REDWOOD EMPIRE BANCORP
8-K, 1998-05-21
NATIONAL COMMERCIAL BANKS
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                                   UNITED STATES
                         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:  May 20, 1998



                               REDWOOD EMPIRE BANCORP
              (Exact number of Registrant as specified in its charter)



     California                       File No. 0-19231           68-0166366
     ----------                       ----------------           ----------
(State or other jurisdiction      (Commission File Number)     (IRS Employer)
of Incorporated or organization)                             Identification No.)



111 Santa Rosa Avenue, Santa Rosa, California                    95404-4905
- ---------------------------------------------                    ----------
(Address of principal executive offices)                         (Zip Code)



        Registrant's telephone number, including area code:  (707) 573-4800
                                                            --------------




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ITEM 5.  OTHER EVENTS

Press releases for the following (article attached):

          Redwood Empire Bancorp declares reinstatement of quarterly cash 
          dividends on its Common Stock.

                                     SIGNATURES



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

               5/20/98
Date:  -------------------         REDWOOD EMPIRE BANCORP
                                   ----------------------
                                        (Registrant)


                                             /s/ James E. Beckwith
                                        By:  ---------------------
                                             James E. Beckwith
                                             Executive Vice President and
                                             Chief Financial Officer


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                              FOR:            REDWOOD EMPIRE BANCORP

                              APPROVED BY:    James Beckwith
                                              Chief Financial Officer
                                              (707) 522-5215

                              CONTACT:        Morgen-Walke Associates, Inc.
                                              John Swenson, Micah Epps
                                              (415) 296-7383
FOR IMMEDIATE RELEASE                         Sandra Badurina
                                              (212) 850-5600


                REDWOOD EMPIRE BANCORP DECLARES QUARTERLY DIVIDENDS


SANTA ROSA, Calif. (May 19, 1998) -- Redwood Empire Bancorp (AMEX: REB) today
announced that its Board of Directors has declared a quarterly cash dividend of
4 cents per share on the Company's Common Stock.  The dividend is payable on
July 15, 1998 to shareholders of record on June 30, 1998.

     "This represents our first dividend paid to holders of Common Stock since
September 1994 and reflects the increased profitability of the Company," noted
Tom Whitaker, Chairman of Redwood Empire Bancorp.  "The Common Stock dividend
also reflects our confidence in the Company's future and our commitment to
increasing shareholder value."

     Redwood Empire Bancorp is the holding company for National Bank of the
Redwoods, a commercial bank.  The Company operates through branches and loan
production offices in various northern California locations.

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