EXHIBIT 99.1

                   SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
                       UNDER PRIVATE SECURITIES LITIGATION
                REFORM ACT OF 1995; CERTAIN CAUTIONARY STATEMENTS


         Centennial  Bancorp   ("Bancorp")  and  its  representatives  may  make
forward-looking  statements  (as such term is defined in the Private  Securities
Litigation Reform Act) from time-to-time. Bancorp wants to invoke to the fullest
extent possible the protection of the Private  Securities  Litigation Reform act
and the  judicially  created  "bespeaks  caution"  doctrine with respect to such
statements.  Accordingly,  Bancorp is filing  this  Exhibit  99.1,  which  lists
certain  factors that may cause  actual  results to differ  materially  from the
results indicated in such forward-looking statements.

         This list is not necessarily exhaustive.  Bancorp and its subsidiaries,
Centennial  Bank and  Centennial  Mortgage  Co.,  operate in a rapidly  changing
environment, and new risk factors emerge periodically. There can be no assurance
that this Exhibit lists all material  risks to Bancorp at any specific  point in
time.

         Should  one or  more  of the  following  risks  materialize  or  should
Bancorp's  underlying  assumptions prove incorrect,  Bancorp's actual results or
outcome  may  vary  materially  from  those  described  in  its  forward-looking
statements.  Readers are cautioned not to rely on any forward-looking statements
in  making  investment  decisions.   Bancorp  does  not  intend  to  update  its
forward-looking statements.

IMPACT OF INTEREST RATES AND ECONOMIC CONDITIONS

         The results of operations for financial institutions, including Bancorp
and its  subsidiaries,  may be materially  and adversely  affected by changes in
prevailing economic conditions, including declines in real estate market values,
rapid changes in interest  rates or changes in the monetary and fiscal  policies
of the federal  government.  Bancorp's  profitability  depends on the difference
between the amount of interest it earns on investments and loans, and the amount
of  interest it pays on  deposits  and other  liabilities.  This  difference  is
referred to as interest  rate  spread.  Any decline in the economy in  Bancorp's
market  areas  could  have an adverse  effect on  Bancorp.  Like most  financial
institutions,  Bancorp's  net  interest  spread and margin  will be  affected by
general  economic  conditions and other factors which influence  interest rates.
Bancorp's assets and liabilities will be affected  differently by a given change
in  interest  rates.  Thus,  an  increase  or  decrease  in rates,  the terms of
Bancorp's  loans , or the mix of adjustable  and  fixed-rate  loans in Bancorp's
portfolio  could have a positive or  negative  effect on  Bancorp's  net income,
capital  and  liquidity.  A change  in  market  interest  rates  can also have a
significant impact on the Bank's ability to grow. Changes in rates may encourage
depositors to withdraw  deposit  account funds to invest in other  alternatives,
which  may  result  in  limited  funds  for  Bancorp  to  use in  making  loans.
Additionally,  changes in rates could  discourage  businesses and customers from
seeking new loans or could encourage them to pay off existing loans with Bancorp
through a refinancing with another  financial  institution.  Changes in interest
rates are not predictable or controllable. Negative developments in the economy,
or  Bancorp's  inability  to respond to such  changes,  could  adversely  affect
Bancorp and its subsidiaries.

         Most of the loans  originated by Centennial  Bank are made to borrowers
within the  Eugene/Springfield and Portland,  Oregon areas.  Centennial Bank has

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received  regulatory  approval to acquire from Northwest National Bank its Hazel
Dell branch office, which is located in Vancouver,  Washington.  The transaction
is expected to close in the Spring of 1999. This will be Centennial Bank's first
branch  outside  Oregon.   Adverse   changes  in  economic   conditions  in  the
Eugene/Springfield or Portland/Vancouver areas could impair Bancorp's ability to
collect loans and could otherwise have a negative effect on Bancorp's  financial
condition.

RISKS OF GROWTH STRATEGY

         Bancorp  intends to continue to pursue an  aggressive  growth  strategy
focused  primarily  upon its ability to develop new  account  relationships,  to
establish  new  Centennial  Bank  branches  in Oregon  and  Washington,  to make
acquisitions,  and to generate  loans and  deposits.  The  success of  Bancorp's
growth strategy will depend on its ability to manage credit risks, control costs
and provide  competitive  products  and services  while  rapidly  expanding  its
geographic  presence by branching or acquiring other banks or branches of banks.
There can be no assurance  that Bancorp will be  successful  in  increasing  its
volume of loans and  deposits  at  acceptable  risk  levels and upon  acceptable
terms,  expanding its asset base,  managing the costs and  implementation  risks
associated with its growth  strategy,  integrating any acquired  institutions or
branches or preventing  deposit  erosion at acquired  institutions  or branches.
Also, there can be no assurance that Bancorp's  expansion plans when implemented
will be  profitable.  Acquisitions  and  branching by Bancorp will be subject to
regulatory approvals, and there can be no assurance that Bancorp will succeed in
securing such  approvals.  Bancorp's  ability to pursue its growth strategy also
may be adversely affected by general economic conditions.

