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
California 0-31525 68-0352144
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(State or other jurisdiction (Commission (IRS Employer
Of incorporation) File Number) Identification No.)
3100 Zinfandel Drive, Suite 450, Ranch Cordova, California 95670
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(Address of principal executive offices) (Zip Code)
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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:
[ ] 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))
Page 1 of 4 Pages
The Index to Exhibits is on Page 3
Item 1.01. Entry into a Material Definitive Agreement.
On May 23, 2007, the registrant executed a lease (the "Lease") with Joseph T. Bellamy, Trustee of the Joseph T. Bellamy 2005 Trust (the "Landlord"). The Lease relates to office space to be occupied by one of the issuer's banking divisions, Bank of Amador, a division of American River Bank. The premises are located at 26395 Buckhorn Ridge Road, Pioneer, California. On October 12, 2007, the building was occupied by the registrant and the lease term commenced. On October 15, 2007 the registrant and the Landlord entered into the First Amendment to the Lease (the "Amendment"), which outlines the start date and end date of the Lease. The foregoing description is qualified by reference to the Amendment attached as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 First Amendment to the Lease between Joseph T. Bellamy, Trustee of the Joseph T. Bellamy 2005 Trust and the Bank of Amador, a division of American River Bank.
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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October 15, 2007 Mitchell A. Derenzo, Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit No. Description Page
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99.1 First Amendment to the Lease between
Joseph T. Bellamy, Trustee of the Joseph
T. Bellamy 2005 Trust and the Bank of
Amador, a division of American River Bank. 4
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EXHIBIT 99.1
FIRST AMENDMENT TO LEASE
This First Amendment to Lease is made as of October 12, 2007, with reference to that certain Lease Agreement ("Lease") by and between Joseph T. Bellamy, Trustee of the Joseph T. Bellamy 2005 Trust ("Landlord") and Bank of Amador, a division of American River Bank, ("Tenant") therein, regarding that certain premises ("Premises") located at 26395 Buckhorn Ridge Road, Pioneer, California, and which is more particularly described in the Lease. The undersigned hereby confirms the following and the provisions of the Lease are hereby amended by the following:
1. That Tenant accepted possession of the Premises from Landlord on October 12, 2007, and acknowledges that the Premises are as represented by Landlord, in good condition and repair.
2. That all conditions which are to be satisfied prior to the full effectiveness of the Lease have been satisfied and that Landlord has fulfilled all of its duties of an inducement nature.
3. That in accordance with Section 1 of the Lease, the commencement date is October 12, 2007, and that, unless sooner terminated, the expiration date is October 31, 2017.
4. That the Lease is in full force and effect and that the same represents the entire agreement between Landlord and Tenant concerning Tenant's lease of the Premises.
5. That there are no existing defenses known to Tenant at this time which Tenant has against the enforcement of the Lease by Landlord, and no offsets or credits against any amounts owed by Tenant pursuant to the Lease.
6. That Tenant's obligations to pay the Rent is presently in effect and that all rentals, charges and other obligations on the part of Tenant under the Lease commences to accrue on October 12, 2007.
7. That Tenant has not made any prior assignment, hypothecation or pledge of the Lease or of the rents thereunder.
8. Except as modified herein, the Lease remains in full force and effect.
IN WINESS WHEREOF, the parties have executed this First Amendment as of the date set forth below.
LANDLORD: TENANT:
Joseph T. Bellamy, Trustee of the Bank of Amador, a division of
Joseph T. Bellamy 2005 Trust AMERICAN RIVER BANK, a California
corporation
By: /s/ JOSEPH T. BELLAMY By: /s/ MITCHELL A. DERENZO
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Its: Its: Executive Vice President
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Date: October 15, 2007 Date: October 15, 2007
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