NORTH VALLEY BANCORP
10QSB, 1996-08-14
STATE COMMERCIAL BANKS
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                         FORM 10-QSB

              U.S. SECURITIES AND EXCHANGE COMMISSION
                                     Washington, D.C. 20549

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

      For the quarterly period ended     June 30, 1996     
                                 
               Commission file number    0-10652  


                      NORTH VALLEY BANCORP               
       (Exact name of small business issuer in its charter)
   California                                         94-2751350  
(State or other jurisdiction                        (I.R.S. Employer  
of incorporation or organization)                  Identification No.)


             880 E. Cypress Avenue, Redding, CA. 96002  
       (Address of principal executive offices)(Zip code)



          Issuer's telephone number    (916) 221-8400   



Check whether the issuer (1) filed all reports required to be filed by Section 
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter 
period that the registrant was required to file such reports), and (2) has been 
subject to such filing requirements for the past 90 days.  Yes   X    No      


The number of shares outstanding of common stock as of July 1, 1996, was   
1,845,778.





                            INDEX

             NORTH VALLEY BANCORP AND SUBSIDIARIES

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

     Condensed consolidated balance sheets-- June 30, 1996 and
     December 31, 1995

     Condensed consolidated statements of income-- Six months
     ended June 30, 1996 and 1995; three months ended June 30,
     1996 and 1995

     Consolidated statement of cash flows-- Six months ended      
     June 30, 1996 and 1995

     Notes to condensed consolidated financial statements--
     June 30, 1996

Item 2.  Management's Discussion and Analysis of Financial 
Condition and Results of Operations


PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8K     


SIGNATURES

PART I.  FINANCIAL INFORMATION

  NORTH VALLEY BANCORP AND SUBSIDIARIES
  CONDENSED CONSOLIDATED BALANCE SHEETS         June 30    December 31   
                                                  1996         1995        
                                                (unaudited)   (Note)
ASSETS:                                           (000's omitted)

  Cash and due from banks                       $ 10,934    $ 11,868
  Federal funds sold                              11,900      16,600
  Trading securities at market                     1,964         -0-

  Investment securities:
    Available for sale, at market                 11,541      12,684
    Held to maturity, at amortized cost           39,583      35,217
    (market value of $40,593 and $37,057
     at June 30, 1996 and December 31, 1995,
       respectively)
  Loans receivable                               159,589     149,133
    Less:  Allowance for possible loan losses      1,449       1,325
           Net Loans Receivable                  158,140     147,808
  Premises and equipment owned, net                3,741       3,805
  FHLB stock                                         712         662
  Accrued interest receivable                      1,846       1,715
  Other assets                                     4,931       4,713

  TOTAL ASSETS                                  $245,292    $235,072
                                                         
LIABILITIES AND SHAREHOLDERS' EQUITY:

  Deposits:
    Non interest bearing                        $ 28,505    $ 25,006
    Interest bearing                             191,759     186,069  
      Total deposits                             220,264     211,075
  Accrued interest and other liabilities           2,757       3,024

  TOTAL LIABILITIES                             $223,021    $214,099

SHAREHOLDERS' EQUITY:

  Common stock, no par value--
    Authorized 20,000,000 shares,
    issued and outstanding 1,845,778 for
    June 30, 1996 and 1,841,078 for 
    December 31, 1995                              9,812       9,766
  Retained Earnings                               12,460      11,086
  Unrealized (loss) gain on investment
    securities, available for sale              (      1)        121 

  TOTAL STOCKHOLDERS' EQUITY                      22,271      20,973

  TOTAL LIABILITIES & STOCKHOLDERS' EQUITY      $245,292    $235,072

======================================================================= 
Note:  The balance sheet at December 31, 1995 has been derived from the
audited financial statements at that date.
=====================================================================
See notes to condensed consolidated financial statements (unaudited).