         As part of its  overall  growth  strategy,  Bancorp  from  time to time
considers  acquiring other banks.  Any acquisition by Bancorp would create risks
and  uncertainties,  including  the possible  issuance of  additional  shares of
Common Stock to pay for such acquisition,  which issuance may result in dilution
to the current Bancorp shareholders,  the diversion of management's attention to
acquisition  negotiations  and, if an acquisition  were  consummated,  Bancorp's
ability to effectively assimilate the acquired bank and branches.

         The banking  industry  generally has seen a trend toward  automation of
delivery of banking services,  a reduction in the number of full-service  branch
offices and a  de-emphasis  on personal  service.  This trend  appears to be the
result of  efforts  by banks to  reduce  costs and  increase  efficiency.  While
Bancorp  seeks to improve its  capacity to use  technological  innovations,  its
growth strategy is based on the belief that customer demand for personal contact
and  strategically  placed  branch  offices will  continue  for the  foreseeable
future.  Thus,  Bancorp  is  continuing  to expand its  branch  network  and the
availability to customers of well-trained  and highly  motivated  personnel at a
time when many banks are  consolidating  their branch  networks  and  automating
customer  responses.  There can be no assurance that Bancorp's  strategy will be
successful  or that  technological  advances by Bancorp's  competitors  will not
result in the loss of customer relationships. As a result of Bancorp's strategy,
its costs for  providing  banking  services may generally be higher than many of
its competitors for the foreseeable future.

         Bancorp's  growth  strategy  requires,  among  other  things,  expanded
operational systems,  the implementation of new control procedures,  and success
in hiring and retaining  skilled  employees.  Bancorp believes that its capital,
borrowings,  and expected  earnings will be sufficient to support its operations
and  anticipated  expansion  and to meet  all  regulatory  requirements  for the
foreseeable future. There can be no assurance that Bancorp will be successful in
implementing,  or will have the necessary  regulatory capital to implement,  its
growth strategy.


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CERTAIN LENDING RISKS

         The risk of borrowers  not paying their loans is inherent in commercial
banking.  Loan defaults may have a material adverse effect on Bancorp's earnings
and  overall  financial  condition.  The  risk of loss is  affected  by  general
economic  conditions,  the type of loan, the borrower's overall ability to repay
the loan,  and the  quality of the  collateral,  if any,  provided to Bancorp to
secure the loan.  Bancorp  offers a full range of loans to its  customers.  Some
types of loans carry a greater risk of default than other loans.

         Bancorp's loan portfolio  consists  primarily of commercial  loans (not
collateralized by real estate),  real estate  construction loans and real estate
mortgage  loans  (including  commercial  loans  collateralized  by real estate).
Commercial  loans that are  collateralized  by  property  other than real estate
generally  are  considered  to  involve  a  higher  degree  of risk  than  loans
collateralized by real estate, primarily because the non-real-estate  collateral
may be  difficult  to  repossess  and  liquidate.  Bancorp  focuses on small- to
medium-sized  businesses.  This results in a larger  concentration by Bancorp of
loans to such businesses.  As a result, Bancorp may assume greater lending risks
than institutions that tend to make loans to larger businesses.  Because payment
of  commercial  loans is typically  dependent  on the success of the  borrower's
business,  commercial  loans  are  affected  more by  adverse  general  economic
conditions  than real  estate  loans.  Construction  lending  also is subject to
substantial  risks,  such as construction  delays,  cost overruns,  insufficient
collateral and an inability to obtain permanent financing in a timely manner.

ALLOWANCE FOR LOAN LOSSES

         Bancorp's allowance for loan losses is maintained at a level considered
adequate  by  management  to absorb  anticipated  losses.  The  amount of future
losses,  however,  may be affected by changes in economic,  operating  and other
conditions,  including  changes in interest rates,  that may be beyond Bancorp's
control,  and  future  losses  may  exceed  current  estimates.  There can be no
assurance that Bancorp's allowance will be adequate to cover actual losses.

POTENTIAL LIABILITY FOR UNDERCAPITALIZED BANK SUBSIDIARY

         Under federal law, a bank holding  company may be required to guarantee
a capital plan filed by an  undercapitalized  bank  subsidiary  with its primary
regulator.  If the bank  defaults  under the plan,  the  holding  company may be
required to  contribute to the capital of the bank an amount equal to the lesser
of 5% of the bank's assets at the time it became  undercapitalized or the amount
necessary to bring the bank into compliance with applicable  standards.  Bancorp
is the sole shareholder of Centennial Bank.

COMPETITIVE BANKING ENVIRONMENT

         The banking and mortgage  lending  businesses in Oregon and  Washington
are highly  competitive.  Bancorp  competes  for loans and  deposits  with other
commercial  banks,  savings  banks,  savings  and  loan  associations,   finance
companies,  money  market  funds,  brokerage  firms,  credit  unions  and  other
nonfinancial institutions.  Many of these competitors have substantially greater
resources than Bancorp.  Many of Bancorp's competitors have substantially larger
lending  limits than Bancorp and offer  certain  services,  including  trust and
international  banking  services,  that  Bancorp  does not  provide.  The larger
institutions in Bancorp's  markets have  competitive  advantages over Bancorp in


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that they have higher public visibility and are able to maintain advertising and
marketing  activities  on a much  larger  scale than  Bancorp  can  economically
sustain.  By law, lending limits are dependent upon the capital of the financial
institution,  giving  larger  banks an  additional  competitive  advantage  with
respect to loan  applications  which are in excess of  Centennial  Bank's  legal
lending limits.

