CENTRAL VALLEY COMMUNITY BANCORP (Form: 10-Q, Received: 08/15/2005 13:06:49)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

	(Mark One)

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2005

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	FOR THE TRANSITION PERIOD FROM TO

COMMISSION FILE NUMBER: 000—31977

CENTRAL VALLEY COMMUNITY BANCORP

(Exact name of registrant as specified in its charter)

California		77-0539125
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

600 Pollasky Avenue, Clovis, California		93612
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number (559) 298-1775

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ý No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes o No ý

State the number of shares outstanding of each of the issuer’s classes of common stock, as of August 12, 2005: 2,935,980 shares

CENTRAL VALLEY COMMUNITY BANCORP

2005 QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

PART 1: FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 4. CONTROLS AND PROCEDURES

PART II OTHER INFORMATION

ITEM 1 LEGAL PROCEEDINGS

ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS

ITEM 3 DEFAULTS UPON SENIOR SECURITIES

ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

ITEM 5 OTHER INFORMATION

ITEM 6 EXHIBITS

SIGNATURES

PART 1: FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

CENTRAL VALLEY COMMUNITY BANCORP

CONDENSED CONSOLIDATED BALANCE SHEET

(Unaudited)

(In thousands, except share amounts)	June 30, 2005		December 31, 2004

ASSETS
Cash and due from banks	$	17,997	$	17,507
Federal funds sold	18,158		26,307
Total cash and cash equivalents	36,155		43,814
Interest bearing deposits with other banks	2,416		2,605
Available-for-sale investment securities (Book value of $107,820 at June 30, 2005 and $98,421 at December 31, 2004)	108,277		98,983
Loans, less allowance for credit losses of $3,546 at June 30, 2005 and $2,697 at December 31, 2004	277,200		206,582
Bank premises and equipment, net	3,014		2,724
Other real estate	432		—
Bank owned life insurance	6,616		6,075
Federal Home Loan Bank stock	1,624		1,420
Goodwill	8,955		—
Intangible assets	1,393		—
Accrued interest receivable and other assets	4,470		5,944

Total assets	$	450,552	$	368,147

LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Non-interest bearing	$	122,014	$	105,235
Interest bearing	279,199		220,951
Total deposits	401,213		326,186

Short-term borrowings	2,625		2,000
Long-term debt	3,875		6,500
Accrued interest payable and other liabilities	4,120		3,855

Total liabilities	411,833		338,541
Commitments and contingencies	—		—
Shareholders’ equity:
Preferred stock, no par value: 10,000,000 shares authorized, no shares issued or outstanding	—		—
Common stock, no par value; 40,000,000 shares authorized, 2,923,810 and 2,628,867shares issued and outstanding at June 30, 2005 and December 31, 2004	12,785		6,343
Retained earnings	25,660		22,933
Accumulated other comprehensive income, net of taxes	274		330
Total shareholders’ equity	38,719		29,606

Total liabilities and shareholders’ equity	$	450,552	$	368,147

See notes to unaudited condensed consolidated financial statements.

CENTRAL VALLEY COMMUNITY BANK

CONDENSED CONSOLIDATED STATEMENT OF INCOME

(Unaudited)

	For the Three Months Ended June 30				For the Six Months Ended June 30
(In thousands except per share amounts)	2005		2004		2005		2004
INTEREST INCOME:
Interest and fees on loans	$	5,114	$	3,076	$	9,659	$	6,137
Interest on Federal funds sold	140		22		282		56
Interest and dividends on investment securities:
Taxable	780		614		1,612		1,171
Exempt from Federal income taxes	259		209		587		416
Interest on deposits with other banks	18		8		29		10
Total interest income	6,311		3,929		12,169		7,790
INTEREST EXPENSE:
Interest on deposits	893		421		1,654		853
Other	61		43		121		107
Total interest expense	954		464		1,775		960
Net interest income before provision for credit losses	5,357		3,465		10,394		6,830
PROVISION FOR CREDIT LOSSES	—		—		—		—
Net interest income after provision for credit losses	5,357		3,465		10,394		6,830
NON-INTEREST INCOME:
Service charges	622		604		1,200		1,169
Loan placement fees	101		93		192		176
Net realized gain on sales of investment securities	72		6		72		483
Appreciation in cash surrender value of bank owned life insurance	57		52		103		108
Federal Home Loan Bank stock dividends	16		5		32		11
Other income	144		140		268		296
Total non-interest income	1,012		900		1,867		2,243
NON-INTEREST EXPENSES:
Salaries and employee benefits	2,355		1,833		4,745		3,753
Occupancy and equipment	549		397		1,059		784
Other expenses	1,074		872		2,225		1,935
Total non-interest expenses	3,978		3,102		8,029		6,472
Income before provision for income taxes	2,391		1,263		4,232		2,601
PROVISION FOR INCOME TAXES	858		438		1,505		915
Net income	$	1,533	$	825	$	2,727	$	1,686

Basic earnings per share	$	0.53	$	0.31	$	0.94	$	0.64
Diluted earnings per share	$	0.48	$	0.29	$	0.85	$	0.58

See notes to unaudited condensed consolidated financial statements

CENTRAL VALLEY COMMUNITY BANCORP

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE YEAR ENDED DECEMBER 31, 2004

AND THE SIX MONTH PERIOD ENDED JUNE 30, 2005

(Unaudited)

	Common Stock					Retained			Accumulated Other Comprehensive Income /(Loss)			Shareholders’			Total Comprehensive
(In thousands, except share and per share amounts)	Stock		Amount			Earnings			(Net of Taxes)			Equity			Income
Balance, January 1, 2004	2,598,927		$	6,096		$	19,501		$	1,123		$	26,720
Comprehensive income
Net income						3,695						3,695			$	3,695
Other comprehensive loss, net of tax:
Net change in unrealized gains on available-for-sale investment securities									(793		)	(793		)	(793		)
Total comprehensive income															$	2,902
Cash dividend - $0.10 per share						(263		)				(263		)
Stock options exercised and related tax benefit	38,940		460									460
Repurchase and retirement of common stock	(9,000	)	(213		)							(213		)

Balance, December 31, 2004	2,628,867		6,343			22,933			330			29,606
Comprehensive income
Net income						2,727						2,727			$	2,727
Other comprehensive loss, net of tax:
Net change in unrealized gains on available-for-sale investment securities									(56		)	(56		)	(56		)
Total comprehensive income															$	2,671
Stock issued for acquisition	261,053		6,079									6,079
Stock options exercised and related tax benefit	33,890		363									363

Balance, June 30, 2005	2,923,810		$	12,785		$	25,660		$	274		$	38,719

See notes to unaudited condensed consolidated financial statements.

CENTRAL VALLEY COMMUNITY BANCORP

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended June 30, 2005 and 2004

(In thousands)	2005			2004
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	2,727		$	1,686
Adjustments to reconcile net income to net cash provided by operating activities:
Net increase in deferred loan fees	123			14
Depreciation, amortization and accretion, net	1,245			1,194
Net realized gains on sales and calls of available-for-sale investment securities	(72		)	(483		)
Increase in bank owned life insurance, net of expenses	(191		)	(106		)
FHLB stock dividends	(32		)	(11		)
Net decrease (increase) in accrued interest receivable and other assets	2,013			(724		)
Net decrease in accrued interest payable and other liabilities	(84		)	(423		)
Net cash provided by operating activities	5,729			1,147

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash acquired in acquisition	13,844			—
Purchases of available for sale investment securities	(32,757		)	(22,756		)
Proceeds from sales or calls of available-for-sale investment securities	13,700			4,774
Proceeds from principal repayments of available–for-sale investment securities	9,090			15,073
Net decrease (increase) in interest bearing deposits in other banks	190			(2,368		)
Net increase in loans	(26,145		)	(11,838		)
Purchases of premises and equipment	(398		)	(301		)
Purchases of bank owned life insurance	(440		)	—
Net cash used in investing activities	(22,916		)	(17,416		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in demand, interest bearing and savings deposits	2,549			25,589
Net increase (decrease) in time deposits	8,709			(2,401		)
Proceeds from borrowings from Federal Home Loan Bank	—			6,000
Repayments to Federal Home Loan Bank	(2,000		)	(6,000		)
Cash paid for dividends	—			(263		)
Share repurchase and retirement	—			(213		)
Proceeds from exercise of stock options	270			286
Net cash provided by financing activities	9,528			22,998
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	(7,659		)	6,729
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR	43,814			35,331
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	36,155		$	42,060
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest expense	$	1,663		$	1,059
Income taxes	$	1,353		$	1,010
Non-Cash Investing Activities:
Net change in unrealized gain on available-for-sale investment securities	$	(105	)	$	(1,950	)
Non-Cash Financing Activities:
Tax benefit from stock options exercised	$	93		$	135
Supplemental Schedule Related to Acquisition:
Acquisition of Bank of Madera County:
Deposits	$	63,769
Other liabilities	439
Loans, net	(45,028		)
Goodwill and intangibles	(10,455		)
Premises and equipment	(390		)
Federal Home Loan Bank stock	(172		)
Other assets	(398		)
Stock issued	6,079
Cash acquired, net of cash paid to Bank of Madera County shareholders	$	13,844

See notes to unaudited condensed consolidated financial statements

CENTRAL VALLEY COMMUNITY BANCORP

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1. Basis of Presentation

The interim unaudited condensed consolidated financial statements of Central Valley Community Bancorp and subsidiary have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). These interim condensed consolidated financial statements include the accounts of Central Valley Community Bancorp and its wholly owned subsidiary Central Valley Community Bank (the “Bank”) (collectively, the “Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. The Company believes that the disclosures are adequate to make the information presented not misleading. These interim condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s 2004 Annual Report to Shareholders’ on Form 10-KSB. In the opinion of management, all adjustments, including normal recurring adjustments necessary to present fairly the Company’s financial position and shareholders’ equity at June 30, 2005 and December 31, 2004, and the results of its operations for the 3 and 6 month interim periods ended June 30, 2005 and June 30, 2004 and its cash flows for the 6 month interim periods ended June 30, 2005 and 2004, have been included. Certain reclassifications have been made to prior year amounts to conform to the 2005 presentation. The results of operations for interim periods are not necessarily indicative of results for the full year.

The preparation of these condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Management has determined that since all of the banking products and services offered by the Company are available in each branch of the Bank, all branches are located within the same economic environment and management does not allocate resources based on the performance of different lending or transaction activities, it is appropriate to aggregate the Bank branches and report them as a single operating segment. No customer accounts for more than 10 percent of revenues for the Company or the Bank.

Note 2. Stock-Based Compensation

The Company has three stock-based compensation plans, the Central Valley Community Bancorp 2005 Omnibus Incentive Plan and 2000 and 1992 Stock Option Plans. The Company accounts for these plans under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees , and related Interpretations. No stock-based compensation cost is reflected in net income, as all options granted under these plans had an exercise price equal to the market value of the underlying common stock on the date of grant.

In February 2005 the Company accelerated the vesting of 93,000 options previously granted to certain directors and executive officers. The pro-forma consolidated net earnings and earnings per share information for the first half of 2005, presented in the table below, reflects the acceleration. No stock-based compensation cost is reflected in net income as a result of the acceleration of the vesting as it is expected that all of the directors and executive management whose options were accelerated will remain with the Company through the original vesting period.

The following table illustrates the effect on net income and earnings per share if the Company had applied the fair value recognition provision of FASB Statement No. 123, Accounting for Stock-Based Compensation, to stock-based compensation.

Pro forma adjustments to the Company’s consolidated net earnings and earnings per share are disclosed during the years in which the options become vested.

	For the Quarter Ended June 30,				For the Six Months Ended June 30,
(In thousands, except per share amounts)	2005		2004		2005		2004

Net earnings as reported	$	1,533	$	825	$	2,727	$	1,686
Deduct: Total stock-based compensation expense determined under the fair value based method for all awards, net of related tax effects	25		61		392		128

Pro forma net income	$	1,508	$	764	$	2,335	$	1,558

Basic earnings per share - as reported	$	0.53	$	0.31	$	0.94	$	0.64
Basic earnings per share - pro forma	$	0.52	$	0.29	$	0.79	$	0.59

Diluted earnings per share - as reported	$	0.48	$	0.29	$	0.85	$	0.58
Diluted earnings per share - pro forma	$	0.48	$	0.27	$	0.72	$	0.55

The fair value of options granted during the six months ended June 30, 2004 was estimated on the date of grant using an option-pricing model with the following assumptions: expected option life of 10 years; expected stock volatility of 66.27%; a risk free interest rate of 4.17%; and a dividend yield of 0.05%. No new stock options have been granted in 2005.

Note 3. Earnings per share

Basic earnings per share (EPS), which excludes dilution, is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, result in the issuance of common stock which shares in the earnings of the Company. There was no difference in the net income used in the calculation of basic earnings per share and diluted earnings per share.

A reconciliation of the numerators and denominators of the basic and diluted EPS computations is as follows:

In thousands (except share and per share	Three Months Ended June 30,				Six Months Ended June 30,
amounts)	2005		2004		2005		2004
Basic Earnings Per Share:
Net income	$	1,533	$	825	$	2,727	$	1,686
Weighted average shares outstanding	2,917,890		2,625,877		2,904,277		2,625,844
Net income per share	$	0.53	$	0.31	$	0.94	$	0.64
Diluted Earnings Per Share:
Net income	$	1,533	$	825	$	2,727	$	1,686
Weighted average shares outstanding	2,917,890		2,625,877		2,904,277		2,625,844
Effect of dilutive stock options	275,698		296,689		286,678		296,970
Weighted average shares of common stock and common stock equivalents	3,193,588		2,922,566		3,190,955		2,922,814
Net income per diluted share	$	0.48	$	0.29	$	0.85	$	0.58

Note 4. Comprehensive Income

Total comprehensive income is comprised of net earnings and net unrealized gains and losses on available-for-sale securities, which is the Company’s only source of other comprehensive income. Total comprehensive income (loss) for the three-month periods ended June 30, 2005 and 2004 was $2,381,000 and ($773,000) and for the six month periods ended June 30, 2005 and 2004 was $2,671,000 and $360,000 respectively.

Note 5. Merger of Bank of Madera County into Central Valley Community Bancorp

After the close of business on December 31, 2004, Central Valley Community Bancorp and Bank of Madera County (“BMC”) completed their previously announced merger and BMC was merged into Central Valley Community Bank, the wholly owned subsidiary of Central Valley Community Bancorp. Management believes that the merger will allow Central Valley Community Bank to further accommodate a growing customer base in Madera County, provide Bank of Madera County customers with more convenient locations in the Central Valley, as well as offer new advancement and geographic opportunities for their employees. As a result of the above factors, management believes that the potential for the combined performance exceeds what each entity could accomplish independently and the goodwill in this transaction arose from the synergies associated with the merger. The acquisition is part of Central Valley Community Bancorp’s long-term strategy to increase its presence from Sacramento to Bakersfield along the Highway 99 corridor and the surrounding foothills.

As of the date of acquisition, BMC had total assets of $68,080,000, comprised of $2,842,000 in cash and due from banks, $19,250,000 in Federal funds sold, $45,028,000 in loans (net of allowance for credit losses of $751,000), $390,000 in premises and equipment and $570,000 in other assets. Total liabilities acquired amounted to $64,208,000, including $63,769,000 in deposits.

The total consideration paid to Bank of Madera County shareholders and option holders was approximately $14,311,000 which was comprised of $1,911,000 in payment to holders of outstanding Bank of Madera County stock options, $6,200,000 in cash and 261,053 shares of Central Valley Community Bancorp common stock (valued at $6,200,000 for purposes of the merger agreement). Total consideration paid to the Bank of Madera County shareholders was established under the terms of the merger agreement based on a value of $26.22 per share of Bank of Madera County common stock.

