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): OCTOBER 18, 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 October 18, 2000 concerning the Annual 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 October 18, 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: October 20, 2000 October 18, 2000 Point of Contact: Charles J. Viater MFB CORP. ANNOUNCES ANNUAL EARNINGS AND QUARTERLY DIVIDEND Mishawaka, Indiana - MFB Corp. (NASDAQ/MFBC),(the "Corporation"), parent company of MFB Financial (the "Bank"), today reported consolidated net income on an unaudited basis of $2.8 million or $1.98 diluted earnings per share for the fiscal year ended September 30, 2000 compared to $2.2 million of $1.51 diluted earnings per share for the year ended September 30, 1999, representing a 31.1% year to date earnings per share increase. Net income for the three months ended September 30, 2000 was $558,000 or $ .40 diluted earnings per common share compared to $582,000 or $ .41 diluted earnings per common share for the comparable period ended September 30, 1999. Net interest income after provision for loan losses for the most recent three and twelve month periods totaled $2.4 million and $10.9 million compared to $2.6 million and $9.6 million for the same periods one year ago. During the three months ended September 30, 2000 total interest income increased by $1.4 million compared to the same period one year ago. This increase was due to both increased volumes of loans receivable, particularly commercial and consumer loans, and higher yields generated on the entire loan portfolio. Commercial and consumer loan receivables, including home equity and second mortgage loans, increased $53.7 million from September 30, 1999 to September 30, 2000. Total interest expense increased $912,000 during the three months ended September 30, 2000, as compared to the same period a year ago, reflecting the growth in deposits and borrowed funds. For the twelve months ended September 30, 2000 total interest income increased $4.3 million while total interest expense increased $2.0 million. The provision for loan and lease losses is determined in conjunction with management's review and evaluation of current economic conditions,changes in the character and size of the loan and lease portfolio, delinquencies (current status as well as past and anticipated trends) and adequacy of collateral securing delinquencies, historical and estimated net charge-offs and other pertinent information. During the fiscal year ended September 30, 2000 the Bank experienced significant growth in the commercial loan portfolio. Total commercial loans at September 30, 2000 were $91.1 million compared to $47.4 million at September 30, 1999, a 92.2% increase. In addition, the Bank continued to improve its loan review and risk assessment procedures. Based on these factors, management concluded that an increase in the provision for loan and lease losses was appropriate and a one-time $600,000 addition was made to the allowance for loan losses reserve during the quarter ended September 30, 2000. Noninterest income increased from $372,000 and $1.2 million for the three and twelve months ended September 30, 1999 to $623,000 and $1.8 million for the most recent three and twelve month periods. These increases are primarily due to fees generated from the increasing number of core deposit account relationships, income generated from the Bank's trust department, net gains from loan sales and the servicing fees retained on these sold loans. Noninterest expenses increased from $1.9 million during the three months ended September 30, 1999 to $2.1 million during the three months ended September 30, 2000, and from $7.0 million to $8.3 million for the comparable twelve 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 Bank's customers. The Corporation has increased total assets from $346.5 million as of September 30, 1999 to $396.0 million as of September 30, 2000, an increase of $49.5 million (or 14.3%). Total net loans increased from $277.5 million to $322.0 million during this same twelve month period, an increase of $44.5 million (or 16.0%). The loan growth has been funded primarily by the growth in deposits and additional borrowings through Federal Home Loan Bank advances. Total shareholders' equity increased from $31.2 million as of September 30, 1999 to $32.5 million as of September 30, 2000 mainly from net income of $2.8 million offset by the repurchase of 61,600 shares of outstanding common stock during this period at a cost of $1.1 million and cash dividend payments of $553,000. 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 September 30, 2000 was .02% compared to .06% as of September 30, 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 September 30, 2000. The dividend is payable on November 14, 2000 to holders of record on October 31, 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) September 30, 2000 and September 30, 1999 (in thousands) September 30, September 30, 2000 1999 ASSETS Cash and due from financial institutions $ 9,693 $ 6,316 Interest-bearing deposits in other financial institutions - short term 4,851 5,746 Total cash and cash equivalents 14,544 12,062 Interest-bearing time deposits in other financial institutions - 1,000 Securities available-for-sale 40,663 38,170 Securities held to maturity 1,000 3,984 Federal Home Loan Bank (FHLB) stock, at cost 6,308 5,511 Loans held for sale, net 6,626 8,062 Loans receivable, net 315,374 269,464 Accrued interest receivable 1,895 1,363 Premises and equipment, net 4,688 4,413 Mortgage servicing rights, net 611 412 Investment in limited partnership 2,948 1,213 Other assets 1,371 798 TOTAL ASSETS $396,028 $346,454 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities Deposits Noninterest-bearing demand deposits $ 11,802 $ 7,358 Savings, NOW and MMDA deposits 56,569 52,409 Other time deposits 171,023 141,640 Total deposits 239,394 201,407 Securities sold under agreements to repurchase 9,143 6,566 Other borrowings 112,152 104,226 Advances from borrowers for taxes and insurance 2,116 2,111 Accrued expenses and other liabilities 684 962 Total Liabilities 363,489 315,272 Shareholders' Equity Common Stock, 5,000,000 shares authorized; shares issued: 1,689,417 - 9/30/00 and 9/30/99 shares outstanding: 1,358,449 - 9/30/00, 1,420,049 - 9/30/99 13,136 13,016 Retained earnings-substantially restricted 27,711 25,420 Accumulated other comprehensive income (loss), net of tax (892) (718) Unearned Employee Stock Ownership Plan (ESOP) shares - (223) Treasury Stock, 330,968 common shares-9/30/00 269,368 common shares - 9/30/99 (7,416) (6,313) Total shareholders' equity 32,539 31,182 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITIES $396,028 $346,454 MFB CORP. AND SUBSIDIARY CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) THREE MONTHS AND TWELVE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (in thousands) Three Months Ended Twelve Months Ended September 30, September 30, 2000 1999 2000 1999 Total interest income $7,696 $6,262 $28,514 $24,254 Total interest expense 4,538 3,625 16,473 14,448 Net interest income 3,158 2,637 12,041 9,806 Provision for loan losses 761 75 1,106 230 Net interest income after provision for loan losses 2,397 2,562 10,935 9,576 Total non-interest income 623 372 1,845 1,220 Total non-interest expense 2,123 1,923 8,272 7,006 Income before income taxes 897 1,011 4,508 3,790 Income tax expense 339 429 1,693 1,586 NET INCOME $558 $582 $2,815 $2,204 Basic Earnings per common share $ .41 $ .42 $ 2.03 $ 1.56 Diluted Earnings per common share $ .40 $ .41 $ 1.98 $ 1.51