content: <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): December 20, 2000
  
  
                                Greater Bay Bancorp
              (Exact name of registrant as specified in its charter)
  
  
  
         California                                     77-0387041
  (State or other jurisdiction of                     (I.R.S. employer
  incorporation or organization)                    identification number)
  
  
  
                         Commission file number:  0-25034
  
  
                              2860 West Bayshore Road
                            Palo Alto, California 94303
               (Address of principal executive offices and zip code)
  
  
        Registrant's telephone number, including area code: (650) 813-8200
  <PAGE>
  
  Item 5.  Other Events.
  
        On December 20, 2000, Greater Bay Bancorp (the "Registrant") issued a
  press release announcing the declaration of its fourth quarter dividend. A copy
  of the press release is attached hereto as Exhibit 99.1.
  
  Item 7.  Financial Statements and Exhibits.
  
  Exhibits
  --------
  
  99.1   Press Release dated December 20, 2000 re fourth quarter dividend
  
                                         2
  <PAGE>
  
                                    SIGNATURES
  
        Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
                                          Greater Bay Bancorp
                                          (Registrant)
  
  
  
  Dated: December 21, 2000                By:   /s/ Linda M. Iannone
                                                --------------------
                                                Linda M. Iannone
                                                Senior Vice President and General
                                                Counsel
  
                                         3
  <PAGE>
  
                                   Exhibit Index
                                   -------------
  
  99.1  Press Release dated December 20, 2000 re fourth quarter dividend
  
                                         4
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "0001.txt", "description": "CURRENT REPORT ON FORM 8-K", "secsgml_size_bytes": 2425}]
metadata_filer: {"company-data": {"conformed-name": "GREATER BAY BANCORP", "cik": "0000775473", "assigned-sic": "6021", "irs-number": "770387041", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25034", "film-number": "793290"}, "business-address": {"street1": "2860 WEST BAYSHORE ROAD", "city": "PALO ALTO", "state": "CA", "zip": "94303", "phone": "4153751555"}, "mail-address": {"street1": "2860 BAYSHORE ROAD", "street2": "420 COWPER ST", "city": "PALO ALTO", "state": "CA", "zip": "943011504"}, "former-company": [{"former-conformed-name": "MID PENINSULA BANCORP", "date-changed": "19941031"}, {"former-conformed-name": "SAN MATEO COUNTY BANCORP", "date-changed": "19920703"}]}
text: 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): December 20, 2000
  
                                Greater Bay Bancorp
              (Exact name of registrant as specified in its charter)
  
         California                                     77-0387041
  (State or other jurisdiction of                     (I.R.S. employer
  incorporation or organization)                    identification number)
  
                         Commission file number:  0-25034
  
                              2860 West Bayshore Road
                            Palo Alto, California 94303
               (Address of principal executive offices and zip code)
  
        Registrant's telephone number, including area code: (650) 813-8200
  Item 5.  Other Events.
  
        On December 20, 2000, Greater Bay Bancorp (the "Registrant") issued a
  press release announcing the declaration of its fourth quarter dividend. A copy
  of the press release is attached hereto as Exhibit 99.1.
  
  Item 7.  Financial Statements and Exhibits.
  
  Exhibits
  --------
  
  99.1   Press Release dated December 20, 2000 re fourth quarter dividend
  
                                         2
  SIGNATURES
  
        Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
                                          Greater Bay Bancorp
                                          (Registrant)
  
  Dated: December 21, 2000                By:   /s/ Linda M. Iannone
                                                --------------------
                                                Linda M. Iannone
                                                Senior Vice President and General
                                                Counsel
  
                                         3
  Exhibit Index
                                   -------------
  
  99.1  Press Release dated December 20, 2000 re fourth quarter dividend
  
                                         4