<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>q3011136.txt
<DESCRIPTION>RIVERVIEW BANCORP, INC. FORM 10-Q
<TEXT>



                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)
 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
       EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2001
                               -----------------

                                       OR

 [ ] 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: 0-22957

                             RIVERVIEW BANCORP, INC.
               (Exact name of registrant as specified in its charter)

WASHINGTON                                   91-1838969
(State or other jurisdiction of         (I.R.S. Employer
incorporation or organization)         Identification No.)


                  900 WASHINGTON, SUITE 900 VANCOUVER, WA 98660
                     (Address of principal executive office)

Registrant's telephone number, including area code: (360)693-6650

Check whether the registrant: (1) filed all reports required to be filed by
Sections 13 or 15(d) of the Exchange Act during the past 12 months (or for
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 X No
                                                                       -   -

APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the latest
practicable date:  Common Stock, $.01 par value---4,474,683 shares as of
January 31, 2002.

<PAGE>




                                  Form 10-Q

                    RIVERVIEW BANCORP, INC. AND SUBSIDIARY
                                    INDEX

Part I.  Financial Information                                        Page
         ---------------------                                        ----

Item 1: Financial Statements (Unaudited)

       Consolidated Balance Sheets
       as of December 31, 2001 and March 31, 2001                       1

       Consolidated Statements of Income: Three and Nine
       Months Ended December 31, 2001 and 2000                          2

       Consolidated Statements of Shareholders' Equity
       for the Year Ended March 31, 2001 and the
       Nine Months Ended December 31, 2001                              3

       Consolidated Statements of Cash Flows for the
       Nine Months Ended December 31, 2001 and 2000                     4

       Notes to Consolidated Financial Statements                    5-12

 Item 2: Management's Discussion and Analysis of
         Financial Condition and Results of
         Operations                                                 12-22

 Item 3: Quantitative and Qualitative Disclosures
         About Market Risk                                             22


Part II. Other Information                                             23


SIGNATURES                                                             24

<PAGE>



RIVERVIEW BANCORP, INC. AND SUBSIDIARY

Consolidated Balance Sheets
DECEMBER 31, 2001 and MARCH 31, 2001

                                                      DECEMBER 31,  MARCH 31,
(In thousands, except share data)(Unaudited)             2001         2001
------------------------------------------------------------------------------

ASSETS

Cash (including interest-earning accounts of $9,828
  and $26,460)                                       $  21,951    $  38,935
Loans held for sale                                      2,346          569
Investment securities held to maturity, at amortized
  cost (fair value of $849 and $867)                       839          861
Investment securities available for sale, at fair
  value (amortized cost of $18,926 and $26,060)         18,653       25,561
Mortgage-backed securities held to maturity, at
  amortized cost (fair value of $4,925 and $6,486)       4,831        6,405
Mortgage-backed securities available for sale, at fair
  value (amortized cost of $47,997 and $43,224)         48,530       43,139
Loans receivable (net of allowance for loan losses
  of $2,223 and $1,916)                                277,524      296,292
Real estate owned                                        1,607          473
Prepaid expenses and other assets                          950        1,002
Accrued interest receivable                              1,765        2,394
Federal Home Loan Bank stock, at cost                    5,240        4,432
Premises and equipment, net                             10,576       10,055
Deferred income taxes, net                                 438          856
Core deposit intangible, net                               777        1,022
                                                     ---------    ---------

TOTAL ASSETS                                         $ 396,027    $ 431,996
                                                     =========    =========

LIABILITIES AND SHAREHOLDERS' EQUITY

LIABILITIES:
  Deposit accounts                                   $ 263,947    $ 295,523
  Accrued expenses and other liabilities                 3,783        4,034
  Advance payments by borrowers for taxes and insurance     87          218
  Federal Home Loan Bank advances                       74,500       79,500
                                                     ---------    ---------

Total liabilities                                      342,317      379,275

COMMITMENTS AND CONTINGENCIES (NOTE 14)

SHAREHOLDERS' EQUITY:
  Serial preferred stock, $.01 par value; 250,000
    shares authorized, issued and outstanding, none          -            -
  Common stock, $.01 par value; 50,000,000 shares
    authorized, December 31, 2001 -- 4,763,793 issued,
    4,487,183 outstanding; March 31, 2001 -- 4,981,421
    issued, 4,655,040 outstanding                           48           50
  Additional paid-in capital                            36,219       38,687
  Retained earnings                                     19,646       17,349
  Unearned shares issued to employee stock ownership
    trust                                               (2,062)      (2,217)
  Unearned shares held by the management recognition
    and development plan                                  (312)        (762)
  Accumulated other comprehensive income (loss)            171         (386)
                                                     ---------    ---------

    Total shareholders' equity                          53,710       52,721
                                                     ---------    ---------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $ 396,027    $ 431,996
                                                     =========    =========

See notes to consolidated financial statements.

                                        1

<PAGE>



RIVERVIEW BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Income

                                      Three Months Ended    Nine Months Ended
(In thousands, except                     December 31,          December 31,
share data)(Unaudited)                 2001        2000     2001        2000
------------------------------------------------------------------------------

INTEREST INCOME:
  Interest and fees on loans
    receivable                       $ 6,019     $ 6,763   $ 19,118   $ 19,393
  Interest on investment securities       42         207        296        622
  Interest on mortgage-backed
    securities                           719         756      2,142      2,336
  Other interest and dividends           466         260      1,643        603
                                     -------     -------    -------    -------
       Total interest income           7,246       7,986     23,199     22,954
                                     -------     -------    -------    -------

INTEREST EXPENSE:
  Interest on deposits                 1,857       2,964      7,281      8,072
  Interest on borrowings               1,389       1,253      4,465      3,670
                                     -------     -------    -------    -------

       Total interest expense          3,246       4,217     11,746     11,742
                                     -------     -------    -------    -------
       Net interest income             4,000       3,769     11,453     11,212

  Less provision for loan losses         210         140        720        734
                                     -------     -------    -------    -------
       Net interest income after
        provision for loan losses      3,790       3,629     10,733     10,478
                                     -------     -------    -------    -------

NON-INTEREST INCOME:
  Fees and service charges             1,005         669      2,759      1,911
  Asset management services              176         133        564        373
  Gain on sale of loans held for sale    396          41        777         60
  Gain on sale of securities               -           -        863          -
  Gain on sale of other real estate
    owned                                 14          20         32         31
  Gain on sale of land and fixed
    assets                                 -           -          4        309
  Loan servicing income                   28          27         40         91
  Other                                   18          15         51         56
                                     -------     -------    -------    -------

       Total non-interest income       1,637         905      5,090      2,831
                                     -------     -------    -------    -------

NON-INTEREST EXPENSE:
  Salaries and employee benefits       1,981       1,729      5,722      5,033
  Occupancy and depreciation             539         540      1,612      1,375
  Data processing                        176         241        571        667
  Amortization of core deposit
    intangible                            82          82        245        245
  Marketing expense                      101         115        464        510
  FDIC insurance premium                  13          12         39         35
  State and local taxes                  103          82        305        232
  Telecommunications                      65          65        181        185
  Professional fees                       81          73        244        166
  Other                                  328         292        956        832
                                     -------     -------    -------    -------
       Total non-interest expense      3,469       3,231     10,339      9,280
                                     -------     -------    -------    -------

INCOME BEFORE FEDERAL INCOME TAXES     1,958       1,303      5,484      4,029

PROVISION FOR FEDERAL INCOME TAXES       599         400      1,672      1,269
                                     -------     -------    -------    -------
NET INCOME                           $ 1,359     $   903    $ 3,812    $ 2,760
                                     =======     =======    =======    =======
Earnings per common share:
         Basic                       $  0.30     $  0.20    $  0.83    $  0.61
         Diluted                        0.30        0.19       0.82       0.60
Weighted average number of shares
outstanding:
         Basic                     4,523,853   4,600,472  4,604,082  4,561,780
         Diluted                   4,560,202   4,657,870  4,636,349  4,628,820

See notes to consolidated financial statements.


