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                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
                              -----------------------
                                   FORM 10-KSB/A
                                          
                   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                       OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE YEAR ENDED DECEMBER 31, 1998              COMMISSION FILE NUMBER 0-15982

                            NATIONAL MERCANTILE BANCORP
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                     CALIFORNIA
                          (State or other jurisdiction of
                           incorporation or organization)
                                          
                               1840 CENTURY PARK EAST
                              LOS ANGELES, CALIFORNIA
                      (Address of principal executive offices)
                                     95-3819685
                                  (I.R.S. Employer
                                Identification No.)
                                          
                                          
                                       90067
                                     (Zip Code)
                                          
        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (310) 277-2265
           NO SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT
            SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                                          
                             COMMON STOCK, NO PAR VALUE
            SERIES A NONCUMULATIVE CONVERTIBLE PERPETUAL PREFERRED STOCK
                                  (TITLE OF CLASS)

     Indicate by check mark whether the registrant:  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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.     /X/ Yes  / /  No

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB.  

     The aggregate market value of the voting common equity held by
non-affiliates of the registrant, based upon the closing sale price of its
Common Stock as reported by the National Association of Securities Dealers
Automated Quotation System on March 15, 1999, was approximately $2,682,734.  

     The number of shares of Common Stock, no par value, of the registrant
outstanding as of March 15, 1999 was 677,048. 

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                       DOCUMENTS INCORPORATED BY REFERENCE:  

   Certain portions of the Company's Proxy Statement to be filed with the
Commission pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 in
connection with the Company's 1999 Annual Meeting of Shareholders are
incorporated by reference in Part III, Items 10-13 of this Annual Report on Form
10-KSB.  
                                          
                     THIS REPORT INCLUDES A TOTAL OF 4 PAGES
                            INDEX TO EXHIBITS ON PAGE 3


                                     PART IV

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

     (a) The following documents have been filed as part of this report:

1.   FINANCIAL STATEMENTS
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     <S>                                                                                                 <C>
     Reports of Independent Public Accountants ........................................................   46

     Consolidated Balance Sheets at December 31, 1998 and 1997 ........................................   47

     Consolidated Statements of Operations for the years ended December 31, 1998, 1997, and 1996 ......   48

     Consolidated Statements of Changes in Shareholders' Equity for the years ended December 31,
         1998, 1997 and 1996 ..........................................................................   49

     Consolidated Statements of Cash Flows for the years ended December 31, 1998, 1997 and 1996 .......   50

     Notes to Consolidated Financial Statements for the three years ended December 31, 1998 ...........   51
</TABLE>

2.   FINANCIAL STATEMENT SCHEDULES

     None.

     (b) Reports on Form 8-K

         Filed November 6, 1998 relating to Item 9

     (c) Exhibits

     See Index to Exhibits on page E-1 of this Report on Form 10-KSB

     (d) See Item 14(a) above.


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                                 INDEX TO EXHIBITS 
                                          
EXHIBIT
  NO.
-------

3.1    Amended and Restated Articles of Incorporation, dated June 20, 1997 (1)

3.2    Bylaws of the Company, as amended, restated as of December 18, 1992 (2)

10.1   Employment Agreement and Addendum dated June 21, 1996 between Mercantile
       National Bank and Scott A. Montgomery (3)

10.2   Amendment No. 2 to Employment Agreement dated December 20, 1996 between
       Mercantile National Bank and Scott A. Montgomery (1)

10.3   Letter Agreement dated June 5, 1996 between Mercantile National Bank and
       Carol A. Ward (3)

10.4   Letter Agreement dated July 17, 1996 between Mercantile National Bank
       and Joseph W. Kiley III (4)

10.5   Form of Indemnity Agreement between the Company and its directors (5)

10.6   First Floor Lease at 1840 Century Park East, Los Angeles, California,
       dated as of December 21, 1982 between Northrop Corporation and
       Mercantile National Bank (2)