The excess of the purchase price over the estimated fair value of the net assets acquired was $8,955,000, which was recorded as goodwill and is not subject to amortization. In addition, assets acquired also included a core deposit intangible of $1,500,000 which is being amortized using a straight-line method over a period of seven years with no significant residual value.

The accompanying unaudited condensed consolidated financial statements include the accounts of BMC since January 1, 2005. The following supplemental pro forma information discloses selected financial information for the periods indicated as though the BMC merger had been completed as of the beginning of each of the periods being reported. Dollars are in thousands except per share data.

	Three Months Ended June 30,				Six Months Ended June 30,
	2005		2004		2005		2004

Revenue	$	7,323	$	5,784	$	14,036	$	11,840
Net income	$	1,533	$	1,062	$	2,727	$	2,034
Diluted earnings per share	$	0.48	$	0.33	$	0.85	$	0.64

Note 6. Commitments and Contingencies

In the normal course of business, the Company is a party to financial instruments with off-balance sheet risk. These financial instruments include commitments to extend credit and standby letters of credit . These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheets. The

contract or notional amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments. The Company uses the same credit policies in making commitments and conditional obligations.

Commitments to extend credit amounting to $129,331,000 and $106,561,000 were outstanding at June 30, 2005 and December 31, 2004, respectively. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.

The Company has undisbursed portions of construction loans totaling $23,602,000 and $18,099,000 as of June 30, 2005 and December 31, 2004, respectively. These commitments are agreements to lend to a customer, subject to meeting certain construction progress requirements. The underlying construction loans have fixed expiration dates.

Standby letters of credit and financial guarantees amounting to $398,000 and $1,255,000 were outstanding at June 30, 2005 and December 31, 2004, respectively. Standby letters of credit and financial guarantees are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support private borrowing arrangements. Most guarantees carry a one year term or less. The fair value of the liability related to these standby letters of credit, which represents the fees received for issuing the guarantees, was not significant at June 30, 2005 and December 31, 2004. The Company recognizes these fees as revenue over the term of the commitment or when the commitment is used.

Undisbursed lines of credit amounting to $59,188,000 and $41,664,000 were outstanding at June 30, 2005 and December 31, 2004, respectively. Undisbursed lines of credit are revolving lines of credit whereby customers can repay principal and advance principal during the term of the loan at their discretion and most expire between one and twelve months.

The Company generally requires collateral or other security to support financial instruments with credit risk. Management does not anticipate any material loss will result from the outstanding commitments to extend credit, standby letters of credit and financial guarantees.

During the first half of 2005, the Company wrote down its investment in a title and insurance company by an additional $100,000 to its current estimated fair value of $250,000. This investment is included in other assets in the condensed consolidated balance sheet. The title and insurance company was sold in July 2005. The Company does not anticipate any further losses related to this investment.

The Company is subject to legal proceedings and claims which arise in the ordinary course of business. In the opinion of management, the amount of ultimate liability with respect to such actions will not materially affect the consolidated financial position or consolidated results of operations of the Company.

Note 7. Recent Accounting Developments

Share-Based Payments

In December 2004 the FASB issued Statement Number 123 (revised 2004) (FAS 123 (R)), Share-Based Payments . FAS 123 (R) requires all entities to recognize compensation expense in an amount equal to the fair value of share-based payments such as stock options granted to employees. In April 2005, the Securities and Exchange Commission adopted a rule that defers the compliance date of FAS 123(R) from the first reporting period beginning after June 15, 2005 to the first fiscal year beginning after June 15, 2005, January 1, 2006 for the Company. Management has not completed its evaluation of the effect that FAS 123 (R) will have on its financial statements.

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain matters discussed in this report constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein that are not historical facts, such as statements regarding the Company’s current business strategy and the Company’s plans for future development and operations, are based upon current expectations. These statements are forward-looking in nature and involve a number of risks and uncertainties. Such risks and uncertainties include, but are not limited to (1) significant increases in competitive pressure in the banking industry; (2) the impact of changes in interest rates, a

decline in economic conditions at the international, national or local level on the Company’s results of operations, the Company’s ability to continue its internal growth at historical rates, the Company’s ability to maintain its net interest margin, and the quality of the Company’s earning assets; (3) changes in the regulatory environment; (4) fluctuations in the real estate market; (5) changes in business conditions and inflation; (6) changes in securities markets; and (7) risks associated with acquisitions, relating to difficulty in integrating combined operations and related negative impact on earnings, and incurrence of substantial expenses. Therefore, the information set forth in such forward-looking statements should be carefully considered when evaluating the business prospects of the Company.

When the Company uses in this Quarterly Report on Form 10-Q the words “anticipate,” “estimate,” “expect,” “project,” “intend,” “commit,” “believe” and similar expressions, the Company intends to identify forward-looking statements. Such statements are not guarantees of performance and are subject to certain risks, uncertainties and assumptions, including those described in this Quarterly Report on Form 10-Q. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, expected, projected, intended, committed or believed. The future results and shareholder values of the Company may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results and values are beyond the Company’s ability to control or predict. For those statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no changes to the Company’s critical accounting policies from those discussed in the Company’s 2004 Annual Report to Shareholders’ on Form 10-KSB.

This discussion should be read in conjunction with our unaudited condensed consolidated financial statements, including the notes thereto, appearing elsewhere in this report.

OVERVIEW

Second Quarter 2005

In the second quarter of 2005, net income reflected an 85.8% increase from net income in the second quarter of 2004. This increase can be mainly attributed to the 41.7% increase in quarterly average loans and the 70 basis point increase in the net interest margin (tax equivalent). Diluted EPS increased 65.5% to $0.48 per share for the second quarter of 2005 compared to $0.29 per share for the second quarter of 2004. Moreover, the increase in EPS was generated after the 8% dilutive impact of the additional 261,053 shares of common stock issued as a result of the Bank of Madera County (“BMC”) merger. Net income for the second quarter of 2005 was $1,533,000 compared to $825,000 for the second quarter of 2004.

Return on average equity for the second quarter of 2005 was 16.15% compared to 12.25% for the same period of 2004.

First six months of 2005

We are extremely pleased to report in the first half of 2005 that both our operations and the completed merger, which includes the data system conversion of Bank of Madera County (BMC), were accretive to our diluted earnings per share (EPS). Diluted EPS for the first half of 2005 was $0.85 compared to $0.58 for the first half of 2004. Again, the increase in EPS was generated after the 8% dilutive impact of the additional 261,053 shares of common stock issued as a result of the BMC merger. Net income for the first half of 2005 was $2,727,000 compared to $1,686,000 for the same period in 2004. In 2004, the $1,686,000 in earnings included a gain of $483,000 from the sale of securities compared to $72,000 in the first half of 2005. Further discussion of operations and the effects of the merger are discussed below.

Return on average equity for the first half of 2005 was 14.72% compared to 12.33% for the same period of 2004. Total goodwill and core deposit intangible, resulting from the BMC merger, at June 30, 2005 was $10,348,000 compared to none at June 30, 2004. Total equity was $38,719,000 at June 30, 2005 compared to $27,025,000 at June 30, 2004. Total loans continued to grow at a double digit pace in the first half of 2005. Average total loans increased $77,212,000 or 41.2% in the first half of 2005 compared to the first half of 2004 of which $45,779,000 can be attributed to the BMC merger. Asset quality continues to be strong, however in the first half of 2005, we reflect the first non-accrual loans for

the Bank since February 2004 and the first other real estate owned for the first time since 2000. The non-accrual loan at June 30, 2005 was $591,000 compared to none at June 30, 2004 while other real estate owned was $432,000 at June 30, 2005 compared to none at June 30, 2004. The one loan reflected in other real estate owned is pending sale and we expect full recovery of the loan amount, interest, and fees. Loans are discussed in further detail in Loans below.

Central Valley Community Bancorp (Company)

We are a central California-based bank holding company for a one bank subsidiary, Central Valley Community Bank (the “Bank”). We provide traditional commercial banking services to small and medium-sized businesses and individuals in the communities along the Highway 99 corridor in the Fresno and Madera Counties of central California. Additionally, we have a private banking office in Sacramento County. As a holding company, the Company is subject to supervision, examination and regulations of the Federal Reserve Bank.

After the close of business on December 31, 2004, we completed our merger with BMC. The Madera and Oakhurst branches of BMC were merged into the Bank bringing the total number of branches of the Bank to nine (9). For details of the merger, refer to Note 5 of Unaudited Condensed Consolidated Financial Statements herein.

At June 30, 2005, we had total loans of $280,746,000, total assets of $450,552,000, total deposits of $401,213,000 and stockholders’ equity of $38,719,000. The result of the merger added $45,779,000 in loans, $63,769,000 in deposits, and $68,080,000 in assets to the Company.

Central Valley Community Bank (Bank)

The Bank commenced operations in January 1980 as a state-chartered bank. As a state-chartered bank, the Bank is subject to primary supervision, examination and regulation by the Department of Financial Institutions. The Bank’s deposits are insured by the Federal Deposit Insurance Corporation up to the applicable limits thereof, and is also subject to supervision, examination and regulations of the FDIC.

The Bank has nine (9) full service branches serving the communities of Fresno, Clovis, Kerman, Prather, Oakhurst, Madera, and Sacramento. Additionally the Bank operates Real Estate, Agribusiness and SBA departments that originate loans in California. According to the June 30, 2004 FDIC data (the most recent information available), the six (6) branches in Fresno County (Clovis, Fresno, Kerman, and Prather branches) have a 5.3% combined deposit market share of all banks and 3.3% of all depositories including credit unions, thrifts, and savings banks.

The Bank anticipates additional branch openings to meet the growing service needs of its customers. The branch expansions provide the Company with opportunities to expand its loan and deposit base; however, based on past experience, management expects these new offices will initially have a negative impact on earnings until the volume of business grows to cover fixed overhead expenses. The Bank anticipates opening a new full-service office in the downtown area of Fresno sometime in the third quarter of 2005.

Key Factors in Evaluating Financial Condition and Operating Performance

As a publicly traded community bank holding company, we focus on several key factors including:

• Return to our stockholders;

• Return on average assets;

• Development of core revenue streams, including net interest income and non-interest income;

• Asset quality;

• Asset growth; and

• Operating efficiency.

Return to Our Stockholders.

Our return to our stockholders is measured in the form of return on average equity (“ROE”). Our net income for the six months ended June 30, 2005 increased $1,041,000 or 61.7% to $2,727,000 compared to $1,686,000 for the six months ended June 30, 2004. Net income increased mainly due to an increase in net interest income provided by the increase in

interest rates and the additional loan volume from the BMC merger and our own organic growth. This increase was partially offset by an increase in interest expenses and operating expenses and a decrease in non-interest income. Basic EPS increased to $0.94 for the six months ended June 30, 2005 compared to $0.64 for the six months ended June 30, 2004. Diluted EPS increased to $0.85 for the six months ended June 30, 2005 compared to $0.58 for the six months ended June 30, 2004. The increase in EPS was due primarily to the increase in net income, partially offset by the increase in average shares outstanding as a result of the merger and the exercise of stock options. Our ROE was 14.72% for the six months ended June 30, 2005 compared to 12.33% for the six months ended June 30, 2004.The increase in ROE is due to the increase in income and partially offset by the increase in average equity outstanding, as a result of the BMC merger.

Return on Average Assets

Our return on average assets (“ROA”) is a measure we use to compare our performance with other banks and bank holding companies. Our ROA for the six months ended June 30, 2005 increased to 1.22% compared to 1.07% for the year ended December 31,2004 and 1.01% for the six months ended June 30, 2004. The increase in ROA is due to the increase in net income relative to our increase in average assets. ROA for our peer group was 1.33% at March 31, 2005.

Development of Core Earnings

Over the past several years, we have focused on not only improving net income, but improving the consistency of our revenue streams in order to create more predictable future earnings and reduce the effect of changes in our operating environment on our net income. Specifically, we have focused on net interest income through a variety of processes, including increases in average interest earning assets as a result of loan generation and retention and improved net interest margin by focusing on core deposit growth and managing the cost of funds. As a result, our net interest income before provision for credit losses increased $3,564,000 or 52.2% to $10,394,000 for the six months ended June 30, 2005 compared to $6,830,000 for the six months ended June 30, 2004. Our net interest margin has also improved 58 basis points to 5.30% for the six months ended June 30, 2005 compared to 4.72% for the six months ended June 30, 2004.

Our non-interest income is generally made up of service charges and fees on deposit accounts and fee income from loan placements and gain on sale from investment securities. Non-interest income for the first six months of 2005 decreased $376,000 or 16.8% to $1,867,000 compared to $2,243,000 for the first six months of 2004. Non-interest income in the first six months of 2005 included gains from the sale of investments of $72,000 compared to $483,000 for the first six months of 2004. Customer service charges increased slightly to $1,200,000 for the first six months of 2005 compared to $1,169,000 for the same period in 2004, mainly due to an increase in the number of transaction accounts. Further detail on non-interest income is provided below.

Asset Quality

For all banks and bank holding companies, asset quality has a significant impact on the overall financial condition and results of operations. Asset quality is measured in terms of percentage of total loans and total assets, and is a key element in estimating the future earnings of a company. Non-performing loans totaled $591,000 as of June 30, 2005 compared to none as of December 31, 2004. The $591,000 non-performing loan as of June 30, 2005 was not current. Other real estate owned (OREO) was $432,000 at June 30, 2005 and was comprised of one credit from the BMC merger. This OREO is pending sale and expected to close in the third quarter with no loss to us. Management maintains certain loans that have been brought current by the borrower (less than 30 days delinquent) on non-accrual status until such time as management has determined that the loans are likely to remain current in future periods. Non-performing loans as a percentage of gross loans was 0.2% as of June 30, 2005 compared to none at December 31, 2004. As we apply our credit standards to loans acquired from the BMC merger, we may see non-performing loans increase again. However, we believe the overall quality of the loan portfolio from the BMC merger is good and is adequately reserved.

Asset Growth

As revenues from both net interest income and non-interest income are a function of asset size, the continued growth in assets has a direct impact in increasing net income and therefore ROE and ROA. The majority of our assets are loans and investment securities, and the majority of our liabilities are deposits, and therefore the ability to generate deposits as a funding source for loans and investments is fundamental to our asset growth. Total assets increased 22.4% during the first six months of 2005 from $368,147,000 as of December 31, 2004 to $450,552,000 as of June 30, 2005. Total gross loans increased 34.1% to $280,746,000 as of June 30, 2005 compared to $209,279,000 as of December 31, 2004. Total investment securities increased 9.4% to $108,277,000 as of June 30, 2005 compared to $98,983,000 as of December 31, 2004 as deposit growth exceeded loan growth. Total deposits increased 23.0% to $401,213,000 as of June 30, 2005

compared to $326,186,000 as of December 31, 2004. We continue to under perform in our loan to deposit ratio compared to our peers. Our loan to deposit ratio at June 30, 2005 was 70.0% compared to 64.2% at December 31, 2004. The loan to deposit ratio of our peers is 83.8%. Refer to above for discussion of the increase in loans and deposits volumes resulting from the BMC merger.

Operating Efficiency

Operating efficiency is the measure of how efficiently earnings before taxes are generated as a percentage of revenue. The Bank’s efficiency ratio (operating expenses divided by net interest income plus non-interest income) improved to 62.2% for the first six months of 2005 compared to 72.1% for the first six months of 2004. The improvement in the efficiency ratio is due to the increase in revenues exceeding the increase in operating expenses. The Bank’s net interest income before provision for credit losses plus non-interest income increased 42.7% to $12,260,000 for the six months ended June 30, 2005 compared to $8,590,000 for the same period in 2004, while operating expenses increased 23.3% to $7,631,000 from $6,191,000 for the same period in 2004.