NORTH VALLEY BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                                                 Six Months Ended     
                                                     June 30                
                                                 1996         1995    
                                               (000's omitted,
                                             except per share data)

Interest Income:
  Loans including fees                          $ 7,028     $ 6,246     
Investment securities:
  Taxable                                           367         549 
  Exempt from federal taxes                       1,176       1,062 
  Federal funds sold                                482         582

      TOTAL INTEREST INCOME                       9,053       8,439
Interest Expense on Deposits                      3,944       3,594        

      NET INTEREST INCOME                         5,109       4,845 
Provision for loan losses                           210         150

      NET INTEREST INCOME AFTER PROVISION
       FOR LOAN LOSSES                            4,899       4,695  

Other Operating Income:
  Service charges on deposit accounts               668         665 
  Other customer fees and charges                   384         371 
  Gain on sale of loans                              80          79 
 (Loss) gain on sale of securities             (     17)         24 
  Other                                             107         197        
      TOTAL OTHER OPERATING INCOME                1,222       1,336   

Other Operating Expenses:
  Salaries & employee benefits                    1,966       1,845 
  Occupancy                                         216         213 
  Furniture & equipment                             243         227 
  Other                                             909       1,033
                    
      TOTAL OTHER OPERATING EXPENSES              3,334       3,318


Income before provision for income taxes          2,787       2,713
Provision for income taxes                          767         765

      NET INCOME                               $  2,020    $  1,948
                                                  


Net income per common share                    $   1.08    $   1.05

Weighted average shares outstanding
  used to compute net income per share        1,867,709   1,856,535
====================================================================
See notes to condensed consolidated financial statements (unaudited).





NORTH VALLEY BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                                                Three Months Ended    
                                                     June 30                
                                                 1996         1995    
                                               (000's omitted,
                                             except per share data)

Interest Income:
  Loans including fees                         $  3,553     $ 3,190  
Investment securities:
  Taxable                                           200         279 
  Exempt from federal taxes                         595         541 
  Federal funds sold                                220         311

      TOTAL INTEREST INCOME                       4,568       4,321
Interest Expense on Deposits                      1,949       1,927        

      NET INTEREST INCOME                         2,619       2,394 
Provision for loan losses                           105          75

      NET INTEREST INCOME AFTER PROVISION
       FOR LOAN LOSSES                            2,514       2,319  

Other Operating Income:
  Service charges on deposit accounts               333         341 
  Other customer fees and charges                   181         185 
  Gain on sale of loans                              28          69 
 (Loss) gain on sale of securities             (     17)          4 
  Other                                              65          74 
      TOTAL OTHER OPERATING INCOME                  590         673   

Other Operating Expenses:
  Salaries & employee benefits                      981         916 
  Occupancy                                         110         109 
  Furniture & equipment                             121         116 
  Other                                             501         525
                    
      TOTAL OTHER OPERATING EXPENSES              1,713       1,666


Income before provision for income taxes          1,391       1,326
Provision for income taxes                          395         389

      NET INCOME                               $    996    $    937

                                                  
Net income per common share                    $    .53    $    .50


Weighted average shares outstanding
  used to compute net income per share        1,867,709   1,856,535
====================================================================
See notes to condensed consolidated financial statements (unaudited).





NORTH VALLEY BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)        Six Months Ended
                                                             June 30
                                                        1996         1995  
CASH FLOWS FROM OPERATING ACTIVITIES:                    (000's omitted)   
Net income                                           $ 2,020     $  1,948  
Adjustments to reconcile net income
  to net cash provided by operating
  activities:
  Depreciation and amortization                          199          184
  Amortization of premium on
    investment securities                                  7           10 
  Provision for loan losses                              210          150
  Loss (gain)on sale of available for sale securities      1      (    18)
  Realized loss (gain) on trading securities              16      (     6)
  Gain on sale of loans                              (    80)     (    79)  
  Provision for deferred taxes                             0      (     4)
  Effect of changes in:
    Accrued interest receivable                      (   131)          48
    Other assets                                     (   158)     (   235)
    Accrued interest and other liabilities               201          292
Total adjustments                                        265          342
NET CASH PROVIDED BY OPERATING ACTIVITIES              2,285        2,290

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of FHLB stock                               (    50)     (    37)
Purchase of trading securities                       ( 1,980)     (   998)
Proceeds from sales of trading securities                  0        1,004
Purchase of available for sale securities            ( 2,505)     ( 1,175)
Proceeds from sales of available for sale securities       0           70
Proceeds from maturities of available
  for sale securities                                  3,494        5,000
Purchase of held to maturity securities              ( 6,763)     ( 4,196)
Proceeds from maturities or calls of held
  to maturity securities                               2,390        3,565
Proceeds from sale of loans                            5,567        2,417
Net increase in loans                                (16,029)     (12,319)
Purchases of premises and equipment                  (   135)     (   234)
Net cash used in investing activities                (16,011)     ( 6,903)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in demand deposits, NOW 
 accounts, and savings accounts                        6,738      ( 3,489)
Net increase in time certificates                      2,451       17,201
Cash dividends paid                                  ( 1,143)     (   880) 
Cash received for stock options exercised                 46           52
Net cash provided by financing activities              8,092       12,884 

