10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-Q

þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2007.

o Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from                      to                     

Commission File Number 0-24948

PVF Capital Corp.

(Exact name of registrant as specified in its charter)

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

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

Not Applicable
(Former name, former address and former fiscal year, if changed
since last report.)

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 whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as defined in
Rule 12b-2 of the Exchange Act).

Large accelerated filer o      Accelerated filer þ      Non-accelerated filer 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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common Stock, $0.01 Par Value	7,727,928
(Class)	(Outstanding at May 4, 2007)

PVF CAPITAL CORP.

INDEX

	Page
Part I Financial Information
Item 1 Financial Statements
Consolidated Statements of Financial Condition, March 31, 2007 (unaudited) and June 30, 2006		1
Consolidated Statements of Operations for the three and nine months ended March 31, 2007 and 2006 (unaudited)		2
Consolidated Statements of Cash Flows for the nine months ended March 31, 2007 and 2006 (unaudited)		3
Notes to Consolidated Financial Statements (unaudited)		4
Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations		10
Liquidity and Capital Resources		20
Item 3 Quantitative and Qualitative Disclosures about Market Risk		20
Item 4 Controls and Procedures		21
Part II Other Information		21
EX-10.1
EX-10.2
EX-10.3
EX-31.1
EX-31.2
EX-32

Part 1 Financial Information

Item 1 Financial Statements

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

	March 31,
	2007			June 30,
	unaudited			2006
ASSETS
Cash and cash equivalents:
Cash and amounts due from depository institutions	$	12,332,109		$	6,614,171
Interest bearing deposits		1,596,415			1,804,098
Federal funds sold		11,806,000			11,320,000
Total cash and cash equivalents		25,734,524			19,738,269
Securities held to maturity (fair values of $58,222,423 and $57,256,642, respectively)		58,000,000			58,000,000
Mortgage-backed securities held to maturity (fair values of $25,976,383 and $25,761,813, respectively)		26,669,904			27,577,923
Loans receivable held for sale, net		9,386,746			10,698,064
Loans receivable, net of allowance of $4,458,732 and $4,674,681, respectively		729,745,550			736,064,995
Office properties and equipment, net		10,958,639			12,032,692
Real estate owned, net		1,286,663			817,279
Federal Home Loan Bank stock		12,311,600			11,955,000
Bank owned life insurance		21,950,969			16,339,385
Prepaid expenses and other assets		11,508,663			12,857,774
Total Assets	$	907,553,258		$	906,081,381
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Deposits	$	667,025,203		$	656,864,201
Short-term advances from the Federal Home Loan Bank		57,000,000			75,000,000
Line of credit		275,000			1,772,871
Long-term advances from the Federal Home Loan Bank		20,000,000			20,000,000
Repurchase agreement		50,000,000			50,000,000
Subordinated debentures		20,000,000			10,000,000
Advances from borrowers for taxes and insurance		5,441,299			8,102,098
Accrued expenses and other liabilities		16,488,797			15,369,071
Total Liabilities		836,230,299			837,108,241
Stockholders’ Equity
Serial preferred stock, none issued		—			—
Common stock, $0.01 par value, 15,000,000 shares authorized; 8,202,765 and 8,188,867 shares issued, respectively		82,028			81,889
Additional paid-in-capital		68,696,034			68,507,097
Retained earnings		6,382,044			4,221,301
Treasury Stock, at cost 472,725 shares		(3,837,147	)		(3,837,147	)
Total Stockholders’ Equity		71,322,959			68,973,140
Total Liabilities and Stockholders’ Equity	$	907,553,258		$	906,081,381

See accompanying notes to consolidated financial statements

Page 1

Part 1 Financial Information
Item 1 Financial Statements

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2007			2006			2007		2006
Interest and dividends income
Loans	$	13,719,522		$	13,127,758		$	42,274,237	$	36,746,344
Mortgage-backed securities		336,611			337,758			993,426		1,042,856
Federal Home Loan Bank stock dividends		193,528			164,769			550,212		469,846
Securities		665,237			583,273			1,928,351		1,670,829
Fed funds sold and interest bearing deposits		149,738			114,092			430,856		262,874
Total interest and dividends income		15,064,636			14,327,650			46,177,082		40,192,749
Interest expense
Deposits		7,136,797			5,287,576			21,251,145		14,494,865
Short-term borrowings		748,245			1,249,879			2,319,683		1,851,547
Long-term borrowings		826,653			673,496			2,513,245		3,264,991
Subordinated debt		389,154			180,621			1,160,115		503,781
Total interest expense		9,100,849			7,391,572			27,244,188		20,115,184
Net interest income		5,963,787			6,936,078			18,932,894		20,077,565
Provision for loan losses		(1,000	)		352,000			91,000		646,300
Net interest income after provision for loan losses		5,964,787			6,584,078			18,841,894		19,431,265
Noninterest income, net
Service and other fees		310,105			277,466			954,824		788,214
Mortgage banking activities, net		359,599			161,581			1,093,642		624,363
Increase in cash surrender value of bank owned life insurance		259,412			142,195			611,584		454,771
Other, net		55,103			(46,712	)		313,720		7,855
Total noninterest income, net		984,219			534,530			2,973,770		1,875,203
Noninterest expense
Compensation and benefits		3,046,723			2,905,378			9,329,763		9,125,584
Office occupancy and equipment		847,396			819,959			2,560,473		2,817,363
Other		1,407,825			1,571,543			4,367,320		4,170,953
Total noninterest expense		5,301,944			5,296,880			16,257,556		16,113,900
Income before federal income tax provision		1,647,062			1,821,728			5,558,108		5,192,568
Federal income tax provision		469,658			554,844			1,681,006		1,546,844
Net income	$	1,177,404		$	1,266,884		$	3,877,102	$	3,645,724
Basic earnings per share	$	0.15		$	0.16		$	0.50	$	0.47
Diluted earnings per share	$	0.15		$	0.16		$	0.49	$	0.46
Dividends declared per common share	$	0.074		$	0.074		$	0.222	$	0.222

See accompanying notes to consolidated financial statements

Page 2

Part I Financial Information
Item 1 Financial Statements

PVF CAPITAL CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine Months Ended
	March 31,
	2007			2006
Operating Activities
Net income	$	3,877,102		$	3,645,724
Adjustments to reconcile net income to net cash from operating activities
Amortization of premium on mortgage-backed securities		19,772			43,785
Depreciation and amortization		1,319,294			1,366,645
Provision for losses on loans		91,000			646,300
Accretion of deferred loan origination fees, net		(1,110,402	)		(1,439,561	)
(Gain) loss on sale of loans receivable held for sale, net		(180,661	)		(438,147	)
Gain on disposal of real estate owned, net		(236,242	)		35,330
Market adjustment for loans held for sale		(156,000	)		0
Change in fair value of mortgage banking derivatives		(254,000	)		240,000
Stock compensation		186,655			185,845
Federal Home Loan Bank stock dividends		(356,600	)		(469,700	)
Change in accrued interest on securities, loans, and borrowings, net		(164,488	)		(993,683	)
Origination of loans receivable held for sale, net		(67,964,062	)		(77,223,250	)
Sale of loans receivable held for sale, net		68,955,891			79,150,591
Increase in cash surrender value of bank owned life insurance		611,584			454,771
Net change in other assets and other liabilities		(342,495	)		1,763,458
Net cash from operating activities		4,296,348			6,968,108
Investing Activities
Loan repayments and originations, net		5,815,212			(65,469,924	)
Principal repayments on mortgage-backed securities held to maturity		2,439,220			4,127,221
Mortgage-backed securities purchased		(1,550,973	)		(500,000	)
Acquisition of bank owned life insurance		(5,000,000	)		0
Proceeds from sale of real estate owned		1,290,495			641,626
Additions to office properties and equipment, net		(245,241	)		(372,299	)
Net cash from investing activities		2,748,713			(61,573,376	)
Financing activities
Net increase (decrease) in demand deposits, NOW, and passbook savings		2,567,641			11,701,799
Net increase in time deposits		7,593,361			24,914,925
Repayment of long-term Federal Home Loan Bank advances		0			(100,012,018	)
Net increase (decrease) in short-term Federal Home Loan Bank advances		(18,000,000	)		79,000,000
Repurchase agreement		0			50,000,000
Proceeds from issuance of subordinated debentures		10,000,000			0
Net proceeds from (repayment of) line of credit		(1,497,871	)		1,057,871
Repayment of notes payable		0			(1,400,780	)
Purchase of treasury stock		0			(255,742	)
Proceeds from exercise of stock options		295,963			144,736
Stock repurchased and retired		(293,541	)		(141,104	)
Cash dividend paid		(1,714,359	)		(1,664,696	)
Net cash from financing activities		(1,048,806	)		63,344,991
Net increase in cash and cash equivalents		5,996,255			8,739,723
Cash and cash equivalents at beginning of period		19,738,269			11,090,076
Cash and cash equivalents at end of period	$	25,734,524		$	19,829,799
Supplemental disclosures of cash flow information:
Cash payments of interest expense	$	27,180,960		$	20,386,919
Cash payments of income taxes	$	2,328,000		$	1,845,000
Supplemental noncash investing activity:
Transfer of loans to real estate owned	$	1,523,636		$	960,427

See accompanying notes to consolidated financial statements

Page 3

Part I Financial Information
Item 1

PVF CAPITAL CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2007 and 2006
(Unaudited)

1. The accompanying consolidated interim financial statements were prepared in accordance with regulations of the Securities and Exchange Commission for Form 10-Q. All information in the consolidated interim financial statements is unaudited except for the June 30, 2006 consolidated statement of financial condition, which was derived from the Corporation’s audited financial statements. Certain information required for a complete presentation in accordance with U.S. generally accepted accounting principles has been condensed or omitted. However, in the opinion of management, these interim financial statements contain all adjustments, consisting only of normal recurring accruals, necessary to fairly present the interim financial information. The results of operations for the nine months ended March 31, 2007 are not necessarily indicative of the results to be expected for the entire year ending June 30, 2007. The results of operations for PVF Capital Corp. (“PVF” or the “Company”) for the periods being reported have been derived primarily from the results of operations of Park View Federal Savings Bank (the “Bank”). PVF Capital Corp.’s common stock is traded on the NASDAQ SMALL-CAP ISSUES under the symbol PVFC.

Stock Compensation: Employee compensation expense under stock options is reported using the fair value recognition provisions under FASB Statement 123 (revised 2004) (FAS 123R), “Share Based Payment.” The Company has adopted FAS 123R using the modified prospective method. Under this method, compensation expense is being recognized for the unvested portion of previously issued awards that remained outstanding as of July 1, 2005 and for any future awards. Prior interim periods and fiscal year results were not restated. For the quarters ended March 31, 2007 and 2006, compensation expense of $45,153 and $34,285, respectively, was recognized in the income statement related to the vesting of previously issued awards. For the nine months ended March 31, 2007 and 2006, compensation expense of $186,655 and $185,845, respectively, was recognized in the income statement related to the vesting of previously issued awards plus vesting of new awards. For the nine months ended March 31, 2007 and 2006, income tax benefits of $17,787 and $21,887, respectively, were recognized related to these expenses.

As of March 31, 2007, there was $398,663 of compensation expense related to unvested awards not yet recognized in the financial statements. The weighted-average period over which this expense is to be recognized is 3.8 years.

The Company can issue incentive stock options and nonqualified stock options under the 1996 Plan and the 2000 Plan. Generally, for incentive stock options, one-fifth of the options awarded become exercisable on the date of grant and on each of the first four anniversaries of the date of grant. The option period expires ten years from the date of grant, except for awards to individuals who own more than 10% of the Company’s outstanding stock. Awards to these individuals expire after five years from the date of grant.

Page 4

Part I Financial Information
Item 1

Nonqualified stock options are granted to directors and vest immediately. The option period expires ten years from the date of grant and the exercise price is the market price at the date of grant.

The aggregate intrinsic value of all options outstanding at March 31, 2007 was $1,878,672. The aggregate intrinsic value of all options that were exercisable at March 31, 2007 was $1,757,002.

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

	Nine months ended
	March 31, 2007
	Total options outstanding
				Weighted
				Average
				Exercise
	Shares			Price
Options outstanding, beginning of period		558,474		$	8.77
Forfeited		0			0
Exercised		(41,328	)		7.16
Granted		66,775			10.82
Options outstanding, end of period		583,921		$	9.12
Options exercisable, end of period		439,752		$	8.41

The weighted average remaining contractual life of options outstanding as of March 31, 2007 was 5.4 years. The weighted average remaining contractual life of vested options outstanding as of March 31, 2007 was 4.6 years.

Proceeds, related tax benefits realized from options exercised and intrinsic value of options exercised were as follows:

	Three months ended				Nine months ended
	March 31,				March 31,
	2007		2006		2007		2006
Proceeds from options exercised	$	180,060	$	54,097	$	295,963	$	144,736
Related tax benefit recognized		0		0		0		0
Intrinsic value of options exercised	$	71,645	$	66,209	$	146,445	$	137,946

The fair value for stock options granted during the nine months ended March 31, 2007 and 2006, which consisted of multiple grants in November 2006 and November 2005 was determined at the date of grant using a Black-Scholes options-pricing model and the following assumptions:

	2007			2006
Expected average risk-free interest rate		4.56	%		4.57	%
Expected average life (in years)		9.14			9.72
Expected volatility		24.95	%		31.56	%
Expected dividend yield		2.74	%		2.67	%

Page 5

Part I Financial Information
Item 1

The weighted average fair value of these grants was $2.83 in the nine months ended March 31, 2007 and $3.69 in the nine months ended March 31, 2006. The expected average risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the life of the option. The expected average life represents the weighted average period of time that options granted are expected to be outstanding giving consideration to vesting schedules, historical exercise and forfeiture patterns. Expected volatility is based on historical volatilities of the Company’s common stock. The expected dividend yield is based on historical information.

2. The following table discloses Earnings per Share for the three and nine months ended March 31, 2007 and March 31, 2006.

	Three months ended March 31,
	2007						2006
	Income		Shares		Per Share		Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount		(Numerator)		(Denominator)		Amount
Basic EPS
Net Income	$	1,177,404		7,727,488	$	0.15	$	1,266,884		7,714,921	$	0.16
Effect of Stock Options				126,024		0.00				114,223		0.00
Diluted EPS
Net Income	$	1,177,404		7,853,512	$	0.15	$	1,266,884		7,829,144	$	0.16

	Nine months ended March 31,
	2007							2006
	Income		Shares		Per Share			Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount			(Numerator)		(Denominator)		Amount
Basic EPS
Net Income	$	3,877,102		7,722,400	$	0.50		$	3,645,724		7,716,941	$	0.47
Effect of Stock Options				113,411		(0.01	)				136,645		(0.01	)
Diluted EPS
Net Income	$	3,877,102		7,835,811	$	0.49		$	3,645,724		7,853,586	$	0.46

There were 109,536 and 109,536 options not considered in the diluted Earnings per Share calculation for the three and nine month periods ended March 31, 2007, respectively, because they were anti-dilutive. There were 205,236 and 205,236 options not considered in the diluted Earnings per Share calculation for the three and nine month periods ended March 31, 2006, because they were anti-dilutive.

Page 6

Part I Financial Information
Item 1

3. Mortgage Banking Activities: The Company services real estate loans for investors that are not included in the accompanying condensed consolidated financial statements. Mortgage servicing rights are established based on the allocated fair value of servicing rights retained on loans originated by the Bank and subsequently sold in the secondary market. Mortgage servicing rights are included in the consolidated statements of financial condition under the caption “Prepaid expenses and other assets.”

