SCHEDULE 14A INFORMATION
           PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
                    EXCHANGE ACT OF 1934 (AMENDMENT NO. ___)

Filed by the Registrant /_/
Filed by a Party other than the Registrant /_/


Check the appropriate box:
                                                        
/_/   Preliminary Proxy Statement                          /_/   Confidential, for Use of the
/X/   Definitive Proxy Statement                                 Commission Only (as permitted
/_/   Definitive Additional Materials                            by Rule 14a-6(e)(2))
/_/   Soliciting Material Pursuant to Section 240.14a-12

                                PVF CAPITAL CORP.
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                (Name of Registrant as Specified in Its Charter)


- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
 /X/   No fee required.
 /_/   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

       (1)   Title of each class of securities to which transaction applies:

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       (2)   Aggregate number of securities to which transaction applies:

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       (3)   Per unit price or other underlying value of transaction computed
             pursuant to Exchange Act Rule 0-11 (set forth the amount on which
             the filing fee is calculated and state how it was determined):

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       (4)   Proposed maximum aggregate value of transaction:

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       (5)   Total fee paid:

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/_/    Fee paid previously with preliminary materials:
                                                      --------------------------
/_/    Check box if any part of the fee is offset as provided by Exchange Act
       Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
       paid previously.  Identify the previous filing by registration statement
       number, or the Form or Schedule and the date of its filing.

       (1)   Amount Previously Paid:

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       (2)   Form, Schedule or Registration Statement No.:

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       (3)   Filing Party:

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       (4)   Date Filed:

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                       [LETTERHEAD OF PVF CAPITAL CORP.]




                               September 16, 2005




Dear Stockholder:

         We invite you to attend the Annual Meeting of Stockholders of PVF
Capital Corp. (the "Company") to be held at the Company's Corporate Center,
30000 Aurora Road, Solon, Ohio on Monday, October 17, 2005 at 10:00 a.m., local
time.

         The attached Notice of Annual Meeting and Proxy Statement describe the
formal business to be transacted at the meeting. During the meeting, we will
also report on the operations of the Company. Directors and officers of the
Company as well as representatives of Crowe Chizek and Company LLC, the
Company's independent auditors, will be present to respond to any questions the
stockholders may have.

         ON BEHALF OF THE BOARD OF DIRECTORS, WE URGE YOU TO SIGN, DATE AND
RETURN THE ENCLOSED PROXY CARD AS SOON AS POSSIBLE EVEN IF YOU CURRENTLY PLAN TO
ATTEND THE ANNUAL MEETING. Your vote is important, regardless of the number of
shares you own. This will not prevent you from voting in person but will assure
that your vote is counted if you are unable to attend the meeting.

                                            Sincerely,

                                            /s/ C. Keith Swaney

                                            C. Keith Swaney
                                            President





- --------------------------------------------------------------------------------

                                PVF CAPITAL CORP.
                                30000 AURORA ROAD
                                SOLON, OHIO 44139
                                 (440) 248-7171

- --------------------------------------------------------------------------------
                    NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
                         TO BE HELD ON OCTOBER 17, 2005
- --------------------------------------------------------------------------------

         NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders (the
"Meeting") of PVF Capital Corp. (the "Company") will be held at the Company's
Corporate Center, 30000 Aurora Road, Solon, Ohio at 10:00 a.m., local time, on
Monday, October 17, 2005.

         A Proxy Card and a Proxy Statement for the Meeting are enclosed.

         The Meeting is for the purpose of considering and acting upon:

                  1.   The election of four (4) directors of the Company for
                       two-year terms;

                  2.   The ratification of the appointment of Crowe Chizek and
                       Company LLC as independent certified public accountants
                       of the Company for the fiscal year ending June 30, 2006;
                       and

                  3.   The transaction of such other matters as may properly
                       come before the Meeting or any adjournments thereof.

         The Board of Directors is not aware of any other business to come
before the Meeting.

         Any action may be taken on any one of the foregoing proposals at the
Meeting on the date specified above or on any date or dates to which, by
original or later adjournment, the Meeting may be adjourned. Stockholders of
record at the close of business on September 6, 2005, are the stockholders
entitled to vote at the Meeting and any adjournments thereof.

         You are requested to fill in and sign the enclosed form of proxy which
is solicited by the Board of Directors and to mail it promptly in the enclosed
envelope. The proxy will not be used if you attend and vote at the Meeting in
person.

                                       BY ORDER OF THE BOARD OF DIRECTORS

                                       /s/ Jeffrey N. Male

                                       Jeffrey N. Male
                                       Secretary
Solon, Ohio
September 16, 2005

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IMPORTANT: THE PROMPT RETURN OF PROXIES WILL SAVE THE COMPANY THE EXPENSE OF
FURTHER REQUESTS FOR PROXIES IN ORDER TO INSURE A QUORUM. A SELF-ADDRESSED
ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE. NO POSTAGE IS REQUIRED IF MAILED IN
THE UNITED STATES.
- --------------------------------------------------------------------------------






- --------------------------------------------------------------------------------
                                 PROXY STATEMENT
                                       OF
                                PVF CAPITAL CORP.
                                30000 AURORA ROAD
                                SOLON, OHIO 44139

                         ANNUAL MEETING OF STOCKHOLDERS
                                OCTOBER 17, 2005
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
                                     GENERAL
- --------------------------------------------------------------------------------

         This Proxy Statement is furnished in connection with the solicitation
of proxies by the Board of Directors of PVF Capital Corp. (the "Company") to be
used at the Annual Meeting of Stockholders of the Company (the "Meeting") which
will be held at the Company's Corporate Center, 30000 Aurora Road, Solon, Ohio
on Monday, October 17, 2005 at 10:00 a.m., local time. The accompanying notice
of meeting and this Proxy Statement are being first mailed to stockholders on or
about September 16, 2005.


- --------------------------------------------------------------------------------
                       VOTING AND REVOCABILITY OF PROXIES
- --------------------------------------------------------------------------------

         Proxies solicited by the Board of Directors of the Company will be
voted in accordance with the directions given therein. WHERE NO INSTRUCTIONS ARE
GIVEN, PROPERLY EXECUTED PROXIES WHICH HAVE NOT BEEN REVOKED WILL BE VOTED "FOR"
THE NOMINEES FOR DIRECTOR SET FORTH BELOW AND IN FAVOR OF THE OTHER PROPOSAL SET
FORTH IN THIS PROXY STATEMENT FOR CONSIDERATION AT THE MEETING. The proxy
confers discretionary authority on the persons named therein to vote with
respect to the election of any person as a director where the nominee is unable
to serve or for good cause will not serve, and with respect to matters incident
to the conduct of the Meeting. If any other business is presented at the
Meeting, proxies will be voted by those named therein in accordance with the
determination of a majority of the Board of Directors. Proxies marked as
abstentions will not be counted as votes cast. In addition, shares held in
street name which have been designated by brokers on proxy cards as not voted
("broker no votes") will not be counted as votes cast. Proxies marked as
abstentions or as broker no votes, however, will be treated as shares present
for purposes of determining whether a quorum is present.

         Stockholders who execute the form of proxy enclosed herewith retain the
right to revoke such proxies at any time prior to exercise. Unless so revoked,
the shares represented by properly executed proxies will be voted at the Meeting
and all adjournments thereof. Proxies may be revoked at any time prior to
exercise by written notice to the Secretary of the Company at the address above
or by filing of a properly executed, later dated proxy. A proxy will not be
voted if a stockholder attends the Meeting and votes in person. The presence of
a stockholder at the Meeting in itself will not revoke such stockholder's proxy.

- --------------------------------------------------------------------------------
                 VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
- --------------------------------------------------------------------------------

         The securities which can be voted at the Meeting consist of shares of
the Company's common stock, $.01 par value per share (the "Common Stock").
Stockholders of record as of the close of business on September 6, 2005 (the
"Record Date") are entitled to one vote for each share of Common Stock then held
on all matters. As of the Record Date, 7,724,691 shares of the Common Stock were
issued and outstanding. The presence, in person or by proxy, of at least a
majority of the total number of shares of Common Stock outstanding and entitled
to vote will be necessary to constitute a quorum at the Meeting.

