--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
--------------------------------------------------------------------------------
                             Washington, D.C. 20549

                                   FORM 10-QSB

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     For the quarterly period ended June 30, 2005
                                    -------------

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

      For the transition period from____________ to ____________


                        Commission file number 000-50323


                               SERVICE 1ST BANCORP
        -----------------------------------------------------------------
        (Exact name of small business Issuer as specified in its Charter)


     State of California                               32-0061893
-------------------------------             ---------------------------------
(State or other jurisdiction of             (IRS Employer Identification No.)
incorporation or organization)


2800 West March Lane, Suite 120, Stockton, California  95219
---------------------------------------------------------------
(Address of principal executive offices)


               (209) 956-7800
------------------------------------------------
(Issuer's Telephone Number, Including Area Code)


---------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
 last report)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes [X]   No [ ]


State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date:

1,590,937 shares of registrant's common stock were outstanding at August 12,
----------------------------------------------------------------------------
2005.
-----

The Index to Exhibits is located at page 25.
<PAGE>
<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

ITEM 1.  Financial statements

                       SERVICE 1ST BANCORP AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                              For the periods ended
                                   (Unaudited)

ASSETS                                                      6/30/05        12/31/04
                                                        -------------    -------------
<S>                                                     <C>              <C>
Cash and due from banks                                 $  10,164,018    $   6,670,896
Federal funds sold                                          7,209,865        4,371,469
                                                        -------------    -------------
   Cash and cash equivalents                               17,373,883       11,042,365
Certificates of deposit with other banks                    3,392,893          345,000
Investment securities available for sale                   61,386,660       51,722,636
Investment securities held to maturity                        419,938          566,489
Loans, net                                                 72,686,912       68,322,348
Bank premises and equipment, net                              628,201          626,792
Cash surrender value of life insurance                      2,374,646        2,331,308
Accrued interest receivable and other assets                3,103,909        2,215,697
                                                        -------------    -------------
                                                        $ 161,367,042    $ 137,172,635
                                                        =============    =============

LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
   Noninterest-bearing demand                           $  31,895,827    $  20,958,209
   Interest-bearing demand                                 70,080,598       66,230,759
   Money market accounts                                   12,117,126        6,413,624
   Savings accounts                                         3,491,223        2,611,166
   Certificates of deposit                                 27,470,653       25,894,824
                                                        -------------    -------------
      Total deposits                                      145,055,427      122,108,582

Accrued interest and other liabilities                      1,113,264          962,382
                                                        -------------    -------------
      Total liabilities                                   146,168,691      123,070,964

Commitments and contingencies - Notes 5 and 9                      --               --
Shareholders' equity:
   Common stock                                            15,992,913       15,425,042
   Accumulated deficit                                       (592,769)      (1,117,844)
   Accumulated other comprehensive income, net of tax        (201,793)        (205,527)
                                                        -------------    -------------
      Total shareholders' equity                           15,198,351       14,101,671
                                                        -------------    -------------
                                                        $ 161,367,042    $ 137,172,635
                                                        =============    =============
</TABLE>

The accompanying notes are an integral part of these consolidated statements.

                                       2
<PAGE>
<TABLE>
<CAPTION>

                       SERVICE 1ST BANCORP AND SUBSIDIARY
                        CONSOLIDATED STATEMENTS OF INCOME
                           For the three months ended
                                   (unaudited)
                                                             For the three                 For the six
                                                              months ended                 months ended
                                                       -------------------------    -------------------------
                                                         06/30/05      06/30/04       06/30/05      06/30/04
                                                       -----------   -----------    -----------   -----------
<S>                                                    <C>           <C>            <C>           <C>
Interest income:
   Interest & fees on loans                            $ 1,341,071   $ 1,091,971    $ 2,598,487   $ 2,063,510
   Interest on investments                                 581,580       420,192      1,109,786       853,026
   Interest on fed funds sold                               46,384         3,200        108,011        11,288
   Other interest income                                    22,745            --         32,973            --
                                                       -----------   -----------    -----------   -----------
      Total interest income                              1,991,780     1,515,363      3,849,257     2,927,824

Interest expense:
   Interest expense on deposits                            648,090       444,105      1,236,396       872,793
 Interest on borrowings                                      1,029         7,270          1,029         7,453
                                                       -----------   -----------    -----------   -----------
    Total interest expense                                 649,119       451,375      1,237,425       880,246
                                                       -----------   -----------    -----------   -----------

Net interest income before provision for loan losses     1,342,661     1,063,988      2,611,832     2,047,578

Provision for loan losses                                   80,000        70,000        140,000       105,000
                                                       -----------   -----------    -----------   -----------

Net interest income after provision for loan losses      1,262,661       993,988      2,471,832     1,942,578

Gain on sale of securities                                   3,193            --          3,193         9,774

Other income                                               151,391       163,178        349,926       441,944

General & administrative expenses:
   Salaries & benefits                                     607,838       513,339      1,213,291     1,050,657
   Occupancy & equipment                                   128,122       135.900        250,575       269,523
   Other operating                                         307,366       302,667        618,604       600,098
                                                       -----------   -----------    -----------   -----------

      Total G & A expenses                               1,043,326       821,584      2,082,470     1,920,278
                                                       -----------   -----------    -----------   -----------

Income before income taxes                                 373,919       205,260        742,481       474,018

Income tax expense (benefit)                               103,280      (100,000)       217,406      (100,000)
                                                       -----------   -----------    -----------   -----------

   Net income                                          $   270,639   $   305,260    $   525,075   $   574,018
                                                       ===========   ===========    ===========   ===========

Net income per share - basic                           $      0.17   $      0.27    $      0.33   $      0.50
                                                       ===========   ===========    ===========   ===========

Net income per share - diluted                         $      0.15   $      0.27    $      0.30   $      0.49
                                                       ===========   ===========    ===========   ===========
</TABLE>

  The accompanying notes are an integral part of the financial statements.

                                       3
<PAGE>
<TABLE>
<CAPTION>

                       SERVICE 1ST BANCORP AND SUBSIDIARY
                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
                                   (unaudited)


                                                                                                    Accumulated
                                               Common Stock                                            Other          Total
                                       ---------------------------   Comprehensive   Accumulated   Comprehensive  Shareholders'
                                           Shares        Amount          Income        Deficit         Income        Equity
                                       ------------   ------------   ------------   ------------   ------------   ------------
<S>                                       <C>         <C>              <C>          <C>            <C>            <C>
Balance at January 1, 2004                1,155,105   $ 10,915,069                  $ (2,529,737)  $   (102,561)  $  8,282,771

Cash paid for fractional shares                (149)                                                     (2,085)        (2,085)

Common stock sold, net of
   costs of $7,964                          376,208      4,412,480                                                   4,412,480

Stock options exercised                      10,500         97,493                                                      97,493

Comprehensive Income:
  Net income                                                         $  1,413,978      1,413,978                     1,413,978
  Unrealized losses on
     securities, net of tax of
     $139,860                                                            (198,985)                     (198,985)      (198,985)
  Reclassification adjustment
     for gains included in net
     income net of tax of
     $8,258                                                                (5,767)                       (5,767)        (5,767)
                                                                     ------------

           Comprehensive Income                                      $  1,311,012
                                                                     ============

                                       ------------   ------------                  ------------   ------------   ------------
Balance at December 31, 2004              1,541,664     15,425,042                    (1,117,844)      (205,527)    14,101,671

Common stock sold, net of
  costs of $11,086                           49,273        567,871                                                     567,871

Comprehensive Income:

  Net income                                                         $    525,075        525,075                       525,075

    Unrealized gains on
     securities, net of tax of
     $3,946                                                                 5,608                         5,608          5,608

  Reclassification adjustment
  for gains included in net
  income, net of tax of $1,319                                             (1,874)                       (1,874)        (1,874)

           Comprehensive Income                                      $    528,809
                                                                     ============

                                       ------------   ------------                  ------------   ------------   ------------
Balance at June 30, 2005                  1,590,937   $ 15,992,913                  $   (592,769)  $   (201,793)  $ 15,198,351
</TABLE>

The accompanying notes are an integral part of these consolidated statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                       SERVICE 1ST BANCORP AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the six months ended June 30, 2005 and 2004

                                                                         2005           2004
                                                                     ------------   ------------
<S>                                                                  <C>            <C>
Cash flows from operating activities:
   Net income                                                        $    525,075   $    574,018
   Adjustments to reconcile net income to net cash
     provided by operating activities:
       Provision for loan losses                                          140,000        105,000
       Depreciation and amortization                                       87,612         89,718
       Gain on sale of securities                                          (3,193)        (9,774)
       Gain on sale of loans                                              (67,226)      (133,714)
       Amortization and accretion on securities                           152,547        262,038
       Earnings on cash surrender value life insurance, net               (43,338)       (46,855)
       (Increase) decrease in accrued interest                           (238,728)        12,611
       Increase in other assets                                          (664,326)      (568,444)
       Increase in accrued interest and other liabilities                 150,882        141,039
                                                                     ------------   ------------
   Net cash provided by operating activities                               39,305        425,637

Cash flows from investing activities:
   Purchases of securities available for sale                         (19,244,662)   (22,767,861)
   Proceeds from sales of securities available for sale                   878,193      1,004,930
   Proceeds from payments, maturities and calls of securities
    available for sale                                                  8,571,666     18,616,836
   Proceeds from payments, maturities and calls of securities
    held to maturity                                                      146,552        856,929
   Increase in loans                                                   (5,432,561)   (14,099,428)
   Proceeds from sales of loans                                           995,223      1,276,464
   Purchase of certificates of deposit at other banks                  (3,047,893)            --
   Purchases of premises and equipment                                    (89,021)       (39,057)
                                                                     ------------   ------------
   Net cash used by investing activities                              (17,222,503)   (15,153,272)

Cash flows from financing activities:
   Net increase in demand, interest-bearing deposits, and savings      21,371,016     15,811,674
   Net increase (decrease) in time deposits                            (1,575,829)    (3,144,592)
   Cash paid for fractional shares                                             --         (2,085)
   Proceeds from sale of common stock, net of costs                       567,871             --
   Net change in other borrowings                                              --      1,282,184
                                                                     ------------   ------------
   Net cash from financing activities                                  23,514,716     13,949,266
                                                                     ------------   ------------

Net increase (decrease) in cash and cash equivalents                    6,331,518       (778,369)
Cash and cash equivalents at beginning of year                         11,042,365      6,639,537
                                                                     ------------   ------------

Cash and cash equivalents at end of year                             $ 17,373,883   $  5,861,168
                                                                     ============   ============

Supplemental disclosures of cash flow information:
   Interest                                                          $  1,277,719   $    935,575
   Income taxes                                                      $    120,000   $      1,600
</TABLE>

The accompanying notes are an integral part of these consolidated statements.

                                       5
<PAGE>

                               SERVICE 1ST BANCORP
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION AND MANAGEMENT REPRESENTATION

The accompanying unaudited consolidated financial statements of Service 1st
Bancorp (the "Company") have been prepared in accordance with the instructions
to Form 10-QSB and, therefore, do not include information or footnote
disclosures required by generally accepted accounting principles for complete
financial statements. For further information, refer to the financial statements
and related footnotes included in the Company's annual report on Form 10-KSB for
the year ended December 31, 2004. In the opinion of management, the financial
statements presented herein include all adjustments (consisting of normal
recurring accruals) necessary to present fairly, in all material respects, the
financial position of the Company as of June 30, 2005 and the Company's income
statement for the three months and six months ended June 30, 2005 and 2004, and
the statement of cash flows for the six months ended June 30, 2005 and 2004.
Operating results for interim periods are not necessarily indicative of
operating results for an entire fiscal year.

The balance sheet as of December 31. 2004, has been derived from the audited
balance sheet as of that date.

Reclassifications

Certain reclassifications were made to prior periods presentations to conform to
the current year. These reclassifications are of a normal recurring nature.

Stock-Based Compensation

SFAS No. 123(R), "Accounting for Stock-Based Compensation," requires entities to
disclose the fair value of their employee stock options, but permits entities
such as the Company to continue until 2006 to account for employee stock options
under Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock
Issued to Employees." The Company will continue to use the method prescribed by
APB Opinion No. 25, which recognizes compensation cost to the extent of the
difference between the quoted market price of the stock at the date of grant and
the amount an employee must pay to acquire the stock. Beginning in 2006, the
Company will adopt SFAS No. 123(R).

The exercise price of each option is greater than or equal to the fair market
value of the Company's stock on the date of grant. Accordingly, no compensation
cost has been recognized for the options granted under the Company's stock
option plans. Had compensation cost for the plan been determined based on the
fair value of the options at the grant dates consistent with the method of SFAS
No. 123, the Company's net income and income per share would have been decreased
to the pro forma amounts indicated below:

                                       6
<PAGE>
<TABLE>
<CAPTION>

                                                                          For the three                For the six
                                                                          months ended                 months ended
                                                                   ---------------------------   ---------------------------
                                                                     06/30/05       06/30/04       06/30/05     06/30/04
                                                                   ------------   ------------   ------------   ------------
<S>                                                                <C>            <C>            <C>            <C>
Net Income:
As reported                                                        $    270,639   $    305,260   $    525,075   $    574,018
Stock-Based Compensation using the Intrinsic Value Method
Stock-Based Compensation that would have been reported
using the Fair Value Method of SFAS No. 123(R)                          (36,237)        (2,689)       (72,474)        (5,378)
                                                                   ------------   ------------   ------------   ------------

Pro Forma                                                          $    234,402   $    302,571   $    452,601   $    568,640
                                                                   ============   ============   ============   ============
Net income per share - basic
  As reported                                                      $       0.17   $      0 .27   $       0.33   $       0.50
  Pro Forma                                                        $       0.15   $      0 .27   $       0.28   $       0.49

Net income per share - diluted
  As reported                                                      $       0.15   $      0 .27   $       0.30   $       0.49
  Pro Forma                                                        $       0.13   $      0 .27   $       0.26   $       0.49
</TABLE>

In December 2004, FASB revised SFAS 123(R) and issued it under its new name,
"Share-Based Payment". This statement eliminates the alternative to use Opinion
25's intrinsic value method of accounting discussed in the previous paragraph.
Instead, this Statement generally requires entities to recognize the cost of
employee services received in exchange for awards of stock options, or other
equity instruments, based on the grant-date fair value of those awards.

The Company must adopt this Statement in 2006 for all new stock option awards as
well as any existing awards that are modified, repurchased or cancelled. In
addition, the unvested portion of previously awarded options will also be
recognized as expense in the year of vesting. The Company is unable to estimate
the impact of this Statement on its financial condition and results of
operations as the decision to grant option awards is made annually on a
case-by-case basis and, accordingly, the Company cannot estimate the amount of
stock awards that will be made in 2006. However, options that are outstanding
currently and vest in 2006 and 2007 will create net compensation cost of
approximately $28,000 in 2006 and $23,000 in 2007, ignoring any forfeitures or
cancellations.

