8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  F O R M  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 30, 2001
                                                         -----------------------


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


                                     0-31080
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                                   (Commission
                                  File Number)


               California                                 68-0434802
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    (State or other jurisdiction of                      (IRS Employer
            incorporation)                             Identification No.)

1500 Soscol Avenue, Napa, California                       94559-3045
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(Address of principal executive offices)                  (Zip Code)


Registrant's telephone number, including area code   (707) 257-8585
                                                  ------------------------------

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






Item 5.      Other Events.
             ------------


             Earnings  Release.  On April 30, 2001,  North Bay Bancorp  issued a
press  release  announcing  its earnings for the quarter ended March 31, 2001. A
copy of the press release is attached to this Current Report as Exhibit 99.1 and
incorporated into this report by reference.

Item 7.  Financial Statements and Exhibits.
         ---------------------------------

         (b)      Exhibits

                  99.1 Press release announcing North Bay Bancorp's earnings for
                       the quarter ended March 31, 2001.









                                   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.


Date: May 2, 2001                NORTH BAY BANCORP



                                     /s/  Kathi Metro
                                    --------------------------------------------
                                    By: Kathi Metro
                                    Executive Vice Presidenet

EX-99

                                  Exhibit 99.1

                             P R E S S  R E L E A S E

                                 April 30, 2001

North Bay Bancorp,  Holding  Company for The Vintage  Bank and Solano Bank,  has
announced first quarter 2001 earnings.  The Company earned $554,042, or $.28 per
share,  for the three  months ended March 31, 2001,  compared  with  earnings of
$670,886,  or $.39 per share,  for the first quarter of 2000.  Total assets were
$275,253,691  as of March 31,  2001,  representing  a 29%  increase  from a year
earlier.  Deposits  increased  29%  during  the year,  while  loans  outstanding
increased  22%. The  percentage  decline in earnings  per share  exceeds the 17%
decline in  consolidated  earnings due to the issuance of an additional  227,273
shares pursuant to the Company's stock offering in the second quarter of 2000.

President & CEO Terry Robinson noted that the decrease in first quarter earnings
for year 2001  compared  with 2000 was  anticipated.  "We have made  significant
investments  in technology  and people in  establishing  a foundation for future
growth.  Additionally,   Solano  Bank,  typical  of  new  banks,  is  generating
significant  losses at this stage of its economic life. We are very pleased with
the new Bank's  growth and  anticipate  that the impact of Solano Bank losses on
our  consolidated  earnings will ease  progressively  over the  remaining  three
quarters of 2001. We continue to project that Solano Bank will reach  break-even
operations in the first quarter of 2002."

Stock of North Bay  Bancorp  is quoted on the  Over-The-Counter  (OTC)  Bulletin
Board, Symbol NBAN.OB.
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This press  release  contains  forward-looking  statements  with  respect to the
financial condition,  results of operation and business of North Bay Bancorp and
its subsidiaries.  These include, but are not limited to, statements that relate
to or are  dependent on estimates or  assumptions  relating to the  prospects of
loan growth,  credit quality and certain operating  efficiencies  resulting from
the  operations  of The  Vintage  Bank and Solano  Bank.  These  forward-looking
statements  involve  certain  risks and  uncertainties.  Factors  that may cause
actual  results  to  differ   materially   from  those   contemplated   by  such
forward-looking  statements include, among others, the following  possibilities:
(1)  competitive   pressure  among  financial   services   companies   increases
significantly;  (2) changes in the interest  rate  environment  reduce  interest
margins; (3) general economic conditions, internationally,  nationally or in the
State of  California  are less  favorable  than  expected;  (4)  legislation  or
regulatory  requirements or changes  adversely  affect the business in which the
combined organization will be engaged; and (5) other risks detailed in the North
Bay Bancorp reports filed with the Securities and Exchange Commission.

Questions  regarding  this press release should be directed to Terry L. Robinson
(707) 258-3969.