         Persons and groups beneficially owning in excess of 5% of the Common
Stock are required to file certain reports with respect to such ownership
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"). The following table sets forth, as of the Record Date, certain
information as to the Common Stock beneficially owned by the only persons known
to the Company to beneficially own more than 5% of the Common Stock, by each of
the Company's directors, by the non-director executive officer of the Company
named in the Summary Compensation Table set forth under the caption "Proposal I
- -- Election of Directors -- Executive Compensation -- Summary Compensation





Table," and by all executive officers and directors of the Company as a group.
All executive officers and directors of the Company have the Company's address.



                                                                                     PERCENT OF SHARES
NAME AND ADDRESS                                    AMOUNT AND NATURE OF              OF COMMON STOCK
OF BENEFICIAL OWNER                               BENEFICIAL OWNERSHIP (1)              OUTSTANDING
- -------------------                               ------------------------              -----------

PERSONS OWNING GREATER THAN 5%:
- ------------------------------
                                                                                    
Jeffrey L. Gendell                                        494,498 (2)                      6.40%
Tontine Financial Partners, L.P.
Tontine Management, L.L.C.
Tontine Overseas Associates, L.L.C.
55 Railroad Avenue, 3rd Floor
Greenwich, Connecticut  06830

Umberto Fedeli                                            387,200 (3)                      5.01
P.O. Box 318003
Independence, Ohio  44131

John R. Male                                              543,769 (4)                      7.02
30000 Aurora Road
Solon, Ohio  44139

NAME OF DIRECTORS
AND EXECUTIVE OFFICERS:
- ----------------------

DIRECTORS:
- ---------
Robert K. Healey                                           38,407 (5)                       *
Gerald A. Fallon                                           10,296                           *
Raymond J. Negrelli                                        21,476                           *
Stuart D. Neidus                                           53,147 (6)                       *
Stanley T. Jaros                                           27,315                           *
C. Keith Swaney                                           257,363 (7)                      3.31
Ronald D. Holman, II                                        8,360                           *

EXECUTIVE OFFICER:
- -----------------
Jeffrey N. Male                                           271,241 (8)                      3.50

All Executive Officers and Directors                    1,231,374                         15.61
   as a Group (9 persons)

- ---------------
*      Less than 1%.
(1)    In accordance with Rule 13d-3 under the Exchange Act, a person is deemed
       to be the beneficial owner, for purposes of this table, of any shares of
       Common Stock if he has or shares voting or investment power with respect
       to such Common Stock or has a right to acquire beneficial ownership at
       any time within 60 days from the Record Date. As used herein, "voting
       power" is the power to vote or direct the voting of shares and
       "investment power" is the power to dispose or direct the disposition of
       shares. Unless otherwise indicated, the beneficial owner has sole voting
       and investment power with respect to the listed shares. The amounts shown
       include 22,280, 12,191, 10,296, 10,296, 16,619, 16,619, 54,583, 8,360,
       14,849 and 166,093 shares that Directors John R. Male, Robert K. Healey,
       Gerald A. Fallon, Raymond J. Negrelli, Stuart D. Neidus, Stanley T.
       Jaros, C. Keith Swaney and Ronald D. Holman, II, Mr. Jeffrey N. Male, and
       all executive officers and directors as a group, respectively, have the
       right to acquire pursuant to options exercisable within 60 days of the
       Record Date.
(2)    According to their statement on Schedule 13D, as amended, filed on
       February 21, 2003, Jeffrey L. Gendell shares voting and dispositive power
       over the listed shares, Tontine Financial Partners, L.P. and Tontine
       Management, L.L.C. share voting and dispositive power with respect to
       440,992 shares and Tontine Overseas Associates, L.L.C. shares voting and
       dispositive power with respect to 53,506 shares. Amounts are adjusted for
       10% stock dividends paid on the Common Stock on August 29, 2003, August
       31, 2004 and August 31, 2005.


                                       2




(3)    According to his statement on Schedule 13D filed on June 10,  2004.
       Amounts are adjusted for 10% stock dividends paid on the Common Stock on
       August 31, 2004 and August 31, 2005.
(4)    Includes 32,071 shares held by the Bank's 401(k) Plan, as to which shares
       Mr. John R. Male has sole voting and shared investment power. Also
       includes 410,960 shares held by trusts of which Mr. John R. Male serves
       as trustee and as such has sole voting and investment power over such
       shares. The amount shown does not include 29,231 shares in which Mr. John
       R. Male has a pecuniary interest through this ownership of a limited
       partnership interest in a family limited partnership; he does not have or
       share voting or dispositive power over such shares.
(5)    Includes 26,216 shares held by a revocable trust for the benefit of Mr.
       Healey; Mr. Healey does not have or share voting or investment power over
       such shares. Does not include 97,313 shares held by an irrevocable trust
       for the benefit of Mr. Healey's wife, as to which shares Mr. Healey does
       not have or share voting or investment power.
(6)    Includes 149  shares as to which Mr. Neidus' wife has voting and
       investment power.
(7)    Includes 27,957 shares held by the Bank's 401(k) Plan, as to which shares
       Mr. Swaney has sole voting and shared investment power.
(8)    Includes 27,694 shares held by the Bank's 401(k) Plan, as to which shares
       Mr. Jeffrey N. Male has sole voting and shared investment power. Includes
       145,445 shares held by a revocable trust for the benefit of Mr. Jeffrey
       N. Male and 33,423 shares held by a revocable trust for the benefit of
       Mr. Jeffrey N. Male's wife; Mr. Jeffrey N. Male is co-trustee of such
       trusts and shares voting and investment power over such shares. Also
       includes 13,489 shares as to which Mr. Jeffrey N. Male's wife has voting
       and investment power. The amount shown does not include 29,231 shares in
       which Jeffrey N. Male has a pecuniary interest through this ownership of
       a limited partnership interest in a family limited partnership; he does
       not have or share voting or dispositive power over such shares.


- --------------------------------------------------------------------------------
                       PROPOSAL I -- ELECTION OF DIRECTORS
- --------------------------------------------------------------------------------

         The Company's Board of Directors is composed of eight members. The
Company's Articles of Incorporation require that, if the Board of Directors
consists of seven or eight members, directors be divided into two classes, as
nearly equal in number as possible, each class to serve for a two-year period
and until their successors are elected and qualified, with approximately
one-half of the directors elected each year. The Nominating Committee of the
Board of Directors has nominated John R. Male, Stanley T. Jaros, Raymond J.
Negrelli and Ronald D. Holman, II, all of whom are currently members of the
Board, to serve as directors for a two-year period and until their successors
are elected and qualified. Under Ohio law, directors are elected by a plurality
of the votes cast at the Meeting, I.E., the nominees receiving the highest
number of votes will be elected regardless of whether such votes constitute a
majority of the shares represented at the Meeting.

         YOUR BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE "FOR" THE ELECTION OF
JOHN R. MALE, STANLEY T. JAROS, RAYMOND J. NEGRELLI AND RONALD D. HOLMAN, II AS
DIRECTORS OF THE COMPANY.

         It is intended that the persons named in the proxies solicited by the
Board of Directors will vote for the election of the named nominees. If any
nominee is unable to serve, the shares represented by all valid proxies which
have not been revoked will be voted for the election of such substitute as the
Board of Directors may recommend or the size of the Board may be reduced to
eliminate the vacancy. At this time, the Board knows of no reason why any
nominee might be unavailable to serve.

         The following table sets forth the names of the Board's nominees for
election as directors of the Company and of those directors who will continue to
serve as such after the Meeting. Also set forth is certain other information
with respect to each person's age, the year he first became a director of the
Company or the Bank, and the expiration of his term as a director. Messrs.
Robert K. Healey and John R. Male were initially appointed as directors of the
Company in 1994 in connection with the Company's incorporation. All other
directors were appointed directors of the Company and the Bank in the years
indicated on the following table. There are no arrangements or understandings
between the Company and any director pursuant to which such person has been
elected a director of the Company, and no director is related to any other
director or executive officer by blood, marriage or adoption, except that John
R. Male, the Chairman of the Board and Chief Executive Officer of the Company
and the Bank, is the brother of Jeffrey N. Male, the Vice President and
Secretary of the Company, the Executive Vice President of the Bank, and Chief
Lending Officer. The following directors are "independent directors" as defined
under Nasdaq Rule 4200(a)(15): Gerald A. Fallon, Robert K. Healey, Ronald D.
Holman, II, Stanley T. Jaros, Raymond J. Negrelli and Stuart D. Neidus.


