UNITED STATES
                            SECURITIES 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) - NOVEMBER 3, 2000


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


      CALIFORNIA                      000-23257                  33-0755794
(Name or other jurisdiction          (Commission               (IRS Employer
   of incorporation)                 File Number)            Identification No.)



1875 NORTH TUSTIN STREET, ORANGE, CALIFORNIA                       92865
     (Address of principal executive officer)                   (Zip Code)


(Registrants' telephone number, including area code) -- (714) 685-1317






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







Item 5.       Other Events

              On November 2, 2000, BYL Bancorp ("BYL"), parent company of BYL
              Bank Group, and PBOC Holdings, Inc. ("PBOC"), parent company of
              People's Bank of California, announced the signing of an Agreement
              and Plan of Reorganization (the "Agreement") dated November 1,
              2000, attached hereto as EXHIBIT "2," pursuant to which PBOC will
              acquire BYL and BYL Bank Group. Upon consummation of the
              transaction, PBOC will become the surviving corporation, and
              People's Bank of California will become the surviving bank.
              Consummation of the Agreement is subject to a number of
              conditions, including, but not limited to, the approval of the
              Agreement by the shareholders of BYL and the receipt of requisite
              regulatory approvals.

              Under the terms of the transaction, the holders of BYL Common
              Stock will receive $15.00 in cash for each share of BYL Common
              Stock owned. The cash amount may be adjusted upward or downward
              under certain circumstances which are set forth in the Agreement.

              Concurrently with the execution and delivery of the Agreement, the
              directors and certain executive officers of BYL entered into a
              form of letter agreement with PBOC pursuant to which among other
              things, such persons agreed to vote their shares of BYL common
              stock in favor of approval of the Agreement. A copy of the form of
              letter agreement is attached hereto as EXHIBIT "A" to the
              Agreement.

              In connection with the Agreement, PBOC and BYL entered into a
              Stock Option Agreement, set forth as EXHIBIT "10" hereto, dated as
              of November 1, 2000, pursuant to which BYL granted PBOC an option
              to purchase up to 505,971 shares of BYL's common stock (subject to
              adjustment as set forth therein), which represents 19.9% of BYL's
              outstanding shares of common stock, at a purchase price of $10.597
              per share (subject to adjustment as set forth therein). The option
              will become exercisable upon the occurrence of certain events, as
              specified in the Stock Option Agreement, none of which has
              occurred as of the date hereof.

              A copy of the press release in connection with the announcement is
              attached hereto as EXHIBIT "99(1)" and is incorporated by
              reference herein in its entirety.







Item 7.       FINANCIAL STATEMENTS AND EXHIBITS

              (c)  Exhibits.

              2         Agreement and Plan of Reorganization
              10        Stock Option Agreement
              99(1)     Copy of the aforementioned Press Release.







                                    SIGNATURE

Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.


                                   BYL BANCORP



Dated: November 3, 2000                     By: /s/ ROBERT UCCIFERRI
                                                --------------------
                                                Robert Ucciferri
                                                President and
                                                Chief Executive Officer