	Nine Months Ended
	March 31,
	2007			2006
Servicing rights:
Beginning of period	$	4,806,836		$	5,001,474
Additions		656,150			867,999
Amortized to expense		(977,952	)		(1,044,487	)
End of period	$	4,485,034		$	4,824,986

Mortgage banking activities, net consist of the following:

	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2007			2006			2007			2006
Mortgage loan servicing fees	$	499,714		$	493,091		$	1,480,933		$	1,470,703
Amortization and impairment of mortgage loan servicing rights	$	(330,600	)	$	(314,792	)	$	(977,952	)	$	(1,044,487	)
Market adjustments for loans held for sale		—			—		$	156,000			—
Change in fair value of mortgage banking derivatives	$	0		$	(41,000	)	$	254,000		$	(240,000	)
Gain (losses) on sales of loans	$	190,485		$	24,282		$	180,661		$	438,147
Mortgage banking activities, net	$	359,599		$	161,581		$	1,093,642		$	624,363

In September 2006, the Securities and Exchange Commission (“SEC”) issued Staff Accounting Bulletin (“SAB”) No. 108. This SAB expresses the SEC’s views regarding the process of quantifying financial statement misstatements. SAB No. 108 provides guidance on the consideration of the effects of prior year misstatements for the purpose of a materiality assessment. SAB No. 108 is effective for fiscal years ending after November 15, 2006. Management has not yet determined the impact of adoption of this Bulletin.

In September 2006, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans – an amendment of FASB Statements No. 07, 08, 106 and 132(R)”. SFAS No. 158 requires employers to fully recognize the obligations associated with single-employer defined benefit pension, retiree healthcare and other postretirement plans in their financial statements. Management does not expect the adoption of SFAS 157 to have a material effect on the Company’s financial statements.

Page 7

Part I Financial Information
Item 1

In September 2006, FASB issued SFAS No. 157, “Fair Value Measurements”. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. Management does not expect that the adoption of this standard will have a material impact on the Company’s financial statements.

In July 2006, the Emerging Issues Task Force (“EITF”) of FASB issued a draft abstract for EITF Issue No. 06-04, “Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangement”. This draft abstract from EITF reached a consensus that for an endorsement split-dollar life insurance arrangement within the scope of this Issue, an employer should recognize a liability for future benefits in accordance with SFAS No. 106, “Employers’ Accounting for Postretirement Benefits Other Than Pensions”. The Task Force concluded that a liability for the benefit obligation under SFAS No. 106 has not been settled through the purchase of an endorsement type life insurance policy. In September 2006, FASB agreed to ratify the consensus reached in EITF Issue No. 06-04. This new accounting standard will be effective for fiscal years beginning after December 15, 2007. Management does not expect the adoption of EITF Issue No. 06-04 to have a material effect on the financial statements as the Company has no endorsement split dollar arrangements.

In July 2006, the FASB issued Financial Accounting Standards Interpretation No. 48 (“FIN 48”), “Accounting for Uncertainty in Income Taxes”. FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with FASB Statement No. 109, “Accounting for Income Taxes”. FIN 48 prescribes a recognition threshold and measurement attributable for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 is effective for fiscal years beginning after December 15, 2006. Management does not expect that the adoption of this standard will have a material impact on the Company’s financial statements.

In March 2006, the FASB issued SFAS No. 156, “Accounting for Servicing of Financial Assets-an amendment of SFAS No. 140”, which changes the accounting for all loan servicing rights which are recorded as the result of selling a loan where the seller undertakes an obligation to service the loan, usually in exchange for compensation. SFAS No. 156 amends current accounting guidance by permitting the servicing right to be recorded initially at fair value and also permits the subsequent reporting of these assets at fair value. SFAS No. 156 is effective beginning July 1, 2007. Management does not expect that the adoption of this standard will have a material impact on the Company’s financial statements.

In February 2006, the FASB issued SFAS No. 155, “Accounting for Certain Hybrid Financial Instruments”, an amendment of SFAS Nos. 133 and 140. This Statement changes the accounting for various derivatives and securitized financial assets. This Statement will be effective for all financial instruments acquired, issued, or subject to a remeasurement (new basis) event occurring after July 1, 2007. Management does not expect that the adoption of this standard will have a material impact on the Company’s financial statements.

Page 8

Part I Financial Information
Item 1

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities”. SFAS No. 159 gives entities the option to measure eligible financial assets and financial liabilities at fair value on an instrument by instrument basis, that are otherwise not permitted to be accounted for at fair value under other accounting standards. The election to use the fair value option is available when an entity first recognizes a financial asset or financial liability. Subsequent changes in fair value must be reported in earnings. SFAS No. 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007. Management does not expect that the adoption of this standard on July 1, 2008 will have a material impact on the Company’s financial statements.

Page 9

Part I Financial Information
Item 2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following analysis discusses changes in financial condition and results of operations at and for the three- and nine-month periods ended March 31, 2007 for PVF Capital Corp. (“PVF” or the “Company”), Park View Federal Savings Bank (the “Bank”), its principal and wholly-owned subsidiary, PVF Service Corporation (“PVFSC”), a wholly-owned real estate subsidiary, Mid Pines Land Co., a wholly-owned real estate subsidiary, PVF Holdings, Inc., PVF Community Development and PVF Mortgage Corporation, three wholly-owned and currently inactive subsidiaries.

FORWARD-LOOKING STATEMENTS

When used in this Form 10-Q, 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 results 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.

FINANCIAL CONDITION

During the nine-month period ended March 31, 2007, the Company experienced a soft local real estate market that resulted in a decline in loans receivable. The Company generally seeks to fund loan activity and liquidity by generating deposits through its branch network and through the utilization of short-term borrowings. During the period, the Company used deposit growth, repayments of loans receivable, and proceeds from subordinated debentures to repay short-term Federal Home Loan Bank of Cincinnati (“FHLB”) advances, repay a line of credit, increase its investment in bank-owned life insurance (“BOLI”) and for other operational cash needs.

In addition, the Company continued the origination of fixed-rate single-family loans for sale in the secondary market. The origination and sale of

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Part I Financial Information
Item 2

fixed-rate loans has historically generated gains on sale and allowed the Company to increase its investment in loans serviced.

Consolidated assets of PVF were $907.6 million as of March 31, 2007, an increase of approximately $1.5 million, or 0.2%, as compared to June 30, 2006. The Bank remained in regulatory capital compliance for tier one core capital, tier one risk-based capital, and total risk-based capital with capital levels of 9.57%, 12.23% and 12.76%, respectively, at March 31, 2007.

During the nine months ended March 31, 2007, the Company’s cash and cash equivalents, which consist of cash, interest-bearing deposits and federal funds sold, increased $6.0 million, or 30.4%, as compared to June 30, 2006. The change in the Company’s cash, cash equivalents and federal funds sold consisted of increases in cash and fed funds of $6.2 million and a decrease in interest-bearing deposits of $0.2 million.

Loans receivable, net, decreased by $6.3 million, or 0.9%, during the nine months ended March 31, 2007. The decrease in loans receivable included decreases in construction loans, single-family mortgage loans and equity line of credit loans offset by increases in commercial real estate loans, multi-family loans and non-real estate loans. Residential construction and sales activity has slowed in the markets served by the Bank, resulting in decreasing balances for these loan types. The Bank has been able to grow commercial real estate and non-real estate loans by aggressively marketing to this segment of the market.

Following is a breakdown of loans receivable at March 31, 2007 and June 30, 2006:

	March 31,			June 30,
	2007			2006
Real estate mortgages:
One-to-four family residential	$	165,756,237		$	174,574,861
Home equity line of credit		89,200,457			94,449,845
Multi-family residential		49,304,252			45,715,780
Commercial		188,493,422			170,392,400
Commercial equity line of credit		30,523,909			34,063,990
Land		77,998,267			77,242,222
Construction – residential		71,800,693			84,146,125
Construction – commercial		34,271,424			41,712,042
Total real estate mortgages		707,348,661			722,297,265
Non-real estate loans		30,159,568			21,824,041
Total loans receivable		737,508,229			744,121,306
Net deferred loan origination fees		(3,303,948	)		(3,381,630	)
Allowance for loan losses		(4,458,732	)		(4,674,681	)
Loans receivable, net	$	729,745,550		$	736,064,995

The decrease of $1.3 million in loans receivable held for sale is the result of timing differences between the origination and the sale of loans. The decrease of $0.9 million in mortgage-backed securities is the result of the purchase of $1.6 million in mortgage-backed securities offset by principal payments received during the nine-month period.

The increase of $0.5 million in real estate owned is the result of the addition of three single-family properties and one vacant parcel of land totaling $1.2 million offset by the disposal of three single-family properties and two vacant parcels of land totaling $0.7 million.

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The increase of $5.6 million, or 34.3%, in BOLI is the result of the Bank increasing its investment by $5.0 million along with an increase to the cash surrender value of the investment. Management views investments in BOLI to be an attractive way to deploy funds due to the tax-advantaged treatment of income on the policies.

Deposits increased by $10.2 million as the result of marketing efforts to promote savings products and management’s decision to offer competitive savings rates. Subordinated debentures increased by $10.0 million as the Company formed a trust that issued $10.0 million in trust preferred securities. The Company issued subordinated debt to the trust in exchange for the proceeds of the trust preferred securities. The Company used $6.0 million of the proceeds to increase its investment in Park View Federal Savings Bank and the balance was retained for other operational needs. The line of credit balance decreased by $1.5 million due to management’s decision to repay a portion of the balance. Advances decreased by $18.0 million as a result of the repayment of short-term borrowings from the FHLB. The decrease in advances from borrowers for taxes and insurance of $2.7 million is attributable to timing differences between the collection and payment of taxes and insurance. The increase in accrued expenses and other liabilities of $1.1 million is primarily the result of timing differences between the collection and remittance of payments received on loans serviced for investors.

RESULTS OF OPERATIONS Three months ended March 31, 2007, compared to three months ended March 31, 2006.

PVF’s net income is dependent primarily on its net interest income, which is the difference between interest earned on its loans and investments and interest paid on interest-bearing liabilities. Net interest income is determined by (i) the difference between yields earned on interest-earning assets and rates paid on interest-bearing liabilities (“interest-rate spread”) and (ii) the relative amounts of interest-earning assets and interest-bearing liabilities. The Company’s interest-rate spread is affected by regulatory, economic and competitive factors that influence interest rates, loan demand and deposit flows. Net interest income also includes amortization of loan origination fees, net of origination costs.

PVF’s net income is also affected by the generation of non-interest income, which primarily consists of loan servicing income, service fees on deposit accounts, and gains on the sale of loans held for sale. In addition, net income is affected by the level of operating expenses and loan loss provisions.

The Company’s net income for the three months ended March 31, 2007 was $1,177,400 as compared to $1,266,900 for the prior year comparable period. This represents a decrease of $89,500, or 7.1%, when compared with the prior year comparable period.

Net interest income for the three months ended March 31, 2007 decreased by $972,300, or 14.0%, as compared to the prior year comparable period. This resulted from an increase of $1,709,300, or 23.1%, in interest expense

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RESULTS OF OPERATIONS continued

offset by an increase of $737,000, or 5.1%, in interest income. The decrease in net interest income was attributable to a decline of 58 basis points in the interest-rate spread for the quarter ended March 31, 2007 as compared to the prior year comparable period partially offset by balance sheet growth in both interest-earning assets and interest-bearing liabilities. The decrease in interest-rate spread resulted from margin compression attributable to a flat yield curve.

The following table presents comparative information for the three months ended March 31, 2007 and 2006 about average balances and average yields and costs for interest-earning assets and interest-bearing liabilities.

	March 31, 2007								March 31, 2006
	Average					Average			Average					Average
	Balance			Interest		Yield/Cost			Balance			Interest		Yield/Cost
Interest-earning assets
Loans	$	742,778		$	13,720		7.39	%	$	721,317		$	13,128		7.28	%
Mortgage-backed securities		27,191			336		4.96	%		28,048			338		4.82	%
Investments		81,431			1,009		4.96	%		79,208			862		4.36	%
Total interest-earning assets		851,400			15,065		7.08	%		828,573			14,328		6.92	%
Non-interest-earning assets		57,107								53,515
Total Assets	$	908,507							$	882,088
Interest-bearing liabilities
Deposits	$	663,862		$	7,137		4.30	%	$	609,973		$	5,288		3.47	%
Borrowings		126,784			1,575		4.99	%		167,808			1,923		4.58	%
Subordinated debt		20,000			389		7.78	%		11,149			181		6.49	%
Total interest-bearing liabilities		810,646			9,101		4.49	%		788,930			7,392		3.75	%
Non-interest-bearing liabilities		26,912								26,077
Total liabilities	$	837,558							$	815,007
Retained earnings		70,949								67,081
Total liabilities and R.E.	$	908,507							$	882,088
Net Interest income				$	5,964							$	6,936
Interest-rate spread							2.59	%							3.17	%
Yield on interest-earning assets							2.80	%							3.35	%
Interest-earning assets to interest-bearing liabilities		105.03	%							105.02	%

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Part I Financial Information
Item 2

RESULTS OF OPERATIONS continued

For the three months ended March 31, 2007, a recovery in the provision for loan losses of $1,000 was recorded, while a provision for loan losses of $352,000 was recorded in the prior year comparable period. The provision for loan losses for the current period reflects changes management made to the analysis of the Bank’s allowance for loan losses in response to the Interagency Policy Statement on the Allowance for Loan and Lease Losses issued late in 2006 and management’s judgments about the credit quality of the Bank’s loan portfolio. The purpose of the changes in methodology was to instill a disciplined, rigorous process for evaluating and accruing for specific loan loss situations while eliminating a pool-based approach to evaluating losses for classified loans. In management’s judgment, the pool-based approach resulted in an undesirable degree of imprecision in the loan loss estimation process. Under the revised approach management is evaluating individual non-performing loans for probable losses based on a systematic approach involving estimating the realizable value of the underlying collateral. Additionally, for pools of performing loans segregated by collateral type, management is applying a prudent loss factor based on our historical loss experience, adjusted for our subjective evaluation of the current environment. 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 as to the adequacy of the allowance for loan losses.

For the three months ended March 31, 2007, management applied the rigorous approach described above and determined that certain adversely classified loans were adequately collateralized. Based on this conclusion, management reversed amounts previously provided for loan losses, resulting in a slight recovery in the provision for loan losses for the period. In the prior year comparable period, the pool-based approach described above was applied and a substantial provision was made for loan losses based on an increase in classified loans.

For the three months ended March 31, 2007, non-interest income increased by $449,700, or 84.1%, from the prior year comparable period. This resulted from an increase of $198,000 in mortgage banking activities, an increase in earnings on the cash surrender value of BOLI of $117,200, an increase in other net of $101,800, and an increase of $32,700 in service and other fees.

The increase in other, net is primarily attributable to the decrease in the write-off of an investment in an affordable housing project. This investment is being written-off over the period during which the Bank is expected to receive federal income tax credits related to an investment in an affordable housing project. This investment is written-off on an effective yield method and will be written off in its entirety by December 31, 2007. The increase in service and other fees is primarily the result of an increase in loan late charge fee income.

The increase of $198,000 in mortgage banking activities resulted primarily from an increase in profit on loan sales of $166,200. During these periods, the Company pursued a strategy of originating long-term, fixed-rate loans pursuant to Federal Home Loan Mortgage Corporation (“FHLMC”) and Federal National Mortgage Association (“FNMA”) guidelines and selling such loans to the FHLMC or the FNMA, while retaining the servicing.

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Item 2

RESULTS OF OPERATIONS continued

Non-interest expense for the three months ended March 31, 2007 increased by $5,100, or 0.1%, from the prior year comparable period. This resulted from an increase in compensation and benefits of $141,400, and an increase in office occupancy and equipment of $27,400, substantially offset by a decrease in other non-interest expense of $163,700.

The decrease in other non-interest expense was primarily the result of decreases in outside services and stationery, printing and supplies expenses and advertising. In addition, compensation and benefits increased due to salary and wage adjustments.

The federal income tax provision for the three-month period ended March 31, 2007 decreased to an effective rate of 28.5% for the current period from an effective rate of 30.5% for the prior year comparable period. The decrease in the effective rate in the current period is attributable to an increase in income on BOLI.

