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): March 1, 2006

                             ----------------------

                          TEMECULA VALLEY BANCORP INC.
             (Exact name of Registrant as specified in its charter)

         California                                             46-0476193
(State or other jurisdiction        (Commission              (I.R.S. Employer
      of incorporation)             File Number)          Identification Number)

                 27710 Jefferson Avenue
                       Suite A100
                  Temecula, California                             92590
        (Address of principal executive offices)                 (Zip code)

       Registrant's telephone number, including area code: (951) 694-9940

                                 Not Applicable
          (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:

|_| 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))

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Item 1.01- Entry into a Material Definitive Agreement.

     On March 1, 2006, the Board of Directors of Temecula Valley Bank ("Bank"),
upon the recommendation of its Executive Officer Compensation Committee,
approved:

     (1)  2005 bonuses for those in the discretionary executive bonus pool that
          are not subject to predetermined formulas as follows: James W.
          Andrews--$120,000; Donald A. Pitcher--$120,000; Thomas M.
          Shepherd--$120,000; Scott J. Word--$110,000; Donald L.
          Schempp--$30,000 (new division start up); Martin E. Plourd--$15,000
          (partial year)
     (2)  A change in title for Martin E. Plourd from Executive Vice
          President/Community Banking Officer to Executive Vice President/Chief
          Operating Officer of the Bank;
     (3)  A change in title for William H. McGaughey from Executive Vice
          President/Chief Operating Officer to Senior Executive Vice
          President/Director of Finance and SBA of the Bank;
     (4)  A change in title for Frank Basirico, Jr. from Executive Vice
          President/Chief Administrative Officer to Senior Executive Vice
          President/Chief Administrative Officer of the Bank.
     (5)  A change in title for Thomas M. Shepherd from Executive Vice
          President/Chief Credit Officer to Senior Executive Vice
          President/Chief Credit Officer of the Bank.
     (6)  A Salary Continuation Plan (supported by a BOLI policy) for Frank
          Basirico, Jr. at $100,000 per year for 15 years beginning at age 65,
          which when finalized (subject to successful completion of a
          physical),, will be filed as an exhibit to the next filed Form 10K or
          10Q of the Company.
     (7)  A Salary Continuation Plan (supported by a BOLI policy) for James W.
          Andrews at $80,000 for 15 years beginning at age 65, which when
          finalized (subject to successful completion of a physical), will be
          filed as an exhibit to the next filed Form 10K or 10Q of the Company.
     (8)  A modification to the existing Salary Continuation Plan (supported by
          a BOLI policy) for Donald A. Pitcher from $60,000 to $80,000 per year
          for 15 years beginning at age 65, which when finalized (subject to
          successful completion of a physical), will be filed as an exhibit to
          the next filed Form 10K or 10Q of the Company.
     (9)  A modification to the existing Salary Continuation Plan (supported by
          a BOLI policy) for Thomas M. Shepherd from $60,000 to $80,000 per year
          for 15 years beginning at age 65, which when finalized (subject to
          successful completion of a physical), will be filed as an exhibit to
          the next filed Form 10K or 10Q of the Company.
     (10) A modification to the existing Salary Continuation Plan (supported by
          a BOLI policy) for Scott W. Word from $60,000 to $80,000 per year for
          15 years beginning at age 65, which when finalized (subject to
          successful completion of a physical), will be filed as an exhibit to
          the next filed Form 10K or 10Q of the Company.
     (11) James W. Andrews bonus for 2006 will be 2.5% of pre tax profits of his
          department instead of the 2% previously reported.

     On March 1, 2006, the Board of Directors of the Bank approved in principal
the adoption of an ESOP Plan that may be funded at the discretion of the Board.
Upon finalization of the ESOP Plan, it will be filed as an exhibit to the next
filed Form 10K or 10Q of the Company.





Item 9.01--Financial Statements and Exhibits

     (a)  Financial statements of business acquired. Not Applicable
     (b)  Pro forma financial information. Not Applicable
     (c)  Shell Company Transactions. Not Applicable.
     (d)  Exhibits

          Exhibit 10.37--Bonus Pool Arrangement--Revised

                                    SIGNATURE

     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.


                                    TEMECULA VALLEY BANCORP INC.


Date:  March 6, 2006                By:   /s/ STEPHEN H. WACKNITZ
                                        --------------------------------
                                        Stephen H. Wacknitz
                                        Chief Executive Officer and President

EX-10.37

                                                                   Exhibit 10.37

Exhibit 10.37--Bonus Pool Arrangement--Revised and Restated

Temecula Valley Bank ("Bank") previously reported on February 7, 2006 by Form
8-K that it earmarked approximately 10% of the pre tax, pre bonus net income of
Temecula Valley Bancorp Inc ("Company"), payable by the Bank, to pay annual
incentive bonuses to certain officers of the Bank. This Exhibit restates and
amends the prior Exhibit10.35 to name three additional executive officers that
are eligible to may participate in the bonus pool.

Within the group entitled to participate in pool are the executive officers
designated below as well as other officers of the Bank. The bonus paid to some
officers is discretionary and for others, the amount is fixed in the Employment
Agreement of the involved individual.

o    For the year ended December 31, 2005, pursuant to the Employment Agreement
     of Stephen H. Wacknitz, CEO, President and Chairman of the Bank, he is
     entitled to receive 6% of the pre tax, pre bonus net income of the Company.
     For the year ended December 31, 2006, pursuant to his Employment Agreement,
     he is entitled to receive 5% of the pre tax, pre bonus net income of the
     Company.

o    Pursuant to the Employment Agreement of William McGaughey, Senior Executive
     Vice President/Director of Finance and SBA, he is entitled to receive the
     greater of $100,000 or 1.5% of the pre-tax net income of the Company,
     payable by the Bank.

o    Pursuant to the Employment Agreement of Frank Basirico, Senior Executive
     Vice President/ Chief Administrative Officer, he is entitled to receive 1%
     of the pre-tax, post bonus net income of the Company, payable by the Bank.

o    Upon the recommendation of the Executive Compensation Committee and
     approval by the Board of Directors, the following executives may receive an
     annual incentive bonus based upon performance:

     a.   James Andrews, Executive Vice President/Real Estate Industries Group
          (will not participate in the pool in 2006 as his bonus will be 2.5% of
          pre-tax profits of his department)
     b.   Donald A. Pitcher, Executive Vice President/Chief Financial Officer
     c.   Martin E. Plourd, Executive Vice President/Chief Operating Officer
     d.   Donald L. Schempp, Executive Vice President/North San Diego County
          Regional Manager
     e.   Thomas Shepherd, Senior Executive Vice President/Chief Credit Officer
     f.   Scott J. Word, Executive Vice President/ Senior Lending Officer