MID PENINSULA BANCORP
8-K, 1996-09-12
NATIONAL COMMERCIAL BANKS
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



       Date of Report (date of earliest event reported): September 9, 1996
                                                         -----------------




                              MID-PENINSULA BANCORP
                              ---------------------
             (Exact name of registrant as specified in its charter)



          California               2-99922                  94-2952485
          ----------               -------                  ----------
       (State or other           (Commission              (IRS Employer
       jurisdiction of           File Number)           Identification No.)
        incorporation




               420 Cowper Street, Palo Alto, California     94301
               ----------------------------------------     -----
               (Address of principal executive offices)   (Zip Code)


     Registrant's telephone number, including area code: (415) 323-5150
                                                         --------------


                                      NONE
              ---------------------------------------------------
         (Former name or former address, if changed since last report.)


          The Exhibit Index is on Page 3.           Page 1 of  4 Pages

<PAGE>

Item 5.   OTHER EVENTS.

     On September 9, 1996, the Registrant's common stock began trading on the
Nasdaq National market under the symbol MPBK.

     A copy of the Registrant's press release announcing the commencing of
Nasdaq trading is attached as Exhibit 99.1 and is incorporated here by
reference.

Item 7.   FINANCIAL STATEMENTS AND EXHIBITS.

               (a)  Not applicable.

               (b)  Not applicable.

               (c)  EXHIBITS.

                    99.1   Press Release dated September 9, 1996







                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
Bancorp has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        MID-PENINSULA BANCORP



Date:  September 9, 1996                  By: /s/ David L. Kalkbrenner
                                             -------------------------------
                                             David L. Kalkbrenner
                                             President and Chief
                                             Executive Officer


                                        2

<PAGE>

                                  EXHIBIT INDEX




                                                            Sequential
Exhibit No.        Description                              Page No.
- -----------        -----------                              ----------

99.1               Press Release (September 9, 1996)            4


                                        3

<PAGE>


                             MID - PENINSULA BANCORP


                                  PRESS RELEASE

     For Immediate Release                   For Information Contact
     ---------------------                   -----------------------
     SEPTEMBER 9, 1996                       CAROL H. ROWLAND, CFO
                                             (415) 323-5150
                                             CUSIP NUMBER:  59540J101


        MID-PENINSULA BANCORP SHARES NOW TRADE IN NASDAQ NATIONAL MARKET

Palo Alto, California.....

David L. Kalkbrenner, President and Chief Executive Officer, announced today
that on September 9, 1996, the common stock of Mid-Peninsula Bancorp began
trading in the Nasdaq National Market,.  Mid-Peninsula Bancorp, whose trading
symbol is MPBK, is the holding company for Mid-Peninsula Bank, which has assets
of over $260 million and offices in Palo Alto, San Carlos and San Mateo.  The
Bank specializes in delivering professional, responsive, and customized service
to meet the commercial and private banking needs of professionals,
entrepreneurs, executives and businesses in the mid-peninsula area.

Mr. Kalkbrenner noted that Mid-Peninsula Bancorp's entry into the Nasdaq
National Market provides brokers and others with immediate access to the best
bid and ask prices and other information about the Company's shares throughout
the trading day.  Those prices are available in over more than 200,000
electronic terminals in brokers' offices throughout the United States and the
world.  Trading data is also distributed widely through wire services for
selective dissemination by newspapers and radio and television stations.

In addition to increased market visibility, Nasdaq offers Mid-Peninsula Bancorp
the advantage of multiple market makers that compete to offer the best bid and
ask prices.  Mid-Peninsula's market makers are Hoefer & Arnett, Inc., Van Kasper
& Company and Sutro & Co. - all in San Francisco, Ca. and PaineWebber, Inc. in
Menlo Park, Ca.

On June 6, 1996, Mid-Peninsula Bancorp and Cupertino National Bancorp announced
the signing of a definitive agreement for a "merger of equals" between the two
companies.  The merger will result in the formation of the largest multi-bank
holding company in the San Francisco Peninsula/South Bay region with over $500
million in assets.  It is anticipated that the merger will become effective in
December of this year.

Mid-Peninsula Bancorp is independent and locally owned and a member of the
Federal Reserve System.  The Bank's deposits are insured by the Federal Deposit
Insurance Corporation.




                                       ###


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