’s financial condition or results of operations.

     USA Patriot Act. The USA Patriot Act is intended to strengthen U.S. law enforcement’s and the intelligence communities’ abilities to work cohesively to combat terrorism on a variety of fronts. The potential impact of the USA Patriot Act on financial institutions of all kinds is significant and wide ranging. The USA Patriot Act contains sweeping anti-money laundering and financial transparency laws and imposes various regulations including standards for verifying client identification at account opening, and rules to promote cooperation among financial institutions, regulators and law enforcement entities in identifying parties that may be involved in terrorism or money laundering.

Taxation

     General. The Company and its subsidiaries currently file a consolidated federal income tax return based on a fiscal year ending June 30. Consolidated returns have the effect of eliminating intercompany distributions, including dividends, from the computation of consolidated taxable income for the taxable year in which the distributions occur.

     Federal Income Taxation. Savings institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended (the “Code”) in the same general manner as other corporations. Prior to legislation in 1996, institutions such as the Bank which met certain definitional tests and other conditions prescribed by the Code benefited from certain favorable provisions regarding their deductions from taxable income for annual additions to their bad debt reserve. Legislation that is effective for tax years beginning after December 31, 1995 repealed the reserve method available to thrifts and required institutions to recapture into taxable income over a six taxable year period the portion of the tax loan loss reserve that exceeds the pre-1988 tax loan loss reserve. The Bank had no such excess reserve. The Bank will no longer be allowed to use the percentage of taxable income method for tax loan loss provisions, but was allowed to use the experience method of accounting for bad debts as long as it was not considered a large thrift. Beginning with June 30, 1997 taxable year, the Bank was treated the same as a small commercial bank. Institutions with less than $500 million in assets were still permitted to make deductible bad debt additions to reserves, using the experience method. Beginning with the June 30, 2000 taxable year, the Bank began being taxed as a large thrift and is only able to take a tax deduction when a loan is actually charged off.

     Earnings appropriated to the Bank’s bad debt reserve and claimed as a tax deduction are not available for the payment of cash dividends or for distribution to stockholders (including distributions made on dissolution or liquidation), unless the Bank includes the amount in taxable income, along with the amount deemed necessary to pay the resulting federal income tax.

     In addition to the regular income tax, corporations generally are subject to a minimum tax. An alternative minimum tax is imposed at a minimum tax rate of 20% on alternative minimum taxable income, which is the sum of a corporation’s regular taxable income (with certain adjustments) and tax preference items, less any available exemption.

25

Net operating losses can offset no more than 90% of alternative minimum taxable income. The alternative minimum tax is imposed to the extent it exceeds the corporation’s regular income tax.

     The Bank’s federal income tax returns through June 30, 1999 were audited by the IRS. The years June 30, 2000 through June 30, 2004 are open to audit.

     For further information regarding federal income taxes, see Note 10 of Notes to Consolidated Financial Statements.

     State Income Taxation. The Bank is subject to an Ohio franchise tax based on its equity capital plus certain reserve amounts. Total equity capital for this purpose is reduced by certain exempted assets. The resulting net taxable value of capital is taxed at a rate of 1.3%. The Company generally elects to be taxed as a qualifying holding company and pay Ohio tax based on its net income only. The other subsidiaries of the Company are taxed on the greater of a tax based on net income or net worth.

Executive Officers of the Registrant

     The following sets forth information with respect to the executive officers of the Company.

	Age as of
Name	September 3, 2005		Title
John R. Male		57	Chairman of the Board and Chief Executive Officer of the Company and the Bank
C. Keith Swaney		62	President and Chief Operating Officer of the Company and the Bank, Treasurer of the Company and Chief Financial Officer of the Bank
Jeffrey N. Male		56	Vice President and Secretary of the Company and Executive Vice President and Chief Lending Officer of the Bank

     John R. Male. Mr. Male has been with the Bank since 1971, where he has held various positions including branch manager, mortgage loan officer, manager of construction lending, savings department administrator and chief lending officer. Mr. Male was named President and Chief Executive Officer of the Bank in 1986 and was named President of the Company upon its organization in 1994. Mr. Male was named Chairman of the Board of Directors and Chief Executive Officer of the Company and the Bank in October 2000. Mr. Male serves in various public service and charitable organizations. He currently serves on the Board of Trustees for Heather Hill, a long-term care hospital in Chardon, Ohio. He has an undergraduate degree from Tufts University and holds an MBA from Case Western Reserve University.

     C. Keith Swaney. Mr. Swaney joined the Bank in 1962 and was named Executive Vice President and Chief Financial Officer in 1986. He was named Vice President and Treasurer of the Company upon its organization in 1994. Mr. Swaney was named President and Chief Operating Officer of the Company and the Bank in October 2000. He continues to serve as Treasurer of the Company and as Chief Financial Officer of the Bank. He is responsible for all internal operations of the Company and the Bank. Over the years, he has participated in various charitable organizations and currently serves on the Board of Trustees for Hiram House Camp. Mr. Swaney attended Youngstown State University and California University in Pennsylvania.

     Jeffrey N. Male. Mr. Male has been with the Bank since 1973. He has served in various capacities, including supervisor of the construction loan department, personnel director and manager of the collection, foreclosure and REO departments. Mr. Male was named Executive Vice President of the Bank in 2000. In 1986 Mr. Male was named Senior Vice President in charge of residential lending operations. He was named Vice President and Secretary of the Company upon its organization in 1994 and continues to serve in that position. Mr. Male has served in various capacities with public service and charitable organizations, including the Chagrin Valley

26

Jaycees, the Chagrin Falls Chamber of Commerce and the Neighborhood Housing Services Corporate Loan Committee. Mr. Male is a graduate of Denison University.

27

Item 2. Properties

     The following table sets forth the location and certain additional information regarding the Company’s offices at June 30, 2005.

	Year			Net Book		Owned or	Approximate
	Opened/	Total		Value at		Leased/	Square
Location	Acquired	Deposits		June 30, 2005		Expiration	Footage
	(Dollars in thousands)
Main Office:
30000 Aurora Road	2000	$	27,540	$	5,688	Owned		51,635
Solon, Ohio
Branch Offices:
2111 Richmond Road	1967		71,532		20	Lease		2,750
Beachwood, Ohio						3/31/09
413 Northfield Road	2002		43,483		263	Lease		3,084
Bedford, Ohio						10/31/12
11010 Clifton Boulevard	1974		28,216		90	Lease		1,550
Cleveland, Ohio						8/1/05
13901 Ridge Road	1999		55,603		0	Lease		3,278
North Royalton, Ohio						8/31/09
6990 Heisley Road	1994		36,521		22	Lease		2,400
Mentor, Ohio						10/25/08
1244 SOM Center Road	2004		36,003		143	Lease		2,200
Mayfield Heights, Ohio						6/30/14
497 East Aurora Road	1994		41,376		13	Lease		2,400
Macedonia, Ohio						9/30/09
8500 Washington Street	1995		41,949		621	Owned		2,700
Chagrin Falls, Ohio
408 Water Street	1998		25,274		487	Owned		2,800
Chardon, Ohio
3613 Medina Road	2000		22,378		0	Lease		2,440
Medina, Ohio						2/28/08
34400 Aurora Road	2000		28,481		51	Lease		3,000
Solon, Ohio						4/30/10
16909 Chagrin Boulevard	2000		33,545		89	Lease		2,904
Shaker Heights, Ohio						6/30/10
36311 Detroit Road	2002		38,495		212	Lease		3,375
Avon, Ohio						10/02/12
17780 Pearl Road	2002		36,320		136	Lease		3,500
Strongsville, Ohio						8/31/12
9305 Market Square Drive	2003		19,618		1,037	Owned		3,700
Streetsboro, Ohio
215 West Garfield Road	2005		4,892		80	Lease		4,700
Aurora, Ohio						8/31/10

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     At June 30, 2005, the net book value of the Company’s premises, furniture, fixtures and equipment was $13.4 million. See Note 6 of Notes to Consolidated Financial Statements for further information.

     The Company also owns real estate in Solon, Ohio. See “Item 1. Business — Subsidiary Activities” for further information.

Item 3. Legal Proceedings

     From time to time, the Company and/or the Bank is a party to various legal proceedings incident to its business. There are no material legal proceedings to which the Bank or PVF is a party or to which any of their property is subject.

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

     No matters were submitted to a vote of security holders during the fourth quarter of the fiscal year ended June 30, 2005.

PART II

Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Securities

     The information contained under the section captioned “Market Information” in the Company’s Annual Report to Stockholders for the Fiscal Year Ended June 30, 2005 (the “Annual Report”) is incorporated herein by reference. For information regarding restrictions on the payment of dividends see “Item 1. Business — Regulation of the Bank — Dividend Limitations.”

     The Company repurchased the following equity securities registered under the Securities Exchange Act of 1934, as amended, during the fourth quarter of the fiscal year ended June 30, 2005.

							(d)
					(c)		Maximum
	(a)				Total Number of		Number of Shares
	Total		(b)		Shares Purchased		That May Yet Be
	Number of		Average		as Part of Publicly		Purchased Under
	Shares		Price Paid		Announced Plans		the Plans or
Period	Purchased		per Share		or Programs		Programs
April 2005
Beginning date: April 1		1,320	$	11.89		445,698		292,629
Ending date: April 30
May 2005
Beginning date: May 1
Ending date: May 31		5,390		12.02		451,088		287,239
June 2005
Beginning date: June 1
Ending date: June 30		_		_		451,088		287,239
Total		6,710	$	11.99		451,088		287,239

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Item 6. Selected Financial Data

     The information contained in the table captioned “Selected Consolidated Financial and Other Data” in the Annual Report is incorporated herein by reference.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

     The information contained in the section captioned “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report is incorporated herein by reference.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

     The information contained in the section captioned “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Asset/Liability Management” in the Annual Report incorporated herein by reference.

Item 8. Financial Statements and Supplementary Data

     The consolidated financial statements contained in the Annual Report which are listed under Item 15 herein are incorporated herein by reference.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

     Not applicable.

Item 9A. Controls and Procedures

Disclosure Controls and Procedures

     As of the end of the period covered by this report, management of the Company carried out an evaluation, under the supervision and with the participation of the Company’s principal executive officer and principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures. Based on this evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. It should be noted that the design of the Company’s disclosure controls and procedures is based in part upon certain reasonable assumptions about the likelihood of future events, and there can be no reasonable assurance that any design of disclosure controls and procedures will succeed in achieving its stated goals under all potential future conditions, regardless of how remote, but the Company’s principal executive and financial officers have concluded that the Company’s disclosure controls and procedures are, in fact, effective at a reasonable assurance level.

     Management’s report on internal control over financial reporting is included in the June 30, 2005 Annual Report incorporated herein by reference.

Changes in Internal Control Over Financial Reporting

     In addition, there have been no changes in the Company’s internal control over financial reporting occurred during the Company’s last fiscal quarter, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Item 9B. Other Information

     Not applicable.

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PART III

Item 10. Directors and Executive Officers of the Registrant

     The information contained under the sections captioned “Proposal I — Election of Directors” and Section 16(a) Beneficial Ownership Reporting Compliance in the Company’s definitive proxy statement for the Company’s 2005 Annual Meeting of Stockholders (the “Proxy Statement”) is incorporated herein by reference.

     The Company has adopted a Code of Ethics that applies to the Company’s directors, officers and employees.

Item 11. Executive Compensation

     The information contained under the section captioned “Proposal I — Election of Directors — Executive Compensation” and “— Directors’ Compensation” in the Proxy Statement is incorporated herein by reference.

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 sections captioned “Proposal I — Election of Directors” and “Voting Securities and Principal Holders Thereof” 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.
(d)	The following table sets forth certain information with respect to the Company’s equity compensation plans as of June 30, 2005.

	(a)
	Number of
	securities to be				(c)
	issued upon				Number of securities remaining
	exercise of		(b)		available for future issuance
	outstanding		Weighted-average exercise		under equity compensation
	options, warrants &		price of outstanding		plans (excluding securities
	rights(1)		options, warrants and rights		reflected in column (a))(1)
Equity compensation plans approved by security holders		469,877	$	8.01		285,178
Equity compensation plans not approved by security holders		—		—		—
Total		469,877	$	8.01		285,178

(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

     The information required by this item is incorporated herein by reference to the section captioned “Proposal I — Election of Directors” of the Proxy Statement.

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Item 14. Principal Accountant Fees and Services

     Information required by this item is incorporated herein by reference to the section captioned “Independent Auditors” in the Proxy Statement.

PART IV

Item 15. Exhibits and Financial Statement Schedules

(a)	1.	Report of Independent Registered Public Accounting Firm (incorporated by reference to the Annual Report)
		Consolidated Financial Statements (incorporated by reference to the Annual Report)
		(a)	Consolidated Statements of Financial Condition, at June 30, 2005 and 2004
		(b)	Consolidated Statements of Operations for the Years Ended June 30, 2005, 2004 and 2003
		(c)	Consolidated Statements of Stockholders’ Equity for the Years Ended June 30, 2005, 2004 and 2003
		(d)	Consolidated Statements of Cash Flows for the Years Ended June 30, 2005, 2004 and 2003
		(e)	Notes to Consolidated Financial Statements.
	2.	All schedules have been omitted as the required information is either inapplicable or in the Notes to Consolidated Financial Statements.
	3.	Exhibits and Index to Exhibits
		The following exhibits are either attached to or incorporated by reference in this Annual Report on Form 10-K.

No.	Description
3.1	Articles of Incorporation, as amended and restated	***
3.2	Code of Regulations, as amended and restated	*
3.3	Bylaws, as amended and restated
4	Specimen Common Stock Certificate	*
10.1	Park View Federal Savings Bank Conversion Stock Option Plan †	*
10.2	PVF Capital Corp. 1996 Incentive Stock Option Plan †	*
10.3	Form of Severance Agreement between PVF Capital Corporation and each of John R. Male, C. Keith Swaney and Jeffrey N. Male †	***
10.4	Park View Federal Savings Bank Supplemental Executive Retirement Plan	**
10.5	PVF Capital Corp. 2000 Incentive Stock Option Plan and Deferred Compensation Plan†	****
13	PVF Capital Corp. Annual Report to Stockholders for the year ended June 30, 2005
14	Code of Ethics*****
21	Subsidiaries of the Registrant
23.1	Consent of Crowe Chizek and Company LLC
31.1	Rule 13a-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a) Certification of Chief Financial Officer
32	Section 1350 Certifications

*	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).
**	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended June 30, 1998 (Commission File No. 0-24948).

32

***	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).
****	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).
*****	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended June 30, 2004 (Commission File No. 0-24948).
†	Management contract or compensory plan or arrangement.
(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.

33

SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

	PVF CAPITAL CORP.
September 9, 2005	By:	/s/ John R. Male
		John R. Male
		Chairman of the Board of Directors and Chief Executive Officer

     Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ John R. Male	September 9, 2005
John R. Male
Chairman of the Board of Directors and
Chief Executive Officer
(Principal Executive Officer)
/s/ C. Keith Swaney	September 9, 2005
C. Keith Swaney
President, Chief Operating Officer and
Treasurer
(Principal Financial and Accounting Officer)
/s/ Robert K. Healey	September 9, 2005
Robert K. Healey
Director
/s/ Stanley T. Jaros	September 9, 2005
Stanley T. Jaros
Director
/s/ Stuart D. Neidus	September 9, 2005
Stuart D. Neidus
Director
/s/ Gerald A. Fallon	September 9, 2005
Gerald A. Fallon
Director
/s/ Raymond J. Negrelli	September 9, 2005
Raymond J. Negrelli
Director
/s/ Ronald D. Holman, II	September 9, 2005
Ronald D. Holman, II
Director

EX-3.3

Exhibit 3.3

BYLAWS

OF THE

BOARD OF DIRECTORS OF

PVF CAPITAL CORP.

ARTICLE I

Board of Directors

     SECTION 1. General Powers. The business and affairs of PVF Capital Corp. (herein the “Corporation”) shall be under the direction of its board of directors. The board of directors shall annually elect a chairman of the board from among its members. The chairman of the board shall preside at all meetings of the board of directors.

     SECTION 2. Number and Term. The board of directors shall consist of eight members, and shall be divided into three classes as nearly equal in number as possible. The members of each class shall be elected for a term of three years and until their successors are elected and qualified. One class shall be elected by ballot annually.

     SECTION 3. Regular Meetings. A regular meeting of the board of directors shall be held without other notice than this Section immediately after, and at the same place as, the annual meeting of stockholders. The board of directors may provide, by resolution, the time and place for the holding of additional regular meetings without other notice than such resolution.

     SECTION 4. Special Meetings. Special meetings of the board of directors may be called by or at the request of the chairman of the board or the president, or by one-third of the directors. The persons authorized to call special meetings of the board of directors may fix any place as the place for holding any special meeting of the board of directors called by such persons.