                                       3




                                          AGE               YEAR FIRST ELECTED              CURRENT
                                       AS OF THE            AS DIRECTOR OF THE               TERM
NAME                                  RECORD DATE           COMPANY OR THE BANK            TO EXPIRE
- ----                                  -----------           -------------------            ---------

                         BOARD NOMINEES FOR TERMS TO EXPIRE AT THE 2007 ANNUAL MEETING
                                                                                    
John R. Male                              57                      1981                       2005

Stanley T. Jaros                          60                      1997                       2005

Raymond J. Negrelli                       53                      2002                       2005

Ronald D. Holman, II                      45                      2003                       2005

                                     DIRECTORS CONTINUING IN OFFICE

Robert K. Healey                          80                      1973                       2006

Stuart D. Neidus                          54                      1996                       2006

C. Keith Swaney                           62                      2000                       2006

Gerald A. Fallon                          56                      2002                       2006



         PRESENTED BELOW IS CERTAIN INFORMATION CONCERNING THE DIRECTORS OF THE
COMPANY. UNLESS OTHERWISE STATED, ALL DIRECTORS HAVE HELD THE POSITIONS
INDICATED FOR AT LEAST THE PAST FIVE YEARS.

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

         STANLEY T. JAROS. Mr. Jaros is a partner in the law firm of Moriarty &
Jaros, P.L.L. He has served as a trustee of a number of Cleveland area nonprofit
organizations, and was a member of the Cleveland Landmarks Commission. Mr. Jaros
is a graduate of Brown University and Case Western Reserve Law School and
received an MBA from the University of Pennsylvania.

         RAYMOND J. NEGRELLI. Mr. Negrelli is an investor in and developer of
real estate, primarily retail and office properties, in northeast Ohio. He is
the President of Raymond J. Negrelli, Inc., a General Partner in Bay Properties
Co. and a General Partner of Landerbrook Co., all of which are based in Euclid,
Ohio. He is a member of the Community Leadership Council of Hillcrest Hospital,
Mayfield Heights, Ohio and a member of the Executive Committee of the Cuyahoga
County Republican Organization, and serves on various local public service and
charitable organizations.

         RONALD D. HOLMAN, II. Mr. Holman is a partner in the law firm of
Cavitch, Familo, Durkin & Frutkin in Cleveland, Ohio. In addition, from 1989 to
2000 he served as a legal analyst on various news shows for WEWS TV in
Cleveland, Ohio. Mr. Holman serves on the Boards of Directors for the following
nonprofit institutions: Florence Crittenton Services Fund of the Cleveland
Foundation (President from 1996 to 1998), 100 Black Men of Greater Cleveland,
Inc. (member of the Executive Committee and General Counsel since 1998), and
Shaker Heights Alumni Association. He has also served as Chair of the Center for
Families and Children, and Treasurer of the Dartmouth Club of Northeastern Ohio.
Mr. Holman is a graduate of Dartmouth College and Columbia University School of
Law.


                                       4




         ROBERT K. HEALEY. Mr. Healey currently is retired. He had been employed
from 1961 to 1987 by Leaseway Transportation Corp. and most recently served as
Executive Vice President -- Managed Controlled Transportation. He formerly
served on the Boards of Trustees of St. Vincent Charity Hospital, New Direction,
Western Reserve Historical Society, the Woodruff Foundation and Glen Oak School.

         STUART D. NEIDUS. Mr. Neidus currently holds the position of Chairman
and Chief Executive Officer of Anthony & Sylvan Pools Corporation, a company
that operates in the leisure industry and is one of the nation's largest
in-ground residential concrete swimming pool installers. Prior to this position,
he served as Executive Vice President and Chief Financial Officer of Essef
Corporation from September 1996 until Anthony & Sylvan's split-off from Essef in
August 1999. At Premier Industrial Corporation he held various positions from
1992 until 1996, most recently as Executive Vice President until the company was
acquired by Farnell Electronics plc. Prior to that, Mr. Neidus spent 19 years
with the international accounting firm of KPMG LLP, serving as an audit partner
from 1984 until 1992. He has served as a board member and on advisory committees
of many nonprofit and civic organizations over the years.

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

         GERALD A. FALLON. Mr. Fallon was Executive Vice President and Manager
of Capital Markets for KeyBank, NA, Cleveland, Ohio, from December 1994 through
March 2001, and Senior Managing Director of Capital Markets for McDonald
Investment Inc., Cleveland, Ohio, from November 1998 through March 2001. He
currently serves as a director of Digital Lightwave, Inc., a corporation with a
class of securities registered under Section 12 of the Securities Exchange Act
of 1934, and as an advisory director of Logos Communications, Inc., a privately
held company. He serves as a director of the Bratenahl Land Conservancy and as a
director of the Bratenahl Village Audit Committee.

MEETINGS AND COMMITTEES OF THE BOARD OF DIRECTORS

         The Boards of Directors of the Company and the Bank conduct their
business through meetings of the respective Boards and their committees. During
the year ended June 30, 2005, the Company's Board of Directors held 11 meetings
and the Bank's Board of Directors held 13 meetings. No current director attended
fewer than 75% of the total aggregate meetings of the Company's Board of
Directors and committees on which such Board member served during the year ended
June 30, 2005.

         AUDIT COMMITTEE. The Company has a separately designated Audit
Committee established in accordance with Section 3(a)(58)(A) of the Exchange
Act. The Audit Committee met periodically to examine and approve the audit
report prepared by the independent auditors of the Company and its subsidiaries,
to review and appoint the independent auditors to be engaged by the Company, to
review the internal audit function and internal accounting controls and to
review and approve the conflict of interest policy. The members of the Audit
Committee are Directors Stuart D. Neidus, Robert K. Healey and Ronald D. Holman,
II. All of the members of the Audit Committee are independent within the meaning
of the National Association of Securities Dealers, Inc.'s listing standards. The
Company's Board of Directors has determined that one member of the Audit
Committee, Stuart D. Neidus, qualifies as an "audit committee financial expert"
as defined in Section 401(h) of Regulation S-K promulgated by the U.S.
Securities and Exchange Commission. Director Neidus is "independent," as such
term is defined in Item 7(d)(3)(iv)(A) of Schedule 14A under the Exchange Act.
The Company's Board of Directors has adopted a written charter for the Audit
Committee, which was attached as Appendix A to the Company's definitive proxy
materials distributed in connection with the Company's 2004 annual meeting of
stockholders. The Audit Committee met nine times during the year ended June 30,
2005.

                                       5




         NOMINATING COMMITTEE. The Board of Directors' Nominating Committee
nominates directors to be voted on at the Annual Meeting and recommends nominees
to fill any vacancies on the Board of Directors. The Nominating Committee
consists of Directors Ronald D. Holman, II, Gerald A. Fallon and Raymond J.
Negrelli. The members of the Nominating Committee are "independent directors" as
defined in Nasdaq listing standards. The Board of Directors has adopted a
Charter for the Nominating Committee, which was attached as Appendix B to the
Company's definitive proxy materials distributed in connection with the
Company's 2004 annual meeting of stockholders. The Nominating Committee met
twice during the year ended June 30, 2005.

         It is the policy of the Nominating Committee to consider director
candidates recommended by security holders who appear to be qualified to serve
on the Company's Board of Directors. Any stockholder wishing to recommend a
candidate for consideration by the Nominating Committee as a possible director
nominee for election at an upcoming annual meeting of stockholders must provide
written notice to the Nominating Committee of such stockholder's recommendation
of a director nominee no later than July 1 preceding the annual meeting of
stockholders. Notice should be provided to: Jeffrey N. Male, Secretary, PVF
Capital Corp., 30000 Aurora Road, Solon, Ohio 44139. Such notice must contain
the following information:

        o      The name of the person recommended as a director candidate;

        o      All information relating to such person that is required to be
               disclosed in solicitations of proxies for election of directors
               pursuant to Regulation 14A under the Securities Exchange Act of
               1934, as amended;

        o      The written consent of the person being recommended as a director
               candidate to being named in the proxy statement as a nominee and
               to serving as a director if elected;

        o      As to the shareholder making the recommendation, the name and
               address, as he or she appears on the Company's books, of such
               shareholder; provided, however, that if the shareholder is not a
               registered holder of the Company's common stock, the shareholder
               should submit his or her name and address, along with a current
               written statement from the record holder of the shares that
               reflects ownership of the Company's common stock; and

        o      A statement disclosing whether such shareholder is acting with or
               on behalf of any other person and, if applicable, the identity of
               such person.