RESULTS OF OPERATIONS

Net Income For the first half of 2005 compared to the first half of 2004:

Net income increased to $2,727,000 for the six months ended June 30, 2005 compared to $1,686,000 for the six months ended June 30, 2004. Basic earnings per share were $0.94 and $0.64 for the six months ended June 30, 2005 and 2004, respectively. Diluted earnings per share were $0.85 and $0.58 for the six months ended June 30, 2005 and 2004, respectively. ROE was 14.72% for the six months ended June 30, 2005 compared to 12.33% for the six months ended June 30, 2004. ROA for the six months ended June 30, 2005 was 1.22% compared to 1.01% for the six months ended June 30, 2004.

The increase in net income and profitability for the six months ended June 30, 2005 compared to the same period in the prior year was mainly due to the increases in net interest income and was partially offset by decreases in non-interest income and increases in non-interest expense. Net interest income increased due to an increase in average interest earning assets provided by our organic growth, the merger, and the positive effect of our asset sensitive position expanding our net interest margin in response to the nine increases in the Federal funds interest rate since June 30, 2004. Non-interest income, in the first half of 2004 included a gain from the sale of investments of $483,000 compared to the gain from the sale of investments of $72,000 for the first half of 2005. Non-interest expenses increased primarily due to salaries and benefits and occupancy expenses which were all affected by the BMC merger.

Net Income For the second quarter of 2005 compared to the second quarter of 2004:

Net income increased to $1,533,000 for second quarter of 2005 compared to $825,000 for the second quarter of 2004. Basic earnings per share were $0.53 and $0.31 for the second quarter of 2005 and 2004, respectively. Diluted earnings per share were $0.48 and $0.29 for the second quarter of 2005 and 2004, respectively. ROE was 16.15% for the second quarter of 2005 compared to 12.25% for the second quarter of 2004. ROA for the second quarter of 2005 was 1.1.36% compared to 0.97% for the second quarter of 2004.

Interest Income and Expense

Net interest income is the most significant component of our income from operations. Net interest income is the difference (the “interest rate spread”) between the gross interest and fees earned on the loan and investment portfolios and the interest paid on deposits and other borrowings. Net interest income depends on the volume of and interest rate earned on interest earning assets and the volume of and interest rate paid on interest bearing liabilities.

The following table sets forth a summary of average balances with corresponding interest income and interest expense as well as average yield and cost information for the periods presented. Average balances are derived from daily balances, and non-accrual loans are not included as interest earning assets for purposes of this table.

CENTRAL VALLEY COMMUNITY BANCORP

SCHEDULE OF AVERAGE BALANCES AND AVERAGE YIELDS AND RATES

	FOR THE SIX MONTHS ENDED JUNE 30, 2005							FOR THE SIX MONTHS ENDED JUNE 30, 2004
(Unaudited) (Dollars in Thousands)	Average Balance			Interest Income		Yield/ Rate		Average Balance			Interest Income		Yield/ Rate
ASSETS
Interest-earning deposits in other banks	$	2,574		$	29	2.25	%	$	1,341		$	10	1.49	%
Securities
Taxable securities	94,174			1,612		3.42	%	79,071			1,171		2.96	%
Non-taxable securities (1)	22,171			889		8.02	%	18,634			630		6.77	%
Total investment securities	116,345			2,501		4.30	%	97,705			1,801		3.69	%
Federal funds sold	21,067			282		2.68	%	11,811			56		0.95	%
Total securities	139,986			2,812		4.02	%	110,857			1,867		3.37	%
Loans (2) (3)	263,382			9,659		7.33	%	187,281			6,137		6.55	%
Federal Home Loan Bank stock	1,601			32		4.00	%	992			11		2.22	%
Total interest-earning assets	404,969			12,503		6.17	%	299,130			8,015		5.36	%
Allowance for credit losses	(3,463		)					(2,484		)
Non-accrual loans	1,111							0
Cash and due from banks	18,748							24,454
Bank premises and equipment	3,078							2,910
Other non-earning assets	21,882							10,609
Total average assets	$	446,325		12,503				$	334,619		8,015
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest-bearing liabilities:
Savings and NOW accounts	$	85,530		75		0.18	%	$	63,964		55		0.17	%
Money market accounts	108,491			612		1.13	%	81,906			304		0.74	%
Time certificates of deposit, under $100,000	48,927			461		1.88	%	33,132			268		1.62	%
Time certificates of deposit, $100,000 and over	37,124			506		2.73	%	25,550			226		1.77	%
Total interest-bearing deposits	280,072			1,654		1.18	%	204,552			853		0.83	%
Other borrowed funds	6,953			121		3.48	%	7,846			107		2.73	%
Federal funds purchased	—			—		—		4			—		—
Total interest-bearing liabilities	287,025			1,775		1.24	%	212,402			960		0.90	%
Non-interest bearing demand deposits	119,138							91,806
Other liabilities	3,102							3,061
Shareholders’ equity	37,060							27,350
Total average liabilities and shareholders’ equity	$	446,325		1,775				$	334,619		960

Interest income and rate earned on average earning assets				12,503		6.17	%				8,015		5.36	%
Interest expense and interest cost related to average interest-bearing liabilities				1,775		1.24	%				960		0.90	%

Net interest income and net interest margin (4)				$	10,728	5.30	%				$	7,055	4.72	%

(1) Calculated on a fully tax equivalent basis, which includes Federal tax benefits relating to income earned on municipal bonds totaling $302 and $214 in 2005 and 2004, respectively.

(2) Loan interest income includes loan fees of $536 in 2005 and $367 in 2004.

(3) Average loans do not include non-accrual loans.

(4) Net interest margin is computed by dividing net interest income by total average interest-earning assets.

Interest and fee income from loans increased 57.4% in the first half of 2005 compared to the same period of 2004. As stated above, the combination of the increased volume from the merger with BMC, our organic growth from the focus on building relationships, and the nine interest rate increases that have occurred since June 30, 2004, were the major components of the $3,522,000 increase. Average total loans for the first half of 2005 was $263,382,000 compared to $187,281,000 for the same period in 2004. The yield on loans for the first half of 2005 was 7.33% compared to 6.55% for the second quarter of 2004.

Interest income from total investments, (total investments include investment securities, Federal funds, interest bearing deposits with other banks, and other securities) increased $857,000 in the first half of 2005 compared to the same period of 2004, mainly due to the 26.3% increase in average balances of these investments and the nine interest rate increases that have occurred since June 30, 2004. In the first half of 2005, we sold $13,628,000 in investment securities due to funding of several new loans and some portfolio restructuring. The gain on sale of available for sale investments is discussed in non-interest income below. Due to our low loan to deposit ratio, a significant contributor to interest income is provided by the investment portfolio and represents 24.1% of net interest income.

In an effort to increase yields, without accepting unreasonable risk, a significant portion of the investment purchases have been in high quality mortgage-backed securities (“MBS”) and collateralized mortgage obligations (“CMOs”). At June 30, 2005, we held $56,793,000 or 52.5% of the total market value of the investment portfolio in MBS and CMOs with an average yield of 3.6%. We understand the interest rate risks and prepayment risks associated with MBS and CMOs. In a declining interest rate environment, prepayments from MBS and CMOs could be expected to increase and the expected life of the investment could be expected to shorten. Conversely, if interest rates increase, prepayments could be expected to decline and the average life of the MBS and CMOs could be expected to extend. Additionally, changes in interest rates are reflected in the market value of the investment portfolio. During declining interest rates, the investment portfolio could be expected to have market value gains and in increasing rate environments, the market value could be expected to be negative. The net of tax-effect of the change in market value of the investment portfolio is also reflected in the Company’s equity. At June 30, 2005, the average life of the investment portfolio was 4.5 years and the market value reflected a gain of $457,000.

A component of the Company’s strategic plan has been to use its investment portfolio to offset, in part, its interest rate risk relating to variable rate loans. At June 30, 2005, an immediate rate increase of 200 basis points would result in an estimated decrease in the market value of the investment portfolio by approximately $7,077,000. Conversely, with an immediate rate decrease of 200 basis points, the estimated increase in the market value of the investment portfolio is estimated to increase $5,245,000. The modeling environment assumes management would take no action during an immediate shock of 200 basis points. The likelihood of immediate changes of 200 basis points is contrary to expectation, as evidenced by the changes in interest rates in the past year, which were in 25 basis point increments. However, the Company uses those increments to measure its interest rate risk in accordance with regulatory requirements and to measure the possible future risk in the investment portfolio. For further discussion of the Company’s market risk, refer to Item 3 - Quantitative and Qualitative Disclosures about Market Risk.

Management’s review of all investments before purchase includes an analysis of how the security will perform under several interest rate scenarios to monitor whether investments are consistent with our investment policy. The policy addresses issues of average life, duration, concentration guidelines, prohibited investments, impairment, and prohibited practices.

Total interest income for the first half of 2005 increased $4,379,000, to $12,169,000 compared to $7,790,000 for the six months ended June 30, 2004. The increase was due to the 35.4% increase in the average balance of interest earning assets, combined with the 81 basis point increase in the yield on those assets. Average interest earning assets increased to $404,969,000 for the six months ended June 30, 2005 compared to $299,130,000 for the six months ended June 30, 2004. The yield on interest earning assets increased to 6.17% for the six months ended June 30, 2005 compared to 5.36% for the six months ended June 30, 2004. The $105,839,000 increase in average earning assets was the result of our own organic growth and the approximate $45,779,000 in loans and $19,250,000 in investments as the result of the merger of BMC.

Interest expense on deposits for the six months ended June 30, 2005 increased $801,000 or 93.9% to $1,654,000 compared to $853,000 for the six months ended June 30, 2004. This increase was due to the repricing of interest bearing deposits as a result of the increases in the Federal funds interest rate and the $75,520,000 increase in volume of average interest bearing deposits. Average interest-bearing deposits were $280,072,000 for the six months ended June 30, 2005 compared to $204,552,000 for the same period ended June 30, 2004. The increase was the result of our own internal growth and the addition of approximately $63,769,000 in deposits as the result of the merger of BMC.

Average other borrowings decreased to $6,953,000 with an effective rate of 3.48% for the six months ended June 30, 2005 compared to $7,846,000 with an effective rate of 2.73% for the six months ended June 30, 2004. Included in other borrowings are advances from the Federal Home Loan Bank and a loan from a major bank, primarily to provide additional capital for the Bank in conjunction with the merger of BMC. Additionally, we borrowed funds from the Federal Home Loan Bank (FHLB) during a period of low interest rates. The effective rate of the FHLB advances was 2.73% for the first six months of 2005 compared to 2.29% for the same period 2004.

In partial offset to the increase in the cost of interest bearing deposits and other borrowings, the increase in non-interest bearing demand deposits has contributed significantly to the lowered cost of funds. Average demand deposits increased 29.8% from an average $91,806,000 for the six months ended June 30, 2004 to $119,138,000 for the six months ended June 30, 2005. The merger with BMC added approximately $19,173,000 in non-interest bearing deposits to our portfolio. The cost of all of our interest bearing liabilities increased 34 basis points to 1.24% for the six months ended June 30, 2005 compared to 0.90% for the six months ended June 30, 2004. Average transaction accounts (including interest bearing checking, money market accounts and non interest bearing demand deposits) increased 30.7% to $287,150,000 for the six months ended June 30, 2005 compared to $219,705,000 for the six months ended June 30, 2004

Net Interest Income before Provision for Credit Losses

Net interest income before provision for credit losses for the six months ended June 30, 2005 increased $3,564,000 or 52.2% to $10,394,000 compared to $6,830,000 for the six months ended June 30 2004. This increase was primarily due to the increase in the net interest margin, combined with an increase in average interest earning assets partially offset by the increase in average interest bearing liabilities. Average interest earning assets were $404,969,000 for the six months ended June 30, 2005 with a net interest margin of 5.30% compared to $299,130,000 with a net interest margin of 4.72% for the six months ended June 30, 2004. For a discussion of the repricing of our assets and liabilities, see “Item 3 - Quantitative and Qualitative Disclosure about Market Risk.”

Provision for Credit Losses

We provide for possible credit losses by a charge to operating income based upon the composition of the loan portfolio, past delinquency levels, losses and non-performing assets, economic and environmental conditions and other factors which, in management’s judgement, deserve recognition in estimating credit losses. Loans are charged off when they are considered uncollectible or of such little value that continuance as an active earning bank asset is not warranted.

The establishment of an adequate credit allowance is based on both an accurate risk rating system and loan portfolio management tools. The Board has established initial responsibility for the accuracy of credit risk grades with the individual credit officer. The grading is then submitted to the Chief Credit Administrator (“CCA”), who reviews the grades for accuracy and makes recommendations to Credit Review who gives final approval. The risk grading and reserve allocation is analyzed annually by a third party credit reviewer and by various regulatory agencies.

Quarterly, the CCA sets the specific reserve for all adversely risk-graded credits. This process includes the utilization of loan delinquency reports, classified asset reports, and portfolio concentration reports to assist in accurately assessing credit risk and establishing appropriate reserves. Reserves are also allocated to credits that are not adversely graded. Historical loss experience within the portfolio along with peer bank loss experiences are used in determining the level of the reserves held.

The allowance for credit losses is reviewed at least quarterly by the Board’s Audit/Compliance Committee and by the Board of Directors. Reserves are allocated to loan portfolio categories using percentages which are based on both historical risk elements such as delinquencies and losses and predictive risk elements such as economic, competitive and environmental factors. We have adopted the specific reserve approach to allocate reserves to each adversely graded asset, as well as to each impaired asset for the purpose of estimating potential loss exposure. Although the allowance for credit losses is allocated to various portfolio categories, it is general in nature and available for the loan portfolio in its entirety. Additions may be required based on the results of independent loan portfolio examinations, regulatory agency examinations, or our own internal review process. Additions are also required when, in management’s judgement, the allowance does not properly reflect the portfolio’s potential loss exposure.

The allocation of the allowance for credit losses is set forth below:

Loan Type(Dollars in Thousands)	June 30, 2005 Amount		Percent of Loans in Each Category to Total Loans		December 31, 2004 Amount		Percent of Loans in Each Category to Total Loans

Commercial & Industrial	$	1,475	44.6	%	$	786	27.5	%
Real Estate	1,111		33.6	%	898		35.9	%
Real Estate - construction, land development and other land loans	244		7.4	%	197		16.9	%
Equity Lines of Credit	179		5.4	%	136		8.9	%
Consumer & Installment	47		1.4	%	178		3.1	%
Agricultural	246		7.5	%	151		7.6	%
Other	2		0.1	%	51		0.1	%
Non-specific reserve	242				300
	$	3,546			$	2,697

Managing credits identified through the risk evaluation methodology includes developing a business strategy with the customer to mitigate our potential losses. Management continues to monitor these credits with a view to identifying as early as possible when, and to what extent, additional provisions may be necessary.

We made no additions to the allowance for credit losses in the first half of 2005 and 2004, due mainly to improvements in our credit quality supported by the historical net charge-off ratio, which reflect net charge-offs or net recoveries to beginning loan balances for the past three (3) years and recoveries on prior charged-off loans. For 2004, we had a net recovery ratio of 0.146% and net charge-off ratios of 0.005% for 2003 and 0.031% for 2002. For the first six months of 2005, we had a net recovery ratio of 0.047% compared to a net recovery ratio of 0.057% for the same period in 2004. The potential for a future net recovery position is not likely as we have been very successful in collection of those loans charged off in prior years. Refer to the allowance for credit losses section for further discussion of credit quality.

The completion of the merger of BMC into the Bank provided an additional $751,000 to the allowance for credit losses. Based on information currently available, management believes that the allowance for credit losses should be adequate to absorb estimated possible losses in the portfolio. However, no assurance can be given that we may not sustain charge-offs which are in excess of the allowance in any given period. Refer to “Allowance for Credit Losses” below for further information of the allowance for credit losses.

Non-Interest Income

Non-interest income is comprised of customer service charges loan placement fees, gain on sales of investments and other income. Non-interest income was $1,867,000 for the six months ended June 30, 2005 compared to $2,243,000 for the same period ended June 30, 2004. The $376,000 decrease in non-interest income comparing the six months ended June 30, 2005 to the same period in 2004 was primarily due to the decrease in gain realized on sale of investment securities of $411,000.