     Members of the board of directors may participate in special meetings by means of conference telephone or similar communications equipment by which all persons participating in the meeting can hear each other. Such participation shall constitute presence in person.

     SECTION 5. Notice. Written notice of any special meeting shall be given to each director at least two days previous thereto delivered personally or by telegram or at least five days previous thereto delivered by mail at the address at which the director is most likely to be reached. Such notice shall be deemed to be delivered when deposited in the United States mail so addressed, with postage thereon prepaid if mailed or when delivered to the telegraph company if sent by telegram. Any director may waive notice of any meeting by a writing filed with the secretary. The attendance of a director at a meeting shall constitute a waiver of notice of such meeting, unless, prior to or at the commencement of such meeting, such director objects to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any meeting of the board of directors need be specified in the notice or waiver of notice of such meeting.

     SECTION 6. Quorum. A majority of the number of directors fixed by Section 2 of this Article I shall constitute a quorum for the transaction of business at any meeting of the board of directors, but if less than such majority is present at a meeting, a majority of the directors present may adjourn the meeting from time to time. Notice of any adjourned meeting shall be given in the same manner as prescribed by Section 5 of this Article I.

     SECTION 7. Manner of Acting. The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors, unless a greater number is prescribed by these Bylaws, the Articles of Incorporation, or the laws of Ohio.

     SECTION 8. Action Without a Meeting. Any action required or permitted to be taken by the board of directors at a meeting may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the directors.

     SECTION 9. Resignation. Any director may resign at any time by sending a written notice of such resignation to the home office of the Corporation addressed to the chairman of the board or the president. Unless otherwise specified therein such resignation shall take effect upon receipt thereof by the chairman of the board or the president.

     SECTION 10. Vacancies. Vacancies occuring in the board of directors shall be filled in accordance with the provisions of the Corporation’s Articles of Incorporation. A director elected to fill a vacancy shall be elected to serve until the annual meeting of stockholders at which the term of the class to which the director has been chosen expires.

     SECTION 11. Presumption of Assent. Unless Ohio law provides otherwise, a director of the Corporation who is present at a meeting of the board of directors at which action on any Corporation matter is taken shall be presumed to have assented to the action taken unless (i) he objects at the beginning of the meeting (or promptly upon his arrival) to holding the meeting or transacting business at the meeting; (ii) his dissent or abstention from the action taken is entered in the minutes of the meeting; or (iii) he delivers written notice of his dissent or abstention to the presiding officer of the meeting before its adjournment or to the Corporation immediately after adjournment of the meeting. The right of dissent or abstention is not available to a director who votes in favor of the action taken.

     SECTION 12. Compensation. The board of directors may, by resolution, from time to time establish the compensation to be paid to directors for their service as such. Members of either standing or special committees may be allowed such compensation for actual attendance at committee meetings as the board of directors may determine.

ARTICLE II

Committees of the Board of Directors

     The board of directors may, by resolution passed by a majority of the whole board, designate one or more committees, as they may determine to be necessary or appropriate for the conduct of the business of the Corporation, and may prescribe the duties, constitution and procedures thereof. Each committee shall consist of not less than three directors of the Corporation. The board may designate not less than three directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee.

     The board of directors shall have power, by the affirmative vote of a majority of the number of directors fixed by Article I, Section 2, at any time to change the members of, to fill vacancies in, and to discharge any committee of the board. Any member of any such committee may resign at any time by giving notice to the Corporation; provided, however, that notice to the board, the chairman of the board, the chief executive officer, the chairman of such committee, or the secretary shall be deemed to constitute notice to the Corporation. Such resignation shall take effect upon receipt of such notice or at any later time specified therein; and, unless otherwise specified therein, acceptance of such resignation shall not be necessary to make it effective. Any member of any such committee may be removed at any time, either with or without cause, by the affirmative vote of a majority of the authorized number of directors at any meeting of the board called for that purpose.

ARTICLE III

Amendment

     These Bylaws may be amended in whole or in part at any time by the Board of Directors by the affirmative vote of a majority of the authorized number of directors.

EX-13

Exhibit 13

Table of Contents

Letter to Shareholders	1
Full Service Locations	4
Selected Consolidated Financial and Other Data	6
Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Management’s Annual Report on Internal Control over Financial Reporting	21
Report of Independent Registered Public Accounting Firm	22

To Our Shareholders

We are pleased to report that PVF Capital Corp. enjoyed another solid year of growth, which enabled us to pay a competitive dividend rate and boost stockholders’ equity for the year ended June 30, 2005. Earnings were $5.6 million, or $0.72 basic earnings per share and $0.71 diluted earnings per share. In addition, return on average assets was 0.70 percent and return on average common equity was 8.62 percent for the year.

We are currently in the process of reorganizing and expanding our lending operation to produce quality growth and service in single-family, multi-family, commercial and construction lending. In addition, new deposit products and services are being introduced to increase the Company’s deposit base. These actions are being taken in order to capture a larger market share.

During the year, the Company invested in and introduced new technologies that are transforming the way we do business. One of these enhancements was the release of our new online banking service with online bill payment. This technology provides our customers the ability to access current loan and deposit account information, transfer funds between accounts, pay bills online, as well as aggregate and view all of their participating online financial accounts from a range of financial institutions in a single web page.

In April 2005, Park View Federal successfully opened a new full-service branch office in Aurora, Ohio. The growth of our branch network continues to open new markets in residential, construction, multi-family, and commercial real estate lending and has increased our ability to attract new consumer deposits. The opening of the Aurora, Ohio branch office brings the number of full-service branch offices we have located throughout greater Cleveland to seventeen. We plan to continue our efforts to identify new locations for the further expansion of our branch network.

While the expansion of our branch network along with enhanced products and services has resulted in higher staffing levels, increased administrative costs and reduced earnings in the short run, we believe the Company is now positioned to absorb these costs as we look to the future.

Letter to our Shareholders

Consolidated assets of the Company increased $68.2 million to $823.9 million, while total stockholders’ equity of PVF Capital Corp. increased to $66.5 million at June 30, 2005. Loans receivable increased by $49.8 million, mortgage-backed securities held to maturity decreased by $5.1 million, and loans receivable held for sale declined by $2.8 million, as a result of the decline in refinancing activity resulting from rising interest rates. Securities held to maturity increased by $30.0 million as management made the decision to invest in short-term Federal Home Loan Bank debt securities. Funds from the increase of $64.7 million in deposits were used to fund asset growth.

Through the efforts of our branch network and strong staff of mortgage loan originators, we were able to close a total of $332.1 million in mortgage loans for the year. In addition, the Company sold $118.4 million in fixed-rate mortgage loans and recorded profits of $1.3 million on mortgage banking activity for the year. As a result of these sales, the Company increased its mortgage servicing portfolio by $18.1 million to $764.9 million and carried a net mortgage servicing asset of $5.0 million, or 65 basis points, of the total servicing portfolio at June 30, 2005.

Our stock repurchase program was renewed for a 12-month period in July 2005 and authorizes the purchase of an additional 287,239 shares of the Company’s common stock. Pursuant to this plan and our cash dividend policy, the Company has repurchased a total of 451,088 shares, or 5.5 percent, of its common stock through June 30, 2005 and paid a $0.269 per share cash dividend for the year. Continuation of the stock repurchase program and cash dividend policy will be dependent on the Company’s financial condition, earnings, capital needs, regulatory requirements and market conditions. In July 2005, the Company announced a quarterly cash dividend of $0.067 per share (adjusted for 2005 stock dividend) on the outstanding shares of common stock that was paid in August 2005. Additionally, in June 2005, the Company declared a 10 percent stock dividend, also paid in August 2005.

2

Visit our web site at www.pvfsb.com. The site provides information about our products and services, and provides access to current loan and deposit account rates, terms and other information. We invite all shareholders to attend the Annual Meeting of Stockholders of PVF Capital Corp. on Monday, October 17, 2005 at 10:00 a.m., at PVF Capital Corp.’s Corporate Center, 30000 Aurora Road, Solon, Ohio. We look forward to another successful year of service and dedication to the community, its members, our shareholders and our customers.

John R. Male Chairman of the Board and Chief Executive Officer

C. Keith Swaney President, Chief Operating Officer and Treasurer

F U L L S E R V I C E L O C A T I O N S

Aurora Office 215 W. Garfield Rd. Aurora, OH 44202 Tel: 330-562-0620

Avon Office 36311 Detroit Rd. Avon, OH 44011 Tel: 440-934-3580

Beachwood Office La Place 2111 Richmond Rd. Beachwood, OH 44122 Tel: 216-831-6373

Bainbridge Office 8500 Washington St. Chagrin Falls, OH 44023 Tel: 440-543-8889

Corporate Center Office 30000 Aurora Rd. Solon, OH 44139 Tel: 440-914-3900

Bedford Office 413 Northfield Rd. Bedford, OH 44146 Tel: 440-439-2200

Chardon Office 408 Water St. Chardon, OH 44024 Tel: 440-285-2343

Lakewood-Cleveland Office 11010 Clifton Blvd. Cleveland, OH 44102 Tel: 216-631-8900

Macedonia Office 497 East Aurora Rd. Macedonia, OH 44056 Tel: 330-468-0055

CLEVELAND Lakewood Mentor 90 90 480 480 77 71 80 80 306 Chardon Beachwood Shaker Hts. Mayfield Hts. Bainbridge

Bedford North Royalton Strongsville Macedonia Corporate Ctr. Solon Medina 44 91 82 83 322 422 Streetsboro Aurora Avon 480 43 271

Mentor Office Heisley Corners 6990 Heisley Rd. Mentor, OH 44060 Tel: 440-944-0276

North Royalton Office 13901 Ridge Rd. North Royalton, OH 44133 Tel: 440-582-7417

Shaker Heights Office Shaker Towne Centre 16909 Chagrin Blvd. Shaker Hts., OH 44120 Tel: 216-283-4003

Solon Office Solar Shopping Center 34400 Aurora Rd. Solon, OH 44139 Tel: 440-542-6070

Mayfield Heights Office 1244 SOM Center Rd. Mayfield Hts., OH 44124 Tel: 440-449-8597

Medina Office Reserve Square 3613 Medina Rd. Medina, OH 44256 Tel: 330-721-7484

Streetsboro Office 9305 Market Square Dr. Streetsboro, OH 44241 Tel: 330-626-9444

Strongsville Office 17780 Pearl Rd. Strongsville, OH 44136 Tel: 440-878-6010

Park View Federal’s conveniently located fullservice branch offices, with ample parking facilities immediately adjacent to each office, are equipped with state-of-the-art technology to process any transaction quickly and efficiently. Our loan officers and account representatives are available to answer any questions about our financial products and services.We pride ourselves on providing our customers with the best in financial assistance and personal service.

Better service from a better bank.

www.pvfsb.com

Selected Consolidated Financial and Other Data

Financial Condition Data:

	At June 30,
(dollars in thousands)	2005		2004		2003		2002		2001
Total assets	$	823,899	$	755,687	$	743,404	$	679,620	$	736,525
Loans receivable, net		660,494		610,681		576,985		560,577		570,228
Loans receivable held for sale, net		9,060		11,871		33,604		11,680		6,152
Mortgage-backed securities held to maturity		31,720		36,779		2,931		7,211		17,912
Cash and cash equivalents		11,090		17,470		96,751		14,314		65,395
Securities		57,500		27,500		33		55,121		50,212
Deposits		591,226		526,493		526,429		479,672		480,532
FHLB advances, notes payable and subordinated debt		146,413		147,526		125,938		129,028		190,567
Stockholders’ equity		66,453		63,361		58,603		52,299		48,006

Operating Data:

	Year Ended June 30,
(dollars in thousands except for earnings per share)	2005		2004		2003		2002		2001
Interest income	$	43,595	$	39,109	$	43,482	$	48,814	$	53,962
Interest expense		19,801		16,739		20,646		27,060		34,118
Net interest income before provision for loan losses		23,794		22,370		22,836		21,754		19,844
Provision for loan losses		111		597		0		558		225
Net interest income after provision for loan losses		23,683		21,773		22,836		21,196		19,619
Non-interest income		3,374		6,130		5,893		3,751		2,600
Non-interest expense		18,942		17,571		16,509		14,139		12,218
Income before federal income taxes		8,115		10,332		12,220		10,808		10,001
Federal income taxes		2,531		3,422		4,124		3,635		3,365
Net income	$	5,584	$	6,910	$	8,096	$	7,173	$	6,636
Basic earnings per share(1)	$	0.72	$	0.89	$	1.05	$	0.93	$	0.87
Diluted earnings per share (1)	$	0.71	$	0.87	$	1.03	$	0.91	$	0.84

⁽¹⁾ Adjusted for stock dividends.

6

Other Data:

	At or For the Year Ended June 30,
		2005		2004		2003		2002		2001
Return on average assets		0.70	%	0.96	%	1.15	%	1.03	%	1.00	%
Return on average equity		8.62	%	11.26	%	14.60	%	14.19	%	14.62	%
Interest rate spread		3.07	%	3.12	%	3.13	%	2.95	%	2.75	%
Net interest margin		3.19	%	3.31	%	3.37	%	3.26	%	3.09	%
Average interest-earning assets to average interest-bearing liabilities		104.81	%	107.62	%	108.10	%	107.64	%	106.45	%
Non-accruing loans and repossessed assets to total assets		1.59	%	1.42	%	1.06	%	1.23	%	0.91	%
Stockholders’ equity to total assets		8.07	%	8.38	%	7.88	%	7.70	%	6.52	%
Ratio of average equity to average assets		8.16	%	8.49	%	7.86	%	7.24	%	6.79	%
Dividend payout ratio (cash dividends declared per share divided by earnings per share)		37.37	%	33.71	%	21.21	%	21.76	%	19.86	%
Bank Regulatory Capital Ratios:
Ratio of tangible capital to adjusted total assets		8.77	%	7.97	%	7.73	%	7.88	%	6.46	%
Ratio of Tier-1 core capital to adjusted total assets		8.77	%	7.97	%	7.73	%	7.88	%	6.46	%
Ratio of Tier-1 risk-based capital to risk-weighted assets		10.41	%	9.54	%	9.92	%	10.84	%	9.56	%
Ratio of Total risk-based capital to risk-weighted assets		10.97	%	10.19	%	10.55	%	11.63	%	10.26	%

7

Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

PVF Capital Corp. (“PVF” or the “Company”) is the holding company for Park View Federal Savings Bank (“Park View Federal” or the “Bank”), its principal and wholly-owned subsidiary, and a federally chartered savings bank headquartered in Solon, Ohio. Park View Federal has 17 branch offices located in Cleveland and surrounding communities, including a recently opened branch office in Aurora, Ohio. The Bank’s principal business consists of attracting deposits from the general public through its branch offices and investing these funds in loans secured by first mortgages on real estate located in its market area, which consists of Cuyahoga, Lake, Geauga, Portage, Summit, Stark, Medina, and Lorain Counties in Ohio. The Bank has concentrated its activities on serving the borrowing needs of local homeowners and builders in its market area by originating both fixed-rate and adjustable-rate single-family mortgage loans, as well as construction loans, commercial real estate loans, and multi-family residential real estate loans. In addition, the Bank originates loans secured by second mortgages, including equity line of credit loans, and non real estate loans. Lending activities are influenced by the demand for and supply of housing, competition among lenders, the level of interest rates, and the availability of funds. Deposit flows and cost of funds are influenced by prevailing market rates of interest, primarily on competing investments, account maturities, and the level of personal income and savings in the market area.

Forward-Looking Statements

When used in this Annual Report, 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, demand 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 wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements.

The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which 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.

Overview of Financial Condition at June 30, 2005, 2004, and 2003

PVF had total assets of $823.9 million, $755.7 million, and $743.4 million at June 30, 2005, 2004, and 2003, respectively. The primary source of the Bank’s total assets has been its loan portfolio. Net loans receivable, loans receivable held for sale, and mortgage-backed securities totaled $701.3 million, $659.3 million, and $613.5 million at June 30, 2005, 2004, and 2003, respectively. The increase of $42.0 million at June 30, 2005 resulted from an increase in loans receivable of $49.8 million, a decrease in loans receivable held for sale of $2.8 million, and a decrease in mortgage-backed securities of $5.1 million. The increase of loans receivable resulted from increases, net of deferred fees, of $20.7 million in one-to-four family residential loans, $14.2 million in home equity line of credit loans, $14.0 million in land loans, $13.3 million in construction loans, and $3.3 million in non real estate loans. These increases were offset by decreases, net of deferred fees, of $6.2 million in commercial equity line of credit loans, $4.0 million in commercial real estate loans, and $5.3 million in multi-family loans. The decline in loans receivable held for sale of $2.8 million is attributable to a slowdown in refinancing activity resulting from rising interest rates in the current period. The decrease in mortgage-backed securities resulted from the purchase of $1.1 million in

8

mortgage-backed securities less payments received of $6.1 million. Securities totaled $57.5 million, $27.5 million, and $0.03 million, and cash and cash equivalents totaled $11.1 million, $17.5 million, and $96.8 million at June 30, 2005, 2004, and 2003, respectively. The Bank invested $15.0 million in Bank Owned Life Insurance (“BOLI”) during the year ended June 30, 2004. The BOLI was purchased to improve return on assets and return on equity, as well as to take advantage of the tax-free return on investment.

