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 17, 2008

                            American River Bankshares
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             (Exact name of Registrant as Specified in Its Charter)

                                   California
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                 (State or Other Jurisdiction of Incorporation)

          0-31525                                        68-0352144
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  (Commission File Number)                    (IRS Employer Identification No.)

3100 Zinfandel Drive, Suite 450, Rancho Cordova, CA                   95670
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     (Address of Principal Executive Offices)                       (Zip Code)

                                 (916) 851-0123
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              (Registrant's Telephone Number, Including Area Code)

      Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

      [ ] Written communication pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

      [ ] Solicitation material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

      [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

      [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

The Index to Exhibits is on Page 3



Item 2.02. Results of Operations and Financial Condition.

Registrant issued a press release July 17, 2008 announcing earnings for the
second quarter of 2008. The foregoing description is qualified by reference to
the press release attached here to as Exhibit 99.1. The information included in
the press release is considered to be "filed" under the Securities Exchange Act
of 1934.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

(99.1) Press release dated July 17, 2008

                                   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
                         -------------------------------------------------------
July 17, 2008            Mitchell A. Derenzo, Chief Financial Officer (Principal
                         Accounting and Financial Officer)

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INDEX TO EXHIBITS

Exhibit No.              Description                                       Page
-----------              -----------                                       ----

99.1                     Press release of American River                     4
                         Bankshares dated July 17, 2008

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