Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Bender Kevin
 2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2004		 3. Issuer Name and Ticker or Trading Symbol
AMERICAN RIVER BANKSHARES [AMRB]
(Last)
(First)
(Middle)
1003 MOONLIT WAY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. VP & CIO
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

FOLSOM, CA 95630-7506		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 4,245
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option, Right to Buy 11/17/2004 11/17/2009 Common Stock 18,232 $ 8.4329 D  
Stock Option, Right to Buy 03/19/2004 03/19/2013 Common Stock 551 $ 14.1854 D  
Stock Option, Right to Buy 03/19/2005 03/19/2013 Common Stock 551 $ 14.1854 D  
Stock Option, Right to Buy 03/19/2006 03/19/2013 Common Stock 551 $ 14.1854 D  
Stock Option, Right to Buy 03/19/2007 03/19/2013 Common Stock 551 $ 14.1854 D  
Stock Option, Right to Buy 03/19/2008 03/19/2013 Common Stock 552 $ 14.1854 D  
Stock Option, Right to Buy 04/21/2005 04/21/2014 Common Stock 630 $ 20.4 D  
Stock Option, Right to Buy 04/21/2006 04/21/2014 Common Stock 630 $ 20.4 D  
Stock Option, Right to Buy 04/21/2007 04/21/2014 Common Stock 630 $ 20.4 D  
Stock Option, Right to Buy 04/21/2008 04/21/2014 Common Stock 630 $ 20.4 D  
Stock Option, Right to Buy 04/21/2009 04/21/2014 Common Stock 630 $ 20.4 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bender Kevin
1003 MOONLIT WAY
FOLSOM, CA 95630-7506		       Sr. VP & CIO  

Signatures

Kevin B. Bender 01/03/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.