The securities portfolio has been and will continue to be used primarily to meet the liquidity requirements of the Bank in its deposit taking and lending activities. These securities are typically pledged as collateral to secure Federal Home Loan Bank borrowings.

The Bank has adopted a policy that permits investment only in U.S. government and U.S. government-sponsored enterprises securities or Triple-A-rated securities. The Bank invests primarily in securities having a final maturity of five years or less, federal funds sold, and deposits at the Federal Home Loan Bank (“FHLB”) of Cincinnati. The entire portfolio matures within five years or less, and the Bank has no plans to change the short-term nature of its securities portfolio.

The Bank’s deposit liabilities totaled $591.2 million, $526.5 million, and $526.4 million at June 30, 2005, 2004, and 2003, respectively. Management’s decision to pay attractive market savings rates resulted in an increase in savings deposits of $64.7 million for the year ended June 30, 2005. FHLB advances and notes payable amounted to $146.4 million, $147.5 million, and $125.9 million at June 30, 2005, 2004, and 2003, respectively. In June 2004, the Company issued $10.0 million in subordinated debt in connection with the formation of a trust. The Company used $7.0 million of the proceeds from the sale of these securities to increase its investment in Park View Federal Savings Bank, repay debt, and purchase treasury stock in accordance with its existing stock repurchase program.

Capital

PVF’s stockholders’ equity totaled $66.5 million, $63.4 million, and $58.6 million at the years ended June 30, 2005, 2004, and 2003, respectively. The increases were the result of the retention of net earnings less cash dividends paid and purchased treasury stock.

The Bank’s primary regulator, The Office of Thrift Supervision (“OTS”) has implemented a statutory framework for capital requirements which establishes five categories of capital strength ranging from “well capitalized” to “critically undercapitalized.” An institution’s category depends upon its capital level in relation to relevant capital measures, including two risk-based capital measures, a tangible capital measure and a core/leverage capital measure. At June 30, 2005, the Bank was in compliance with all of the current applicable regulatory capital measurements to meet the definition of a well-capitalized institution, as demonstrated in the following table:

	Park View					Requirement for
	Federal		Percent of			Well-Capitalized
(dollars in thousands)	Capital		Assets (1)			Institution
Tangible capital	$	72,744		8.77	%		N/A
Tier-1 core capital	$	72,744		8.77	%		5.00	%
Tier-1 risk-based capital	$	72,744		10.41	%		6.00	%
Total risk-based capital	$	76,661		10.97	%		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.

Common Stock and Dividends

The Company’s common stock trades under the symbol “PVFC” on the NASDAQ Small-Cap Market. A 10 percent stock dividend was issued in August 2005, 2004, and 2003. As adjusted to reflect all stock dividends and purchases of treasury stock, the Company had 7,724,691 shares of common stock outstanding and approximately 218 holders of record of the common stock at September 2, 2005. OTS regulations applicable to all Federal Savings Banks such as Park View Federal limit the dividends that may be paid by the Bank to PVF. Any dividends paid may not reduce the Bank’s capital below minimum regulatory requirements.

Our stock repurchase program was renewed for a 12-month period in July 2005 and authorizes the purchase of an additional 287,239 shares of the Company’s common stock. At June 30, 2005, as adjusted to reflect all stock dividends, the Company had acquired a total of 451,088 shares, or 5.5 percent, of the Company’s common stock. The stock repurchase program is dependent on market conditions with no guarantee as

9

to the exact number of shares to be repurchased. The cash dividend policy remains dependent upon the Company’s financial condition, earnings, capital needs, regulatory requirements, and economic conditions. A quarterly cash dividend of $0.074 per share, prior to adjustment for stock dividends, was paid on the Company’s outstanding common stock in fiscal 2005, 2004, and 2003.

The following table sets forth certain information as to the range of the high and low bid prices for the Company’s common stock for the calendar quarters indicated. ⁽¹⁾

	Fiscal 2005				Fiscal 2004
	High Bid		Low Bid		High Bid		Low Bid
Fourth Quarter	$	14.33	$	10.11	$	14.04	$	10.58
Third Quarter		12.73		10.91		14.50		11.77
Second Quarter		13.22		11.43		13.61		11.77
First Quarter		14.47		12.50		12.44		10.30

⁽¹⁾ Quotations reflect inter-dealer prices without retail mark-up, mark-down, or commission, and may not represent actual transactions. Bid prices have been adjusted to reflect the previously described stock dividends.

Liquidity and Capital Resources

The Company’s liquidity measures its ability to fund loans and meet withdrawals of deposits and other cash outflows in a cost-effective manner. The Company’s primary sources of funds for operations are deposits from its primary market area, principal and interest payments on loans and mortgage-backed securities, sales of loans, proceeds from maturing securities, and advances from the FHLB of Cincinnati. While loan and mortgage-backed securities payments and maturing securities are relatively stable sources of funds, deposit flows and loan and mortgage-backed securities prepayments are greatly influenced by prevailing interest rates, economic conditions, and competition. FHLB advances may be used on a short-term basis to compensate for deposit outflows or on a long-term basis to support expanded lending and investment activities.

The Bank uses its capital resources principally to meet its ongoing commitment to fund existing and continuing loan commitments, fund maturing certificates of deposit and deposit withdrawals, repay borrowings, maintain its liquidity, and meet operating expenses. At June 30, 2005, the Bank had commitments to originate loans totaling $54.0 million, of which, $43.9 million is intended to be sold, commitments to fund equity lines of credit totaling $79.5 million, and $69.7 million of undisbursed loans in process. Scheduled maturities of certificates of deposit during the 12 months following June 30, 2005 total $371.2 million. Management believes that a significant portion of the amounts maturing during fiscal 2006 will be reinvested with the Bank because they are retail deposits, however, no assurances can be made that this will occur.

Park View Federal maintains liquid assets sufficient to meet operational needs. The Bank’s most liquid assets are cash and cash equivalents, which are short-term, highly-liquid investments that are readily convertible to known amounts of cash. The levels of such assets are dependent upon the Bank’s operating, financing, and investment activities at any given time. Management believes that the liquidity levels maintained are more than adequate to meet potential deposit outflows, repay maturing FHLB advances, fund new loan demand, and cover normal operations.

Market Risk Management

Market risk is the risk of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates, exchange rates, and equity prices. The Bank’s market risk is composed of interest rate risk.

Asset/Liability Management: The Bank’s asset and liability committee (“ALCO”), which includes senior management representatives and two outside directors, monitors and considers methods of managing the rate sensitivity and repricing characteristics of the balance sheet components consistent with maintaining acceptable levels of changes in net portfolio value (“NPV”) and net interest income. Park View Federal’s asset and liability management program is designed to minimize the impact of sudden and sustained changes in interest rates on NPV and net interest income.

The Bank’s exposure to interest rate risk is reviewed on a quarterly basis by the Board of Directors and the ALCO. Exposure to interest rate risk is measured with the use of interest rate sensitivity analysis to determine the Bank’s change in NPV in the event of hypothetical changes in interest rates, while interest rate sensitivity

10

Profile of Interest Earning Assets

gap analysis is used to determine the repricing characteristics of the Bank’s assets and liabilities. If estimated changes to NPV and net interest income are not within the limits established by the Board, the Board may direct management to adjust its asset and liability mix to bring interest rate risk within Board-approved limits.

In order to reduce the exposure to interest rate fluctuations, the Bank has developed strategies to manage its liquidity, shorten its effective maturity, and increase the interest rate sensitivity of its asset base. Management has sought to decrease the average maturity of its assets by emphasizing the origination of adjustable-rate residential mortgage loans and adjustable-rate mortgage loans for the acquisition, development, and construction of residential and commercial real estate, all of which are retained by the Bank for its portfolio. In addition, all long-term, fixed-rate mortgages are underwritten according to guidelines of the Federal Home Loan Mortgage Corporation (“FHLMC”) and the Federal National Mortgage Association (“FNMA”) and are either swapped with the FHLMC and the FNMA in exchange for mortgage-backed securities secured by such loans, which are then sold in the market or sold directly for cash in the secondary market.

Interest rate sensitivity analysis is used to measure the Bank’s interest rate risk by computing estimated changes in NPV of its cash flows from assets, liabilities, and off-balance sheet items in the event of a range of assumed changes in market interest rates. NPV represents the market value of portfolio equity and is equal to the market value of assets minus the market value of liabilities, with adjustments made for off-balance sheet items. This analysis assesses the risk of loss in market risk sensitive instruments in the event of an immediate and sustained 1 and 2 percent increase or decrease in market interest rates. The Bank’s Board of Directors has adopted an interest rate risk policy which establishes maximum decreases in the NPV ratio (ratio of market value of portfolio equity to the market value of portfolio assets) of 0.5 and 1.0 percent in the event of an immediate and sustained 1 and 2 percent increase or decrease in market interest rates.

The following table presents the Bank’s projected change in NPV for the various rate shock levels at June 30, 2005 and 2004. All market risk sensitive instruments presented in this table are held to maturity or available for sale. The Bank has no trading securities.

Profile of Interest Bearing Liabilities

11

(dollars inthousands)			June 30, 2005								June 30, 2004
Change in			Market Value of		Dollar			NPV			Market Value of		Dollar			NPV
Interest Rates			Portfolio Equity		Change			Ratio			Portfolio Equity		Change			Ratio
	+2	%	$	87,343	$	(5,011	)		10.44	%	$	74,999	$	(8,703	)		9.69	%
	+1	%		91,084		(1,270	)		10.79			80,232		(3,472	)		10.25
	0			92,354					10.85			83,703					10.59
	-1	%		88,401		(3,953	)		10.34			83,477		(226	)		10.49
	-2	%		80,987		(11,367	)		9.45			N/A		N/A			N/A

The table illustrates that for June 30, 2005, in the event of an immediate and sustained increase or decrease in prevailing market interest rates, the Bank’s NPV ratio would be expected to decrease. The Bank carefully monitors the maturity and repricing of its interest-earning assets and interest-bearing liabilities to minimize the effect of changing interest rates on its NPV. At June 30, 2005, the Bank’s estimated changes in NPV ratio were within the targets established by the Board of Directors in the event of an immediate and sustained increase in prevailing market interest rates, but outside of the established targets in the event of an immediate and sustained decrease in prevailing market interest rates. The Bank’s interest rate risk (“IRR”) position is the result of the repricing characteristics of assets and liabilities. The balance sheet is primarily comprised of interest-earning assets having a maturity and repricing period of one month to five years. These assets were funded utilizing interest-bearing liabilities having a final maturity of two years or less and advances convertible at the option of the FHLB of Cincinnati. Management will carefully monitor its IRR position and will make the necessary adjustments to its asset and liability mix to bring the Bank’s NPV ratio to within target levels established by the Board of Directors.

NPV is calculated by the OTS using information provided by the Bank. The calculation is based on the net present value of discounted cash flows utilizing market prepayment assumptions and market rates of interest provided by Bloomberg quotations and surveys performed during the quarters ended June 30, 2005 and 2004, with adjustments made to reflect the shift in the Treasury yield curve between the survey date and the quarter-end date.

Computation of prospective effects of hypothetical interest rate changes are based on numerous assumptions, including relative levels of market interest rates, loan prepayments, and deposit decay, and should not be relied upon as indicative of actual results. Further, the computations do not contemplate any actions the Bank may undertake in response to changes in interest rates.

Certain shortcomings are inherent in the method of analysis presented in the computation of NPV. Actual values may differ from those projections set forth in the table, should market conditions vary from assumptions used in the preparation of the table. Certain assets such as adjustable-rate loans, which represent the Bank’s primary loan product, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. In addition, the proportion of adjustable-rate loans in the Bank’s portfolio could decrease in future periods if market interest rates remain at or decrease below current levels due to refinance activity. Further, in the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in the table. Finally, the ability of many borrowers to repay their adjustable-rate debt may decrease in the event of an interest rate increase.

The Company uses interest rate sensitivity gap analysis to monitor the relationship between the maturity and repricing of its interest-earning assets and interest-bearing liabilities, while maintaining an acceptable interest rate spread. Interest rate sensitivity gap is defined as the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within that time period. A gap is considered positive when the amount of interest-rate-sensitive assets exceeds the amount of interest-rate-sensitive liabilities, and is considered negative when the amount of interest-rate-sensitive liabilities exceeds the amount of interest-

12

rate-sensitive assets. Generally, during a period of rising interest rates, a negative gap would adversely affect net interest income, while a positive gap would result in an increase in net interest income. Conversely, during a period of falling interest rates, a negative gap would result in an increase in net interest income, while a positive gap would negatively affect net interest income. Management’s goal is to maintain a reasonable balance between exposure to interest rate fluctuations and earnings.

The following table summarizes the Company’s interest rate sensitivity gap analysis at June 30, 2005. The table indicates that the Company’s one year and under ratio of cumulative gap to total assets is positive 0.1 percent, one-to-three year ratio of cumulative gap to total assets is negative 5.7 percent, and three-to-five year ratio of cumulative gap to total assets is positive 13.8 percent.

	Within			1-3			3-5			>5
(dollars in thousands)	1 Year			Years			Years			Years			Total
Total interest-rate-sensitive assets	$	391,808		$	120,776		$	200,763		$	68,225		$	781,572
Total interest-rate-sensitive liabilities		390,703			168,592			40,257			121,128			720,681
Periodic GAP		1,105			(47,816	)		160,506			(52,903	)		60,891
Cumulative GAP		1,105			(46,711	)		113,795			60,892
Ratio of cumulative GAP to total assets		0.1	%		(5.7	%)		13.8	%		7.4	%

Commitments, Contingencies and Off-Balance Sheet Risk

The Company is a party to financial instruments with off-balance sheet risk including commitments to originate new loans, commitments to extend credit under existing lines of credit and commitments to sell loans. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheet.

Off-balance sheet financial instruments whose contract amounts represent credit risk are summarized as follows:

	June 30,
(dollars in thousands)	2005		2004
Commitments to originate:
Mortgage loans intended for sale	$	43,912	$	29,805
Mortgage loans held for investment		29,798		28,619
Unfunded home equity and commercial real estate lines of credit		79,452		82,028
Undisbursed portion of loan proceeds		69,715		72,042
Commitments to sell loans held for sale		17,881		10,842
Standby letters of credit		8,903		4,329

Commitments to originate new loans or to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Loan commitments generally expire within 30 to 60 days. Most home equity line of credit commitments are for a term of five years, and commercial real estate lines of credit are generally renewable every two years. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the borrower.

Commitments to sell loans intended for sale are agreements to sell loans to a third party at an agreed-upon price. The fair value of commitments to originate mortgage loans intended for sale was $19,000 and commitments to sell loans intended for sale at June 30,

13

2005 was negative $34,000. The Company recorded a net provision for loss on mortgage banking derivatives of $15,000 at June 30, 2005.

The following table presents as of June 30, 2005, PVF Capital Corp.’s significant fixed and determinable contractual obligations by payment date. The payment amounts represent those amounts contractually due to the recipient and do not include any unamortized premiums or discounts or other similar carrying value adjustments. Further discussion of the nature of each obligation is included in the referenced note to the consolidated financial statements.

Contractual Obligations:

	Note		Within		1-3		3-5		>5
(dollars in thousands)	Reference		1 Year		Years		Years		Years		Total
Deposits without a stated maturity		7	$	121,645		—		—		—	$	121,645
Certificates of deposit		7		371,246		80,773		17,563		—		469,582
Long-term advances from the FHLB of Cincinnati		8		12		20,000		—		100,000		120,012
Notes payable and subordinated debt		9		93		1,308		—		10,000		11,401
Operating leases		11		872		1,626		1,216		827		4,541

Results of Operations

General

PVF Capital Corp.’s net income for the year ended June 30, 2005 was $5.6 million, or $0.72 basic earnings per share and $0.71 diluted earnings per share as compared to $6.9 million, or $0.89 basic earnings per share and $0.87 diluted earnings per share for fiscal 2004, and $8.1 million, or $1.05 basic earnings per share and $1.03 diluted earnings per share for fiscal 2003. All per share amounts have been adjusted for stock dividends.

Net income for the current year decreased by $1.3 million from the prior fiscal year and $2.5 million from fiscal 2003. The decrease in net income from 2004 is due to a decrease in non-interest income that resulted from declining gains on the sale of loans and an increase in non-interest expense that was attributable to growth in staff and an increase in compensation and benefits along with an increase in office occupancy and equipment. This was offset by an increase in net interest income and a decrease in the provision for loan losses that resulted from a decline in classified assets.

