LEASE AGREEMENT
                                ---------------

         THIS LEASE AGREEMENT made and entered into the 26 day of February,
2004, by and between THOMAS W. and MARGARET S. STALLARD, hereinafter called
"LESSORS," and YOLO COMMUNITY BANK, a California Subchapter S Corporation,
hereinafter called "LESSEES."

         IT IS HEREBY MUTUALLY UNDERSTOOD AND AGREED AS FOLLOWS:

         1.       LESSORS hereby lease to LESSEES and LESSEES hereby hire from
LESSORS on the terms and conditions herein set forth, that certain building on
the real property of LESSORS situated in the City of Woodland, County of Yolo,
State of California, currently comprising 626, 628 630 Main Street, 400 Second
Street and more particularly delineated on Exhibit "A" attached hereto and
incorporated by reference. Said building, approximating 5800 square feet, more
or less, to be hereinafter referred to as "the premises."

         2.       The term of this Lease shall be for a period of TEN years and
two months commencing on August 1, 2004 and terminating on July 31, 2014.

         3.       Rent shall be due and payable in advance on the first day of
each month as follows:

                  (a)      For the period commencing August 1, 2004, and
                           continuing through July 31, 2006, LESSEES shall pay
                           the LESSORS as rent for said premises the sum of
                           Eight thousand nine hundred ninety dollars ($8990)
                           per month.
                  (b)      For the period commencing August 1, 2006, and
                           continuing through July 31, 2008 LESSEES shall pay
                           the LESSORS as rent for said premises the sum of Nine
                           thousand three hundred and five dollars ($9305) per
                           month.
                  (c)      For the period commencing August 1, 2008, and
                           continuing through July 31, 2010, LESSEES shall pay
                           the LESSORS as rent for said premises the sum of Nine
                           thousand six hundred and thirty-one dollars ($9631)
                           per month.
                  (d)      For the period commencing August 1, 2010 and
                           continuing through July 31, 2012, LESSEES shall pay
                           the LESSORS as rent for said premises the sum of Nine
                           thousand nine hundred and sixty-eight dollars ($9968)
                           per month.
                  (e)      For the period commencing August 1, 2012 and
                           continuing through July 31, 2014, LESSEES shall pay
                           the LESSORS as rent for said premises the sum of Ten
                           thousand three hundred seventeen dollars ($10,317)
                           per month.

         4.       LESSORS grant LESSEES three additional option periods, the
first two being five years each and the third and last option period being for
three years. In all cases, the intent to exercise an option shall be exercised
within six month before the existing lease expires and negotiations concluded
before the final ninety days of the existing lease period.

         5.       The premises shall be used and occupied for the purposes of a
bank. Tenant shall take the premises in "as is" condition and modify it for
their purposes, including modification of

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the electrical service and other building systems complying with all relevant
laws and respecting the structural integrity of the building. LESSOR shall
reimburse LESSEE for modifications to the south wall to improve watertight
integrity at the foundation and around the windows.

         6.       LESSEES shall pay for all charges for telephone, breakage of
windows, light bulbs and cleaning, which relate to the space occupied by it.
LESSEES shall also pay all costs of gas and electricity. LESSORS shall pay water
and garbage. There is no common area maintenance fee. LESSEES shall, at its sole
cost and expense, keep and maintain said premises and appurtenances and every
part thereof, set forth in Exhibit "A" in good and sanitary order, condition and
repair, reasonable use and wear thereof and damages by act of God excepted.

         7.       LESSEES shall not commit or suffer to be committed any waste
upon said premises or any public or private nuisance, or other act or thing
which may disturb the quiet enjoyment of the other tenants of said building in
which the demised premises are located.

         8.       LESSEES agree to indemnify and save LESSORS harmless from and
against any and all claims arising from any act, omission or negligence of
LESSEES or its contractors, licensees, agents, servants, employees or invitees,
arising from any accident or injuries, in or about the premises, or any part of
them. LESSEES shall at their own cost and expense procure and keep in force
during the term of this Lease a policy of comprehensive public liability
insurance with limits of not less than One Million Dollars ($1,000,000.00) as to
any one person, and Two Million Dollars ($2,000,000.00) as to any one accident,
and One Million Dollars ($1,000,000.00) as to property damage, issued by an
insurance carrier satisfactory to LESSORS, and LESSORS shall be named as
co-insured therein. LESSORS and LESSEES mutually waive any right of subrogation
that they or their insurer may be able to claim against one another or their
insuror. LESSEES understand that appropriate insurance will be their sole
responsibility and that they are charged with protecting the interests of
LESSORS with regard to the subject property, as LESSORS will have no separate
insurance policy on the leasehold.

         9.       LESSORS assume all responsibility for compliance with the
Americans with Disabilities Act with respect to access to the leasehold. LESSEES
will be responsible for compliance as to interior improvements and/or fixtures
which they install including entrances that they modify.

         10.      LESSEES shall, during the term of this Lease, comply with all
the requirements of all municipal, state and federal authorities, laws,
statutes, and regulations now in force, or which may hereafter be in force
pertaining to said premises.

         11.      LESSEES shall not assign this LEASE or any interest therein,
and shall not lease or sublet said premises, or any part thereof, without the
prior written consent of LESSORS. A consent to one assignment or subletting
shall not be construed as a consent to any subsequent assignment or subletting.
Consent to sublease shall not be unreasonably withheld.