Note 2 - EARNINGS PER SHARE (EPS)

Basic EPS excludes dilution and is computed by dividing income available to
common stockholders by the weighted-average number of common shares outstanding
for the period. Diluted EPS reflects the potential dilution that could occur if
options or other contracts to issue common stock were exercised or converted
into common stock or resulted in the issuance of common stock that then shared
in the earnings of the entity. Weighted average shares outstanding used in the
computation of basic earnings per share were 1,592,262 and 1,154,956 in 2005 and
2004, respectively. Weighted average shares outstanding used in the computation
of diluted earnings per share were 1,740,465 and 1,180,947 in 2005 and 2004,
respectively.

                                       7
<PAGE>
<TABLE>
<CAPTION>

NOTE 3 - SECURITIES

The amortized cost and estimated fair values of securities as of June 30, 2005
are as follows:

                                                        Gross           Gross          Estimated
                                        Amortized     Unrealized      Unrealized         Fair
                                          Cost          Gains           Losses           Value
                                      ------------   ------------    ------------    ------------
<S>                                   <C>            <C>             <C>             <C>
Available-for-Sale Securities:
   U.S. Government Agencies           $ 28,928,613   $     16,090    $   (171,366)   $ 28,773,337
   State and Political Subdivisions      2,378,627            602         (10,332)      2,368,897
   Asset-Backed Securities               8,057,531         11,002         (36,019)      8,032,514
   Mortgage-Backed Securities           22,365,427         25,809        (179,324)     22,211,912
                                      ------------   ------------    ------------    ------------

                                      $ 61,730,198   $     53,503    $   (397,041)   $ 61,386,660
                                      ============   ============    ============    ============
Held-to-Maturity Securities:
   Asset-Backed Securities            $    156,693   $        359    $         --    $    156,752
   Mortgage-Backed Securities              263,545          6,622            (370)        269,797
                                      ------------   ------------    ------------    ------------

                                      $    419,938   $      6,981    $       (370)   $    426,549
                                      ============   ============    ============    ============
</TABLE>

Securities carried at approximately $39,362,000 were pledged to secure deposits
of public funds and borrowing arrangements.

The tables below reflect the composition of investment securities, amortized
cost, unrealized gains and losses and estimated fair values as of December 31,
2004.
<TABLE>
<CAPTION>

                                                        Gross           Gross          Estimated
                                        Amortized     Unrealized      Unrealized         Fair
                                          Cost          Gains           Losses           Value
                                      ------------   ------------    ------------    ------------
<S>                                   <C>            <C>             <C>             <C>
Available-for-Sale Securities:
   U.S. Government Agencies           $ 21,835,011   $     10,294    $   (212,572)   $ 21,632,733
   State and Political Subdivisions        125,000          2,614              --         127,614
   Asset-Backed Securities               6,473,191         20,379         (30,259)      6,463,311
   Mortgage-Backed Securities           23,639,408         27,507        (167,937)     23,498,978
                                      ------------   ------------    ------------    ------------

                                      $ 52,072,610   $     60,794    $   (410,768)   $ 51,722,636
                                      ============   ============    ============    ============
Held-to-Maturity Securities:
   Asset-Backed Securities            $    244,040   $      3,140    $         --    $    247,180
   Mortgage-Backed Securities              322,449         10,858            (297)        333,010
                                      ------------   ------------    ------------    ------------

                                      $    566,489   $     13,998    $       (297)   $    580,190
                                      ============   ============    ============    ============
</TABLE>

                                       8
<PAGE>

NOTE 4 - LOANS

The Company's customers are primarily located in San Joaquin County. At June 30,
2005, approximately 74% of the Company's loans are for real estate and
construction and approximately 20% of the Company's loans are for general
commercial uses including professional, retail and small businesses. Consumer
loans make up approximately 3% of the loan portfolio with agriculture loans
making up the remaining 3%. Generally, real estate loans are collateralized by
real property while commercial and other loans are collaterized by funds on
deposit, business or personal assets.

Major classifications of loans were:
                                              6/30/05        12/31/04
                                            ------------   ------------
Construction and land development loans     $ 23,993,575   $ 15,498,534
Real estate loans                             30,701,383     35,302,346
Commercial loans                              14,999,755     14,721,336
Agricultural loans                             2,356,129      1,951,225
Consumer loans                                 1,981,930      2,105,043
                                            ------------   ------------
                                              74,064,200     69,578,484
Deferred loan fees and costs, net               (274,288)      (293,136)
Allowance for loan losses                     (1,103,000)      (963,000)
                                            ------------   ------------

                                            $ 72,686,912   $ 68,322,348
                                            ============   ============

                                       9
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         Certain matters discussed or incorporated by reference in this
Quarterly Report on Form 10-QSB including, but not limited to, matters described
in "Item 2 - Management's Discussion and Analysis or Plan of Operation," are
forward-looking statements that are subject to risks and uncertainties that
could cause actual results to differ materially from those projected. Changes to
such risks and uncertainties, which could impact future financial performance,
include, among others, (1) competitive pressures in the banking industry; (2)
changes in the interest rate environment; (3) general economic conditions,
nationally, regionally and in operating market areas, including a decline in
real estate values in the Company's market areas; (4) the effects of terrorism,
the threat of terrorism or the impact of potential military conflicts; (5)
changes in the regulatory environment; (6) changes in business conditions and
inflation; (7) changes in securities markets; (8) data processing problems; (9)
variances in the actual versus projected growth in assets; (10) return on
assets; (11) loan losses; (12) expenses; (13) rates charged on loans and earned
on securities investments; (14) rates paid on deposits; and (15) fee and other
noninterest income earned, as well as other factors. This entire Quarterly
Report and the Annual Report on Form 10-KSB for the year ended December 31 2004,
2005 quarterly reports on Form 10-QSB and current reports on Form 8-K should be
read to put such forward-looking statements in context and to gain a more
complete understanding of the uncertainties and risks involved in the Company's
business. Therefore, the information set forth therein should be carefully
considered when evaluating the business prospects of the Company.

BUSINESS ORGANIZATION

         Service 1st Bancorp (the "Company") is a California corporation,
headquartered in Stockton, California, and was incorporated on January 23, 2004
to act as a holding company for Service 1st Bank (the "Bank"). The Bank became a
subsidiary of the Company effective June 26, 2004. As of December 31, 2004, the
Bank operated two full-service offices in the cities of Stockton and Tracy in
San Joaquin County, and a loan production office in Castro Valley, Alameda
County. The Bank offers a full range of commercial banking services to
individuals, small and medium sized businesses, municipalities and professionals
in San Joaquin County and the surrounding communities.

         The following analysis is designed to provide a more complete
understanding of the material changes and trends related to the Company's
financial condition, results of operations, cash flows, and capital resources.
This discussion should be read in conjunction with the financial statements
included in Item 1 and the Annual Report on Form 10-KSB for the year ended
December 31, 2004.


CRITICAL ACCOUNTING POLICIES

Use of Estimates in the Preparation of Financial Statements

         The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires the
Company's management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates. Note 1 to the Financial Statements describes the
significant accounting policies used in the preparation of the financial
statements. A critical accounting policy is defined as one that is both material
to the presentation of the Company's financial statements and requires
management to make difficult, subjective or complex judgments that could have a
material effect on the Company's financial condition and results of operations.
Management believes that the matters described below are critical accounting
policies.