Net Interest Income

Net interest income amounted to $23.8 million for the year ended June 30, 2005, as compared to $22.4 million and $22.8 million for the years ended June 30, 2004 and 2003, respectively. Changes in the level of net interest income reflect changes in interest rates and changes in volume of interest-earning assets and interest-bearing liabilities. Tables 1 and 2 provide information as to changes in the Company’s net interest income.

Table 1 sets forth certain information relating to the Company’s average interest-earning assets (loans and securities) and interest-bearing liabilities (deposits and borrowings) and reflects the average yield on assets and average cost of liabilities for the periods and at the dates indicated. Such yields and costs are derived by dividing interest income or interest expense by the average daily balance of assets or liabilities, respectively, for the periods presented. During the periods indicated, non-accrual loans are included in the loan category.

14

     Table 1 also presents information for the periods indicated with respect to the difference between the weighted-average yield earned on interest-earning assets and weighted-average rate paid on interest-bearing liabilities, or “interest rate spread,” which savings institutions have traditionally used as an indicator of profitability. Another indicator of an institution’s net interest income is its “net interest margin” or “net yield on interest-earning assets,” which is its net interest income divided by the average balance of net interest-earning assets. Net interest income is affected by the interest rate spread and by the relative amounts of interest-earning assets and interest-bearing liabilities.

Table 1	Average Balances, Interest, and Average Yields and Rates
	For the Year Ended June 30,
	2005								2004								2003
	Average					Yield/			Average					Yield/			Average					Yield/
(dollars in thousands)	Balance			Interest		Cost			Balance			Interest		Cost			Balance			Interest		Cost
Interest-earning assets:
Loans	$	649,305		$	39,825		6.13	%	$	610,081		$	36,605		6.00	%	$	601,122		$	40,690		6.77	%
Mortgage-backed securities		34,199			1,655		4.84			39,180			1,860		4.75			4,705			285		6.06
Securities and other interest-earning assets		61,747			2,115		3.43			27,538			645		2.34			70,861			2,507		3.54
Total interest-earning assets		745,251			43,595		5.85			676,799			39,110		5.78			676,688			43,482		6.43
Non-interest-earning assets		48,343								46,232								27,709
Total assets	$	793,594							$	723,031							$	704,397
Interest-bearing liabilities:
Deposits	$	537,874		$	13,133		2.44		$	497,803		$	11,351		2.28		$	496,910		$	15,170		3.05
Borrowings		173,205			6,668		3.85			131,069			5,389		4.11			129,094			5,476		4.24
Total interest-bearing liabilities		711,079			19,801		2.78			628,872			16,740		2.66			626,004			20,646		3.30
Non-interest-bearing liabilities		17,723								32,780								23,031
Total liabilities		728,802								661,652								649,035
Stockholders’ equity		64,792								61,379								55,362
Total liabilities and stockholders’ equity	$	793,594							$	723,031							$	704,397
Net interest income				$	23,794							$	22,370							$	22,836
Interest rate spread							3.07	%							3.12	%							3.13	%
Net yield on interest-earning assets							3.19	%							3.31	%							3.37	%
Ratio of average interest-earning assets to average interest-bearing liabilities		104.81	%							107.62	%							108.10	%

15

Table 2 illustrates the extent to which changes in interest rates and shifts in the volume of interest-related assets and liabilities have affected the Bank’s interest income and expense during the years indicated. The table shows the changes by major component, distinguishing between changes relating to volume (changes in average volume multiplied by average old rate) and changes relating to rate (changes in average rate multiplied by average old volume). Changes not solely attributable to volume or rate have been allocated in proportion to the changes due to volume and rate.

Table 2	Year Ended June 30,
	2005			vs.			2004			2004			vs.			2003
	Increase (Decrease)									Increase (Decrease)
	Due to									Due to
(dollars in thousands)	Volume			Rate			Total			Volume			Rate			Total
Interest income:
Loans	$	2,392		$	829		$	3,220		$	537		$	(4,622	)	$	(4,085	)
Mortgage-backed securities		(241	)		35			(205	)		1,637			(62	)		1,575
Securities and other interest-earning assets		1,071			399			1,470			(1,014	)		(848	)		(1,862	)
Total interest-earning assets		3,222			1,263			4,485			1,160			(5,532	)		(4,372	)
Interest expense:
Deposits		949			833			1,782			20			(3,839	)		(3,819	)
Borrowings		1,695			(416	)		1,279			93			(180	)		(87	)
Total interest-bearing liabilities		2,644			417			3,061			113			(4,019	)		(3,906	)
Net interest income	$	578		$	846		$	1,424		$	1,047		$	(1,513	)	$	(466	)

As is evidenced by these tables, interest rate changes had a positive effect on the Bank’s net interest income for the year ended June 30, 2005 and a negative effect on the Bank’s net interest income for the year ended June 30, 2004. Due to the repricing characteristics of the Bank’s loan portfolio and short-term nature of its deposit portfolio, along with changing interest rates during the years ended June 30, 2005 and 2004, the Bank experienced a decrease of 5 basis points in its interest rate spread to 3.07 percent for fiscal year 2005, from 3.12 percent for fiscal 2004 and from 3.13 percent for fiscal 2003. Changes in interest rates contributed to an increase in net interest income for the year ended June 30, 2005 of $0.8 million, and a decrease in net interest income for the year ended June 30, 2004 of $1.5 million.

Net interest income was favorably affected by volume changes during the years ended June 30, 2005 and 2004. Accordingly, net interest income grew by $0.6 million and $1.0 million due to volume changes for the years ended June 30, 2005 and 2004, respectively.

The rate/volume analysis illustrates the effect that volatile interest rate environments can have on a financial institution.

Provision for Loan Losses

The Bank carefully monitors its loan portfolio and establishes levels of general and specific reserves for loan losses. Provisions for loan losses are charged to earnings to bring the total allowances for loan losses to a level considered adequate by management to provide for probable loan losses inherent in the loan portfolio as of each balance sheet date, based on prior loss experience, volume and type of lending conducted by the Bank, industry standards, and past due loans in the Bank’s loan portfolio. The Bank’s policies require the review of assets on a regular basis, and the Bank appropriately classifies loans as well as other assets if warranted. The

16

Bank establishes specific provisions for loan losses when a loss of principal is probable. A loan that is classified as either substandard or doubtful is assigned an allowance based upon the specific circumstances on a loan-by-loan basis after consideration of the underlying collateral and other pertinent economic and market conditions. In addition, the Bank maintains general allowances based upon the establishment of a risk category for each type of loan in the Bank’s portfolio.

The Bank uses a systematic approach in determining the adequacy of its loan loss allowance and the necessary provision for loan losses, whereby the loan portfolio is reviewed generally and delinquent loan accounts are analyzed individually, on a monthly basis. Consideration is given primarily to the types of loans in the portfolio and the overall risk inherent in the portfolio as well as, with respect to individual loans, account status, payment history, ability to repay and probability of repayment, and loan-to-value percentages. After reviewing current economic conditions, changes in delinquency status, and actual loan losses incurred by the Bank, management establishes an appropriate reserve percentage applicable to each category of loans, and a provision for loan losses is recorded when necessary to bring the allowance to a level consistent with this analysis. Management believes it uses the best information available to make a determination with respect to the allowance for loan losses, recognizing that future adjustments may be necessary depending upon a change in economic conditions.

During 2005, the Bank experienced growth in the loan portfolio of $49.8 million, or 8.1 percent, while substantially maintaining the composition of the loan portfolio. The level of classified assets decreased from $14.0 million in 2004 to $12.4 million in 2005. The level of non-accruing loans increased from $10.6 million in 2004 to $11.7 million in 2005, but the level of non-accruing loans in the loan categories other than 1-4 family loans decreased. The specific allowance related to non-accruing loans increased from $200,000 to $395,000. Net charge-offs increased from $103,000 in 2004 to $176,000 in 2005. Therefore, taking into consideration the growth of the portfolio, the level of non-accruing loans and classified assets, as well as net charge-offs and the overall performance of the loan portfolio, the Bank provided $111,000 of additional provision to increase the allowance to a level deemed appropriate of $4.3 million.

During 2004, the Bank experienced growth in the loan portfolio of $33.7 million, or 5.8 percent, much of which was in commercial real estate loans. The level of classified assets increased from $12.8 million in 2003 to $14.0 million in 2004. In addition, the level of non-accruing loans increased from $7.4 million in 2003 to $10.6 million in 2004, while the specific allowance related to non-accruing loans decreased from $235,000 to $200,000. Net charge-offs increased from $19,000 in 2003 to $103,000 in 2004. Therefore, taking into consideration the growth of the portfolio, the level of non-accruing loans and classified assets, as well as net charge-offs and the overall performance of the loan portfolio, the Bank provided $597,000 of additional provision to increase the allowance to a level deemed appropriate of $4.4 million.

Non-interest Income

Non-interest income amounted to $3.4 million, $6.1 million, and $5.9 million for the years ended June 30, 2005, 2004, and 2003, respectively. The fluctuations in non-interest income are due primarily to fluctuations in income derived from mortgage banking activities, fee income on deposit accounts, gains on sale of real estate owned, and the increase in the cash surrender value of BOLI. Income attributable to mortgage banking activities consists of loan servicing income, gains and losses on the sale of loans, and market valuation provisions and recoveries. Income from mortgage banking activities amounted to $1.3 million, $4.6 million, and $4.9 million for the years ended June 30, 2005, 2004, and 2003, respectively. The income from mortgage banking activities is primarily due to net profit realized on the sale of loans. The 2004 and 2003 income from mortgage banking activity are attributable in large part to historically low market interest rates and are not necessarily indicative of expected future results. Other non-interest income amounted to $2.1 million, $1.5 million, and $1.0 million for the years ended June 30, 2005, 2004, and 2003, respectively. The increase in other non-interest income of $0.6 million from the year ended June 30, 2004 to June 30, 2005 is attributable to an increase in fee income on loans and deposits and the increase in the cash surrender value of BOLI in 2005. Changes in other non-interest income are typically the result of service and other miscellaneous fee income, rental income, insurance proceeds, income realized on the sale of assets and investments, and the disposal of real estate owned properties.

17

Non-interest Expense

Non-interest expense amounted to $18.9 million, $17.6 million, and $16.5 million for the years ended June 30, 2005, 2004, and 2003, respectively. The principal component of non-interest expense is compensation and related benefits which amounted to $10.8 million, $9.6 million, and $8.7 million for the years ended June 30, 2005, 2004, and 2003, respectively. The increase in compensation for the years ended June 30, 2005 and 2004 is due primarily to growth in the staff, employee benefits, a compensation incentive plan for management, and salary and wage adjustments to employees. Office occupancy totaled $3.7 million, $3.4 million, and $3.2 million for the years ended June 30, 2005, 2004, and 2003, respectively. The increased office occupancy expense is attributable to maintenance and repairs to office buildings, and the cost of opening and operating additional branch offices. Other non-interest expense totaled $4.4 million, $4.6 million, and $4.6 million for the years ended June 30, 2005, 2004, and 2003, respectively. Changes in other non-interest expense are primarily the result of advertising, professional and legal services, insurance expenses, outside services, and franchise tax expense.

Federal Income Taxes

The Company’s federal income tax expense was $2.5 million, $3.4 million, and $4.1 million for the years ended June 30, 2005, 2004, and 2003, respectively. Due to the availability of tax credits for the years ended June 30, 2005, 2004, and 2003, the tax advantaged treatment of BOLI, and other miscellaneous deductions, the Company’s effective federal income tax rate was below the expected tax rate of 35 percent with an effective rate of 31 percent for the year ended June 30, 2005, an effective rate of 33 percent for the year ended June 30, 2004, and 34 percent for the year ended June 30, 2003.

Impact of Inflation and Changing Prices

The consolidated financial statements and related data presented herein have been prepared in accordance with generally accepted accounting principles, which requires the measurement of financial position and operating results in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation. Unlike most industrial companies, substantially all of the assets and liabilities of the Company are monetary in nature. As a result, interest rates have a more significant impact on the Company’s performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the prices of goods and services, since such prices are affected by inflation to a larger extent than interest rates. For further information regarding the effect of interest rate fluctuations on the Company, see “Market Risk Management.”

Critical Accounting Policies and Estimates

The accounting and reporting policies of PVF Capital Corp. are in accordance with U.S. generally accepted accounting principles generally accepted within the United States of America and conform to general practices within the banking industry. Application of these principles requires management to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions and judgments are based on information available as of the date of the financial statements. Accordingly, as this information changes, the financial statements could reflect different estimates, assumptions and judgments.

The most significant accounting policies followed by PVF Capital Corp. are presented in Note 1 to the consolidated financial statements. Accounting and reporting policies for the allowance for loan losses and mortgage servicing rights are deemed critical since they involve the use of estimates and require significant management judgments. PVF Capital Corp. provides further detail on the methodology and reporting of the allowance for loan losses in Note 4 and mortgage servicing rights in Note 5.

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PARK VIEW FEDERAL SAVINGS BANK O f f i c e L o c a t i o n s a n d Ho u r s

Shaker Heights Office Shaker Towne Centre 16909 Chagrin Blvd. Shaker Hts., Ohio 44120 216-283-4003

Aurora Office 215 W. Garfield Road Aurora, Ohio 44202 330-562-0620

Avon Office 36311 Detroit Road Avon, Ohio 44011 440-934-3580

Bainbridge Office 8500 Washington Street Chagrin Falls, Ohio 44023 440-543-8889

Beachwood Office La Place 2111 Richmond Road Beachwood, Ohio 44122 216- 831-6373

Bedford Office 413 Northfield Road Bedford, Ohio 44146 440-439-2200

Chardon Office 408 Water Street Chardon, Ohio 44024 440-285-2343

Lakewood-Cleveland Office 11010 Clifton Blvd. Cleveland, Ohio 44102 216-631-8900

Macedonia Office 497 East Aurora Road Macedonia, Ohio 44056 330-468-0055

Mayfield Heights Office 1244 SOM Center Road Mayfield Hts., Ohio 44124 440-449-8597

Medina Office Reserve Square 3613 Medina Road Medina, Ohio 44256 330-721-7484

LOBBY

Mon., Tues., Wed., Thurs.: 9:00 am — 5:00 pm

Friday : 9:00 am — 6:00 pm Saturday: 9:00 am — 1:00 pm

LOBBY & AUTO TELLER Monday — Friday: 9:00 am — 5:00 pm Closed Saturday Corporate Center Office 30000 Aurora Road Solon, Ohio 44139 440-914-3900 Mentor Office Heisley Corners 6990 Heisley Road Mentor, Ohio 44060 440-944-0276 North Royalton Office 13901 Ridge Road North Royalton, Ohio 44133 440-582-7417 Solon Office Solar Shopping Center 34400 Aurora Road Solon, Ohio 44139 440-542-6070 Streetsboro Office 9305 Market Square Drive P.O. Box 2130 Streetsboro, Ohio 44241 330-626-9444 Strongsville Office 17780 Pearl Road Strongsville, Ohio 44136 440-878-6010 LOBBY Mon., Tues., Wed., Thurs.: 9:00 am — 4:30 pm Friday: 9:00 am — 5:30 pm Saturday: 9:00 am — 1:00 pm AUTO TELLER Mon., Tues., Wed., Thurs.: 9:00 am — 5:00 pm Friday: 9:00 am — 6:00 pm Saturday: 9:00 am — 1:00 pm

19

P            ARK            V            IEW            F            EDERAL S A V I N G S B A N K John R. Male Chairman of the Board and Chief Executive Officer C. Keith Swaney President, Chief Operating Officer and Chief Financial Officer Gerald A. Fallon Retired Robert K. Healey Retired Ronald D. Holman, II Partner Cavitch, Familo, Durkin & Frutkin Stanley T. Jaros Partner Moriarty & Jaros, P.L.L. Raymond J. Negrelli President Raymond J. Negrelli, Inc. Stuart D. Neidus Chairman and Chief Executive Officer Anthony & Sylvan Pools Corporation John R. Male Chairman of the Board and Chief Executive Officer C. Keith Swaney President, Chief Operating Officer and Chief Financial Officer Jeffrey N. Male Executive Vice President William J. Harr, Jr. Senior Vice President Lending Anne M. Johnson Senior Vice President Operations Carol S. Porter Corporate Secretary and Marketing Director Edward B. Debevec Treasurer Mark E. Fosnaught Vice President Retail Banking Robert L. Katitus Vice President Commercial Real Estate Lending Adeline Novak Vice President Human Resources Robert J. Papa Vice President Construction Lending

John E. Schimmelmann Vice President Deposit Operations Kennaird H. Stewart Vice President Commercial Real Estate Lending 2005 B o a r d o f D i r e c t o r s O f f i c e r s

20

MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER
FINANCIAL REPORTING

The management of PVF Capital Corp. is responsible for establishing and maintaining adequate internal control over financial reporting. PVF Capital Corp.’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with United States generally accepted accounting principles.