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ( 5,634)       8,271

CASH AND CASH EQUIVALENTS, beginning of period        28,468       19,997

CASH AND CASH EQUIVALENTS, end of period             $22,834      $28,268
==========================================================================
See notes to condensed consolidated financial statements (unaudited).

NORTH VALLEY BANCORP AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 1996


NOTE A - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial
statements of North Valley Bancorp and subsidiaries (the "Company")
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the
instructions to Form 10-QSB and Article 10 of Regulation S-X.  In the
opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation of
the results for the interim periods presented have been included.
They do not, however, include all the information and footnotes
required by generally accepted accounting principles for complete
financial statements.  For further information, refer to the
consolidated financial statements and notes thereto included in the
Company's annual report on Form 10-KSB for the fiscal year ended
December 31, 1995. Operating results for the interim periods
presented are not necessarily indicative of the results that may be
expected for the year ended December 31, 1996. 

The condensed consolidated financial statements include the accounts
of the Company.  Significant intercompany items and transactions have
been eliminated.


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Pronouncements

On January 1, 1996, the Company adopted Statement of Financial
Accounting Standards No. 122, Accounting for Mortgage Servicing
Rights (SFAS No. 122).  SFAS No. 122 requires that the Company
recognize as a separate asset rights to service mortgage loans for
others, whether those servicing rights are originated or purchased. 
Previously, only purchased servicing rights were capitalizable as an
asset.  SFAS No. 122 also requires that capitalized servicing rights
be assessed for impairment based on fair value, rather than an
estimate of undiscounted future cash flows.  The adoption of SFAS No.
122 did not have a material effect on the Company.



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDING JUNE 30, 1996.

The following discussion should be read in conjunction with the
Consolidated Financial Statements and notes thereto included
elsewhere herein which are incorporated by reference herein.  Since
the Company is a holding company whose principal asset is the Bank,
the following discussion relates principally to the financial
condition and results of operations of the Bank.

Overview

The Company's net income was $2,020,000, a 3.7% increase from
$1,948,000 for the period ending June 30, 1995.  On a per share
basis, June 30, 1996 and 1995 profits were $1.08 and $1.05, as
adjusted to give effect to the three-for-two split effected in the
form of a 50% stock dividend.

Net Interest Income

Net interest income is the principal source of the Company's
earnings, which represents the difference between interest earned on
loans (including yield-related loan fees) and investments and
interest paid on deposits.  Tax exempt interest income from
investment securities is adjusted to an amount which would have been
earned if such income were subject to federal income tax.  Net
interest income on a fully taxable equivalent basis (FTE) was
$5,716,000 for the six months ending June 30, 1996, an increase of
6.01% over $5,392,000 for the six months ending June 30, 1995.

The increase in loan balances helped to offset decreasing yields on
interest earning assets and increases in interest paid on time
deposits.

Net interest income (FTE) expressed as a percentage of average
earning assets, is referred to as net interest margin.  The net
interest margin for the six months ending June 30, 1996, slightly
decreased to 5.21% from 5.26% for the same period ending June 30,
1995.  The higher rate on interest bearing liabilities was offset by
an increase in earning assets.


Non-Interest Income

Non-interest income is primarily derived from fees earned by the
Company for deposit-related customer services.  Total non-interest
income decreased $114,000 to $1,222,000 in the six months ending June
30, 1996, compared to $1,336,000 for the six months ending June 30,
1995.

A summary of non-interest income for the six months ended June 30,
1996 and 1995, is presented below:

Non-Interest Income                           June 30
  (in thousands)                           1996      1995   

Service charges on deposit accounts      $  668       665  
Other fees and charges                      384       371  
Gain on sale of loans                        80        79  
Gain on sale of securities                (  17)       24  
Other                                       107       197  
  Total Non-interest income              $1,222     1,336  


Non-Interest Expense

Non-interest expense increased slightly by $16,000 in the six month
quarter 1996 compared to the six months ending June 30, 1995.