                                       10
<PAGE>

Allowance for Loan Losses

         The allowance for loan losses is established through a provision for
loan losses charged to expenses. Loans are charged against the allowance for
loan losses when management believes that the collectibility of the principal is
unlikely. The allowance is an amount that management believes will be adequate
to absorb losses inherent in existing loans and commitments to extend credit,
based on evaluations of collectibility and prior loss experience of loans and
commitments to extend credit. The evaluations take into consideration such
factors as changes in the nature and volume of the portfolio, overall portfolio
quality, loan concentration, specific problem loans, commitments, and current
economic conditions that may affect the borrowers' ability to pay.

Stock-Based Compensation

         SFAS No. 123(R), "Accounting for Stock-Based Compensation," encourages,
but does not require, companies to record compensation cost for stock-based
employee compensation plans at fair value. The Company has chosen to continue to
account for stock-based compensation using the intrinsic value method prescribed
in APB Opinion No. 25, "Accounting for Stock Issued to Employees," and related
interpretations. Accordingly, compensation cost for stock options is measured as
the excess, if any, of the quoted market price of the Company's stock at the
date of the grant over the amount an employee must pay to acquire the stock.
Beginning in 2006, the Company will adopt SFAS No. 123(R). See Note 1,
"Stock-Based Compensation" on page 6 for additional information.

Summary of Financial Condition

         The Company's total consolidated assets increased 17.6% from December
31, 2004 to June 30, 2005. As of June 30, 2005, total consolidated assets were
$161,367,042 compared to $137,172,635 as of December 31, 2004 and $124,726,594
at June 30, 2004. The increase in growth was primarily from an increase in
noninterest-bearing DDA, interest bearing DDA, and money market deposit
accounts.

         Total net loans at June 30, 2005 were $72,686,912 compared to
$68,322,348 at December 31, 2004 and $65,352,086 at June 30, 2004. This
represents an increase in net loans of 6.4% from December 31, 2004.

         Total investment securities at June 30, 2005 were $61,806,598 compared
to $52,289,125 at December 31, 2004 and $48,367,849 at June 30, 2004. Federal
Funds sold at June 30, 2005 were $7,209,865 compared to $4,371,469 at December
31, 2004. The increase in investment securities and Federal Funds sold was a
result of the $22,946,845 increase in deposits for the first six months of the
year.

         Total deposits were $145,055,427 at June 30, 2005 compared to
$122,108,582 at December 31, 2004, and $114,288,159 at June 30, 2004.
Noninterest-bearing DDA accounts increased from $20,958,209 at December 31, 2004
to $31,895,827 at June 30, 2005. Interest-bearing DDA accounts increased to
$70,080,598 at June 30, 2005 from $66,230,759 at December 31, 2004. Money market
deposit accounts increased from $6,413,624 at December 31, 2004 to $12,117,126
at June 30, 2005.

Results of Operations

         Net income for the three months ended June 30, 2005 was $270,639
compared to $305,260 for the second quarter of 2004. Net income for the six
months ended June 30, 2005 was $525,075 compared to $574,018 for June 30, 2004.
Income before taxes for the three months ended June 30, 2005 was $373,919
compared to $205,260 for the same quarter of 2004. Income before taxes for the
six months ended June 30, 2005 was $742,481 compared to $474,018 for the same
quarter of 2004. The Company will recapture all of its initial net operating
loss carryforwards during 2005. Consequently, the Company will sustain an

                                       11
<PAGE>

increased tax burden and requirement to accrue income tax expense during 2005.
Income tax expense for the second quarter of 2005 was $103,280 compared to a
$100,000 tax benefit for the same period of 2004. Income tax expense for the six
months ended June 30, 2005 was $217,406 compared to a $100,000 tax benefit for
the same period of 2004. The favorable improvement in the Company's pre-tax
operations for the three months and six months ended June 30, 2005 reflects the
income that the Bank has been able to generate from an increase in loans and
investments. Other income declined to $151,391 for the three months ended June
30, 2005 from $163,178 at June 30, 2004. Other income declined to $349,926 for
the six months ended June 30, 2005 from $441,944 at June 30, 2004. The decline
in other income was primarily due to a decrease in premiums received on loans
sold, loan servicing fees, and referral fees on mortgage loans. There were also
increased expenses incurred for the consolidated operations primarily resulting
from the growth of the Company.

Net Interest Income and Net Interest Margin

         Net interest income, the primary component of the net earnings of a
financial institution, refers to the difference between the interest earned on
loans and investments and the interest paid on deposits and borrowings. Please
see the tables of average balance sheet and net interest income on the following
pages.


                                       12
<PAGE>

The following table sets forth average balance sheet information, interest
income and expense, average yields and rates, and net interest income and margin
for the three months ended June 30, 2005 and 2004.
<TABLE>
<CAPTION>

                                                             June 30, 2005                            June 30, 2004
                                                 -------------------------------------    -------------------------------------
                                                                             Average                                  Average
                                                    Average       Income/    Yield or        Average       Income/    Yield or
                                                    Balance       Expense    Rate Paid       Balance       Expense    Rate Paid
                                                 -------------   ----------  ---------    -------------   ----------  ---------
<S>                                              <C>             <C>              <C>     <C>             <C>        <C>
 Interest-earning assets:
 Interest-bearing deposits                       $   3,006,647   $   22,744       3.03%   $          --   $       --
 Investments                                        60,108,955      581,581       3.88%      52,518,079      420,192       3.21%
 Federal funds sold                                  6,648,339       46,384       2.80%       1,259,833        3,200       1.02%
 Loans (1) (2)                                      70,436,322    1,341,071       7.64%      60,867,923    1,091,971       7.20%
                                                 -------------   ----------               -------------   ----------
    Total interest-earning assets                  140,200,263    1,991,780       5.70%     114,645,775     1,515363       5.30%

 Allowance for loan losses                          (1,076,186)                                (891,791)
 Cash and due from banks                             8,672,964                                6,589,695
 Bank premises and equipment                           641,169                                  686,245
 Accrued interest receivable                           647,255                                  528,909
 Other assets                                        4,438,526                                3,791,647
                                                 -------------                            -------------
    Total assets                                 $ 153,523,991                            $ 125,350,480
                                                 =============                            =============
 Interest-bearing liabilities:

 Demand deposits                                 $  67,923,676      353,847       2.09%   $  61,106,345      229,332       1.51%
 Savings & money market accounts                    16,672,988       43,818       1.12%        9567,041        19088       0.80%
 Time Deposits                                      27,049,501      250,425       3.71%      25,243,860      195,685       3.11%
 Other borrowings                                      131,603        1,029       3.14%         778,221        7,270       3.75%
                                                 -------------   ----------               -------------   ----------
    Total interest-bearing liabilities             110,777,768      649,119       2.35%      96,695,467      451,375       1.87%
                                                                 ----------                               ----------

Non-interest bearing demand deposits                26,961,114                               19,077,599
Other Liabilities                                    1,165,005                                  622,563
                                                 -------------                            -------------
    Total liabilities                              138,903,887                              116,395,629
 Shareholders' equity                               14,620,104                                8,954,851
                                                 -------------                            -------------
    Total liabilities and shareholders'
       equity                                    $ 153,523,991                            $ 125,350,480
                                                 =============                            =============

                                                                 ----------                               ----------
 Net interest income                                             $1,342,661                               $1,063,988
                                                                 ==========                               ==========
 Net interest margin on average interest
  earning assets (3)                                                              3.84%                                    3.73%
</TABLE>

1.   Average loan balances include average deferred loan fees of $282,384 and
     $218,780 for the three months ending June 30, 2005 and 2004, respectively.
2.   Interest on loans includes fees of $44,650 and $22,455 for the three months
     ending June 30, 2005 and 2004, respectively.
3.   Net interest margin is computed by dividing net interest income by total
     average earning assets.