RESULTS OF OPERATIONS Nine months ended March 31, 2007, compared to nine months ended March 31, 2006.

The Company’s net income for the nine months ended March 31, 2007 was $3,877,100 as compared to $3,645,700 for the prior year comparable period. This represents an increase of $231,400, or 6.3%, when compared with the prior year comparable period.

Net interest income for the nine months ended March 31, 2007 decreased by $1,144,700, or 5.7%, as compared to the prior year comparable period. This resulted from an increase of $5,984,300, or 14.9%, in interest income and an increase of $7,129,000, or 35.4%, in interest expense. The decrease in net interest income was attributable to a decline of 38 basis points in the interest-rate spread for the nine months ended March 31, 2007 as compared to the prior year comparable period partially offset by balance sheet growth in both interest-earning assets and interest-bearing liabilities. The decrease in interest-rate spread resulted from margin compression attributable to a flat yield curve and a soft local real estate market.

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Part I Financial Information
Item 2

RESULTS OF OPERATIONS continued

The following table presents comparative information for the nine months ended March 31, 2007 and 2006 about average balances and average yields and costs for interest-earning assets and interest-bearing liabilities. Net interest income is affected by the interest-rate spread and by the relative amounts of interest-earning assets and interest-bearing liabilities.

	March 31, 2007								March 31, 2006
	Average					Average			Average					Average
	Balance			Interest		Yield/Cost			Balance			Interest		Yield/Cost
Interest-earning assets
Loans	$	743,180		$	42,274		7.58	%	$	700,111		$	36,746		7.00	%
Mortgage-backed securities		27,047			994		4.90	%		29,426			1,043		4.73	%
Investments		80,711			2,909		4.81	%		77,870			2,404		4.12	%
Total interest-earning Assets		850,938			46,177		7.24	%		807,407			40,193		6.64	%
Non-interest-earning assets		59,471								53,733
Total Assets	$	910,409							$	861,140
Interest-bearing liabilities
Deposits	$	663,596		$	21,251		4.27	%	$	600,589		$	14,495		3.22	%
Borrowings		127,806			4,833		5.04	%		155,092			5,116		4.40	%
Subordinated debt		20,000			1,160		7.73	%		11,149			504		6.03	%
Total interest-bearing liabilities		811,402			27,244		4.48	%		766,830			20,115		3.50	%
Non-interest-bearing liabilities		28,770								27,229
Total liabilities	$	840,172							$	794,059
Retained earnings		70,237								67,081
Total liabilities and R.E.	$	910,409							$	861,140
Net interest income				$	18,933							$	20,078
Interest-rate spread							2.76	%							3.14	%
Yield on interest-earning assets							2.97	%							3.32	%
Interest-earning assets to interest-bearing liabilities		104.87	%							105.29	%

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Part I Financial Information
Item 2

RESULTS OF OPERATIONS continued

For the nine months ended March 31, 2007, a provision for loan losses of $91,000 was recorded, while a provision for loan losses of $646,300 was recorded in the prior year comparable period. The provision for loan losses for the current nine-month period reflects changes management made in the third quarter of the fiscal year to the analysis of the Bank’s allowance for loan losses in response to the Interagency Policy Statement on the Allowance for Loan and Lease Losses issued late in 2006 and management’s judgments about the credit quality of the Bank’s loan portfolio. The purpose of the changes in methodology was to instill a disciplined, rigorous process for evaluating and accruing for specific loan loss situations while eliminating a pool-based approach to evaluating losses for classified loans. In management’s judgment, the pool-based approach resulted in an undesirable degree of imprecision in the loan loss estimation process. Under the revised approach management is evaluating individual non-performing loans for probable losses based on a systematic approach involving estimating the realizable value of the underlying collateral. Additionally, for pools of performing loans segregated by collateral type, management is applying a prudent loss factor based on our historical loss experience, adjusted for our subjective evaluation of the current environment.

The following table provides statistical measures of non-performing assets:

	March 31,			June 30,
	2007			2006
	(Dollars in thousands)
Loans on non-accruing status (1):
Real estate mortgages:
One-to-four family residential	$	3,927		$	7,587
Commercial		2,325			2,972
Multi-family residential		—			21
Construction and land		8,415			4,876
Total loans on non-accrual status:	$	14,667		$	15,456
Ratio of non-performing loans to total loans		1.98	%		2.08	%
Other non-performing assets (2)	$	1,287		$	817
Total non-performing assets	$	15,954		$	16,273
Total non-performing assets to total assets		1.76	%		1.80	%

(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, and loans greater than 90 days past due. 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.

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Part I Financial Information
Item 2

RESULTS OF OPERATIONS continued

The levels of non-accruing loans at June 30, 2006 and March 31, 2007 are attributable to poor current local and economic conditions. Increasing interest rates have also negatively impacted our borrowers’ ability to make scheduled loan payments. Due to an increase in foreclosure activity in the area, the foreclosure process in Cuyahoga County, our primary market, has become elongated. As such, loans have remained past due for considerable periods prior to being collected, transferred to Real Estate Owned, or charged off.

Of the $14.7 million of non-accruing loans at March 31, 2007, $10.7 million was individually identified as impaired. All of these loans are collateralized by various forms of nonresidential real estate or residential construction. These loans were reviewed for the likelihood of full collection based primarily on the value of the underlying collateral, and, to the extent we believed collection of loan principal was in doubt, we established specific loss reserves. Our evaluation of the underlying collateral included a consideration of the potential impact of erosion in real estate values due to poor local economic conditions and a potentially long foreclosure process. This consideration involves obtaining an updated valuation of the underlying real estate collateral and estimating carrying and disposition costs to arrive at an estimate of the net realizable value of the collateral. Through our evaluation of the underlying collateral, we determined that despite difficult conditions, these loans are generally well secured. Through this process, we established specific loss reserves related to these loans outstanding at March 31, 2007 of $539,000. At June 30, 2006, our approach to estimating losses on impaired loans differed somewhat. At that time, we applied a loss factor to pools of adversely classified loans. Specific loss reserves were established only to the extent that they were deemed necessary in addition to the pool-based loss allocation. Under this approach, we established a pool-based reserve of $722,267 for impaired loans as of June 30, 2006 and additional specific reserves of $180,000. As mentioned above, the pool-based approach applied at June 30, 2006 resulted in an undesirable lack of precision so we have adopted a more rigorous approach to identifying specific losses.

The remaining balance of non-performing loans represents homogeneous one-to-four family loans. These loans are also subject to the rigorous process for evaluating and accruing for specific loan loss situations described above. Through this process, we established specific loan loss reserves of $169,000 for these loans as of March 31, 2007. As discussed above, our approach to estimating losses on these loans differed somewhat at June 30, 2006. At that time, we applied a loss factor to pools of adversely classified loans. Specific loss reserves were established only to the extent that they were deemed necessary in addition to the pool-based loss allocation. Under this approach, we established a pool-based reserve of $679,740 for non-performing one-to-four family loans as of June 30, 2006 and additional specific reserves of $78,953.

In the most recent quarter of the nine-month period ended March 31, 2007, management applied the rigorous approach described above and determined that certain adversely classified loans were adequately collateralized. Based on this conclusion, management reversed amounts previously provided for loan

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Item 2

RESULTS OF OPERATIONS continued

losses, resulting in a smaller provision for loan losses compared to the prior year comparable period. In the prior year period, the pool-based approach described above was applied and a substantial provision was made for loan losses based on an increase in classified loans.

For the nine months ended March 31, 2007, non-interest income increased by $1,098,600, or 58.6%, from the prior year comparable period. This resulted from an increase in mortgage banking activities of $469,300, other, net of $305,900, service and other fees of $166,600, and in the cash surrender value of BOLI of $156,800.

The increase in other, net is primarily attributable to a gain on the sale of real estate owned. The increase in service and other fees is primarily the result of an increase in NOW account fee income.

The increase of $469,300 in mortgage banking activities resulted from a $494,000 positive change in the fair value of the contracts the Bank uses to manage interest rate risk in the mortgage origination pipeline, a reversal of a market value adjustment for loans held for sale of $156,000 and an increase of $76,800 in net servicing income, offset by a decrease in profit on loan sales of $257,500. During these periods, the Bank pursued a strategy of originating long-term, fixed-rate loans pursuant to Federal Home Loan Mortgage Corporation (“FHLMC”) and Federal National Mortgage Association (“FNMA”) guidelines and selling such loans to the FHLMC or the FNMA, while retaining the servicing.

Non-interest expense for the nine months ended March 31, 2007 increased by $143,700, or 0.9%, from the prior year comparable period. This resulted from increases in compensation and benefits of $204,200, other non-interest expense of $196,400, and a decrease in office occupancy and equipment of $256,900.

The increase in other non-interest expense was primarily the result of increases in advertising, outside services, real estate owned and franchise tax expense. The decrease in office occupancy and equipment was attributable to a decrease in the cost of furniture and equipment in the current period. The federal income tax provision for the nine-month period ended March 31, 2007 increased to an effective rate of 30.2% for the current period from an effective rate of 29.8% for the prior year comparable period.

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Part I Financial Information
Item 2

LIQUIDITY AND CAPITAL RESOURCES

The Company’s liquidity measures its ability to generate adequate amounts of funds to meet its cash needs. Adequate liquidity guarantees that sufficient funds are available to meet deposit withdrawals, fund loan commitments, purchase securities, maintain adequate reserve requirements, pay operating expenses, provide funds for debt service, pay dividends to stockholders and meet other general commitments in a cost-effective manner. Our primary sources of funds are deposits, principal and interest payments on loans, proceeds from the sale of loans, repurchase agreements, and advances from the FHLB. While maturities and scheduled amortization of loans are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and local competition.

Our most liquid assets are cash and cash equivalents. The levels of these assets are dependent on our operating, financing, lending and investing activities during any given period. Additional sources of funds include lines of credit available from the FHLB.

Management believes the Company maintains sufficient liquidity to meet current operational needs.

Part I Financial Information
Item 3

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Risk management is essential in operating a financial services company effectively and successfully. Risks inherent in the financial services industry include credit, operational, interest rate, market and liquidity risk. Credit risk involves the risk of uncollectible due amounts on loans. Operational risk is the risk of fraud, legal and compliance issues, processing errors, technology and disaster recovery, and breaches in business continuation and internal controls. Changes in interest rates affecting net interest income are interest rate risk. Market risk is the risk that a financial institution’s earnings and capital are adversely affected by movements in market rates and prices. The inability to fund obligations due to investors, borrowers and depositors is liquidity risk. The primary risks are credit risk and market risk.

During the three- and nine-month periods ended March 31, 2007, competitive local market demand for deposits has resulted in an increase to the Bank’s cost of funds, while the yield on interest-earning assets has not increased at the same rate, resulting in a decrease in interest-rate spread. This compression of interest-rate spread is a function of the current, unusual shape of the yield curve. Currently short-term market interest rates are actually higher than long-term market interest rates. Our strategy in this environment is to keep the maturities of interest earning assets and interest-bearing liabilities short. Our efforts are focused on mitigating the impact of the shape of the yield curve on our interest-rate spread.

Page 20

Part I Financial Information
Item 4

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.

There have been no changes in the Company’s internal control over financial reporting (to the extent that elements of internal control over financial reporting are subsumed within disclosure controls and procedures) identified in connection with the evaluation described in the above paragraph that 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.

Part II Other Information

Item 1. Legal Proceedings. N/A

Item 1A. Risk Factors

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors discussed in “Item 1A. Risk Factors” of Part I of the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2006 (the “2006 Form 10-K”), which could materially affect our business, financial condition or future results. The risks described in the Company’s 2006 Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Page 21

Part II Other Information continued

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

(a)	N/A
(b)	N/A
(c)	The following table illustrates the repurchase of the Company’s common stock during the period ended March 31, 2007:

					(c) Total
					Number of
					Shares
					Purchased as		(d) Maximum Number
	(a) Total				Part of		of Shares that May
	Number of		(b) Average		Publicly		Yet Be Purchased
	Shares		Price Paid		Announced Plans		Under the Plans or
Period	Purchased		per Share		or Programs		Programs
January 1 through January 31, 2007		14,727	$	10.62		0		265,602
February 1 through February 28, 2007		0	$	0.00		0		265,602
March 1 through March 31,2007		2,015	$	11.76		0		265,602
Total		16,742	$	10.75		0		265,602

In August 2002, the Company announced a stock repurchase program to acquire up to 5% of the Company’s common stock. This plan was renewed for an additional year in August 2006. The plan is renewable on an annual basis and will expire in August 2007, if not renewed.

Item 3. Defaults Upon Senior Securities. N/A

Item 4. Submission of Matters to a Vote of Security Holders. N/A

Item 5. Other Information. N/A

Item 6. (a) Exhibits

     The following exhibits are filed herewith:

10.1	Severance Agreement, as amended, among PVF Capital Corp., Park View Federal Savings Bank, and John R. Male
10.2	Severance Agreement, as amended, among PVF Capital Corp., Park View Federal Savings Bank, and C Keith Swaney
10.3	Severance Agreement, as amended, among PVF Capital Corp., Park View Federal Savings Bank, and Jeffrey N. Male
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 Certification

Page 22

Signature

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

	PVF Capital Corp.      (Registrant)
Date: May 8, 2007	/s/ C. Keith Swaney
	C. Keith Swaney President, Chief Operating Officer and Treasurer (Only authorized officer and Principal Financial Officer)

EX-10.1

                                                                    Exhibit 10.1

                              SEVERANCE AGREEMENT

         This AGREEMENT is made and entered into this 26th day of October, 1999,
by and among PVF Capital Corp. (the "Corporation"), a corporation organized
under the laws of the State of Ohio, Park View Federal Savings Bank (the
"Bank"), an OTS-chartered, FDIC-insured savings association with its main office
located in Cleveland, Ohio and John R. Male (the "Executive"). Any reference to
the "Board of Directors" herein shall mean the Board of Directors of the
Corporation or the Bank or a committee serving at the pleasure of the Board of
Directors of the Bank. Any reference to "FDIC" herein shall mean the Federal
Deposit Insurance Corporation. Any reference to "OTS" shall mean the Office of
Thrift Supervision.

         WHEREAS, the Executive serves as an employee of the Bank;

         WHEREAS, the Corporation, the Bank and the Executive are parties to a
Severance Agreement dated July 1, 1998; and

         WHEREAS, the parties hereto desire that this Agreement supersede and
replace in its entirety the July 1, 1998 Severance Agreement;

         NOW THEREFORE, in consideration of the performance of the
responsibilities of the Executive and upon the other terms and conditions
hereinafter provided, the parties hereto agree as follows:

1.       NO EMPLOYMENT CONTRACT

         The parties hereto acknowledge and agree that this Agreement is not a
management or employment agreement and that nothing in this Agreement shall give
the Executive any rights or impose any obligations to continued employment by
the Bank or Corporation or any subsidiary or successor of the Bank or
Corporation, nor shall it give the Bank or Corporation any rights or impose any
obligations for the continued performance of duties by the Executive for the
Bank or Corporation or any subsidiary or successor of the Bank or Corporation.




2.       TERM OF AGREEMENT

         The initial term of this Agreement shall be for a period of three (3)
years commencing November 1st, 1999 (hereafter referred to as the "Anniversary
Date"). Commencing on the first Anniversary Date of this Agreement, and
continuing at each Anniversary Date thereafter, the Agreement shall
automatically renew for one (1) additional year beyond the then effective
expiration date only upon a determination and resolution of the Board of
Directors that the performance of the Executive has met the requirements and
standards of the Board and that such term shall be extended. If the Board of
Directors determines not to extend the term, it shall promptly so notify the
Executive, with such election by the Board not to extend the term not to
otherwise affect the then effective term of this Agreement. Reference herein to
the term of this Agreement shall refer both to such initial term and such
extended terms. Unless sooner terminated as set forth herein, this contract
shall terminate when the Executive reaches age sixty-five (65).