         In its deliberations, the Nominating Committee considers a candidate's
personal and professional integrity, knowledge of the banking business and
involvement in community, business and civic affairs, and also considers whether
the candidate would provide for adequate representation of the Bank's market
area. Any nominee for director made by the Nominating Committee must be highly
qualified with regard to some or all the attributes listed in the preceding
sentence. In searching for qualified director candidates to fill vacancies in
the Board, the Nominating Committee solicits the Company's then current
directors for the names of potential qualified candidates. Moreover, the
Nominating Committee may ask its directors to pursue their own business contacts
for the names of potentially qualified candidates. The Nominating Committee
would then consider the potential pool of director candidates, select a
candidate based on the candidate's qualifications and the Board's needs, and
conduct a thorough investigation of the proposed candidate's background to
ensure there is no past history that would cause the candidate not to be
qualified to serve as a director of the Company. In the event a stockholder has
submitted a proposed nominee, the Nominating Committee would consider the
proposed nominee in the same manner in which the Nominating Committee would
evaluate nominees for director recommended by directors.

         With respect to nominating an existing director for re-election to the
Board of Directors, the Nominating Committee will consider and review an
existing director's Board and committee attendance and performance; length of
Board service; experience, skills and contributions that the existing director
brings to the Board; and independence.


                                       6


         COMPENSATION COMMITTEE. The Compensation Committee consists of
directors Gerald A. Fallon, Stuart D. Neidus and Robert K. Healey. The Committee
evaluates the compensation and fringe benefits of the directors, officers and
employees, recommends changes and monitors and evaluates employee morale. The
Compensation Committee met five times during the year ended June 30, 2005.

         BOARD POLICIES REGARDING COMMUNICATIONS WITH THE BOARD OF DIRECTORS AND
ATTENDANCE AT ANNUAL MEETINGS. The Board of Directors maintains a process for
stockholders to communicate with the Board of Directors. Stockholders wishing to
communicate with the Board of Directors should send any communication to Jeffrey
N. Male, Secretary, PVF Capital Corp., 30000 Aurora Road, Solon, Ohio 44139. All
communications that relate to matters that are within the scope of the
responsibilities of the Board and its Committees are to be presented to the
Board no later than its next regularly scheduled meeting. Communications that
relate to matters that are within the responsibility of one of the Board
Committees are also to be forwarded to the Chair of the appropriate Committee.
Communications that relate to ordinary business matters that are not within the
scope of the Board's responsibilities, such as customer complaints, are to be
sent to the appropriate officer. Solicitations, junk mail and obviously
frivolous or inappropriate communications are not to be forwarded, but will be
made available to any director who wishes to review them.

         Directors are expected to prepare themselves for and to attend all
Board meetings, the Annual Meeting of Stockholders and the meetings of the
Committees on which they serve, with the understanding that on occasion a
director may be unable to attend a meeting. Seven of the eight members of the
Board of Directors attended the Company's 2004 Annual Meeting of Stockholders.

COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION

         OVERVIEW AND PHILOSOPHY. The Company's executive compensation policies
are established by the Compensation Committee of the Board of Directors (the
"Committee") composed of three outside directors. The Committee is responsible
for developing the Company's executive compensation policies. The Company's
President, under the direction of the Committee, implements the Company's
executive compensation policies. The Committee's objectives in designing and
administering the specific elements of the Company's executive compensation
program are as follows:

         o        To link executive compensation rewards to increases in
                  shareholder value, as measured by favorable long-term
                  operating results and continued strengthening of the Company's
                  financial condition.

         o        To provide incentives for executive officers to work towards
                  achieving successful annual results as a step in achieving the
                  Company's long-term operating results and strategic
                  objectives.

         o        To correlate, as closely as possible, executive officers'
                  receipt of compensation with the attainment of specified
                  performance objectives.

         o        To maintain a competitive mix of total executive compensation,
                  with particular emphasis on awards related to increases in
                  long-term shareholder value.

         o        To attract and retain top performing executive officers for
                  the long-term success of the Company.

         o        To facilitate stock ownership through the granting of stock
                  options.

         In furtherance of these objectives, the Committee has determined that
there should be three specific components of executive compensation: base
salary, a cash bonus plan and a stock option plan designed to provide long-term
incentives through the facilitation of stock ownership in the Company.

         BASE SALARY. The Committee makes recommendations to the Board
concerning executive compensation on the basis of surveys of salaries paid to
executive officers of other savings bank holding companies, non-diversified
banks and other financial institutions similar in size, market capitalization
and other characteristics. The Committee's objective is to provide for base
salaries that are competitive with those paid by the Company's peers.

                                       7




         MANAGEMENT INCENTIVE COMPENSATION PLAN. The Company maintains a
formula-based bonus plan (the "Management Incentive Compensation Plan"), which
provides for annual cash incentive compensation based on achievement of a
combination of individual and Company and Bank performance objectives. Under the
Management Incentive Compensation Plan, at the beginning of the fiscal year, the
Committee establishes target performance measures for the Company. The relevant
performance measure is return on equity ("ROE"). In addition, the Committee
establishes individual performance goals for each employee. Bonuses are
determined at the end of the fiscal year based on actual Company performance
relative to previously established performance goals and a rating given to each
employee reflecting the employee's success in achieving his or her specific
individual performance goals established at the beginning of the year. The
bonuses that would be paid to each of the three highest ranking executive
officers and to the Company's other officers are based on actual Company
performance. The Company's three most senior executive officers can receive a
maximum bonus equal to 150% of base salary. The Company's other officers can
receive a maximum bonus equal to 40% of base salary.

         STOCK OPTIONS. The Committee believes that stock options are an
important element of compensation because they provide executives with
incentives linked to the performance of the Common Stock. The Company awards
stock options as a means of providing employees the opportunity to acquire a
proprietary interest in the Company and to link their interests with those of
the Company's stockholders. Options are granted with an exercise price equal to
the market value of the Common Stock on the date of grant, and thus acquire
value only if the Company's stock price increases. Although there is no specific
formula, in determining the level of option awards, the Committee takes into
consideration the same Company, Bank and stock price performance criteria
considered under the Management Incentive Compensation Plan, as well as
individual performance.

         In addition to the three primary components of executive compensation
described above, the Committee believed it fair and appropriate to provide for a
reasonable level of financial security for its long-standing senior executive
officer team consisting of John R. Male, Chairman of the Board and Chief
Executive Officer of the Company and the Bank, C. Keith Swaney, President, Chief
Operating Officer and Treasurer of the Company and President, Chief Operating
Officer and Chief Financial Officer of the Bank, and Jeffrey N. Male, the Vice
President and Secretary of the Company and the Executive Vice President of the
Bank. In consultation with an outside consultant, the Compensation Committee
determined to implement a supplemental executive retirement plan, the only
current participants in which are John R. Male, C. Keith Swaney and Jeffrey N.
Male, and to enter into severance agreements with each of those three executive
officers. A description of the supplemental executive retirement plan and the
severance agreements is set forth below under "-- Executive Compensation --
Severance Agreements" and "-- Supplemental Executive Retirement Plan." The
severance agreements are intended to provide the three executive officers with a
reasonable level of financial security in the event of a change in control of
the Company or the Bank, and the supplemental executive retirement plan is
intended to provide the three executive officers with retirement income that
increases with each year of service to the Bank with full vesting occurring upon
the attainment of age 65.