                                       2

<PAGE>


<PAGE>
<TABLE>

RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE YEAR ENDED MARCH 31, 2001
AND THE NINE MONTHS ENDED DECEMBER 31, 2001
(Unaudited)


                                                                 Unearned
                                                                 Shares
                                                                 Issued to               Accum-
                                                                 Employee                ulated
                                 Common      Addi-               Stock       Unearned    Other
                                 Stock       tional              Owner-      Shares      Compre-
(In thousands, except       ---------------- Paid-in   Retained  ship        Issued to   hensive
 per share data)            Shares    Amount Capital   Earnings  Trust       MRDP       (Income)  Total
---------------------------------------------------------------------------------------------------------
<s>                         <c>        <c>   <c>       <c>       <c>         <c>       <c>     <c>
Balance April 1, 2000       4,521,209  $ 49  $ 38,457  $ 15,652  $ (2,422)  $ (1,178)  $(2,069) $ 48,489
Cash Dividends                      -     -         -    (1,860)        -          -         -    (1,860)
Exercise of stock options      78,918     1       221         -         -          -         -       222
Earned ESOP shares             24,633     -         9         -       205          -         -       214
Earned MRDP shares             30,280     -         -         -         -        416         -       416
                            ---------  ----  --------  --------  ---------  --------   -------   --------
                            4,655,040    50    38,687    13,792    (2,217)      (762)   (2,069)   47,481

Comprehensive income:
  Net income                        -     -         -     3,557          -         -         -     3,557

  Other comprehensive income:
   Unrealized holding gain on
   securities of $1,683 (net
   of $867 tax effect).             -     -         -         -          -         -     1,683      1,683
                                                                                                 --------

Total comprehensive income          -     -         -         -          -         -         -      5,240
                            ---------  ----  --------  --------  ---------  --------   -------   --------
Balance, March 31, 2001     4,655,040    50    38,687    17,349     (2,217)     (762)     (386)    52,721
  Cash dividends                    -     -         -    (1,515)         -         -         -     (1,515)
  Exercise of stock options     5,072     -        43         -          -         -         -         43
  Stock repurchased and
    retired                  (222,700)   (2)   (2,550)        -          -         -         -     (2,552)
  Earned ESOP shares           24,633     -        49         -        155         -         -        204
  Earned MRDP shares           25,138     -         -         -          -       440         -        440
  Shares forfeited and
    reawarded                       -     -       (10)        -          -        10         -          -
                            ---------  ----  --------  --------  ---------  --------   -------   --------
                            4,487,183    48    36,219    16,330     (2,062)     (312)     (386)    49,341

Comprehensive income:
Net income                          -     -         -     3,812          -         -         -      3,812
 Other comprehensive income:
   Unrealized holding gain on
   securities of $1,127
   (net of $580 tax
   effect) less reclas-
   sification adjustment
   of net gains included
   in net income of $ 570
   (net of $293 tax effect).        -     -         -        -           -         -       557        557
                                                                                                 --------

Total comprehensive income          -     -         -        -           -         -         -      4,369
                            ---------  ----  --------  --------  ---------  --------   -------   --------
Balance, December 31, 2001  4,487,183  $ 48  $ 36,219  $ 19,646  $  (2,062) $   (312)  $   171   $ 53,710
                            =========  ====  ========  ========  =========  ========   =======   ========

</TABLE>

                                                                   3
<PAGE>

See notes to consolidated financial statements.



RIVERVIEW BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED DECEMBER 31,

(In thousands)  (Unaudited)                                2001      2000
------------------------------------------------------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                         $   3,812     $   2,760
Adjustments to reconcile net income to cash
provided by operating activities:
  Depreciation and amortization                          1,225         1,068
  Provision for losses on loans                            720           734
  Disposition of allowance for loan losses                 (29)            -
  Provision (credit) for deferred income taxes             131          (216)
  Noncash expense related to ESOP benefit                  204           156
  Noncash expense related to MRDP benefit                  440           306
  Increase (decrease) in deferred loan origination
    fees, net of amortization                              (35)           71
  Federal Home Loan Bank stock dividend                   (265)         (193)
  Net gain on sale of real estate owned, mortgage-
    backed and investment securities and premises
    and equipment                                       (1,631)         (301)
  Changes in assets and liabilities:
    Increase in loans held for sale                     (1,777)         (310)
    Decrease in prepaid expenses and other assets        1,229            33
    Decrease (Increase)  in accrued interest receivable    576          (571)
    (Decrease) Increase in accrued expenses and other
      liabilities                                         (204)          462
                                                     ---------     ---------
         Net cash provided by operating activities       4,396         3,999
                                                     ---------     ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Loan originations                                   (194,775)     (119,411)
  Principal repayments on loans                        146,825        76,432
  Loans sold                                            24,641         5,485
  Purchase of equity securities                              -        (5,000)
  Purchase of mortgage-backed securities
    available for sale                                  (4,967)            -
  Proceeds from call or maturity of investment
    securities available for sale                        2,500             -
  Proceeds from sale of mortgage-backed securities
    available for sale                                  25,944             -
  Principal repayments on mortgage-backed securities
    held to maturity                                     1,574         1,718
  Principal repayments on mortgage-backed securities
    available for sale                                  14,255         4,911
  Principal repayments on investment securities
    available for sale                                   4,641             -
  Principal repayments on investment securities held
    to maturity                                             22            21
  Purchase of premises, equipment and other             (1,651)       (2,404)
  Purchase of Federal Home Loan Bank stock                (543)       (1,095)
  Proceeds from sale of real estate                        885         1,392
                                                     ---------     ---------
         Net cash provided by (used) in investing
           activities                                   19,351       (37,951)
                                                     ---------     ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Net (decrease) increase in deposit accounts          (31,576)       37,550
  Dividends paid                                        (1,515)       (1,390)
  Repurchase of common stock                            (2,552)            -
  Proceeds from Federal Home Loan Bank advances         20,000       154,686

  Repayment of Federal Home Loan Bank advances         (25,000)     (145,736)
  Net decrease in advance payments by borrowers           (131)          (54)
  Proceeds from exercise of stock options                   43           107
                                                     ---------     ---------
         Net cash (used) provided by financing
           activities                                  (40,731)       45,163
                                                     ---------     ---------

NET (DECREASE) INCREASE IN CASH                        (16,984)       11,211

CASH, BEGINNING OF PERIOD                               38,935        15,786
                                                     ---------     ---------
CASH, END OF PERIOD                                  $  21,951     $  26,997
                                                     =========     =========
SUPPLEMENTAL DISCLOSURES:
  Cash paid during the period for:
    Interest                                         $  12,057     $  14,473
    Income taxes                                         1,525         1,722

NONCASH INVESTING AND FINANCING ACTIVITIES:
  Mortgage loans securitized and classified as
    mortgage-backed securities available for sale    $  40,347     $       -
  Transfer of loans to real estate owned                 2,219         1,660
  Dividends declared and accrued in other liabilities      497           467
  Fair value adjustment to securities available
    for sale                                               844         1,607
  Income tax effect related to fair value adjustment      (287)         (546)

See notes to consolidated financial statements.

                                      4

<PAGE>





                 RIVERVIEW BANCORP, INC. AND SUBSIDIARY
               Notes to Consolidated Financial Statements
                              (Unaudited)

(1)  Organization and Basis of Presentation
     --------------------------------------

The accompanying unaudited consolidated financial statements were prepared in
accordance with instructions for Form 10-Q and, therefore, do not include all
disclosures necessary for a complete presentation of financial condition,
results of operations, and cash flows in conformity with accounting principles
generally accepted in the United States of America.  However, all adjustments
which are, in the opinion of management, necessary for a fair presentation of
the interim unaudited financial statements have been included.  All such
adjustments are of a normal recurring nature.

The unaudited consolidated financial statements should be read in conjunction
with the audited financial statements included in the Riverview Bancorp, Inc.
2001 Annual Report on Form 10-K. The results of operations for the three and
nine months ended December 31, 2001 are not necessarily indicative of the
results which may be expected for the entire fiscal year.

(2) Principles of Consolidation
    ---------------------------

The accompanying unaudited consolidated financial statements of Riverview
Bancorp, Inc. and Subsidiary (the "Company") include all the accounts of
Riverview Bancorp, Inc. and the consolidated accounts of its wholly-owned
subsidiary, Riverview Community Bank (the "Community Bank"), and the Community
Bank's majority-owned subsidiary, Riverview Asset Management Corporation
("RAMCORP.") and wholly-owned subsidiary, Riverview Services, Inc.  All
references to the Company herein include the Community Bank where applicable.
All inter-company balances and transactions have been eliminated upon
consolidation.

