OMB Number: 3235-0167
                                               Expires: October 31, 2004
                                               Estimated average burden
                                               hours per response . . . . . 1.50
                                               OMB APPROVAL


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                     FORM 15
CERTIFICATION  AND NOTICE OF TERMINATION OF REGISTRATION  UNDER SECTION 12(g) OF
THE SECURITIES  EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                               Commission File Number: 000-50382


                            MNB HOLDINGS CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            3060-16th Street, San Francisco, CA 94103 (415) 826-3627
- --------------------------------------------------------------------------------
          (Address, including zip code, and telephone number, including
             area code, of registrant's principal executive offices)

                                  Common Stock
- --------------------------------------------------------------------------------
            (Title of each class of securities covered by this Form)

                                      None
- --------------------------------------------------------------------------------
              (Titles of all other classes of securities for which
          a duty to file reports under section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule  provision(s)
relied upon to terminate or suspend the duty to file reports:

   Rule 12g-4(a)(1)(i)        [X]         Rule 12h-3(b)(1)(i)    [ ]
   Rule 12g-4(a)(1)(ii)       [ ]         Rule 12h-3(b)(1)(ii)   [ ]
   Rule 12g-4(a)(2)(i)        [ ]         Rule 12h-3(b)(2)(i)    [ ]
   Rule 12g-4(a)(2)(ii)       [ ]         Rule 12h-3(b)(2)(ii)   [ ]
                                          Rule 15d-6             [ ]

Approximate  number of holders of record as of the certification or notice date:
298

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934 (Name of
registrant as specified in charter)has  caused this  certification/notice  to be
signed on its behalf by the undersigned duly authorized person.


                           MNB Holdings Corporation

Date: October 28, 2003     By:  /s/  J. David Joves
                                ------------------------------------------------
                                J. David Joves, Chief Financial Officer

Instruction:  This  form is  required  by Rules  12g-4,  12h-3  and 15d-6 of the
General Rules and  Regulations  under the  Securities  Exchange Act of 1934. The
registrant  shall file with the Commission three copies of Form 15, one of which
shall be manually signed.  It may be signed by an officer of the registrant,  by
counsel or by any other duly authorized person. The name and title of the person
signing the form shall be typed or printed under the signature.

SEC 2069 (09-03)    Persons  who  respond  to  the   collection  of  information
                    contained  in this form are not  required to respond  unless
                    the form displays a currently valid OMB control number.