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): JANUARY 17, 2001 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 January 17, 2001 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 January 17, 2001. 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: January 24, 2001 January 17, 2001 Point of Contact: Charles J.Viater MFB CORP. ANNOUNCES QUARTERLY EARNINGS AND DIVIDEND INCREASE 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 $972,000 or $.70 diluted earnings per share for the three months ended December 31, 2000 compared to $689,000 or $.48 diluted earnings per share for the three months ended December 31, 1999, an increase of 41.1%. Net interest income after provision for loan losses for the most recent three month period totaled $2.9 million compared to $2.8 million for the same period one year ago. During the three months ended December 31, 2000 total interest income increased by $1.2 million compared to the same period one year ago, primarily as a result of a $38.0 million increase in commercial loan receivables and a $6.4 million increase in consumer loan receivables, which includes home equity term loans and lines of credit. Total interest expense increased $952,000 during the three months ended December 31, 2000, as compared to the same period a year ago, reflecting both growth in deposits and higher cost of funds. As significant growth in the commercial loan portfolio continues, the provision for loan and lease losses was increased from $75,000 for the period ended December 31, 1999 to $157,000 for the three months ended December 31, 2000. Noninterest income increased from $358,000 for the three months ended December 31, 1999 to $661,000 for the most recent three month period. This increase is 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 for both periods ended December 31, 2000 and 1999 amounted to $2.0 million. The Corporation has increased total assets from $396.0 million as of September 30, 2000 to $402.6 million as of December 31, 2000, an increase of $6.6 million (or 1.7%). Total cash and cash equivalents increased $7.9 million from $14.5 million to $22.4 million and total securities available for sale increased $4.3 million from $41.6 million to $45.9 million during the three month period ended December 31, 2000. Offsetting these increases was the $5.4 million decrease in total net loans outstanding during this same three month period. Total liabilities increased from $363.5 million at September 30, 2000 to $369.0 million at December 31, 2000 primarily as the result of the $9.3 million increase in total deposits from $239.4 million to $248.7 million. Federal Home Loan Bank advances were reduced $2.4 million from $112.2 million to $109.8 million during the three month period. Total shareholders' equity increased from $32.5 million as of September 30, 2000 to $33.5 million as of December 31, 2000 mainly from net income of $972,000 and a $382,000 adjustment to reflect the increase in the market value of securities available for sale, net of tax, offset by the repurchase of 12,560 shares of outstanding common stock during this period at a cost of $218,000 and cash dividend payments of $129,000. While achieving substantial growth, the Corporation maintains asset quality that compares favorably to its industry peer group. The ratio of nonperforming assets to total assets at both December 31, 2000 and September 30, 2000 was .02%. In addition, MFB Corp. announced today that the Corporation has declared a cash dividend of $ .10 per share of Common Stock for the quarter ended December 31, 2000. The dividend is payable on February 13, 2001 to holders of record on January 30, 2001. "This dividend represents a 5.3% increase over the dividend declared for the quarter ended September 30, 2000 and is directly attributable to the continued growth in the Bank's core earnings," according to Charles J. Viater, President and CEO of both the Corporation and the Bank. 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) December 31, 2000 and September 30, 2000 (in thousands) December 31, September 30, 2000 2000 ASSETS Cash and due from financial institutions $ 12,260 $ 9,693 Interest-bearing deposits in other financial institutions - short term 10,154 4,851 Total cash and cash equivalents 22,414 14,544 Securities available-for-sale 45,927 41,623 Federal Home Loan Bank (FHLB) stock, at cost 6,308 6,308 Loans held for sale, net unrealized losses of $0 at 12/31/00 and $131,618 at 9/30/00 872 6,494 Loans receivable, net of allowance for loan losses of $1,731,000 at 12/31/00 and $1,672,000 at 9/30/00 315,769 315,506 Accrued interest receivable 2,279 1,894 Premises and equipment, net 4,743 4,688 Mortgage servicing rights, net 693 611 Investment in limited partnership 2,922 2,948 Other assets 624 1,387 TOTAL ASSETS $402,551 $396,003 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities Deposits Noninterest-bearing demand deposits $ 12,114 $ 11,802 Savings, NOW and MMDA deposits 64,488 56,569 Other time deposits 172,127 171,023 Total deposits 248,729 239,394 Securities sold under agreements to repurchase 8,466 9,143 Federal Home Loan Bank advances 109,802 112,152 Advances from borrowers for taxes and insurance 971 2,116 Accrued expenses and other liabilities 1,054 684 Total Liabilities 369,022 363,489 Shareholders' Equity Common Stock, 5,000,000 shares authorized; shares issued: 1,689,417-12/31/00 and 9/30/00 shares outstanding: 1,346,489 - 12/31/00, 1,358,449 - 9/30/00 13,130 13,136 Retained earnings-substantially restricted 28,555 27,711 Accumulated other comprehensive income (loss), net of tax (535) (916) Treasury Stock, 342,928 common shares-12/31/00 330,968 common shares - 9/30/00 (7,621) (7,417) Total shareholders' equity 33,529 32,514 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITIES $402,551 $396,003 MFB CORP. AND SUBSIDIARY CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) THREE MONTHS ENDED DECEMBER 31, 2000 AND 1999 (in thousands) Three Months Ended December 31, 2000 1999 Total interest income $7,744 $6,520 Total interest expense 4,637 3,685 Net interest income 3,107 2,835 Provision for loan losses 157 75 Net interest income after provision for loan losses 2,950 2,760 Total noninterest income 661 358 Total noninterest expense 2,049 2,010 Income before income taxes 1,562 1,108 Income tax expense 590 419 NET INCOME $972 $689 Basic earnings per common share $ .72 $ .49 Diluted earnings per common share .70 .48