         COMPENSATION OF THE CHIEF EXECUTIVE OFFICER. The Committee determines
the Chief Executive Officer's compensation on the basis of several factors. In
determining Mr. John R. Male's base salary, the Committee conducted surveys of
compensation paid to chief executive officers of similarly situated savings
banks and non-diversified banks and other financial institutions of similar
size. The Committee believes that Mr. Male's base salary is generally
competitive with or below the average salary paid to executives of similar rank
and expertise at banking institutions which the Committee considered to be
comparable.

         Mr. Male received bonus compensation under the Management Incentive
Compensation Plan in fiscal year 2005 based on the Company's ROE and earnings
per share and increases in the market price of the Common Stock and Mr. Male's
achievement of individual performance goals based on the formula set forth
above.


                                       8




         The Committee believes that the Company's executive compensation
program serves the Company and its shareholders by providing a direct link
between the interests of executive officers and those of shareholders generally
and by helping to attract and retain qualified executive officers who are
dedicated to the long-term success of the Company.

                                           MEMBERS OF THE COMPENSATION COMMITTEE

                                                                Gerald A. Fallon
                                                                Robert K. Healey
                                                                Stuart D. Neidus

COMPARATIVE STOCK PERFORMANCE GRAPH

         The graph and table which follow show the cumulative total return on
the Common Stock during the period from June 30, 2000 through June 30, 2005 with
(1) the total cumulative return of all companies whose equity securities are
traded on the Nasdaq Stock Market and (2) the total cumulative return of banking
companies traded on the Nasdaq Stock Market. The comparison assumes $100 was
invested on June 30, 2000 in the Common Stock and in each of the foregoing
indices and assumes reinvestment of dividends. The stockholder returns shown on
the performance graph are not necessarily indicative of the future performance
of the Common Stock or of any particular index.

                       CUMULATIVE TOTAL STOCKHOLDER RETURN
                  COMPARED WITH PERFORMANCE OF SELECTED INDEXES
                       June 30, 2000 through June 30, 2005


[Line graph appears here depicting the cumulative total stockholder return of
$100 invested in the Common Stock as compared to $100 invested in all companies
whose equity securities are traded on the Nasdaq stock market and $100 invested
in banking companies whose equity securities are traded on the Nasdaq stock
market. Line graph begins at June 30, 2000 and plots the cumulative total
stockholder return at June 30, 2000, 2001, 2002, 2003, 2004 and 2005. Plot
points are provided below.]




- -----------------------------------------------------------------------------------------------------------------
                           06/30/00        06/30/01         06/30/02       6/30/03         6/30/04       6/30/05
- -----------------------------------------------------------------------------------------------------------------
                                                                                       
PVF CAPITAL CORP.           $100.00         $118.26          $148.10       $186.91         $236.67       $216.21
- -----------------------------------------------------------------------------------------------------------------
NASDAQ                       100.00           54.29            36.99         41.07           51.76         52.32
- -----------------------------------------------------------------------------------------------------------------
NASDAQ BANKS                 100.00          138.86           155.80        158.17          189.58        202.39
- -----------------------------------------------------------------------------------------------------------------




                                               9




EXECUTIVE COMPENSATION

         SUMMARY COMPENSATION TABLE. The following table sets forth the cash and
noncash compensation for fiscal 2005 awarded to or earned by the Company's Chief
Executive Officer and other executive officers whose total salary and bonus for
fiscal 2005 exceeded $100,000. No other executive officer of the Company or the
Bank earned salary and bonus in fiscal 2005 exceeding $100,000 for services
rendered in all capacities to the Company and its subsidiaries.



                                                                        LONG-TERM
                                                                       COMPENSATION
                                                                     ----------------
                                                                         AWARDS
                                                                     ----------------
                                           ANNUAL COMPENSATION (1)      SECURITIES          ALL
    NAME AND                     FISCAL    -----------------------      UNDERLYING         OTHER
PRINCIPAL POSITION               YEAR      SALARY           BONUS       OPTIONS (2)     COMPENSATION
- ------------------               ----      ------           -----       -----------     ------------
                                                                          
John R. Male                     2005      $226,021       $132,223         4,620         $187,389 (3)
  Chairman of the Board          2004       226,021        246,962         5,082          207,616
  Chief Executive Officer of     2003       221,590        154,686         5,590          190,691
  the Company and the Bank

C. Keith Swaney                  2005      $172,379       $ 84,035         3,960         $227,717 (3)
  President and Chief Operating  2004       172,379        156,959         4,356          245,918
  Officer of the Company and     2003       168,999         98,313         4,791          226,484
  the Bank, Treasurer of the
  Company and Chief Financial
  Officer of the Bank

Jeffrey N. Male                  2005      $139,229       $ 67,874         3,080         $ 86,566 (3)
  Vice President and Secretary   2004       139,229        126,775         3,388          100,302
  of the Company and Executive   2003       136,499         79,406         3,726           90,767
  Vice President of the Bank


- ---------------------
(1)      Executive officers of the Company receive indirect compensation in the
         form of certain perquisites and other personal benefits. The amount of
         such benefits received by each named executive officer in fiscal 2005
         did not exceed 10% of the executive officer's salary and bonus.
(2)      Adjusted for 10% stock dividends on the Company's Common Stock paid on
         August 30, 2002, August 29, 2003, August 31, 2004 and August 31, 2005.
(3)      Consists of $25,200 and $25,200 in directors' fees paid to John R. Male
         and C. Keith Swaney, respectively, $2,979, $4,273 and $2,718 of
         premiums on disability insurance policies paid for the benefit of John
         R. Male, C. Keith Swaney and Jeffrey N. Male, respectively, $6,900,
         $11,340 and $5,470 of premiums on life insurance policies paid for the
         benefit of John R. Male, C. Keith Swaney and Jeffrey N. Male,
         respectively, $3,793, $4,334 and $4,040 of matching contributions paid
         by the Company pursuant to the Company's 401(k) plan for the benefit of
         John R. Male, C. Keith Swaney and Jeffrey N. Male, respectively,
         $144,170, $179,255 and $71,666 accrued for the benefit of John R. Male,
         C. Keith Swaney and Jeffrey N. Male, respectively, pursuant to the
         Bank's Supplemental Executive Retirement Plan, and $4,347, $3,315 and
         $2,677 in payments made to John R. Male, C. Keith Swaney and Jeffrey N.
         Male, respectively, pursuant to a plan under which employees who have
         more than 20 years of service receive additional annual compensation
         equal to one week's salary.



                                       10




         OPTION GRANTS IN LAST FISCAL YEAR. The following table contains
information concerning the grant of stock options during the year ended June 30,
2005 to the executive officers named in the Summary Compensation Table set forth
above.


                                                                                            POTENTIAL REALIZABLE
                          NUMBER OF        PERCENT OF TOTAL                                   VALUE AT ASSUMED
                         SECURITIES         OPTIONS GRANTED                                 ANNUAL RATES OF STOCK
                         UNDERLYING          TO EMPLOYEES       EXERCISE     EXPIRATION      PRICE APPRECIATION
NAME                 OPTIONS GRANTED (1)    IN FISCAL YEAR      PRICE (1)       DATE         FOR OPTION TERM (2)
- ----                 -------------------    --------------      ---------    ----------    ---------------------
                                                                                              5%           10%
                                                                                           --------     ---------
                                                                                       
John R. Male               4,620                 10.7%           $13.64      11/01/2009    $10,118       $29,245
C. Keith Swaney            3,960                 10.1             12.40      11/01/2014     30,888        78,250
Jeffrey N. Male            3,080                  7.9             13.64      11/01/2009      6,745        19,496

- --------------------------
(1)   Amounts are adjusted to reflect the 10% stock dividend paid on the Common
      Stock on August 31, 2005. All options become exercisable at the rate of
      20% per year, with the first 20% having become exercisable on November 1,
      2004, the date of grant, and an additional 20% becoming exercisable on
      each anniversary thereafter.
(2)   Represents the difference between the aggregate exercise price of the
      options and the aggregate value of the underlying Common Stock at the
      expiration date of the options assuming the indicated annual rate of
      appreciation in the value of the Common Stock as of the date of grant,
      November 1, 2004, based on the closing sale price of the Common Stock as
      quoted on the Nasdaq SmallCap Market on October 29, 2004 (the last
      practicable trading date prior to November 1, 2004) adjusted for the 10%
      stock dividend paid on the Common Stock on August 31, 2005.