3.       TERMINATION FOR CAUSE

         If the Corporation or Bank terminates the Executive's employment for
cause (as defined below), all of the Bank's and Corporation's obligations
hereunder shall immediately terminate as of the termination date. For purposes
of this Agreement, termination "for cause" shall mean only the following events:
(i) personal dishonesty; (ii) incompetence; (iii) material breach of any
provision of this Agreement; (iv) breach of fiduciary duty involving personal
profit; (v) intentional failure to perform stated duties; (vi) a material breach
of the reasonable policies and procedures for the operation of the Bank provided
to the Executive by formal action of the Bank's Board of Directors; (vii)
willful violation of any law, rule, regulation (other than a law, rule or
regulation relating to a traffic violation or similar offense) or final
cease-and-desist order; or (viii) willful misconduct.

4.       VOLUNTARY TERMINATION OF AGREEMENT



                                       2


         This Agreement may be terminated by the Executive at any time upon
ninety (90) days' written notice to either the Bank or the Corporation or upon
such shorter period as may be agreed upon between the Executive and the Board of
Directors.

5.       GOVERNMENTAL TERMINATION OF AGREEMENT

         (a) If the Executive is removed from office and/or permanently
prohibited from participating in the conduct of the Bank's or the Corporation's
affairs by an order issued under Section 8(e) of the Federal Deposit Insurance
Act, 12 U.S.C. Section 1818(e), all obligations of the Bank and the Corporation
under this Agreement shall terminate, as of the effective date of the order.

         (b) If the Bank is in default (as defined in Section 3(x)(1) of the
Federal Deposit Insurance Act), all obligations under this Agreement shall
terminate.

         (c) All obligations under this Agreement shall be terminated, except to
the extent determined that continuation of the contract is necessary for the
continued operation of the Bank, by the Director of the OTS or his or her
designee at the time the FDIC enters into an agreement to provide assistance to
or on behalf of the Bank under the authority contained in Section 13(c) of the
Federal Deposit Insurance Act, or by the Director of the OTS or his or her
designee at the time the Director of the OTS or his or her designee approves a
supervisory merger to resolve problems related to the operation of the Bank or
when the Bank is determined by the Director of the OTS to be in an unsafe or
unsound condition. Any rights of the parties that have already vested, however,
shall not be affected by such action.

         (d) If the Executive is suspended and/or temporarily prohibited from
participating in the conduct of the Bank's affairs by a notice served under
Section 8(e)(3) or (g)(1) of the Federal Deposit Insurance Act, 12 U.S.C.
Section 1818(e)(3) or (g)(1), the Corporation's and the Bank's obligations under
subparagraphs 6(a),


                                       3


(b) and (c) of this Agreement shall be suspended as the date of service, unless
stayed by appropriate proceedings.

         (e) If the charges in the notice referenced in subparagraph 5(d) are
dismissed, the Board of Directors may in its discretion:

         (i)      pay the Executive all or part of the severance benefits while
                  the Corporation's and the Bank's contract obligations were
                  suspended, and

         (ii)     reinstate (in whole or in part) any of the Corporation's and
                  the Bank's obligations which were suspended as required in
                  subparagraph (d) above.

6.       SEVERANCE PAYMENTS OR TERMINATION BENEFITS

         For purpose of this Agreement, the severance payments and termination
benefits specified in this Paragraph 6 shall be payable to the Executive
subsequent to the occurrence of one of the following events:

         (i)      Involuntary termination of the Executive's employment with the
                  Bank or Corporation with or within one (1) year after a Change
                  in Control, other than for Cause or pursuant to Paragraphs 4
                  or 5 of this Agreement. For purposes of this section, Change
                  in Control shall have the same meaning as such term is defined
                  in Paragraph 8, and Cause shall have the same meaning as such
                  term is defined in Paragraph 3.

         (ii)     Voluntary or involuntary termination for Good Reason, as
                  defined in Paragraph 7, and other than for Cause or pursuant
                  to Paragraphs 4 or 5 of this Agreement.

         (a) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall pay to Executive,
or in the event of his subsequent death, his beneficiary or beneficiaries, or
his estate as the case may be, as severance pay or liquidated damages, or both,
a sum equal to two times the Executive's annual compensation. For purposes of
this Paragraph, compensation shall be defined as the Executive's then current
base salary, plus annual incentive compensation for the calendar year
immediately preceding the year in which the above-mentioned event occurs. Such
payment



                                       4


shall be paid to the Executive in a lump sum within thirty (30) days of the
Executive's date of termination. The amount payable to the Executive hereunder
shall not be reduced to account for the time value of money or discounted to
present value.

         (b) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall cause the Executive
to become fully vested in any qualified and/or nonqualified plans, programs or
arrangements in which the Executive participated, notwithstanding any provisions
contained in the respective Agreement of the plan, program or arrangement. The
Bank shall also contribute to the Executive's 401(k) Plan Account the Bank's
matching and/or profit sharing which would have been paid had the Executive
remained in the employ of the Bank throughout the remainder of the 401(k) Plan
year.

         (c) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Corporation or Bank will cause to be
continued life, health and disability insurance coverage substantially identical
to the coverage maintained by the Bank or the Corporation for the Executive
prior to his severance. Such coverage shall cease upon the earlier of
Executive's employment by another employer or twelve (12) months from such
termination. Upon the expiration of the twelve (12) month period, Executive
shall have the option of continuing health insurance coverage at his/her own
expense for a period not less than the number of months by which the
Consolidated Omnibus Budget Reconciliation Act (COBRA) continuation period
exceeds twelve (12) months.

         (d) The Executive shall not be required to mitigate the amount of any
payment required hereunder by seeking other employment or otherwise nor shall
the amount paid hereunder be reduced or offset by any compensation earned or
received by the Executive as a result of employment with another employer or
self- employment. The amount paid hereunder shall not be reduced by any other
plan, program, policy


                                       5


or arrangement of the Bank or Corporation. Benefits provided under Paragraph
6(c) shall be reduced to the extent comparable benefits are actually received by
the Executive from or through another employer.

7. GOOD REASON

         For purposes of this Agreement, "Good Reason" means the occurrence of
any of the events or conditions described in subparagraphs (a) through (f)
hereof without the Executive's express written consent; provided the Executive's
right to terminate his employment pursuant to this Paragraph 7 shall not be
affected by his incapacity due to physical or mental illness.

         (a)      A change in the Executive's status, title, position or
                  responsibilities (including reporting responsibilities) which,
                  in the Executive's reasonable judgment, does not represent a
                  promotion from his status, title, position or responsibilities
                  as in effect immediately prior thereto; the assignment to the
                  Executive of any duties or responsibilities which, in the
                  Executive's reasonable judgment, are inconsistent with such
                  status, title, position or responsibilities; or any removal of
                  the Executive from or failure to reappoint him to any of such
                  positions, except in connection with the termination of his
                  employment for (i) Cause, (ii) pursuant to Paragraphs 4 or 5,
                  (iii) by the Executive other than for Good Reason;

         (b)      A material reduction by the Bank or the Corporation in the
                  Executive's base salary;

         (c)      The relocation of Executive's principal place of employment to
                  a location that is more than thirty-five (35) miles from the
                  location where Executive was principally employed immediately
                  prior to such relocation or the Bank's or the Corporation's
                  requiring the Executive to be based at any place other than
                  the location where the Executive was based immediately prior
                  to such change, except for reasonably required travel (as
                  determined by the Board of Directors) on the Bank's or the
                  Corporation's business;

         (d)      The failure by the Bank or the Corporation to continue to
                  provide the Executive with benefits substantially similar to
                  those provided to him under any of the employee benefit plans
                  in which the Executive becomes a participant, or the taking of
                  any action by the Bank or the Corporation which would directly
                  or indirectly materially reduce any of such benefits or
                  deprive the Executive of any material fringe benefit enjoyed
                  by him;

         (e)      Death prior to retirement. If the Executive dies while
                  actively employed by the Bank or Corporation prior to
                  retirement; or

         (f)      Disability prior to retirement. If the Executive becomes
                  totally disabled while actively employed by the Bank or
                  Corporation prior to retirement. For purposes of this
                  agreement, the term "totally disabled" means that because of
                  injury or sickness, the Executive is unable to perform his
                  duties.


                                       6


8.       CHANGE IN CONTROL

         (a) If there is a Change in Control of the Bank or Corporation during
the term of this Agreement, the Executive shall be entitled to severance
payments and/or termination benefits as described in Paragraph 6 if the
Executive's employment with the Bank or the Corporation is involuntarily
terminated in connection with or within one (1) year after the Change in
Control, other than for Cause or pursuant to Paragraphs 4 or 5. This payment
shall also be made in the case of the Executive's voluntary termination of
employment for Good Reason (as defined in Paragraph 7) in connection with or
within one (1) year after a Change in Control of the Bank or Corporation. Such
voluntary termination of employment for Good Reason in connection with or within
one (1) year after a Change in Control of the Bank or Corporation shall not
constitute a termination for Cause or a voluntary termination subject to
Paragraph 4 of this Agreement.

         (b) For purposes of this Agreement, "Change in Control of the Bank or
Corporation" means:

         (i)      The acquisition by a person or persons acting in concert of
                  the power to vote twenty-five percent (25%) or more of a class
                  of the Corporation's voting securities;

         (ii)     the acquisition by a person of the power to direct the Bank's
                  or Corporation's management or policies, if the Board of
                  Directors or the OTS has made a determination that such
                  acquisition constitutes or will constitute an acquisition of
                  control of the Bank or Corporation for the purposes of the
                  Savings & Loan Holding Company Act or the Change in Bank
                  Control Act and the regulations thereunder;

         (iii)    during any period of two (2) consecutive years during the term
                  of this Agreement, individuals who at the beginning of such
                  period constitute the Board of Directors of the Bank or the
                  Corporation cease, for any reason, to constitute at least a
                  majority thereof, unless the election of each director who was
                  not a director at the beginning of such period has been
                  approved in advance by directors representing at least two-
                  thirds (2/3) of the directors then in office who were
                  directors in office at the beginning of the period;

         (iv)     the Corporation shall have merged into or consolidated with
                  another corporation, or merged another corporation into the
                  Corporation, on a basis whereby less than fifty percent (50%)
                  of the total voting power of the surviving corporation is
                  represented by


                                       7


                  shares held by former shareholders of the Corporation prior to
                  such merger or consolidation; or

         (v)      the Corporation shall have sold to another person (i)
                  substantially all of the Corporation's assets or (ii) the
                  Bank. The term "person" refers to an individual, corporation,
                  partnership, trust, association, joint venture, pool,
                  syndicate, sole proprietorship, unincorporated organization or
                  other entity.

9.       WITHHOLDING OF TAXES

         The Bank or Corporation may withhold from any benefits payable under
this Agreement all Federal, state, city or other taxes as may be required
pursuant to any law, governmental regulation or ruling.

10.      PAYMENT OF LEGAL AND/OR ACCOUNTING FEES

         Reasonable legal and/or accounting fees and expenses paid or incurred
by the Executive pursuant to any dispute or question of interpretation relating
to the Agreement shall be paid or reimbursed by the Corporation in accordance
with the following:

         (a)      If the Executive, the Bank or the Corporation initiates a
                  proceeding and the Executive prevails, all reasonable legal
                  and/or accounting fees and expenses shall be paid by the
                  Corporation.

         (b)      If the Executive initiates a proceeding and does not prevail
                  on his claim, then the Corporation shall reimburse the
                  Executive for all legal and/or accounting fees and expenses
                  but not to exceed the sum of $25,000.

11.      SUCCESSOR ORGANIZATION

         The obligations of the Corporation and the Bank as set forth herein
shall continue to be the obligation of any successor organization, any
organization which purchases substantially all of the liabilities of the
Corporation or the Bank, as well as any organization which assumes substantially
all of the liabilities of the Corporation or the Bank whether by merger,
consolidation, or other form of business


                                       8


combination. This Agreement is personal to the Executive and the Executive may
not delegate his duties hereunder.

12.      NOTICES

         All notices, requests, demands and other communications hereunder shall
be in writing and shall be deemed to have been duly given if delivered by hand
or mailed, certified or registered mail, return receipt requested, with postage
prepaid to the following addresses or to such other address as either party may
designate by like notice.

         (a) If to the Corporation, to:

                                            PVF Capital Corp.
                                            Corporate Center
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Vice President and Secretary

         (b) If to the Bank, to:

                                            Park View Federal Savings Bank
                                            Corporate Center
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Corporate Secretary


         (c) If to the Executive, to:       John R. Male
                                            ------------------
                                            [RESIDENCE ADDRESS NOT SHOWN]

and to such other or additional person or persons as either party shall have
designated to the other party in writing by like notice.

13.      AMENDMENTS

         No amendments or additions to this Agreement shall be binding unless in
writing and signed by both parties, except as herein otherwise provided.


                                       9


14.      PARAGRAPH HEADINGS

         The paragraph headings used in this Agreement are included solely for
convenience and shall not affect, or be used in connection with, the
interpretation of this Agreement.

15.      SEVERABILITY

         The provisions of this Agreement shall be deemed severable and the
invalidity or unenforceability of any provision shall not affect the validity or
enforceability of the other provisions here.

16.      GOVERNING LAW

         This Agreement shall, except to the extend that federal law (including
any law, rule, or regulations of the OTS or the FDIC) shall be deemed to apply,
be governed by and construed and enforced in accordance with the laws of Ohio.

17.      ARBITRATION

         Any dispute or controversy arising under or in connection with this
Agreement shall be settled exclusively by arbitration in accordance with the
rules of the American Arbitration Association then in effect. Judgment may be
entered on the arbitrator's award in any court having jurisdiction.

18.      SAFETY AND SOUNDNESS LIMITATIONS

         Notwithstanding any other provision of this Agreement, no severance
benefits under Paragraph 8 shall be paid or payable in respect of any year in
which the Bank (i) fails to meet any applicable capital requirements imposed by
Part 567 of the OTS regulations (or successor regulations) after giving effect
to the payment of severance benefits hereunder, (ii) receives or maintains a
safety and soundness CAMEL rating of 4 or 5 from the OTS, or (iii) is subject to
a proceeding to terminate deposit insurance. Severance benefits can be paid
under clause (i) above to the extent that such payment would not cause the Bank
to fail to meet any applicable capital requirements imposed by part


                                       10


567 of the OTS regulations. In addition, no severance benefits under Paragraph 8
shall be paid or payable if the Executive has committed any fraudulent act or
omission or other fiduciary breach that had or is likely to have a material
adverse affect on the bank or the Corporation.


19. ENTIRE AGREEMENT

         This Agreement supersedes the July 1, 1998 Severance Agreement by and
among the Corporation, the Bank and the Executive.

         IN WITNESS WHEREOF, the parties have executed this Agreement on the day
and year first herein above written.


WITNESSES:                      PVF CAPITAL CORP.

/s/ Adeline Novak               By:  /s/ James W. Male
- --------------------------           --------------------------
                                     James W. Male
/s/ Terri Grodell               Its: Chairman of the Board
- --------------------------


                                PARK VIEW FEDERAL SAVING BANK

                                By:  /s/ Stuart D. Neidus
                                     --------------------------
                                     Stuart D. Neidus
                                Its: Chairman of the Compensation
                                     Committee

                                EXECUTIVE

                                /s/ John R. Male
                                -------------------------------
                                John R. Male


                                       11



County of Cuyahoga         )
                                ) ss:
State of Ohio              )

         Before me this 6th day of December, 1999, personally appeared the
above named James W. Male, Stuart D. Neidus and John R. Male, who acknowledged
that they did sign the foregoing instrument and that the same was their free act
and deed.