All average balances have been computed using daily balances.

                                       13
<PAGE>
<TABLE>
<CAPTION>

The following table sets forth average balance sheet information, interest
income and expense, average yields and rates, and net interest income and margin
for the six months ended June 30, 2005 and 2004.

                                                               June 30, 2005                            June 30, 2004
                                                 --------------------------------------    ---------------------------------------
                                                                              Average                                    Average
                                                    Average        Income/    Yield or        Average        Income/     Yield or
                                                    Balance        Expense    Rate Paid       Balance        Expense     Rate Paid
                                                 -------------    ----------  ---------    ------------     ----------   ---------
<S>                                                 <C>            <C>             <C>        <C>              <C>            <C>
Interest-earning assets:
Interest-bearing deposits                        $   2,137,016    $   32,973       3.11%   $          --    $       --
Investments                                         57,956,096     1,109,786       3.86%      51,014,749       853,026        3.36%
Federal funds sold                                   8,185,898       108,011       2.66%       2,255,994        11,288        1.01%
Loans (1) (2)                                       70,047,384     2,598,487       7.48%      58,489,139     2,063,510        7.09%
                                                 -------------    ----------               -------------    ----------
   Total interest-earning assets                   138,326,394     3,849,257       5.61%     111,759,882     2,927,824        5.27%

Allowance for loan losses                           (1,030,845)                                 (878,536)
Cash and due from banks                              8,348,592                                 6,124,193
Bank premises and equipment                            636,977                                   697,262
Accrued interest receivable                            585,183                                   527,795
Other assets                                         4,282,279                                 3,518,937
                                                 -------------                             -------------
   Total assets                                  $ 151,149,279                             $ 121,749,533
                                                 =============                             =============


Interest-bearing liabilities:

Demand deposits                                  $  69,011,711       672,707       1.97%   $  57,020,997       435,206        1.53%
Savings & money market accounts                     14,553,021        73,802       1.02%      12,225,798        51,563        0.85%
Time Deposits                                       26,993,658       489,887       3.66%      25,426,217       386,024        3.05%
Other borrowings                                        66,165         1,029       3.14%         407,299         7,453        3.68%
                                                 -------------    ----------               -------------    ----------
   Total interest-bearing liabilities              110,624,555     1,237,425       2.26%      95,080,311       880,246        1.86%
                                                                  ----------                                ----------

Non-interest bearing demand deposits                24,902,458                                17,515,828
Other Liabilities                                      862,893                                   492,657
                                                 -------------                             -------------
   Total liabilities                               136,389,906                               113,088,796
Shareholders' equity                                14,759,373                                 8,660,737
                                                 -------------                             -------------
   Total liabilities and shareholders'
      equity                                     $ 151,149,279                             $ 121,749,533
                                                 =============                             =============

                                                                  ----------                                ----------
Net interest income                                               $2,611,832                                $2,047,578
                                                                  ==========                                ==========
Net interest margin on average interest
 earning assets (3)                                                                3.81%                                      3.68%
</TABLE>

1.   Average loan balances include average deferred loan fees of $270,100 and
     $120,662 for the six months ending June 30, 2005 and 2004, respectively.
2.   Interest on loans includes fees of $90,860 and $79,059 for the six months
     ending June 30, 2005 and 2004, respectively.
3.   Net interest margin is computed by dividing net interest income by total
     average earning assets.

All average balances have been computed using daily balances.

                                       14
<PAGE>

         Net interest income for the three months ended June 30, 2005 was
$1,342,661 compared to $1,063,988 for 2004. Net interest income for the six
months ended June 30, 2005 was $2,611,832 compared to $2,047,578 for 2004.
Average interest-earning assets for the three months ended June 30, 2005 was
$140,200,263 compared to $114,645,775 during the same three months of 2004 The
yield earned on average interest-earning assets during the second quarter of
2005 was 5.70% compared to 5.30% during the second quarter of 2004. The average
rate paid on interest bearing-liabilities increased from 1.87% for the second
quarter of 2004 to 2.35% during the second quarter of 2005. Average
interest-earning assets for the six months ended June 30, 2005 was $138,326,394
compared to $111,759,882 during the same six months of 2004 The yield earned on
average interest-earning assets during the six months ended June 30, 2005 was
5.61% compared to 5.27% during the same period of 2004. The average rate paid on
interest bearing-liabilities increased from 1.86% for the six months ended June
30, 2004 to 2.26% during the same period for 2005. The increase in interest
rates earned on loans, investments, and paid on deposits was a result of the
Federal Reserve Bank raising interest rates nine times from July 1, 2004 through
June 30, 2005.

Allowance and Provision for Loan Losses

         The Company assesses and manages credit risk on an ongoing basis
through stringent credit review and approval policies, extensive internal
monitoring, and established formal lending policies. Additionally, the Bank
contracts with an outside source to periodically review the existing loan
portfolio.

         Management believes its ability to identify and assess risk and return
characteristics of the Company's loan portfolio is critical for profitability
and growth. Management strives to continue the historically low level of credit
losses by continuing its emphasis on credit quality in the loan approval
process, active credit administration, and regular monitoring. Management has
implemented a loan review and grading system that functions to continually
assess the credit risk inherent in the loan portfolio.

         In extending credit and commitments to borrowers, the Bank generally
requires collateral and/or guarantees as security. The repayment of such loans
is expected to come from cash flow or from proceeds from the sale of selected
assets of the borrowers. The Bank's requirement for collateral and/or guarantees
is determined on a case-by-case basis in connection with management's evaluation
of the creditworthiness of the borrower. Collateral held varies, but may include
accounts receivable, inventory, property, plant and equipment, income-producing
properties, residences, and other real property.

         Construction loans and other real estate secured loans comprise 73.9%
of total loans outstanding at June 30, 2005. Although management believes such
loans have no more than the normal risk of collectibility, a substantial decline
in the economy in general, or a decline in real estate values in the Company's
primary operating market areas in particular, could have an adverse impact on
the collectibility of such loans. In addition, such an occurrence could result
in an increase in loan losses and an increase in the provision for loan losses,
which could adversely affect the Company's future prospects, results of
operations, overall profitability, and the market price of the Company's common
stock.

         The provision for loan losses for the three months ended June 30, 2005
was $80,000 compared to $70,000 during the same quarter of 2004. The provision
for loan losses for the six months ended June 30, 2005 was $140,000 compared to
$105,000 during the same period of 2004. At June 30, 2005, the allowance for
loan losses was $1,103,000 compared to $963,000 at December 31, 2004. The ratio
of allowance for loan losses to gross loans was 1.49% at June 30, 2005 compared
to 1.38% at December 31, 2004. The allowance for loan losses is adjusted by
charges to income and decreased by charge-offs (net of recoveries). Management's
periodic evaluation of the adequacy of the allowance is based on past loan loss
experience, known and inherent risks in the portfolio, adverse situations that
may affect the borrower's ability to repay, the estimated value of any
underlying collateral, and current economic conditions. Additional provisions
will be added as new loans are placed on the books in an amount adequate to
support the risks inherent in the portfolio.

                                       15
<PAGE>

The following table summarizes the changes in the allowances for loan losses
arising from loans charged-off, recoveries on loans previously charged-off, and
additions to the allowance which have been charged to operating expenses and
certain ratios relating to the allowance for loan losses.

