Item 1.01. Entry into a Material Definitive Agreement.

(a) (1) and (2) On May 16, 2012, the registrant entered into indemnification agreements with Robert H. Muttera. See the description of the indemnification agreements in Item 5.02 herein.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

(e)(2) On May 16, 2012, the registrant, American River Bankshares, entered into an indemnification agreement with Chief Credit Officer and Executive Officer, Robert H. Muttera. A form of the indemnification agreement is incorporated by reference from Exhibit 99.1 to the Registrant's Current Report on Form 8-K, filed with the Commission on January 22, 2010.

(e)(2) On May 16, 2012, the registrants subsidiary, American River Bank, entered into an indemnification agreement with Chief Credit Officer and Executive Officer, Robert H. Muttera. A form of the indemnification agreement is incorporated by reference from Exhibit 99.2 to the Registrant's Current Report on Form 8-K, filed with the Commission on January 22, 2010.

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