         During the past ten full fiscal years, the Company has not adjusted or
amended the exercise price of stock options previously awarded to a named
executive officer, whether through amendment, cancellation or replacement
grants, except as necessary to adjust the exercise price upon the Company's
payment of stock dividends so as not to change the economic benefit of
previously granted options.

         OPTION EXERCISES IN LAST FISCAL YEAR AND YEAR-END OPTION VALUES. The
following table sets forth information concerning option exercises during fiscal
year 2005 and the value of options held at the end of fiscal year 2005 by the
Company's Chief Executive Officer and other officers named in the Summary
Compensation Table set forth above.


                                                                    NUMBER OF                        VALUE OF
                                                              SECURITIES UNDERLYING                UNEXERCISED
                            NUMBER OF                          UNEXERCISED OPTIONS             IN-THE-MONEY OPTIONS
                             SHARES                           AT FISCAL YEAR-END (3)          AT FISCAL YEAR-END (4)
                           ACQUIRED ON        VALUE           ----------------------          ----------------------
NAME                       EXERCISE (1)    REALIZED (2)     EXERCISABLE/UNEXERCISABLE       EXERCISABLE/UNEXERCISABLE
- ----                       ------------    ------------     -------------------------       -------------------------
                                                                                    
John R. Male                   6,764          $36,052             17,989/ 10,215                $  65,761/$11,519
C. Keith Swaney                  --              --               50,908/  8,753                  280,561/ 12,202
Jeffrey N. Male                4,509           24,032             11,989/  6,811                   43,829/  7,681

- -------------------
(1)      Not adjusted for the subsequent 10% stock dividend paid on August 31,
         2005.
(2)      Calculated based on the product of: (a) the number of shares acquired
         on exercise, and (b) the difference between the fair market value of
         the underlying Common Stock on the exercise date, determined based on
         the average of the closing bid and asked prices on the exercise date,
         and the exercise price of the options.
(3)      Adjusted for a 10% stock dividend paid on the Common Stock on
         September 1, 1997, a 50% stock dividend paid on the Common Stock on
         August 17, 1998, a 10% stock dividend paid on the Common Stock on
         September 7, 1999, a 10% stock dividend paid on the Company's Common
         Stock on September 1, 2000, a 10% stock dividend paid on the Common
         Stock on August 31, 2001, a 10% stock dividend paid on the Common Stock
         on August 30, 2002, a 10% stock dividend paid on the Common Stock on
         August 29, 2003, a 10% stock dividend paid on the Common Stock on
         August 31, 2004 and a 10% dividend paid on the Common Stock on August
         31, 2005.
(4)      Calculated based on the product of: (a) the number of shares subject to
         options, and (b) the difference between the fair market value of the
         underlying Common Stock at June 30, 2005, determined based on $13.18,
         the last closing bid price on June 30, 2005 of the Common Stock on the
         Nasdaq SmallCap Market adjusted to $11.98 to reflect the effect of the
         10% stock dividend paid on the Common Stock on August 31, 2005, and the
         exercise price of the options.

                                       11



         SEVERANCE AGREEMENTS. The Company and the Bank have entered into
severance agreements (the "Severance Agreements") with John R. Male, C. Keith
Swaney and Jeffrey N. Male (each of whom is referred to as an "Executive"). The
Severance Agreements are for terms of three years. On each anniversary date from
the date of commencement of the Severance Agreements, the term of the Agreements
will be extended for an additional one-year period beyond the then effective
expiration date upon a determination by the Board of Directors that the
performance of each Employee has met the required performance standards.

         The Severance Agreements provide that in the event of an Executive's
involuntary termination of employment, or voluntary termination for "good
reason," within one year following a "change in control" of the Bank or the
Company other than for "cause," the Executive will receive the following
benefits: (i) a payment equal to two times the Executive's annual compensation
(base salary plus annual incentive compensation) for the year preceding the year
in which termination occurred, payable in a lump sum within 30 days following
termination; (ii) the Bank or the Company shall cause the Executive to become
fully vested in any benefit plans, programs or arrangements in which the
Executive participated, and the Bank will 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; and (iii) the Executive will receive
continued life, health and disability insurance coverage substantially identical
to the coverage maintained by the Bank or the Company for the Executive prior to
termination until the earlier of the Executive's employment with another
employer or 12 months following termination. "Change in control" is defined
generally in the Severance Agreements as: (i) the acquisition, by any person or
persons acting in concert of the power to vote more than 25% of the Company's
voting securities or the acquisition by a person of the power to direct the
Company's management or policies; (ii) the merger of the Company with another
corporation on a basis whereby less than 50% of the total voting power of the
surviving corporation is represented by shares held by former shareholders of
the Company prior to the merger; or (iii) the sale by the Company of the Bank or
substantially all its assets to another person or entity. In addition, a change
in control occurs when, during any consecutive two-year period, directors of the
Company or the Bank at the beginning of such period cease to constitute a
majority of the Board of Directors of the Company or the Bank, unless the
election of replacement directors was approved by a two-thirds vote of the
initial directors then in office. "Good reason" is defined in the Severance
Agreements as any of the following events: (i) a change in the Executive's
status, title, position or responsibilities which, in the Executive's reasonable
judgment, does not represent a promotion, the assignment to the executive of any
duties or responsibilities which, in the Executive's reasonable judgment, are
inconsistent with his status, title, position or responsibilities, or the
removal of the Executive from or failure to reappoint him to any of such
positions other than for cause; (ii) materially reducing the Executive's base
compensation as then in effect; (iii) the relocation of the Executive's
principal place of employment to a location that is more than 35 miles from the
location where the Executive previously was principally employed; (iv) the
failure to provide the Executive with benefits substantially similar to those
provided to him under existing employee benefit plans, or materially reducing
any benefits or depriving the Executive of any material fringe benefit; (v)
death; or (vi) disability prior to retirement. In the event that an Executive
prevails over the Company or the Bank in a legal dispute as to the Severance
Agreement, he will be reimbursed for his legal and other expenses.

         SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN. Effective July 1, 1998, the
Bank adopted a Supplemental Executive Retirement Plan (the "SERP"), which is
designed to pay retirement benefits from the general assets of the Bank to
eligible employees of the Bank. Eligibility to participate in the SERP is
limited to employees of the Bank who are designated by the Compensation
Committee of the Bank's Board of Directors. Currently, the employees designated
to participate in the SERP are John R. Male, C. Keith Swaney and Jeffrey N. Male
(the "Participants").

         Under the SERP, commencing upon a Participant's retirement after
reaching age 65, or earlier if approved by the Compensation Committee, he will
receive a benefit equal to 60% of "final pay" reduced by any benefits payable
under the Bank's qualified retirement plans. "Final pay" is defined as the
Participant's highest year's combined salary and target bonus (under the
Management Incentive Compensation Plan) during the Participant's last five years
of employment with the Bank. The Participant will vest in the SERP plan benefits
each year, on a pro rata basis, beginning with the one year anniversary date of
the effective date that the Participant becomes eligible to participate in the
SERP and continuing with each succeeding annual anniversary date until
attainment of age 65. Upon attainment of age 65 and provided that he has
remained continuously in the employ of the Bank, the Participant will be fully
vested. A Participant becomes fully vested prior to age 65 upon death or
disability or upon a "change in control," as defined above under "-- Severance
Agreements." Payments under the SERP continue for the lifetime of the
Participant or for the joint lives of the Participant and his spouse if
actuarially converted to the "actuarial equivalent" joint and survivor annuity.
In addition, benefits are paid in the form of a single life annuity or, upon the
request of the Participant and approval of the Compensation Committee, converted


                                       12



to the "actuarial equivalent" single lump sum distribution. "Actuarial
equivalent" is defined as a payment or payments equal in the aggregate to the
value at the applicable date of the benefit determined actuarially on the basis
of the current Pension Benefit Guarantee Corporation ("PBGC") interest rate and
the mortality table then in use by the PBGC. The Participant loses all benefits
under the SERP in the event his employment with the Bank is terminated for
cause.

