8-K

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):

April 15, 2009

PACIFIC CONTINENTAL CORPORATION

(Exact name of registrant as specified in its charter)

Oregon

(State or other jurisdiction of incorporation)

	0001084717		93-1269184
(Commission File Number)		IRS Employer Identification No.

111 West 7th Avenue

Eugene, Oregon 97401

(Address of principal executive offices)  (zip code)

Registrant's telephone number, including area code: (541) 686-8685

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 (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition

On April 15, 2009, Pacific Continental Corporation (the “Company”) issued a press release announcing earnings for the first quarter ending March 31, 2009.  A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference in its entirety.

The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filings or document

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(a)           Not applicable

(b)           Not applicable

(c)           Not Applicable

(d)           Exhibits

99.1 Press Release dated April 15, 2009, announcing earnings for the first quarter ending March 31, 2009.

1

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:                      April 15, 2009

PACIFIC CONTINENTAL CORPORATION

By:  /s/ Michael A. Reynolds

       Michael A. Reynolds

       Executive Vice President

       Chief Financial Officer

2

EX-99.1

NEWS RELEASE

FOR MORE INFORMATION CONTACT:	Hal Brown	Michael A. Reynolds
	CEO	Executive Vice President/CFO
	541 686-8685	541 686-8685
	http://www.therightbank.com
	E-mail:  banking@therightbank.com

FOR IMMEDIATE RELEASE

PACIFIC CONTINENTAL REPORTS FIRST QUARTER 2009 RESULTS

Continued Profitability, Record Growth in Core Deposits,

Stable Net Interest Margin and Increased Provision for Loan Losses Characterize the Quarter

EUGENE, Ore., April 15, 2009 - ---Pacific Continental Corporation (NASDAQ: PCBK), the bank holding company for Pacific Continental Bank, today reported financial results for the first quarter 2009.

Net income for the first quarter 2009 was $2.9 million compared to net income of $3.1 million reported for the first quarter 2008.  Earnings per diluted share were $0.23 in the current quarter, down $0.03 per diluted share from the $0.26 reported for the same quarter last year.  Operating revenue, which consists of net interest income plus noninterest income, was $14.2 million during the first quarter 2009, up $1.5 million or 12.2% over first quarter 2008. Contributing to the improvement in operating revenue was a stable net interest margin and solid growth in average earning assets.  Annualized return on average assets, return on average equity, and return on average tangible equity for the first quarter 2009 were 1.09%, 9.47%, and 11.57%, respectively, compared to 1.28%, 11.21%, and 14.18% for the first quarter last year.

On January 7, 2009, the Company successfully closed a private equity placement raising approximately $9.6 million in capital through the issuance of 750 thousand shares of common stock.  The additional shares issued during the quarter accounted for a $0.01 decline in per share earnings. As a result of the capital raised and the earnings retained during the first quarter 2009, the Company’s capital ratios improved further strengthening its already “well capitalized” position.  At March 31, 2009, the Bank’s risk-weighted capital ratio was 12.24% compared to 11.11% and 10.80% at December 31, 2008 and March 31, 2008, respectively.

For the first quarter 2009, the Bank experienced record quarterly growth in its core deposit base.  Outstanding core deposits at March 31, 2009 were $667.5 million, up $51.7 million or 8.4% from December 31, 2008.  First quarter 2009, core deposits averaged $643.9 million, an increase of $25 million over fourth quarter 2008 average core deposits.  Average earning assets in first quarter 2009 were up 14.2% over first quarter 2008 average earning asset levels.  However, during the first quarter 2009, loan growth abated significantly from prior periods as outstanding loans grew just $8.3 million, or 0.9%, over December 31, 2008.

“These are extremely difficult economic times and our results, although very good on a relative basis, do not meet our long-term aspirations.  Nevertheless the very strong growth in core deposits demonstrates the future strength of our franchise and validates our business model,” said Hal Brown, chief executive officer. “While I attribute this growth to the efforts of our employees staying in close contact with their clients, I also believe our financial performance and strength of our balance sheet and capital are key factors in the development of many new deposit relationships for the bank”, added Brown.

