8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

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):  November 3, 2003

MID-STATE BANCSHARES

(Exact name of Registrant as specified in its charter)

California		000-23925	77-0442667
(State or other jurisdiction of Incorporation or Organization)		(File number)	(I.R.S. Employer Identification No.)
	1026 Grand Ave, Arroyo Grande, CA		93420
	(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code:  (805) 473-7700

Not Applicable

(Former name or former address, if changed since last report)

Item  5.OTHER EVENTS AND REGULATION FD DISCLOSURE

On June 30, 2003, Mid-State Bancshares and its wholly owned subsidiary Mid-State Bank & Trust entered into an Agreement to Merge and Plan of Reorganization (the “Agreement”) with Ojai Valley Bank, and amended on August 27, 2003, pursuant to which, among other things, Ojai Valley Bank will merge into Mid-State Bank & Trust, and Mid-State Bank & Trust will continue as the surviving bank.

In accordance with the terms of the Agreement, as amended, the Merger was completed on October 31, 2003.  The shareholders of Ojai Valley Bank who elected cash will receive cash for their shares based on a value of $80.16 per share; those that elected stock will receive 3.371 shares of Mid-State Bancshares common stock for each share of Ojai Valley Bank common stock, and those that elected for a combination of the two will receive the appropriate allocations for the elections made.  The amount of cash and Mid-State Bancshares common stock is subject to certain allocation procedures designed to ensure that 50% of the total consideration paid to holders of Ojai Valley Bank common stock is paid in Mid-State Bancshares common stock.

The Press Release in connection with the closing is attached hereto as Exhibit 99.

Item 7.FINANCIAL STATEMENTS AND EXHIBITS

Exhibits

2Agreement to Merge and Plan of Reorganization, dated June 30, 2003, First Amendment to Agreement to Merge and Plan of Reorganization, dated August 27, 2003 (incorporated by reference from Appendix A to the Company’s Registration Statement on Form S-4 No. 333-108634 previously filed with the SEC).

99Press Release

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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.

Dated: November 3, 2003	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

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EXHIBIT INDEX

Exhibit No.	Description
99	Press Release dated November 3, 2003

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EX-99

Exhibit 99

	NEWS RELEASE

Date:  November 3, 2003	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

Merger Between Mid-State Bank & Trust and Ojai Valley Bank Completed

OJAI, CA – Officials from Mid-State Bancshares (NASDAQ: MDST) and Ojai Valley Bank signed documents on Friday, October 31 to officially complete the merger between the two companies.  Ojai Valley Bank will merge into Mid-State Bank & Trust, the wholly-owned subsidiary of Mid-State Bancshares.  The merger gives Mid-State Bancshares a total of $2.2 billion in assets.

“One of the things that made this merger so attractive to both banks is that we have a similar philosophy of providing premium, friendly service,” said James W. Lokey, Mid-State Bank & Trust president and chief executive officer.  “We have retained Ojai Valley Bank’s front line staff, so customers will continue to be served by the same friendly professionals they always have.  Both banks have a tradition of community involvement and we plan to continue the close relationship Ojai Valley Bank has had with the community here.”

The merger will give Mid-State Bank & Trust two new offices in Ventura County – one in Ojai and one in Oak View – for a total of nine offices in Ventura County and 41 offices bankwide.

“We will be better able to serve our current customers who live in the Ojai area and work in Oxnard and Ventura,” said Lokey. “Ojai Valley Bank customers will have seven more locations to bank at in Ventura County and will have access to many products and services for the first time.”  These products and services include mortgage loans and refinancing, personal and business debit cards, trust administration, investment management, business equipment leasing, and electronic cash management.  In addition, Mid-State Bank & Trust can provide larger commercial loans to business customers.

“Ojai Valley Bank has served this area well for 30 years and it is important to us that we maintain that level of local service,” said Lokey.  “Lending decisions will continue to be made locally and money deposited in our bank will be invested back into the community through loans to local residents and businesses.”

The $23.7 million deal was approved by Ojai Valley Bank shareholders at a special meeting on October 23, 2003.  Shareholders will receive either Mid-State Bancshares stock, cash, or a combination of stock and cash, equivalent to $80.16 per share.

Ojai Valley Bank was founded in 1973.  It had $88.4 million in assets as of June 30, 2003 and had a net income of $1.1 million in 2002.  It received the highest rating in 2000, 2001, and 2002 from The Findley Reports, the leading bank analyst on the West Coast.

Mid-State Bancshares is a $2.2 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 41 offices serving more than 100,000 households.

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