UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 reported) July 8, 2004
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American River Bankshares
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(Exact name of registrant as specified in its chapter)
California 0-31525 68-0352144
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(State or other jurisdiction (Commission (IRS Employer
Of incorporation) File Number) Identification No.)
1545 River Park Drive, Suite 107, Sacramento, California 95815
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (916) 565-6100
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Page 1
The Index to Exhibits is on Page 3
Item 5. Other Events.
On July 8, 2004 the registrant entered into an Agreement and Plan of
Reorganization and Merger dated July 8, 2004 with Bank of Amador, a California
banking corporation, regarding the proposed acquisition of Bank of Amador by
American River Bankshares. Attached hereto as Exhibit 99.1 and incorporated
herein by this reference is a copy of said Agreement and Plan of Reorganization
and Merger dated July 8, 2004. On July 8, 2004 the registrant issued a Press
Release, "American River Bankshares and Bank of Amador Announce Merger."
Attached hereto as Exhibit 99.2 and incorporated herein by this reference is a
copy of said press release dated July 8, 2004. The subject transaction has been
approved by the Boards of Directors of American River Bankshares, American River
Bank and Bank of Amador. Consummation of the transaction remains subject to the
approval of the shareholders of American River Bankshares and the receipt of all
applicable regulatory approvals, plus other terms and conditions customary for
transactions of this type, as set forth in the Agreement and Plan of
Reorganization and Merger.
Item 7. Financial Statements and Exhibits.
(99.1) Agreement and Plan of Reorganization and Merger dated July 8, 2004.
(99.2) Press Release of American River Bankshares dated July 8, 2004.
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.
AMERICAN RIVER BANKSHARES
/s/ MITCHELL A. DERENZO
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Mitchell A. Derenzo, Chief Financial Officer
July 8, 2004
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INDEX TO EXHIBITS
Exhibit No. Description Page
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99.1 Agreement and Plan of Reorganization and 4-55
Merger dated July 8, 2004
99.2 Press release of American River 56-57
Bankshares dated July 8, 2004
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