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

                                  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: February 24, 1999



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



            California                  File No. 0-19231         68-0166366
  (State or other jurisdiction of   (Commission 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) 573-4800





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


<PAGE>



Item 5.  Other Events

Press releases for the following (articles attached):


         Redwood  Empire Bancorp  announces  completion of redemption of 8 1/2 %
subordinated notes due 2004.

         Redwood Empire Bancorp declares a cash dividend 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.



            02-24-99
Date:  ___________________                        REDWOOD EMPIRE BANCORP
                                                         (Registrant)


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


<PAGE>



                                   FOR:           REDWOOD EMPIRE BANCORP

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

                                   CONTACT:       Morgen-Walke Associates, Inc.
                                                  John Swenson, Bruce Schoenfeld
                                                  (415) 296-7383
For Immediate Release                             Mark Owen
                                                  (212) 850-5600


                   REDWOOD EMPIRE BANCORP COMPLETES REDEMPTION
                     OF 8 1/2 % SUBORDINATED NOTES DUE 2004

SANTA ROSA, Calif.  (February 22, 1999) -- Redwood Empire Bancorp (Nasdaq: REBC)
today  announced  that it had  completed  redemption  of the  Company's  8 1/2 %
Subordinated Notes Due 2004. The Notes were issued in 1994.
         "The  successful  redemption of these notes is a tangible result of our
constant focus on improving  shareholder value," said Tom Whitaker,  chairman of
Redwood Empire  Bancorp.  "Given the interest costs  associated  with the notes,
their redemption will have a positive effect on the Company's future earnings."
         As a result of redeeming the notes prior to maturity,  Redwood  expects
to record in the first  quarter  of 1999 an  extraordinary  charge net of tax of
approximately  $288,000 related to debt issuance costs. A portion of these costs
had previously been amortized on an annual basis but all unamortized  costs will
now be taken as an extraordinary charge net of tax in the first quarter.
         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.
         The statements contained in this release are forward-looking statements
that  are  subject  to  risks  and  uncertainties.  Actual  results  may  differ
materially  from those set forth in or implied  by  forward-looking  statements.
These risks are described in the Company's  Securities  and Exchange  Commission
filings.
                                       ###


<PAGE>



                                   FOR:           REDWOOD EMPIRE BANCORP

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

                                   CONTACT:       Morgen-Walke Associates, Inc.
                                                  John Swenson, Bruce Schoenfeld
                                                  (415) 296-7383
For Immediate Release                             Mark Owen
                                                  (212) 850-5600






            REDWOOD EMPIRE BANCORP DECLARES DIVIDEND ON COMMON STOCK

SANTA ROSA, Calif.  (February 22, 1999) -- Redwood Empire Bancorp (NASDAQ: REBC)
today  announced  that its Board of  Directors  has  declared a dividend of four
cents per share on the Company's  Common Stock. The dividend is payable on April
15, 1999 to shareholders of record on March 31, 1999.
         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 California locations.

                                      # # #
[{"type": "8-K", "sequence": "1", "description": "PRESS RELEASES", "secsgml_size_bytes": 5804}]
{"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": "99547968"}, "business-address": {"street1": "111 SANTA ROSA AVENUE", "city": "SANTA ROSA", "state": "CA", "zip": "95404-4905", "phone": "7075734800"}, "mail-address": {"street1": "111 SANTA ROSA AVENUE", "city": "SANTA ROSA", "state": "CA", "zip": "95404-4905"}}
===========================================================================

                                  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: February 24, 1999

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

            California                  File No. 0-19231         68-0166366
  (State or other jurisdiction of   (Commission 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) 573-4800

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

Press releases for the following (articles attached):

         Redwood  Empire Bancorp  announces  completion of redemption of 8 1/2 %
subordinated notes due 2004.

         Redwood Empire Bancorp declares a cash dividend 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.

            02-24-99
Date:  ___________________                        REDWOOD EMPIRE BANCORP
                                                         (Registrant)

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

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

                                   CONTACT:       Morgen-Walke Associates, Inc.
                                                  John Swenson, Bruce Schoenfeld
                                                  (415) 296-7383
For Immediate Release                             Mark Owen
                                                  (212) 850-5600

                   REDWOOD EMPIRE BANCORP COMPLETES REDEMPTION
                     OF 8 1/2 % SUBORDINATED NOTES DUE 2004

SANTA ROSA, Calif.  (February 22, 1999) -- Redwood Empire Bancorp (Nasdaq: REBC)
today  announced  that it had  completed  redemption  of the  Company's  8 1/2 %
Subordinated Notes Due 2004. The Notes were issued in 1994.
         "The  successful  redemption of these notes is a tangible result of our
constant focus on improving  shareholder value," said Tom Whitaker,  chairman of
Redwood Empire  Bancorp.  "Given the interest costs  associated  with the notes,
their redemption will have a positive effect on the Company's future earnings."
         As a result of redeeming the notes prior to maturity,  Redwood  expects
to record in the first  quarter  of 1999 an  extraordinary  charge net of tax of
approximately  $288,000 related to debt issuance costs. A portion of these costs
had previously been amortized on an annual basis but all unamortized  costs will
now be taken as an extraordinary charge net of tax in the first quarter.
         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.
         The statements contained in this release are forward-looking statements
that  are  subject  to  risks  and  uncertainties.  Actual  results  may  differ
materially  from those set forth in or implied  by  forward-looking  statements.
These risks are described in the Company's  Securities  and Exchange  Commission
filings.
                                       ###
FOR:           REDWOOD EMPIRE BANCORP

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

                                   CONTACT:       Morgen-Walke Associates, Inc.
                                                  John Swenson, Bruce Schoenfeld
                                                  (415) 296-7383
For Immediate Release                             Mark Owen
                                                  (212) 850-5600

            REDWOOD EMPIRE BANCORP DECLARES DIVIDEND ON COMMON STOCK

SANTA ROSA, Calif.  (February 22, 1999) -- Redwood Empire Bancorp (NASDAQ: REBC)
today  announced  that its Board of  Directors  has  declared a dividend of four
cents per share on the Company's  Common Stock. The dividend is payable on April
15, 1999 to shareholders of record on March 31, 1999.
         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 California locations.

                                      # # #