                                         /s/ Theresa Grodell
                                         --------------------------------
(Notary Seal)                            Notary Public

                                         My Commission Expires:
                                             THERESA A. GRODELL, Notary Public
                                             State of Ohio
                                             My Commission Expires Jan. 26, 2004









                                       12



                  [PARK VIEW FEDERAL SAVINGS BANK LETTERHEAD]


                                        January 29, 2001


Mr. John R. Male
Park View Federal Savings Bank
Corporate Center
30000 Aurora Road
Solon, OH 44139


                      RE: Amendment to Severance Agreement

Dear Jack,

     The purpose of this letter is to memorialize in writing certain changes to
your Severance Agreement dated the 26th day of October, 1999 (the "Agreement"),
which changes, we, PVF Capital Corp. (the "Corporation") and Park View Federal
Savings Bank (the "Bank"), have agreed to. In accordance with the terms of the
Agreement, particularly Section 13 ("Amendments") thereof, please signify your
consent to these changes by executing this letter and returning it to the Bank.

     The changes we have agreed to are as follows:

1.   Section 3 ("Termination for Cause") of the Agreement shall be revised by
     deleting the second sentence in its entirety ("As used herein, "for cause"
     shall mean....") and inserting the following:

          For purposes of this Agreement, termination "for cause" shall mean
          only the following events: (i) personal dishonesty; (ii) incompetence;
          (iii) material breach of any provision of this Agreement; (iv) breach
          of fiduciary duty involving personal profit; (v) intentional failure
          to perform stated duties; (vi) a material breach of the reasonable
          policies and procedures for the operation of the Bank provided to the
          Executive by formal action of the Bank's Board of Directors; (vii)
          willful violation of any law, rule, regulation (other than a law, rule
          or regulation relating to a traffic violation or similar offense) or
          final cease-and-desist order; or (viii) willful misconduct.

2.   Section 12 ("Notices") of the Agreement shall be revised by deleting the
     Corporation and Bank addresses listed in subsection (a) and (b),
     respectively, and inserting the following:

     (a) If to the Corporation, to:

                               PVF Capital Corp.
                               Corporate Center
                               30000 Aurora Road
                               Solon, OH 44139






Amendment to Severance Agreement
January 29, 2001
Pg 2


     (b) If to the Bank, to:

                         Park View Federal Savings Bank
                         Corporate Center
                         30000 Aurora Road
                         Solon, OH 44139

     Please signify your acceptance of and agreement to the foregoing changes by
executing this letter in the space provided and returning it to the Bank. The
changes will become effective upon receipt by the Bank of this letter executed
by you.


                                     PVF CAPITAL CORP.

                                     By:  /s/ John R. Male
                                          --------------------------------------
                                          John R. Male
                                     Its: Chairman of the Board


PARK VIEW FEDERAL SAVINGS BANK

                                     By:  /s/ Stanley T. Jaros
                                          --------------------------------------
                                          Stanley T. Jaros
                                     Its: Chairman of the Compensation Committee

Accepted and agreed to this 29th day of January, 2001, by the undersigned
Executive.

                                     EXECUTIVE

                                          /s/ John R. Male
                                          --------------------------------------
                                          John R. Male


                                       2



                               SEVERANCE AGREEMENT
                                    AMENDMENT

     WHEREAS, PVF Capital Corp. (the "Corporation"), Park View Federal Savings
Bank (the "Bank"), and John R. Male (the "Executive") previously entered into a
Severance Agreement, originally effective as of October 26, 1999 (the
"Agreement"); and

     WHEREAS, the parties desire to amend the Agreement to update the benefits
provided to the Executive and to provide the Executive with certain tax
indemnification in the event of a change in control of the Corporation and the
Bank; and

     WHEREAS, Section 13 of the Agreement provides for its amendment by means of
a written instrument signed by the parties.

     NOW, THEREFORE, the parties hereby agree to amend the Agreement as follows:

                                  FIRST CHANGE

     Section 6(a) of the Agreement shall be deleted in its entirety and replaced
with the following:

         (a) Upon the Executive's termination as a result of one of the events
             specified in this Paragraph 6, the Bank or Corporation shall pay to
             Executive, or in the event of his subsequent death, his beneficiary
             or beneficiaries, or his estate, as the case may be, a sum equal to
             three (3) times the Executive's annual compensation. For purposes
             of this paragraph, "annual compensation" shall be defined as the
             Executive's then current base salary plus annual incentive
             compensation for the calendar year immediately preceding the year
             in which the above-mentioned event occurs. Such payment shall be
             paid to the Executive in a lump sum within thirty (30) days of the
             Executive's date of termination. The amount payable to the
             Executive hereunder shall not be reduced for the time value of
             money or discounted to present value.

                                  SECOND CHANGE

     The following shall be added as Section 20 of the Agreement:

     20. TAX INDEMNIFICATION

         (a) For purposes of this Agreement, "Covered Benefits" shall mean any
             payment or benefit paid or provided to the Executive by the Bank,
             the Corporation or any affiliate or successor in interest (whether
             pursuant to this Agreement or otherwise) that, in the opinion of
             Tax Counsel (as defined below), might reasonably be expected to be
             subject to any excise tax (the "Excise Tax") imposed under Section
             4999 of the Internal Revenue Code of 1986, as






             amended (the "Code"). In the event that the Executive shall receive
             Covered Benefits, the Corporation shall pay to the Executive an
             additional amount (the "Gross-Up Payment"), so that the net amount
             retained by the Executive from the Gross-Up Payment, after
             deduction of any federal, state and local income taxes, Excise Tax,
             and FICA and Medicare withholding taxes on the Gross-Up Payment,
             shall be equal to the Excise Tax on the Covered Benefits. For
             purposes of determining the amount of the Excise Tax on the Covered
             Benefits, the amount of the Covered Benefits that shall be taken
             into account in calculating the Excise Tax shall be equal to (i)
             the Covered Benefits, less (ii) the amount of such Covered Benefits
             that, in the opinion of tax counsel selected by the Company and
             reasonably acceptable to the Executive ("Tax Counsel"), are not
             parachute payments (within the meaning of Section 280G(b)(1) of the
             Code).

         (b) For purposes of this Section 20, the Executive shall be deemed to
             pay federal income taxes at the highest marginal rate of federal
             income taxation in the calendar year in which the Excise Tax is
             payable and state and local income taxes at the highest marginal
             rate of taxation in the state and locality of the Executive's
             residence on the effective date of the Executive's termination, net
             of the reduction in federal income taxes which could be obtained
             from deduction of such state and local taxes. Except as otherwise
             provided herein, all determinations required to be made under this
             Section 20 shall be made by Tax Counsel, which determinations shall
             be conclusive and binding on the Executive, the Bank and the
             Corporation, absent manifest error.

         (c) The Corporation shall indemnify and hold the Executive harmless
             from losses, costs and expenses which the Executive incurs as a
             result of any administrative or judicial review of the Executive's
             liability under Section 4999 of the Code by the Internal Revenue
             Service or any comparable state agency, through and including a
             final judicial determination or final administrative settlement of
             any dispute arising out of the Executive's liability for the Excise
             Tax or otherwise relating to the classification for purposes of
             Section 280G of the Code of any of the Covered Benefits or other
             payment or benefit in the nature of compensation made or provided
             to the Executive by the Corporation. The Executive shall promptly
             notify the Corporation in writing whenever the Executive receives
             notice of the commencement of any judicial or administrative
             proceeding in which the federal tax treatment under Section 4999 of
             the Code of any amount paid or payable under this Agreement or
             otherwise is being reviewed or is in dispute (including a notice of
             audit or other inquiry concerning the reporting of the Executive's
             liability under Section 4999). The Corporation may assume control
             at its expense over all legal and accounting matters pertaining to
             such federal or state tax treatment of the Covered Benefits or any
             payment or benefit in the nature of compensation made or provided
             to the Executive by


                                       2



             the Corporation, and the Executive shall cooperate fully with the
             Corporation in any such proceeding. The Executive shall not enter
             into any compromise or settlement or otherwise prejudice any rights
             the Corporation may have in connection therewith without the prior
             consent of the Corporation. In the event that the Corporation
             elects not to assume control over such matters, the Corporation
             shall promptly reimburse the Executive for all expenses related
             thereto as and when incurred, upon presentation of appropriate
             documentation relating to such expenses.

     The parties hereby ratify the above changes and certify that, in all other
respects, the existing terms and provisions of the Agreement remain in full
force and effect.

     IN WITNESS WHEREOF, the Bank and the Corporation have caused this Amendment
to the Agreement to be executed by their duly authorized officers, and the
Executive has signed this Amendment, on the 30th day of April, 2007.


ATTEST:                             PVF CAPITAL CORP.

/s/ Terri Ann Grodell                  By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors


ATTEST:                             PARK VIEW FEDERAL SAVINGS BANK

Terri Ann Grodell                      By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors


WITNESS:                            EXECUTIVE

/s/ Carol S. Porter                 /s/ John R. Male
- ----------------------------        --------------------------------------------
                                    John R. Male


                                       3

EX-10.2

                                                                    Exhibit 10.2

                              SEVERANCE AGREEMENT

         This AGREEMENT is made and entered into this 26th day of October, 1999,
by and among PVF Capital Corp. (the "Corporation"), a corporation organized
under the laws of the State of Ohio, Park View Federal Savings Bank (the
"Bank"), an OTS-chartered, FDIC-insured savings association with its main office
located in Cleveland, Ohio and C. Keith Swaney (the "Executive"). Any reference
to the "Board of Directors" herein shall mean the Board of Directors of the
Corporation or the Bank or a committee serving at the pleasure of the Board of
Directors of the Bank. Any reference to "FDIC" herein shall mean the Federal
Deposit Insurance Corporation. Any reference to "OTS" shall mean the Office of
Thrift Supervision.

         WHEREAS, the Executive serves as an employee of the Bank;

         WHEREAS, the Corporation, the Bank and the Executive are parties to a
Severance Agreement dated July 1, 1998; and

         WHEREAS, the parties hereto desire that this Agreement supersede and
replace in its entirety the July 1, 1998 Severance Agreement;

         NOW THEREFORE, in consideration of the performance of the
responsibilities of the Executive and upon the other terms and conditions
hereinafter provided, the parties hereto agree as follows:

1.       NO EMPLOYMENT CONTRACT

         The parties hereto acknowledge and agree that this Agreement is not a
management or employment agreement and that nothing in this Agreement shall give
the Executive any rights or impose any obligations to continued employment by
the Bank or Corporation or any subsidiary or successor of the Bank or
Corporation, nor shall it give the Bank or Corporation any rights or impose any
obligations for the continued performance of duties by the Executive for the
Bank or Corporation or any subsidiary or successor of the Bank or Corporation.




2.       TERM OF AGREEMENT

         The initial term of this Agreement shall be for a period of three (3)
years commencing November 1st, 1999 (hereafter referred to as the "Anniversary
Date"). Commencing on the first Anniversary Date of this Agreement, and
continuing at each Anniversary Date thereafter, the Agreement shall
automatically renew for one (1) additional year beyond the then effective
expiration date only upon a determination and resolution of the Board of
Directors that the performance of the Executive has met the requirements and
standards of the Board and that such term shall be extended. If the Board of
Directors determines not to extend the term, it shall promptly so notify the
Executive, with such election by the Board not to extend the term not to
otherwise affect the then effective term of this Agreement. Reference herein to
the term of this Agreement shall refer both to such initial term and such
extended terms. Unless sooner terminated as set forth herein, this contract
shall terminate when the Executive reaches age sixty-five (65).

3.       TERMINATION FOR CAUSE

         If the Corporation or Bank terminates the Executive's employment for
cause (as defined below), all of the Bank's and Corporation's obligations
hereunder shall immediately terminate as of the termination date. For purposes
of this Agreement, termination "for cause" shall mean only the following events:
(i) personal dishonesty; (ii) incompetence; (iii) material breach of any
provision of this Agreement; (iv) breach of fiduciary duty involving personal
profit; (v) intentional failure to perform stated duties; (vi) a material breach
of the reasonable policies and procedures for the operation of the Bank provided
to the Executive by formal action of the Bank's Board of Directors; (vii)
willful violation of any law, rule, regulation (other than a law, rule or
regulation relating to a traffic violation or similar offense) or final
cease-and-desist order; or (viii) willful misconduct.

4.       VOLUNTARY TERMINATION OF AGREEMENT



                                       2


         This Agreement may be terminated by the Executive at any time upon
ninety (90) days' written notice to either the Bank or the Corporation or upon
such shorter period as may be agreed upon between the Executive and the Board of
Directors.

5.       GOVERNMENTAL TERMINATION OF AGREEMENT

         (a) If the Executive is removed from office and/or permanently
prohibited from participating in the conduct of the Bank's or the Corporation's
affairs by an order issued under Section 8(e) of the Federal Deposit Insurance
Act, 12 U.S.C. Section 1818(e), all obligations of the Bank and the Corporation
under this Agreement shall terminate, as of the effective date of the order.

         (b) If the Bank is in default (as defined in Section 3(x)(1) of the
Federal Deposit Insurance Act), all obligations under this Agreement shall
terminate.

         (c) All obligations under this Agreement shall be terminated, except to
the extent determined that continuation of the contract is necessary for the
continued operation of the Bank, by the Director of the OTS or his or her
designee at the time the FDIC enters into an agreement to provide assistance to
or on behalf of the Bank under the authority contained in Section 13(c) of the
Federal Deposit Insurance Act, or by the Director of the OTS or his or her
designee at the time the Director of the OTS or his or her designee approves a
supervisory merger to resolve problems related to the operation of the Bank or
when the Bank is determined by the Director of the OTS to be in an unsafe or
unsound condition. Any rights of the parties that have already vested, however,
shall not be affected by such action.

         (d) If the Executive is suspended and/or temporarily prohibited from
participating in the conduct of the Bank's affairs by a notice served under
Section 8(e)(3) or (g)(1) of the Federal Deposit Insurance Act, 12 U.S.C.
Section 1818(e)(3) or (g)(1), the Corporation's and the Bank's obligations under
subparagraphs 6(a),


                                       3


(b) and (c) of this Agreement shall be suspended as the date of service, unless
stayed by appropriate proceedings.

         (e) If the charges in the notice referenced in subparagraph 5(d) are
dismissed, the Board of Directors may in its discretion:

         (i)      pay the Executive all or part of the severance benefits while
                  the Corporation's and the Bank's contract obligations were
                  suspended, and

         (ii)     reinstate (in whole or in part) any of the Corporation's and
                  the Bank's obligations which were suspended as required in
                  subparagraph (d) above.

6.       SEVERANCE PAYMENTS OR TERMINATION BENEFITS

         For purpose of this Agreement, the severance payments and termination
benefits specified in this Paragraph 6 shall be payable to the Executive
subsequent to the occurrence of one of the following events:

         (i)      Involuntary termination of the Executive's employment with the
                  Bank or Corporation with or within one (1) year after a Change
                  in Control, other than for Cause or pursuant to Paragraphs 4
                  or 5 of this Agreement. For purposes of this section, Change
                  in Control shall have the same meaning as such term is defined
                  in Paragraph 8, and Cause shall have the same meaning as such
                  term is defined in Paragraph 3.

         (ii)     Voluntary or involuntary termination for Good Reason, as
                  defined in Paragraph 7, and other than for Cause or pursuant
                  to Paragraphs 4 or 5 of this Agreement.

         (a) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall pay to Executive,
or in the event of his subsequent death, his beneficiary or beneficiaries, or
his estate as the case may be, as severance pay or liquidated damages, or both,
a sum equal to two times the Executive's annual compensation. For purposes of
this Paragraph, compensation shall be defined as the Executive's then current
base salary, plus annual incentive compensation for the calendar year
immediately preceding the year in which the above-mentioned event occurs. Such
payment



                                       4


shall be paid to the Executive in a lump sum within thirty (30) days of the
Executive's date of termination. The amount payable to the Executive hereunder
shall not be reduced to account for the time value of money or discounted to
present value.

         (b) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall cause the Executive
to become fully vested in any qualified and/or nonqualified plans, programs or
arrangements in which the Executive participated, notwithstanding any provisions
contained in the respective Agreement of the plan, program or arrangement. The
Bank shall also contribute to the Executive's 401(k) Plan Account the Bank's
matching and/or profit sharing which would have been paid had the Executive
remained in the employ of the Bank throughout the remainder of the 401(k) Plan
year.