Salaries and employee benefits expenses were $1,966,000 for June 30,
1996, and $1,845,000 for the period ending June 30, 1995.  The
increase in salary and benefit expense is attributed to normal salary
increases, increased employer taxes and an increase in the net
pension cost for the supplemental retirement plans for directors and
key executives.

FDIC and California State Banking assessments decreased to $14,000
for six months ended June 30, 1996 compared to $229,000 for the same
period ended June 30, 1995.  The FDIC determined that the Bank
Insurance Fund (BIF) was fully recapitalized at the end of May 1995. 
As a result, on August 8, 1995, the FDIC reduced the assessment rates
for well capitalized institutions to $.04 per $100 in domestic
deposits from $.23 effective June 1, 1995.  The Company paid $.23 per
$100 in deposits for the first five months of 1995 and $.04 per $100
for the remaining seven months.  For the six month assessment period
beginning January 1, 1996, the FDIC reduced the assessment rate to
$.00 per $100 in domestic deposits.

The Company improved its efficiency ratio (derived by dividing total
non-interest expenses by net interest income exclusive of provision
for loan losses and non-interest income) to 52.7% compared to 53.7%
in 1995.  The efficiency ratio is a measurement as to how efficiently
the Company allocates its resources.

A summary of non-interest expense for the six months ended June 30,
1996 and 1995, is presented below:


Non-Interest Expense                        June 30
   (in thousands)                        1996     1995

Salaries & employee benefits           $ 1,966    1,845
Occupancy expense                          216      213
Furniture & equipment expense              243      227
Professional services                       32       72
Data processing expenses                   115      127
Printing & supplies                        110      101
Postage                                     86       83
FDIC & State banking assessments            14      229
Messenger expense                           68       62
ATM expense                                 62       66
Other                                      422      293   
     Total Non-interest expense        $ 3,334    3,318   



Income Taxes

The provision for income taxes for the second quarter 1996 was
$767,000 as compared to $765,000 for the same period in 1995. 


Impaired, Nonaccrual, Past Due and Restructured Loans and Other Real
Estate Owned

At June 30, 1996 the recorded investment in loans for which
impairment has been recognized in accordance with SFAS No. 114,
Accounting by Creditors for Impairment of a Loan, was approximately
$2,284,000.  Of that balance approximately $1,081,000 has a related
valuation allowance of $327,000.  The remaining $1,203,000 did not
require a valuation allowance.  For the six months ended June 30,
1996, the average recorded investment in loans for which impairment
has been recognized was approximately $1,947,000.  During the portion
of the period that the loans were impaired the Company recognized
approximately $43,000 of interest income.

At December 31, 1995, the recorded investment in loans for which
impairment has been recognized in accordance with SFAS No. 114,
Accounting by Creditors for Impairment of a Loan, was approximately
$1,715,000.  Of that balance approximately $1,078,000 has a related
valuation allowance of $254,000.  The remaining $637,000 did not
require a valuation allowance.  For the year ended December 31, 1995,
the average recorded investment in loans for which impairment has
been recognized was approximately $1,473,000.  During the portion of
the year that the loans were impaired the Company recognized
approximately $205,000 of interest income.

Nonaccrual loans are loans on which the accrual of interest has been
discontinued.  Accrual of interest is discontinued on a loan when
management believes that borrowers' financial condition is such that
the collection of interest is doubtful, or when a loan becomes 
contractually past due by 90 days or more with respect to interest or
principal.  When a loan is placed on nonaccrual status, all interest
previously accrued but not collected is reversed against current
period interest income.  Income on such loans is then recognized only
to the extent that cash is received and where the future collection
of principal is probable.  Interest accruals are resumed on such
loans when in the judgement of management, the loans are estimated to
be fully collectible as to both principal and interest.

The Company's allowance for loan losses is maintained at a level
deemed by management to be adequate to provide for possible losses in
the loan portfolio based on the Bank's current loan portfolio
performance, anticipated growth in the portfolio, prevailing economic
conditions, historical credit loss experience, and other factors
deemed appropriate by management.