10.7   Second Floor Lease at 1840 Century Park East, Los Angeles, California,
       dated as of December 21, 1982 between Northrop Corporation and
       Mercantile National Bank for space at 1840 Century Park East, Los
       Angeles, California, as amended by Amendment to Second Floor Lease dated
       as of June 7, 1986, and as amended by Second Amendment to Second Floor
       Lease dated as of December 18, 1992 between California State Teachers'
       Retirement System and Mercantile National Bank (2)

10.8   Lease Restructure Agreement dated December 31, 1995 by and between
       California State Teachers' Retirement System and Mercantile National
       Bank (6)

10.9   Warrant Agreement dated December 31, 1995 by and between the Company and
       California State Teachers' Retirement System (6)

10.10  Registration Rights Agreement dated December 31, 1995 by and between the
       Company and California State Teachers' Retirement System (6)

10.11  Warrant Agreement dated April 30, 1996 between the Company and U.S.
       Stock Transfer Corporation (3)

10.12  National Mercantile Bancorp 1983 Stock Option Plan, as amended March 22,
       1991 (7)

10.13  Form of Stock Option Agreement under the 1983 Stock Option Plan (2)

10.14  National Mercantile Bancorp 1990 Stock Option Plan (8)

10.15  Form of Stock Option Agreement under the 1990 Stock Option Plan (2)

10.16  National Mercantile Bancorp 1994 Stock Option Plan (9)

10.17  Form of Stock Option Agreement under the 1994 Stock Option Plan (10)

10.18  National Mercantile Bancorp 1996 Stock Incentive Plan (11)


10.19  National Mercantile Bancorp amended 1996 Stock Incentive Plan (12)

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10.20  Form of Stock Option Agreement under the 1996 Stock Incentive Plan (11)

10.21  Registration Rights Agreement between the Company and Conrad Company
       (13)

10.22  Registration Rights Agreement between the Company and Wildwood
       Enterprises Inc. Profit Sharing Plan and Trust (13)

10.23  Bank Service Agreement dated April 21, 1997 between RH Investment
       Corporation and Mercantile National Bank (1)

10.24  Investment Management Agreement dated December 1, 1997 between
       Mercantile National Bank and Windsor Financial Group, Inc (1)

11.    Statement regarding computation of per share earnings (see "Note
       1--Summary of Significant Accounting Policies--Earnings (Loss) Per
       Share"--of the "Notes to the Consolidated Financial Statements" in
       "Item 8. Financial Statements" in this Annual Report on Form 10-KSB)

21.    Subsidiaries of the Registrant

23.    Consents  of Arthur Andersen LLP and  Deloitte & Touche LLP, Independent
       Auditors

27.    Financial Data Schedule
-------------

(1)    Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1997.
(2)    Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1992 and incorporated herein by reference.
(3)    Filed as an exhibit to the Company's Report on Form 10-Q for the quarter
       ended June 30, 1996 and incorporated herein by reference. 
(4)    Filed as an exhibit to the Company's Report on Form 10-Q for the quarter
       ended September 30, 1996 and incorporated herein by reference. 
(5)    Filed as an exhibit to Company's Annual Report on Form 10-K for the year
       ended December 31, 1990 and incorporated herein by reference. 
(6)    Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1995 and incorporated herein by reference.
(7)    Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1991 and incorporated herein by reference.
(8)    Filed as an exhibit to the Company's Proxy Statement dated May 24, 1990
       and incorporated herein by reference.
       Filed as an exhibit to the Company's Proxy Statement dated April 18,
       1994 
       Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1994 and incorporated herein by reference.
(11)   Filed as an exhibit to the Company's Registration Statement on Form S-8
       dated August 7, 1997 and incorporated herein by reference.
(12)   Filed as an exhibit to the Company's Report on Form 10-Q for the quarter
       ended March 31, 1998.
(13)   Filed as an exhibit to the Company's Registration Statement on Form S-2
       dated February 10, 1997 and amendments there to add incorporated herein
       by reference.