These positive earnings results were achieved while increasing the provision for loan losses and maintaining unallocated reserves above 10% of total loan loss reserves, which management deemed prudent in light of current economic conditions.  For the first quarter 2009, the Bank provided $1.5 million to the allowance for loan losses, an increase of $450 thousand over the provision for fourth quarter 2008, and up $925 thousand from the first quarter 2008 provision.  During the first quarter 2009, the Bank had net loan charge offs totaling approximately $1.3 million, compared to net loan charge offs of $742 thousand for fourth quarter 2008 and $105 thousand for first quarter 2008.

Nonperforming assets at March 31, 2009 increased $8.5 million from December 31, 2008 to $16.2 million and, as suggested in the previous conference call, now represent 1.45% of period-end assets compared to 0.71% at December 31, 2008.  The increase in nonperforming assets was primarily attributable to the addition of approximately $7.8 million in single-family residential construction and lot development loans to three builders in the Portland and Seattle markets discussed by management in its last conference call.  Nonperforming assets at March 31, 2009 consist of $12.6 million of loans on nonaccrual status, net of government guarantees, and $3.6 million in

other real estate owned.  The other real estate owned consists primarily of completed consumer residential construction properties and individual residential building lots.

“In line with our cautionary comments described in our fourth quarter and year-end conference call, our total nonperforming assets increased during the first quarter 2009.  While we are continuing discussions with the three borrowers added to nonaccrual status during the quarter, we have determined an appropriate level of impairment on these loans based upon current appraisals and set aside specific reserves that are included in our ending allowance for loan losses,” stated Casey Hogan, executive vice president and chief credit officer.

The first quarter 2009 net interest margin was 5.23%, the same as reported for first quarter 2008.  On a linked-quarter basis, and in line with comments from the Company’s fourth quarter and year-end conference call, the first quarter 2009 net interest margin was down 5 basis points from the prior quarter.  The relatively stable margin in the first quarter was primarily due to interest rate floors on variable rate loans, which maintained asset yields, combined with historically low wholesale funding costs.

Noninterest expense for the first quarter 2009, again in line with comments from the Company’s fourth quarter and year-end conference call, increased on a linked-quarter basis.  Noninterest expense in first quarter 2009 was $8.1 million, an increase of $615 thousand or 8.3% over fourth quarter 2008 expenses.  The increase in linked quarter expenses was primarily due to increased FDIC assessments and lower loan origination costs.  FDIC assessments increased approximately $200 thousand in first quarter 2009 over the prior quarter as premiums were increased by 140%.  Loan origination costs, which are a direct offset to salary expense, declined by $415 thousand, resulting in higher personnel costs, and are reflective of much lower loan demand due to the current economic conditions.

First Quarter 2009 Highlights:

·   Record quarterly core deposit growth of more than $50 million.

·   Successfully raised $9.6 million in new capital through a private equity placement.

·   Continued to achieve a strong and stable net interest margin of 5.23%.

·   Continued payment of the $0.10 per share quarterly dividend.

·   Recognized for the 9th consecutive year by Oregon Business Magazine as one of the Best 100 Companies to Work For in Oregon and rated as the highest-ranking financial institution in the large company category.

·   Determined not to participate in the U.S. Treasury’s Capital Purchase Program after receiving preliminary approval to participate from regulators.

Conference Call and Audio Webcast:

Pacific Continental Corporation will conduct a live conference call and audio Webcast for interested parties relating to its results for the first quarter 2009, on Thursday, April 16th at 2:00 p.m. Eastern Time / 11:00 a.m. Pacific Time. To listen to the conference call, interested parties should call (866) 292-1418 and provide the pass code: “Pacific Continental first quarter earnings.” The Webcast will be available via the Internet at Pacific Continental’s Website (http://www.therightbank.com/). To listen to the live audio Webcast, click on the Webcast presentation link on the Company’s home page a few minutes before the presentation is scheduled to begin.