A summary of non-performing assets at June 30, 1996 and December 31,
1995, is as follows:

Non-Performing Assets                  June 30    December
   (in thousands)                       1996        1995  

Nonaccrual loans                      $   501         282   
Accruing loans past due 90 days                              
  or more                                   3          15
Restructured loans                        -0-         -0-
Other real estate owned                   129          87 
     Total                            $   633         384 



Allowance for Loan Losses

Management assesses the adequacy of the allowance for loan loss based
on loan loss experience, specific identification of potential losses
in the portfolio and economic conditions.  Additions to the Allowance
are made by charges to operating expenses in the form of a provision
for possible loan losses.  The Allowance for loan losses totaled
$1,449,000 or .91% of total loans at June 30, 1996, compared to
$1,325,000 or .89% at December 31, 1995.  Net charge-offs were
$86,000 or .06% of average loans for the six months ended June 30,
1996. A provision for loan losses of $210,000 and $150,000 was
charged to income during the six month period ended June 30, 1996 and
1995, respectively.  Management's continuing evaluation of the loan
portfolio and assessment of current economic conditions will dictate
future funding levels.
 


Liquidity and Interest Rate Sensitivity

Liquidity represents the Company's ability to satisfy cash flow
requirements created by fluctuations in deposits and to meet
borrowers' credit needs.  Effective liquidity management insures that
sufficient funds are available to comply with demands from
depositors, borrowers and other commitments on a timely basis. 
Collection of principal and interest on loans, the liquidations of
investment securities, deposit inflow and short term borrowing when
needed are primary sources of funds that contribute to liquidity.     
Unused lines of credit from correspondent banks to provide federal
funds in the amount of $9,000,000 as of June 30, 1996, were available
to provide liquidity.  In addition, the Bank is a member of the
Federal Home Loan Bank ("FHLB") system providing an additional line
of credit of $4,863,950 secured by first deeds of trust on eligible
1-4 unit residential loans.  The Company had not borrowed from FHLB
as of June 30, 1996.

The Company manages both assets and liabilities to preserve liquidity
and earnings stability.  Total liquid assets (cash and due from
banks, federal funds sold, and investment securities) totaled
$75,922,000 and $76,369,000 (or 30.95% and 32.49% of total assets) at
June 30, 1996 and December 31, 1995, respectively.  Total liquid
assets include investment securities classified as held to maturity
based on the Company's intent to hold such securities to maturity of
$39,583,000 and $35,217,000 for June 30, 1996 and December 31, 1995,
respectively.

The Company's ability to generate retail core deposits consisting of
demand deposits, NOW, regular savings, money market deposit accounts
and time deposits of less than $100,000 provides a continued source
of liquidity.  Core deposits totaled $202,494,000 and $193,731,000 at
June 30, 1996 and December 31, 1995, respectively.

Management considers the Company's liquidity sufficient to satisfy
its funding demand for normal banking transactions for the next
twelve months.

Interest rate sensitivity management concentrates on reducing the
impact on net interest income due to shifts in interest rates.        
The Company measures its interest rate sensitivity with an asset
liability simulation model.  The model analyzes the mix and repricing
characteristics of interest rate sensitive assets and liabilities
using multipliers (how interest rates change when Fed Funds rate
changes by 1%) and lags (time it takes for rates to change after Fed
Funds rate changes).  The model simulates the effects on net interest
income when the Fed Funds rate experiences a 1% increase or decrease
compared to current levels.  In management's view, the Company has
low interest rate risk in the short term as measured by the model,
specifically the next twelve months.

The following table shows the interest sensitive assets and
liabilities gap, which is the measure of interest sensitive assets
over interest bearing liabilities, for each individual repricing
period on a cumulative basis:


June 30, 1996           Within 3  3 months    1-5    5+
(in thousands)           months   to 1 Year  Years  Years   TOTAL    
EARNING ASSETS:
 Held to maturity
   securities            $   630  $    179 $11,284 $27,490 $ 39,583
 Available for sale  
   securities & FHLB stock     0     1,646   1,816   8,791   12,253
 Trading account   
   securities                  0         0   1,964       0    1,964
 Fed Funds Sold           11,900         0       0       0   11,900
 Loans                    53,128    18,976  46,974  40,511  159,589
  Total earning assets   $65,658   $20,801 $62,038 $76,792 $225,289

 INTEREST BEARING LIABILITIES:
  Interest bearing demand 
    deposits             $     0   $38,350 $     0 $     0 $ 38,350
  Savings deposits             0    43,383       0       0   43,383
  Time deposits           31,570    71,185   7,271       0  110,026
   Total interest bearing 
    liabilities          $31,570  $152,918 $ 7,271 $     0 $191,759