(3) Comprehensive Income
    --------------------

Comprehensive income is defined as the change in equity during a period from
transactions and other events from nonowner sources.  Comprehensive income is
the total of net income and other comprehensive income, which for the Company
is comprised entirely of unrealized gains and losses on securities available
for sale.

For the three months and nine months ended December 31, 2001, the Company's
total comprehensive income was $1.1 million and $4.4 million, respectively,
compared to $1.9 million and $3.8 million for the three and nine months ended
December 31, 2000, respectively.

Total comprehensive income for the three and nine months ended December 31,
2001 is comprised of net income of $1.4 million and $3.8 million and other
comprehensive (loss)income of ($258,000) and $557,000, net of tax effect,
respectively. Other comprehensive income for the three months and nine months
ended December 31, 2001, consists of unrealized securities (losses) gains of
($258,000) and $1.1 million, net of tax effect, less gains on securities
available for sale included in non-interest income of none and $570,000, net
of tax effect, respectively.

Total comprehensive income for the three and nine months ended December 31,
2000 is comprised of net income of $903,000 and $2.8 million and other
comprehensive income of $953,000 and $1.1 million, net of tax effect,
respectively. Other comprehensive income for the three months and nine months
ended December 31, 2000, consists of unrealized securities gains of $953,000
and $1.1 million, net of tax effect, respectively.

                                       5
<PAGE>



(4) Earnings Per Share
    ------------------

Basic Earnings per Share ("EPS") is computed by dividing net income applicable
to common stock by the weighted average number of common shares outstanding
during the period, without considering any dilutive items.  Diluted EPS is
computed by dividing net income applicable to common stock by the weighted
average number of common shares and common stock equivalents for items that
are dilutive, net of shares assumed to be repurchased using the treasury stock
method at the average share price for the Company's common stock during the
period.  Common stock equivalents arise from assumed conversion of outstanding
stock options and awarded but not released Management Recognition and
Development Plan ("MRDP") shares.  Employee Stock Ownership Plan ("ESOP")
shares are not considered outstanding for EPS purposes until they are
committed to be released.


                                                Three Months Ended
                                                   December 31,
                                               ---------------------
                                               2001             2000
                                               ----             ----


Basic EPS computation:
  Numerator-Net Income                    $  1,359,000      $   903,000
  Denominator-Weighted average
    common shares outstanding                4,523,853        4,600,472

Basic EPS                                 $       0.30      $      0.20
                                          ============      ===========

Diluted EPS computation:
  Numerator-Net Income                    $  1,359,000      $   903,000
  Denominator-Weighted average
    common shares outstanding                4,523,853        4,600,472

  Effect of dilutive stock options              36,349           57,398
                                          ------------      -----------
  Weighted average common shares
    and common stock equivalents             4,560,202        4,657,870

Diluted EPS                               $       0.30      $      0.19
                                          ============      ===========

                                                Nine Months Ended
                                                  December 31,
                                              ---------------------
                                              2001             2000
                                              ----             ----
Basic EPS computation:
  Numerator-Net Income                    $  3,812,000      $ 2,760,000
  Denominator-Weighted average
    common shares outstanding                4,604,082        4,561,780

Basic EPS                                 $       0.83      $      0.61
                                          ============      ===========

Diluted EPS computation:
  Numerator-Net Income                    $  3,812,000      $ 2,760,000
  Denominator-Weighted average
    common shares outstanding                4,604,082        4,561,780

  Effect of dilutive stock options              32,267           67,040
                                          ------------      -----------

  Weighted average common shares
    and common stock equivalents             4,636,349        4,628,820

Diluted EPS                               $       0.82      $      0.60
                                          ============      ===========

                                       6

<PAGE>



(5)  Investment Securities
     ---------------------

The amortized cost and approximate fair value of investment securities held to
maturity consisted of the following (in thousands):

                                               Gross        Gross   Estimated
                             Amortized    Unrealized   Unrealized        Fair
December 31, 2001                 Cost         Gains       Losses       Value
                             ---------    ----------   ----------   ---------

Municipal securities          $   839      $    10       $    -      $   849
                              =======      =======       ======      =======

March 31, 2001

Municipal securities          $   861      $     6       $    -      $   867
                              =======      =======       ======      =======

The contractual maturities of investment securities held to maturity are as
follows (in thousands):

                                         Amortized           Estimated
December 31, 2001                             Cost          Fair Value
                                         ---------          ----------

Due after ten years                      $     839          $      849
                                         =========          ==========

There were no sales of investment securities classified as held to maturity
during the periods ended December 31, 2001 and 2000.

The amortized cost and approximate fair value of investment securities
available for sale consisted of the following (in thousands):

                                               Gross        Gross   Estimated
                             Amortized    Unrealized   Unrealized        Fair
December 31, 2001                 Cost         Gains       Losses       Value
                             ---------    ----------   ----------   ---------

Equity securities            $  16,356           8          (294)     16,070
School district bonds            2,570          19            (6)      2,583
                             ---------     -------       -------    --------
                             $  18,926     $    27       $  (300)   $ 18,653
                             =========     =======       =======    ========

March 31, 2001

Agency securities            $   7,132     $     4       $  (199)   $  6,937
Equity securities               16,356          21          (378)     15,999
School district bonds            2,572          53            -        2,625
                             ---------     -------       -------    --------
                             $  26,060     $    78       $  (577)   $ 25,561
                             =========     =======       =======    ========

The contractual maturities of securities available for sale are as follows (in
thousands):

                                         Amortized           Estimated
December 31, 2001                             Cost          Fair Value
                                         ---------          ----------
Due after one year through five years    $     340          $      346
Due after five years through ten years       1,613               1,626
Due after ten years                         16,973              16,681
                                         ---------          ----------
                                         $  18,926          $   18,653
                                         =========          ==========

                                       7

<PAGE>



(6)   Mortgage-backed Securities
      --------------------------

Mortgage-backed securities held to maturity consisted of the following (in
thousands):

                                               Gross        Gross   Estimated
                             Amortized    Unrealized   Unrealized        Fair
December 31, 2001                 Cost         Gains       Losses       Value
                             ---------    ----------   ----------   ---------

REMICs                       $   1,804     $    12      $    -       $  1,816
FHLMC mortgage-backed
 securities                      1,122          19           -          1,141
FNMA mortgage-backed
 securities                      1,905          63           -          1,968
                             ---------     -------      ------       --------
                             $   4,831     $    94      $    -       $  4,925
                             =========     =======      ======       ========

March 31, 2001

REMICs                       $   1,805     $    15      $    -       $  1,820
FHLMC mortgage-backed
 securities                      1,680          13          (1)         1,692
FNMA mortgage-backed
 securities                      2,920          54           -          2,974
                             ---------     -------      ------       --------
                             $   6,405     $    82      $   (1)      $  6,486
                             =========     =======      ======       ========

Mortgage-backed securities held to maturity with an amortized cost of $3.1
million and $3.9 million and a fair value of $3.1 million and $3.9 million at
December 31, 2001 and March 31, 2001, respectively, were pledged as collateral
for governmental public funds held by the Company.  The real estate mortgage
investment conduits ("REMICs") consist of Federal Home Loan Mortgage
Corporation ("FHLMC"), Federal National Mortgage Association ("FNMA") and
privately issued securities.

The contractual maturities of mortgage-backed securities classified as held to
maturity are as follows (in thousands):

                                         Amortized           Estimated
December 31, 2001                             Cost          Fair Value
                                         ---------          ----------

Due in one year or less                   $     1            $      1
Due after one year through five years       1,800               1,844
Due after five years through ten years          2                   2
Due after ten years                         3,028               3,078
                                          -------            --------
                                          $ 4,831            $  4,925
                                          =======            ========

There were no sales of mortgage-backed securities held to maturity during the
periods ended December 31, 2001 and 2000.