PVF Capital Corp.’s internal control over financial reporting as it relates to the financial statements is evaluated for effectiveness by management and tested for reliability through a program of internal audits. Actions are taken to correct potential deficiencies as they are identified.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Accordingly, even an effective system of internal control over financial reporting will provide only reasonable assurance with respect to financial statement preparation.

With the supervision and participation of our Chief Executive Officer and Chief Financial Officer, management assessed the effectiveness of the Company’s internal control over financial reporting as of June 30, 2005. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on management’s assessment and those criteria, management believes that PVF Capital Corp. maintained effective internal control over financial reporting as of June 30, 2005.

The Company’s independent registered public accounting firm, Crowe Chizek and Company LLC, has issued their report on management’s assessment of the company’s internal control over financial reporting. That report is included in this Annual Report.

John R. Male	C. Keith Swaney
Chairman of the Board	President, Chief Operating Officer
and Chief Executive Officer	and Treasurer

21

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders
PVF Capital Corp.
Solon, Ohio

We have audited the accompanying consolidated statements of financial condition of PVF Capital Corp. (“Company”) as of June 30, 2005 and 2004, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2005. We have also audited management’s assessment, included in the accompanying Report of Management, that PVF Capital Corp. maintained effective internal control over financial reporting as of June 30, 2005, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). PVF Capital Corp.’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on these financial statements, an opinion on management’s assessment, and an opinion on the effectiveness of the Company’s internal control over financial reporting based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audit of financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide

22

reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of PVF Capital Corp. as of June 30, 2005 and 2004, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2005 in conformity with U.S. generally accepted accounting principles. Also in our opinion, management’s assessment that PVF Capital Corp. maintained effective internal control over financial reporting as of June 30, 2005, is fairly stated, in all material respects, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Furthermore, in our opinion, PVF Capital Corp. maintained, in all material respects, effective internal control over financial reporting as of June 30, 2005, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Cleveland, Ohio
August 24, 2005

23

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
Years ended June 30, 2005 and 2004

	2005			2004
ASSETS
Cash and amounts due from depository institutions	$	4,034,353		$	4,550,446
Interest bearing deposits		2,180,723			894,327
Federal funds sold		4,875,000			12,025,000
Cash and cash equivalents		11,090,076			17,469,773
Securities held to maturity (fair values of $57,345,425 and $27,399,975, respectively)		57,500,000			27,500,000
Mortgage-backed securities held to maturity (fair values of $31,487,772 and $35,390,465, respectively)		31,720,033			36,779,289
Loans receivable held for sale, net		9,059,647			11,870,775
Loans receivable, net of allowance of $4,312,274 and $4,376,704		660,494,144			610,680,821
Office properties and equipment, net		13,413,231			13,888,392
Real estate owned		1,319,251			70,000
Federal Home Loan Bank stock		11,316,400			10,825,600
Prepaid expenses and other assets		27,985,916			26,602,759
Total assets	$	823,898,698		$	755,687,409
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits	$	591,226,478		$	526,492,714
Short-term advances from the FHLB		15,000,000			15,000,000
Long-term advances from the FHLB		120,012,018			120,039,831
Notes payable		1,400,780			2,486,250
Subordinated debentures		10,000,000			10,000,000
Advances from borrowers for taxes and insurance		3,184,981			2,376,872
Accrued expenses and other liabilities		16,621,262			15,930,799
Total liabilities		757,445,519			692,326,466
Commitments and contingencies
Stockholders’ equity
Serial preferred stock, $.01 par value, 1,000,000 shares authorized; none issued		—			—
Common stock, $.01 par value, 15,000,000 shares authorized; 8,175,779 and 7,420,045 shares issued, respectively		81,758			74,200
Additional paid-in capital		68,288,834			58,378,089
Retained earnings		1,663,992			8,035,847
Treasury stock, at cost, 451,088 and 377,870 shares, respectively		(3,581,405	)		(3,127,193	)
Total stockholders’ equity		66,453,179			63,360,943
Total liabilities and stockholders’ equity	$	823,898,698		$	755,687,409

See accompanying notes to consolidated financial statements.

24

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS
Years ended June 30, 2005, 2004, and 2003

	2005		2004		2003
Interest and dividends income
Loans	$	39,825,656	$	36,604,621	$	40,690,675
Mortgage-backed securities		1,654,537		1,860,224		285,167
Federal Home Loan Bank stock dividends		491,125		429,402		449,026
Securities		1,493,167		111,443		1,781,524
Fed funds sold and interest-bearing deposits		130,354		103,951		276,305
Total interest income		43,594,839		39,109,641		43,482,697
Interest expense
Deposits		13,133,468		11,351,365		15,169,502
Short-term borrowings		934,738		124,651		42,745
Long-term borrowings		5,229,070		5,260,897		5,434,028
Subordinated debt		503,190		2,301		—
Total interest expense		19,800,466		16,739,214		20,646,275
Net interest income		23,794,373		22,370,427		22,836,422
Provision for loan losses		111,000		597,300		—
Net interest income after provision for loan losses		23,683,373		21,773,127		22,836,422
Noninterest income
Service charges and other fees		838,470		660,646		743,877
Mortgage banking activities, net		1,311,235		4,632,561		4,922,069
Gain on sale of real estate owned		165,575		488,839		—
Increase in cash surrender value of bank-owned life insurance		554,405		187,533		—
Other, net		504,558		160,177		227,057
Total noninterest income		3,374,243		6,129,756		5,893,003
Noninterest expense
Compensation and benefits		10,835,446		9,590,924		8,694,397
Office, occupancy, and equipment		3,670,437		3,394,285		3,151,956
Insurance		235,692		232,926		262,366
Professional and legal		339,050		397,179		518,648
Advertising		382,689		373,702		499,438
Outside services		776,801		876,799		857,050
Franchise tax		773,308		728,400		647,890
Other		1,929,080		1,977,065		1,877,460
Total noninterest expense		18,942,503		17,571,280		16,509,205
Income before federal income taxes		8,115,113		10,331,603		12,220,220
Federal income taxes
Current		2,413,291		2,287,524		3,966,092
Deferred		117,701		1,134,025		157,672
		2,530,992		3,421,549		4,123,764
Net income	$	5,584,121	$	6,910,054	$	8,096,456
Basic earnings per share	$	0.72	$	0.89	$	1.05
Diluted earnings per share	$	0.71	$	0.87	$	1.03

See accompanying notes to consolidated financial statements.

25

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS
Years ended June 30, 2005, 2004 and 2003

				Additional
	Common			paid-in			Retained			Treasury
	stock			Capital			Earnings			stock			Total
Balance at June 30, 2002	$	60,648		$	37,412,482		$	17,627,665		$	(2,802,217	)	$	52,298,578
Net income		—			—			8,096,456			—			8,096,456
Stock options exercised, 41,909 shares		419			187,502			—			—			187,921
Cash paid in lieu of fractional shares		—			—			(2,159	)		—			(2,159	)
Stock dividend issued, 610,565 shares		6,106			9,576,712			(9,582,818	)		—			—
Cash dividend, $0.222 per share		—			—			(1,652,684	)		—			(1,652,684	)
Purchase of 28,615 shares of Treasury stock		—			—			—			(324,976	)		(324,976	)
Balance at June 30, 2003		67,173			47,176,696			14,486,460			(3,127,193	)		58,603,136
Net income		—			—			6,910,054			—			6,910,054
Stock options exercised, 34,580 shares		346			256,447			—			—			256,793
Stock purchased and retired, 6,373 shares		(64	)		(94,147	)		—			—			(94,211	)
Cash paid in lieu of fractional shares								(2,814	)		—			(2,814	)
Stock dividend issued, 674,555 shares		6,745			11,039,093			(11,045,838	)		—			—
Cash dividend, $0.300 per share		—			—			(2,312,015	)		—			(2,312,015	)
Balance at June 30, 2004		74,200			58,378,089			8,035,847			(3,127,193	)		63,360,943
Net income		—			—			5,584,121			—			5,584,121
Stock options exercised, 21,712 shares		217			166,029			—						166,246
Stock purchased and retired, 9,024 shares		(90	)		(122,934	)		—			—			(123,024	)
Cash paid in lieu of fractional shares		—			—			(3,488	)		—			(3,488	)
Stock dividend issued, 743,046 shares		7,431			9,867,650			(9,875,081	)		—			—
Cash dividend, $0.269 per share		—			—			(2,077,407	)		—			(2,077,407	)
Purchase of 32,210 shares of Treasury stock		—			—			—			(454,212	)		(454,212	)
Balance at June 30, 2005	$	81,758		$	68,288,834		$	1,663,992		$	(3,581,405	)	$	66,453,179

See accompanying notes to consolidated financial statements.

26

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS
Years ended June 30, 2005, 2004 and 2003

	2005			2004			2003
Operating activities:
Net income	$	5,584,121		$	6,910,054		$	8,096,456
Adjustments required to reconcile net income to net cash from operating activities:
Amortization of premium on mortgage-backed securities		26,471			72,548			1,771
Depreciation		1,863,375			1,658,958			1,407,503
Provision for loan losses		111,000			597,300			—
Accretion of deferred loan origination fees, net		(1,007,937	)		(1,108,263	)		(1,244,214	)
Gain on disposal of real estate owned		(165,575	)		(488,839	)		—
FHLB stock dividends		(490,800	)		(429,201	)		(448,775	)
Deferred income tax provision		117,701			1,134,025			157,672
Proceeds from loans held for sale		118,420,611			301,018,063			453,735,624
Originations of loans held for sale		(115,813,850	)		(277,787,331	)		(475,659,784	)
Gain on the sale of loans, net		(1,080,039	)		(5,260,163	)		(6,727,015	)
Net change in other assets and other liabilities		433,489			(7,841,279	)		12,410,926
Net cash from operating activities		7,998,567			18,475,872			(8,269,836	)
Investing activities:
Loans originated		(216,290,237	)		(137,580,380	)		(170,534,726	)
Principal repayments on loans		164,871,379			104,195,639			162,351,576
Principal repayments on mortgage-backed securities held to maturity		6,085,195			5,932,009			4,364,892
Purchase of mortgage-backed securities held to maturity		(1,052,410	)		(39,853,303	)		—
Purchase of securities held to maturity		(35,000,000	)		(27,500,000	)		(30,000,000	)
Maturities and calls of securities held to maturity		5,000,000			33,252			85,087,959
Additions to office properties and equipment		(1,388,214	)		(3,991,431	)		(3,146,074	)
Acquisition of bank-owned life insurance		—			(15,000,000	)		—
Disposals of real estate owned		1,418,796			1,166,703			114,259
Acquisition of real estate owned		—			(70,000	)		—
(Additions) disposal of real estate held for investment, net		—			525,000			(50,000	)
Net cash from investing activities		(76,355,491	)		(112,142,511	)		48,187,886

See accompanying notes to consolidated financial statements.

27

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS
Years ended June 30, 2005, 2004 and 2003

	2005			2004			2003
Financing Activities:
Payments on long-term FHLB advances		(27,813	)		(83,389	)		(616,476	)
Net change in short-term FHLB advances		—			15,000,000			—
Repayment of notes payable		(1,085,470	)		(3,328,900	)		(2,472,870	)
Net change in NOW and passbook savings		(565,469	)		(2,052,829	)		16,190,703
Proceeds from issuance of certificates of deposit		163,111,432			107,020,928			135,463,914
Payments on maturing certificates of deposit		(97,812,199	)		(104,904,312	)		(104,897,908	)
Proceeds from issuance of subordinated debentures		—			10,000,000			—
Net increase (decrease) in advances from borrowers		808,109			(5,587,781	)		644,040
Payment of cash dividend		(2,034,595	)		(1,841,130	)		(1,654,844	)
Purchase of treasury stock		(454,212	)		—			(324,975	)
Proceeds from exercise of stock options		160,251			256,793			187,921
Stock repurchased and retired		(123,024	)		(94,211	)		—
Net cash from financing activities		61,977,227			14,385,169			42,519,505
Net increase (decrease) in cash and cash equivalents		(6,379,697	)		(79,281,470	)		82,437,555
Cash and cash equivalents at beginning of year		17,469,773			96,751,243			14,313,688
Cash and cash equivalents at end of year	$	11,090,076		$	17,469,773		$	96,751,243
Supplemental disclosures of cash flow information:
Cash payments of interest	$	19,766,150		$	16,740,542		$	20,733,040
Cash payments of income taxes		2,069,000			2,760,000			4,020,000
Supplemental schedule of noncash investing and financing activities:
Transfers to real estate owned	$	2,502,472		$	200,000		$	—
Income tax benefit from exercise of stock options		5,778			—			—

See accompanying notes to consolidated financial statements

28

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS

The accounting and reporting policies of PVF Capital Corp. and its subsidiaries (“Company”) conform to accounting principles generally accepted in the United States of America and general industry practice. The Company’s principal subsidiary, Park View Federal Savings Bank (“Bank”), is principally engaged in the business of offering savings deposits through the issuance of savings accounts, money market accounts, and certificates of deposit and lending funds primarily for the purchase, construction, and improvement of real estate in Cuyahoga, Summit, Geauga, Lake, Medina, Lorain and Portage Counties, Ohio. The deposit accounts of the Bank are insured up to applicable limits under the Savings Association Insurance Fund (“SAIF”) of the Federal Deposit Insurance Corporation (“FDIC”) and are backed by the full faith and credit of the United States government. The following is a description of the significant policies, which the Company follows in preparing and presenting its consolidated financial statements.

Principles of Consolidation: The consolidated financial statements include the accounts of PVF Capital Corp. and its wholly-owned subsidiaries, Park View Federal Savings Bank, PVF Service Corporation (“PVFSC”), PVF Holdings, Inc., and Mid-Pines Land Co. PVFSC owns some Bank premises and leases them to the Bank. PVF Holdings, Inc. and Mid-Pines Land Co. did not have any significant assets or activity as of or for the years ended June 30, 2005, 2004, or 2003. All significant intercompany transactions and balances are eliminated in consolidation.

PVFSC has entered into various nonconsolidated joint ventures that own real estate including properties leased to the Bank.

PVF Capital Trust I (“Trust”) was created for the sole purpose of issuing trust preferred securities. The Trust is not consolidated into the financial statements.

Use of Estimates: The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The allowance for loan losses, the valuation of mortgage servicing rights, and fair value of financial instruments are particularly subject to change.

Securities: The Company classifies all securities as held to maturity. Securities held to maturity are limited to debt securities that the Company has the positive intent and the ability to hold to maturity; these securities are reported at amortized cost. Securities that could be sold in the future because of changes in interest rates or other factors are not to be classified as held to maturity. Other securities such as Federal Home Loan Bank stock are carried at cost.

(Continued)

29

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

Interest income includes amortization of purchase premium or accretion of purchase discount. Premiums and discounts are amortized or accreted over the life of the related security as an adjustment to yield Prepayment is assumed for mortgage-backed securities.

A decline in fair value of any held to maturity security below cost that is deemed other than temporary is charged to earnings resulting in establishment of a new cost basis for the security. Management’s consideration as to whether a decline in fair value is other-than-temporary is based on (1) the length of time and extent that fair value has been less than cost, (2) the financial condition of the issuer and (3) the Company’s ability and intent to hold the security for a period sufficient to allow for any anticipated recovery in fair value.

Loans Receivable: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal balance outstanding, net of deferred loan fees and costs, and an allowance for loan losses. Interest income is accrued on the unpaid principal balance and includes amortization of net deferred loan fees and costs over the loan term.

Uncollectible interest on loans that are contractually 90 days or more past due is charged off against interest income. In all cases, loans are placed on non-accrual or charged-off at an earlier date if collection of principal or interest is considered doubtful. Income is subsequently recognized only to the extent cash payments are received until the loan is determined to be performing in accordance with the applicable loan terms in which case the loan is returned to accrual status. Past due status is based on the contractual terms of the loan.

Allowance for Loan Losses: The allowance for loan losses is maintained at a level to absorb probable incurred losses in the portfolio as of the balance sheet date. The adequacy of the allowance for loan losses is periodically evaluated by the Bank based upon the overall portfolio composition and general market conditions as well as information about specific borrower situations and estimated collateral values. While management uses the best information available to make these evaluations, future adjustments to the allowance may be necessary if economic conditions change substantially from the assumptions used in making the evaluations. Allocations of the allowance may be made for specific loans, but the entire allowance is available for any loan that, in management’s judgment, should be charged-off. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance for loan losses.

A loan is considered impaired when, based on current information and events; it is probable that the Bank will be unable to collect the scheduled payments of principal and interest according to the contractual terms of the loan agreement. Since the Bank’s loans are primarily

(Continued)

30

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

collateral dependent, measurement of impairment is based on the fair value of the collateral. Large groups of smaller balance homogeneous loans are collectively evaluated for impairment and accordingly, they are not separately identified for impairment disclosures.