         (c) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Corporation or Bank will cause to be
continued life, health and disability insurance coverage substantially identical
to the coverage maintained by the Bank or the Corporation for the Executive
prior to his severance. Such coverage shall cease upon the earlier of
Executive's employment by another employer or twelve (12) months from such
termination. Upon the expiration of the twelve (12) month period, Executive
shall have the option of continuing health insurance coverage at his/her own
expense for a period not less than the number of months by which the
Consolidated Omnibus Budget Reconciliation Act (COBRA) continuation period
exceeds twelve (12) months.

         (d) The Executive shall not be required to mitigate the amount of any
payment required hereunder by seeking other employment or otherwise nor shall
the amount paid hereunder be reduced or offset by any compensation earned or
received by the Executive as a result of employment with another employer or
self- employment. The amount paid hereunder shall not be reduced by any other
plan, program, policy


                                       5


or arrangement of the Bank or Corporation. Benefits provided under Paragraph
6(c) shall be reduced to the extent comparable benefits are actually received by
the Executive from or through another employer.

7. GOOD REASON

         For purposes of this Agreement, "Good Reason" means the occurrence of
any of the events or conditions described in subparagraphs (a) through (f)
hereof without the Executive's express written consent; provided the Executive's
right to terminate his employment pursuant to this Paragraph 7 shall not be
affected by his incapacity due to physical or mental illness.

         (a)      A change in the Executive's status, title, position or
                  responsibilities (including reporting responsibilities) which,
                  in the Executive's reasonable judgment, does not represent a
                  promotion from his status, title, position or responsibilities
                  as in effect immediately prior thereto; the assignment to the
                  Executive of any duties or responsibilities which, in the
                  Executive's reasonable judgment, are inconsistent with such
                  status, title, position or responsibilities; or any removal of
                  the Executive from or failure to reappoint him to any of such
                  positions, except in connection with the termination of his
                  employment for (i) Cause, (ii) pursuant to Paragraphs 4 or 5,
                  (iii) by the Executive other than for Good Reason;

         (b)      A material reduction by the Bank or the Corporation in the
                  Executive's base salary;

         (c)      The relocation of Executive's principal place of employment to
                  a location that is more than thirty-five (35) miles from the
                  location where Executive was principally employed immediately
                  prior to such relocation or the Bank's or the Corporation's
                  requiring the Executive to be based at any place other than
                  the location where the Executive was based immediately prior
                  to such change, except for reasonably required travel (as
                  determined by the Board of Directors) on the Bank's or the
                  Corporation's business;

         (d)      The failure by the Bank or the Corporation to continue to
                  provide the Executive with benefits substantially similar to
                  those provided to him under any of the employee benefit plans
                  in which the Executive becomes a participant, or the taking of
                  any action by the Bank or the Corporation which would directly
                  or indirectly materially reduce any of such benefits or
                  deprive the Executive of any material fringe benefit enjoyed
                  by him;

         (e)      Death prior to retirement. If the Executive dies while
                  actively employed by the Bank or Corporation prior to
                  retirement; or

         (f)      Disability prior to retirement. If the Executive becomes
                  totally disabled while actively employed by the Bank or
                  Corporation prior to retirement. For purposes of this
                  agreement, the term "totally disabled" means that because of
                  injury or sickness, the Executive is unable to perform his
                  duties.


                                       6


8.       CHANGE IN CONTROL

         (a) If there is a Change in Control of the Bank or Corporation during
the term of this Agreement, the Executive shall be entitled to severance
payments and/or termination benefits as described in Paragraph 6 if the
Executive's employment with the Bank or the Corporation is involuntarily
terminated in connection with or within one (1) year after the Change in
Control, other than for Cause or pursuant to Paragraphs 4 or 5. This payment
shall also be made in the case of the Executive's voluntary termination of
employment for Good Reason (as defined in Paragraph 7) in connection with or
within one (1) year after a Change in Control of the Bank or Corporation. Such
voluntary termination of employment for Good Reason in connection with or within
one (1) year after a Change in Control of the Bank or Corporation shall not
constitute a termination for Cause or a voluntary termination subject to
Paragraph 4 of this Agreement.

         (b) For purposes of this Agreement, "Change in Control of the Bank or
Corporation" means:

         (i)      The acquisition by a person or persons acting in concert of
                  the power to vote twenty-five percent (25%) or more of a class
                  of the Corporation's voting securities;

         (ii)     the acquisition by a person of the power to direct the Bank's
                  or Corporation's management or policies, if the Board of
                  Directors or the OTS has made a determination that such
                  acquisition constitutes or will constitute an acquisition of
                  control of the Bank or Corporation for the purposes of the
                  Savings & Loan Holding Company Act or the Change in Bank
                  Control Act and the regulations thereunder;

         (iii)    during any period of two (2) consecutive years during the term
                  of this Agreement, individuals who at the beginning of such
                  period constitute the Board of Directors of the Bank or the
                  Corporation cease, for any reason, to constitute at least a
                  majority thereof, unless the election of each director who was
                  not a director at the beginning of such period has been
                  approved in advance by directors representing at least two-
                  thirds (2/3) of the directors then in office who were
                  directors in office at the beginning of the period;

         (iv)     the Corporation shall have merged into or consolidated with
                  another corporation, or merged another corporation into the
                  Corporation, on a basis whereby less than fifty percent (50%)
                  of the total voting power of the surviving corporation is
                  represented by


                                       7


                  shares held by former shareholders of the Corporation prior to
                  such merger or consolidation; or

         (v)      the Corporation shall have sold to another person (i)
                  substantially all of the Corporation's assets or (ii) the
                  Bank. The term "person" refers to an individual, corporation,
                  partnership, trust, association, joint venture, pool,
                  syndicate, sole proprietorship, unincorporated organization or
                  other entity.

9.       WITHHOLDING OF TAXES

         The Bank or Corporation may withhold from any benefits payable under
this Agreement all Federal, state, city or other taxes as may be required
pursuant to any law, governmental regulation or ruling.

10.      PAYMENT OF LEGAL AND/OR ACCOUNTING FEES

         Reasonable legal and/or accounting fees and expenses paid or incurred
by the Executive pursuant to any dispute or question of interpretation relating
to the Agreement shall be paid or reimbursed by the Corporation in accordance
with the following:

         (a)      If the Executive, the Bank or the Corporation initiates a
                  proceeding and the Executive prevails, all reasonable legal
                  and/or accounting fees and expenses shall be paid by the
                  Corporation.

         (b)      If the Executive initiates a proceeding and does not prevail
                  on his claim, then the Corporation shall reimburse the
                  Executive for all legal and/or accounting fees and expenses
                  but not to exceed the sum of $25,000.

11.      SUCCESSOR ORGANIZATION

         The obligations of the Corporation and the Bank as set forth herein
shall continue to be the obligation of any successor organization, any
organization which purchases substantially all of the liabilities of the
Corporation or the Bank, as well as any organization which assumes substantially
all of the liabilities of the Corporation or the Bank whether by merger,
consolidation, or other form of business


                                       8


combination. This Agreement is personal to the Executive and the Executive may
not delegate his duties hereunder.

12.      NOTICES

         All notices, requests, demands and other communications hereunder shall
be in writing and shall be deemed to have been duly given if delivered by hand
or mailed, certified or registered mail, return receipt requested, with postage
prepaid to the following addresses or to such other address as either party may
designate by like notice.

         (a) If to the Corporation, to:

                                            PVF Capital Corp.
                                            Corporate Center
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Vice President and Secretary

         (b) If to the Bank, to:

                                            Park View Federal Savings Bank
                                            Corporate Center
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Corporate Secretary

         (c) If to the Executive, to:       C. Keith Swaney
                                            [RESIDENCE ADDRESS NOT SHOWN]

and to such other or additional person or persons as either party shall have
designated to the other party in writing by like notice.

13.      AMENDMENTS

         No amendments or additions to this Agreement shall be binding unless in
writing and signed by both parties, except as herein otherwise provided.


                                       9


14.      PARAGRAPH HEADINGS

         The paragraph headings used in this Agreement are included solely for
convenience and shall not affect, or be used in connection with, the
interpretation of this Agreement.

15.      SEVERABILITY

         The provisions of this Agreement shall be deemed severable and the
invalidity or unenforceability of any provision shall not affect the validity or
enforceability of the other provisions here.

16.      GOVERNING LAW

         This Agreement shall, except to the extend that federal law (including
any law, rule, or regulations of the OTS or the FDIC) shall be deemed to apply,
be governed by and construed and enforced in accordance with the laws of Ohio.

17.      ARBITRATION

         Any dispute or controversy arising under or in connection with this
Agreement shall be settled exclusively by arbitration in accordance with the
rules of the American Arbitration Association then in effect. Judgment may be
entered on the arbitrator's award in any court having jurisdiction.

18.      SAFETY AND SOUNDNESS LIMITATIONS

         Notwithstanding any other provision of this Agreement, no severance
benefits under Paragraph 8 shall be paid or payable in respect of any year in
which the Bank (i) fails to meet any applicable capital requirements imposed by
Part 567 of the OTS regulations (or successor regulations) after giving effect
to the payment of severance benefits hereunder, (ii) receives or maintains a
safety and soundness CAMEL rating of 4 or 5 from the OTS, or (iii) is subject to
a proceeding to terminate deposit insurance. Severance benefits can be paid
under clause (i) above to the extent that such payment would not cause the Bank
to fail to meet any applicable capital requirements imposed by part


                                       10


567 of the OTS regulations. In addition, no severance benefits under Paragraph 8
shall be paid or payable if the Executive has committed any fraudulent act or
omission or other fiduciary breach that had or is likely to have a material
adverse affect on the bank or the Corporation.


19. ENTIRE AGREEMENT

         This Agreement supersedes the July 1, 1998 Severance Agreement by and
among the Corporation, the Bank and the Executive.

         IN WITNESS WHEREOF, the parties have executed this Agreement on the day
and year first herein above written.


WITNESSES:                      PVF CAPITAL CORP.

/s/ Adeline Novak               By:  /s/ James W. Male
- --------------------------           -------------------------------------------
                                     James W. Male
/s/ Terri Ann Grodell           Its: Chairman of the Board
- --------------------------


                                PARK VIEW FEDERAL SAVING BANK

                                By:  /s/ Stuart D. Neidus
                                     -------------------------------------------
                                     Stuart D. Neidus
                                Its: Chairman of the Compensation
                                     Committee

                                EXECUTIVE

                                /s/ C. Keith Swaney
                                ------------------------------------------------
                                C. Keith Swaney


                                       11



County of Cuyahoga         )
                                ) ss:
State of Ohio              )

         Before me this 8th day of December, 1999, personally appeared the above
named James W. Male, Stuart D. Neidus and C. Keith Swaney, who acknowledged that
they did sign the foregoing instrument and that the same was their free act and
deed.

                                         /s/ Theresa Grodell
                                         --------------------------------
(Notary Seal)                            Notary Public

                                         THERESA GRODELL, Notary Public
                                             State of Ohio
                                         My Commission Expires Jan. 26, 2004








                                       12



                  [PARK VIEW FEDERAL SAVINGS BANK LETTERHEAD]


                                        January 29, 2001


Mr. C. Keith Swaney
Park View Federal Savings Bank
Corporate Center
30000 Aurora Road
Solon, OH 44139


                      RE: Amendment to Severance Agreement

Dear Keith:

     The purpose of this letter is to memorialize in writing certain changes to
your Severance Agreement dated the 26th day of October, 1999 (the "Agreement"),
which changes, we, PVF Capital Corp. (the "Corporation") and Park View Federal
Savings Bank (the "Bank"), have agreed to. In accordance with the terms of the
Agreement, particularly Section 13 ("Amendments") thereof, please signify your
consent to these changes by executing this letter and returning it to the Bank.

     The changes we have agreed to are as follows:

1.   Section 3 ("Termination for Cause") of the Agreement shall be revised by
     deleting the second sentence in its entirety ("As used herein, "for cause"
     shall mean....") and inserting the following:

          For purposes of this Agreement, termination "for cause" shall mean
          only the following events: (i) personal dishonesty; (ii) incompetence;
          (iii) material breach of any provision of this Agreement; (iv) breach
          of fiduciary duty involving personal profit; (v) intentional failure
          to perform stated duties; (vi) a material breach of the reasonable
          policies and procedures for the operation of the Bank provided to the
          Executive by formal action of the Bank's Board of Directors; (vii)
          willful violation of any law, rule, regulation (other than a law, rule
          or regulation relating to a traffic violation or similar offense) or
          final cease-and-desist order; or (viii) willful misconduct.

2.   Section 12 ("Notices") of the Agreement shall be revised by deleting the
     Corporation and Bank addresses listed in subsection (a) and (b),
     respectively, and inserting the following:

     (a) If to the Corporation, to:

                               PVF Capital Corp.
                               Corporate Center
                               30000 Aurora Road
                               Solon, OH 44139






Amendment to Severance Agreement
January 29, 2001
Pg 2


     (b) If to the Bank, to:

                         Park View Federal Savings Bank
                         Corporate Center
                         30000 Aurora Road
                         Solon, OH 44139

     Please signify your acceptance of and agreement to the foregoing changes by
executing this letter in the space provided and returning it to the Bank. The
changes will become effective upon receipt by the Bank of this letter executed
by you.


                                     PVF CAPITAL CORP.

                                     By:  /s/ John R. Male
                                          --------------------------------------
                                          John R. Male
                                     Its: Chairman of the Board


PARK VIEW FEDERAL SAVINGS BANK

                                     By:  /s/ Stanley T. Jaros
                                          --------------------------------------
                                          Stanley T. Jaros
                                     Its: Chairman of the Compensation Committee

Accepted and agreed to this 30th day of January, 2001, by the undersigned
Executive.

                                     EXECUTIVE

                                          /s/ C. Keith Swaney
                                          --------------------------------------
                                          C. Keith Swaney


                                       2



                               SEVERANCE AGREEMENT
                                    AMENDMENT

     WHEREAS, PVF Capital Corp. (the "Corporation"), Park View Federal Savings
Bank (the "Bank"), and C. Keith Swaney (the "Executive") previously entered into
a Severance Agreement, originally effective as of October 26, 1999 (the
"Agreement"); and

     WHEREAS, the parties desire to amend the Agreement to update the benefits
provided to the Executive and to provide the Executive with certain tax
indemnification in the event of a change in control of the Corporation and the
Bank; and

     WHEREAS, Section 13 of the Agreement provides for its amendment by means of
a written instrument signed by the parties.

     NOW, THEREFORE, the parties hereby agree to amend the Agreement as follows:

                                  FIRST CHANGE

     Section 6(a) of the Agreement shall be deleted in its entirety and replaced
with the following:

         (c) Upon the Executive's termination as a result of one of the events
             specified in this Paragraph 6, the Bank or Corporation shall pay to
             Executive, or in the event of his subsequent death, his beneficiary
             or beneficiaries, or his estate, as the case may be, a sum equal to
             three (3) times the Executive's annual compensation. For purposes
             of this paragraph, "annual compensation" shall be defined as the
             Executive's then current base salary plus annual incentive
             compensation for the calendar year immediately preceding the year
             in which the above-mentioned event occurs. Such payment shall be
             paid to the Executive in a lump sum within thirty (30) days of the
             Executive's date of termination. The amount payable to the
             Executive hereunder shall not be reduced for the time value of
             money or discounted to present value.