An audio Webcast replay will be available within twenty-four hours following the live Webcast and archived for one year on the Pacific Continental Website. Any questions regarding the conference call presentation or Webcast should be directed to Maecey Castle, director of corporate communications, at (541) 686-8685.

About Pacific Continental Bank

Pacific Continental Bank, the operating subsidiary of Pacific Continental Corporation, delivers highly personalized services through fourteen banking offices in Oregon and Washington. Pacific Continental, with $1.1 billion in assets, has established one of the most unique and attractive metropolitan branch networks in the Pacific Northwest with offices in three of the region's largest markets including Seattle, Portland, and Eugene. Pacific Continental targets the banking needs of community-based businesses, professional service providers and nonprofit organizations; additionally the bank provides private banking services. Pacific Continental has rewarded its shareholders with consecutive cash dividends for twenty-five years.

Since its founding in 1972 Pacific Continental Bank has been honored with numerous awards from business and community organizations: in February 2009, Oregon Business magazine recognized Pacific Continental as the top ranked financial institution to work for in the publication’s large company category, marking the ninth consecutive year Pacific Continental has been recognized as one of the Top 100 Companies to Work for In Oregon; in December 2008, for the second consecutive year, The Portland Business Journal recognized Pacific Continental Bank as One of the Ten Most Admired Companies in Oregon; and in June 2008, for the seventh consecutive year, The Seattle Times named Pacific Continental to its  “Northwest 100” ranking of top publicly rated companies in the Pacific Northwest.

Pacific Continental Corporation's shares are listed on the NASDAQ Global Select Market under the symbol "PCBK” and are a component of the Russell 2000 Index. Supplementary information about Pacific Continental can be found online at www.therightbank.com.

Forward-Looking Statement Safe Harbor

This release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA").  Such forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected, including but not limited to the following: the high concentration of loans of the company's banking subsidiary in commercial and residential real estate lending; adverse economic trends in the United States and the markets we serve affecting the Bank’s borrower base; a continued decline in the housing and real estate market; a continued increase in unemployment or sustained high levels of unemployment; continued erosion or sustained low levels of consumer confidence; changes in the regulatory environment and increases in associated costs, particularly ongoing compliance expenses and resource allocation needs; vendor quality and efficiency; the company's ability to control risks associated with rapidly changing technology both from an internal perspective as well as for external providers; increased competition among financial institutions; fluctuating interest rate environments; a tightening of available credit, and similar matters. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date on which they are made and reflect management’s current estimates, projections, expectations and beliefs. Pacific Continental Corporation undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this release. This statement is included for the express purpose of invoking PSLRA's safe harbor provisions.

###

PACIFIC CONTINENTAL CORPORATION

CONSOLIDATED INCOME STATEMENTS

Amounts in $ 000's, Except for Per Share Data

(Unaudited)

	Three months ended March 31,
	2009			2008
Interest and dividend income
Loans	$	15,321		$	15,701
Securities		937			732
Dividends on Federal Home Loan Bank stock		-			63
Federal funds sold & Interest-bearing deposits with banks		1			10
		16,259			16,506
Interest expense
Deposits		2,291			2,964
Federal Home Loan Bank & Federal Reserve borrowings		667			1,575
Junior subordinated debentures		125			121
Federal funds purchased		25			230
		3,108			4,890
Net interest income		13,151			11,616
Provision for loan losses		1,500			575
Net interest income after provision for loan losses		11,651			11,041
Noninterest income
Service charges on deposit accounts		466			394
Other fee income, principally bankcard		392			428
Loan servicing fees		18			26
Mortgage banking income		92			93
Other noninterest income		53			76
		1,021			1,017
Noninterest expense
Salaries and employee benefits		4,871			4,351
Premises and equipment		997			1,003
Bankcard processing		117			135
Business development		488			324
FDIC Insurance Assessment		267			127
Other noninterest expense		1,310			1,227
		8,050			7,167
Income before provision for income taxes		4,622			4,891
Provision for income taxes		1,675			1,812
Net income	$	2,947		$	3,079
Earnings per share
Basic	$	0.23		$	0.26
Diluted	$	0.23		$	0.26
Weighted average shares outstanding
Basic		12,812			11,940
Common stock equivalents
attributable to stock-based awards		45			66
Diluted		12,857			12,006
PERFORMANCE RATIOS
Return on average assets		1.09	%		1.28	%
Return on average equity (book)		9.47	%		11.21	%
Return on average equity (tangible) (1)		11.57	%		14.18	%
Net interest margin		5.23	%		5.23	%
Efficiency ratio (2)		56.80	%		56.73	%