Mortgage-backed securities available for sale consisted of the following (in
thousands):

                                               Gross        Gross   Estimated
                             Amortized    Unrealized   Unrealized        Fair
December 31, 2001                 Cost         Gains       Losses       Value
                             ---------    ----------   ----------   ---------

REMICs                       $  34,177     $     141    $   (169)   $  34,149
FHLMC mortgage-backed
 securities                     12,723           533          -        13,256
FNMA mortgage-backed
 securities                     1,097            28           -         1,125
                            ---------      --------     --------    ---------
                            $  47,997      $    702     $   (169)   $  48,530
                            =========      ========     ========    =========

March 31, 2001

REMICs                      $  41,067      $    144     $   (268)   $  40,943
FHLMC mortgage-backed
 securities                       441            10           -           451
FNMA mortgage-backed
 securities                     1,716            29           -         1,745
                            ---------      --------     --------    ---------
                            $  43,224      $    183     $   (268)   $  43,139
                            =========      ========     ========    =========

The contractual maturities of mortgage-backed securities available for sale
are as follows (in thousands):

                                         Amortized           Estimated
December 31, 2001                             Cost          Fair Value
                                         ---------          ----------

Due after one year through five years    $   6,454          $    6,695
Due after five years through ten years       8,698               9,042
Due after ten years                         32,845              32,793
                                         ---------          ----------
                                         $  47,997          $   48,530
                                         =========          ==========

                                       8

<PAGE>



Expected maturities of mortgage-backed securities held to maturity will differ
from contractual maturities because borrowers may have the right to prepay
obligations with or without prepayment penalties.

Mortgage-backed securities available for sale with an amortized cost of $11.8
million and $16.2 million and a fair value of $11.8 million and $16.0 million
at December 31, 2001 and March 31, 2001, respectively, were pledged as
collateral for the discount window at the Federal Reserve Bank.
Mortgage-backed securities with an amortized cost of $4.9 million and $5.1
million and a fair value of $4.8 million and $5.1 million at December 31, 2001
and March 31, 2001, respectively, were pledged as collateral for treasury tax
and loan funds held by the Company.

(7) Loans Receivable
    ----------------

Loans receivable consisted of the following (in thousands):

                                            December 31,        March 31,
                                               2001               2001
                                           ------------       ----------
Residential:
 One- to- four family                      $    79,695        $  116,583
 Multi-family                                   10,051            11,073
Construction:
 One- to- four family                           60,963            60,041
 Multi-family                                    4,000             4,514
 Commercial real estate                          8,066             6,806
 Commercial                                     23,409            23,099
Consumer:
 Secured                                        20,897            23,148
 Unsecured                                       2,263             1,872
 Land                                           24,450            24,230
 Commercial real estate                         73,666            56,540
                                           -----------        ----------
                                               307,460           327,906
Less:
 Undisbursed portion of loans                   24,819            26,223
 Deferred loan fees                              2,894             3,475
 Allowance for loan losses                       2,223             1,916
                                           -----------         ---------
     Loans receivable, net                 $   277,524         $ 296,292
                                           ===========         =========

(8) Allowance for Loan Losses
    -------------------------

A reconciliation of the allowances for loan losses is as follows (in
thousands):

                                   Nine Months Ended         Year Ended
                                   December 31, 2001        March 31, 2001
                                   -----------------        --------------

Beginning balance                    $      1,916             $    1,362
Provision for losses                          720                    949
Charge-offs                                  (340)                  (413)
Recoveries                                      8                     18
Dispositions                                  (81)                     -
                                     ------------             ----------
Ending balance                       $      2,223             $    1,916
                                     ============             ==========

At December 31, 2001 and March 31, 2001, the Company's recorded investment in
loans for which an impairment has been recognized under the guidance of
Statement of Financial Accounting Standards ("SFAS") No. 114 and SFAS No. 118
was $1.3 million and $319,000, respectively. The allowance for loan losses in
excess of specific reserves is available to absorb losses from all loans,
although allocations have been made for certain loans and loan categories as
part of management's analysis of the allowance. The average investment in
impaired loans was approximately $937,000 and $836,000 during the nine months
ended December 31, 2001 and the year ended March 31, 2001, respectively.

(9) Loans held for Sale
    -------------------

The Company identifies loans held for sale at the time of origination and they
are carried at the lower of cost or estimated market value on an aggregate

                                       9

<PAGE>



portfolio basis.  Market values are derived from available market quotations
for comparable pools of mortgage loans.  Adjustments for unrealized losses, if
any, are charged to income.

(10)  Mortgage Loan Securitization
      ----------------------------

During the second quarter ended September 30, 2001, the Company sold $40.3
million in seasoned fixed rate single family residential mortgage loans to
FHLMC.  The mortgages were aggregated into 15 pools and securitized with the
resulting mortgage-backed securities ("MBS") being retained by the Company and
classified as available  for sale.  Securitization of the loans provided more
liquid instruments that could be sold when the market conditions are
considered favorable.  Sale of the MBS will reduce the long-term fixed rate
assets in the Company's portfolio, which will allow the Company to reduce its
interest sensitivity in the future.

Because the Company retained an interest in the loans by receiving the MBS,
various items associated with the loans were combined with the principal
balance of the loans to arrive at the Company's basis in the MBS.  These items
include deferred origination fees, mortgage servicing rights and allowance for
loan losses.  Deferred loan origination fees associated with the sold loans
totaled $641,000.  The fair value of mortgage servicing rights was determined
using the Company's model, which incorporates the expected life of the loans,
estimated cost to service the loans, servicing fees to be received and other
factors.  Mortgage servicing rights were valued at $255,000.  The general
valuation allowance associated with these loans was $81,000.  The Company pays
a guarantee fee to FHLMC as part of the securitization and servicing of the
loans, thus transferring all credit risk to FHLMC.  The final resulting basis
in the MBS was $39.2 million.  As of December 31, 2001, $25.1 million in MBS
have been sold at gain of $863,000.

(11) Borrowings
     ----------

Borrowings are summarized as follows (in thousands):

                                            December 31,       March 31,
                                                2001             2001
                                            ------------       ---------

Federal Home Loan Bank Advances               $74,500           $79,500
                                              =======           =======

Weighted average interest rate:                 6.10%             6.62%
                                                ====              ====

Borrowings have the following maturities at December 31, 2001 (in thousands):

      Fiscal Year
      -----------
         2002        $ 39,500
         2003            -
         2004            -
         2006          15,000
         2007          20,000
                     --------
                     $ 74,500
                     ========


(12)  Shareholders' Equity
      --------------------

Repurchase of Common stock

In July 2001, the Company received regulatory approval to repurchase up to 10%
or 465,504 shares of its outstanding shares at June 30, 2001. At December 31,
2001, 222,700 shares had been repurchased at an average cost of $11.46 per
share.  Since the State of Washington treats all treasury

                                       10

<PAGE>



stock as retired upon purchase, all purchases of treasury stock reduce stock
issued and the cost of treasury stock acquired is charged to par value and
paid-in capital.

(13) Recently Issued Accounting Pronouncements
     -----------------------------------------

Recently Issued Accounting Pronouncements - In June 1998, the Financial
Accounting Standards Board ("FASB") issued SFAS No. 133, Accounting for
Derivative Instruments and Hedging Activities.  SFAS No. 133 establishes
accounting and reporting standards for derivative instruments, including
certain derivative instruments embedded in other contracts and for hedging
activities.  The effective date of this Statement was deferred by the issuance
of SFAS No. 137, Accounting for Derivative Instruments and Hedging
Activities-Deferral of the Effective Date of FASB Statement No. 133.  SFAS No.
133 was amended by SFAS No. 138, Accounting for Certain Derivative Instruments
and Certain Hedging Activities. This Statement became effective for the fiscal
year ending March 31, 2002, and will not be applied retroactively to financial
statements of prior periods. Upon adoption of provisions of SFAS No. 133 at
April 1, 2001, the Company did not have derivative instruments and there was
no impact on the financial statements of the Company.

In September 2000, the FASB issued SFAS No. 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities, and replaced
SFAS No. 125 of the same title.  This Statement revises the standards for
accounting for securitizations and other transfers of financial assets and
collateral and requires certain disclosures, but carries over most of SFAS No.
125's provisions without reconsideration.  This Statement is effective for
transfers and servicing of financial assets and extinguishments of liabilities
occurring after March 31, 2001 and is effective for recognition and
reclassification of collateral and for disclosures relating to securitization
transactions and collateral for fiscal years ending after December 15, 2000.
Upon adoption of provisions of SFAS No. 140 at April 1, 2001, there was no
material impact on the financial statements of the Company.

In July 2001, the FASB issued SFAS No. 141, Business Combinations. The
Statement discontinues the use of the pooling of interest method of accounting
for business combinations.  The Statement is effective for all business
combinations initiated after June 30, 2001. The Company has not consummated
any acquisitions since this statement has been issued.