Customer service charges increased slightly to $1,200,000 for the first six months of 2005 compared to $1,169,000 for the same period in 2004, mainly due to an increase in the average number of transaction accounts. The full effect on service charges of the merger with BMC has not been fully realized as the January service charge fees were waived for customers of BMC and as the change to the Company’s service charge structure continues.

We earn loan placement fees from the brokerage of single-family residential mortgage loans which is mainly for the convenience of our customers. Loan placement fees increased a modest $16,000 in the first half of 2005 compared to the first half of 2004 as less refinancing opportunities may exist with 30 year mortgages remaining below 6% in spite of the 225 basis point increase in the prime rate in the past 12 months. Normal home sales due to “moving up” or relocating are still fairly strong and Fresno County continues to reflect very affordable housing compared to other parts of California. Commissions paid for personnel involved in generating loan placement fees are reflected as commissions in salary expense.

Appreciation in cash surrender value of bank owned life insurance decreased $5,000 due to adjustments in the interest rate received. This interest rate is reviewed annually by the Board of Directors. Additionally, we added $440,000 in BOLI in the first six months of 2005 for four members of senior management. BOLI is used as a retention tool for key members of the Bank.

The Bank holds stock from the Federal Home Loan Bank in relationship with the borrowing capacity and generally receives quarterly dividends. We currently hold $1,624,000 in FHLB stock of which $172,000 was the result of the merger with BMC. Dividends in the first six months of 2005 increased $21,000 compared to the same period in 2004.

Other income decreased $28,000 for the first six months of 2005 compared to the same period in 2004. Rental income from equipment leased to others decreased $38,000 as a result of the Company’s decision to no longer participate in operating lease arrangements.

Non-Interest Expenses

Salaries and employee benefits, occupancy, professional services, and data processing are the major categories of non-interest expenses. Non-interest expenses increased $1,673,000 to $8,029,000 for the six months ended June 30, 2005 compared to $6,356,000 for the six months ended June 30, 2004.

The Bank’s efficiency ratio, measured as the percentage of non-interest expenses to net interest income before provision for credit losses plus non-interest income, improved to 62.2% for the first six months of 2005 compared to 72.1% for the first six months of 2004.

Salaries and employee benefits increased $992,000 or 26.4% to $4,745,000 for the first six months of 2005 compared to $3,753,000 for the first six months of 2004. The increase in salaries and employee benefits for the six month period ended June 30, 2005 can be attributed to normal cost increases for salaries and benefits and incentive based compensation due to increased loan and deposit production, profitability, and the additional personnel costs from the merger with BMC which includes the salary of one former BMC executive officer retained by the Company following the merger. Commissions paid for loan placements increased $6,000 in the periods under review.

Occupancy and equipment expense increased $275,000 to $1,059,000 for the first six months of 2005 compared to $784,000 for the first six months of 2004. The 35.1% increase in occupancy expense for the six months ended June 30, 2005 was due mainly to the addition of the two branches resulting from the merger, normal increases in rent on existing leaseholds, and other occupancy related expenses.

Other non-interest expenses increased $406,000 or 22.3% in the period under review. Contributing to the increase in other non-interest expense was an additional $100,000 write down to the Company’s investment in Diversified Capital Holdings, the parent company of a title and escrow insurance company. To date, the Company has written down a total of $250,000 of the original $500,000 investment. The title and insurance company was sold in July 2005. The Company does not anticipate any further losses related to this investment.

The following table describes significant components of other non-interest expense as a percentage of average assets.

For the six month periods ended June 30,	Other Expense 2005		Annualized % Avg. Assets		Other Expense 2004		Annualized % Avg. Assets
(Dollars in thousands)
Advertising	$	220	0.10	%	$	170	0.10	%
Audit/accounting	120		0.05	%	120		0.07	%
Data/item processing	423		0.19	%	386		0.23	%
ATM/debit card expenses	22		0.01	%	20		0.01	%
Director fees	68		0.03	%	66		0.04	%
Donations	48		0.02	%	45		0.03	%
Education/training	32		0.01	%	36		0.02	%
General Insurance	53		0.02	%	57		0.03	%
Legal fees	71		0.03	%	66		0.04	%
Postage	75		0.03	%	71		0.04	%
Regulatory assessments	50		0.02	%	43		0.03	%
Stationery/supplies	109		0.05	%	81		0.05	%
Telephone	64		0.03	%	51		0.03	%
Travel expense	21		0.01	%	30		0.02	%
Operating losses	11		0.01	%	24		0.01	%
Fair value write down	100		0.02	%	—		—
Reversal of REIT tax benefit	—		—		127		0.04	%
Other	738		0.17	%	426		0.13	%
Total other non-interest expense	$	2,225			$	1,819

Provision for Income Taxes

The effective income tax rate was 35.6% for the six months ended June 30, 2005 compared to 35.2% for the six months ended June 30, 2004. Provision for income taxes totaled $1,505,000 and $915,000 for the six months ended June 30, 2005, and 2004, respectively.

For the second quarter of 2005 compared to the second quarter of 2004:

The following table sets forth a summary of average balances with corresponding interest income and interest expense as well as average yield and cost information for the second quarter of 2005 compared to the second quarter of 2004. Average balances are derived from daily balances, and non-accrual loans are not included as interest earning assets for purposes of this table.

CENTRAL VALLEY COMMUNITY BANCORP

SCHEDULE OF AVERAGE BALANCES AND AVERAGE YIELDS AND RATES

	FOR THE THREE MONTHS ENDED JUNE 30, 2005							FOR THE THREE MONTHS ENDED JUNE 30, 2004
(Unaudited) (Dollars in thousands)	Average Balance			Interest Income		Yield/ Rate		Average Balance			Interest Income		Yield/ Rate
ASSETS
Interest-earning deposits in other banks	$	2,526		$	18	2.85	%	$	2,183		$	8	1.47	%
Securities
Taxable securities	91,918			780		3.39	%	81,624			614		3.01	%
Non-taxable securities (1)	22,481			392		6.98	%	18,704			317		6.77	%
Total investment securities	114,399			1,172		4.10	%	100,328			931		3.71	%
Federal funds sold	18,805			140		2.98	%	9,135			22		0.96	%
Total securities	135,730			1,330		3.92	%	111,646			961		3.44	%
Loans (2) (3)	270,437			5,114		7.56	%	191,602			3,076		6.42	%
Federal Home Loan Bank stock	1,613			16		3.97	%	992			5		2.02	%
Total interest-earning assets	407,780			6,460		6.34	%	304,240			4,042		5.31	%
Allowance for credit losses	(3,497		)					(2,518		)
Non-accrual loans	984							0
Cash and due from banks	19,615							24,008
Bank premises & equipment	2,954							2,857
Other non-earning assets	21,901							10,629
Total average assets	$	449,737		6,460				$	339,216		4,042
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest-bearing liabilities:
Savings and NOW accounts	$	85,110		38		0.18	%	$	65,650		28		0.17	%
Money market accounts	111,380			334		1.20	%	84,230			154		0.73	%
Time certificates of deposit, under $100,000	42,198			236		2.24	%	32,474			125		1.54	%
Time certificates of deposit, $100,000 and over	44,888			285		2.54	%	25,589			114		1.78	%
Total interest-bearing deposits	283,576			893		1.26	%	207,943			421		0.81	%
Other borrowed funds	6,500			61		3.75	%	7,154			43		2.40	%
Federal funds purchased	1			—		—		8			—		—
Total interest-bearing liabilities	290,077			954		1.32	%	215,105			464		0.86	%
Non-interest bearing demand deposits	118,966							93,683
Other liabilities	2,714							3,494
Shareholders’ equity	37,980							26,934
Total average liabilities and shareholders’ equity	$	449,737		954				$	339,216		464

Interest income and rate earned on average earning assets				6,460		6.34	%				4,042		5.31	%
Interest expense and interest cost related to average interest-bearing liabilities				954		1.32	%				464		0.86	%

Net interest income and net interest margin (4)				$	5,506	5.40	%				$	3,578	4.70	%

(1) Calculated on a fully tax equivalent basis, which includes Federal tax benefits relating to income earned on municipal bonds totaling $133 and $108 in 2005 and 2004, respectively.

(2) Loan interest income includes loan fees of $299 in 2005 and $169 in 2004.

(3) Average loans do not include non-accrual loans.

(4) Net interest margin is computed by dividing net interest income by total average interest-earning assets.

Interest and fee income from loans increased 66.3% in the second quarter of 2005 compared to the same period of 2004. As stated above, the combination of the increased volume from the merger with BMC and our organic growth from the focus on building relationships and the nine interest rate increases that have occurred since June 30, 2004, were the major components of the $2,038,000 increase. Average total loans for the second quarter of 2005 were $271,421,000 compared to $191,602,000 for the same period 2004. The yield on loans for the second quarter of 2005 was 7.56% compared to 6.42% for the second quarter of 2004.

Total interest income for the three months ended June 30, 2005 increased $2,382,000, to $6,311,000 compared to $3,929,000 for the three months ended June 30, 2004. The increase was due to the 34.0% increase in the average balance of interest earning assets, combined with the 103 basis point increase in the yield on those assets. Average interest earning assets increased to $407,780,000 for the second quarter of 2005 compared to $304,240,000 for the second quarter of 2004. The yield on interest earning assets increased to 6.34% for the second quarter of 2005 compared to 5.31% for the same period in 2004. The $103,540,000 increase in average earning assets was the result of our own organic growth and the approximate $45,779,000 in loans and $19,250,000 in investments as the result of the merger of BMC.

Interest expense on deposits for the second quarter of 2005 increased $472,000 or 112.1% to $893,000 compared to $421,000 for the second quarter of 2004. This increase was due to the repricing of interest bearing deposits as a result of the increases in the Federal funds interest rate and the $75,633,000 increase in volume of average interest bearing deposits. Average interest-bearing deposits were $283,576,000 for the second quarter of 2005 compared to $207,943,000 for the same period ended June 30, 2004. The increase was the result of our own internal growth and the addition of approximately $63,769,000 in deposits as the result of the merger of BMC.

Average other borrowings decreased to $6,500,000 with an effective rate of 3.75% for the second quarter of 2005 compared to $7,154,000 with an effective rate of 2.40% for the same period ended June 30, 2004. As stated above, included in other borrowings are advances from the Federal Home Loan Bank and a loan from a major bank, primarily to provide additional capital for the Bank in conjunction with the merger of BMC. Additionally, we borrowed funds from the Federal Home Loan Bank (FHLB) during a period of low interest rates. The effective rate of the FHLB advances was 2.41% for the second quarter of 2005 compared to 2.39% for the same period 2004.

In partial offset to the increase in the cost of interest bearing deposits and other borrowings, the increase in non-interest bearing demand deposits has contributed significantly to the lowered cost of funds. Average demand deposits increased 27.0% from an average $93,683,000 for the second quarter of 2004 to $118,966,000 for the second quarter of 2005. The merger with BMC added approximately $19,173,000 in non-interest bearing deposits to our portfolio. The cost of all of our interest bearing liabilities increased 46 basis points to 1.32% for the second quarter of 2005 compared to 0.86% for the second quarter of 2004. Average transaction accounts (including interest bearing checking, money market accounts and non-interest bearing demand deposits) increased 28.7% to $289,572,000 for the second quarter of 2005 compared to $224,980,000 for the second quarter of 2004.

Net Interest Income before Provision for Credit Losses

Net interest income before provision for credit losses for the second quarter of 2005 increased $1,892,000 or 54.6% to $5,357,000 compared to $3,465,000 for the second quarter of 2004. This increase was primarily due to the increase in the net interest margin, combined with an increase in average interest earning assets partially offset by the increase in average interest bearing liabilities. Average interest earning assets were $407,780,000 for the second quarter of 2005 with a net interest margin of 5.40% compared to $304,240,000 with a net interest margin of 4.70% for the second quarter of 2004.

Provision for Credit Losses

We made no additions to the allowance for credit losses in the second quarters of 2005 and 2004 due mainly to improvements in our credit quality supported by the historical net charge-off ratio, which reflect net charge-offs or net recoveries to beginning loan balances for the past three (3) years and recoveries on prior charged-off loans. For 2004, we had a net recovery ratio of 0.146% and net charge-off ratios of 0.005% for 2003 and 0.031% for 2002. For the

second quarter of 2005, we had a net recovery ratio of 0.043% compared to a net recovery ratio of 0.018% for the same period in 2004.

Non-Interest Income

As stated above, non-interest income represents non-interest types of revenue and is comprised of customer service charges, loan placement fees, gain on sales of investments and other income. Non-interest income was $1,012,000 for the second quarter of 2005 compared to $900,000 for the second quarter of 2004. The $112,000 increase in non-interest income comparing the second quarter of 2005 to the same period in 2004 was primarily due to the increase in gain realized on sale of investment securities of $66,000.

Customer service charges increased slightly to $622,000 for the second quarter of 2005 compared to $604,000 for the same period in 2004, mainly due to an increase in average number of transaction accounts.

We earn loan placement fees from the brokerage of single-family residential mortgage loans which is mainly for the convenience of our customers. Loan placement fees increased a modest $8,000 in the second quarter of 2005 compared to the second quarter of 2004 as less refinancing opportunities may exist with 30 year mortgages remaining below 6% in spite of the 225 basis point increase in the prime rate in the past 12 months. Again, normal home sales due to “moving up” or relocating are still fairly strong and Fresno County continues to reflect very affordable housing compared to other parts of California. Commissions paid for personnel involved in generating loan placement fees are reflected as commissions in salary expense.

Appreciation in cash surrender value of bank owned life insurance (BOLI) increased $5,000 due to adjustments in the interest rate received. This interest rate is reviewed annually by the Board of Directors. Additionally, we added $440,000 in the first six months of 2005 for four members of senior management. As mentioned above, BOLIs are used as a retention tool for key members of the Bank.

The Bank holds stock from the Federal Home Loan Bank in relationship with the borrowing capacity and generally receives quarterly dividends. We currently hold $1,624,000 in FHLB stock of which $172,000 was the result of the merger with BMC. Dividends in the second quarter of 2005 increased $11,000 compared to the same period in 2004.

Non-Interest Expenses

As discussed above, salaries and employee benefits, occupancy and equipment expense, professional services, and data processing are the major categories of non-interest expenses. Non-interest expenses increased $876,000 to $3,978,000 for the second quarter of 2005 compared to $3,102,000 for the same period of 2004. The increase can mainly be attributed to the merger with BMC.

Salaries and employee benefits increased $522,000 or 28.5% to $2,355,000 for the second quarter of 2005 compared to $1,833,000 for the second quarter of 2004. The increase in salaries and employee benefits for the three month period ended June 30, 2005 can be attributed to normal cost increases for salaries and benefits and incentive based compensation due to increased loan and deposit production, profitability, and the additional personnel costs from the merger with BMC. Commissions paid for loan placements increased $6,000 in the periods under review.

Occupancy and equipment expense increased $152,000 to $549,000 for the quarter ended June 30, 2005 compared to $397,000 for the quarter ended June 30, 2004. The 38.3% increase in occupancy and equipment expense for the three months ended June 30, 2005 was due mainly to the addition of the two branches resulting from the merger, normal increases in rent on existing leaseholds, and other occupancy related expenses.

Other non-interest expenses increased $202,000 or 23.2% in the second quarter of 2005 compared to the second quarter of 2004.

The following table describes significant components of other non-interest expense as a percentage of average assets.

