8-K

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)       June 15, 2005

MID-STATE BANCSHARES

(Exact Name of registrant as specified in its charter)

California	000-23925	77-0442667
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1026 East Grand Avenue, Arroyo Grande, CA		93420
(Address of principal executive offices)		(Zip Code)

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

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications Pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECTION 8 – OTHER EVENTS

Item 8.01 – Other Events.

On June 15, 2005, at its regular meeting of the Board of Directors of Mid-State Bancshares, the Board declared a $0.16 cents per-share quarterly dividend for all shareholders of record on June 30, 2005, payable on July 15, 2005.

The Board of Directors also authorized a stock repurchase program for up to five percent (5%) of its outstanding shares.  Based on the current number of outstanding shares, the program authorizes repurchases of up to 1,141,373 shares.

Please refer to the Press Release dated June 16, 2005 attached hereto and made a part hereof.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 - Financial Statements and Exhibits.

Exhibits

Exhibit No.	Description
99	Press Release announcing second quarter cash dividend and authorization of new Stock Repurchase Program – dated June 16, 2005

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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.

	Registrant:
	MID-STATE BANCSHARES
Date: June 17, 2005	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 announcing second quarter cash dividend and authorization of new Stock Repurchase Program – dated June 16, 2005

4

EX-99

Exhibit 99

News Release

Date:  June 16, 2005		Phone Number: 805/473-6803
Contact: James G. Stathos		NASDAQ Symbol: MDST
Title:	Executive Vice President/	Web site:     www.midstatebank.com
	Chief Financial Officer

Mid-State Bancshares Declares Second Quarter 2005 Dividend

and Authorizes New Stock Repurchase Program

ARROYO GRANDE, CA – The board of directors of Mid-State Bancshares (NASDAQ: MDST) has declared a second quarter cash dividend of $0.16 per share, announced Chairman Carrol R. Pruett.  The amount is consistent with the dividend paid in the first quarter 2005 and a 14.3% increase over the $0.14 paid in the second quarter 2004.

The dividend is payable to all shareholders of record on June 30, 2005, with a payable date of July 15, 2005.  Based on the approximate 22,827,451 shares outstanding, the total amount of the dividend will be approximately $3.7 million.

The payment represents the 88th consecutive cash or stock dividend paid by Mid-State Bancshares or its subsidiary, Mid-State Bank & Trust.

The board of directors also authorized a stock repurchase program for up to five percent (5%) of its outstanding shares.  Based on the current number of outstanding shares, the program authorizes repurchase of up to 1,141,373 shares.

At the Company’s discretion, repurchases will be made in the open market or in block purchases or in privately negotiated transactions in compliance with Securities and Exchange Commission (SEC) rules.

“Repurchasing stock is a valuable tool for building shareholder value,” said Pruett.  “The buyback will reduce the number of outstanding shares, which will improve our earnings per share and return on equity.”

Mid-State Bancshares’ previous stock repurchase program began in January 2004.  To date, the Company has repurchased 1,146,043 of its 1,178,352 share authorization.  The 2005 authorization will allow the Company to continue its buyback program uninterrupted.  Since April 2000, the Company has repurchased 3,479,623 shares of its stock.

Mid-State Bancshares is a $2.3 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.

This News Release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act.  All of the statements contained in the News Release, other than statements of historical fact, should be considered forward-looking statements, including, but not limited to, those concerning (i) the Company’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 Company’s beliefs and expectations regarding actions that may be taken by regulatory authorities having oversight of its operation and interest rates, (iii) the Company’s beliefs as to the adequacy of its existing and anticipated allowances for loan and real estate losses, (iv) the Company’s beliefs and expectations concerning future operating results, (v) the growth of its loan portfolio and its net interest margin and (vi) the strength of the economy in its service area.  Although the Company 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 Company 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 Company 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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