DIRECTORS' COMPENSATION

         The Bank pays each member of the Board of Directors an annual retainer
of $25,200. In addition, directors may receive a fee of $2,500 per day for
attendance at day-long special Board events such as Board retreats. No
additional fees are paid by the Company for attendance at Board of Directors
meetings.

         In addition, nonemployee directors are eligible to participate in the
PVF Capital Corp. 2000 Incentive Stock Option and Deferred Compensation Plan,
and the Board of Directors has adopted a schedule for option grants such that
shortly following each annual meeting of stockholders, each nonemployee director
who served as such at the closing of the annual meeting will be granted
nonqualified options to acquire 1,000 shares of Common Stock. Pursuant to this
schedule, options to acquire 1,100 shares of Common Stock were granted on
November 1, 2004 to nonemployee Directors Jaros, Neidus, Healey, Fallon,
Negrelli and Holman. The numbers of options granted set forth above are adjusted
for a 10% stock dividend paid on the Common Stock on August 31, 2005. All the
options have a term of 10 years, became exercisable immediately upon grant and
have an exercise price equal to the fair market value of the Common Stock on the
date of grant.

INDEBTEDNESS OF MANAGEMENT

         Under applicable law, the Bank's loans to directors and executive
officers must be made on substantially the same terms, including interest rates,
as those prevailing for comparable transactions with non-affiliated persons, and
must not involve more than the normal risk of repayment or present other
unfavorable features. Furthermore, loans above the greater of $25,000 or 5% of
the Bank's capital and surplus (i.e., up to $3.8 million at June 30, 2005) to
such persons must be approved in advance by a disinterested majority of the
Bank's Board of Directors.

         The Bank has a policy of offering loans to officers and directors and
employees in the ordinary course of business, on substantially the same terms,
including interest rates and collateral, as those prevailing at the time for
comparable transactions with other persons. These loans do not involve more than
the normal risk of collectibility or present other unfavorable features.

CERTAIN BUSINESS RELATIONSHIPS

         Mr. Stanley T. Jaros, a director of the Company, is a partner with the
law firm of Moriarty & Jaros, P.L.L., which performed services for the Company
and the Bank during the fiscal year ended June 30, 2005 and proposes to perform
services during the fiscal year ending June 30, 2006. Fees paid by the Company
and the Bank to Moriarty & Jaros, P.L.L. during the fiscal year ended June 30,
2005 totaled approximately $142,013.

         Mr. Raymond J. Negrelli, a director of the Company, is a 50% owner of
Bay Properties Co., an Ohio general partnership. Bay Properties Co. is a 50%
owner and general partner of Park View Plaza, Ltd. ("PVP"), an Ohio limited
partnership formed to develop and operate a 10,000 square foot retail plaza
located in Cleveland, Ohio. PVF Service Corporation, a wholly owned subsidiary
of the Company, is a 25% owner and limited partner of PVP. The Bank maintains a
branch office in the retail plaza owned and operated by PVP, and during the year
ended June 30, 2005, the Bank paid a total of $61,332 in rent and operating cost
reimbursements to PVP. For the fiscal year ending June 30, 2006, the Company
estimates that it will pay a total of $59,600 in rent and operating cost
reimbursements to PVP. Bay Properties Co. is also a 50% owner of Park View
Center, LLC ("PVC"), an Ohio limited liability company formed to develop and
operate an 8,200 square foot office building located in Mayfield Heights, Ohio.
The Bank is a tenant of the office building and leases a 3,000 square foot unit
with an automated teller machine in the office building owned and operated by
PVC, and during the year ended June 30, 2005, the Bank made capital investments
totaling $70,600 in PVC. For the fiscal year ending June 30, 2006, the Company
estimates that it will pay a total of $71,300 in rent and operating cost
reimbursements to PVC.
                                       13




- --------------------------------------------------------------------------------
                             AUDIT COMMITTEE REPORT
- --------------------------------------------------------------------------------

         The Audit Committee has reviewed and discussed the audited financial
statements of the Company with management and has discussed with Crowe Chizek
and Company LLC ("Crowe Chizek"), the Company's independent auditors, the
matters required to be discussed under Statements on Auditing Standards No. 61
("SAS 61"). In addition, the Audit Committee has received from Crowe Chizek the
written disclosures and the letter required to be delivered by Crowe Chizek
under Independence Standards Board Standard No. 1 ("ISB Standard No. 1") and has
met with representatives of Crowe Chizek to discuss the independence of the
auditing firm.

         The Audit Committee has reviewed the non-audit services currently
provided by the Company's independent auditor and has considered whether the
provision of such services is compatible with maintaining the independence of
the Company's independent auditors.

         Based on the Audit Committee's review of the financial statements, its
discussion with Crowe Chizek regarding SAS 61, and the written materials
provided by Crowe Chizek under ISB Standard No. 1 and the related discussion
with Crowe Chizek of their independence, the Audit Committee has recommended to
the Board of Directors that the audited financial statements of the Company be
included in its Annual Report on Form 10-K for the year ended June 30, 2005 for
filing with the Securities and Exchange Commission.

                                                             THE AUDIT COMMITTEE

                                                                Stuart D. Neidus
                                                                Robert K. Healey
                                                            Ronald D. Holman, II

- --------------------------------------------------------------------------------
             PROPOSAL II -- RATIFICATION OF APPOINTMENT OF AUDITORS
- --------------------------------------------------------------------------------

         The Audit Committee of the Board of Directors has renewed the Company's
arrangements with Crowe Chizek and Company LLC, independent public accountants,
to be its auditors for the 2006 fiscal year, subject to ratification by the
Company's stockholders. A representative of Crowe Chizek and Company LLC will be
present at the Meeting to respond to stockholders' questions and will have the
opportunity to make a statement if he or she so desires.

         THE APPOINTMENT OF THE AUDITORS MUST BE APPROVED BY A MAJORITY OF THE
VOTES CAST BY THE STOCKHOLDERS OF THE COMPANY AT THE MEETING. THE BOARD OF
DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" THE APPROVAL OF THE
APPOINTMENT OF AUDITORS.

- --------------------------------------------------------------------------------
                              INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------

         Crowe Chizek and Company LLC served as the Company's independent
auditors for the 2005 and 2004 fiscal years. For the years ended June 30, 2005
and 2004, the Company was billed by Crowe Chizek and Company LLC for fees
aggregating $156,450 and $65,970, respectively. Such fees were comprised of the
following:

AUDIT FEES

         During the fiscal years ended June 30, 2005 and 2004, the aggregate
fees billed for professional services rendered for the audit of the Company's
annual financial statements and the reviews of the financial statements included
in the Company's Quarterly Reports on Form 10-Q filed during the fiscal years
ended June 30, 2005 and 2004 were $143,550 and $34,625, respectively, which were
paid to Crowe Chizek and Company LLC.




                                       14




AUDIT-RELATED FEES

         The aggregate fees billed by the Company's independent auditors for
audit-related services for the fiscal year ended June 30, 2005 and 2004 were
$11,750 and $14,600, respectively. Such fees were for review of the Form 10-K
and SAS 71 quarterly review.

TAX FEES

         No fees were billed to the Company by the Company's independent
auditors for tax services for the fiscal years ended June 30, 2005 and 2004.

ALL OTHER FEES

         The aggregate fees billed by the Company's independent auditors for
services not included above were $1,150 and $16,745, respectively, for the
fiscal years ended June 30, 2005 and 2004. The fee for fiscal year 2005 related
to license renewal for automated work papers internal auditing and the fee for
fiscal year 2004 related to the 401(k) plan audit and other miscellaneous
matters.

- --------------------------------------------------------------------------------
             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
- --------------------------------------------------------------------------------

         Pursuant to regulations promulgated under the Exchange Act, the
Company's officers, directors and persons who own more than 10% of the
outstanding Common Stock ("Reporting Persons") are required to file reports
detailing their ownership and changes of ownership in such Common Stock
(collectively, "Reports"), and to furnish the Company with copies of all such
Reports. Based solely on its review of the copies of such Reports or written
representations that no such Reports were necessary that the Company received
during the past fiscal year or with respect to the last fiscal year, management
believes that during the fiscal year ended June 30, 2005, all of the Reporting
Persons complied with these reporting requirements.