For the three month periods ended June 30,	Other Expense 2005			Annualized % Avg. Assets		Other Expense 2004		Annualized % Avg. Assets
(Dollars in thousands)
Advertising	$	97		0.09	%	$	82	0.07	%
Audit/accounting	60			0.05	%	60		0.05	%
Data/item processing	206			0.18	%	195		0.17	%
ATM/debit card expenses	(1		)	0.00	%	6		0.01	%
Director fees	34			0.03	%	34		0.03	%
Donations	24			0.02	%	14		0.01	%
Education/training	16			0.01	%	5		0.00	%
General Insurance	31			0.03	%	28		0.02	%
Legal fees	34			0.03	%	27		0.02	%
Postage	34			0.03	%	36		0.03	%
Regulatory assessments	25			0.02	%	22		0.02	%
Stationery/supplies	58			0.05	%	40		0.04	%
Telephone	32			0.03	%	29		0.03	%
Travel expense	12			0.01	%	16		0.01	%
Operating losses	6			0.01	%	23		0.02	%
Other	406			0.09	%	255		0.08	%
Total other non-interest expense	$	1,074				$	872

Provision for Income Taxes

The effective income tax rate was 35.9% for the second quarter of 2005 compared to 34.7% for the second quarter of 2004. Provision for income taxes totaled $858,000 and $438,000 for the quarter ended June 30, 2005, and 2004, respectively.

FINANCIAL CONDITION

Summary of Changes in Consolidated Balance Sheets

June 30, 2005 compared to December 31, 2004

The merger of BMC along with the demand for our banking products has led to continued increases in loans and deposits during the first six months of 2005. As of June 30, 2005, total assets were $450,552,000, an increase of 22.4%, or $82,405,000, compared to $368,147,000 as of December 31, 2004. Total gross loans increased 34.1% or $71,467,000, to $280,746,000 as of June 30, 2005 compared to $209,279,000 as of December 31, 2004. Total deposits increased 23.0% or, $75,027,000 to $401,213,000 as of June 30, 2005 compared to $326,186,00 as of December 31, 2004. Stockholders’ equity increased to $38,719,000 as of June 30, 2005 compared to $29,606,000 as of December 31, 2004.

As stated previously, we completed the merger with BMC into the Bank on January 1, 2005. The merger added $45,779,000 in loans, $63,769,000 in deposits, and $68,080,000 in total assets to our balance sheet as of January 1, 2005.

Investments

Our investment portfolio consists primarily of agency securities, mortgage backed securities, municipal securities, and overnight investments in the Federal Funds market and are all classified as available-for-sale. As of June 30, 2005, $38,803,000 was held as collateral for public funds, treasury, tax, and for other purposes. Our investment policies are established by the Board of Directors and implemented by our Investment/Asset Liability Committee. It is designed primarily to provide and maintain liquidity, to enable us to meet our pledging requirements for public money and borrowing arrangements, to generate a favorable return on investments without incurring undue interest rate and credit risk, and to complement our lending activities.

The volume of our investment portfolio is generally considered higher than our peers due mostly to our relative low loan to deposit ratio. Additionally, due to the continued growth of our deposits and the addition of the deposits and federal funds from the merger with BMC, the total investment portfolio grew 0.7% from $127,895,000 at December 31, 2004 to $128,851,000 at June 30, 2005. The market value of the portfolio reflected a gain of $457,000 at June 30, 2005 compared to a gain at $562,000 at December 31, 2004 which reflects the increase in the Federal funds rate of 225 basis points since the end of the year.

We held $1,624,000 in Federal Home Loan Bank stock as of June 30, 2005 compared to $1,420,000 as of December 31, 2004. The increase is the result of the merger with BMC.

The following table sets forth the carrying values and estimated fair values of our investment securities portfolio at the dates indicated:

			Gross		Gross			Estimated
June 30, 2005	Amortized		Unrealized		Unrealized			Market
Investment Type (Dollars in thousands)	Cost		Gain		(Loss)			Value

U.S. Government agencies	$	23,413			$	(323	)	$	23,090
Obligations of states and political subdivisions	23,771		$	752	(89		)	24,434
U.S. Government agencies collateralized by mortgage obligations	56,676		362		(245		)	56,793
Other securities	3,960		—		—			3,960

	$	107,820	$	1,114	$	(657	)	$	108,277

			Gross		Gross			Estimated
December 31, 2004	Amortized		Unrealized		Unrealized			Market
Investment Type (Dollars in thousands)	Cost		Gain		(Loss)			Value

U.S. Government agencies	$	22,492	$	119	$	(267	)	$	22,344
Obligations of states and political subdivisions	19,993		637		(121		)	20,509
U.S. Government agencies collateralized by mortgage obligations	52,292		466		(255		)	52,503
Other securities	3,644		—		(17		)	3,627

	$	98,421	$	1,222	$	(660	)	$	98,983

Management periodically evaluates each investment security for other than temporary impairment, relying primarily on industry analyst reports, observation of market conditions and interest rate fluctuations. Management believes it will be able to collect all amounts due according to the contractual terms of the underlying investment securities and that the noted decline in fair value is considered temporary and due only to interest rate fluctuations.

Loans

Total gross loans have increased to $280,746,000 as of June 30, 2005 compared to $209,279,000 as of December 31, 2004.

The following table sets forth information concerning the composition of our loan portfolio at the dates indicated:

Loan Type (Dollars in Thousands)	June 30, 2005			% of Total loans		December 31, 2004			% of Total loans
Commercial & Industrial	$	82,864		29.5	%	$	57,669		27.5	%
Real Estate	113,815			40.5	%	75,424			35.9	%
Real Estate – construction, land development and other land loans	35,526			12.6	%	35,364			16.9	%
Equity Lines of Credit	22,081			7.8	%	18,714			8.9	%
Consumer & Installment	8,136			2.9	%	6,420			3.1	%
Agricultural	17,548			6.2	%	15,946			7.6	%
Other	1,396			0.5	%	240			0.1	%

	281,366			100.0	%	209,777			100.0	%
Deferred loan fees, net	(620		)			(498		)
Total loans	$	280,746				$	209,279

As of June 30, 2005, a concentration of loans existed in loans collateralized by real estate (real estate, real estate construction, land development and other land loans, and equity lines of credit) comprising 61.1% of total loans. This level of concentration is consistent with December 31, 2004. Although management believes the loans within this concentration have no more than the normal risk of collectibility, a substantial decline in the performance of the economy in general or a decline in real estate values in the our primary market areas, in particular, could have an adverse impact on collectibility, increase the level of real estate-related non-performing loans, or have other adverse effects which alone or in the aggregate could have a material adverse effect on our business, financial condition, results of operations and cash flows.

We believe that our commercial real estate loan underwriting policies and practices result in prudent extensions of credit, but recognize that our lending activities result in relatively high reported commercial real estate lending levels. Commercial real estate loans include certain loans which represent low to moderate risk and certain loans with higher risks.

The Board of Directors reviews and approves concentration limits and exceptions to limitations of concentration are reported to the Board of Directors at least quarterly.

Non-performing assets . Non-performing assets consist of non-performing loans, other real estate owned (“OREO”) and repossessed assets. Non-performing loans are those loans which have (i) been placed on non-accrual status, (ii) been subject to troubled debt restructurings, (iii) been classified as doubtful under our asset classification system, or (iv) become contractually past due 90 days or more with respect to principal or interest and have not been restructured or otherwise placed on non-accrual status. A loan is classified as non-accrual when 1) it is maintained on a cash basis because of deterioration in the financial condition of the borrower, 2) payment in full of principal or interest under the original contractual terms is not expected, or 3) principal or interest has been in default for a period of 90 days or more unless the asset is both well secured and in the process of collection.

At June 30, 2005, we had $432,000 in OREO as a result of one loan from the BMC merger. At December 31, 2004, we had no OREO, repossessed assets or restructured loans. This property is currently pending sale and we anticipate full recovery. At June 30, 2005, we had one non-accrual loan totaling $591,000 compared to no non-accrual loans at December 31, 2004. At June 30, 2005, we estimated the potential for any losses from these credits would have a minimal impact on the allowance for credit losses.

A summary of non-accrual, restructured, and past due loans at June 30, 2005 and December 31, 2004 is set forth below. The Company had no restructured loans and no accruing loans past due more than 90 days at June 30, 2005 and December 31, 2004. Management can give no assurance that non-accrual and other non-performing loans will not increase in the future.

Composition of Non-accrual, Past Due and Restructured Loans

(Dollars in Thousands)	June 30, 2005			December 31, 2004
Non-accrual Loans
Commercial and Industrial	$	591		$	-0-
Total non-accrual	591			-0-
Accruing loans past due 90 days or more	-0-			-0-
Restructured loans	-0-			-0-
Total non-performing loans	$	591		$	-0-
Nonperforming loans to total loans	0.21		%	0.0		%
Ratio of non-performing loans to allowance for credit losses	16.7		%	0.0		%
Loans considered to be impaired	$	591		$	-0-
Related allowance for credit losses on impaired loans	$	146		$	-0-

We measure our impaired loans by using the fair value of the collateral if the loan is collateral-dependent and the present value of the expected future cash flows discounted at the loan’s effective interest rate if the loan is not collateral-dependent. As of June 30, 2005, the only impaired loan was the $591,000 non-accrual loan, which is collateral-dependent. We place loans on non-accrual status that are delinquent 90 days or more or when a reasonable doubt exists as to the collectibility of interest and principal. . Management maintains certain loans that have been brought current by the borrower (less than 30 days delinquent) on non-accrual status until such time as management has determined that the loans are likely to remain current in future periods.

Classified Assets . From time to time, management has reason to believe that certain borrowers may not be able to repay their loans within the parameters of the present repayment terms, even though, in some cases, the loans are current at the time. These loans are graded in the classified loan grades of “substandard,” “doubtful,” or “loss” and include non-performing loans. Each classified loan is monitored monthly. Classified assets, consisting of non-accrual loans, loans graded as substandard or lower, other real estate owned and repossessed assets, (all net of government guarantees), totaled $1,023,000 as of June 30, 2005 compared to none as of December 31, 2004.

Allowance for Credit Losses . We have established a methodology for the determination of provisions for credit losses. The methodology is set forth in a formal policy and takes into consideration the need for an overall allowance for credit losses as well as specific allowances that are tied to individual loans. Our methodology for assessing the appropriateness of the allowance consists of several key elements, which include the formula allowance and a specific allowance for identified problem loans.

In originating loans, we recognize that losses will be experienced and that the risk of loss will vary with, among other things, the type of loan being made, the creditworthiness of the borrower over the term of the loan, general economic conditions and, in the case of a secured loan, the quality of the collateral securing the loan. The allowance is increased by provisions charged against earnings and reduced by net loan charge offs. Loans are charged off when they are deemed to be uncollectible, or partially charged off when portions of a loan are deemed to be uncollectible. Recoveries are generally recorded only when cash payments are received.

The allowance for credit losses is maintained to cover losses inherent in the loan portfolio. The responsibility for the review of our assets and the determination of the adequacy lies with management and our Directors’ Audit Committee. They delegate the authority to the CCA to determine the loss reserve ratio for each type of asset and reviews, at least quarterly, the adequacy of the allowance based on an evaluation of the portfolio, past experience, prevailing market conditions, amount of government guarantees, concentration in loan types and other relevant factors.

The allowance for credit losses is an estimate of the losses that may be sustained in our loan and lease portfolio. The allowance is based on two principles of accounting: (1) Statement of Financial Accounting Standards (SFAS) No. 5, ‘‘Accounting for Contingencies,’’ which requires that losses be accrued when they are probable of occurring and

estimable; and (2) SFAS No. 114, ‘‘Accounting by Creditors for Impairment of a Loan’’ and SFAS No. 118, ‘‘Accounting by Creditors for Impairment of a Loan—Income Recognition and Disclosures,’’ which requires that losses be accrued based on the differences between the value of collateral, present value of future cash flows or values that are observable in the secondary market and the loan balance.

The Bank under SFAS No. 5 establishes reserves. Credit Administration adheres to an internal asset review system and loss allowance methodology designed to provide for timely recognition of problem assets and adequate valuation allowances to cover expected asset losses. The Bank’s asset monitoring process includes the use of asset classifications to segregate the assets, largely loans and real estate, into various risk categories. The Bank uses the various asset classifications as a means of measuring risk and determining the adequacy of valuation allowances by using a nine-grade system to classify assets. All credit facilities exceeding 90 days of delinquency require classification.

The allowance for credit losses has seven components: the general valuation allowance, criticized and classified allowance, the specific valuation allowance, large borrower risk allowance, pool loan allowance, Q factor allowance and the model risk allowance. Each of these components is determined based upon estimates that can and do change when the actual events occur.

• General valuation allowances (“GVA”): This element relates to assets with no well-defined deficiency or weakness (i.e. assets classified pass) and takes into consideration losses that are imbedded within the portfolio but have not yet been recognized. Generally, borrowers are impacted by events well in advance of a lender’s knowledge that may ultimately result in loan default and eventual loss. An example of such a loss-causing event would be the loss of a major tenant in the case of commercial real estate loan. General valuation allowances are determined through consideration of past loss experience

• GVA is calculated by applying loss factors to outstanding loans, in each case based on the internal risk grade of pass of such loans and commercial leases. Changes in risk grades affect the amount of the allowance. Loss factors are based on our historical loss experience and may be adjusted for significant factors that, in management’s judgment, affect the collectibility of the portfolio as of the evaluation date.

• Loss factors are developed in the following ways:

• pass graded loss factors for commercial, financial, and industrial loans along with real estate construction [participated, commercial or consumer] derive from a migration model that tracks historical losses over a period (usually the last thirty six calendar months) which we believe captures the inherent losses in our loan portfolio;

• pass graded loss factors for commercial real estate loans are based on the average annual net charge-off rate over a period reflective of a full economic cycle; the past seven years.

We believe that an economic cycle is a period in which both upturns and downturns in the economy have been reflected. We calculate a loss factor over a time interval that spans what we believe constitutes a complete and representative economic cycle.

• Criticized and classified allowance: At the time of credit analysis and risk determination, credits, which have been determined to contain a weakness higher than management’s overall risk appetite, are graded as criticized or classified. Once validated that the credit is not impaired, a risk of loss is calculated and applied.

• The CCA identifies credits that have a risk level of special mention or worse, however not inclusive of Impaired Assets. The calculation uses the credit’s expected default frequency (EDF) as estimated by Moody’s risk for private companies. In each case use of the loan maturity defines if the one or five year default component is employed. Default is defined by Moody’s as a statistical probability that the credit will either miss or delay interest and/or principal payment, bankruptcy or receivership will occur, or exchange security where the exchange has the apparent purpose of helping the borrower avoid default. The exception to use of the EDF is found in the watch credits whereby the loan has an automatic 1% reserve held on outstanding balance. If the EDF has not been calculated, the Bank maintains an allocation equal to the sum of:

100% of those loans classified loss

50% of those loans classified doubtful

15% of those loans classified substandard

5% of those loans classified special mention

1% of those loans classified watch

• Pool loan allowance (“PLA”): Our residential and consumer loans and leases are relatively homogeneous with no single loan individually significant in terms of its size or potential risk of loss. Therefore, we review our residential and consumer portfolios by analyzing their performance as a pool of loans. Generally, borrowers become impacted by events well in advance of a lender’s knowledge that may ultimately result in loan default and eventual loss. Examples of such loss-causing events would be borrower job loss, divorce or medical crisis in the case of single family residential and consumer loans.

• Risk grade is not a component of this computation.

• Loss factors are developed in the following ways:

• Pooled loan loss factors (not individually graded loans) are based on expected net charge-offs for one year. Pooled loans are loans that are homogeneous in nature, such as consumer installment, home equity, residential mortgage loans and consumer leases.

• Large borrower risk allowance (“LBA”): CVCB has a number of borrowers with large loan balances which may create an additional risk if one or two of these borrowers were to unexpectedly default. Therefore an additional allowance for this risk is analyzed and applied.

• LBA identifies those credits that are larger than $2,000,000 and not collateralized by real estate: thereby, risk of loss may have a significant impact on capital.

