<PAGE> 1
                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

                            FORM 10-Q



 X  Quarterly report pursuant to Section 13 or 15(d) of the       
    Securities Exchange Act of 1934

For the quarterly period ended March 31, 1997 or

    Transition report pursuant to Section 13 or 15(d) of the      
    Securities Exchange Act of 1934

For the transition period from _________ to __________

Commission file number            2-77519-LA                

                     SARATOGA BANCORP                       
      (Exact name of registrant as specified in its charter)

            California                      94-2817587     
(State or other jurisdiction of          (I.R.S. Employer
incorporation or organization)          Identification No.)

     12000 Saratoga-Sunnyvale Road
     Saratoga, California                       95070  
(Address of principal executive offices)     (Zip Code)

Registrant's telephone number including area code (408) 973-1111 

                             NONE                               
(Former name, former address and former fiscal year, if changed
since last report)

     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.    Yes  X     No     

     Indicate the number of shares outstanding of each of the
issuer's classes of common stock as of the latest practicable date.


       CLASS           SHARES OUTSTANDING AT APRIL 25, 1997
   Common Stock                     1,050,173



                                
            The Index to Exhibits appears on Page 15
                                

                        Page 1 of 16 pages
<PAGE> 2
                  PART I - FINANCIAL INFORMATION

Item 1. Consolidated Condensed Financial Statements

                 SARATOGA BANCORP AND SUBSIDIARY
              CONSOLIDATED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
                                    March 31,        December 31,
                                      1997               1996*   
                                   (Unaudited)
<S>                              <C>              <C>
ASSETS
Cash and due from banks           $  4,912,000     $  4,543,000
Federal funds sold                  20,000,000       18,300,000
Total cash and equivalents          24,912,000       22,843,000
                                   
Securities available for sale       17,316,000       17,949,000
Securities held to maturity         23,526,000       24,111,000
Loans, net                          52,269,000       52,033,000
Other real estate owned              1,252,000        1,252,000
Premises and equipment               2,106,000        2,135,000
Other assets                         1,563,000        1,461,000
                                  
TOTAL ASSETS                      $122,944,000     $121,784,000
                                   ===========      ===========
LIABILITIES
Deposits:
  Non interest-bearing            $ 21,251,000     $ 22,823,000
  Interest-bearing                  70,352,000       66,621,000
Total deposits                      91,603,000       89,444,000
Federal funds purchased                 -             1,500,000
Other borrowings                    18,165,000       18,201,000
Accrued expenses and 
  other liabilities                    969,000          687,000

TOTAL LIABILITIES                  110,737,000      109,832,000
                                  
SHAREHOLDERS' EQUITY
Common stock, no par value;
 Authorized: 20,000,000 shares;    
 Issued and outstanding:
 1,036,392 shares                    4,461,000        4,461,000
Net retained earnings                7,996,000        7,717,000
Unrealized loss on securities 
 available for sale                   (250,000)        (226,000)  
                                    
TOTAL SHAREHOLDERS' EQUITY          12,207,000       11,952,000
TOTAL LIABILITIES AND
  SHAREHOLDERS' EQUITY            $122,944,000     $121,784,000
                                   ===========      ===========
</TABLE>
*Derived from the December 31, 1996 audited balance sheet included
in the Company's 1996 Annual Report on Form 10-K.

See notes to consolidated condensed financial statements.


<PAGE> 3                                      

                     SARATOGA BANCORP AND SUBSIDIARY
                    CONSOLIDATED CONDENSED INCOME STATEMENTS (Unaudited)
<TABLE>
<CAPTION>
                                            Three Months Ended
                                                March 31, 
                                          1997           1996
                                      ------------   ------------
<S>                                   <C>            <C>
INTEREST INCOME:
 Loans                                 $1,303,000     $  983,000
 Investment securities                    592,000        603,000
 Federal funds sold                       224,000        155,000 
                                      -----------    ----------- 
Total interest income                   2,119,000      1,741,000
                                      -----------    -----------
INTEREST EXPENSE:
 Deposits                                 731,000        618,000
 Other                                    280,000        196,000 
                                      -----------    ----------- 
Total interest expense                  1,011,000        814,000
                                      -----------    -----------
NET INTEREST INCOME BEFORE
 CREDIT FOR CREDIT LOSSES               1,108,000        927,000
Credit for credit losses                     -           (50,000)
                                      -----------    ----------- 
Net interest income after
 credit for credit losses               1,108,000        977,000
Other income                              122,000         70,000
Other expenses                            780,000        722,000
                                      -----------    -----------
INCOME BEFORE INCOME TAXES                450,000        325,000
Provision for income taxes                171,000        123,000
                                      -----------    ----------- 
NET INCOME                            $   279,000    $   202,000
                                      ===========    ===========