INTEREST RATE SENSITIVITY
  GAP                    $34,088 $(132,117)$54,767  $76,792  
CUMULATIVE INTEREST RATE 
  SENSITIVITY GAP        $34,088 $( 98,029)$(43,262)$33,530 


At June 30, 1996, the gap table indicates the Company as liability
sensitive in the twelve month period.  Interest rate sensitivity
measured by the gap method does not consider the impact of different
multipliers (how interest rates change when Fed Funds rate changes by
1%) and lags (time it takes for rates to change after Fed Funds rate
changes).  The Company's model analyzes the impact on earnings of
future rate changes by including factors for lags and multipliers for
key bank rates.  Both methods of measuring interest rate sensitivity
do not take into account actions taken by management to modify the
effect to net interest income if interest rates were to rise or fall.

Even though the Bank had a negative gap in the twelve month period as
of June 30, 1996, the asset liability simulation model showed the
Bank was slightly asset sensitive as of June 30, 1996.


Financial Condition

Total assets at June 30, 1996, were $245,292,000, representing an
increase of 4.35% over December 31, 1995 assets of $235,072,000.

During second quarter 1996, net loans increased to $158,140,000, from
$147,808,000 at December 31, 1995.  Loans are the major component of
earning assets.  The Bank's average loan to deposit ratio was 70.79%
and 66.86% at June 30, 1996 and December 31, 1995, respectively.

Investment securities and federal funds sold totaled $64,988,000 at
June 30, 1996, compared to $64,501,000 at December 31, 1995.

Funding for increased loan and investment activity came from
increases in deposits.  Total deposits increased $9,189,000 as of
June 30, 1996, to $220,264,000, as compared to $211,075,000 at
December 31, 1995.  The increase was primarily in interest-bearing
instruments.

The Company maintains capital levels to support conservative internal
growth and to encourage confidence from depositors and investors. 
Shareholders' equity increased to $22,271,000 as of June 30, 1996, as
compared to $20,973,000 for year end 1995.

Banking regulators require bank holding companies and banks to
maintain capital equal to at least 8% of their assets, weighted by
risk.  At least 4% of the total 8% ratio must consist of Tier 1
capital (primarily shareholders' equity).

In addition, banking regulators also require bank holding companies
and banks to maintain a certain Tier 1 leverage ratio.  The leverage
ratio is measured by the ratio of Tier 1 capital to adjusted average
assets.

The table below provides a comparison of the Company's risk based
capital ratio and leverage ratio to the minimum regulatory guidelines
for the periods indicated:
                                                           MINIMUM
                                                          REGULATORY  
                               June 30    December 31   REQUIREMENTS
RISK-BASED CAPITAL RATIOS:      1996         1995

  Tier 1                        12.61%       12.76%         4.00%
  Total                         13.43%       13.57%         8.00%

LEVERAGE RATIO                   9.21%        8.87%       3.00%-5.00%


Impact of Inflation

Impact of inflation on a financial institution differs significantly
from that exerted on an industrial concern, primarily because its
assets and liabilities consist largely of monetary items.  The
relatively low proportion of the Company's fixed assets (less than
1.6% at June 30, 1996) reduces both the potential of inflated
earnings resulting from understated depreciation and the potential
understatement of absolute asset values.


RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1996, AS
COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1995.

North Valley Bancorp recorded a net profit for the three months ended
June 30, 1996, of $996,000, as compared to a net profit of $937,000
for the same period in 1995.  The net income for the three month
period ended June 30, 1996, resulted in net income per share of
fifty-three cents ($.53).


Net Interest Income

Net interest income on a fully tax-equivalent basis (FTE) increased
$262,000, or 9.79%, to $2,938,000 for the three months ended June 30,
1996, as compared to $2,676,000 for the same period in 1995.

Changes in net interest income are a result of changes in volume
between average earning assets and interest bearing liabilities and
in the difference between interest yields from average earning assets
and the cost of interest bearing liabilities.  Net interest income
increased over 1995 levels primarily due to an increase in volume of
interest earning assets.