                                  SECOND CHANGE

     The following shall be added as Section 20 of the Agreement:

     20. TAX INDEMNIFICATION

         (a) For purposes of this Agreement, "Covered Benefits" shall mean any
             payment or benefit paid or provided to the Executive by the Bank,
             the Corporation or any affiliate or successor in interest (whether
             pursuant to this Agreement or otherwise) that, in the opinion of
             Tax Counsel (as defined below), might reasonably be expected to be
             subject to any excise tax (the "Excise Tax") imposed under Section
             4999 of the Internal Revenue Code of 1986, as






             amended (the "Code"). In the event that the Executive shall receive
             Covered Benefits, the Corporation shall pay to the Executive an
             additional amount (the "Gross-Up Payment"), so that the net amount
             retained by the Executive from the Gross-Up Payment, after
             deduction of any federal, state and local income taxes, Excise Tax,
             and FICA and Medicare withholding taxes on the Gross-Up Payment,
             shall be equal to the Excise Tax on the Covered Benefits. For
             purposes of determining the amount of the Excise Tax on the Covered
             Benefits, the amount of the Covered Benefits that shall be taken
             into account in calculating the Excise Tax shall be equal to (i)
             the Covered Benefits, less (ii) the amount of such Covered Benefits
             that, in the opinion of tax counsel selected by the Company and
             reasonably acceptable to the Executive ("Tax Counsel"), are not
             parachute payments (within the meaning of Section 280G(b)(1) of the
             Code).

         (b) For purposes of this Section 20, the Executive shall be deemed to
             pay federal income taxes at the highest marginal rate of federal
             income taxation in the calendar year in which the Excise Tax is
             payable and state and local income taxes at the highest marginal
             rate of taxation in the state and locality of the Executive's
             residence on the effective date of the Executive's termination, net
             of the reduction in federal income taxes which could be obtained
             from deduction of such state and local taxes. Except as otherwise
             provided herein, all determinations required to be made under this
             Section 20 shall be made by Tax Counsel, which determinations shall
             be conclusive and binding on the Executive, the Bank and the
             Corporation, absent manifest error.

         (c) The Corporation shall indemnify and hold the Executive harmless
             from losses, costs and expenses which the Executive incurs as a
             result of any administrative or judicial review of the Executive's
             liability under Section 4999 of the Code by the Internal Revenue
             Service or any comparable state agency, through and including a
             final judicial determination or final administrative settlement of
             any dispute arising out of the Executive's liability for the Excise
             Tax or otherwise relating to the classification for purposes of
             Section 280G of the Code of any of the Covered Benefits or other
             payment or benefit in the nature of compensation made or provided
             to the Executive by the Corporation. The Executive shall promptly
             notify the Corporation in writing whenever the Executive receives
             notice of the commencement of any judicial or administrative
             proceeding in which the federal tax treatment under Section 4999 of
             the Code of any amount paid or payable under this Agreement or
             otherwise is being reviewed or is in dispute (including a notice of
             audit or other inquiry concerning the reporting of the Executive's
             liability under Section 4999). The Corporation may assume control
             at its expense over all legal and accounting matters pertaining to
             such federal or state tax treatment of the Covered Benefits or any
             payment or benefit in the nature of compensation made or provided
             to the Executive by


                                       2


             the Corporation, and the Executive shall cooperate fully with the
             Corporation in any such proceeding. The Executive shall not enter
             into any compromise or settlement or otherwise prejudice any rights
             the Corporation may have in connection therewith without the prior
             consent of the Corporation. In the event that the Corporation
             elects not to assume control over such matters, the Corporation
             shall promptly reimburse the Executive for all expenses related
             thereto as and when incurred, upon presentation of appropriate
             documentation relating to such expenses.

     The parties hereby ratify the above changes and certify that, in all other
respects, the existing terms and provisions of the Agreement remain in full
force and effect.

     IN WITNESS WHEREOF, the Bank and the Corporation have caused this Amendment
to the Agreement to be executed by their duly authorized officers, and the
Executive has signed this Amendment, on the 30th day of April, 2007.


ATTEST:                             PVF CAPITAL CORP.

/s/ Terri Ann Grodell               By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors


ATTEST:                             PARK VIEW FEDERAL SAVINGS BANK

/s/ Terri Ann Grodell               By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors

WITNESS:                            EXECUTIVE

/s/ Carol S. Porter                 /s/ C. Keith Swaney
- ----------------------------        --------------------------------------------
                                    C. Keith Swaney


                                       3

EX-10.3

                                                                    Exhibit 10.3

                               SEVERANCE AGREEMENT

         This AGREEMENT is made and entered into this 26th day of October, 1999,
by and among PVF Capital Corp. (the "Corporation"), a corporation organized
under the laws of the State of Ohio, Park View Federal Savings Bank (the
"Bank"), an OTS-chartered, FDIC-insured savings association with its main office
located in Cleveland, Ohio and Jeffrey N. Male (the "Executive"). Any reference
to the "Board of Directors" herein shall mean the Board of Directors of the
Corporation or the Bank or a committee serving at the pleasure of the Board of
Directors of the Bank. Any reference to "FDIC" herein shall mean the Federal
Deposit Insurance Corporation. Any reference to "OTS" shall mean the Office of
Thrift Supervision.

         WHEREAS, the Executive serves as an employee of the Bank;

         WHEREAS, the Corporation, the Bank and the Executive are parties to a
Severance Agreement dated July 1, 1998; and

         WHEREAS, the parties hereto desire that this Agreement supersede and
replace in its entirety the July 1, 1998 Severance Agreement;

         NOW THEREFORE, in consideration of the performance of the
responsibilities of the Executive and upon the other terms and conditions
hereinafter provided, the parties hereto agree as follows:

1.       NO EMPLOYMENT CONTRACT

         The parties hereto acknowledge and agree that this Agreement is not a
management or employment agreement and that nothing in this Agreement shall give
the Executive any rights or impose any obligations to continued employment by
the Bank or Corporation or any subsidiary or successor of the Bank or
Corporation, nor shall it give the Bank or Corporation any rights or impose any
obligations for the continued performance of duties by the Executive for the
Bank or Corporation or any subsidiary or successor of the Bank or Corporation.




2.       TERM OF AGREEMENT

         The initial term of this Agreement shall be for a period of three (3)
years commencing November 1st, 1999 (hereafter referred to as the "Anniversary
Date"). Commencing on the first Anniversary Date of this Agreement, and
continuing at each Anniversary Date thereafter, the Agreement shall
automatically renew for one (1) additional year beyond the then effective
expiration date only upon a determination and resolution of the Board of
Directors that the performance of the Executive has met the requirements and
standards of the Board and that such term shall be extended. If the Board of
Directors determines not to extend the term, it shall promptly so notify the
Executive, with such election by the Board not to extend the term not to
otherwise affect the then effective term of this Agreement. Reference herein to
the term of this Agreement shall refer both to such initial term and such
extended terms. Unless sooner terminated as set forth herein, this contract
shall terminate when the Executive reaches age sixty-five (65).

3.       TERMINATION FOR CAUSE

         If the Corporation or Bank terminates the Executive's employment for
cause (as defined below), all of the Bank's and Corporation's obligations
hereunder shall immediately terminate as of the termination date. For purposes
of this Agreement, termination "for cause" shall mean only the following events:
(i) personal dishonesty; (ii) incompetence; (iii) material breach of any
provision of this Agreement; (iv) breach of fiduciary duty involving personal
profit; (v) intentional failure to perform stated duties; (vi) a material breach
of the reasonable policies and procedures for the operation of the Bank provided
to the Executive by formal action of the Bank's Board of Directors; (vii)
willful violation of any law, rule, regulation (other than a law, rule or
regulation relating to a traffic violation or similar offense) or final
cease-and-desist order; or (viii) willful misconduct.

4.       VOLUNTARY TERMINATION OF AGREEMENT



                                       2


         This Agreement may be terminated by the Executive at any time upon
ninety (90) days' written notice to either the Bank or the Corporation or upon
such shorter period as may be agreed upon between the Executive and the Board of
Directors.

5.       GOVERNMENTAL TERMINATION OF AGREEMENT

         (a) If the Executive is removed from office and/or permanently
prohibited from participating in the conduct of the Bank's or the Corporation's
affairs by an order issued under Section 8(e) of the Federal Deposit Insurance
Act, 12 U.S.C. Section 1818(e), all obligations of the Bank and the Corporation
under this Agreement shall terminate, as of the effective date of the order.

         (b) If the Bank is in default (as defined in Section 3(x)(1) of the
Federal Deposit Insurance Act), all obligations under this Agreement shall
terminate.

         (c) All obligations under this Agreement shall be terminated, except to
the extent determined that continuation of the contract is necessary for the
continued operation of the Bank, by the Director of the OTS or his or her
designee at the time the FDIC enters into an agreement to provide assistance to
or on behalf of the Bank under the authority contained in Section 13(c) of the
Federal Deposit Insurance Act, or by the Director of the OTS or his or her
designee at the time the Director of the OTS or his or her designee approves a
supervisory merger to resolve problems related to the operation of the Bank or
when the Bank is determined by the Director of the OTS to be in an unsafe or
unsound condition. Any rights of the parties that have already vested, however,
shall not be affected by such action.

         (d) If the Executive is suspended and/or temporarily prohibited from
participating in the conduct of the Bank's affairs by a notice served under
Section 8(e)(3) or (g)(1) of the Federal Deposit Insurance Act, 12 U.S.C.
Section 1818(e)(3) or (g)(1), the Corporation's and the Bank's obligations under
subparagraphs 6(a),


                                       3


(b) and (c) of this Agreement shall be suspended as the date of service, unless
stayed by appropriate proceedings.

         (e) If the charges in the notice referenced in subparagraph 5(d) are
dismissed, the Board of Directors may in its discretion:

         (i)      pay the Executive all or part of the severance benefits while
                  the Corporation's and the Bank's contract obligations were
                  suspended, and

         (ii)     reinstate (in whole or in part) any of the Corporation's and
                  the Bank's obligations which were suspended as required in
                  subparagraph (d) above.

6.       SEVERANCE PAYMENTS OR TERMINATION BENEFITS

         For purpose of this Agreement, the severance payments and termination
benefits specified in this Paragraph 6 shall be payable to the Executive
subsequent to the occurrence of one of the following events:

         (i)      Involuntary termination of the Executive's employment with the
                  Bank or Corporation with or within one (1) year after a Change
                  in Control, other than for Cause or pursuant to Paragraphs 4
                  or 5 of this Agreement. For purposes of this section, Change
                  in Control shall have the same meaning as such term is defined
                  in Paragraph 8, and Cause shall have the same meaning as such
                  term is defined in Paragraph 3.

         (ii)     Voluntary or involuntary termination for Good Reason, as
                  defined in Paragraph 7, and other than for Cause or pursuant
                  to Paragraphs 4 or 5 of this Agreement.

         (a) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall pay to Executive,
or in the event of his subsequent death, his beneficiary or beneficiaries, or
his estate as the case may be, as severance pay or liquidated damages, or both,
a sum equal to two times the Executive's annual compensation. For purposes of
this Paragraph, compensation shall be defined as the Executive's then current
base salary, plus annual incentive compensation for the calendar year
immediately preceding the year in which the above-mentioned event occurs. Such
payment



                                       4


shall be paid to the Executive in a lump sum within thirty (30) days of the
Executive's date of termination. The amount payable to the Executive hereunder
shall not be reduced to account for the time value of money or discounted to
present value.

         (b) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Bank or Corporation shall cause the Executive
to become fully vested in any qualified and/or nonqualified plans, programs or
arrangements in which the Executive participated, notwithstanding any provisions
contained in the respective Agreement of the plan, program or arrangement. The
Bank shall also contribute to the Executive's 401(k) Plan Account the Bank's
matching and/or profit sharing which would have been paid had the Executive
remained in the employ of the Bank throughout the remainder of the 401(k) Plan
year.

         (c) Upon the Executive's termination as a result of one of the events
specified in this Paragraph 6, the Corporation or Bank will cause to be
continued life, health and disability insurance coverage substantially identical
to the coverage maintained by the Bank or the Corporation for the Executive
prior to his severance. Such coverage shall cease upon the earlier of
Executive's employment by another employer or twelve (12) months from such
termination. Upon the expiration of the twelve (12) month period, Executive
shall have the option of continuing health insurance coverage at his/her own
expense for a period not less than the number of months by which the
Consolidated Omnibus Budget Reconciliation Act (COBRA) continuation period
exceeds twelve (12) months.

         (d) The Executive shall not be required to mitigate the amount of any
payment required hereunder by seeking other employment or otherwise nor shall
the amount paid hereunder be reduced or offset by any compensation earned or
received by the Executive as a result of employment with another employer or
self- employment. The amount paid hereunder shall not be reduced by any other
plan, program, policy


                                       5


or arrangement of the Bank or Corporation. Benefits provided under Paragraph
6(c) shall be reduced to the extent comparable benefits are actually received by
the Executive from or through another employer.

7. GOOD REASON

         For purposes of this Agreement, "Good Reason" means the occurrence of
any of the events or conditions described in subparagraphs (a) through (f)
hereof without the Executive's express written consent; provided the Executive's
right to terminate his employment pursuant to this Paragraph 7 shall not be
affected by his incapacity due to physical or mental illness.

         (a)      A change in the Executive's status, title, position or
                  responsibilities (including reporting responsibilities) which,
                  in the Executive's reasonable judgment, does not represent a
                  promotion from his status, title, position or responsibilities
                  as in effect immediately prior thereto; the assignment to the
                  Executive of any duties or responsibilities which, in the
                  Executive's reasonable judgment, are inconsistent with such
                  status, title, position or responsibilities; or any removal of
                  the Executive from or failure to reappoint him to any of such
                  positions, except in connection with the termination of his
                  employment for (i) Cause, (ii) pursuant to Paragraphs 4 or 5,
                  (iii) by the Executive other than for Good Reason;

         (b)      A material reduction by the Bank or the Corporation in the
                  Executive's base salary;

         (c)      The relocation of Executive's principal place of employment to
                  a location that is more than thirty-five (35) miles from the
                  location where Executive was principally employed immediately
                  prior to such relocation or the Bank's or the Corporation's
                  requiring the Executive to be based at any place other than
                  the location where the Executive was based immediately prior
                  to such change, except for reasonably required travel (as
                  determined by the Board of Directors) on the Bank's or the
                  Corporation's business;

         (d)      The failure by the Bank or the Corporation to continue to
                  provide the Executive with benefits substantially similar to
                  those provided to him under any of the employee benefit plans
                  in which the Executive becomes a participant, or the taking of
                  any action by the Bank or the Corporation which would directly
                  or indirectly materially reduce any of such benefits or
                  deprive the Executive of any material fringe benefit enjoyed
                  by him;

         (e)      Death prior to retirement. If the Executive dies while
                  actively employed by the Bank or Corporation prior to
                  retirement; or

         (f)      Disability prior to retirement. If the Executive becomes
                  totally disabled while actively employed by the Bank or
                  Corporation prior to retirement. For purposes of this
                  agreement, the term "totally disabled" means that because of
                  injury or sickness, the Executive is unable to perform his
                  duties.


                                       6


8.       CHANGE IN CONTROL

         (a) If there is a Change in Control of the Bank or Corporation during
the term of this Agreement, the Executive shall be entitled to severance
payments and/or termination benefits as described in Paragraph 6 if the
Executive's employment with the Bank or the Corporation is involuntarily
terminated in connection with or within one (1) year after the Change in
Control, other than for Cause or pursuant to Paragraphs 4 or 5. This payment
shall also be made in the case of the Executive's voluntary termination of
employment for Good Reason (as defined in Paragraph 7) in connection with or
within one (1) year after a Change in Control of the Bank or Corporation. Such
voluntary termination of employment for Good Reason in connection with or within
one (1) year after a Change in Control of the Bank or Corporation shall not
constitute a termination for Cause or a voluntary termination subject to
Paragraph 4 of this Agreement.