                                                       For the Six Months
                                                          Ended June 30,
                                                      2005            2004
                                                 -------------   -------------
Outstanding Loans:
  Average for the Period                         $  70,047,384   $  58,489,139
  End of the Period                              $  74,064,200   $  66,522,203
Allowance For Loan Losses:
Balance at Beginning of Year                     $     963,000   $     838,000
Actual Charge-Offs:
  Commercial                                                --              --
  Consumer                                                  --              --
  Real Estate                                               --              --
                                                 -------------   -------------
Total Charge-Offs                                           --              --
                                                 -------------   -------------
Less Recoveries:
  Commercial                                                --              --
  Consumer                                                  --              --
  Real Estate                                               --              --
                                                 -------------   -------------
Total Recoveries                                            --              --
                                                 -------------   -------------
Net Loans Charged-Off                                       --              --
Provision for Loan Losses                              140,000         105,000
                                                 -------------   -------------
Balance at End of Period                         $   1,103,000   $     943,000
                                                 =============   =============
Ratios:
  Net Loans Charged-Off to Average Loans                     0%             .0%
  Allowance for Loan Losses to Total Loans                1.49%           1.42%
  Net Loans Charged-Off to Beginning
      Allowance for Loan Losses                              0%              0%
Net Loans Charged-Off to Provision for Loan
      Losses                                                 0%              0%
Allowance for Loan Losses to Nonperforming
      Loans                                            1,500.5%        1,046.5%

Nonaccrual Loans, Loans Past Due 90 Days and OREO

         Management generally places loans on nonaccrual status when they become
90 days past due, unless the loan is well secured and in the process of
collection. Loans are charged off when, in the opinion of management, collection
appears unlikely. There were nonaccrual loans of $73,510 at June 30, 2005 and
$90,109 at June 30, 2004 and $78,000 at December 31, 2004.

         At June 30, 2005 there were loans totaling $73,510 that were considered
impaired or troubled debt restructurings compared to $90,109 at June 30, 2004
and $78,000 at December 31, 2004. These loans were delinquent and placed on
nonaccrual, but management believes that the loans will be collected in full.
The loans were placed on nonaccrual to defer future income recognition until the
delinquent payments have been received. There were no loan concentrations in
excess of 10% of total loans not otherwise disclosed as a category of loans as
of June 30, 2005 or December 31, 2004. Management is not aware of any potential
problem loans, which were accruing and current at June 30, 2005 or December 31,
2004, where serious doubt exists as to the ability of the borrower to comply
with the present repayment terms.

                                       16
<PAGE>

         There was no other real estate owned at June 30, 2005 and December 31,
2004.

Other Income

         Other income for the three months ended June 30, 2005 was $151,391
compared to $163,178 for the same period during 2004. Other income for the six
months ended June 30, 2005 was $349,926 compared to $441,944 for the same period
during 2004. The Bank offers loans on single family homes through a third party
lender. The Bank receives fees for the packaging of the loans provided to the
third party lender. The loans are funded by and become assets of the third party
lender. The fees on residential first trust deeds for the three months ended
June 30, 2005 were $12,795 compared to $48,265 in 2004. The fees on residential
first trust deeds for the six months ended June 30, 2005 were $24,434 compared
to $76,256 in 2004. The activity in the refinance market for loans declined
causing the earnings from the activity to decrease. The Bank originates loans
through various government guarantee programs. The guaranteed portion of these
loans can be sold in the secondary market. Gains on loans sold in the secondary
market and the servicing of these loans for the three months ended June 30, 2005
were $35,285 compared to $21,859 during the same period in 2004. Gains on loans
sold in the secondary market and the servicing of these loans for the six months
ended June 30, 2005 were $126,687 compared to $174,021 during the same period in
2004. The decline in the gain on the guaranteed portion of loans sold for 2005
was related to a lower volume of guaranteed loans being originated in 2005.

Other Expense

         Salaries and employee benefits for the three months ended June 30, 2005
was $607,838 compared to $513,339 for the three months ended June 30, 2004.
Salaries and employee benefits for the six months ended June 30, 2005 were
$1,213,291 compared to $1,050,657 for the six months ended June 30, 2004. The
increase in salaries and employee benefits during 2005 was a result of an
increase in the number of employees in anticipation of an increase in growth for
loan production and for branch activities. There were 33 employees at June 30,
2005 compared to 30 at June 30, 2004. The increase in salaries and employee
benefits also includes an increase in salaries for a cost of living adjustment.

         Occupancy and equipment expense was $128,122 for the three months ended
June 30, 2005 compared to $135,900 for the same period during 2004. Occupancy
and equipment expense was $250,575 for the six months ended June 30, 2005
compared to $269,523 for the same period during 2004.

         Other operating expenses, primarily comprised of marketing, data
processing, professional fees, and other expenses, for the three months ended
June 30, 2005 were $307,366 compared to $302,667 for the three months ended June
30, 2004. Other operating expenses, primarily comprised of marketing, data
processing, professional fees, and other expenses, for the six months ended June
30, 2005 were $618,604 compared to $600,098 for the six months ended June 30,
2004. The increase in other expenses was commensurate with the growth of the
Bank.

Capital Resources

         Total shareholders' equity at June 30, 2005 was $15,198,351 compared to
$14,101,671 at December 31, 2004. The increase was primarily from the net income
for the six months ended June 30, 2005 of $525,075 and the receipt of $567,871
from a private placement of 49,273 shares of common stock.

         The Company and the Bank are subject to regulations issued by the Board
of Governors of the Federal Reserve System and the FDIC, which require
maintenance of a certain level of capital. Under the regulations, capital
requirements are based upon the composition of an institution's asset base and
the risk factors assigned to those assets. The guidelines characterize an
institution's capital as being "Tier 1" capital (defined to be principally
shareholders' equity less intangible assets) and "Tier 2" capital (defined to be
principally the allowance for loan losses, limited to one and one-fourth percent
of gross risk weighted assets). The guidelines require the Company and the Bank
to maintain a risk-based capital target ratio of 8%, one-half or more of which
should be in the form of Tier 1 capital.

                                       17
<PAGE>
<TABLE>
<CAPTION>

         The following table shows the Company's and the Bank's actual capital
amounts and ratios at June 30, 2005 and December 31, 2004 as well as the minimum
capital ratios for capital adequacy under the regulatory framework.

(dollar amounts in thousands)                                                                               To Be Categorized
                                                                                                             Well Capitalized
                                                                                                                  Under
                                                                                     For Capital             Prompt Corrective
                                                            Actual:               Adequacy Purposes:         Action Provisions:
                                                 -------------------------   ------------   ----------   ------------   ----------
As of June 30, 2005                                 Amount         Ratio        Amount         Ratio        Amount         Ratio
                                                 ------------   ----------   ------------   ----------   ------------   ----------
<S>                                              <C>                  <C>    <C>                   <C>   <C>                  <C>
Company:
   Total capital (to risk weighted assets)       $     16,489         15.9%  $      8,290          8.0%           N/A          N/A
   Tier 1 capital (to risk weighted assets)      $     15,386         14.8%  $      4,145          4.0%           N/A          N/A
   Tier 1 capital (to average assets)            $     15,386         10.2%  $      6,114          4.0%           N/A          N/A
Bank:
   Total capital (to risk weighted assets)       $     15,317         14.8%  $      8,290          8.0%  $     10,363         10.0%
   Tier 1 capital (to risk weighted assets)      $     14,174         13.7%  $      4,145          4.0%  $      6,218          6.0%
   Tier 1 capital (to average assets)            $     14,174          9.4%  $      6,062          4.0%  $      7,577          5.0%

As of December 31, 2004

Company:
   Total capital (to risk weighted assets)       $     15,256         16.9%  $      7,221          8.0%           N/A          N/A
   Tier 1 capital (to risk weighted assets)      $     14,293         15.8%  $      3,610          4.0%           N/A          N/A
   Tier 1 capital (to average assets)            $     14,293         10.7%  $      5,363          4.0%           N/A          N/A
Bank:
   Total capital (to risk weighted assets)       $     14,248         15.8%  $      7,221          8.0%  $      9,026         10.0%
   Tier 1 capital (to risk weighted assets)      $     13,245         14.7%  $      3,610          4.0%  $      5,415          6.0%
   Tier 1 capital (to average assets)            $     13,245          9.9%  $      5,363          4.0%  $      6,704          5.0%
</TABLE>

The Bank meets the "well capitalized" capital ratio measures at both June 30,
2005 and December 31, 2004.