Mortgage Banking Activities: Mortgage loans originated and intended for sale in the secondary market include deferred origination fees and costs and are carried at the lower of cost or fair value, determined on an aggregate basis. The fair value of mortgage loans held for sale is based on market prices and yields at period end in normal market outlets used by the Company. Net unrealized losses, if any, are recorded as valuation allowance and charged to earnings.

The Company sells the loans on either a servicing retained or servicing released basis. Servicing rights are recognized as assets for the allocated value of retained servicing rights on loans sold. The capitalized cost of loan servicing rights is amortized in proportion to and over the period of estimated net future servicing revenue. The expected period of the estimated net servicing income is based in part on the expected prepayment of the underlying mortgages.

Mortgage servicing rights are periodically evaluated for impairment. Impairment represents the excess of amortized cost over its estimated fair value. Fair value is determined using prices for similar assets with similar characteristics, when available, or based upon discounted cash flows using market-based assumptions. Impairment is determined by stratifying rights into tranches based on predominant risk characteristics, such as interest rate and original time to maturity. Any impairment is reported as a valuation allowance for an individual tranche. The impairment charges incurred and reversed during the periods ended June 30, 2004 and 2003 as disclosed in Note 5 were a result of this process and the change in market values during those periods.

Servicing fee income is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of outstanding principal and are recorded as income when earned.

The Company enters into derivative transactions principally to protect against the risk of adverse interest movements affecting the value of the Company’s committed loan sales pipeline. In order to mitigate the risk that a change in interest rates will result in a decline in value of the Company’s interest rate lock commitments (“IRLCs”) in the committed mortgage pipeline or its loans held for sale, the Company enters into mandatory forward loan sales contracts with secondary market participants.

Mandatory forward sales contracts and committed loans intended to be held for sale are considered free-standing derivative instruments and changes in fair value are recorded in current period earnings. For committed loans, fair value is measured using current market rates for the associated mortgage loans. For mandatory forward sales contracts, fair value is measured using secondary market pricing.

(Continued)

31

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

Office Properties and Equipment: Land is carried at cost. Buildings and equipment are stated at cost less accumulated depreciation. Depreciation and amortization are computed using the straight-line method at rates expected to amortize the cost of the assets over their estimated useful lives or, with respect to leasehold improvements, the term of the lease, if shorter. Estimated lives for buildings are 40 years. Estimated lives for equipment range from 1 to 10 years.

Bank-Owned Life Insurance: The Company has purchased life insurance policies on certain key executives. Bank-owned life insurance is recorded at its cash surrender value, or the amount that can be realized.

Income Taxes: Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

Real Estate Owned: Assets acquired through or instead of loan foreclosure are initially recorded at the lower of cost or fair value less estimated selling costs, establishing a new cost basis. If fair value declines subsequent to foreclosure, a valuation allowance is recorded through expense. Costs after acquisition are expensed.

Long-Term Assets: Office properties and equipment and other long-term assets are reviewed for impairment when events indicate their carrying amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value.

Statements of Cash Flows: For purposes of the consolidated statements of cash flows, the Company considers cash and amounts due from depository institutions, interest bearing deposits, and federal funds sold with original maturities of less than three months to be cash equivalents. Net cash flows are reported for NOW and passbook savings accounts, short-term borrowings, and advances from borrowers.

Stock Compensation: Employee compensation expense under stock option plans is reported using the intrinsic value method. No stock-based compensation cost is reflected in net income, as all options granted had an exercise price equal to or greater than the market price of the underlying stock at the date of grant.

(Continued)

32

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

The following table illustrates the effect on net income and earnings per share if expense was measured using the fair value recognition provisions of FASB Statement No. 123, Accounting for Stock-Based Compensation.

	2005		2004		2003
Net income as reported	$	5,584,121	$	6,910,054	$	8,096,456
Deduct: Stock-based compensation expense determined under fair value based method		139,000		100,135		124,135
Pro forma net income	$	5,445,121	$	6,809,919	$	7,972,321
Basic earnings per share as reported	$	0.72	$	0.89	$	1.05
Pro forma basic earnings per share	$	0.70	$	0.88	$	1.03
Diluted earnings per share as reported	$	0.71	$	0.87	$	1.03
Pro forma diluted earnings per share	$	0.69	$	0.86	$	1.02

The pro forma effects are computed using option pricing models, using the following weighted-average assumptions as of grant date.

	2005			2004			2003
Risk-free interest rate		3.75	%		3.76	%		3.50	%
Expected option life	7 years			7 years			7 years
Expected stock price volatility		29.29	%		29.78	%		35.00	%
Dividend yield		2.21	%		1.99	%		2.50	%
Weighted average fair value of options granted during the year	$	3.57		$	3.69		$	3.23

Comprehensive Income: Comprehensive income consists of net income and other comprehensive income. The Company had no other comprehensive income in 2005, 2004, or 2003; therefore comprehensive income was equal to net income.

Earnings Per Share: Basic earnings per share is calculated by dividing net income for the period by the weighted average number of shares of common stock outstanding during the period. The additional potential common shares issuable under stock options are included in the calculation of diluted earnings per share.

The per share data for 2005, 2004 and 2003 is adjusted to reflect the 10% stock dividends declared June 2005, 2004, and 2003.

(Continued)

33

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

Loss Contingencies: Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there now are such matters that will have a material effect on the financial statements.

Loan Commitments and Related Financial Instruments: Financial instruments include off-balance sheet credit instruments, such as commitments to make loans issued to meet customer financing needs. The face amount for these items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded.

Restrictions on Cash: Cash on deposit with another institution of $402,000 and $348,000 was required to meet regulatory reserve requirements at June 30, 2005 and 2004, respectively. These balances do not earn interest.

Stockholders’ Equity: Stock dividends in excess of 20% are reported by transferring the par value of the stock issued from retained earnings to common stock. Stock dividends for 20% or less are reported by transferring the fair value, as of the ex-dividend date, of the stock issued from retained earnings to common stock and additional paid in capital. Fractional share amounts are paid in cash with a reduction in retained earnings.

Dividend Retention: Banking regulations require maintaining certain capital levels and may limit the dividend paid by the Bank to the Company or by the Company to shareholders. These restrictions pose no practical limit on the ability of the Bank or Company to pay dividends at historical levels. See Note 13 for more specific disclosure related to federal savings banks.

Fair Value of Financial Instruments: Fair values of financial instruments are estimated using relevant market information and other assumptions, as more fully disclosed in a separate note. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market conditions could significantly affect the estimates.

Operating Segments: While the Company’s chief decision-makers monitor the revenue streams of the various Company products and services, the identifiable segments are not material and operations are managed and financial performance is evaluated on a Company-wide basis. Accordingly, all of the Company’s financial service operations are considered by management to be aggregated in one reportable operating segment.

(Continued)

34

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RELATED MATTERS (Continued)

Recently Issued But Not Yet Effective Accounting Standards: In December 2004, the Financial Accounting Standards Board issued a revised version of Statement of Financial Accounting Standards No. 123. It requires that the fair value of stock options and other share-based compensation be measured as of the date the grant is awarded and expensed over the period of employee service, typically the vesting period. It will be required for the Company beginning July 1, 2005. Compensation cost will also be recorded for previously awarded options to the extent that they vest after the effective date. The Company is currently evaluating the impact of this accounting guidance on its future statements of operations. The impact on the Company’s results of operations for the year ended June 30, 2006 of future vesting of options outstanding as of June 30, 2005 is expected to be $29,363 before income taxes.

Reclassifications: Certain reclassifications have been made to the prior year amounts to conform to the current year presentation.

(Continued)

35

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 2 — SECURITIES

Securities held to maturity at June 30, 2005 and 2004 are summarized as follows:

	2005
			Gross		Gross			Estimated
	Carrying		Unrecognized		Unrecognized			Fair
	Amount		Gain		Loss			Value
U.S. government-sponsored enterprise securities	$	57,500,000	$	43,750	$	(198,325	)	$	57,345,425
Due after one year through five years	$	57,500,000	$	43,750	$	(198,325	)	$	57,345,425

	2004
			Gross		Gross			Estimated
	Carrying		Unrecognized		Unrecognized			Fair
	Amount		Gain		Loss			Value
U.S. government-sponsored enterprise securities	$	27,500,000	$	—	$	(100,025	)	$	27,399,975
Due after one year through five years	$	27,500,000	$	—	$	(100,025	)	$	27,399,975

There were no sales of securities for the years ended June 30, 2005, 2004 or 2003.

At year end 2005 and 2004, there were no holdings of securities of any one issuer, other than U.S. government-sponsored enterprises, in an amount greater than 10% of shareholders’ equity.

Securities with continuous unrealized losses at year-end 2005 and 2004 not recognized in income aggregated by length of time that individual securities have been in a continuous unrealized loss position are as follows:

2005	Less than 12 Months					More than 12 Months					Total
			Gross					Gross					Gross
	Fair		Unrecognized			Fair		Unrecognized			Fair		Unrecognized
Description of Securities	Value		Loss			Value		Loss			Value		Loss
U.S. government- sponsored enterprise securities	$	34,843,100	$	(156,900	)	$	17,458,575	$	(41,425	)	$	52,301,675	$	(198,325	)

(Continued)

36

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 2 — SECURITIES (Continued)

Securities with unrealized losses at year end 2004 not recognized in income are as follows:

2004	Less than 12 Months					More than 12 Months				Total
			Gross					Gross				Gross
	Fair		Unrecognized			Fair		Unrecognized		Fair		Unrecognized
Description of Securities	Value		Loss			Value		Loss		Value		Loss
U.S. government - sponsored enterprise securities	$	27,399,975	$	(100,025	)	$	—	$	—	$	27,399,975	$	(100,025	)

The Company periodically evaluates securities for other–than-temporary impairment. Consideration is given to the length of time and the extent to which the fair value has been less than cost, the financial condition and near-term prospects of the issuer, and the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. In analyzing an issuer’s financial condition, the Company may consider whether the securities are issued by the U.S. government or a U.S. government-sponsored enterprise, whether downgrades by bond rating agencies have occurred, and the results of reviews of the issuer’s financial condition.

(Continued)

37

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 3 — MORTGAGE-BACKED SECURITIES

Mortgage-backed securities held to maturity at June 30, 2005 and 2004 are summarized as follows:

	2005
			Gross		Gross
	Carrying		Unrecognized		Unrecognized			Estimated
	Amount		Gain		Loss			Fair Value
FNMA mortgage-backed securities	$	30,964,609	$	16,375	$	(266,192	)	$	30,714,792
FHLMC mortgage-backed securities		755,424		17,556		—			772,980
	$	31,720,033	$	33,931	$	(266,192	)	$	31,487,772

	2004
			Gross		Gross
	Carrying		Unrecognized		Unrecognized			Estimated
	Amount		Gain		Loss			Fair Value
FNMA mortgage-backed securities	$	35,774,087	$	5,350	$	(1,400,267	)	$	34,379,170
FHLMC mortgage-backed securities		1,005,202		6,093		—			1,011,295
	$	36,779,289	$	11,443	$	(1,400,267	)	$	35,390,465

There were no sales of mortgage-backed securities for the years ended June 30, 2005, 2004 or 2003.

(Continued)

38

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 3 — MORTGAGE-BACKED SECURITIES (Continued)

Mortgage-backed securities with unrealized losses at year end 2005 and 2004 not recognized in income aggregated by the length of time that the individual securities have been in a continuous unrealized loss position are as follows:

2005	Less than 12 Months				More than 12 Months					Total
Description of			Gross				Gross					Gross
Mortgage-backed	Fair		Unrecognized		Fair		Unrecognized			Fair		Unrecognized
Securities	Value		Loss		Value		Loss			Value		Loss
FNMA mortgage- backed securities	$	—	$	—	$	23,234,790	$	(266,192	)	$	23,234,790	$	(266,192	)

2004	Less than 12 Months					More than 12 Months				Total
Description of			Gross					Gross				Gross
Mortgage-backed	Fair		Unrecognized			Fair		Unrecognized		Fair		Unrecognized
Securities	Value		Loss			Value		Loss		Value		Loss
FNMA mortgage- backed securities	$	34,286,991	$	(1,400,267	)	$	—	$	—	$	34,286,991	$	(1,400,267	)

The Company periodically evaluates mortgage-backed securities for other-than-temporary impairment. Consideration is given to the length of time and the extent to which the fair value has been less than cost, the financial condition and near-term prospects of the issuer, and the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. In analyzing an issuer’s financial condition, the Company will consider whether the securities are issued by the U.S. government or a U.S. government-sponsored enterprise, whether downgrades by bond rating agencies have occurred, and the results of reviews of the issuer’s financial condition.

(Continued)

39

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 4 — LOANS RECEIVABLE

Loans receivable at June 30, 2005 and 2004, consist of the following:

	2005			2004
Real estate mortgages:
One-to-four family residential	$	148,955,669		$	128,209,918
Home equity line of credit		97,691,917			83,505,220
Multi-family residential		33,504,667			38,776,777
Commercial		171,331,117			175,323,234
Commercial equity line of credit		31,875,316			38,113,453
Land		68,164,662			54,047,091
Construction — residential		75,459,676			70,832,624
Construction — commercial		24,355,272			15,678,754
Total real estate mortgages		651,338,296			604,487,071
Non real estate loans		17,300,500			13,951,135
Total loans receivable		668,638,796			618,438,206
Net deferred loan origination fees		(3,832,378	)		(3,380,681	)
Allowance for loan losses		(4,312,274	)		(4,376,704	)
Loans receivable, net	$	660,494,144		$	610,680,821

A summary of the changes in the allowance for loan losses for the years ended June 30, 2005, 2004, and 2003, is as follows:

	2005			2004			2003
Beginning balance	$	4,376,704		$	3,882,839		$	3,901,839
Provision for loan losses		111,000			597,300			—
Charge-offs		(175,430	)		(132,435	)		(19,000	)
Recoveries		—			29,000			—
Ending balance	$	4,312,274		$	4,376,704		$	3,882,839

(Continued)

40

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 4 — LOANS RECEIVABLE (Continued)

The following is a summary of the principal balances of nonperforming loans at June 30:

	2005		2004
Loans on nonaccrual status:
Real estate mortgages:
One-to-four family residential	$	7,459,761	$	4,707,428
Commercial		3,518,484		4,455,529
Multi-family residential		21,300		—
Construction and land		750,650		1,469,754
Total loans on nonaccrual status		11,750,195		10,632,711
Loans past due 90 days, still on accrual status:
Real estate mortgages:
One-to-four family residential		162,975		69,703
Commercial		—		432,941
Construction and land		445,000		—
Total nonaccrual and past due loans	$	12,358,170	$	11,135,355

At June 30, 2005 and 2004, the recorded investment in loans, which have individually been identified as being impaired, totaled $4,290,435 and $5,925,283, respectively. Included in the impaired amount at June 30, 2005 and 2004, is $1,516,736 and $706,131, respectively, related to loans with a corresponding valuation allowance of $395,030 and $200,000, respectively.

Average impaired loans for the years ended June 30, 2005, 2004 and 2003 amounted to $5,521,063, $4,985,439 and $4,547,732, respectively. Interest recognized on impaired loans in 2005, 2004, and 2003 was not material.

(Continued)

41

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 5 — MORTGAGE BANKING ACTIVITIES

Mortgage banking activities, net, including gains and losses on sales of loans, for each of the years in the three-year period ended June 30, 2005, consist of the following:

	2005			2004			2003
Mortgage loan servicing fees	$	1,872,974		$	1,761,286		$	1,446,168
Amortization and changes in valuation allowance for mortgage servicing rights		(1,641,778	)		(2,388,888	)		(3,251,114	)
Unrealized losses on sale of loans		(15,000	)		—			—
Gross realized:
Gains on sales of loans		2,222,305			6,930,590			8,214,611
Losses on sales of loans		(1,127,266	)		(1,670,427	)		(1,487,596	)
	$	1,311,235		$	4,632,561		$	4,922,069

At June 30, 2005 and 2004, the Company was servicing whole and participation mortgage loans for others aggregating $764,871,107 and $746,787,300, respectively. These loans are not reported as assets. The Company had $9,247,978 and $9,367,054, at June 30, 2005 and 2004, respectively, of funds collected on mortgage loans serviced for others which is included in accrued expenses and other liabilities.

Originated mortgage servicing rights capitalized and amortized during the years ended June 30, 2005, 2004 and 2003 were as follows:

	2005			2004			2003
Beginning balance	$	5,358,845		$	4,655,182		$	3,255,147
Originated		1,284,406			3,762,551			3,981,149
Amortized		(1,641,778	)		(3,058,888	)		(2,581,114	)
Ending balance	$	5,001,474		$	5,358,845		$	4,655,182
Valuation Allowance
Beginning balance	$	—		$	670,000		$	—
Additions expensed		—			—			670,000
Reductions credited to expense		—			(670,000	)		—
Ending balance	$	—		$	—		$	670,000

The fair value of capitalized mortgage servicing rights was $7,495,736 and $7,467,873 at June 30, 2005 and 2004. Fair value was determined using discount rates ranging from 9.0% to 11.0% and prepayment speeds ranging from 9.5% to 14.3%, depending on the stratification of the specific rights.

