UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 20, 2000 MFB Corp. (Exact name of registrant as specified in its charter) INDIANA (State or other jurisdiction of incorporation) 0-23374 35-1907258 (Commission File Number) (IRS Employer Identification No.) 121 South Church Street Post Office Box 528 Mishawaka, Indiana 46544 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (219) 255-3146 Item 5. Other Events. Pursuant to General Instruction F to Form 8-K, the press release issued April 20, 2000 concerning the Second Quarter Earnings and cash dividend announcement is incorporated herein by reference and is attached hereto as Exhibit 1. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit 1 -- Press Release dated April 20, 2000. 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 hereunto duly authorized. _______________________________________ Timothy C. Boenne, Vice President Dated: April 20, 2000 April 20, 2000 Point of Contact: Charles J. Viater MFB Corp. ANNOUNCES SECOND QUARTER EARNINGS AND QUARTERLY DIVIDEND Mishawaka, Indiana - MFB Corp. (NASDAQ/MFBC),(the "Corporation"), parent company of MFB Financial (the "Bank"), today reported consolidated net income of $724,000 or $ .51 diluted earnings per common share for the three months ended March 31, 2000, compared to $594,000 or $ .40 diluted earnings per common share for the three months ended March 31, 1999, an earnings per share increase of 27.50%. Net income for the six months ended March 31, 2000 was $1,413,000 or $ .99 diluted earnings per share compared to $1,257,000 or $ .86 diluted earnings per share for the six months ended March 31, 1999, representing a 15.1% year to date earnings per share increase. Net interest income after provision for loan losses for the most recent three and six month periods totaled $2.8 million and $5.6 million compared to $2.3 million and $4.6 million for the same periods one year ago. During the three months ended March 31, 2000 total interest income increased by $937,000 compared to the same period one year ago, primarily as a result of increased volumes of loans receivable, particularly commercial and consumer loans. Commercial and consumer loan receivables, including home equity and second mortgage loans, increased $42.1 million and mortgage loan receivables increased $28.0 million from March 31, 1999 to March 31, 2000. Total interest expense increased $383,000 reflecting the growth in savings account deposits. For the six months ended March 31, 2000 total interest income increased $1.5 million while total interest expense increased $441,000. Noninterest income increased from $286,000 and $590,000 for the three and six months ended March 31, 1999 to $302,000 and $659,000 for the most recent three and six month periods. These increases are primarily due to fees generated from the increasing number of core deposit account relationships and income generated from the Bank's trust department formed in 1999. Noninterest expenses increased from $1.6 million during the three months ended March 31, 1999 to $2.0 million during the three months ended March 31, 2000, and from $3.1 million to $4.0 million for the comparable six month periods. The noninterest expense increases are primarily attributable to staffing increases, renovated facilities to support lending operations, expenses associated with the opening of a new full service office during the first quarter of 2000, and expenses incurred in the offering of additional services to the Banks' customers. The Corporation has increased total assets from $346.5 million as of September 30, 1999 to $382.6 million as of March 31, 2000, an increase of $36.1 million (or 10.4%). Total net loans increased from $277.5 million to $307.8 million during this same six month period, an increase of $30.3 million (or 10.9%). The loan growth has been funded primarily by the growth in total savings deposits, securities sold under agreements to repurchase and additional borrowings through Federal Home Loan Bank advances. Total shareholders' equity increased from $31.2 million as of September 30, 1999 to $31.5 million as of March 31, 2000 mainly from net income of $1.4 million offset by the repurchase of 39,600 shares of outstanding common stock during this period at a cost of $700,000, cash dividend payments of $262,000 and a $256,000 adjustment to reflect the decrease in the market value of securities available for sale, net of tax. While achieving substantial growth, the Corporation continues to maintain asset quality that compares favorably to its industry peer group. The ratio of nonperforming assets to total assets as of March 31, 2000 was .05% compared to .05% as of March 31, 1999. In addition, MFB Corp. announced today that the Corporation has declared a cash dividend of $ .095 per share of Common Stock for the quarter ended March 31, 2000. The dividend is payable on May 16, 2000 to holders of record on May 2, 2000. The Bank is a wholly owned subsidiary of MFB Corp. providing retail and small business financial services to the Michiana area through its main office in Mishawaka and six banking centers located in St. Joseph and Elkhart counties. MFB CORP. AND SUBSIDIARY Consolidated Balance Sheets (Unaudited) March 31, 2000 and September 30, 1999 (in thousands) March 31, September 30, 2000 1999 ASSETS Cash and due from financial institutions $ 7,996 $ 6,316 Interest-bearing deposits in other financial institutions - short term 1,029 5,746 Total cash and cash equivalents 9,025 12,062 Interest-bearing time deposits in other financial institutions - 1,000 Securities available-for-sale 32,347 38,170 Securities held to maturity 18,738 3,984 Federal Home Loan Bank (FHLB) stock, at cost 5,711 5,511 Loans held for sale, net 4,180 8,062 Loans receivable, net 303,614 269,464 Accrued interest receivable 1,617 1,364 Premises and equipment, net 4,653 4,414 Mortgage Servicing Rights, net 446 412 Investment in limited partnership 1,168 1,213 Other assets 1,116 798 Total Assets $382,615 $346,454 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities Deposits Noninterest-bearing demand deposits $ 10,653 $ 7,358 Savings, NOW and MMDA deposits 59,383 52,409 Other time deposits 164,721 141,640 Total deposits 234,757 201,407 Securities sold under agreements to repurchase 7,958 6,566 Other borrowings 104,726 104,226 Advances from borrowers for taxes and insurance 2,340 2,111 Accrued expenses and other liabilities 1,303 962 Total Liabilities 351,084 315,272 Shareholders' Equity Common Stock, 5,000,000 shares authorized; shares issued: 1,689,417-3/31/00 and 9/30/99 shares outstanding: 1,380,449 - 3/31/00, 1,420,049 - 9/30/99 13,071 13,016 Retained earnings - substantially restricted 26,571 25,420 Accumulated other comprehensive income (loss), net of tax (974) (718) Unearned Employee Stock Ownership Plan (ESOP) shares (123) (223) Treasury Stock,308,968 common shares-3/31/00 269,368 common shares-9/30/99 (7,014) (6,313) Total shareholders' equity 31,531 31,182 Total Liabilities and Shareholders' Equities $382,615 $346,454 MFB CORP. AND SUBSIDIARY Consolidated Statement of Income (Unaudited) Three Months and Six Months Ended March 31, 2000 and 1999 (in thousands) Three Months Six Months Ended March 31 Ended March 31 2000 1999 2000 1999 Total interest income $6,894 $5,957 $13,413 $11,917 Total interest expense 3,972 3,589 7,656 7,215 Net interest income 2,922 2,368 5,757 4,702 Provision for loan losses 80 45 155 90 Net interest income after provision for loan losses 2,842 2,323 5,602 4,612 Total non-interest income 302 286 659 590 Total non-interest expense 1,985 1,594 3,995 3,061 Income before income taxes 1,159 1,015 2,266 2,141 Income tax expense 435 421 853 884 Net Income $724 $594 $1,413 $1,257 Basic Earnings per common share $ .52 $ .42 $ 1.00 $ .88 Diluted Earnings per common share $ .51 $ .40 $ .99 $ .86