PACIFIC CONTINENTAL CORPORATION

CONSOLIDATED BALANCE SHEETS

Amounts in $  000’s

(Unaudited)

	March 31,			March 31,
	2009			2008
ASSETS
Cash and due from banks	$	19,573		$	22,438
Federal funds sold		260			699
Interest-bearing deposits with banks		214			212
Total cash and cash equivalents		20,047			23,349
Securities available-for-sale		73,272			56,617
Loans held for sale		352			412
Loans, less allowance for loan losses		953,438			855,670
Interest receivable		4,219			3,972
Federal Home Loan Bank stock		10,652			8,284
Property, net of accumulated depreciation		20,582			20,957
Goodwill and other intangible assets		22,848			23,071
Other real estate owned		3,618			946
Other assets		7,509			3,857
Total assets	$	1,116,537		$	997,135
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits
Noninterest-bearing demand	$	177,176		$	177,151
Savings and interest-bearing checking		426,065			391,596
Time $100,000 and over		50,544			48,822
Other time		80,062			22,749
Total deposits		733,847			640,318
Federal funds purchased		25,000			50,000
Federal Home Loan Bank and Federal Reserve borrowings		216,080			185,000
Junior subordinated debentures		8,248			8,248
Accrued interest and other payables		5,153			3,895
Total liabilities		988,328			887,461
Stockholders' equity
Common stock, 25,000 shares authorized		90,195			78,162
Retained earnings		39,425			31,506
Accumulated other comprehensive loss		(1,411	)		6
		128,209			109,674
Total liabilities and stockholders’ equity	$	1,116,537		$	997,135
CAPITAL RATIOS
Total capital (to risk weighted assets)		12.24	%		10.80	%
Tier I capital (to risk weighted assets)		11.13	%		9.83	%
Tier I capital (to leverage assets)		10.65	%		10.00	%
OTHER FINANCIAL DATA
Shares outstanding at end of period		12,867			11,953
Stockholder's equity (tangible) (1)	$	105,361		$	86,603
Book value	$	9.96		$	9.18
Tangible book value	$	8.19		$	7.25

PACIFIC CONTINENTAL CORPORATION

SELECTED OTHER FINANCIAL INFORMATION AND RATIOS

Amounts in $  000’s

(Unaudited)