(Continued)

42

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 6 — OFFICE PROPERTIES AND EQUIPMENT

Office properties and equipment at cost, less accumulated depreciation and amortization at June 30, 2005 and 2004 are summarized as follows:

	2005			2004
Land and land improvements	$	1,034,892		$	1,034,892
Building and building improvements		5,563,598			5,576,225
Leasehold improvements		5,862,620			5,699,721
Furniture and equipment		11,758,159			10,471,403
		24,219,269			22,782,241
Less accumulated depreciation and amortization		(10,806,038	)		(8,893,849	)
	$	13,413,231		$	13,888,392

(Continued)

43

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 7 — DEPOSITS

Deposit balances at June 30, 2005 and 2004 are summarized by interest rate as follows:

			2005					2004
			Amount		%			Amount		%
NOW and money market accounts
Noninterest bearing	—      —		$	16,958,199		2.8	%	$	16,429,334		3.1	%
Interest bearing	0.245 - 4.00	%		61,271,160		10.4			59,054,708		11.2
				78,229,359		13.2			75,484,042		14.3
Passbook savings	0.50 - 0.50	%		43,415,225		7.4			46,726,011		8.9
Certificates of deposit	0.50 - 1.99	%		28,060,196		4.7			109,995,876		20.9
	2.00 - 2.99			148,276,341		25.1			155,925,736		29.6
	3.00 - 3.99			238,585,350		40.4			66,107,497		12.6
	4.00 - 4.99			40,398,157		6.8			50,336,514		9.6
	5.00 - 5.99			12,466,322		2.1			15,459,083		2.9
	6.00 - 6.99			1,066,168		0.2			4,837,859		0.9
	7.00 - 7.99			729,360		0.1			1,533,292		0.3
	8.00 - 8.99			—		—			86,804		0.0
				469,581,894		79.4			404,282,661		76.8
			$	591,226,478		100.0	%	$	526,492,714		100.0	%
Weighted average rate on deposits						2.84	%				2.19	%

	2005					2004
	Amount		%			Amount		%
Remaining term to maturity of certificates of deposit:
12 months or less	$	371,245,515		79.1	%	$	304,107,729		75.3	%
13 to 24 months		56,248,773		12.0			60,283,357		14.9
25 to 36 months		24,524,716		5.2			22,398,689		5.5
37 to 48 months		17,562,890		3.7			17,492,886		4.3
	$	469,581,894		100.0	%	$	404,282,661		100.0	%
Weighted average rate on certificates of deposit				3.33	%				2.78	%

Time deposits in amounts of $100,000 or more totaled approximately $146,802,000 and $119,851,000 at June 30, 2005 and 2004, respectively.

Deposits of related parties totaled $381,394 and $454,731 at June 30, 2005 and June 30, 2004.

(Continued)

44

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 7 — DEPOSITS (Continued)

Interest expense on deposits is summarized as follows:

	2005		2004		2003
NOW accounts	$	599,305	$	276,456	$	899,621
Passbook accounts		226,663		227,222		470,504
Certificates of deposit		12,307,500		10,847,687		13,799,377
	$	13,133,468	$	11,351,365	$	15,169,502

NOTE 8 — ADVANCES FROM THE FEDERAL HOME LOAN BANK OF CINCINNATI

Long-term advances from the Federal Home Loan Bank of Cincinnati (“FHLB”), with maturities and interest rates thereon at June 30, 2005 and 2004, were as follows:

Maturity	Interest rate			2005			2004
February 2006		6.05	%	$	12,018		$	39,831
February 2008		5.37			10,000,000			10,000,000
March 2008		5.64			10,000,000			10,000,000
March 2011		3.94			50,000,000			50,000,000
May 2011		4.16			50,000,000			50,000,000
				$	120,012,018		$	120,039,831
Weighted average interest rate					4.29	%		4.29	%

Each of the advances, except the advance maturing in February 2006, is a convertible fixed-rate advance. Each of these is convertible at the option of the FHLB to LIBOR. Alternatively, if the conversion option is exercised, the Bank could repay these advances without prepayment penalty. In addition, the Bank maintains two lines of credit totaling $130,000,000 with the FHLB. The $100,000,000 repurchase line matures in October 2005. At June 30, 2005 and 2004, $15,000,000 was drawn on the repurchase line of credit. The Bank has chosen to take daily advances from this line, with the interest rate set daily. The interest rate as of June 30, 2005 and June 30, 2004 was 3.38% and 1.25%. The $30,000,000 cash management line matures in October 2005. No borrowings were outstanding on the cash management line as of June 30, 2005 or 2004.

In order to secure these advances, the Bank has pledged mortgage loans with unpaid principal balances aggregating approximately $296,254,000 and $308,369,000 at June 30, 2005 and 2004, respectively, securities and mortgage-backed securities aggregating approximately $88,380,597 and $64,279,289 at June 30, 2005 and 2004, respectively, plus FHLB stock.

(Continued)

45

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 9 — SUBORDINATED DEBENTURES AND NOTES PAYABLE

On March 8, 2002, one of the Company’s subsidiaries obtained a $3.4 million term loan with a remaining unpaid principal balance of $1.4 million from another institution to refinance the Company’s Solon headquarters building. The note carries a variable interest rate that adjusts to overnight LIBOR plus 230 basis points. The loan matures on March 15, 2007. The loan is guaranteed by the Company. At June 30, 2005 and 2004 the interest rate was 5.61% and 3.63%.

Principal repayments on the note are scheduled as follows:

2006	$	92,520
2007		1,308,260
	$	1,400,780

In June 2004, the Company formed a special purpose entity, PVF Capital Trust I (“Trust”), for the sole purpose of issuing $10,000,000 of variable-rate trust preferred securities. The Company issued Subordinated Deferrable Interest Debentures (“subordinated debentures”) to the Trust in exchange for the proceeds of the offering of the trust preferred securities. The trust preferred security carries a variable interest rate that adjusts to three month LIBOR plus 260 basis points. At June 30, 2005 and 2004 the interest rate was 6.25% and 4.20%.

The subordinated debentures are the sole asset of the trust. The trust preferred securities will mature June 29, 2034 but may be redeemed by the Trust at par, at its option, starting June 29, 2009.

(Continued)

46

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 10 — FEDERAL INCOME TAXES

The provision for federal income taxes differs from the amounts computed by applying the U.S. federal income tax statutory rate to income before federal income taxes. These differences are reconciled as follows:

	2005						2004						2003
	Amount			%			Amount			%			Amount			%
Computed expected tax	$	2,840,290			35.0	%	$	3,616,061			35.0	%	$	4,277,077			35.0	%
Increase (decrease) in tax resulting from:
Benefit of graduated rates		(81,151	)		(1.0	)		(103,316	)		(1.0	)		(100,000	)		(1.0	)
Affordable housing tax credit		(111,645	)		(1.4	)		(111,646	)		(1.1	)		(111,646	)		(0.9	)
Bank-owned life insurance		(188,498	)		(2.3	)		(63,761	)		(0.6	)		—			—
Other, net		71,996			0.9			84,211			0.8			58,333			0.6
	$	2,530,992			31.2	%	$	3,421,549			33.1	%	$	4,123,764			33.7	%

The net tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities at June 30, 2005 and 2004 are:

	2005			2004
Deferred tax assets:
Loan loss reserves	$	1,331,863		$	1,420,079
Deferred compensation		716,310			566,264
Unrealized gains on loans held for sale		31,308			—
Other		61,310			47,637
Total gross deferred tax assets		2,140,791			2,033,980
Deferred tax liabilities:
Deferred loan fees, net		(364,432	)		(357,693	)
FHLB stock dividend		(1,533,145	)		(1,366,273	)
Originated mortgage servicing asset		(1,700,501	)		(1,822,007	)
Fixed assets		(1,245,855	)		(962,627	)
Prepaid franchise tax		(133,400	)		(119,516	)
Other		(110,545	)		(235,250	)
Total gross deferred tax liabilities		(5,087,878	)		(4,863,366	)
Net deferred tax liability	$	(2,947,087	)	$	(2,829,386	)

A valuation allowance is established to reduce the deferred tax asset if it is more likely than not that the related tax benefits will not be realized. In management’s opinion, it is more likely than not that the tax benefits will be realized; consequently, no valuation allowance has been established as of June 30, 2005 or 2004.

(Continued)

47

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 10 — FEDERAL INCOME TAXES (Continued)

Retained earnings at June 30, 2005 and 2004 include approximately $4,516,000 for which no provision for federal income tax has been made. The related unrealized deferred tax liability was approximately $1,535,000 at June 30, 2005 and 2004. This amount represents allocations of income during years prior to 1988 to bad debt deductions for tax purposes only. These qualifying and nonqualifying base year reserves and supplemental reserves will be recaptured into income in the event of certain distributions and redemptions. Such recapture would create income expense for tax purposes only, which would be subject to the then current corporate income tax rate. Recapture would not occur upon the reorganization, merger, or acquisition of the Bank, nor if the Bank is merged or liquidated tax-free into a bank or undergoes a charter change. If the Bank fails to qualify as a bank or merges into a nonbank entity, these reserves will be recaptured into income.

NOTE 11 — LEASES

The Company leases certain premises from unrelated and related parties. Future minimum payments under noncancelable operating leases with initial or remaining terms of one year or more consisted of the following at June 30, 2005:

	Leases With		Leases With
	Unrelated		Related		Total
Year ending June 30,	Parties		Parties		Leases
2006	$	671,198	$	200,683	$	871,881
2007		669,198		161,209		830,407
2008		654,198		141,472		795,670
2009		555,684		141,472		697,156
2010		377,381		141,472		518,853
Thereafter		379,276		447,768		827,044
Total minimum lease payments	$	3,306,935	$	1,234,076	$	4,541,011

During the years ended June 30, 2005, 2004, and 2003, rental expense was $799,725, $695,307, and $647,596, respectively. Rental expense related to related party leases was $134,034, and $85,941, and $80,709 for the years ended June 30, 2005, 2004, and 2003, respectively.

(Continued)

48

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 12 — LOAN COMMITMENTS AND OTHER RELATED ACTIVITIES

In the normal course of business, the Bank enters into commitments with off-balance sheet risk to meet the financing needs of its customers. Commitments to extend credit involve elements of credit risk and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The Bank’s exposure to credit loss in the event of nonperformance by the other party to the commitment is represented by the contractual amount of the commitment. The Bank uses the same credit policies in making commitments as it does for on-balance sheet instruments. Interest rate risk on commitments to extend credit results from the possibility that interest rates may have moved unfavorably from the position of the Bank since the time the commitment was made.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates of 60 to 120 days or other termination clauses and may require payment of a fee. Since some of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

The Bank evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained by the Bank upon extension of credit is based on management’s credit evaluation of the applicant. Collateral held is generally residential and commercial real estate.

The Bank’s lending is concentrated in Northeastern Ohio, and as a result, the economic conditions and market for real estate in Northeastern Ohio could have a significant impact on the Bank.

At June 30, 2005 and 2004, the Bank had the following commitments:

	2005		2004
Commitments to fund variable-rate mortgage loans	$	10,130,000	$	28,619,000
Commitments to fund equity lines of credit		79,452,000		82,028,000
Undisbursed portion of loan proceeds		69,715,000		72,042,000

The Bank has a program to reduce interest rate risk associated with the interest rate-lock commitment made to borrowers for mortgage loans intended to be sold in the secondary market. The Bank enters into commitments to sell loans to limit exposure to potential movements in market interest rates. At June 30, 2005 and 2004, the Bank had interest rate-lock commitments on $24,244,000 and $29,805,000 of loans intended for sale in the secondary market. The Bank entered into contracts to sell mortgage loans of $17,881,000 and $10,841,600 as of June 30, 2005 and 2004.

(Continued)

49

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 13 — REGULATORY CAPITAL

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Office of Thrift Supervision (“OTS”) regulations requires savings institutions to maintain certain minimum levels of regulatory capital. An institution that fails to comply with its regulatory capital requirements must obtain OTS approval of a capital plan and can be subject to a capital directive and certain restrictions on its operations. At June 30, 2005, the adjusted total minimum regulatory capital regulations require institutions to have tangible capital to adjusted total assets of 1.5%; a minimum leverage ratio of core (Tier 1) capital to adjusted total assets of 4.0%; and a minimum ratio of total capital to risk weighted assets of 8.0%. At June 30, 2005 and 2004, the Bank exceeded all of the aforementioned regulatory capital requirements.

Regulations limit capital distributions by savings institutions. Generally, capital distributions are limited to undistributed net income for the current and prior two years. At June 30, 2005, this limitation was $12,163,224. This limitation on the Bank is not expected to prevent the Company from paying its normal cash dividends.

The most recent notification from the OTS categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized the Bank must maintain minimum Total risk-based and Tier 1 risk-based ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the institution’s category.

(Continued)

50

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

     NOTE 13 — REGULATORY CAPITAL (Continued)

     At June 30, 2005 and 2004, the Bank was in compliance with regulatory capital requirements as set forth below (dollars in thousands):

				Tier-1			Tier-1			Total
	Tangible			Core			Risk- Based			Risk- Based
	Capital			Capital			Capital			Capital
June 30, 2005:
GAAP capital	$	72,751		$	72,751		$	72,751		$	72,751
Nonallowable component		(7	)		(7	)		(7	)		(7	)
General loan valuation allowances		—			—			—			3,917
Regulatory capital	$	72,744		$	72,744		$	72,744		$	76,661
Total assets	$	829,818		$	829,818		$	829,818		$	829,818
Adjusted total assets		829,811			829,811			—			—
Risk-weighted assets		—			—			698,777			698,777
Actual capital ratio		8.77	%		8.77	%		10.41	%		10.97	%
Regulatory requirement for capital adequacy purposes		1.50	%		4.00	%		4.00	%		8.00	%
Regulatory capital category — well-capitalized — equal to or greater than		N/A			5.00	%		6.00	%		10.00	%

				Tier-1			Tier-1			Total
	Tangible			Core			Risk- Based			Risk- Based
	Capital			Capital			Capital			Capital
June 30, 2004:
GAAP capital	$	60,716		$	60,716		$	60,716		$	60,716
Nonallowable component		(58	)		(58	)		(58	)		(58	)
General loan valuation allowances		—			—			—			4,177
Regulatory capital	$	60,658		$	60,658		$	60,658		$	64,835
Total assets	$	761,443		$	761,443		$	761,443		$	761,443
Adjusted total assets		761,385			761,385			—			—
Risk-weighted assets		—			—			636,040			636,040
Actual capital ratio		7.97	%		7.97	%		9.54	%		10.19	%
Regulatory requirement for capital adequacy purposes		1.50	%		4.00	%		4.00	%		8.00	%
Regulatory capital category — well-capitalized — equal to or greater than		NA			5.00	%		6.00	%		10.00	%

(Continued)

51

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 14 — RELATED PARTY TRANSACTIONS

Loans to principal officers, directors, and their affiliates in 2005 were as follows.

Beginning balance	$	6,298,000
New Loans		2,124,700
Repayments		(1,404,700	)
Ending balance	$	7,018,000

NOTE 15 — STOCK OPTIONS

The Bank offered stock options to the directors and officers of the Bank under various option plans.

All of the options authorized under the 1992 plan have been granted and exercised. The options granted under the 1996 plan are exercisable over a ten-year period, with vesting ranging from zero to five years as stated in the individual option agreements. The options granted under the 2000 plan are exercisable over a ten-year period, with vesting ranging from zero to five years as stated in the individual option agreements.

Options were granted at fair market value and, accordingly, no amounts were reflected in compensation and benefits expense due to the granting of stock options. The excess of the option price over the par value of the shares purchased through the exercise of stock options is credited to additional paid in capital.

A summary of the activity in the plan is as follows:

	2005					2004					2003
				Weighted					Weighted					Weighted
				Average					Average					Average
				Exercise					Exercise					Exercise
	Shares			Price		Shares			Price		Shares			Price
Outstanding beginning of year		451,177		$	7.50		445,191		$	6.83		466,818		$	6.21
Exercised		(24,124	)		6.58		(41,930	)		6.07		(79,975	)		4.55
Expired		(296	)		7.59		—			—		(6,072	)		8.03
Granted		43,120			12.62		47,916			12.53		64,420			8.52
Outstanding end of year		469,877		$	8.01		451,177		$	7.50		445,191		$	6.83
Exercisable end of year		388,096		$	7.41		351,673		$	7.06		320,193		$	6.60

(Continued)

52

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 15 — STOCK OPTIONS (Continued)

Options outstanding at June 30, 2005 were as follows:

	Outstanding				Exercisable
			Weighted Average				Weighted
Range of			Remaining				Average
Exercise			Contractual				Exercise
Price	Number		Life		Number		Price
$4.67 - $6.11		115,851		3.99		115,851	$	5.53
$6.72 - $7.77		201,365		4.31		186,227	$	7.21
$8.32 - $13.64		152,661		7.39		86,018	$	10.38
Total		469,877		5.23		388,096	$	7.41

There were 285,178 shares available for future issuance under existing stock option plans.