In July 2001, the FASB issued SFAS No. 142, Goodwill and Other Intangible
Assets. The Statement will require discontinuing the amortization of goodwill
and other intangible assets with indefinite useful lives. Instead, these
assets will be tested periodically for impairment and written down to their
fair market value as necessary.  This Statement is effective for fiscal years
beginning after December 15, 2001, however, early adoption is allowed for
companies that have not issued first quarter financial statements as of July
1, 2001. Upon the adoption of the provisions of SFAS No. 142 for the year
ending March 31, 2002 management believes there will be no impact on the
financial statements of the Company.

In August 2001, the FASB issued SFAS No. 144, Accounting for the Impairment of
Disposal of Long-Lived Assets, which is effective for fiscal years beginning
after December 15, 2001. This statement supersedes SFAS No. 121 and the
accounting and reporting provisions of Accounting Principles Board Opinion
No.30 for the disposal of a segment of a business. The Company does not
believe that the adoption of SFAS No. 144 on April 1, 2002, will have a
material impact on the Company's consolidated financial statements.

                                       11

<PAGE>



(14) Commitments and Contingencies
     -----------------------------

The Company is a party to financial instruments with off-balance sheet risk in
the normal course of business to meet the financing needs of its customers.
These financial instruments generally include commitments to originate
mortgage, consumer and commercial loans.  Those instruments involve, to
varying degrees, elements of credit and interest rate risk in excess of the
amount recognized in the balance sheet.  The Company's maximum exposure to
credit loss in the event of nonperformance by the borrower is represented by
the contractual amount of those instruments.  The Company uses the same credit
policies in making commitments as it does for on-balance sheet instruments.
Commitments to extend credit are conditional 14-day agreements to lend to a
customer subject to the Company's usual terms and conditions. Collateral is
not required to support commitments.

At December 31, 2001, the Company had commitments to originate fixed rate
mortgages of $3.6 million at interest rates ranging from 5.375% to 8.5%.  At
December 31, 2001 adjustable rate mortgage loan commitments were $6.3 million
at an average interest rate of 6.00%.  Undisbursed balance of mortgage loans
closed was $24.8 million at December 31, 2001.  Consumer loan commitments
totaled $1.0 million and unused lines of consumer credit totaled $14.8 million
at December 31, 2001.  Commercial loan commitments totaled $894,000 and unused
lines of commercial credit totaled $22.3 million at December 31, 2001.

The Company is a party to litigation arising in the ordinary course of
business.  In the opinion of management, these actions will not have a
material effect, if any, on the Company's financial position, results of
operation, or liquidity.


Item 2.         RIVERVIEW BANCORP, INC. AND SUBSIDIARY MANAGEMENT'S
                DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                              RESULTS OF OPERATIONS

Safe Harbor Clause.  This report contains certain "forward-looking
statements." The Company desires to take advantage of the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995 and is
including this statement for the express purpose of availing itself of the
protection of such safe harbor with forward-looking statements.  These
forward-looking statements, which are included in Management's Discussion and
Analysis, describe future plans or strategies and include the Company's
expectations of future financial results.  The words "believe," "expect,"
"anticipate," "estimate," "project," and similar expressions identify
forward-looking statements.  The Company's ability to predict results or the
effect of future plans or strategies is inherently uncertain.  Factors which
could affect actual results include interest rate trends, the economic climate
in the Company's market area and the country as a whole, loan delinquency
rates, and changes in federal and state regulation.  These factors should be
considered in evaluating the forward-looking statements, and undue reliance
should not be placed on such statements.

General

The Community Bank is a progressive community-oriented, financial institution,
which emphasizes local, personal service to residents of its primary market
area.  The Community Bank considers Clark, Cowlitz, Klickitat and Skamania
counties of Washington as its primary market area.

                                       12

<PAGE>



The primary business of the Community Bank is attracting deposits from the
general public and using such funds to originate fixed-rate mortgage loans and
adjustable rate mortgage loans secured by one- to- four family residential
real estate located in its primary market area.  The Community Bank continues
to change the composition of its loan portfolio and the deposit base as part
of its migration to commercial banking. The consolidation among financial
institutions in the Community Bank's primary market area has created a
significant gap in the ability of the consolidated financial institutions to
serve customers. The Community Bank's strategic plan includes targeting this
customer base, specifically small and medium size businesses, professionals
and wealth building individuals.  In pursuit of these goals, the Community
Bank will emphasize controlled growth and the diversification of its loan
portfolio to include a higher portion of commercial and commercial real estate
loans.  A related goal is to increase the proportion of personal and business
checking account deposits used to fund these new loans.  Significant portions
of these new loan products carry adjustable rates, higher yields, or shorter
terms and higher credit risk than the traditional fixed-rate mortgages.  The
strategic plan stresses increased emphasis on non-interest income, including
increased fees for asset management and deposit service charges.  The
strategic plan is designed to enhance earnings, reduce interest rate risk, and
provide a more complete range of financial services to customers and the local
communities the Community Bank serves. The Community Bank is well positioned
to attract new customers and to increase its market share given that the
administrative headquarters and eight of its twelve branches are located in
Clark County, the fastest growing county in the state of Washington according
to the U.S Census Bureau.

In order to support its strategy of growth, without compromising its local,
personal service to its customers and a commitment to asset quality, the
Community Bank has made significant investments in experienced branch,
lending, asset management and support personnel and has incurred significant
costs in facility expansion. The Company's efficiency ratios reflect this
investment and will remain relatively high by industry standards for the
foreseeable future due to the emphasis on growth and local, personal service.
Control of non-interest expenses remains a high priority.

The Community Bank continuously reviews new products and services to give its
customers more financial options.  With an emphasis on growth of non-interest
income and control of non-interest expense, all new technology and services
are reviewed for business development and cost saving purposes.  The Community
Bank continues to experience growth in the customer usage of the online
banking services.  Customers are able to conduct a full range of services on a
real-time basis, including balance inquiries, transfers and electronic
bill-paying.  This online service has also enhanced the delivery of cash
management services to commercial customers.  The internet banking branch web
site is www.riverviewbank.com.

The Community Bank is regulated by the Office of Thrift Supervision ("OTS"),
its primary regulator, and by the Federal Deposit Insurance Corporation
("FDIC"), the insurer of its deposits.  The Community Bank's deposits are
insured by the FDIC up to applicable legal limits under the Savings
Association Insurance Fund ("SAIF"). The Community Bank has been a member of
the Federal Home Loan Bank ("FHLB") System since 1937.

The Company conducts operations from its home office in Vancouver and twelve
branch offices in Camas, Washoughal, Stevenson, White Salmon, Battle Ground,
Goldendale, Vancouver (five branch offices) and Longview, Washington.
Riverview Mortgage, a mortgage broker division of the Community Bank,
originates mortgage loans (including construction loans) for various mortgage
companies predominantly in the Portland/Vancouver metropolitan areas, as well
as for the Community Bank.  The Business and

                                       13

<PAGE>



Professional Banking Division located at the downtown Vancouver Main branch
offers commercial lending and business banking services. RAMCORP., a
subsidiary of the Community Bank, offers asset management (trust and
investment) services to its customers and is located in the Community Bank's
Vancouver Main branch.  Assets totaling approximately $108.0 million at
December 31, 2001 were managed by RAMCORP. in fiduciary or agency capacity.
Total managed assets of $108.0 million reflects the increase in market value
experienced in the securities markets when compared to the total managed
assets of $91.9 million at September 30, 2001. The Company's main office for
administration was relocated from Camas to the Vancouver address of 900
Washington, a 16,000 square foot leased facility, in the second quarter of
fiscal year 2001.

The Company, a Washington corporation, was organized on June 23, 1997 for the
purpose of becoming the holding company for Riverview Community Bank (formerly
Riverview Savings Bank, FSB) upon Riverview Savings Bank's reorganization as a
wholly owned subsidiary of the Company resulting from the conversion of
Riverview, M.H.C. from a federal mutual holding company to a stock holding
company ("Conversion and Reorganization").  The Conversion and Reorganization
was completed on September 30, 1997.  Riverview Savings Bank, FSB changed its
name to Riverview Community Bank effective June 29, 1998.