NET INCOME PER COMMON AND 
  EQUIVALENT SHARE                          $0.24          $0.18
                                      ===========    ===========

</TABLE>

See notes to consolidated condensed financial statements.           
<PAGEl\> 4
                    SARATOGA BANCORP AND SUBSIDIARY
      CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
<CAPTION>
                                             Three Months Ended
                                                   March 31,
                                              1997          1996    
OPERATIONS:
<S>                                     <C>            <C>
 Net income                              $    279,000   $   202,000
 
 Adjustments to reconcile net
   income to net cash provided
   by (used in)operating
   activities:
   Credit for credit losses                      -          (50,000)
   Depreciation and amortization               46,000        42,000
   Other, net                                 187,000      (234,000)  
Net cash provided by (used in)
 operating activities                         512,000       (40,000)

INVESTING ACTIVITIES:
  Proceeds from maturities of
    securities available for sale             690,000          -   
  Proceeds from maturities of
    securities held to maturity               647,000       533,000 
  Purchase of securities available 
    for sale                                     -       (8,321,000)
  Purchase of securities held to 
    maturity                                 (150,000)   (3,986,000)
  Net (increase) decrease in loans           (236,000)    1,340,000 
  Purchases of premises and equipment         (17,000)     (293,000)
  
Net cash provided by (used in)
  investing activities                        934,000   (10,727,000)

FINANCING ACTIVITIES:
  Net increase in deposits                  2,159,000     3,415,000 
  Payment of dividends                           -          (77,000)
  Net (decrease) increase in
    other borrowings                          (36,000)      974,000
  Decrease in federal funds purchased      (1,500,000)   (1,500,000)

Net cash provided by financing
  activities                                  623,000     2,812,000
                                              
NET INCREASE (DECREASE) IN CASH
  AND EQUIVALENTS                           2,069,000    (7,951,000)
Cash and equivalents,   
  Beginning of period                      22,843,000    22,939,000

Cash and equivalents,End of period        $24,912,000   $14,988,000
                                          ===========   ===========
</TABLE>

See notes to consolidated condensed financial statements.
<PAGE> 5
                 SARATOGA BANCORP AND SUBSIDIARY
       NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                
           QUARTERS ENDED MARCH 31, 1997 AND 1996

1.  The unaudited consolidated condensed financial statements
reflect all adjustments (which include only normal recurring
adjustments) which are, in the opinion of management, necessary to
state fairly the results for the periods presented.  The results
for the periods are not necessarily indicative of the results to be
expected for the full fiscal year.

2.  Per share amounts are calculated using the weighted average
shares outstanding plus the dilutive effect of shares issuable
under stock options.  The number of shares used to compute income
per share was 1,176,013 shares for the three month period ended
March 31, 1997 (1,089,378 shares for the comparable period in
1996).  In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 128,
"Earnings per Share" (SFAS 128).  Earlier application is not
permitted.

SFAS 128 replaces current EPS reporting requirements and requires
a dual presentation of basic and diluted EPS.  Basic EPS excludes
dilution and is computed by dividing net income by the weighted
average common shares outstanding for the period.  Diluted EPS
reflects the potential dilution that could occur if securities or
other contracts to issue common stock were exercised or converted
into common stock.

If SFAS 128 had been in effect during the current and prior year
periods, basic EPS would have been $0.27 and $0.20 for the quarters
ended March 31, 1997 and 1996, respectively.  Diluted EPS under
SFAS 128 would not have been significantly different than EPS
currently reported for the periods.

