8-K

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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 (Date of earliest event reported): July 12, 2002

MID-STATE BANCSHARES
(Name of Small Business Issuer in its Charter)

California
(State or Other Jurisdiction of
Incorporation or Organization) 000-23925
(File Number) 77-0442667
(I.R.S. Employer Identification No.)

1026 Grand Ave., Arroyo Grande, CA
(Address of Principal Executive Offices)
93420
(Zip Code)

Registrant's Telephone Number, including area code: (805) 473-7700

Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

        On July 12, 2002, Mid-State Bancshares (the "Company") announced that it has appointed PricewaterhouseCoopers LLP as the Company's independent accounting firm to replace Arthur Andersen LLP.

        During the years ended December 31, 2001 and 2000, and the interim period between December 31, 2001 and June 30, 2002, the Company did not consult with PricewaterhouseCoopers regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

Item 7. FINANCIAL STATEMENTS AND EXHIBITS

c.

Exhibits:



99.1

Press Release

2

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.

Date: July 12, 2002	MID-STATE BANCSHARES
	By:	/s/  JAMES W. LOKEY James W. Lokey President Chief Executive Officer
	By:	/s/  JAMES G. STATHOS James G. Stathos Executive Vice President Chief Financial Officer

3

EXHIBIT INDEX

Exhibit No.	Description	Page No.
99.1	Press Release	5

4

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Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
Item 7. FINANCIAL STATEMENTS AND EXHIBITS

SIGNATURES
EXHIBIT INDEX

EX-99.1

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EXHIBIT 99.1

[LOGO OF MID-STATE BANCSHARES]

News Release

Date: July 12, 2002	Phone Number: 805/473-6803
Contact: James G. Stathos	NASDAQ Symbol: MDST
Title: Executive Vice President and Chief Financial Officer	Web site: www.midstatebank.com

Mid-State Bancshares Names New Independent Accounting Firm

ARROYO GRANDE, CA—Mid-State Bancshares (Nasdaq: MDST) announced today that its board of directors has appointed PricewaterhouseCoopers as the Company's independent accounting firm to replace Arthur Andersen LLP.

        The appointment was made after an extensive evaluation process by the board, its audit committee, and the Company's management team. PricewaterhouseCoopers is the world's largest professional services organization, operating in 150 countries and territories with 160,000 employees.

        Mid-State Bancshares is a $1.85 billion holding company for Mid-State Bank & Trust, an independent, community bank serving California's San Luis Obispo, Santa Barbara, and Ventura Counties. Since opening its doors in 1961, the Bank has grown to 39 offices serving over 115,000 customers.

This Press Release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act. All of the statements contained in the Press Release, other than statements of historical fact, should be considered forward-looking statements, including, but not limited to, those concerning (i) the Bank's strategies, objectives and plans for expansion of its operations, products and services, and growth of its portfolio of loans, investments and deposits, (ii) the Bank's beliefs and expectations regarding actions that may be taken by regulatory authorities having oversight of the operation, (iii) the Bank's beliefs as to the adequacy of its existing and anticipated allowances for loan and real estate losses and (iv) the Bank's beliefs and expectations concerning future operating results. Although the Bank believes the expectations reflected in those forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. All subsequent written and oral forward-looking statements by or attributable to the Bank or persons acting on its behalf are expressly qualified in their entirety by this qualification. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof and are not intended to give any assurance as to future results. The Bank undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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EXHIBIT 99.1

Mid-State Bancshares Names New Independent Accounting Firm