Financial Condition

At December 31, 2001, the Company had total assets of $396.0 million compared
with $432.0 million at March 31, 2001.  The decrease in total assets reflects
the conversion of $40.3 million of fixed interest rate residential family
mortgages to MBS through securitization and sale of  $25.1 million of MBS
during the quarter ending September 30, 2001. Cash, including interest-earning
accounts, totaled $22.0 million at December 31, 2001, compared to $38.9
million at March 31, 2001. The $1.8 million increase in loans held for sale to
$2.3 million at December 31, 2001 compared to $569,000 at March 31, 2001,
reflects the lower mortgage interest rate environment.  As interest rates fall
loan volume shifts to fixed rate production. Conversely, in a rising interest
rate environment loan volume will shift to adjustable rate production. Selling
our fixed interest rate mortgage loans allows us to reduce the interest rate
risk associated with long term fixed interest rate products.  It also frees up
funds to make new loans and diversify our loan portfolio. We continue to
service the loans we sell, maintaining the customer relationship and
generating ongoing non-interest income.

At December 31, 2001, the Company had $307.5 million in gross loans, a
decrease of $20.4 million compared to $327.9 million at March 31, 2001. One-
to- four family residential mortgage loans decreased  $36.9 million reflecting
the securitization of $40.3 one- to- four family residential mortgage loans
through FHMLC. Commercial loans increased $310,000 to $23.4 million at
December 31, 2001 from $23.1 million at March 31, 2001.  Commercial real
estate loans increased $17.2 million to $73.7 million at December 31, 2001
from $56.5 million at March 31, 2001.  Loans receivable (Note 7) provides a
detailed analysis of the $307.5 million gross loan portfolio at December 31,
2001 as compared to the $327.9 million gross loan portfolio at March 31, 2001.
Consumer, commercial, and land loans carry higher interest rates and generally
a higher degree of credit risk compared to one- to- four family residential
mortgage loans.

Deposits totaled $263.9 million at December 31, 2001 compared to $295.5
million at March 31, 2001.  The deposit decrease is due to an outflow of
governmental deposits as the Community  Bank paid lower interest rates.
Checking accounts and money market accounts ("transaction accounts") total
average outstanding balance increased 28.3% to $123.8 million at December 31,
2001, compared to $96.6 million at March 31, 2001.  Transaction accounts
represented 46.1% and 34.2% of average total

                                       14

<PAGE>



outstanding balance of deposits at December 31, 2001 and March 31, 2001,
respectively.

FHLB advances totaled $74.5 million at December 31, 2001 and $79.5 million at
March 31, 2001.  During the third quarter of fiscal year 2002, an advance from
FHLB Seattle for $25.0 million with a fixed interest rate of 6.58% was paid
off.


Capital Resources

Total shareholders' equity increased $1.0 million to $53.7 million at December
31, 2001 compared to $52.7 million at March 31, 2001. The activity in
shareholders' equity for the first nine months of fiscal year 2002 was $3.8
million in earnings, dividends of $1.5 million, exercise of stock options of
$43,000, stock repurchased $2.6 million, earned ESOP shares $204,000, earned
MRDP shares of $440,000 and $557,000 change in net unrealized gain on
securities available for sale, net of tax benefit.

The Community Bank is subject to various regulatory capital requirements
administered by the federal banking agencies. Failure to meet minimum capital
requirements can initiate certain mandatory and possibly additional
discretionary actions by regulators, that if undertaken could have a direct
material effect on the Company and the Community Bank's financial statements.
Under capital adequacy guidelines and the regulatory framework for prompt
corrective action, the Community Bank must meet specific capital guidelines
that involve quantitative measures of the Community Bank's assets,
liabilities, and certain off-balance sheet items as calculated under
regulatory accounting practices. The Community Bank's capital amounts and
classification are also subject to qualitative judgments by the regulators
about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy
required the Community Bank to maintain amounts and ratios of tangible and
core capital to adjusted total assets and of total risk-based capital to
risk-weighted assets of 1.5%, 3.0%, and 8.0%, respectively. As of December 31,
2001, the Community Bank met all capital adequacy requirements to which it was
subject.

As of December 31, 2001, the most recent notification from the OTS categorized
the Community Bank as "well capitalized" under the regulatory framework for
prompt corrective action. To be categorized as "well capitalized," the
Community Bank must maintain minimum core and total risk-based capital ratios
of 5.0% and 10.0%, respectively. At December 31, 2001, the Community Bank's
tangible, core and risk-based total capital ratios amounted to 12.06%, 12.06%,
and 16.77%, respectively. There are no conditions or events since that
notification that management believes have changed the Community Bank's
category.

The Community Bank's actual and required minimum capital amounts and ratios
are presented in the following table (dollars in thousands):

                                       15

<PAGE>



                                                          Categorized as "Well
                                                           Capitalized" Under
                                         For Capital        Prompt Corrective
                         Actual        Adequacy Purpose     Action Provision
                      --------------------------------------------------------

                      Amount   Ratio     Amount   Ratio      Amount   Ratio
                      ------   -----     ------   -----      ------   -----
As of December 31,
 2001
Total Capital:
(To Risk Weighted
 Assets)             $49,422   16.77%    $23,582   8.0%     $29,477   10.0%
Tier I Capital:
(To Risk Weighted
 Assets)              47,385   16.08       N/A     N/A       17,686    6.0
Core Capital:
(To Total Assets)     47,385   12.06      11,786   3.0       19,643    5.0
Tangible Capital:
(To Tangible Assets)  47,385   12.06       5,893   1.5         N/A     N/A

As of March 31, 2001
Total Capital:
(To Risk Weighted
 Assets)             $48,407   17.13%    $22,613   8.0%     $28,266   10.0%
Tier I Capital:
(To Risk Weighted
 Assets)              46,491   16.45       N/A     N/A       16,960    6.0
Core Capital:
(To Total Assets)     46,491   10.88      12,820   3.0       21,366    5.0
Tangible Capital:
(To Tangible Assets)  46,491   10.88       6,410   1.5         N/A     N/A

The following table is a reconciliation of the Community Bank's capital,
calculated according to accounting principles generally accepted in the United
States of America, to regulatory tangible and risk-based capital at December
31, 2001 (in thousands):

Equity                                        $48,523
Net unrealized gain on securities
  available for sale                             (277)
Core deposit intangible asset                    (777)
Deferred tax and servicing asset                  (84)
                                              -------
     Tangible capital                          47,385
General valuation allowance                     2,222
Other                                            (185)
                                              -------
     Total capital                            $49,422
                                              =======

Bank Liquidity

The Financial Regulatory Relief and Economic Efficiency Act of 2000 repealed
the statutory liquidity requirement for savings associations, citing the
requirement as unnecessary.  In light of this action, the OTS repealed its
liquidity regulations, with the following exceptions.  Savings associations
must continue to maintain sufficient liquidity to ensure safe and sound
operation; the appropriate level of liquidity will vary depending on the
activities in which the savings association engages.

                                       16

<PAGE>



The repeal of the OTS' liquidity regulations was effected as an interim rule
with request for comments.  The comment period expired May 14, 2001 and the
OTS adopted the interim rule as a final rule on July 18, 2001.  Management
does not believe this rule change will have any adverse impact on the Bank's
operations.

Sources of capital and liquidity for the Company on a stand alone basis
include distributions from the Bank.  Dividends and other capital
distributions from the Bank are subject to regulatory restrictions.

Cash, including interest-earning overnight investments, was $22.0 million at
December 31, 2001 compared to $38.9 million at March 31, 2001. Investment
securities and mortgage-backed securities available for sale at December 31,
2001 were $18.7 million and $48.5 million, respectively, compared to $25.6
million and $43.1 million, respectively, at March 31, 2001. See "Financial
Condition."

Asset Quality

Allowance for loan losses was $2.2 million at December 31, 2001, compared to
$1.9 million at March 31, 2001. Management believes the allowance for loan
losses at December 31, 2001 is adequate to cover potential credit losses at
that date. No assurances, however, can be given that future additions to the
allowance for loan losses will not be necessary. The allowance for loan losses
is maintained at a level sufficient to provide for estimated loan losses based
on evaluating known and inherent risks in the loan portfolio.  Pertinent
factors considered include size and composition of the portfolio, actual loss
experience, industry trends, industry data, current and anticipated economic
conditions, and detailed analysis of individual loans. The appropriate
allowance level is estimated based upon factors and trends identified by
management at the time the consolidated financial statements are prepared.
Commercial loans are considered to involve a higher degree of credit risk than
one- to-four family residential loans, and to be more vulnerable to adverse
conditions in the real estate market and deteriorating economic conditions.