- --------------------------------------------------------------------------------
                                  OTHER MATTERS
- --------------------------------------------------------------------------------

         The Board of Directors is not aware of any business to come before the
Meeting other than those matters described above in this Proxy Statement and
matters incident to the conduct of the Meeting. However, if any other matters
should properly come before the Meeting, it is intended that proxies in the
accompanying form will be voted in respect thereof in accordance with the
determination of a majority of the Board of Directors.

- --------------------------------------------------------------------------------
                                  MISCELLANEOUS
- --------------------------------------------------------------------------------

         The cost of soliciting proxies will be borne by the Company. The
Company will reimburse brokerage firms and other custodians, nominees and
fiduciaries for reasonable expenses incurred by them in sending proxy materials
to the beneficial owners of Common Stock. In addition to solicitations by mail,
directors, officers and regular employees of the Company may solicit proxies
personally or by telegraph or telephone without additional compensation. The
Company has retained Georgeson Shareholder, a proxy soliciting firm, to assist
in the solicitation of proxies, for which they will receive a fee of $900.

         The Company's Annual Report to Stockholders, including financial
statements, is being mailed to all stockholders of record as of the close of
business on the Record Date. Any stockholder who has not received a copy of such
Annual Report may obtain a copy by writing to the Secretary of the Company. Such
Annual Report is not to be treated as a part of the proxy solicitation material
or as having been incorporated herein by reference.



                                       15





- --------------------------------------------------------------------------------
                              STOCKHOLDER PROPOSALS
- --------------------------------------------------------------------------------

         Under the Company's First Amended and Restated Articles of
Incorporation, stockholder proposals must be submitted in writing to the
Secretary of the Company at the address stated later in this paragraph no less
than thirty days nor more than sixty days prior to the date of such meeting;
provided, however, that if less than forty days' notice of the meeting is given
to stockholders, such written notice shall be delivered or mailed, as
prescribed, to the Secretary of the Company not later than the close of business
on the tenth day following the day on which notice of the meeting was mailed to
stockholders. For consideration at the Annual Meeting, a stockholder proposal
must be delivered or mailed to the Company's Secretary no later than September
26, 2005. In order to be eligible for inclusion in the Company's proxy materials
for next year's Annual Meeting of Stockholders, any stockholder proposal to take
action at such meeting must be received at the Company's executive office at
30000 Aurora Road, Solon, Ohio 44139, no later than May 19, 2006. Any such
proposal shall be subject to the requirements of the proxy rules adopted under
the Exchange Act.

                                         BY ORDER OF THE BOARD OF DIRECTORS

                                         /s/ Jeffrey N. Male

                                         Jeffrey N. Male
                                         Secretary

Solon, Ohio
September 16, 2005


- --------------------------------------------------------------------------------
                           ANNUAL REPORT ON FORM 10-K
- --------------------------------------------------------------------------------

         A COPY OF THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR
ENDED JUNE 30, 2005 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION WILL BE
FURNISHED WITHOUT CHARGE TO STOCKHOLDERS AS OF THE RECORD DATE UPON WRITTEN
REQUEST TO: CORPORATE SECRETARY, PVF CAPITAL CORP., 30000 AURORA ROAD, SOLON,
OHIO 44139.
- --------------------------------------------------------------------------------



                                       16





































                               PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING.
- ------------------------------------------------------------------------------------------------------------------------
PVF CAPITAL CORP.                                                                                        REVOCABLE PROXY

THIS PROXY WILL BE VOTED AS DIRECTED,  BUT IF NO  INSTRUCTIONS  ARE SPECIFIED,  THIS PROXY WILL BE VOTED FOR EACH OF THE
NOMINEES FOR DIRECTOR  LISTED ABOVE AND FOR THE OTHER  PROPOSITIONS  STATED.  IF ANY OTHER  BUSINESS IS PRESENTED AT THE
ANNUAL MEETING, THIS PROXY WILL BE VOTED BY THOSE NAMED IN THIS PROXY IN ACCORDANCE WITH THE DETERMINATION OF A MAJORITY
OF THE BOARD OF DIRECTORS. AT THE PRESENT TIME, THE BOARD OF DIRECTORS KNOWS OF NO OTHER BUSINESS TO BE PRESENTED AT THE
ANNUAL MEETING. THIS PROXY CONFERS  DISCRETIONARY  AUTHORITY ON THE HOLDERS THEREOF TO VOTE WITH RESPECT TO THE ELECTION
OF ANY PERSON AS DIRECTOR WHERE THE NOMINEE IS UNABLE TO SERVE OR FOR GOOD CAUSE WILL NOT SERVE AND MATTERS  INCIDENT TO
THE CONDUCT OF THE ANNUAL MEETING.

The Board of Directors recommends a vote "FOR" each of the nominees and "FOR" the other proposition stated.
  
1.   The election as directors for two-year terms of all nominees listed below.

     Nominees:  Ronald D. Holman, II     Stanley T. Jaros     John R. Male     Raymond J. Negrelli

          /_/ FOR (except as marked to the contrary below)      /_/ VOTE WITHHELD

     INSTRUCTION:  TO WITHHOLD YOUR VOTE FOR ANY INDIVIDUAL NOMINEE, INSERT THAT NOMINEE'S NAME ON THE LINE PROVIDED BELOW.

     ----------------------------------------------------------------------------------------------------------------------

2.   Proposal to ratify the appointment of Crowe Chizek and Company LLC as independent certified public accountants of the Company
     for the fiscal year ending June 30, 2006.

         /_/  FOR           /_/  AGAINST          /_/  ABSTAIN


                                     (CONTINUED AND TO BE SIGNED ON REVERSE SIDE.)






PVF CAPITAL CORP.
c/o National City Bank
Corporate Trust Operations
Locator 5352
P.O. Box 92301
Cleveland, OH 44101-4301
- --------------------------






                                                 YOUR VOTE IS IMPORTANT

                             Regardless of whether you plan to attend the Annual Meeting of

                            Stockholders, you can be sure your shares are represented at the

                           meeting by promptly returning your proxy in the enclosed envelope.


                               PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING.
- ------------------------------------------------------------------------------------------------------------------------
                                                   PVF CAPITAL CORP.
                                             ANNUAL MEETING OF STOCKHOLDERS
                                   THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS

The  undersigned  hereby  appoints  Robert K.  Healey,  Stuart  D.  Neidus  and  Gerald A.  Fallon  with full  powers of
substitution,  to act as attorneys  and proxies for the  undersigned,  to vote all shares of common stock of PVF Capital
Corp. (the "Company")  which the undersigned is entitled to vote at the Annual Meeting of Stockholders  (the "Meeting"),
to be held at the Company's Corporate Center, 30000 Aurora Road, Solon, Ohio, on Monday, October 17, 2005 at 10:00 a.m.,
local time, and at any and all adjournments thereof.


Should the undersigned be present and elect to vote at the Meeting or at any adjournment  thereof and after notification
to the Secretary of the Company at the Meeting of the stockholder's  decision to terminate this proxy, then the power of
said attorneys and proxies shall be deemed terminated and of no further force and effect.

THE UNDERSIGNED ACKNOWLEDGES RECEIPT FROM THE COMPANY PRIOR TO THE EXECUTION OF THIS PROXY OF A NOTICE OF ANNUAL MEETING
OF STOCKHOLDERS, A PROXY STATEMENT DATED SEPTEMBER 16, 2005 AND AN ANNUAL REPORT TO STOCKHOLDERS.


                                                                               Dated:                             , 2005
                                                                                     -----------------------------

                                                                               -----------------------------------------
                                                                               Signature of stockholder

                                                                               -----------------------------------------
                                                                               Signature of stockholder if held jointly.
                                                                               Please sign  exactly as your name appears
                                                                               hereon.   When   signing   as   attorney,
                                                                               executor,   administrator,   trustee   or
                                                                               guardian, please give your full title. If
                                                                               shares  are  held  jointly,  each  holder
                                                                               should sign.


           PLEASE COMPLETE, DATE, SIGN AND MAIL THIS PROXY PROMPTLY IN THE ENCLOSED POSTAGE-PREPAID ENVELOPE.