                                       18
<PAGE>

Liquidity

         The objective of liquidity management is to ensure continuous
availability of funds to meet the demands of depositors, investors, and
borrowers. Liquidity is primarily derived from cash, Federal Funds, and other
liquid investments. The Bank has also established borrowing lines from
correspondent banks and Federal Home Loan Bank of San Francisco totaling
$23,700,000. Management is not aware of any future capital expenditures or other
significant demands on commitments that would severely impair liquidity.

Inflation

         The impact of inflation on a financial institution differs
significantly from that exerted on manufacturing or other commercial concerns,
primarily because its assets and liabilities are largely monetary. In general,
inflation primarily affects the Company and the Bank indirectly through its
effect on market rates of interest, and thus the ability of the Bank to attract
loan customers. Inflation affects the growth of total assets by increasing the
level of loan demand, and potentially adversely affects the Company's and the
Bank's capital adequacy because loan growth in inflationary periods can increase
at rates higher than the rate that capital grows through retention of earnings,
which the Company may generate in the future. In addition to its effects on
interest rates, inflation directly affects the Company by increasing operating
expenses. The effects of inflation were not material to the Company's results of
operations during the periods ending June 30, 2005 and 2004.

Off-Balance Sheet Items

         As of June 30, 2005 and December 31, 2004, commitments to extend credit
and letters of credit were the only financial instruments with off-balance sheet
risk. The Company has not entered into any contracts for financial derivative
instruments such as futures, swaps, options or similar instruments. Loan
commitments and letters of credit were $30,686,000 and $26,299,000 at June 30,
2005 and December 31, 2004, respectively. As a percentage of net loans these
off-balance sheet items represent 41.4% and 37.8%, respectively.

         Certain financial institutions have elected to use special purpose
vehicles ("SPV") to dispose of problem assets. A SPV is typically a subsidiary
company with an asset and liability structure and legal status that makes its
obligations secure even if the parent corporation goes bankrupt. Under certain
circumstances, these financial institutions may exclude the problem assets from
their reported impaired and non-performing assets. The Company doesn't use those
vehicles or any other structures to dispose of problem assets.

Effects of Terrorism

         The terrorist actions on September 11, 2001 and thereafter and the
conflict with Iraq have had significant adverse effects upon the United States
economy. Whether the terrorist activities in the future and the actions of the
United States and its allies in combating terrorism on a worldwide basis will
adversely impact the Company and the extent of such impact is uncertain. Such
economic deterioration could adversely affect the Company's future results of
operations by, among other matters, reducing the demand for loans and other
products and services offered by the Bank, increasing nonperforming loans and
the amounts reserved for loan losses, and causing a decline in the Company's
stock price.

Website Access

         Information on the Company and Bank may be obtained from the Company's
website www.service1stbank.com. Copies of the annual report on Form 10-KSB,
quarterly reports on Form 10-QSB, current reports on Form 8-K, and all
amendments thereto, as well as Section 16 reports and amendments thereto, are
available free of charge on the website as soon as they are published by the SEC
through a link to the Edgar reporting system maintained by the SEC. To obtain
copies of or to view the reports on Form 10-KSB, 10-QSB, and 8-K, click on the
"Go to Service 1st Bancorp button, then click on the "Click here to view Service
1st Bancorp SEC Filings" link. To obtain copies of or to view Section 16 reports
filed by the Company's insiders, click on the "Click here to view Section 16
Reports" link on the above webpage.

                                       19
<PAGE>

Item 3. Controls and Procedures

         (a)      Disclosure Controls and Procedures

         An evaluation of the Company's disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) was carried out under the
supervision and with the participation of the Company's Chief Executive Officer,
Chief Financial Officer and other members of the Company's senior management as
of the end of the Company's fiscal quarter ended June 30, 2005. The Company's
Chief Executive Officer and Chief Financial Officer concluded that the Company's
disclosure controls and procedures as currently in effect are effective in
ensuring that the information required to be disclosed by the Company in the
reports it files or submits under the Exchange Act is (i) accumulated and
communicated to the Company's management (including the Chief Executive Officer
and Chief Financial Officer) to allow timely decisions regarding required
disclosure, and (ii) recorded, processed, summarized and reported within the
time periods specified in the Commission's rules and forms.

         (b)      Internal Control Over Financial Reporting

         An evaluation of any changes in the Company's internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)),
that occurred during the Company's fiscal quarter ended June 30, 2005, was
carried out under the supervision and with the participation of the Company's
Chief Executive Officer, Chief Financial Officer and other members of the
Company's senior management. The Company's Chief Executive Officer and Chief
Financial Officer concluded that no change identified in connection with such
evaluation has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting.

PART II. - OTHER INFORMATION

Item 1.  Legal Proceedings

         None

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

         None

Item 3.  Defaults Upon Senior Securities

         None

Item 4.  Submission of Matters to a Vote of Security Holders

         The annual shareholder's meeting was held on May 18, 2005. The
         incumbent directors were elected as Directors for the year 2005 and
         until their successors are elected and qualified as follows:

                                       20
<PAGE>

                                      For                    Against
                                   ---------                ---------
John O. Brooks                     1,139,537                  8,956
Eugene C. Gini                     1,139,537                  8,956
Bryan R. Hyzdu                     1,139,537                  8,956
Robert D. Lawrence, M.D.           1,139,537                  8,956
Frances C. Mizuno                  1,139,537                  8,956
Richard R. Paulsen                 1,136,912                 11,581
Toni Marie Raymus                  1,139,232                  9,261
Michael K. Repetto                 1,139,537                  8,956
Anthony F. Souza                   1,139,537                  8,956
Albert Van Veldhuizan              1,139,537                  8,956
Donald L. Walters                  1,136,912                 11,581

Votes cast to ratify the appointment of Vavrinek, Trine, Day & Co., LLP as
independent public accountants for the 2005 fiscal year were: 1,129,460 shares
voted "For" the proposal, 599 shares voted "Against" and 18,434 "Abstained".
Therefore, the proposal was approved.

Item 5. Other Information

         None


Item 6.  Exhibits

         (2.1)    Plan of Reorganization and Merger Agreement (included in Annex
                  A) incorporated by reference from the Registrant's Form S-4EF,
                  Registration No. 333-104244, filed with the Securities and
                  Exchange Commission on April 1, 2003.

         (3.1)    Articles of Incorporation incorporated by reference from the
                  Registrant's Form S-4EF, Registration No. 333-104244, filed
                  with the Securities and Exchange Commission on April 1, 2003.