• Q factor allowances (“QFA”): The methodology applied in all other allowance sections does not account for both quantitative and qualitative factors and documentation. Any methodology falls subject to some uncertainties. All loans and commercial leases contain, in management’s judgment, factors where loss recognition exists due to effects of the national and local economies, trends in nature and volume, changes in mix, consumer credit score migration, loan administration, concentrations, changes in internal lending policies, and collection practices to mention just a few.

• QFA is subjective by definition. The factors reflect management’s overall estimate of the additional rate of loss over the next four quarters that differ from either the historical loss experience or other valuations. The factors ever evolve and expectation of change from quarter to quarter is expected, both in inclusion and in value. As multiple factors exist which may be evaluated in connection with this allowance, topics noted below are examples only:

• general economic and business conditions affecting our key lending areas;

• credit quality trends (including trends in nonperforming loans expected to result from existing conditions);

• collateral values;

• loan volumes and concentrations;

• seasoning of the loan portfolio;

• specific industry conditions within portfolio segments;

• recent loss experience in particular segments of the portfolio;

• duration of the current economic cycle;

• government regulation

• bank regulatory examination results; and

• findings of our internal and external credit reviewers.

Model risk allowance (“MRA”): The allowance methodologies noted above are by definition imprecise. Any methodology is subject to some uncertainties. Estimating future losses inherent in a loan portfolio will vary with each method. Therefore, one applies a model risk component to determine a loss provision. This allowance is also used to establish a minimum floor by which the provision for credit loss would not decline below 1% of total gross loans.

The following table sets forth information regarding our allowance for credit losses at the dates and for the periods indicated:

	For the Six Month Period Ended			For the Twelve Month Period Ended
(In thousands)	June 30, 2005			December 31, 2004

Balance, beginning of the year	$	2,697		$	2,425
Addition from merger with BMC	751			—
Provision charged to operations	—			—
Losses charged to the allowance	(4		)	(24		)
Recoveries on loans previously charged off	102			296

Balance, end of period	$	3,546		$	2,697

Ratio of non-performing loans to allowance for credit losses	16.7		%	N/A
Allowance for credit losses to total loans	1.26		%	1.29		%

As of June 30, 2005 the balance in the allowance for credit losses was $3,546,000 compared to $2,697,000 as of December 31, 2004. The majority of the increase was the result of incorporating the allowance for credit losses from the merger with BMC into the Bank’s allowance. The balance of commitments to extend credit on undisbursed construction and other loans and letters of credit was $129,709,000 as of June 30, 2005 compared to $107,816,000 as of December 31, 2004. Risks and uncertainties exist in all lending transactions, and even though there have historically been no charge offs on construction and other loans that have not been fully disbursed, our management and Directors’ Loan Committee have established reserve levels based on historical losses as well as economic uncertainties and other risks that exist as of each reporting period.

As of June 30, 2005 the allowance was 1.26% of total gross loans compared to 1.29% as of December 31, 2004. During the six months ended June 30, 2005, there were no major changes in loan concentrations that significantly affected the allowance for credit losses. There have been no significant changes in estimation methods during the periods presented. Assumptions regarding the collateral value of various under performing loans may affect the level and allocation of the allowance for credit losses in future periods. The allowance may also be affected by trends in the amount of charge offs experienced or expected trends within different loan portfolios. The allowance for credit losses as a percentage of non-performing loans was 600% as of June 30, 2005. There were no non-performing loans as of December 31, 2004. Management believes the allowance at June 30, 2005 is adequate based upon its ongoing analysis of the loan portfolio, historical loss trends and other factors. However, no assurance can be given that the Company may not sustain charge-offs which are in excess of the allowance in any given period.

Deposits and Borrowings

Total deposits increased $75,027,000 or 23.0% to $401,213,000 as of June 30, 2005 compared to $326,186,000 as of December 31, 2004. Interest bearing deposits increased $58,248,000 or 26.4% to $279,199,000 as of June 30, 2005 compared to $220,951,000 as of December 31, 2004. Non-interest bearing deposits increased $16,779,000 or 15.9% to $122,014,000 as of June 30, 2005 compared to $105,235,000 as of December 31, 2004. The increase in deposits attributable to the BMC merger is approximately $63,769,000. The remaining growth is consistent with our strategy to grow our core deposit base and has occurred because of growth in our retail banking offices. In the merger with BMC we acquired 2 branches located in Oakhurst and Madera, California. We plan to open an additional branch in the third quarter of 2005 in downtown Fresno, California.

The composition of the deposits and average interest rates paid at June 30, 2005 and December 31, 2004 is summarized in the table below.

(Dollars in thousands)	June 30, 2005		% of Total Deposits		Effective Rate		December 31, 2004		% of Total Deposits		Effective Rate

NOW Accounts	$	55,031	13.7	%	0.10	%	$	52,571	16.1	%	0.10	%
MMDA Accounts	109,923		27.4	%	1.05	%	89,904		27.5	%	0.78	%
Time Deposits	88,255		22.0	%	2.10	%	57,958		17.8	%	1.72	%
Savings Deposits	25,990		6.5	%	0.34	%	20,518		6.3	%	0.35	%
Total Interest-bearing	279,199		69.6	%	1.10	%	220,951		67.7	%	0.85	%

Non-interest bearing	122,014		30.4	%			105,235		32.3	%
Total deposits	$	401,213	100.0	%			$	326,186	100.0	%

Short-term borrowings totaled $2,625,000 as of June 30, 2005 compared to $2,000,000 as of December 31, 2004. Short-term borrowings include $625,000 in principal payments due on the loan with a major bank and $2,000,000 in FHLB advances maturing in the next twelve months. We maintain a line of credit with the FHLB collateralized by commercial loans and government securities. Refer to Liquidity below for further discussion of FHLB advances.

Long term debt, which consisted of FHLB advances and a loan with a major bank, totaled $3,875,000 as of June 30, 2005 compared to $6,500,000 as of December 31, 2004.

On December 17, 2004, the Company entered into a non-revolving loan agreement with a major bank under which the Company borrowed $2,500,000 and contributed $2,000,000 of additional capital to the Bank. The loan bears interest indexed to prime or LIBOR, at the Company’s election. Further terms and conditions of the loan agreement were outlined in Report on Form 8-K filed on December 22, 2004. The purpose of the borrowing was to ensure the Bank’s capital ratios remain at or above well capitalized after the effective date of the merger with BMC.

Capital

Our stockholders’ equity increased to $38,719,000 as of June 30, 2005 compared to $29,606,000 as of December 31, 2004. The increase in stockholders’ equity is a result of net income of $2,727,000 for the six months ended June 30, 2005 combined with the increase in common stock from the merger with BMC, and proceeds from the exercise of stock options.

During the period the Company’s borrowing remains outstanding, which is expected to be until approximately 2007, the Bank does not anticipate paying dividends to the Company except for dividends that are necessary to meet the ordinary and usual operating expenses of the Company provided that the Bank would not pay any dividend that would cause it to be deemed not “well capitalized” under applicable banking laws and regulations.

Management considers capital requirements as part of its strategic planning process. The strategic plan calls for continuing increases in assets and liabilities, and the capital required may therefore be in excess of retained earnings. The ability to obtain capital is dependent upon the capital markets as well as our performance. Management regularly evaluates sources of capital and the timing required to meet its strategic objectives

The following table presents the Company’s and the Bank’s capital ratios as of June 30, 2005 and December 31, 2004.

	June 30, 2005				December 31,2004
(Dollars in thousands)	Amount		Ratio		Amount		Ratio
Tier 1 Leverage Ratio

Central Valley Community Bancorp and Subsidiary	$	28,097	6.39	%	$	29,259	8.03	%
Minimum regulatory requirement	17,576		4.00	%	14,574		4.00	%
Central Valley Community Bank	28,925		6.59	%	29,913		8.24	%
Minimum requirement for “Well-Capitalized” institution	21,938		5.00	%	18,155		5.00	%
Minimum regulatory requirement	17,550		4.00	%	14,524		4.00	%

Tier 1 Risk-Based Capital Ratio

Central Valley Community Bancorp and Subsidiary	28,097		8.78	%	29,259		11.55	%
Minimum regulatory requirement	12,806		4.00	%	10,137		4.00	%
Central Valley Community Bank	28,925		9.04	%	29,913		11.83	%
Minimum requirement for “Well-Capitalized” institution	19,192		6.00	%	15,166		6.00	%
Minimum regulatory requirement	12,794		4.00	%	10,111		4.00	%

Total Risk-Based Capital Ratio

Central Valley Community Bancorp and Subsidiary	31,643		9.88	%	31,956		12.61	%
Minimum regulatory requirement	25,611		8.00	%	20,273		8.00	%
Central Valley Community Bank	32,471		10.15	%	32,610		12.90	%
Minimum requirement for “Well-Capitalized” institution	31,986		10.00	%	25,277		10.00	%
Minimum regulatory requirement	25,589		8.00	%	20,222		8.00	%

Liquidity

Liquidity management involves our ability to meet cash flow requirements arising from fluctuations in deposit levels and demands of daily operations, which include funding of securities purchases, providing for customers’ credit needs and ongoing repayment of borrowings. Our liquidity is actively managed on a daily basis and reviewed periodically by our management and Director’s Asset/Liability Committees. This process is intended to ensure the maintenance of sufficient funds to meet our needs, including adequate cash flow for off-balance sheet committments.

Our primary sources of liquidity are derived from financing activities which include the acceptance of customer and, to a lesser extent, broker deposits, federal funds facilities and advances from the Federal Home Loan Bank of San Francisco. These funding sources are augmented by payments of principal and interest on loans, the routine maturities and paydowns of securities from the securities portfolio, the stability of our core deposits and the ability to sell investment securities. Primary uses of funds include withdrawal of and interest payments on deposits, originations and purchases of loans, purchases of investment securities, and payment of operating expenses.

As a means of augmenting our liquidity, we have established federal funds lines with correspondent banks. At June 30, 2005 our available borrowing capacity includes approximately $10,100,000 in federal funds lines with our correspondent banks and $3,241,000 in unused FHLB advances. We believe our liquidity sources to be stable and adequate. At June 30, 2005, we were not aware of any information that was reasonably likely to have a material effect on our liquidity position.

The following table reflects the Company’s credit lines, balances outstanding, and pledged collateral at June 30, 2005 and December 31, 2004:

Credit Lines	June 30, 2005		Balance at March 31, 2005		December 31, 2004		Balance at December 31,2004
Unsecured Credit Lines (interest rate varies with market)	$	10,100,000	$	-0-	$	10,100,000	$	-0-
Federal Home Loan Bank (interest rate at prevailing interest rate)	Collateral pledged $7,502,000 Market Value of Collateral $7,481,000		$	4,000,000	Collateral pledged $9,668,000 Market Value of Collateral $9,822,000		$	6,000,000
Federal Reserve Bank (interest rate at prevailing discount interest rate)	Collateral pledged $3,404,000 Market Value of Collateral $3,349,000		$	-0-	Collateral pledged $3,504,000 Market Value of Collateral $3,456,000		$	-0-

The liquidity of the parent company, Central Valley Community Bancorp is primarily dependent on the payment of cash dividends by its subsidiary, Central Valley Community Bank, subject to limitations imposed by the regulations.

OFF-BALANCE SHEET ITEMS

In the ordinary course of business, the Company is a party to financial instruments with off-balance risk. These financial instruments include commitments to extend credit and standby letters of credit. Such financial instruments are recorded in the financial statements when they are funded or related fees are incurred or received. For a fuller discussion of these financial instruments, refer to Note 7 – Commitments and Contingencies of the Company’s condensed consolidated financial statements included herein and Note 9 – Commitments and Contingencies in the Company’s 2004 Annual Report to Shareholders’ on Form 10-KSB.

In the ordinary course of business, the Company is party to various operating leases. For a fuller discussion of these financial instruments, refer to Note 9 – Commitments and Contingencies in the Company’s 2004 Annual Report to Shareholders’ on Form 10-KSB.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest rate risk (“IRR”) and credit risk constitute the two greatest sources of financial exposure for insured financial institutions. IRR represents the impact that changes in absolute and relative levels of market interest rates may have upon our net interest income (“NII”). Changes in the NII are the result of changes in the net interest spread between interest-earning assets and interest-bearing liabilities (timing risk), the relationship between various rates (basis risk), and changes in the shape of the yield curve.

We realize income principally from the differential or spread between the interest earned on loans, investments, other interest-earning assets and the interest incurred on deposits and borrowings. The volumes and yields on loans, deposits and borrowings are affected by market interest rates. As of June 30, 2005, 83% of our loan portfolio was tied to adjustable rate indices. The majority of theses adjustable rate loans are tied to prime and reprice within 30 days. The exceptions are SBA 7a loans, which reprice on the first day of the subsequent quarter after a change in prime. As of June 30, 2005, 74% of our time deposits had a stated maturity (generally one year or less) and a fixed rate of interest. As of June 30, 2005, $2,000,000 of our long term debt was fixed rate with an average remaining term of 1.6 years and $1,875,000 of long term debt reprices on a quarterly basis.

Changes in the market level of interest rates directly and immediately affect our interest spread, and therefore profitability. Sharp and significant changes to market rates can cause the interest spread to shrink or expand significantly in the near term, principally because of the timing differences between the adjustable rate loans and the maturities (and therefore repricing) of the deposits and borrowings.

Our management and Board of Director’s Asset/Liability Committees (“ALCO”) are responsible for managing our assets and liabilities in a manner that balances profitability, IRR and various other risks including liquidity. The ALCO operates under policies and within risk limits prescribed by, reviewed and approved by the Board of Directors.

The ALCO seeks to stabilize our NII by matching rate-sensitive assets and liabilities through maintaining the maturity and repricing of these assets and liabilities at appropriate levels given the interest rate environment. When the amount of rate-sensitive liabilities exceeds rate-sensitive assets within specified time periods, NII generally will be negatively impacted by an increasing interest rate environment and positively impacted by a decreasing interest rate environment. Conversely, when the amount of rate-sensitive assets exceeds the amount of rate-sensitive liabilities within specified time periods, net interest income will generally be positively impacted by an increasing interest rate environment and negatively impacted by a decreasing interest rate environment. The speed and velocity of the repricing assets and liabilities will also contribute to the effects on our NII, as will the presence or absence of periodic and lifetime interest rate caps and floors.

Simulation of earnings is the primary tool used to measure the sensitivity of earnings to interest rate changes. Earnings simulations are produced using a software model that is based on actual cash flows and repricing characteristics for all of our financial instruments and incorporate market-based assumptions regarding the impact of changing interest rates on current volumes of applicable financial instruments.

Interest rate simulations provide us with an estimate of both the dollar amount and percentage change in NII under various rate scenarios. All assets and liabilities are normally subjected to up to 300 basis point increases and decreases in interest rates in 100 basis point increments. Under each interest rate scenario, we project our net interest income. From these results, we can then develop alternatives in dealing with the tolerance thresholds.

Approximately 83% of our loan portfolio is tied to adjustable rate indices and the majority repricing within 30 days. As of June 30, 2005, we had 599 loans totaling $62,194,000 with floors ranging from 1% to 8% and ceilings ranging from 9% to 25%. In the current rate environment, the number of loans affected by floors and ceilings is minimal.

The following table shows the effects of changes in projected net interest income for the twelve months ending June 30, 2006 under the interest rate shock scenarios stated. The table was prepared as of June 30, 2005, at which time prime interest rate was 6.25%.

	PROJECTED		CHANGE FROM			% CHANGE
CHANGE	NET INTEREST		RATES			FROM RATES
IN RATES	INCOME		UNCHANGED			UNCHANGED
UP 300 bp	$	26,886	$	5,270		24.38	%
UP 200 bp	25,204		3,687			17.06	%
UP 100 bp	23,553		1,937			8.96	%
UNCHANGED	21,617		—			—
DOWN 100 bp	19,784		(2,012		)	-9.23	%
DOWN 200 bp	17,318		(4,478		)	-20.54	%
DOWN 300 bp	15,623		(6,173		)	-28.31	%

Assumptions are inherently uncertain, and, consequently, the model cannot precisely measure net interest income or precisely predict the impact of changes in interest rates on net interest income. Actual results will differ from simulated results due to timing, magnitude and frequency of interest rate changes, as well as changes in market conditions and management strategies which might moderate the negative consequences of interest rate deviations. In the model above, the simulation shows that the Company is asset sensitive over the one-year horizon as increasing rates have a positive impact on net interest income and declining rates have a negative impact.

ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, management, including the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures with respect to the information generated for use in this Quarterly Report. The evaluation was based in part upon reports provided by a number of executives. Based upon, and as of the date of that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective to provide reasonable assurances that information required to be disclosed in the reports the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

There was no change in the Company’s internal controls over financial reporting during the quarter ended June 30, 2005 that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

In designing and evaluating disclosure controls and procedures, the Company’s management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurances of achieving the desired control objectives and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

PART II OTHER INFORMATION

ITEM 1 LEGAL PROCEEDINGS	None to report .

ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS	None to report.

ITEM 3 DEFAULTS UPON SENIOR SECURITIES	None to report .

ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

a. The Company’s 2005 Annual Meeting of Shareholders was held May 18, 2005.

b. At the 2005 annual meeting the shareholders took the following actions:

• Elected Directors of the Company to serve until the 2006 Annual Meeting of Shareholders and until their successors are elected and qualified.

• In the election for directors, no candidates were nominated for election as a director other than the nominees of the Board of Directors whose names were set forth in the Company’s proxy statement dated April 5, 2005. Set forth below is a tabulation of the votes cast in the election of Directors with respect to each nominee for office:

Director	Votes Cast for Election	Withheld
Sidney B. Cox	2,176,708	3,294
Daniel N. Cunningham	2,176,758	3,244
Edwin S. Darden, Jr.	2,176,758	3,244
Daniel J. Doyle	2,176,758	3,244
Steven D. McDonald	2,176,758	3,244
Louis McMurray	2,176,758	3,244
Wanda L. Rogers	2,176,758	3,244
William S. Smittcamp	2,176,758	3,244
Joseph B. Weirick	2,176,758	3,244

• The ratification of the appointment of Perry-Smith LLP for the 2005 fiscal year as the Company’s independent public accountants. The appointment was ratified by the following votes:

Votes for: 2,171,809 Votes against: 2,680 Abstentions: 5,513

• The ratification of the Central Valley Community Bancorp 2005 Omnibus Incentive Plan. The plan was ratified by the following votes:

Votes for: 1,739,862 Votes against: 122,513 Abstentions: 29,399

ITEM 5 OTHER INFORMATION

None to report.

ITEM 6 EXHIBITS

(a) Exhibits

Exhibit No.		Description
10.52		Form of Amendment No. 1 To Salary Continuation Agreement dated June 7, 2000 by and between Central Valley Community Bank and Gayle Graham, Gary Quisenberry, Tom Sommer and Shirley Wilburn effective February 1, 2005.
10.53		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Gayle Graham effective February 1, 2005.
10.54		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Gary Quisenberry effective February 1, 2005.
10.55		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Tom Sommer effective February 1, 2005.
10.56		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Shirley Wilburn effective February 1, 2005.
10.57		Form of Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gayle Graham, Gary Quisenberry and Tom Sommer effective February 1, 2005.
10.58		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gayle Graham effective February 1, 2005.
10.59		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gary Quisenberry effective February 1, 2005.
10.60		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Tom Sommer effective February 1, 2005.
10.61		Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Shirley Wilburn effective February 1, 2005
10.62		Amendment No. 3 To Salary Continuation Agreement by and between Central Valley Community Bank and Daniel Doyle effective February 1, 2005.
10.63		Central Valley Community Bancorp 2005 Omnibus Incentive Plan (incorporated by reference from Appendix A to the registrant’s proxy statement filed April 5, 2005.
31.1		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Central Valley Community Bancorp.


Date August 12, 2005	/s/ Daniel J. Doyle
	Daniel J. Doyle
	President and Chief Executive Officer

Date August 12, 2005	/s/ G. Graham
	Gayle Graham
	Chief Financial Officer

EXHIBIT INDEX

10.52		Form of Amendment No. 1 To Salary Continuation Agreement dated June 7, 2000 by and between Central Valley Community Bank and Gayle Graham, Gary Quisenberry, Tom Sommer and Shirley Wilburn effective February 1, 2005.
10.53		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Gayle Graham effective February 1, 2005.
10.54		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Gary Quisenberry effective February 1, 2005.
10.55		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Tom Sommer effective February 1, 2005.
10.56		Exhibit 1 to Amendment No. 1 to Salary Continuation Agreement by and between Central Valley Community Bank and Shirley Wilburn effective February 1, 2005.
10.57		Form of Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gayle Graham, Gary Quisenberry and Tom Sommer effective February 1, 2005.
10.58		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gayle Graham effective February 1, 2005.
10.59		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Gary Quisenberry effective February 1, 2005.
10.60		Exhibit B to Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Tom Sommer effective February 1, 2005.
10.61		Amendment No. 1 To Life Insurance Endorsement Method Split Dollar Plan Agreement by and between Central Valley Community Bank and Shirley Wilburn effective February 1, 2005
10.62		Amendment No. 3 To Salary Continuation Agreement by and between Central Valley Community Bank and Daniel Doyle effective February 1, 2005.
10.63		Central Valley Community Bancorp 2005 Omnibus Incentive Plan (incorporated by reference from Appendix A to the registrant’s proxy statement filed April 5, 2005.
31.1		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 10.52

AMENDMENT NO. 1 TO SALARY CONTINUATION AGREEMENT

This Amendment No. 1 to Salary Continuation Amendment (the “ Amendment ”) is made effective as of February 1, 2005, and is entered into by and between Central Valley Community Bank, formerly named Clovis Community Bank (the “ Bank ”) and (the “ Executive ”), each a “ Party ” and together the “ Parties .”

RECITALS

A. The Parties entered into that certain Executive Salary Continuation Agreement dated as of June 7, 2000 (the “ Agreement ”).

B. Pursuant to the terms of this Amendment and to comply with the American Jobs Creation Act of 2004, the Parties wish to amend the Agreement.

AGREEMENT

In consideration of the mutual promises, covenants, and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

1. Change of Control . For purposes of Section IX of the Agreement, the definition of “ Change of Control ” shall be replaced with the following definition:

A “ Change in Control ” shall be deemed to be a “Change in Ownership,” as that term is defined in Section 409A of the Code and in the Guidance provided by the IRS thereunder, and to the extent an event or series of events does not constitute a “Change in Ownership” under such law, the event or series of events will not constitute a “Change in Control” under this Agreement. Specifically, a Change in Control shall occur on the date that any one person, or more than one person acting as a group, acquires ownership of stock of the Bank that, together with stock held by such person or group, constitutes more than 50 percent of the total fair market value or total voting power of the stock of the Bank. However, if any one person or more than one person acting as a group, is considered to own more than 50 percent of the total fair market value or total voting power of the stock of Bank, the acquisition of additional stock by the same person or persons will not be considered to cause a Change in Control of the Bank. Further, an increase in the percentage of stock owned by any one person, or persons acting as a group, as a result of a transaction in which the Bank acquires its stock in exchange for property will be treated as an acquisition of stock for purposes of this section. Transfers of Bank stock on account of deaths or gifts, transfers between family members or transfers to a qualified retirement plan maintained by the Bank shall not be considered in determining whether there has been a Change in Control.

2. Prohibition Against Acceleration . Notwithstanding anything to the contrary, neither the time nor scheduling of payments under this Plan may be accelerated unless such acceleration is permissible under both applicable law and under the Agreement.

3. Specified Employees . The following is added to Section VIII(B) of the Agreement:

In the event Executive at any times becomes a “specified employee,” as defined in Section 409A of the Code, payments made under this Section upon involuntary termination of employment without cause shall be made upon the latter of Executive attaining Normal Retirement Age or the date which is six (6) months after the Executive’s termination.

4. Disability . Notwithstanding anything to the contrary, for purposes of Section VIII(C) of the Agreement, a person shall be considered “Disabled” only when the person (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than 3 months under an accident and health plan covering Bank employees.

5. Additional Retirement Benefit . Executive’s annual retirement benefit shall be increased in accordance with Exhibit 1 to this Amendment, attached hereto and incorporated herein by this reference. Specifically, Executive shall receive an additional Ten Thousand Dollars and No/00ths ($10,000.00) (the “ Additional Benefit ”) which shall be payable in equal monthly installments (1/12 of the annual benefit) commencing with the first date of the month following Executive’s retirement date. These payments shall continue for a period of one hundred and eighty (180) months, subject to Paragraph V of the Agreement. For each year that the Executive receives any of the Additional Benefit, the annual benefit amount shall be increased by three percent (3%) from the previous year’s benefit amount. For purposes of the Agreement, the Additional Benefit shall be treated in the same manner as the Executive’s forty thousand dollar ($40,000.00) retirement benefit and shall be subject to all provisions of the Agreement, including, but not limited to, those addressing Early Retirement Benefit, Termination of Employment and Disability, and Change of Control, except that the Additional Benefit shall be subject to the separate vesting schedule as set forth in Exhibit 1.

6. References and Definitions . Upon execution and delivery of this Amendment, all references in the Agreement to the “Agreement,” and the provisions thereof, shall be deemed to refer to the Agreement, as amended by this Amendment. All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Agreement.

7 No Other Amendments or Changes . Except as expressly amended or modified by this Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect.

Executed effective as of the date first written above.

BANK :		EXECUTIVE:

CENTRAL VALLEY COMMUNITY BANK


By:	/s/ Daniel Doyle
Name: Daniel Doyle
Title: President and Chief Executive Officer

EXHIBIT 10.53

EXHIBIT 1 to AMENDMENT NO. 1 TO SALARY CONTINUATION AGREEMENT

GAYLE GRAHAM

Birth Date: 10/28/1946	Early Retirement	Early Involuntary	Disability	Change of Control
Plan Anniversary Date: 1/1/2006
Normal Retirement: 12/31/2011, Age 65	Monthly Installment	Termination	Monthly Installments	Lump Sum Payable
Normal Retirement Payment: Monthly for 15 years	Payable at Termination	Lump Sum Payable at	Payable at Termination	at
	for 15 Years	Normal Retirement Date	for 15 Years	Termination

Period Ending	Discount Rate		Benefit Level (2)	Accrual Balance	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual
	(1)		(2)	(3)	(4)		(5)	(6)		(7)	(8)		(9)	(10)		(11)
Dec 2005 (1)	6.25	%	10,000	10,603	20	%	218	0	%	—	100	%	1,091	100	%	97,190
Dec 2006	6.25	%	10,000	22,882	40	%	942	20	%	6,250	100	%	2,354	100	%	97,190
Dec 2007	6.25	%	10,000	35,951	60	%	2,219	40	%	18,453	100	%	3,699	100	%	97,190
Dec 2008	6.25	%	10,000	49,860	80	%	4,104	60	%	36,068	100	%	5,130	100	%	97,190
Dec 2009	6.25	%	10,000	64,664	90	%	5,988	80	%	58,600	100	%	6,653	100	%	97,190

Dec 2010	6.25	%	10,000	80,421	100	%	8,275	90	%	77,034	100	%	8,275	100	%	97,190
Dec 2011	6.25	%	10,000	97,190	100	%	10,000	100	%	97,190	100	%	10,000	100	%	97,190

December 31, 2011 Retirement; January 31, 2012 First Payment Date

(1) The first line reflects 11 months of data, February 2005 to December 2005.

(2) The benefit amount includes a 3.00% nonguaranteed inflator during the payout period.

* The purpose of this hypothetical illustration is to show the participant’s annual benefit based on various termination assumptions. Actual benefits are based on the terms and provisions of the plan agreement executed between the company and participant and may differ from those shown.

EXHIBIT 10.54

EXHIBIT 1 to AMENDMENT NO. 1 TO SALARY CONTINUATION AGREEMENT

GARY DAVID QUISENBERRY

Birth Date: 5/26/1951	Early Retirement	Early Involuntary	Disability	Change of Control
Plan Anniversary Date: 1/1/2006
Normal Retirement: 12/31/2015, Age 64	Monthly Installment	Termination	Monthly Installments	Lump Sum Payable
Normal Retirement Payment: Monthly for 15 years	Payable at Termination	Lump Sum Payable at	Payable at Termination	at
	for 15 Years	Normal Retirement Date	for 15 Years	Termination

Period Ending	Discount Rate		Benefit Level (2)	Accrual Balance	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual
	(1)		(2)	(3)	(4)		(5)	(6)		(7)	(8)		(9)	(10)		(11)
Dec 2005 (1)	6.25	%	10,000	5,863	20	%	121	0	%	—	100	%	603	100	%	97,190
Dec 2006	6.25	%	10,000	12,652	40	%	521	0	%	—	100	%	1,302	100	%	97,190
Dec 2007	6.25	%	10,000	19,878	60	%	1,227	0	%	—	100	%	2,045	100	%	97,190
Dec 2008	6.25	%	10,000	27,569	70	%	1,986	0	%	—	100	%	2,837	100	%	97,190
Dec 2009	6.25	%	10,000	35,755	80	%	2,943	0	%	—	100	%	3,679	100	%	97,190

Dec 2010	6.25	%	10,000	44,467	90	%	4,118	0	%	—	100	%	4,575	100	%	97,190
Dec 2011	6.25	%	10,000	53,740	100	%	5,529	20	%	13,792	100	%	5,529	100	%	97,190
Dec 2012	6.25	%	10,000	63,609	100	%	6,545	40	%	30,676	100	%	6,545	100	%	97,190
Dec 2013	6.25	%	10,000	74,113	100	%	7,625	60	%	50,372	100	%	7,625	100	%	97,190
Dec 2014	6.25	%	10,000	85,292	100	%	8,776	70	%	63,545	100	%	8,776	100	%	97,190

Dec 2015	6.25	%	10,000	97,190	100	%	10,000	100	%	97,190	100	%	10,000	100	%	97,190

December 31, 2015 Retirement; January 31, 2016 First Payment Date

(1) The first line reflects 11 months of data, February 2005 to December 2005.

(2) The benefit amount includes a 3.00% nonguaranteed inflator during the payout period.

EXHIBIT 10.55

EXHIBIT 1 to AMENDMENT NO. 1 TO SALARY CONTINUATION AGREEMENT

THOMAS LEON SOMMER

Birth Date: 2/23/1948	Early Retirement	Early Involuntary	Disability	Change of Control
Plan Anniversary Date: 1/1/2006
Normal Retirement: 12/31/2012 Age 64	Monthly Installment	Termination	Monthly Installments	Lump Sum Payable
Normal Retirement Payment: Monthly for 15 years	Payable at Termination	Lump Sum Payable at	Payable at Termination	at
	for 15 Years	Normal Retirement Date	for 15 Years	Termination

Period Ending	Discount Rate		Benefit Level (2)	Accrual Balance	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual
	(1)		(2)	(3)	(4)		(5)	(6)		(7)	(8)		(9)	(10)		(11)
Dec 2005 (1)	6.25	%	10,000	8,958	20	%	184	0	%	—	100	%	922	100	%	97,190
Dec 2006	6.25	%	10,000	19,332	40	%	796	0	%	—	100	%	1,989	100	%	97,190
Dec 2007	6.25	%	10,000	30,373	60	%	1,875	0	%	—	100	%	3,125	100	%	97,190
Dec 2008	6.25	%	10,000	42,124	70	%	3,034	20	%	10,811	100	%	4,334	100	%	97,190
Dec 2009	6.25	%	10,000	54,631	80	%	4,497	40	%	26,346	100	%	5,621	100	%	97,190

Dec 2010	6.25	%	10,000	67,943	90	%	6,292	60	%	46,179	100	%	6,991	100	%	97,190
Dec 2011	6.25	%	10,000	82,111	100	%	8,448	70	%	61,175	100	%	8,448	100	%	97,190
Dec 2012	6.25	%	10,000	97,190	100	%	10,000	100	%	97,190	100	%	10,000	100	%	97,190

December 31, 2012 Retirement; January 31, 2013 First Payment Date

(1) The first line reflects 11 months of data, February 2005 to December 2005.