         (b) For purposes of this Agreement, "Change in Control of the Bank or
Corporation" means:

         (i)      The acquisition by a person or persons acting in concert of
                  the power to vote twenty-five percent (25%) or more of a class
                  of the Corporation's voting securities;

         (ii)     the acquisition by a person of the power to direct the Bank's
                  or Corporation's management or policies, if the Board of
                  Directors or the OTS has made a determination that such
                  acquisition constitutes or will constitute an acquisition of
                  control of the Bank or Corporation for the purposes of the
                  Savings & Loan Holding Company Act or the Change in Bank
                  Control Act and the regulations thereunder;

         (iii)    during any period of two (2) consecutive years during the term
                  of this Agreement, individuals who at the beginning of such
                  period constitute the Board of Directors of the Bank or the
                  Corporation cease, for any reason, to constitute at least a
                  majority thereof, unless the election of each director who was
                  not a director at the beginning of such period has been
                  approved in advance by directors representing at least two-
                  thirds (2/3) of the directors then in office who were
                  directors in office at the beginning of the period;

         (iv)     the Corporation shall have merged into or consolidated with
                  another corporation, or merged another corporation into the
                  Corporation, on a basis whereby less than fifty percent (50%)
                  of the total voting power of the surviving corporation is
                  represented by


                                       7


                  shares held by former shareholders of the Corporation prior to
                  such merger or consolidation; or

         (v)      the Corporation shall have sold to another person (i)
                  substantially all of the Corporation's assets or (ii) the
                  Bank. The term "person" refers to an individual, corporation,
                  partnership, trust, association, joint venture, pool,
                  syndicate, sole proprietorship, unincorporated organization or
                  other entity.

9.       WITHHOLDING OF TAXES

         The Bank or Corporation may withhold from any benefits payable under
this Agreement all Federal, state, city or other taxes as may be required
pursuant to any law, governmental regulation or ruling.

10.      PAYMENT OF LEGAL AND/OR ACCOUNTING FEES

         Reasonable legal and/or accounting fees and expenses paid or incurred
by the Executive pursuant to any dispute or question of interpretation relating
to the Agreement shall be paid or reimbursed by the Corporation in accordance
with the following:

         (a)      If the Executive, the Bank or the Corporation initiates a
                  proceeding and the Executive prevails, all reasonable legal
                  and/or accounting fees and expenses shall be paid by the
                  Corporation.

         (b)      If the Executive initiates a proceeding and does not prevail
                  on his claim, then the Corporation shall reimburse the
                  Executive for all legal and/or accounting fees and expenses
                  but not to exceed the sum of $25,000.

11.      SUCCESSOR ORGANIZATION

         The obligations of the Corporation and the Bank as set forth herein
shall continue to be the obligation of any successor organization, any
organization which purchases substantially all of the liabilities of the
Corporation or the Bank, as well as any organization which assumes substantially
all of the liabilities of the Corporation or the Bank whether by merger,
consolidation, or other form of business


                                       8


combination. This Agreement is personal to the Executive and the Executive may
not delegate his duties hereunder.

12.      NOTICES

         All notices, requests, demands and other communications hereunder shall
be in writing and shall be deemed to have been duly given if delivered by hand
or mailed, certified or registered mail, return receipt requested, with postage
prepaid to the following addresses or to such other address as either party may
designate by like notice.

         (a) If to the Corporation, to:

                                            PVF Capital Corp.
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Vice President and Secretary

         (b) If to the Bank, to:

                                            Park View Federal Savings Bank
                                            2618 North Moreland Boulevard
                                            Cleveland, Ohio 44120
                                            Attn: Corporate Secretary

         (c) If to the Executive, to:
                                            Jeffrey N. Male
                                            [RESIDENCE ADDRESS NOT SHOWN]

and to such other or additional person or persons as either party shall have
designated to the other party in writing by like notice.

13.      AMENDMENTS

         No amendments or additions to this Agreement shall be binding unless in
writing and signed by both parties, except as herein otherwise provided.


                                       9


14.      PARAGRAPH HEADINGS

         The paragraph headings used in this Agreement are included solely for
convenience and shall not affect, or be used in connection with, the
interpretation of this Agreement.

15.      SEVERABILITY

         The provisions of this Agreement shall be deemed severable and the
invalidity or unenforceability of any provision shall not affect the validity or
enforceability of the other provisions here.

16.      GOVERNING LAW

         This Agreement shall, except to the extend that federal law (including
any law, rule, or regulations of the OTS or the FDIC) shall be deemed to apply,
be governed by and construed and enforced in accordance with the laws of Ohio.

17.      ARBITRATION

         Any dispute or controversy arising under or in connection with this
Agreement shall be settled exclusively by arbitration in accordance with the
rules of the American Arbitration Association then in effect. Judgment may be
entered on the arbitrator's award in any court having jurisdiction.

18.      SAFETY AND SOUNDNESS LIMITATIONS

         Notwithstanding any other provision of this Agreement, no severance
benefits under Paragraph 8 shall be paid or payable in respect of any year in
which the Bank (i) fails to meet any applicable capital requirements imposed by
Part 567 of the OTS regulations (or successor regulations) after giving effect
to the payment of severance benefits hereunder, (ii) receives or maintains a
safety and soundness CAMEL rating of 4 or 5 from the OTS, or (iii) is subject to
a proceeding to terminate deposit insurance. Severance benefits can be paid
under clause (i) above to the extent that such payment would not cause the Bank
to fail to meet any applicable capital requirements imposed by part


                                       10


567 of the OTS regulations. In addition, no severance benefits under Paragraph 8
shall be paid or payable if the Executive has committed any fraudulent act or
omission or other fiduciary breach that had or is likely to have a material
adverse affect on the bank or the Corporation.


19. ENTIRE AGREEMENT

         This Agreement supersedes the July 1, 1998 Severance Agreement by and
among the Corporation, the Bank and the Executive.

         IN WITNESS WHEREOF, the parties have executed this Agreement on the day
and year first herein above written.


WITNESSES:                      PVF CAPITAL CORP.

/S/ Adeline Novak               By:  /s/  James W. Male
- --------------------------           ----------------------------
/s/ Terri Ann Grodell                James W. Male
- --------------------------      Its: Chairman of the Board


                                PARK VIEW FEDERAL SAVING BANK

                                By:  /s/ Stuart D. Neidus
                                     ------------------------------
                                     Stuart D. Neidus
                                Its: Chairman of the Compensation
                                     Committee

                                EXECUTIVE

                                     /s/  James W. Male
                                     ----------------------------
                                     James W. Male


                                       11



County of Cuyahoga         )
                                ) ss:
State of Ohio              )

         Before me this 6th day of December, 1999, personally appeared
the above named James W. Male, Stuart D. Neidus and Jeffrey N. Male, who
acknowledged that they did sign the foregoing instrument and that the same was
their free act and deed.

                                         /s/ Theresa Grodell
                                         --------------------------------
(Notary Seal)                            Notary Public

                                         My Commission Expires:

                                         THERESA GRODELL, Notary Public
                                         State of Ohio
                                         My Commission Expires Jan. 26, 2004










                                       12



                      [PARK VIEW FEDERAL SAVINGS BANK LETTERHEAD]


                                        January 29, 2001


Mr. Jeffrey N.. Male
Park View Federal Savings Bank
Corporate Center
30000 Aurora Road
Solon, OH 44139


                      RE: Amendment to Severance Agreement

Dear Jeffrey,

     The purpose of this letter is to memorialize in writing certain changes to
your Severance Agreement dated the 26th day of October, 1999 (the "Agreement"),
which changes, we, PVF Capital Corp. (the "Corporation") and Park View Federal
Savings Bank (the "Bank"), have agreed to. In accordance with the terms of the
Agreement, particularly Section 13 ("Amendments") thereof, please signify your
consent to these changes by executing this letter and returning it to the Bank.

     The changes we have agreed to are as follows:

1.   Section 3 ("Termination for Cause") of the Agreement shall be revised by
     deleting the second sentence in its entirety ("As used herein, "for cause"
     shall mean....") and inserting the following:

          For purposes of this Agreement, termination "for cause" shall mean
          only the following events: (i) personal dishonesty; (ii) incompetence;
          (iii) material breach of any provision of this Agreement; (iv) breach
          of fiduciary duty involving personal profit; (v) intentional failure
          to perform stated duties; (vi) a material breach of the reasonable
          policies and procedures for the operation of the Bank provided to the
          Executive by formal action of the Bank's Board of Directors; (vii)
          willful violation of any law, rule, regulation (other than a law, rule
          or regulation relating to a traffic violation or similar offense) or
          final cease-and-desist order; or (viii) willful misconduct.

2.   Section 12 ("Notices") of the Agreement shall be revised by deleting the
     Corporation and Bank addresses listed in subsection (a) and (b),
     respectively, and inserting the following:

     (a) If to the Corporation, to:

                               PVF Capital Corp.
                               Corporate Center
                               30000 Aurora Road
                               Solon, OH 44139





Amendment to Severance Agreement
January 29, 2001
Pg 2


     (b) If to the Bank, to:

                         Park View Federal Savings Bank
                         Corporate Center
                         30000 Aurora Road
                         Solon, OH 44139

     Please signify your acceptance of and agreement to the foregoing changes by
executing this letter in the space provided and returning it to the Bank. The
changes will become effective upon receipt by the Bank of this letter executed
by you.


                                     PVF CAPITAL CORP.

                                     By:  /s/ John R. Male
                                          --------------------------------------
                                          John R. Male
                                     Its: Chairman of the Board


PARK VIEW FEDERAL SAVINGS BANK

                                     By:  /s/ Stanley T. Jaros
                                          --------------------------------------
                                          Stanley T. Jaros
                                     Its: Chairman of the Compensation Committee

Accepted and agreed to this 29th day of January, 2001, by the undersigned
Executive.

                                     EXECUTIVE

                                          /s/ Jeffrey N. Male
                                          --------------------------------------
                                          Jeffrey N. Male


                                       2



                               SEVERANCE AGREEMENT
                                    AMENDMENT

     WHEREAS, PVF Capital Corp. (the "Corporation"), Park View Federal Savings
Bank (the "Bank"), and Jeffrey N. Male (the "Executive") previously entered into
a Severance Agreement, originally effective as of October 26, 1999 (the
"Agreement"); and

     WHEREAS, the parties desire to amend the Agreement to update the benefits
provided to the Executive and to provide the Executive with certain tax
indemnification in the event of a change in control of the Corporation and the
Bank; and

     WHEREAS, Section 13 of the Agreement provides for its amendment by means of
a written instrument signed by the parties.

     NOW, THEREFORE, the parties hereby agree to amend the Agreement as follows:

                                  FIRST CHANGE

     Section 6(a) of the Agreement shall be deleted in its entirety and replaced
with the following:

         (b) Upon the Executive's termination as a result of one of the events
             specified in this Paragraph 6, the Bank or Corporation shall pay to
             Executive, or in the event of his subsequent death, his beneficiary
             or beneficiaries, or his estate, as the case may be, a sum equal to
             three (3) times the Executive's annual compensation. For purposes
             of this paragraph, "annual compensation" shall be defined as the
             Executive's then current base salary plus annual incentive
             compensation for the calendar year immediately preceding the year
             in which the above-mentioned event occurs. Such payment shall be
             paid to the Executive in a lump sum within thirty (30) days of the
             Executive's date of termination. The amount payable to the
             Executive hereunder shall not be reduced for the time value of
             money or discounted to present value.

                                  SECOND CHANGE

     The following shall be added as Section 20 of the Agreement:

     20. TAX INDEMNIFICATION

         (a) For purposes of this Agreement, "Covered Benefits" shall mean any
             payment or benefit paid or provided to the Executive by the Bank,
             the Corporation or any affiliate or successor in interest (whether
             pursuant to this Agreement or otherwise) that, in the opinion of
             Tax Counsel (as defined below), might reasonably be expected to be
             subject to any excise tax (the "Excise Tax") imposed under Section
             4999 of the Internal Revenue Code of 1986, as





             amended (the "Code"). In the event that the Executive shall receive
             Covered Benefits, the Corporation shall pay to the Executive an
             additional amount (the "Gross-Up Payment"), so that the net amount
             retained by the Executive from the Gross-Up Payment, after
             deduction of any federal, state and local income taxes, Excise Tax,
             and FICA and Medicare withholding taxes on the Gross-Up Payment,
             shall be equal to the Excise Tax on the Covered Benefits. For
             purposes of determining the amount of the Excise Tax on the Covered
             Benefits, the amount of the Covered Benefits that shall be taken
             into account in calculating the Excise Tax shall be equal to (i)
             the Covered Benefits, less (ii) the amount of such Covered Benefits
             that, in the opinion of tax counsel selected by the Company and
             reasonably acceptable to the Executive ("Tax Counsel"), are not
             parachute payments (within the meaning of Section 280G(b)(1) of the
             Code).

         (b) For purposes of this Section 20, the Executive shall be deemed to
             pay federal income taxes at the highest marginal rate of federal
             income taxation in the calendar year in which the Excise Tax is
             payable and state and local income taxes at the highest marginal
             rate of taxation in the state and locality of the Executive's
             residence on the effective date of the Executive's termination, net
             of the reduction in federal income taxes which could be obtained
             from deduction of such state and local taxes. Except as otherwise
             provided herein, all determinations required to be made under this
             Section 20 shall be made by Tax Counsel, which determinations shall
             be conclusive and binding on the Executive, the Bank and the
             Corporation, absent manifest error.

         (c) The Corporation shall indemnify and hold the Executive harmless
             from losses, costs and expenses which the Executive incurs as a
             result of any administrative or judicial review of the Executive's
             liability under Section 4999 of the Code by the Internal Revenue
             Service or any comparable state agency, through and including a
             final judicial determination or final administrative settlement of
             any dispute arising out of the Executive's liability for the Excise
             Tax or otherwise relating to the classification for purposes of
             Section 280G of the Code of any of the Covered Benefits or other
             payment or benefit in the nature of compensation made or provided
             to the Executive by the Corporation. The Executive shall promptly
             notify the Corporation in writing whenever the Executive receives
             notice of the commencement of any judicial or administrative
             proceeding in which the federal tax treatment under Section 4999 of
             the Code of any amount paid or payable under this Agreement or
             otherwise is being reviewed or is in dispute (including a notice of
             audit or other inquiry concerning the reporting of the Executive's
             liability under Section 4999). The Corporation may assume control
             at its expense over all legal and accounting matters pertaining to
             such federal or state tax treatment of the Covered Benefits or any
             payment or benefit in the nature of compensation made or provided
             to the Executive by


                                       2


             the Corporation, and the Executive shall cooperate fully with the
             Corporation in any such proceeding. The Executive shall not enter
             into any compromise or settlement or otherwise prejudice any rights
             the Corporation may have in connection therewith without the prior
             consent of the Corporation. In the event that the Corporation
             elects not to assume control over such matters, the Corporation
             shall promptly reimburse the Executive for all expenses related
             thereto as and when incurred, upon presentation of appropriate
             documentation relating to such expenses.

     The parties hereby ratify the above changes and certify that, in all other
respects, the existing terms and provisions of the Agreement remain in full
force and effect.

     IN WITNESS WHEREOF, the Bank and the Corporation have caused this Amendment
to the Agreement to be executed by their duly authorized officers, and the
Executive has signed this Amendment, on the 30th day of April, 2007.


ATTEST:                             PVF CAPITAL CORP.


/s/ Terri Ann Grodell               By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors

ATTEST:                             PARK VIEW FEDERAL SAVINGS BANK


/s/ Terri Ann Grodell               By: /s/ Gerald A. Fallon
- ----------------------------           -----------------------------------------
                                       For the Board of Directors


WITNESS:                            EXECUTIVE

/s/ Carol S. Porter                 /s/ Jeffrey N. Male
- ----------------------------        --------------------------------------------
                                    Jeffrey N. Male


                                       3

EX-31.1

EXHIBIT 31.1
Certification

I, John R. Male, Chairman of the Board and Chief Executive Officer of PVF Capital Corp., certify that:

1.	I have reviewed this quarterly report on Form 10-Q 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 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: May 8, 2007

/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, President, Chief Operating Officer and Treasurer of PVF Capital Corp., certify that:

1.	I have reviewed this quarterly report on Form 10-Q 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 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: May 8, 2007

/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 the Registrant hereby certify that this Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 (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 Operating Officer
		and Treasurer

Date: May 8, 2007