Non-performing assets were $2.9 million, or 0.73% of total assets at December
31, 2001 compared with $1.0 million, or 0.24% of total assets at March 31,
2001. The $1.3 million balance of non-accrual loans is made up of five
residential properties totaling $883,000, one land loan totaling $66,000,
three commercial real estate loan totaling $299,000 and four consumer loans
totaling $10,000. The $1.6 million balance of real estate owned consists of
five residential properties of which three are to the same borrower and four
land and lot loans.  The following table sets forth information with respect
to the Company's non-performing assets at the dates indicated:

                                       17

<PAGE>



                                    December 31, 2001      March 31, 2001
                                    -------------------------------------
                                             (Dollars in thousands)
Loans accounted for on
a non-accrual basis:

Real Estate
 Residential                             $   883               $   153
 Commercial                                  299                     -
Land                                          66                     -
Commercial                                     -                    50
Consumer                                      10                   116
                                         -------               -------
     Total                                 1,258                   319
                                         -------               -------
Accruing loans which are
contractually past due 90
days or more                                  10                   226
                                         -------               -------

Total of non-accrual and
90 days past due loans                     1,268                   545
                                         -------               -------

Real estate owned (net)                    1,607                   473
                                         -------               -------
  Total non-performing assets            $ 2,875               $ 1,018
                                         =======               =======
Total loans delinquent 90
days or more to net loans                   0.45%                 0.18%

Total loans delinquent 90
days or more to total assets                0.32                  0.13

Total non-performing assets
to total assets                             0.73                  0.24



       Comparison of Operating Results for the Three Months Ended
                       December 31, 2001 and 2000

The Company's net income depends primarily on its net interest income, which
is the difference between interest earned on its loans and investments and the
interest paid on interest-bearing liabilities. Net interest income is
determined by (a) the difference between the yield earned on interest-earning
assets and rates paid on interest-bearing liabilities (interest rate spread)
and (b) the relative amounts of interest-earning assets and interest-bearing
liabilities.  The Company's interest rate spread is affected by regulatory,
economic and competitive factors that influence rates, loan demand and deposit
flows.  Net interest margin is calculated by dividing net interest income by
the average interest-earning assets.  Net interest income and net interest
margin are affected by changes in interest rates, volume and the mix of
interest-earning assets and interest-bearing liabilities, and the level of
non-performing assets.  The Company's net income is also affected by the
generation of non-interest income, which primarily consists of fees and
service charges, asset management fees, loan servicing income, gains and
losses on sales of securities, gains and losses from sale of loans and other
income.  In addition, net income is affected by the level of operating
expenses and establishment of a provision for loan losses.

Net income for the three months ended December 31, 2001 was $1.4 million, or
$0.30 per basic share ($0.30 per diluted share).  This compares to net income
of $903,000, or $0.20 per basic share ($0.19 per diluted share) for the same
period in fiscal 2001.

Net interest income increased $231,000 to $4.0 million for the three months
ended December 31, 2001 compared to the same period in the prior

                                   18

<PAGE>



year. The increase in net interest income was due to the 8.7% increase in
average interest-earning assets during the third quarter of fiscal year 2002
compared to net interest income of $3.8 million for the same period in the
prior year. This increase in average interest-earning assets and the impact of
the decrease in interest rates was partially offset by the combination of the
increase in the average interest-earning liabilities and the decrease in the
combined rate volume variance.

Interest income for the three months ended December 31, 2001 was $7.2 million,
a decrease of $740,000, or 10.0% compared to the $8.0 million interest income
for the same period in fiscal year 2001. Yield on interest-earning assets for
the third quarter of fiscal year 2002 was 7.49% compared to 8.90% for the same
three month period in fiscal year 2001.  The lower third quarter fiscal 2002
yield and interest income reflects the lower interest rate environment as
compared to the same period for the prior year.

Average interest-earning assets increased to $388.9 million for the three
months ended December 31, 2001 from $357.8 million for the three months ended
December 31, 2000.  The average interest-earning assets increase was made up
of increases in non-mortgage loans, mortgage-backed securities and daily
interest bearing investments partially offset by a decrease in mortgage loans.
The change in the mix of average interest-earning assets reflects the
securitization of $40.3 million of fixed rate mortgage loans in the quarter
ended September 30, 2001. Net interest income increased $274,000 due to the
increase in volume of average interest-earning assets as compared to the
increase in average volume interest-earning liabilities for the three months
in fiscal 2002 compared to the same fiscal 2001 period.

Interest expense was $3.2 million for the quarter ended December 31, 2001, a
decrease of $1.0 million, or 23.8% compared to the $4.2 million interest
expense for the same period in fiscal year 2001. The cost of average
interest-bearing liabilities for the third quarter of year 2002 was 4.00%
compared to 5.60% for the same three-month period in fiscal year 2001. The
lower interest expense for the three-month period ended December 31, 2001 is
the result of the lower interest rates in the third quarter of fiscal year
2002 compared to the same period in the prior year. Average interest-bearing
liabilities increased to $322.3 million during the quarter ended December 31,
2001 from $298.6 million for the quarter ended December 31, 2000.  The $31.1
million increase in average interest-earning assets was partially offset by
the $23.7 million increase in average interest-bearing liabilities. The
liability increase was primarily the result of growth in transaction accounts
partially offset by a decrease in certificates of deposit.  The proceeds from
the September 30, 2001 sale of $25.1 million of available for sale mortgage-
backed securities was used to pay down borrowings from FHLB Seattle in the
third quarter of fiscal year 2002.

The change in interest rates for this same period of comparison increased net
interest income $194,000. This quarterly comparison of the impact of the
changes in interest rates illustrates the liability sensitivity of the balance
sheet.  The decrease in interest rates benefited net interest income due to
the fact that repricing opportunities in the liabilities, especially in money
market accounts and certificates of deposit outpaced the repricing that was
experienced in loans and securities.  Floors and fixed rates in the loans and
securities enhanced the benefits that resulted from the repricing of
liabilities.  The change in the interest rate average volume mix of assets and
liabilities for the same three month periods reduced net interest income
$237,000.

The interest rate spread increased from 3.30% for the three month 2001 period
to 3.49% for the three month 2002 period.  Net interest income as a percentage
of average earning assets (net interest margin), decreased to 4.17% during the
third quarter ended December 31, 2001 from 4.23% for

                                        19

<PAGE>



the third quarter ended December 31, 2000. The decreased fiscal year 2002 net
interest margin reflects the decrease in the interest rates and the change in
the composition of the balance sheet.

The provision for loan losses for the three month period ended December 31,
2001 was $210,000 compared to $140,000 for the same period in the prior year.
There was $221,000 in net charge-offs during the three months ended December
31, 2001, and $80,000 in net charge-offs for the three months ended December
31, 2000. Loans receivable (Note 7) provides a detailed analysis of the $20.4
million decrease in gross loans as compared to the March 31, 2001 gross loan
balance of $327.9 million. Based upon management's analysis of historical and
anticipated loss rates, current loan growth, and other factors, management
believes the allowance for loan losses at December 31, 2001 is adequate for
the losses inherent in the loan portfolio.

Non-interest income increased $732,000 to $1.6 million, or 80.9% as compared
to the $905,000 non-interest income for the three months ended December 31,
2000. The 80.9% increase in non-interest income reflects increased fee income
from deposit service charges, mortgage broker fees, asset management fees and
gains on sale of loans held for sale.

Non-interest expense increased $238,000, to $3.5 million or 7.4% as compared
to $ 3.2 million for the same period for the prior year. Salaries and employee
benefits increased $252,000 to $2.0 million for the quarter ended December 31,
2001 as compared to $1.7 million for the same quarter in the prior year. The
fiscal year 2002, third quarter's salaries and employee benefits reflect the
growth in mortgage broker commissions when compared to the same period in the
prior year. There were three additional full-time equivalent employees during
the fiscal year 2002 quarter than during the comparable fiscal year 2001
quarter.

Provision for federal income taxes for the third quarter of fiscal year 2002
was $599,000, resulting in an effective tax rate of 30.6%, compared to
$400,000 and 30.7% for the same quarter of fiscal year 2001.


          Comparison of Operating Results for the Nine Months Ended
                        December 31, 2001 and 2000

Net income for the nine months ended December 31, 2001 was $3.8 million, $0.83
per basic share ($0.82 per diluted share) compared to net income of $2.8
million, $0.61 per basic share ($0.60 per diluted share) for the same period
in fiscal year 2001.  Non-interest income for the second quarter of fiscal
year 2002 includes $863,000 pretax gain on sale of MBS.