3.  There was no cash paid for income taxes during the three months
ended March 31, 1997.  For the three months ended March 31, 1996,
cash paid for income taxes was $209,000.   During the three months
ended March 31, 1997 and 1996, cash paid for interest was $959,000
and $606,000, respectively.
<PAGE> 6
                 SARATOGA BANCORP AND SUBSIDIARY


Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.


Summary of financial results

At March 31, 1997, total assets were $122,944,000, an increase of
$1,160,000 (1.0%) from $121,784,000 at December 31, 1996.  Net
loans increased $236,000 from $52,033,000 at December 31, 1996 to
$52,269,000 at March 31, 1997.  Total deposits increased $2,159,000
(2.4%) from $89,444,000 at year-end 1996 to $91,603,000 at March
31, 1997.  

Net income for the first quarter of 1997 was $279,000 or $.24 per
share compared to $202,000 ($.18 per share) for the comparable
period in 1996.

The increase in income resulted primarily from an increase in the
volume of earning assets, offset in part by a decrease in the yield
on earning assets and an increase in interest expense due to the
increased volume of interest-bearing liabilities.


RESULTS OF OPERATIONS



FIRST QUARTER OF 1997 AND 1996


Certain matters discussed or incorporated by reference in this
Quarterly Report on Form 10-Q are forward-looking statements that
are subject to risks and uncertainties that could cause actual
results to differ materially from those projected.  Such risks and
uncertainties include, but are not limited to, matters described in
Item 2 - "Management's Discussion and Analysis of Financial
Condition and Results of Operations."  Therefore, the information
set forth therein should be carefully considered when evaluating
the the business prospects of the Company and the Bank.

An analysis of the results of operations of the Company for the
first quarter of 1997 compared to the first quarter of 1996 is
presented below:
<PAGE> 7
Net interest income

Net interest income, the difference between interest earned on
loans and investments and interest paid on deposits, is the
principal component of the Bank's earnings.  The components of net
interest income are as follows:

                                   Three months ended March 31,
<TABLE>
<CAPTION>
                               1997                        1996           
                      Average           Average  Average           Average
                      Balance  Interest Yield(1) Balance  Interest Yield(1)
                                (In thousands, except percentages)
<S>                 <C>         <C>            <C>        <C>     <C>
Assets:
Earning assets:
  Loans (2)          $ 53,050    $1,303  9.8%    $37,547    $ 983  10.5%
  Securities           41,558       592  5.7      37,961      603   6.4 
  Federal funds sold   17,777       224  5.0      11,880      155   5.2 
  Total interest
    earning assets    112,385     2,119  7.5      87,388    1,741   8.0 
Cash and due from 
  banks                 4,446                      3,937
Other assets (3)        3,992                      4,204
                     $120,823                    $95,529
                     ========                    =======
Liabilities and 
  Shareholders'
  Equity:
Interest-bearing 
  liabilities:
  Demand deposits    $ 37,006       311  3.4     $24,163       202  3.3 
  Time deposits        31,715       420  5.3      31,051       416  5.4 
  Other borrowings     18,183       280  6.2      12,095       196  6.5  
  Total interest-
    bearing
    liabilities        86,904     1,011  4.7      67,309       814  4.8 
Demand deposits        21,033                     16,237
Other liabilities         774                        877
Total liabilities     108,711                     84,423
Shareholders' equity   12,112                     11,106
                     $120,823                    $95,529
                     ========                    =======

Net interest income and margin   $1,108  3.9%                 $927  4.2%
                                 ======                     ======
</TABLE>
(1)  Annualized.
(2)  Loan interest income includes loan fee income of $83,000 and
     $77,000 for the quarters ended March 31, 1997 and 1996,
     respectively.
(3)  Other assets include the average allowance for credit losses 
     of $623,000 and $761,000 and deferred loan fees of $325,000  
     and $295,000 for the quarters ended March 31, 1997 and 1996, 
     respectively. 
<PAGE> 8
Provision for credit losses

The Bank maintains an allowance for possible credit losses which is
based, in part, on the Bank's historical loss experience, the
impact of forecasted economic conditions within the Bank's market
area, and, as applicable, the State of California, the value of the
underlying collateral, loan performance and inherent risks in the
loan portfolio.  The allowance is reduced by charge-offs and
increased by provisions for credit losses charged to operating
expense and recoveries of previously charged-off loans.   During
the first quarter of 1997, the Bank did not record a provision for
credit losses. During the first quarter of 1996, the Bank reversed
$50,000 from the allowance for credit losses.  There were $18,000
in loans charged-off and $10,000 in recoveries in the first quarter
of 1997, compared to $29,000 in loans charged-off and $11,000 in
recoveries in the first quarter of 1996.  
  