Net interest income on a fully taxable equivalent basis expressed as
a percentage of total average earning assets is referred to as the
net interest margin.  The net interest margin (FTE) was 5.28% and
5.11% for the three months ending June 30, 1996 and 1995,
respectively.


Other Operating Income

Total other operating income decreased to $590,000, compared to
$673,000 for the three months ended June 30, 1996 and 1995,
respectively.

A summary of other operating income for the three month periods
ending June 30, 1996 and 1995, is presented below:

Other Operating Income                              June             
   (in thousands)                              1996      1995        

Service charges on deposit
   accounts                                   $ 333     $ 341
Other customer fees and charges                 181       185
Gain on sale of loans                            28        69
Loss on sale of securities                     ( 17)        4
Other                                            65        74

   TOTAL OTHER OPERATING INCOME               $ 590     $ 673


Other Operating Expense

Other operating expense increased during the second three months of
1996 to $1,713,000 compared to $1,666,000 for the same period in
1995.

Personnel expense increased to $981,000, or 7.10%, during the second
three months of 1996, compared to $916,000 for the same period in
1995.

A summary of other operating expense for the three month period ended
June 30, 1996 and 1995, is presented below:

Other Operating Expense                             June              
   (in thousands)                              1996      1995         

Salaries & employee benefits                 $  981    $ 916
Occupancy                                       110      109 
Furniture & equipment                           121      116
Professional services                            23       42 
Data processing                                  60       64
Printing & supplies                              54       49
Postage                                          39       39
FDIC & State Banking Assessments                  7      115
Messenger expense                                33        3
ATM                                              29       30
Other                                           256      183

         TOTAL OTHER OPERATING EXPENSE       $1,713   $1,666



PART II - OTHER INFORMATION

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

The Annual Meeting of Shareholders of North Valley Bancorp was held
on Monday, May 20, 1996.  Shareholders of North Valley Bancorp
approved the slate of directors as proposed, and the ratification of
Deloitte & Touche LLP as independent public accountants for the
Company was approved.  Results of the election are presented in
Exhibit 23.


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K:

The following exhibits are included herein:

         (23)  Report regarding matters submitted to shareholders.

The Company did not file any reports on Form 8-K during the six
months ended June 30, 1996.


                              SIGNATURES


In accordance with the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                           North Valley Bancorp     
                                              (Registrant)


Date    August 13, 1996           /s/ J. F. Cowee                 
                                  J. F. Cowee
                                  Chief Financial Officer    
                                  

EXHIBIT 23                    
                                                             
                    ANNUAL MEETING OF SHAREHOLDERS
                             MAY 20, 1996


TOTAL SHARES OUTSTANDING                             1,842,558      

TOTAL SHARES VOTING:                                 1,305,247      

    BY PROXY                                           955,893       
    IN PERSON                                          349,354      

PERCENTAGE OF SHARES VOTED:                             70.84%        


1.       TO ELECT DIRECTORS AS STATED IN THE PROXY STATEMENT:

               FOR           AUTHORITY WITHHELD          TOTAL         

           1,304,687               560                 1,305,247         

2.       RATIFICATION OF DELOITTE & TOUCHE:

               FOR        AGAINST       ABSTAIN          TOTAL  

           1,296,377        234          8,636         1,305,247  


                                                               
                                                              %  
         TOTAL SHARES VOTING BY PROXY:     955,893          73.23  

         TOTAL SHARES VOTING IN PERSON:    349,354          26.77  

         TOTAL VOTES CAST:               1,305,247         100.00 


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<CIK> 0000353191
<NAME> NORTH VALLEY BANCORP
<MULTIPLIER> 1000
       
<S>                             <C>
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<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             APR-01-1996
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                                0
                                          0
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<LOAN-LOSSES>                                      105
<SECURITIES-GAINS>                            (    17)
<EXPENSE-OTHER>                                  1,713
<INCOME-PRETAX>                                  1,391
<INCOME-PRE-EXTRAORDINARY>                       1,391
<EXTRAORDINARY>                                      0
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<EPS-PRIMARY>                                      .53
<EPS-DILUTED>                                      .53
<YIELD-ACTUAL>                                    4.60
<LOANS-NON>                                        501
<LOANS-PAST>                                         3
<LOANS-TROUBLED>                                     0
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<CHARGE-OFFS>                                       95
<RECOVERIES>                                         9
<ALLOWANCE-CLOSE>                                1,449
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