	Quarters Ended
	March 31,			March 31,
	2009			2008
LOANS BY TYPE (net of fees)
Real estate secured loans:
Multifamily residential	$	66,562		$	43,536
Residential 1-4 family		79,517			57,770
Residential 1-4 family construction		65,926			93,408
Other construction		155,874			147,858
Commercial real estate		348,488			310,876
Other		5,136			5,011
Total real estate loans		721,503			658,459
Commercial loans		229,424			196,534
Consumer loans		7,594			8,002
Other loans		6,115			1,820
Total Loans	$	964,636		$	864,815
ALLOWANCE FOR LOAN LOSSES
Balance at beginning of period	$	10,980		$	8,675
Provision for loan losses		1,500			575
Loan charge offs		(1,320	)		(120	)
Loan recoveries		38			15
Net (charge offs) recoveries		(1,282	)		(105	)
Balance at end of period	$	11,198		$	9,145
NONPERFORMING ASSETS
Non-accrual loans	$	12,828		$	5,647
90-day past due loans		-			-
Gross nonperforming loans		12,828			5,647
Government guarantees on non-accrual and 90-day
past due loans		(255	)		(596	)
Nonperforming loans, net of government guarantees		12,573			5,051
Other real estate owned		3,618			946
Nonperforming assets, net of government guarantees	$	16,191		$	5,997
LOAN QUALITY RATIOS
Allowance for loan losses as a percentage of total loans
outstanding, net of loans held for sale		1.16	%		1.06	%
Allowance for loan losses as a percentage of total
nonperforming loans, net of government guarantees		89.06	%		181.05	%
Net loan charge offs (recoveries) as a percentage of
average loans, annualized		0.54	%		0.05	%
Nonperforming loans as a percentage of total loans		1.33	%		0.65	%
Nonperforming assets as a percentage of total assets		1.45	%		0.60	%

PACIFIC CONTINENTAL CORPORATION

SELECTED OTHER FINANCIAL INFORMATION AND RATIOS (Continued)

Amounts in $  000’s

(Unaudited)

	Quarters Ended
	March 31,			March 31,
	2009			2008
BALANCE SHEET AVERAGES
Loans	$	961,422		$	837,358
Allowance for loan losses		(11,112	)		(8,860	)
Loans, net of allowance		950,310			828,498
Securities and short-term deposits		70,304			65,203
Earning assets		1,020,614			893,701
Non-interest-earning assets		75,516			70,158
Assets	$	1,096,130		$	963,859
Interest-bearing core deposits (3)	$	478,583		$	445,994
Non-interest-bearing core deposits (3)		165,317			167,292
Core deposits (3)		643,900			613,286
Non-core interest-bearing deposits		91,371			38,251
Deposits		735,271			651,537
Borrowings		230,003			197,351
Other non-interest-bearing liabilities		4,644			4,545
Liabilities		969,918			853,433
Stockholders' equity (book)		126,212			110,426
Liabilities and equity	$	1,096,130		$	963,859
Stockholders' equity (tangible) (1)	$	103,333		$	87,324
SELECTED MARKET DATA
Eugene market loans, net of fees	$	244,228		$	216,014
Portland market loans, net of fees		439,498			403,814
Seattle market loans, net of fees		280,910			244,987
Total loans, net of fees	$	964,636		$	864,815
Eugene market core deposits (3)	$	440,184		$	396,432
Portland market core deposits (3)		127,808			114,754
Seattle market core deposits (3)		99,492			92,702
Total core deposits (3)		667,484			603,888
Other deposits		66,364			36,430
Total	$	733,848		$	640,318
Eugene market core deposits, average (3)	$	425,541		$	409,825
Portland market core deposits, average (3)		113,711			111,683
Seattle market core deposits, average  (3)		104,648			91,778
Total core deposits, average  (3)		643,900			613,286
Other deposits, average		91,371			38,251
Total	$	735,271		$	651,537
NET INTEREST MARGIN RECONCILIATION
Yield on average loans		6.54	%		7.62	%
Yield on average securities		5.41	%		4.97	%
Yield on average earning assets		6.46	%		7.43	%
Rate on average interest-bearing core deposits		1.54	%		2.28	%
Rate on average interest-bearing non-core deposits		2.12	%		4.63	%
Rate on average interest-bearing deposits		1.63	%		2.46	%
Rate on average borrowings		1.44	%		3.93	%
Cost of interest-bearing funds		1.58	%		2.89	%
Interest rate spread		4.88	%		4.54	%
Net interest margin		5.23	%		5.23	%
(1) Tangible equity excludes goodwill and core deposit intangible related to acquisitions.
(2) Efficiency ratio is noninterest expense divided by operating revenues. Operating revenues are net interest income
plus noninterest income.
(3) Core deposits include all demand, savings, & interest checking accounts, plus all local time deposits including local
time deposits in excess of $100,000.