content: 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 13, 1999
  
  
  
                                 SJNB Financial Corp.
               ------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
  
  
  
             California              0-11771                  77-0058227
     -----------------------------------------------------------------------
   (State or other jurisdiction    (Commission              (I.R.S. Employer
   of incorporation)               File Number)            Identification Number)
  
  
               One North Market Street
               San Jose, California                      95113
               ---------------------------------------------------
               Address of principal executive offices)   (Zip Code)
  
  
  
         Registrant's telephone number, including area code: (408) 947-7562
  
  <PAGE>
  
  Item 5.   Other Events.
  -------   -------------
  
       On August  27,  1999,  the  Company,  Saratoga  Bancorp  ("Saratoga"),  and
  Saratoga  National Bank ("SNB") entered into a definitive  Agreement and Plan of
  Merger (the "Merger Agreement")  pursuant to which all of the outstanding shares
  of Saratoga  common stock will be exchanged for shares of the  Company's  Common
  Stock  pursuant to a tax-free  exchange (the  "Merger"),  subject to dissenters'
  rights under  applicable law. The Merger  Agreement,  which had been approved by
  the Board of Directors of both  companies and the Board of Directors of SNB, was
  subject to  approval  by the  shareholders  of both  Saratoga  and the  Company,
  clearance by regulatory  authorities,  and other terms and conditions  customary
  for transactions of this type. The significant terms of the Merger are described
  in the Company's Form 8-K filed on September 1, 1999 (No.  000-11771) and in the
  Company's  Registration  Statement  on Form S-4 filed on October  14,  1999,  as
  amended on October 27, 1999 (No. 333-89013).
  
       On December  13,  1999,  the  shareholders  of Saratoga  voted to adopt the
  Merger  Agreement  and  to  approve  the  Merger.  On  December  13,  1999,  the
  shareholders  of the  Company  also voted to adopt the Merger  Agreement  and to
  approve the Merger.
  
       On  November  19,  1999,  the  Office of the  Comptroller  of the  Currency
  approved the Merger.  In addition,  all other material  regulatory  approvals or
  consents to the Merger have been obtained.
  
       On the basis of the above  approvals  and  actions,  the parties  currently
  expect the Merger to close in or about January 2000.
  <PAGE>
  
                                     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 thereunto duly authorized.
  
  Dated:  December 16, 1999
  
                                     SJNB FINANCIAL CORP.
                                     (Registrant)
  
  
                                     By /s/ Eugene E. Blakelsee
                                        -----------------------------------
                                        Eugene E. Blakeslee
                                        Executive Vice President and
                                        Chief Financial Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "SJNB FINANCIAL CORP./SARATOGA BANCORP MERGER", "secsgml_size_bytes": 3581}]
metadata_filer: {"company-data": {"conformed-name": "SJNB FINANCIAL CORP", "cik": "0000721161", "assigned-sic": "6022", "irs-number": "770058227", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11771", "film-number": "99776077"}, "business-address": {"street1": "ONE N MARKET ST", "city": "SAN JOSE", "state": "CA", "zip": "95113", "phone": "4089477562"}, "mail-address": {"street1": "ONE NORTH MARKET STREET", "city": "SAN JOSE", "state": "CA", "zip": "95113"}}
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 13, 1999
  
                                 SJNB Financial Corp.
               ------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
             California              0-11771                  77-0058227
     -----------------------------------------------------------------------
   (State or other jurisdiction    (Commission              (I.R.S. Employer
   of incorporation)               File Number)            Identification Number)
  
               One North Market Street
               San Jose, California                      95113
               ---------------------------------------------------
               Address of principal executive offices)   (Zip Code)
  
         Registrant's telephone number, including area code: (408) 947-7562
  Item 5.   Other Events.
  -------   -------------
  
       On August  27,  1999,  the  Company,  Saratoga  Bancorp  ("Saratoga"),  and
  Saratoga  National Bank ("SNB") entered into a definitive  Agreement and Plan of
  Merger (the "Merger Agreement")  pursuant to which all of the outstanding shares
  of Saratoga  common stock will be exchanged for shares of the  Company's  Common
  Stock  pursuant to a tax-free  exchange (the  "Merger"),  subject to dissenters'
  rights under  applicable law. The Merger  Agreement,  which had been approved by
  the Board of Directors of both  companies and the Board of Directors of SNB, was
  subject to  approval  by the  shareholders  of both  Saratoga  and the  Company,
  clearance by regulatory  authorities,  and other terms and conditions  customary
  for transactions of this type. The significant terms of the Merger are described
  in the Company's Form 8-K filed on September 1, 1999 (No.  000-11771) and in the
  Company's  Registration  Statement  on Form S-4 filed on October  14,  1999,  as
  amended on October 27, 1999 (No. 333-89013).
  
       On December  13,  1999,  the  shareholders  of Saratoga  voted to adopt the
  Merger  Agreement  and  to  approve  the  Merger.  On  December  13,  1999,  the
  shareholders  of the  Company  also voted to adopt the Merger  Agreement  and to
  approve the Merger.
  
       On  November  19,  1999,  the  Office of the  Comptroller  of the  Currency
  approved the Merger.  In addition,  all other material  regulatory  approvals or
  consents to the Merger have been obtained.
  
       On the basis of the above  approvals  and  actions,  the parties  currently
  expect the Merger to close in or about January 2000.
  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 thereunto duly authorized.
  
  Dated:  December 16, 1999
  
                                     SJNB FINANCIAL CORP.
                                     (Registrant)
  
                                     By /s/ Eugene E. Blakelsee
                                        -----------------------------------
                                        Eugene E. Blakeslee
                                        Executive Vice President and
                                        Chief Financial Officer