UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K

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

Date of report (Date of earliest event reported)   November 16, 2004

                              River Valley Bancorp
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             (Exact Name of Registrant as Specified in Its Charter)

            Indiana                        000-21765              35-1984567
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(State or Other Jurisdiction       (Commission File Number)     (IRS Employer
     of Incorporation)                                       Identification No.)

430 Clifty Drive, P.O. Box 1590, Madison, Indiana                  47250-0590
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    (Address of Principal Executive Offices)                       (Zip Code)

                                 (812) 273-4949
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              (Registrant's Telephone Number, Including Area Code)

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          (Former Name or Former Address, if Changed Since Last Report)



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

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

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

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

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








Item 1.01  Entry into a Material Definitive Agreement.

     On  March  15,  2005,  the  Board of  Directors  of  River  Valley  Bancorp
considered  and  approved an increase  in the  meeting  fees paid to  Directors.
Specifically,  the fee will increase from $250 per meeting  attended to $500 per
meeting  attended,  effective  as of April 20,  2005,  the date of River  Valley
Bancorp's Annual Meeting of Shareholders.

     On February 15, 2005,  the Board of Directors  considered  and approved the
First  Amendment of the Director  Deferred  Compensation  Master  Agreement (the
"Amendment").  The purpose of the  Amendment is to bring the  Director  Deferred
Compensation  Master  Agreement into  compliance with the American Jobs Creation
Act of  2004  by,  among  other  things,  tracking  the  new  tax  legislation's
definitions of disability, financial hardship, and change in control, conforming
to new limitations and distribution requirements imposed by the tax legislation,
and  providing  for a lump sum payment of  benefits  upon a change in control of
River Valley  Financial  Bank. The Amendment will apply to benefits which accrue
after  December 31, 2004. A copy of the Amendment is attached  hereto as Exhibit
10.1 and incorporated herein by this reference.

     On November  16,  2004,  the Board of  Directors  considered  and  approved
payment of a year-end  bonus to the  employees of River Valley  Financial  Bank,
including  a bonus in the  amount of $2,803  payable  on  December  10,  2004 to
Matthew P. Forrester,  the President and Chief Executive Officer of River Valley
Bancorp and River Valley Financial Bank.

Item 5.02 Departure of Directors or Principal  Officers;  Election of Directors;
Appointment of Principal Officers.

     Jonnie L. Davis (age 70),  who has been a member of the Board of  Directors
of River  Valley  Bancorp  since  1997,  will be  retiring  as a Director at the
conclusion of her current term,  effective April 20, 2005, at the Annual Meeting
of  Shareholders.  Ms.  Davis is  retiring  because no person age 70 or older is
eligible for election or  re-election  to the Board of Directors of River Valley
Bancorp.


Item 9.01  Financial Statements and Exhibits.

     (c) Exhibits

          10.1 First  Amendment of the  Director  Deferred  Compensation  Master
               Agreement, dated February 15, 2005







                                   SIGNATURES

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

Date: March 21, 2005                  RIVER VALLEY BANCORP

                                      By: /s/ Larry C. Fouse
                                         ---------------------------------------
                                         Larry C. Fouse, Treasurer and
                                         Chief Financial Officer









                                  EXHIBIT INDEX

Exhibit Number                   Exhibit Description

10.1      First  Amendment  of  the  Director   Deferred   Compensation   Master
          Agreement, dated February 15, 2005