NOTE 16 — EARNINGS PER SHARE

The following is a reconciliation of basic earnings per share to diluted earnings per share for the years ended June 30:

			2005
					Per-Share
	Net Income		Shares		Amount
Basic EPS:
Income available to common shareholders	$	5,584,121		7,734,136	$	0.72
Dilutive effect of assumed exercises of stock options		—		172,610		(0.01	)
Diluted EPS:
Income available to common shareholders	$	5,584,121		7,906,746	$	0.71

			2004
					Per-Share
	Net Income		Shares		Amount
Basic EPS:
Income available to common shareholders	$	6,910,054		7,723,543	$	0.89
Dilutive effect of assumed exercises of stock options				187,006		(0.02	)
Diluted EPS:
Income available to common shareholders	$	6,910,054		7,910,549	$	0.87

			2003
					Per-Share
	Net Income		Shares		Amount
Basic EPS:
Income available to common shareholders	$	8,096,456		7,705,559	$	1.05
Dilutive effect of assumed exercises of stock options		—		121,785		(0.02	)
Diluted EPS:
Income available to common shareholders	$	8,096,456		7,827,344	$	1.03

(Continued)

53

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 17 — FAIR VALUE OF FINANCIAL INSTRUMENTS

No options were anti-dilutive for the year ended June 30, 2003, as market price in all cases was greater than the exercise price; 47,916 and 43,120 options were anti-dilutive for the years ended June 30, 2004 and June 30, 2005, respectively.

The estimated fair value amounts have been determined by the Company using available market information and appropriate valuation methodologies. However, considerable judgment is necessary to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

	June 30, 2005						June 30, 2004
	Carrying			Estimated			Carrying			Estimated
	Amount			Fair Value			Amount			Fair Value
				(in thousands)
Assets:
Cash and amounts due from depository institutions	$	4,034		$	4,034		$	4,550		$	4,550
Interest-bearing deposits		2,181			2,181			894			894
Federal funds sold		4,875			4,875			12,025			12,025
Securities held to maturity		57,500			57,345			27,500			27,400
Mortgage-backed securities held to maturity		31,720			31,488			36,779			35,390
Loans receivable		660,494			671,554			610,681			625,210
Loans receivable held for sale, net		9,060			9,165			11,871			11,871
Federal Home Loan Bank stock		11,316			11,316			10,826			10,826
Accrued interest receivable		3,682			3,682			2,664			2,664
Liabilities:
Demand deposits and passbook savings		(121,644	)		(121,644	)		(122,210	)		(122,210	)
Time deposits		(469,582	)		(468,816	)		(404,283	)		(405,977	)
Advances from the Federal Home Loan Bank of Cincinnati		(135,012	)		(137,719	)		(135,040	)		(139,328	)
Subordinated debentures		(10,000	)		(10,000	)		(10,000	)		(10,000	)
Notes payable		(1,401	)		(1,401	)		(2,486	)		(2,486	)
Accrued interest payable		(489	)		(489	)		(465	)		(465	)

Cash and amounts due from depository institutions, interest- bearing deposits, and federal funds sold. The carrying amount is a reasonable estimate of fair value because of the short maturity of these instruments.

Securities and mortgage-backed securities. Estimated fair value for securities and mortgage-backed securities is based on quoted market prices.

(Continued)

54

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 17 — FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

Loans receivable and loans receivable held for sale. For loans receivable held for sale, fair value is estimated using the quoted market prices for similar loans, adjusted for differences in loan characteristics. For performing loans receivable, fair value is estimated by discounting contractual cash flows adjusted for prepayment estimates using discount rates based on secondary market sources adjusted to reflect differences in servicing and credit costs.

Fair value for significant nonperforming loans is based on recent external appraisals. If appraisals are not available, estimated cash flows are discounted using a rate commensurate with the risk associated with the estimated cash flows. Assumptions regarding credit risk, cash flows, and discount rates are judgmentally determined using available market information and specific borrower information.

Federal Home Loan Bank stock. This item is valued at cost, which represents redemption value and approximates fair value.

Demand deposits and time deposits. The fair value of demand deposits, savings accounts, and certain money market deposits is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is estimated using discounted cash flows and rates currently offered for deposits of similar remaining maturities.

Advances from the Federal Home Loan Bank of Cincinnati. The fair value of the Bank’s FHLB debt is estimated based on the current rates offered to the Bank for debt of the same remaining maturities.

Notes payable and subordinated debentures. The carrying value of the Company’s variable-rate note payable is a reasonable estimate of fair value based on the current incremental borrowing rate for similar types of borrowing arrangements.

Accrued interest receivable and accrued interest payable. The carrying amount is a reasonable estimate of the fair value.

Off-balance-sheet instruments. The fair value of commitments is estimated using the fees currently charged to enter similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair value of undisbursed lines of credit is based on fees currently charged for similar agreements or on estimated cost to terminate them or otherwise settle the obligations with the counterparties at the reporting date. The carrying amount and fair value of off-balance-sheet instruments is not significant as of June 30, 2005 and 2004.

(Continued)

55

PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended June 30, 2005, 2004 and 2003

NOTE 18 — PARENT COMPANY

The following are condensed statements of financial condition as of June 30, 2005 and 2004 and related condensed statements of operations and cash flows for the years ended June 30, 2005, 2004 and 2003 for PVF Capital Corp.

CONDENSED STATEMENTS OF FINANCIAL CONDITION

	2005		2004
Cash and amounts due from depository institutions	$	221,263	$	10,126,841
Prepaid expenses and other assets		1,564,558		1,396,246
Investment in Bank subsidiary		72,750,959		60,715,669
Investment in non-Bank subsidiaries		2,713,536		2,704,429
Total assets	$	77,250,316	$	74,943,185
Accrued expenses and other liabilities	$	797,137	$	1,582,242
Subordinated debentures		10,000,000		10,000,000
Stockholders’ equity		66,453,179		63,360,943
Total liabilities and stockholders’ equity	$	77,250,316	$	74,943,185

CONDENSED STATEMENTS OF OPERATIONS

	2005		2004		2003
Income:
Mortgage banking activities	$	11,811	$	16,210	$	88,602
Dividends from Bank subsidiary		1,000,000		3,500,000		3,950,000
Interest Income		432		—		—
		1,012,243		3,516,210		4,038,602
Expenses:
Interest expense		503,190		46,847		137,483
General and administrative		195,570		278,931		284,890
		698,760		325,778		422,373
Income before federal income taxes and equity in undistributed net income of subsidiaries		313,483		3,190,432		3,616,229
Federal income tax benefit		233,018		105,204		112,615
Income before equity in undistributed net income of subsidiaries		546,501		3,295,636		3,728,844
Equity in undistributed net income of subsidiaries		5,037,620		3,614,418		4,367,612
Net income	$	5,584,121	$	6,910,054	$	8,096,456

(Continued)

56

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Years ended June 30, 2005, 2004 and 2003

NOTE 18 – PARENT COMPANY (continued)

CONDENSED STATEMENTS OF CASH FLOWS

	2005			2004			2003
Operating activities:
Net income	$	5,584,121		$	6,910,054		$	8,096,456
Equity in undistributed net income of subsidiaries		(5,037,620	)		(3,614,418	)		(4,367,612	)
Advance to subsidiary		(805,500	)		1,140,000			440,000
Other, net		(194,216	)		(149,706	)		(38,471	)
Net cash from (used in) operating activities		(453,215	)		4,285,930			4,130,373
Investing activities:
Investment in subsidiary		(7,001,000	)		—			—
Net decrease in cash from investing activities		(7,001,000	)		—			—
Financing activities:
Repayment on note payable		—			(2,500,000	)		(2,400,000	)
Proceeds from subordinated debentures		—			10,000,000			—
Proceeds from exercise of stock options		160,468			256,793			162,307
Stock purchased and retired		(123,024	)		(94,211	)		—
Dividends paid		(2,034,595	)		(1,841,130	)		(1,654,844	)
Purchase of treasury stock		(454,212	)		—			(324,975	)
Net cash from (used in) financing activities		(2,451,363	)		5,821,452			(4,217,512	)
Net increase (decrease) in cash and cash-equivalents		(9,905,578	)		10,107,382			(87,139	)
Cash and cash equivalents at beginning of year		10,126,841			19,459			106,598
Cash and cash equivalents at end of year	$	221,263		$	10,126,841		$	19,459
Supplemental schedule of non-cash financing activities:
Income tax benefit from exercise of options	$	5,778		$	—		$	—

(Continued)

57

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Years ended June 30, 2005, 2004 and 2003

NOTE 19 – EMPLOYEE BENEFIT PLANS

401(k) Savings Plan: Employees who have reached age 18 and have completed one year of eligibility service are eligible to participate in the Company’s 401(k) Savings Plan. The plan allows eligible employees to contribute up to 15% of their compensation with the Company matching up to 50% of the first 4% contributed by the employee, as determined by the Company for the contribution period. The plan also permits the Company to make a profit sharing contribution at its discretion up to 4% of the employee’s compensation. Participants vest in the Company’s contributions ratably over six years.

The total of the Company’s matching and profit sharing contribution cost related to the plan for the years ended June 30, 2005, 2004, and 2003 was $122,750, $120,722, and $104,094, respectively.

Supplemental Executive Retirement Plan: During fiscal year 2000, the Company established a Supplemental Executive Retirement Plan (“SERP”) to provide additional retirement benefits to participating executive officers. The SERP was adopted in order to provide benefits to such executives whose benefits are reduced under the Company’s tax-qualified benefit plans pursuant to limitations under the Internal Revenue Code. The SERP is subject to certain vesting provisions, and provides that the executives shall receive a supplemental retirement benefit if the executive’s employment is terminated after reaching the normal retirement. For the years ended June 30, 2005, 2004, and 2003, the Company recognized expense under the SERP of $395,500, $445,775, and $401,400, respectively. The accrued SERP liability at June 30, 2005 and 2004 included in accrued expenses and other liabilities totaled $2,057,475 and $1,661,975.

(Continued)

58

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Years ended June 30, 2005, 2004 and 2003

NOTE 20 – SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

The following is a summary of the unaudited consolidated quarterly results of operations for 2005 and 2004 (in thousands of dollars, except per share data): ⁽¹⁾

	Quarters for the year ended June 30, 2005
	First		Second		Third		Fourth
Interest income	$	10,034	$	10,519	$	10,941	$	12,101
Interest expense		4,424		4,737		5,103		5,537
Net interest income		5,610		5,782		5,838		6,564
Provision for loan losses(2)		136		—		75		(100	)
Non-interest income		685		859		939		891
Non-interest expense		4,324		4,577		4,787		5,254
Income before Federal income taxes		1,835		2,064		1,915		2,301
Federal income taxes		568		642		602		719
Net income	$	1,267	$	1,422	$	1,313	$	1,582
Basic earnings per share(3)	$	0.16	$	0.18	$	0.17	$	0.20
Diluted earnings per share (3)	$	0.16	$	0.18	$	0.17	$	0.20

	Quarters for the year ended June 30, 2004
	First		Second		Third		Fourth
Interest income	$	10,058	$	9,830	$	9,576	$	9,646
Interest expense		4,311		4,078		4,097		4,254
Net interest income		5,747		5,752		5,479		5,392
Provision for loan losses		100		192		140		165
Non-interest income		3,312		868		837		1,113
Non-interest expense		4,538		4,362		4,425		4,246
Income before Federal income taxes		4,421		2,066		1,751		2,094
Federal income taxes		1,489		716		565		652
Net Income	$	2,932	$	1,350	$	1,186	$	1,442
Basic earnings per share (3)	$	0.38	$	0.17	$	0.15	$	0.19
Diluted earnings per share (3)	$	0.37	$	0.17	$	0.15	$	0.18

(1)	The total of the four quarterly amounts may not equal the full year amount due to rounding.
(2)	The Company reported a benefit in the fourth quarter of 2005 as a result of a reduction in classified loans during the quarter.
(3)	After giving effect to a 10% stock dividend, declared on June 22, 2004 and issued on August 31, 2004 and a 10% stock dividend, declared on June 28, 2005 and issued August 31, 2005.

(Continued)

59

NOTES

B o a r d o f D i r e c t o r s Ge n e r a l I n f o r m a t i o n E x e c u t i v e O f f i c e r s Independent Certified Accountants Crowe Chizek and Company LLC Landerbrook Corporate Center One 5900 Landerbrook Drive Suite 205 Cleveland, Ohio 44124 General Counsel Moriarty & Jaros, P.L.L. 30000 Chagrin Boulevard Suite 200 Pepper Pike, Ohio 44124 Transfer Agent and Registrar National City Bank, Dept. 5352 Corporate Trust Operations P.O. Box 92301 Cleveland, Ohio 44193-0900 Special Counsel Muldoon Murphy & Aguggia LLP 5101 Wisconsin Avenue, N.W. Washington, D.C. 20016 Stock Listing NASDAQ Small-Cap Market Symbol: PVFC Annual Meeting The 2005 Annual Meeting of Stockholders will be held on October 17, 2005 at 10:00 a.m. at the Company’s Corporate Center, 30000 Aurora Road, Solon, Ohio. Annual Report on Form 10-K A copy of the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2005 as filed with the Securities and Exchange Commission will be furnished without charge to stockholders upon written request to the Corporate Secretary, PVF Capital Corp., 30000 Aurora Road, Solon, Ohio 44139. John R. Male Chairman of the Board and Chief Executive Officer C. Keith Swaney President, Chief Operating Officer and Treasurer Gerald A. Fallon Retired Robert K. Healey Retired Ronald D. Holman, II Partner Cavitch, Familo, Durkin & Frutkin Stanley T. Jaros Partner Moriarty & Jaros, P.L.L. Raymond J. Negrelli

President Raymond J. Negrelli, Inc. Stuart D. Neidus Chairman and Chief Executive Officer Anthony & Sylvan Pools Corporation John R. Male Chairman of the Board and Chief Executive Officer C. Keith Swaney President, Chief Operating Officer and Treasurer Jeffrey N. Male Vice President and Secretary 2005

Corporate Center 30000 Aurora Road Solon, OH 44139 440-248-7171 www.pvfsb.com

EX-21

EXHIBIT 21

SUBSIDIARIES OF THE REGISTRANT

Parent

PVF Capital Corp.

	State or Other
	Jurisdiction of	Percentage
Subsidiaries (1)	Incorporation	Ownership
Park View Federal Savings Bank	United States	100%
PVF Service Corporation	Ohio	100%
PVF Mortgage Corp.	Ohio	100%
PVF Community Development Corp.	Ohio	100%
Mid Pines Land Co.	Ohio	100%
PVF Holdings Inc.	Ohio	100%

(1) The assets, liabilities and operations of the subsidiaries are included in the consolidated financial statements contained in the Annual Report to Stockholders included as Exhibit 13 in this Form 10-K.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to incorporation by reference in the registration statements (No. 33-97450, No. 33-86116, 333-14601 and No. 333-48446) on Form S-8 of PVF Capital Corp. of our report dated August 24, 2005, relating to the consolidated statement of financial condition of PVF Capital Corp. and subsidiaries as of June 30, 2005 and 2004, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the years ended June 30, 2005, 2004 and 2003 which report appears in the June 30, 2005 Annual Report on Form 10-K of PVF Capital Corp.

Crowe Chizek and Company LLC

Cleveland, Ohio
September 9, 2005

EX-31.1

EXHIBIT 31.1

Certification

I, John R. Male, certify that:

1.	I have reviewed this Annual Report on Form 10-K of PVF Capital Corp.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

     (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

     (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

     (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

     (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: September 9, 2005	/s/ John R. Male
	John R. Male
	Chairman of the Board and Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

Certification

I, C. Keith Swaney, certify that:

1.	I have reviewed this Annual Report on Form 10-K of PVF Capital Corp.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

     (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

     (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

     (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

     (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: September 9, 2005	/s/ C. Keith Swaney
	C. Keith Swaney
	President, Chief Operating Officer and Treasurer
	(Principal Financial Officer)

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

     The undersigned executive officers of PVF Capital Corp. (the “Registrant”) hereby certify that this Annual Report on Form 10-K for the year ended June 30, 2005 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

By:	/s/ John R. Male
	Name:	John R. Male
	Title:	Chairman of the Board and Chief Executive Officer

By:	/s/ C. Keith Swaney
	Name:	C. Keith Swaney
	Title:	President, Chief Financial Officer and Treasurer

Date: September 9, 2005