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):  March 25, 1997


                                     BSM BANCORP
                (Exact name of registrant as specified in its charter)


         California                    333-16951              No. 77-0442667
(State or other jurisdiction        (Commission File          (IRS Employer
       of incorporation)               Number)            Identification No.)

                 2739 Santa Maria Way, Santa Maria, California 93455
                (Address of principal executive offices)    (Zip Code)


         Registrant's telephone number, including area code:  (805) 937-8551


                                    Not applicable
            (Former name or former address, if changed since last report)


Item 2:  ACQUISITION OR DISPOSITION OF ASSETS.

         Following the receipt of all necessary regulatory and shareholder
    approval, on March 11, 1997, the Bank of Santa Maria (the "Bank"), Santa
    Maria, California, completed the formation of its holding company, to be
    known as BSM Bancorp (the "Bancorp") as BSM Merger Company, a wholly-owned
    subsidiary of the Bancorp, merged with and into the Bank, with the
    surviving corporation continuing to be known as Bank of Santa Maria and
    continuing the current business and operations as a California
    state-chartered financial institution.  Upon the consummation of the
    Merger, the separate corporate existence of BSM Merger Company ceased.
    According to the terms of the Plan of Reorganization and Merger Agreement
    entered into as of November 20, 1996, the shareholders of the Bank are now
    entitled to receive one share of Bancorp Common Stock for each share of
    Bank Stock in exchange for the surrender of their Bank Stock.
    Consequently, the level and makeup of the ownership of shareholders in BSM
    Bancorp is the same of that which existed in the Bank prior to the Merger.
    There were 2, 973,539 shares of Bank stock to be exchanged as of March 11,
    1997.  There was no cash involved in this transaction.

         The 100 shares of BSM Merger Company stock owned by BSM Bancorp will
    be exchanged for 100 shares of the Common Stock of the Bank of Santa Maria,
    representing 100% of the equity of the Bank.

         Reference should be made to the Registrant's Form S-4 filing pursuant
    to the Securities Act of 1993, as amended, declared effective January 29,
    1997 for additional information.

Item 7:  FINANCIAL STATEMENTS AND EXHIBITS.

         The Bancorp, and its wholly-owned subsidiary BSM Merger Company, were
formed on November 12, 1996 by the Directors of the Bank for the purpose of
forming a holding company for the Bank.  Following that period the formation was
completed on March 11, 1997.  Audited financial statements for the newly formed
Bancorp are not available for the year ended December 31, 1996.  BSM Bancorp
intends to file audited financial statements with the Commission as of December
31, 1997 in the Bancorp's Annual Report on Form 10-K.  BSM Bancorp will be
filing consolidated financial information in its initial 10-Q for the first
quarter of 1997.

Reference should be made to BSM Bancorp's Registration Statement on Form S-4,
which contains audited financial statements for the Bank of Santa Maria as of
December 31, 1995 and interim financial statements as of September 20, 1996.



                                      SIGNATURE

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, on March 25, 1997.

                                  BSM BANCORP





                                    By: /s/ F. Dean Fletcher
                                       -------------------------
                                       F. Dean Fletcher
                                       Executive Vice President
                                       Chief Financial Officer