         12.      In case the premises shall be partially or totally destroyed
so as to become partially or totally untenable, the same shall be repaired or
rebuilt as speedily as possible at the expense of the LESSORS' insurer, unless
the LESSORS shall elect not to repair or rebuild as provided in Subparagraph (A)
below, and should there be a substantial interference with LESSEES' business, a
just and proportionate part of the fixed rent shall be abated until the premises
are repaired or rebuilt, unless said destruction is the fault of LESSEES.

                  (A)      If more than fifty percent (50%) of the leased
premises shall be destroyed or so damaged by fire or other casualty as to become
wholly untenable, then LESSORS may, if they so elect, rebuild or put said
building in good condition and fit for occupancy within a reasonable time after
such destruction or damage, or it may give notice terminating this Lease as of
the date not later than thirty (30) days after such damage or destruction. If
LESSORS elect to repair or rebuild the building, they shall, within thirty (30)
days after such damage or destruction, give LESSEES notice of their intention to
repair or rebuild and then shall proceed with reasonable speed to make the
repairs or to rebuild. Unless

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LESSORS elect to terminate this Lease, said LEASE shall remain in full force and
effect and the parties waive the provision of any law to the contrary.

         13.      The terms, covenants and conditions herein contained shall
apply to and bind and inure to the benefit of the heirs, successors,
administrators and permitted assigns of all the parties hereto.

         14.      Any signs to be placed upon said premises shall be subject to
the approval of LESSORS. LESSORS will continue to control the exterior
appearance of the building in order to preserve the historical character of the
structure. However, in appropriate circumstances, LESSORS will grant authority
to LESSORS to make changes.

         15.      It is understood and agreed that LESSEES are entitled to ten
(10) parking spaces and it is agreed these spaces are intended exclusively for
clients and customers of LESSEES. One or two of these spaces shall be designated
for handicapped use.

         16.      On the last day or sooner of termination of the Lease terms,
LESSEES shall quit and surrender the premises, vacuumed and dusted, in good
condition and repair (reasonable wear and tear and damage by act of God
excepted) together with alterations, additions and improvements that may have
been made in, to or on the premises, except moveable furniture or unattachable
trade fixtures put in at LESSEES' expense.

         17.      If LESSEES remain in possession of the premises after the
expiration of the Lease terms and without executing a new Lease, such holding
over shall be construed as a tenancy from month-to-month, subject to all the
conditions, provisions and obligations of this Lease insofar as the same are
applicable to month-to-month tenancy, except that LESSORS will be free to adjust
the rent.

         18.      If any action or proceeding is initiated by either party of
this Lease to enforce the provisions hereof, the unsuccessful party in any such
proceeding or litigation shall pay to the successful party reasonable attorney's
fees and court costs.

         19.      If the LESSEES at any time during the term of this Lease shall
(a) fail to make payment of any installment of rent or of any other sum here
specified to be paid to LESSEES, or (b) fail to observe or perform any of the
LESSEES' other covenants, agreements or obligations hereunder, and if such
default shall not be cured, as to (a) within ten (10) days after written notice
of such payor to make any payment, or as to (b) within thirty (30) days after
LESSORS shall have given to LESSEES written notice specifying such defaults,
other than payment or money, or (c) if the LESSEES are adjudicated a bankrupt or
insolvent, or has a receiver appointed for all or substantially all of his
business or assets, or a trustee appointed for it after a Petition has been
filed for LESSEES' reorganization under the Bankruptcy Act, or if LESSEES shall
vacate or abandon the leased premises, then in such event, the LESSORS shall
have the right, at their election, to give the LESSEES notice of LESSORS'
intention to terminate this LEASE and retake possession and thereupon all
LESSEES; rights, granted hereunder shall come to an end as fully as if such date
or the last day of whole term hereinabove specified, and the LESSEES hereby
covenants peaceably and quietly to yield up and surrender to LESSORS said Leased
premises.

         20.      For purposes of this lease, the amount of property taxes paid
in respect of this property in 2002 totaling Five thousand nine hundred
eighty-eight dollars ($5988) shall henceforth be the base year. LESSORS will
continue to pay the base year amount towards the annual property taxes due on
this property and LESSEES will pay the balance in monthly installments as an
addition to the monthly lease rate. However, this supplemental amount shall
remain the same from year to year throughout the lease once the amount has been
established. The clause reflects the intention of LESSEES to make substantial
investments in the leasehold to accommodate their use, such improvements
generating supplemental property taxation that will be recurring.

         21.      LESSORS agree to make the premises available on or about June
1, 2004 in order to allow LESSEES a two month rent-free period in order to
prepare the leasehold modifications prior to the commencement of the lease.

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         IN WITNESS WHEREOF, LESSORS and LESSEES have executed this Lease the
date and year first above written.


LESSORS:                                             LESSEES:

/s/ THOMAS W. STALLARD                 Yolo Community Bank, a California
----------------------------             Subchapter S Corporation
THOMAS W. STALLARD


/s/ MARGARET S. STALLARD               By: [illegible]
----------------------------               -------------------------------------
MARGARET S. STALLARD                       Title: President / CEO


                                           [illegible]
                                           -------------------------------------
                                           SVP / CFO


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