At March 31, 1997, the allowance for credit losses was $620,000 or
1.2% of total loans, compared to $628,000 or 1.2% at December 31,
1996.  There were no nonaccrual loans at March 31, 1997 or December
31, 1996.

At March 31, 1997 and December 31, 1996, there were no loans past
due 90 days or more as to principal or interest and still accruing
interest.  There was one loan at March 31, 1997 in the amount of
$183,000 which was a troubled debt restructuring as defined in
Statement of Financial Accounting Standards No. 15, "Accounting by
Debtors and Creditors for Troubled Debt Restructuring."  At March
31, 1997, there were five potential problem loans having a combined
principal balance of $788,000 ($1,140,000 at December 31, 1996). 
Potential problem loans are loans which are generally current as to 
principal and interest but have been identified by the Company as
potential problem loans due either to a decrease in the underlying
value of the property securing the credit or some other
deterioration in the creditworthiness of the borrower.  All of the
five loans identified as potential problem loans are secured by
real estate and personal property.

Other Real Estate Owned ("OREO") totalled $1,252,000 at March 31,
1997 and December 31, 1996.  OREO consisted of a 12 lot subdivision
with an appraised value in excess of the Bank's carrying value. 
The Company is actively marketing the property.
<PAGE> 9
Nonperforming loans and OREO are summarized below:

                              March 31, 1997   December 31, 1996
Nonperforming loans:
  Past due 90 days or more      $     -          $     -   
  Nonaccrual                          -                -   
    
    Total                             -                -   

Other real estate owned          1,252,000        1,252,000

Total nonperforming loans and
  other real estate owned       $1,252,000       $1,252,000
                                ==========       ==========

Management is of the opinion that the allowance for credit losses
is maintained at an adequate level for known and currently
anticipated future risks inherent in the loan portfolio.  However,
the Bank's loan portfolio, which includes approximately $31,000,000
in real estate loans representing approximately 60% of the
portfolio, could be adversely affected if California economic
conditions and the real estate market in the Bank's market area
were to weaken.  The effect of such events, although uncertain at
this time, could result in an increase in the level of
nonperforming loans and OREO and the level of the allowance for
loan losses which could adversely affect the Company's and the
Bank's future growth and profitability.

NONINTEREST INCOME

Other income consists of service charges on deposit accounts,
income from assets acquired for lease and fees for other
miscellaneous services.  Total other income increased from $70,000
in the first quarter of 1996 to $122,000 in the first quarter of
1997.  This increase is primarily attributable to an increase in
service charges assessed on deposit accounts and gain on sale of
loans of $12,000.

NONINTEREST EXPENSE
Other expenses increased from $722,000 in the first quarter of 1996
to $780,000 in the first quarter of 1997.  This increase is
primarily attributable to an increase in salary and legal expenses.
As a percentage of average earning assets, other expenses for the
first quarter, on an annualized basis, were 3.3% and 2.8% in 1996
and 1997, respectively.
<PAGE> 10
LIQUIDITY AND CAPITAL RESOURCES

The Bank manages its liquidity to provide adequate funds at an
acceptable cost to support borrowing requirements and deposit flows
of its customers.  Liquid assets as a percentage of deposits were
46% at March 31, 1997 and December 31, 1996.  In addition to cash
and due from banks, liquid assets include Federal funds sold and
securities available for sale.  The Bank has $11.0 million in
Federal funds lines of credit available with correspondent banks to
meet liquidity needs.

Management regularly reviews general economic and financial
conditions, both external and internal, and determines whether the
positions taken with respect to liquidity and interest rate
sensitivity continue to be appropriate.  The Bank also utilizes a
monthly "Gap" report which identifies rate sensitivity over the
short- and long-terms.