Net interest income increased $241,000 to $11.5 million for the nine months
ended December 31, 2001, compared to $11.2 million for the nine months ended
December 31, 2000. The increase in net interest income was due to the 16.8%
increase in average interest-earning assets during the nine months ended
December 31, 2001 compared to the same period in the prior year.  This
increase in average interest-earning assets was partially offset by the
combination of the increase in interest-bearing liabilities, the decrease in
interest rates and the change in the rate volume mix variance.

Interest income for the nine months ended December 31, 2001 was $23.2 million,
an increase of $245,000 or 1.1% over $23.0 million for the same period in year
2001. Yield on interest-earning assets for the first nine months of the fiscal
year 2002 was 7.73% compared to 8.87% for the first nine months of fiscal year
2001. The lower fiscal year 2002 yield on interest-earning assets reflects the
lower interest yield on the majority of the interest-earning assets as
compared to the same period in the prior year. The higher interest income for
the nine month period ended

                                       20

<PAGE>



December 31, 2001 as compared to the same period in the prior year resulted
from growth in interest-earning assets.

Average interest-earning assets increased to $402.8 million for the nine
months ending December 31, 2001 from $344.9 million for the nine months ending
December 31, 2000. The average interest-earning assets increase was made up of
increases in non-mortgage loans, mortgage-backed securities, investment
securities, and daily interest bearing investments partially offset by a
decrease in mortgage loans. The change in the mix of interest-earning assets
reflects the September 30, 2001, securitization of $40.1 million of fixed rate
mortgage loans. Net interest income increased $1.3 million as a result of the
change in volume of year to date average interest-earning assets and
liabilities as compared at December 31, 2001 and 2000, respectively.  Interest
expense was stable at $11.7 million for the nine month periods ended December
31, 2001 and 2000, respectively.  The impact of the decrease in interest rates
on interest-bearing liabilities kept pace with the impact of the increase in
volume of the average interest-bearing liabilities for the nine month periods
ended December 31, 2001 and 2000, respectively. The cost of interest-bearing
liabilities for the fiscal year 2002 first nine months was 4.64% compared to
5.44% for the fiscal year 2001 first nine months. The stable interest expense
is due to a 17.09% growth in average interest-bearing liabilities from $286.7
million at December 31, 2000 to $335.7 million at December 31, 2001 that was
offset by the lower interest rates paid on the interest-bearing liabilities.
Growth in the average balance of lower interest cost money market accounts and
non-interest bearing deposits from $44.8 million and $26.1 million to $53.3
million and $32.4 million, for the nine month periods ended December 31, 2000
and 2001, respectively, contributed to reducing the cost of interest-bearing
liabilities for the 2002 fiscal period.

The change in interest rates decreased net interest income $481,000 and the
rate volume mix decreased net interest income $563,000 for the nine month
period ended December 31, 2001 compared to the nine month period ended
December 31, 2000. The interest rate spread decreased from 3.43% for the nine
month period in fiscal year 2001 compared to 3.09% for the nine month period
in fiscal year 2002.  The net interest margin decreased to 3.86% during the
nine month period ended December 31, 2001 from 4.35% for the nine month period
ended December 31, 2000. The decreased margin reflects the lagging of deposit
repricing relative to the more rapid repricing in total interest earning
assets and the change in the mix of the balance sheet.

The provision for loan losses was $720,000 and net charge-offs was $332,000
during the nine months ended December 31, 2001 compared to a $734,000
provision and $150,000 in net charge-offs during the nine months ended
December 31, 2000. Loans receivable (Note 7) provides a detailed analysis of
the $20.4 million decrease in gross loans. The ratio of total non-performing
assets to total assets has increased from 0.24% at March 31, 2001 to 0.73% at
December 31, 2001.  Non-accrual loans have increased from $319,000 at March
31, 2001 to $1.3 million at December 31, 2001. Real estate owned has increased
from $473,000 at March 31, 2001 to $1.6 million at December 31, 2001. The loan
loss provision was deemed necessary based upon management's analysis of
historical and anticipated loss rates, current loan growth, and other factors
considered.

Non-interest income increased $2.3 million or 82.1% to $5.1 million for the
nine months ended December 31, 2001, compared to $2.8 million for the same
period in the prior year. Non-interest income increased $1.7 million or 67.6%
for the nine months ended December 31, 2001 compared to the same period in the
prior year, excluding the $863,000 pretax gain on sale of securities in the
current year and the prior year $309,000 gain on sale of fixed assets due to
the sale of a branch site and land held for investment. The $1.7 million
increase in non-interest income resulted

                                       21

<PAGE>



from the increase in fees received from ATMs, service charges on deposit
accounts, asset management fees, brokered loan fees and gains on loans held
for sale.

Non-interest expense increased $1.0 million, or 10.8%, to $10.3 for the nine
months ended December 31, 2001 from $9.3 million for the nine months ended
December 31, 2000. The $1.0 million increase reflects the addition of three
full-time equivalent employees, increased mortgage broker commissions, and
increased occupancy expenses. Full time equivalent employees increased to 147
at December 31, 2001 compared to 144 at December 31, 2000. Salaries and
employee benefits, which includes mortgage broker commissions, increased
$689,000 to $5.7 million for the nine months ended December 31, 2001 as
compared to $5.0 million for the same period in fiscal year 2001.

Provision for federal income taxes for the nine months ended December 31, 2001
was $1.7 million resulting in an effective tax rate of 30.5%, compared to $1.3
million and 31.5% for the same period a year ago.  The decrease in the
effective tax rate for the nine months ended December 31, 2001 is primarily
attributable to the impact of the dividend received deduction.


ITEM 3. Quantitative and Qualitative Disclosures About Market
        Risk

There has not been any material change in the market risk disclosures
contained in the Company's Annual Report on Form 10-K for the fiscal year
ended March 31, 2001.

                                       22

<PAGE>



                  RIVERVIEW BANCORP, INC. AND SUBSIDIARY

                        PART II. OTHER INFORMATION

Item 1. Legal Proceedings
        -----------------
           Not applicable

Item 2. Changes in Securities and Use of Proceeds
        -----------------------------------------
           Not applicable

Item 3. Defaults Upon Senior Securities
        -------------------------------

           Not applicable

Item 4. Submission of Matters to a Vote of Security Holders
        ---------------------------------------------------

           Not applicable

Item 5. Other Information
        -----------------

           Not applicable

Item 6. Exhibits and Reports on Form 8-K
        --------------------------------

           (a)     Exhibits:

               3.1       Articles of Incorporation of the Registrant*
               3.2       Bylaws of Registrant*
               10.1      Employment Agreement with Patrick Sheaffer**
               10.2      Employment Agreement with Ron Wysaske**
               10.3      Employment Agreement with Michael C. Yount**
                9.4      Employment Agreement with Karen Nelson**
                9.5      Severance Compensation Agreement**
                9.6      Employee Stock Ownership Plan***
                9.7      1998 Stock Option Plan****
                9.8      The Riverview Bancorp, Inc. Management Recognition
                         and Development Plan****
               21        Subsidiaries of Registrant***

           (b) Reports on Form 8-K:  No Forms 8-K were filed during the
               quarter ended December 31, 2001.

_____________
*     Filed as an exhibit to the registrant's Registration Statement on Form
      S-1, as amended (333-30203), and incorporated herein by reference.
**    Filed as an exhibit to the Registrant's Form 10-Q for the quarter ended
      September 30, 1997, and incorporated herein by reference.
***   Filed as an exhibit to the Registrant's Form 10-K for the year ended
      March 31, 1998, and incorporated herein by reference.
****  Filed as an exhibit to the Registrant's definitive proxy statement
      dated June 5, 1998, and incorporated herein by reference.


                                       23

<PAGE>



In accordance with the requirements of the Securities Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                     RIVERVIEW BANCORP, INC.


DATE:  February 6, 2002     BY:  /S/ Patrick Sheaffer
                                 ----------------------------------
                                 Patrick Sheaffer
                                 President

DATE:  February 6, 2002     BY:  /S/ Ron Wysaske
                                 ----------------------------------
                                 Ron Wysaske
                                 Executive Vice President/Treasurer


                                      24

<PAGE>


</TEXT>
</DOCUMENT>