         Bancorp  also  competes  with other  community  banks  operating in its
market  areas.  Several  banks,  which focus on the same types of  customers  as
Bancorp,  have been formed in Bancorp's  market areas during the last few years.
In  addition,  out-of-state  banks  and  bank  holding  companies  headquartered
anywhere in the United  States are permitted to acquire  Oregon  state-chartered
banks that have been operating for three or more years. Statewide branch banking
also is  permitted  in Oregon  and  Washington.  As a result of such  interstate
banking  and  branch  banking,  Centennial  Bank  and  Centennial  Mortgage  may
experience increased competition in their respective market areas.

TECHNOLOGICAL CHANGES

         The banking  industry is undergoing  rapid  technological  changes with
frequent  introductions  of new  technology-driven  products  and  services.  In
addition to better  serving  customers,  effective use of  technology  increases
efficiency  and enables banks to reduce  costs.  Bancorp's  future  success will
depend in part on its  ability to address  the needs of its  customers  by using
technology to provide  products and services that will satisfy  customer demands
for convenience as well as to create additional  efficiencies in its operations.
Many of Bancorp's  competitors have substantially greater resources to invest in
technological  improvements  and  highly  skilled  technical  personnel.  To  be
competitive,  Bancorp may need to spend significant amounts on computer hardware
and  software,  and for  technical  personnel.  There can be no  assurance  that
Bancorp will be able to effectively implement new technology-driven products and
services or be  successful  in  marketing  these  products  and  services to its
customers.

GOVERNMENT RREULATION

         Bancorp and its subsidiaries, particularly Centennial Bank, are subject
to extensive federal and state  legislation,  regulation and supervision.  These
and other restrictions limit the manner in which Bancorp and Centennial Bank may
conduct their businesses and obtain financing. These laws are intended primarily
to protect depositors and are not for the benefit of shareholders.  In addition,
the burdens and  restrictions  imposed by federal and state banking  regulations
may place Centennial Bank at a competitive  disadvantage compared to competitors
who are less regulated.  Legislation and regulations  have had and will continue
to have a  significant  impact on the banking  industry.  Some  legislative  and
regulatory  changes  may  increase  Bancorp's  costs of doing  business,  assist
competitors  or otherwise  adversely  affect  Bancorp's  operations.  Bancorp is
unable to  predict  the  nature or extent of the  effects  on its  business  and
earnings  that  any  fiscal  or  monetary  policies,  or new  federal  or  state
legislation or regulations, may have in the future.

LEGAL PROCEEDINGS

         Periodically,  and in the ordinary  course of business,  various claims
and lawsuits are brought by and against  Bancorp and its  subsidiaries,  such as
claims to enforce liens, condemnation proceedings on properties in which Bancorp

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holds  security  interests,  claims  involving  the making and servicing of real
estate loans and other issues incident to Bancorp's business.

RISK OF LOSS AND BUSINESS INTERRUPTION FROM YEAR 2000 DATA PROCESSING PROBLEMS

         Bancorp is a user of computers,  computer  software and equipment using
embedded  microprocessors  that will be affected by the Year 2000 issue.  As the
century date change  occurs,  date-sensitive  systems that use a two-digit  date
field to designate a year may  recognize  the Year 2000 as 1900,  or not at all.
This inability to recognize or properly treat the Year 2000 may cause  erroneous
results,  ranging from system  failures to incorrect or  incomplete  processing.
Because  Bancorp is  substantially  dependent  on its  computer  systems and the
computer systems of third parties,  the failure of these systems to be Year 2000
compliant  could cause  substantial  disruption of Bancorp's  business and could
have a material  adverse  financial  impact on Bancorp.  Failure to resolve Year
2000 issues  presents the  following  risks to Bancorp:  (1) Bancorp  could lose
customers to other financial  institutions,  resulting in a loss of revenue,  if
Bancorp is unable to properly  process customer  transactions;  (2) governmental
agencies, such as the Federal Home Loan Bank, and correspondent banks could fail
to provide funds to Bancorp,  which could materially impair Bancorp's  liquidity
and  affect  Bancorp's  ability  to fund  loans  and  deposit  withdrawals;  (3)
Bancorp's  customers  could be unable  to  service  their  loans  from  Bancorp,
increasing  Bancorp's loan default rates;  (4) concern on the part of depositors
that Year 2000 issues  could impair  access to their  deposit  account  balances
could result in Bancorp's  experiencing  deposit  outflows prior to December 31,
1999; and (5) Bancorp could incur increased  personnel costs if additional staff
is required to perform  functions that inoperative  systems would have otherwise
preformed.





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