(2) The benefit amount includes a 3.00% nonguaranteed inflator during the payout period.

EXHIBIT 10.56

EXHIBIT 1 to AMENDMENT NO. 1 TO SALARY CONTINUATION AGREEMENT

SHIRLEY GAIL WILBURN

Birth Date: 2/4/1943	Early Retirement	Early Involuntary	Disability	Change of Control
Plan Anniversary Date: 1/1/2006
Normal Retirement: 12/31/2013 Age 70	Monthly Installment	Termination	Monthly Installments	Lump Sum Payable
Normal Retirement Payment: Monthly for 15 years	Payable at Termination	Lump Sum Payable at	Payable at Termination	at
	for 15 Years	Normal Retirement Date	for 15 Years	Termination

Period Ending	Discount Rate		Benefit Level (2)	Accrual Balance	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual	Vesting		Based on Accrual
	(1)		(2)	(3)	(4)		(5)	(6)		(7)	(8)		(9)	(10)		(11)
Dec 2005 (1)	6.25	%	10,000	7,688	20	%	1,538	0	%	—	100	%	791	100	%	97,190
Dec 2006	6.25	%	10,000	16,592	30	%	4,978	0	%	—	100	%	1,707	100	%	97,190
Dec 2007	6.25	%	10,000	26,068	40	%	10,427	0	%	—	100	%	2,682	100	%	97,190
Dec 2008	6.25	%	10,000	36,154	50	%	18,077	20	%	9,875	100	%	3,720	100	%	97,190
Dec 2009	6.25	%	10,000	46,889	60	%	28,133	30	%	18,050	100	%	4,824	100	%	97,190

Dec 2010	6.25	%	10,000	58,314	70	%	40,820	40	%	28,122	100	%	6,000	100	%	97,190
Dec 2011	6.25	%	10,000	70,474	80	%	56,379	50	%	39,916	100	%	7,251	100	%	97,190
Dec 2012	6.25	%	10,000	83,416	90	%	75,074	60	%	53,269	100	%	8,583	100	%	97,190
Dec 2013	6.25	%	10,000	97,190	100	%	97,190	100	%	97,190	100	%	10,000	100	%	97,190

December 31, 2013 Retirement; January 31, 2014 First Payment Date

(1) The first line reflects 11 months of data, February 2005 to December 2005.

(2) The benefit amount includes a 3.00% nonguaranteed inflator during the payout period.

Exhibit 10.57

AMENDMENT NO. 1 TO

LIFE INSURANCE ENDORSEMENT METHOD

SPLIT DOLLAR PLAN AGREEMENT

This Amendment No. 1 to Life Insurance Endorsement Method Split Dollar Plan Agreement (the “ Amendment ”) is made effective as of February 1, 2005, and is entered into by and between Central Valley Community Bank, formerly named Clovis Community Bank (the “ Bank ”) and (the “ Insured ” or “ Executive ”), each a “ Party ” and together the “ Parties .”

RECITALS

A. The Parties entered into that certain Life Insurance Endorsement Method Split Dollar Plan Agreement dated effective as of June 7, 2000 (the “ Agreement ”).

B. Pursuant to the terms of this Amendment, the Parties wish to amend the Agreement.

AGREEMENT

1. Polices Covered by the Agreement . In addition to the Insurance Company and the Insurance Company policies identified in the Agreement (the “ 2001 Policies ”), the Agreement shall cover that certain life insurance policy numbered issued by on February 18, 2005 (the “ New York Life Policy ”), and all references in the Agreement to the “policy” shall refer to the 2001 Policies and the Policy, except as specifically described in this Amendment.

2. Division of Death Proceeds .

(a) Section VI (A) is hereby deleted in its entirety and replaced with the following:

A. Should the Insured be employed by the Bank and die before the Executive attains age sixty-five (65), the Insured’s beneficiary(ies), designated in accordance with Paragraph III, shall be entitled to the following: (i) with respect to the 2001 Policies, an amount equal to Four Hundred Sixty Six Thousand Dollars and No/00ths ($466,000.00), or one hundred percent (100%) of the net at risk insurance portion of the proceeds of the 2001 Policies, whichever amount is less; and (ii) with respect to the New York Life Policy, an amount equal to Ninety-Seven Thousand One Hundred Ninety Dollars and No/00ths ($97,190.00), or one hundred percent (100%) of the net at risk insurance portion of the proceeds of the New York Life Policy, whichever amount is less. The net at risk insurance portion of each policy is the total proceeds less the cash value of the policy.

(b) Section VI (B) is hereby deleted in its entirety and replaced with the following:

B. Should the Insured be employed by the Bank, or retired from the Bank, and die on or subsequent to attaining the age of sixty-five (65), the Insured’s beneficiary(ies), designated in accordance with Paragraph III, shall be entitled to an amount equal to the following: (i) with respect to the 2001 Policies, the amount as set forth in Exhibit A, attached hereto and fully incorporated herein by reference, that corresponds to the age of the Insured at the time of death, or one hundred percent (100%) of the net at risk insurance portion of the proceeds, whichever amount is less; and (ii) with respect to the New York Life Policy, the amount as set forth in Exhibit B, attached hereto and fully incorporated herein by reference, that corresponds to the age of the Insured at the time of death, or one hundred percent (100%) of the net at risk insurance portion of the proceeds, whichever amount is less. The net at risk insurance portion of each policy is the total proceeds less the cash value of the policy.

3. Exhibit B . Exhibit B, attached to this Amendment, is hereby added to the Agreement as “Exhibit B.”

4. References and Definitions . Upon execution and delivery of this Amendment, all references in the Agreement to the “Agreement,” and the provisions thereof, shall be deemed to refer to the Agreement, as amended by this Amendment. All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Agreement.

5. No Other Amendments or Changes . Except as expressly amended or modified by this Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect.

Executed effective as of the date first written above.

BANK :		EXECUTIVE :

CENTRAL VALLEY COMMUNITY BANK


By:	/s/ Daniel Doyle
Name: Daniel Doyle
Title: President and Chief Executive Officer

Exhibit 10.58

EXHIBIT B (GAYLE GRAHAM)

Age of Insured at the Time of Death	Amount of Death Benefit, or 100% of the net-at-risk, whichever amount is less
65	$	97,190
66	$	93,150
67	$	91,476
68	$	89,393
69	$	86,803
70	$	83,541
71	$	79,638
72	$	75,016
73	$	69,592
74	$	63,271
75	$	55,890
76	$	47,460
77	$	37,755
78	$	26,730
79	$	14,198
80	$	2

Exhibit 10.59

EXHIBIT B (GARY QUISENBERRY)

Age of Insured at the Time of Death	Amount of Death Benefit, or 100% of the net-at-risk, whichever amount is less
65	$	93,150
66	$	91,476
67	$	89,393
68	$	86,803
69	$	83,541
70	$	79,638
71	$	75,016
72	$	69,592
73	$	63,271
74	$	55,890
75	$	47,460
76	$	37,755
77	$	26,730
78	$	14,198
79	$	2

Exhibit 10.60

EXHIBIT B (TOM SOMMER)

Age of Insured at the Time of Death	Amount of Death Benefit, or 100% of the net-at-risk, whichever amount is less
65	$	93,150
66	$	91,476
67	$	89,393
68	$	86,803
69	$	83,541
70	$	79,638
71	$	75,016
72	$	69,592
73	$	63,271
74	$	55,890
75	$	47,460
76	$	37,755
77	$	26,730
78	$	14,198
79	$	2

Exhibit 10.61

AMENDMENT NO. 1 TO

LIFE INSURANCE ENDORSEMENT METHOD

SPLIT DOLLAR PLAN AGREEMENT

This Amendment No. 1 to Life Insurance Endorsement Method Split Dollar Plan Agreement (the “ Amendment ”) is made effective as of February 1, 2005, and is entered into by and between Central Valley Community Bank, formerly named Clovis Community Bank (the “ Bank ”) and Shirley Wilburn (the “ Insured ” or “ Executive ”), each a “ Party ” and together the “ Parties .”

RECITALS

A. The Parties entered into that certain Life Insurance Endorsement Method Split Dollar Plan Agreement dated effective as of April 1, 2001 (the “ Agreement ”).

B. Pursuant to the terms of this Amendment, the Parties wish to amend the Agreement.

AGREEMENT

1. Polices Covered by the Agreement . In addition to the ING Southland Life Insurance Company Policy and the Union Central Life Insurance Company policies identified in the Agreement (the “ 2001 Policies ”), the Agreement shall cover that certain life insurance policy numbered 56610856 issued by New York Life on February 18, 2005 (the “ New York Life Policy ”), and all references in the Agreement to the “policy” shall refer to the 2001 Policies and the New York Life Policy, except as specifically described in this Amendment.

2. Division of Death Proceeds .

(a) Section VI (A) is hereby deleted in its entirety and replaced with the following:

(b) Section VI (B) is hereby deleted in its entirety and replaced with the following:

B. Should the Insured be employed by the Bank, or retired from the Bank, and die on or subsequent to attaining the age of sixty-five (65), the Insured’s beneficiary(ies), designated in accordance with Paragraph III, shall be entitled to an amount equal to the following: with respect to the 2001 Policies, the amount as set forth in Exhibit A, attached hereto and fully incorporated herein by reference, that corresponds to the age of the Insured at the time of death, or one hundred percent (100%) of the net at risk insurance portion of the proceeds, whichever amount is less. Should the Insured be employed by the Bank, or retired from the Bank, and die on or subsequent to attaining the age of seventy (70), in addition to the amount identified in the previous sentence, the Insured’s beneficiary(ies), designated in accordance with Paragraph III, shall be entitled to an amount equal to the following: with respect to the New York Life Policy, the amount as set forth in Exhibit B, attached hereto and fully incorporated herein by reference, that corresponds to the age of the Insured at the time of death, or one hundred percent (100%) of the net at risk insurance portion of the proceeds, whichever amount is less. The net at risk insurance portion of each policy is the total proceeds less the cash value of the policy.

3. Exhibit B . Exhibit B, attached to this Amendment, is hereby added to the Agreement as “Exhibit B.”

5. No Other Amendments or Changes . Except as expressly amended or modified by this Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect.

Executed effective as of the date first written above.

BANK :		EXECUTIVE :

CENTRAL VALLEY COMMUNITY BANK		SHIRLEY WILBURN


By:	/s/ Daniel Doyle	/s/ Shirley Wilburn
Name: Daniel Doyle		Shirley Wilburn
Title: President and Chief Executive Officer

EXHIBIT B

Age of Insured at the Time of Death	Amount of Death Benefit, or 100% of the net-at-risk, whichever amount is less
70	$	97,190
71	$	93,150
72	$	91,476
73	$	89,393
74	$	86,803
75	$	83,541
76	$	79,638
77	$	75,016
78	$	69,592
79	$	63,271
80	$	55,890
81	$	47,460
82	$	37,755
83	$	26,730
84	$	14,198
85	$	2

Exhibit 10.62

AMENDMENT NO. 3 TO SALARY CONTINUATION AGREEMENT

This Amendment No. 3 to Salary Continuation Amendment (the “ Amendment ”) is made effective as of February 1, 2005, and is entered into by and between Central Valley Community Bank, formerly named Clovis Community Bank (the “ Bank ”) and Daniel Doyle (the “ Executive ”), each a “ Party ” and together the “ Parties .”

RECITALS

A. The Parties entered into that certain Executive Salary Continuation Agreement dated as of June 7, 2000, as amended by that certain Amendment No. 1 to Salary Continuation Amendment dated as of April 29, 2002, as amended and restated by that certain Amendment No. 2 to Salary Continuation Amendment dated April 1, 2003 (as amended and restated, the “ Agreement ”).

B. Pursuant to the terms of this Amendment and to comply with the American Jobs Creation Act of 2004, the Parties wish to amend the Agreement.

AGREEMENT

1. Change of Control . For purposes of Section 3.05 of the Agreement, the definition of “ Change of Control ” shall be replaced with the following definition:

on account of deaths or gifts, transfers between family members or transfers to a qualified retirement plan maintained by the Bank shall not be considered in determining whether there has been a Change in Control.

3. Specified Employees . The following is added to Section 3.03 of the Agreement:

In the event Executive at any times becomes a “specified employee,” as defined in Section 409A of the Code, payments made under this Section upon involuntary termination of employment without Cause shall not be made on or before the date which is six (6) months after the Executive’s termination.

4. Disability . Notwithstanding anything to the contrary, for purposes of Section 3.04 the Agreement, a person shall be considered “Disabled” only when the person (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than 3 months under an accident and health plan covering Bank employees.

5. References and Definitions . Upon execution and delivery of this Amendment, all references in the Agreement to the “Agreement,” and the provisions thereof, shall be deemed to refer to the Agreement, as amended by this Amendment. All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Agreement.

6. No Other Amendments or Changes . Except as expressly amended or modified by this Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect.

Executed effective as of the date first written above.

BANK :		EXECUTIVE:

CENTRAL VALLEY COMMUNITY BANK		DANIEL DOYLE


By:	/s/ Daniel N. Cunningham	/s/ Daniel J. Doyle
Name: Daniel N. Cunningham		Daniel Doyle
Title: Chairman of the Board

EXHIBIT 31.1

RULE 13a-14(a) [SECTION 302] CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Daniel J. Doyle, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the Quarter Ended June 30, 2005 of CENTRAL VALLEY COMMUNITY BANCORP;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and have:

a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant , including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. [Paragraph reserved pursuant to SEC Release 33-8238];

c. evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

d. disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and;

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Daniel J. Doyle		Date: August 12, 2005
Daniel J. Doyle,
President and Chief Executive Officer (principal executive officer)

EXHIBIT 31.2

RULE 13a-14(a) [SECTION 302] CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Gayle Graham, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the Quarter Ended June 30, 2005 of CENTRAL VALLEY COMMUNITY BANCORP;

b. [Paragraph reserved pursuant to SEC Release 33-8238];

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Gayle Graham		Date: August 12, 2005
Gayle Graham,
Senior Vice President and Chief Financial Officer (principal accounting officer and principal financial officer)

EXHIBIT 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The following certification accompanies the issuer’s Quarterly Report on Form 10-Q and is not filed, as provided in Release 33-8212, 34-47551 dated June 30, 2003.

In connection with the accompanying Quarterly Report of Central Valley Community Bancorp (“CVCB”) on Form 10-Q for the quarter ended June 30, 2005 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Daniel J. Doyle, President and Chief Executive Officer of CVCB, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that:

(1) the Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of CVCB.

A signed original of this written statement required by Section 906 has been provided to Central Valley Community Bancorp and will be retained by Central Valley Community Bancorp and furnished to the Securities and Exchange Commission or its staff upon request.

Dated: August 12, 2005

	/s/ Daniel J. Doyle.
	DANIEL J. DOYLE
	President and Chief Executive Officer

EXHIBIT 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The following certification accompanies the issuer’s Quarterly Report on Form 10-Q and is not filed, as provided in Release 33-8212, 34-47551 dated June 30, 2003.

In connection with the accompanying Quarterly Report of Central Valley Community Bancorp (“CVCB”) on Form 10-Q for the quarter ended June 30, 2005 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Gayle Graham, Chief Financial Officer of CVCB, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that:

(1) the Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of CVCB.

Dated: August 12, 2005

	/s/ Gayle Graham
	GAYLE GRAHAM
	Chief Financial Officer

ITEM 1: FINANCIAL STATEMENTS

CENTRAL VALLEY COMMUNITY BANCORP

ITEM 1 LEGAL PROCEEDINGS

None to report .

ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS

None to report.

ITEM 3 DEFAULTS UPON SENIOR SECURITIES

None to report .