===========================================================================


                       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: January 27, 1997



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



             California               File No. 0-19231           68-0166366
(State or other jurisdiction of    (Commision File Number)     (IRS Employer)
  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) 545-9611





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<PAGE>



Item 5.  Other Events

Press release for the following (article attached):

         Redwood Empire Bancorp declares quarterly dividend on preferred 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.



             1-27-97
Date:  ___________________           REDWOOD EMPIRE BANCORP
                                            (Registrant)



                                     By:__________________________
                                        James E. Beckwith
                                        Executive Vice President and
                                        Chief Financial Officer



<PAGE>



                                   FOR:         REDWOOD EMPIRE BANCORP

                                   APPROVED BY: James Beckwith
                                                Chief Financial Officer
                                                (707) 573-4988

                                   CONTACT:     Morgen-Walke Associates, Inc.
                                                Doug Sherk, David Gennarelli
                                                (415) 296-7383
For Immediate Release                           Emily Dupree, Joshua Passman
                                                212) 850-5600





                                REDWOOD EMPIRE BANCORP DECLARES QUARTERLY
                                       DIVIDEND ON PREFERRED STOCK

SANTA ROSA,  Calif.  (January 23, 1997) -- Redwood Empire  Bancorp  (AMEX:  REB)
today announced that the Board of Directors declared a quarterly dividend on the
Company's 7.8% Noncumulative Convertible Perpetual Preferred Stock of 19.5 cents
per share.  The  dividend is payable on February  14,  1997 to  shareholders  of
record on January 30, 1997.
         Redwood  Empire  Bancorp  is the  holding  company  for  two  operating
subsidiaries  -- National Bank of the Redwoods,  a commercial  bank,  and Allied
Bank, F.S.B., a savings  institution.  The Company operates through branches and
loan production  offices in various California  locations,  as well as Portland,
Oregon.

                                                  # # #
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{"company-data": {"conformed-name": "REDWOOD EMPIRE BANCORP", "cik": "0000840007", "assigned-sic": "6021", "irs-number": "680166366", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10868", "film-number": "97511505"}, "business-address": {"street1": "111 SANTA ROSA AVENUE", "city": "SANTA ROSA", "state": "CA", "zip": "95402", "phone": "7075459611"}, "mail-address": {"city": "111 SANTA ROSA AVENU", "state": "CA", "zip": "95404-4905"}}
===========================================================================

                       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: January 27, 1997

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

             California               File No. 0-19231           68-0166366
(State or other jurisdiction of    (Commision File Number)     (IRS Employer)
  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) 545-9611

===========================================================================
Item 5.  Other Events

Press release for the following (article attached):

         Redwood Empire Bancorp declares quarterly dividend on preferred 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.

             1-27-97
Date:  ___________________           REDWOOD EMPIRE BANCORP
                                            (Registrant)

                                     By:__________________________
                                        James E. Beckwith
                                        Executive Vice President and
                                        Chief Financial Officer
FOR:         REDWOOD EMPIRE BANCORP

                                   APPROVED BY: James Beckwith
                                                Chief Financial Officer
                                                (707) 573-4988

                                   CONTACT:     Morgen-Walke Associates, Inc.
                                                Doug Sherk, David Gennarelli
                                                (415) 296-7383
For Immediate Release                           Emily Dupree, Joshua Passman
                                                212) 850-5600

                                REDWOOD EMPIRE BANCORP DECLARES QUARTERLY
                                       DIVIDEND ON PREFERRED STOCK

SANTA ROSA,  Calif.  (January 23, 1997) -- Redwood Empire  Bancorp  (AMEX:  REB)
today announced that the Board of Directors declared a quarterly dividend on the
Company's 7.8% Noncumulative Convertible Perpetual Preferred Stock of 19.5 cents
per share.  The  dividend is payable on February  14,  1997 to  shareholders  of
record on January 30, 1997.
         Redwood  Empire  Bancorp  is the  holding  company  for  two  operating
subsidiaries  -- National Bank of the Redwoods,  a commercial  bank,  and Allied
Bank, F.S.B., a savings  institution.  The Company operates through branches and
loan production  offices in various California  locations,  as well as Portland,
Oregon.

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