Exhibit 99.1


_________________
MBC
MIDDLEFIELD BANC
CORP.
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CORPORATE OFFICE:  15985 EAST HIGH STREET, P. O. BOX 35(0)MIDDLEFIELD, OHIO
44062  440/632-1666  888/801-1666  440/632-1700 FAX

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   PRESS RELEASE
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Contact:   Thomas G. Caldwell             Donald L. Stacy
           President and CEO              Treasurer and Chief Financial Officer
           (440) 632-1666 Ext. 3200       (440) 632-1666 Ext. 3231

May 16, 2002


SUBJECT: MIDDLEFIELD BANC CORP. ANNOUNCES 5% STOCK DIVIDEND AND CASH DIVIDEND
PAYMENT OF $0.18 PER SHARE, DIVIDEND REINVESTMENT PLAN

MIDDLEFIELD, OHIO ---- Middlefield Banc Corp. (Pink Sheets: MBCN) today
announced that its Board of Directors has declared a 5 percent share dividend
for shareholders of record on June 4, 2002 and a quarterly cash dividend payment
of $0.18 per share.

On June 14, 2002, shareholders of record will receive additional stock shares
equal to 5% of their present holdings plus payment representing any fractional
shares on the record date. Payment of the second quarter dividend in the amount
of $0.18 per share will be on total holdings including the new share dividend.
This second quarter dividend represents a 34.9% increase over that paid during
the same period in 2001. Thomas G. Caldwell, President and Chief Executive
Officer stated, "We are very pleased to be able to reward our shareholders in
this fashion. This stock dividend combined with an increased cash dividend
reflects the positive historic growth of MBCN and our projections for continued
growth in earning assets."

The Board of Directors has also authorized the creation of a Dividend
Reinvestment Plan for the benefit of shareholders. Under the plan, shareholders
of record will have the option to reinvest all or any part of their cash
dividends into the purchase of additional shares at the last reported sale
price. Additionally, optional cash payments of up to $5,000 per year will be
permitted. It is anticipated that this plan, which will authorize no more than
two hundred thousand (200,000) shares, will be formally introduced to
shareholders by a prospectus filed with the Securities Exchange Commission
during the third quarter of 2002. The company's announcement of this dividend
reinvestment plan offering does not constitute an offer for sale of any
securities. Any offer for sale of Middlefield Ban Corp.'s stock through the
Dividend Reinvestment Plan will be communicated to shareholders of record solely
through a prospectus.

The Annual Meeting of Middlefield Banc Corp. was held on May 15, 2002. During
the meeting, shareholders reelected three directors to the board. They are
Frances H. Frank, Secretary and Treasurer of The Frank Agency, Inc.; Thomas C.
Halstead, Co-owner of Settlers' Farm; and Donald E. Villers, retired from
Copperweld Steel.

Headquarted in Middlefield, Ohio, Middlefield Banc Corp. is a one-bank holding
company for The Middlefield Banking Company. The Middlefield Banking Company ,
operates five full service banking offices in Chardon, Garrettsville, Mantua and
Middlefield, Ohio. Middlefield Banc Corp. trades under the symbol MBCN.

The information contained in this press release contains forward-looking
statements regarding future performance which are not historical facts and which
involve risk and uncertainties. Actual results and performance could differ
materially from those contemplated by these forward looking statements.