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): March 21, 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 March 21, 2000, Greater Bay Bancorp (the "Registrant") entered into an
  Agreement and Plan of Reorganization with Bank of Petaluma ("BOP") and DKSS
  Corp. ("Newco") providing for the merger of Newco with and into BOP (the
  "Merger"), subject to the terms and conditions therein, including the receipt of
  all required regulatory approvals and the approval of the shareholders of BOP.
  As a result of the Merger, BOP will become a wholly owned subsidiary of the
  Registrant.
  
  Item 7.  Financial Statements and Exhibits.
  
  Exhibits
  --------
  
  2     Agreement and Plan of Reorganization, dated as of March 21, 2000, by and
        among Greater Bay Bancorp, Bank of Petaluma and DKSS Corp.
  
  99.1  Press Release dated March 21, 2000
  
  <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: March 22, 2000           By:      /s/ Linda M. Iannone
                                           --------------------
                                           Linda M. Iannone
                                           Senior Vice President and General
                                           Counsel
  
  <PAGE>
  
                                   Exhibit Index
                                   -------------
  
  2    Agreement and Plan of Reorganization, dated as of March 21, 2000 by and
       among Greater Bay Bancorp, Bank of Petaluma and DKSS Corp.
  
  99.1 Press Release dated March 21, 2000
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K DATED MARCH 21, 2000", "secsgml_size_bytes": 2746}]
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": "575581"}, "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): March 21, 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 March 21, 2000, Greater Bay Bancorp (the "Registrant") entered into an
  Agreement and Plan of Reorganization with Bank of Petaluma ("BOP") and DKSS
  Corp. ("Newco") providing for the merger of Newco with and into BOP (the
  "Merger"), subject to the terms and conditions therein, including the receipt of
  all required regulatory approvals and the approval of the shareholders of BOP.
  As a result of the Merger, BOP will become a wholly owned subsidiary of the
  Registrant.
  
  Item 7.  Financial Statements and Exhibits.
  
  Exhibits
  --------
  
  2     Agreement and Plan of Reorganization, dated as of March 21, 2000, by and
        among Greater Bay Bancorp, Bank of Petaluma and DKSS Corp.
  
  99.1  Press Release dated March 21, 2000
  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: March 22, 2000           By:      /s/ Linda M. Iannone
                                           --------------------
                                           Linda M. Iannone
                                           Senior Vice President and General
                                           Counsel
  Exhibit Index
                                   -------------
  
  2    Agreement and Plan of Reorganization, dated as of March 21, 2000 by and
       among Greater Bay Bancorp, Bank of Petaluma and DKSS Corp.
  
  99.1 Press Release dated March 21, 2000