DCB FINANCIAL CORP - 8-K                                   Filing Date: 1/22/04
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                                   EXHIBIT 99

FOR IMMEDIATE RELEASE                                 CONTACT:
Thursday January 22, 2004                             John A. Ustaszewski
                                                      Chief Financial Officer
                                                      (740) 657-7000


              DCB FINANCIAL CORP ANNOUNCES RECORD ANNUAL EARNINGS -
                      DIRECTORS DECLARE QUARTERLY DIVIDEND


Lewis Center, Ohio, January 22, 2004 - DCB Financial Corp (The Corporation),
parent of the Delaware County Bank & Trust Company (The Bank), announced record
earnings of $5.02 million for the year ended December 31, 2003. This represents
a 26% increase over the $4.0 million of net earnings recorded in calendar 2002.
Net earnings for the quarter ended December 31, 2003 of $0.33 per share compared
to earnings of $0.15 per share for the same quarter in 2002. This represents a
120% increase in earnings per share. For the year ended December 31, 2003,
earnings per share totaled $1.26, compared to $0.96 for calendar year 2002, a
31% increase. Net earnings for the fourth quarter of 2003 totaled $1.31 million,
compared to $623 thousand for the comparable 2002 quarter.

The Corporation's net interest margin in the fourth quarter of 2003 rebounded
from a decline in the third quarter and is moving in a positive direction. This
favorable trend, in part, is attributed to the end of the introductory interest
rate that the Bank had offered on its Platinum Savings Plus account. Loans grew
by 9.3% in 2003. Checking and savings deposits also grew at 5% for the year.
Credit quality improved significantly during 2003, as evidenced by a decline in
net charge-offs of loans from .66% in 2002 to .31% in 2003. Non-accrual loans
also declined from $3.39 million at December 2002 to $1.61 million at the end of
2003, while delinquent loans improved to 1.56% of total loans from 2.08% of
total loans, year over year. Numerous cost control measures helped reduce
non-interest expense, which declined from $4.58 million in the fourth quarter of
2002 to $4.22 million in the fourth quarter of 2003. The key driver of this
improvement is the full time equivalent headcount decrease from 204 in December
2002 to 184 at year end 2003. Return on assets for the year ending December 31,
2003 was .94% compared to .77% in 2002.

"We are pleased with The Bank's performance and the many positive trends that
were established in 2003", said Jeff Benton, President and CEO. " We are
certainly looking forward to continuing to raise our levels of performance in
2004 and beyond. Our local market remains strong and continues to grow. With
that growth also come competitive challenges, but we believe we have positioned
The Corporation to meet those challenges in the coming years".

The Board of Directors declared a dividend of $0.10 per common share to
shareholders of record on January 30, 2004 and payable February 17, 2004.



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                                Disclosure Page 3



DCB FINANCIAL CORP - 8-K                                   Filing Date: 1/22/04
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DCB Financial Corp is a financial holding company formed under the laws of the
State of Ohio. The Bank is a state-chartered commercial bank, which conducts
business from its main offices at 110 Riverbend Avenue in Lewis Center, Ohio,
and through its 15 full-service branch offices located in Delaware and the
surrounding communities. The Bank provides customary retail and commercial
banking services to its customers, including checking and savings accounts, time
deposits, IRAs, safe deposit facilities, personal loans, commercial loans, real
estate mortgage loans, night depository facilities and trust services. The Bank
also provides cash management, bond registrar and payment services. The Bank
offers data processing services to other financial institutions, however such
services are not a significant part of its current operations or revenues.


APPLICATION OF CRITICAL ACCOUNTING POLICIES
DCB's consolidated financial statements are prepared in accordance with
accounting principles generally accepted in the United States and follow general
practices within the financial services industry. The application of these
principles requires management to make estimates, assumptions, and judgments
that affect the amounts reported in the financial statements and accompanying
notes. These estimates, assumptions, and judgments are based on information
available as of the date of the financial statements; as this information
changes, the financial statements could reflect different estimates,
assumptions, and judgments.