         (3.2)    Bylaws, as amended incorporated by reference from the
                  Registrant's Form 10-KSB for the year ended December 31, 2004,
                  filed with the Securities and Exchange Commission on June 30,
                  2005.

         (4.1)    Specimen form of certificate for Service 1st Bancorp common
                  stock incorporated by reference from Registrant's Form 10-QSB
                  for the quarterly period ended September 30, 2003, filed with
                  the Securities and Exchange Commission on November 14, 2003.
                  (10.1) Lease agreement dated May 3, 2002, related to 2800 West
                  March Lane, Suite 120, CA 95219 incorporated by reference from
                  the Registrant's Form S-4EF, Registration No. 333-104244,
                  filed with the Securities and Exchange Commission on April 1,
                  2003.

         (10.2)   Lease agreement dated April 13, 1999 and amendment thereto
                  dated June 17, 1999, related to 60 West 10th Street, Tracy, CA
                  95376 incorporated by reference from the Registrant's Form
                  S-4EF, Registration No. 333-104244, filed with the Securities
                  and Exchange Commission on April 1, 2003.

         (10.3)*  1999 Service 1st Bancorp Stock Option Plan, Amendment No. 1
                  thereto, and related forms of Incentive and Nonstatutory Stock
                  Option Agreements entered into with executive officers and
                  directors incorporated by reference from the Registrant's Form
                  S-8, Registration No. 333-107346, filed with the Securities
                  and Exchange Commission on July 25, 2003.

                                       21
<PAGE>

         (10.4)   Agreement dated July 27, 1999 with BancData Solutions, Inc.
                  for service bureau and data processing services incorporated
                  by reference from the Registrant's Form S-4EF, Registration
                  No. 333-104244, filed with the Securities and Exchange
                  Commission on April 1, 2003.

         (10.5)   Agreement with Financial Marketing Services dated February 1,
                  2000 incorporated by reference from the Registrant's Form
                  S-4EF, Registration No. 333-104244, filed with the Securities
                  and Exchange Commission on April 1, 2003.

         (10.6)*  Service 1st Bank 401(k) Profit Sharing Plan and Trust Summary
                  Plan Description, dated January 1, 2000 incorporated by
                  reference from the Registrant's Form S-4EF, Registration No.
                  333-104244, filed with the Securities and Exchange Commission
                  on April 1, 2003.

         (10.7)   Lease agreement dated March 27, 2003, related to 3533 Jamison
                  Way, Castro Valley, California 94546, incorporated by
                  reference from the Registrant's Form 10-KSB for the year ended
                  December 31, 2003, filed with the Securities and Exchange
                  Commission on March 30, 2004.

         (10.8)*  John O. Brooks Salary Continuation Agreement dated dated
                  September 10, 2003, incorporated by reference from the
                  Registrant's Form 10-KSB for the year ended December 31, 2003,
                  filed with the Securities and Exchange Commission on March 30,
                  2004.

         (10.9)*  Bryan R. Hyzdu Salary Continuation Agreement dated September
                  10, 2003, incorporated by reference from the Registrant's Form
                  10-KSB for the year ended December 31, 2003, filed with the
                  Securities and Exchange Commission on March 30, 2004.

         (10.10)* Robert E. Bloch Salary Continuation Agreement dated September
                  10, 2003, incorporated by reference from the Registrant's Form
                  10-KSB for the year ended December 31, 2003, filed with the
                  Securities and Exchange Commission on March 30, 2004.

         (10.11)* Patrick Carman Salary Continuation Agreement dated September
                  10, 2003, incorporated by reference from the Registrant's Form
                  10-KSB for the year ended December 31, 2003, filed with the
                  Securities and Exchange Commission on March 30, 2004.

         (10.12)* 2004 Stock Option Plan and Forms of Incentive and Nonstatutory
                  Stock Option Agreements, incorporated by reference from the
                  Registrant's Form S-8, Registration No. 333-116818, filed with
                  the Securities and Exchange Commission on June 24, 2004.

         (10.13)* John O. Brooks Employment Agreement dated July 15, 2004,
                  incorporated by reference from the Registrant's Form 10-QSB,
                  for the quarterly period ended September 30, 2004, filed with
                  the Securities and Exchange Commission on November 15, 2004.

         (10.14)* Bryan R. Hyzdu Employment Agreement dated July 15, 2004,
                  incorporated by reference from the Registrant's Form 10-QSB,
                  for the quarterly period ended September 30, 2004, filed with
                  the Securities and Exchange Commission on November 15, 2004.

                                       22
<PAGE>

         (10.15)* Robert E. Bloch Employment Agreement dated July 15, 2004,
                  incorporated by reference from the Registrant's Form 10-QSB,
                  for the quarterly period ended September 30, 2004, filed with
                  the Securities and Exchange Commission on November 15, 2004.

         (10.16)* Patrick Carman Employment Agreement dated July 15, 2004,
                  incorporated by reference from the Registrant's form 10-QSB,
                  for the quarterly period ended September 30, 2004, filed with
                  the Securities and Exchange Commission on November 15, 2004.

         (10.17)* Shannon Reinard Employment Agreement dated July 15, 2004,
                  incorporated by reference from the Registrant's Form 10-QSB,
                  for the quarterly period ended September 30, 2004, filed with
                  the Securities and Exchange Commission on November 15, 2004. .
                  (10.18) Fiserv Solutions, Inc. Agreement dated October 7,
                  2004, for service bureau, data processing, and item
                  processing, incorporated by reference from the Registrant's
                  Form 10-KSB for the year ended December 31, 2004, filed with
                  the Securities and Exchange Commission on June 30, 2005.

         (14.1)   Code of Ethics, incorporated by reference from the
                  Registrant's Form 10-KSB for the year ended December 31, 2003,
                  filed with the Securities and Exchange Commission on March 30,
                  2004.

         (21.1)   Registrant's only subsidiary is Service 1st Bank.

         (31.1)   Certification of Chief Executive Officer pursuant to Section
                  302 of the Sarbanes-Oxley Act of 2002.

         (31.2)   Certification of Chief Financial Officer pursuant to Section
                  302 of the Sarbanes-Oxley Act of 2002.

         (32.1)   Certification of Service 1ST Bancorp by its Chief Executive
                  Officer and Chief Financial Officer pursuant to Section 906 of
                  the Sarbanes-Oxley Act of 2002.

         *  Denotes management compensatory plans or arrangements.

                                       23
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                                       SERVICE 1ST BANCORP

Date: August 12, 2005                  By: /s/ JOHN O. BROOKS
                                           -------------------------------------
                                           John O. Brooks
                                           Chief Executive Officer
                                           (Principal Executive Officer)


Date: August 12, 2005                  By: /s/ ROBERT E. BLOCH
                                           -------------------------------------
                                           Robert E. Bloch
                                           Executive Vice President and
                                           Chief Financial Officer
                                           (Principal Financial and
                                           Accounting Officer)


                                       24
<PAGE>

                                 EXHIBIT INDEX
                                 -------------


Exhibit                                                              Sequential
 Number     Description                                              Page Number
-------     ---------------                                          -----------

 31.1       Certification of Chief Executive Officer pursuant to Section     26
            302 of the Sarbanes-Oxley Act of 2002.

 31.2       Certification of Chief Financial Officer pursuant to Section
            302 of the Sarbanes-Oxley Act of 2002.                           27

 32.1       Certification of Service 1st Bancorp by its Chief Executive
            Officer and Chief Financial Officer pursuant to Section
            906 of the Sarbanes-Oxley Act of 2002.                           28


                                   25