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


                    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 12, 1996



                           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.



            2-12-96
Date:  ___________________ REDWOOD EMPIRE BANCORP
                                 (Registrant)


                              /s/ Gale D. Bridgeman
                          By:__________________________
                              Gale D. Bridgeman
                              Vice President/Controller and
                              Principal Accounting Officer

<PAGE>


                                      FOR:     REDWOOD EMPIRE BANCORP

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

                                  CONTACT:     Morgen-Walke Associates
                                               Doug Sherk, Jenifer Kirtland
                                               (415) 296-7383
                                               Jill Ruja, Elissa Grabowski
                                               (212) 850-5600

For Immediate Release

                      REDWOOD EMPIRE BANCORP DECLARES
                    QUARTERLY DIVIDEND ON PREFERRED STOCK
SANTA ROSA, CA (January 17, 1996) -- Redwood  Empire  Bancorp  (AMEX:REB)  today
announced  that at its  meeting  yesterday,  the Board of  Directors  declared a
quarterly dividend on the Company's 7.80%  Noncumulative  Convertible  Perpetual
Preferred Stock of 19.5 cents per share. The dividend is payable on February 14,
1996 to shareholders of record on January 31, 1996.
         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  bank.  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": "6022", "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": "96516052"}, "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: February 12, 1996

                           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.

            2-12-96
Date:  ___________________ REDWOOD EMPIRE BANCORP
                                 (Registrant)

                              /s/ Gale D. Bridgeman
                          By:__________________________
                              Gale D. Bridgeman
                              Vice President/Controller and
                              Principal Accounting Officer
FOR:     REDWOOD EMPIRE BANCORP

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

                                  CONTACT:     Morgen-Walke Associates
                                               Doug Sherk, Jenifer Kirtland
                                               (415) 296-7383
                                               Jill Ruja, Elissa Grabowski
                                               (212) 850-5600

For Immediate Release

                      REDWOOD EMPIRE BANCORP DECLARES
                    QUARTERLY DIVIDEND ON PREFERRED STOCK
SANTA ROSA, CA (January 17, 1996) -- Redwood  Empire  Bancorp  (AMEX:REB)  today
announced  that at its  meeting  yesterday,  the Board of  Directors  declared a
quarterly dividend on the Company's 7.80%  Noncumulative  Convertible  Perpetual
Preferred Stock of 19.5 cents per share. The dividend is payable on February 14,
1996 to shareholders of record on January 31, 1996.
         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  bank.  The  Company  operates  through  branches  and  loan
production offices in various California locations, as well as Portland, Oregon.

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