Mail Stop 4561
September 20, 2005
Patrice M. Lima
Vice President, Controller
Blue River Bancshares, Inc.
29 East Washington Street
Shelbyville, Indiana 46176
Re: Blue River Bancshares, Inc.
Item 4.02 Form 8-K
Filed April 20, 2005
Form 10-KSB for the fiscal year ended
December 31, 2004
Forms 10-QSB for quarterly periods ended
March 31, 2005 and June 30, 2005
File No. 000-24501
Dear Ms. Lima:
We have reviewed your response letter dated August 30, 2005
and
have considered the supplemental information provided by the
company.
We have the following additional comments. Where indicated, we
think
you should revise your documents in response to these comments.
If
you disagree, we will consider your explanation as to why our
comment
is inapplicable or a revision is unnecessary. Please be as
detailed
as necessary in your explanation.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or any other aspect
of
our review. Feel free to call us at the telephone numbers listed
at
the end of this letter.
Form 8-K Item 4.02 Filed April 20, 2005
General
1. Please file in EDGAR your response letters dated August 23 and
August 30, 2005 related to the review of this filing.
2. We note your response to the first bullet of prior comment 1
and
the background information provided in your response letter dated
August 30, 2005. Please file an amended Form 8-K to include a
brief
description of the facts and events from the date of discovery of
the
SFAS 91 error to your conclusion on April 14, 2005 regarding the
non-
reliance on previously issued financial statements. In your
revised
disclosure, specify the date on which the auditors informed you of
the error and include disclosure similar to that presented in page
2
of your response letter. Specifically address why a Form 8-K Item
4.02 was not filed at the time of your 2004 Form 10-KSB filing.
3. We have reviewed your response to prior comment 2 and note
that
you have filed restated financial statements for the quarters
ended
March 31, 2004 and June 30, 2004 in your Forms 10-QSB for the
first
two quarters in 2005. Please file restated financial statements in
an
amended Form 10-QSB for the quarter ended September 30, 2004 to
disclose the correction of an error in accordance with paragraph
37
of APB Opinion No. 20.
Form 10-KSB For The Fiscal Year Ended December 31, 2004
Item 7. Financial Statements
4. We note your response to the second and third bullets of our
prior
comment 1. Please revise to disclose the following in the notes to
the financial statements:
* identify the changes that were implemented in 2004 to your
standard
deferred cost procedures; and
* quantify the aggregate effect of the year-end adjustments that
were
made in the fourth quarter of 2004 to correctly report SFAS 91
cost
deferrals in your 2004 financial statements, in accordance with
paragraph 31 of APB 28.
Item 8A. Controls And Procedures
Evaluation Of Disclosure Controls And Procedures, page 21
5. We have reviewed your response to prior comment 3 and continue
to
believe that the current disclosure does not meet the requirements
of
Item 307 of Regulation S-B. Please revise to expressly state
whether
or not the CEO and Controller concluded that your disclosure
controls
and procedures as of the end of the period covered by the report
are
effective or ineffective.
Forms 10-Q For The Quarterly Periods Ended March 31, 2005 And June
30, 2005
Item 1. Financial Statements
6. Please revise to label as `restated` columns for the quarterly
periods in 2004 that have been restated.
Item 3. Controls And Procedures
Evaluation Of Disclosure Controls And Procedures, page 21
7. We have reviewed your response to prior comments 4, 5 and 6 and
continue to believe that current disclosures do not expressly
state
unqualified conclusions of your CEO and Controller with respect to
the effectiveness of disclosure controls and procedures at the
"reasonable assurance" level. Accordingly we reissue our prior
comments.
As appropriate, please amend your filings and respond to
these
comments within five business days or tell us when you will
respond.
You may wish to provide us with
marked copies of the amendments to expedite our review. Please
furnish a cover letter with your amendments that keys your
responses
to our comments and provides any
requested information. Detailed cover letters greatly facilitate
our
review. Please understand that we may have additional comments
after
reviewing your amendments and responses to our comments.
Questions may be directed to Chris Harley at (202) 551-3695
or
me at (202) 551- 3423.
Sincerely,
Amit Pande
Assistant Chief Accountant
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Ms. Patrice Lima
Vice President, Controller
Blue River Bancshares, Inc.
September 20, 2005
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