The most significant accounting policies followed by the Corporation are
presented in Note 1 of the audited consolidated financial statements contained
in the Corporation's Annual Report to Shareholders. These policies, along with
the disclosures presented in the other financial statement notes and in this
financial review, provide information on how significant assets and liabilities
are valued in the financial statements and how those values are determined.



FORWARD-LOOKING STATEMENTS
Certain statements in this report constitute "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995, such as
statements relating to the financial condition and prospects, lending risks,
plans for future business development and marketing activities, capital spending
and financing sources, capital structure, the effects of regulation and
competition, and the prospective business of both the Corporation and its
wholly-owned subsidiary The Delaware County Bank & Trust Company (the "Bank").
Where used in this report, the word "anticipate," "believe," "estimate,"
"expect," "intend," and similar words and expressions, as they relate to the
Corporation or the Bank or their respective management, identify forward-looking
statements. Such forward-looking statements reflect the current views of the
Corporation and are based on information currently available to the management
of the Corporation and the Bank and upon current expectations, estimates, and
projections about the Corporation and its industry, management's belief with
respect thereto, and certain assumptions made by management. These
forward-looking statements are not guarantees of future performance and are
subject to risks, uncertainties, and other factors that could cause actual
results to differ materially from those expressed or implied by such
forward-looking statements. Potential risks and uncertainties include, but are
not limited to: (i) significant increases in competitive pressure in the banking
and financial services industries; (ii) changes in the interest rate environment
which could reduce anticipated or actual margins; (iii) changes in political
conditions or the legislative or regulatory environment; (iv) general economic
conditions, either




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DCB FINANCIAL CORP - 8-K                                   Filing Date: 1/22/04
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nationally or regionally (especially in central Ohio), becoming less favorable
than expected resulting in, among other things, a deterioration in credit
quality of assets; (v) changes occurring in business conditions and inflation;
(vi) changes in technology; (vii) changes in monetary and tax policies; (viii)
changes in the securities markets; and (ix) other risks and uncertainties
detailed from time to time in the filings of the Corporation with the
Commission.

The Corporation does not undertake, and specifically disclaims any obligation,
to publicly revise any forward-looking statements to reflect events or
circumstances after the date of such statements or to reflect the occurrence of
anticipated or unanticipated events.




SELECTED CONSOLIDATED FINANCIAL INFORMATION (unaudited)
January 22, 2004 Press Release

                               DCB FINANCIAL CORP
                       Key Ratios and Other Financial Data
                                   (Unaudited)
                     (Dollars and share totals in thousands)

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                                                                Three Months Ended
                                                                ------------------
                                                          12/31/03               12/31/02
                                                          --------               --------
                                                                          
Key Financial Information:
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Net interest income                                       $  4,759               $  5,001

Provision for loan and lease losses                            355                  1,250

Non-interest income                                          1,705                  1,772

Non-interest expense                                         4,216                  4,581

Net income                                                   1,311                    623

Loan balances (average)                                    399,712                371,507

Deposit balances (average)                                 445,810                432,086

Basic and diluted earnings per common share               $   0.33               $   0.15

Total shares outstanding (000)                               3,935                  4,168




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DCB FINANCIAL CORP - 8-K                                   Filing Date: 1/22/04
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SELECTED CONSOLIDATED FINANCIAL INFORMATION (unaudited)
January 22, 2004 Press Release



                                                                          Three Months Ended
                                                                          ------------------
                                                                     12/31/03               12/31/02
                                                                     --------               --------
                                                                                      
Key ratios:
- ----------

Return on average assets                                                .94%                  0.48%

Return on average shareholders' equity                                10.64%                  4.75%

Non-interest expense to average assets                                 0.76%                  0.89%

Efficiency ratio                                                      64.43%                 67.02%

Net interest margin                                                    3.72%                  4.22%

Equity to assets at period end                                         8.98%                 10.04%

Allowance for loan losses as a percentage of period-end loans          1.07%                  1.10%

Total allowance for losses on loans to non-performing loans          268.34%                120.93%

Non-performing loans to total loans (net)                              0.40%                  0.92%





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                                Disclosure Page 6