The following table sets forth the distribution of repricing
opportunities, based on contractual terms, of the Company's earning
assets and interest-bearing liabilities at March 31, 1997, the
interest rate sensitivity gap (i.e. interest rate sensitive assets
less interest rate sensitive liabilities), the cumulative interest
rate sensitivity gap, the interest rate sensitivity gap ratio (i.e.
interest rate sensitive assets divided by interest rate sensitive
liabilities) and the cumulative interest rate sensitivity gap
ratio.

Based on the contractual terms of its assets and liabilities, the
Bank is currently liability sensitive in terms of its exposure to
interest rates through the next five years.  In other words, the
Bank's liabilities reprice faster than its assets during the next
five years.
<PAGE> 11
DISTRIBUTION OF REPRICING OPPORTUNITIES
At March 31, 1997
(Dollars in thousands)
<TABLE>
<CAPTION>
                            After Three After Six   After One
                   Within   Months But  Months But  Year But   After 
                   Three    Within Six  Within One  Within     Five 
                   Months     Months       Year     Five Years Years    Total  
<S>                 <C>       <C>         <C>        <C>      <C>      <C>
Federal funds sold   $20,000   $   -       $   -      $   -    $   -    $20,000
Municipal securities     230       405         -        2,209    2,648    5,492
U.S. Treasury and                                                          
 Agency securities     3,493       -         2,709      8,142   17,553   31,987 
FRB/FHLB stock           -         -           -          -      3,453    3,453
Loans                 27,608     2,389       2,536      7,022   13,659   53,214

Total earning assets $51,331   $ 2,794     $ 5,245    $17,373  $37,313 $114,056

Interest-bearing
  demand deposits    $40,055   $   -       $   -      $   -    $    -   $ 40,055
Savings deposits       3,958       -           -          -         -      3,958
Time certificates of
  deposit of $100,000
  or more              4,977   $ 1,922     $ 1,787    $ 2,929       -     11,615
Other time deposits    4,866     1,776       4,380      3,703       -     14,725
Other borrowings        -          -           -        7,103  $11,062    18,165
                    
Total interest-bearing
  liabilities        $53,856    $3,698     $ 6,167    $13,735  $11,062  $ 88,518

Interest rate
  sensitivity gap    $(2,525)  $  (904)    $  (922)   $ 3,638  $26,251  $ 25,538
                    =======   =======     =======     =======  =======  ========
Cumulative interest
  rate sensitivity
  gap                $(2,525)  $(3,429)    $(4,351)   $  (713)  $25,538
                     =======   =======     =======    =======   =======
Interest rate
  sensitivity gap
  ratio                0.95%     0.76%       0.85%      1.26%     3.37%

Cumulative interest
  rate sensitivity
  gap ratio            0.95%     0.94%       0.93%      0.99%     1.29%
</TABLE>
<PAGE> 12
The Company and the Bank are subject to capital adequacy guidelines
issued by the Board of Governors of the Federal Reserve System (the
"Board of Governors") and the Office of the Comptroller of the Currency
("OCC"). The Company and the Bank are required to maintain total capital
equal to at least 8% of assets and commitments to extend credit,
weighted by risk, of which at least 4% must consist primarily of common
equity including retained earnings (Tier 1 capital) and the remainder
may consist of subordinated debt, cumulative preferred stock or a
limited amount of loan loss reserves.  Certain assets and commitments to
extend credit present less risk than others and will be assigned to
lower risk-weighted categories requiring less capital allocation than
the 8% total ratio.  For example, cash and government securities are
assigned to a 0% risk-weighted category, most home mortgage loans are
assigned to a 50% risk-weighted category requiring a 4% capital
allocation and commercial loans are assigned to a 100% risk-weighted
category requiring an 8% capital allocation.  As of March 31, 1997, the
Company's total risk-based capital ratio was approximately 18.4%
(approximately 17.3% for the Bank) compared to approximately 18.0%
(approximately 17.1% for the Bank) at December 31, 1996.

The Board of Governors and the OCC adopted a 3% minimum leverage ratio
for banking organizations as a supplement to the risk-weighted capital
guidelines.  The minimum leverage ratio is intended to limit the ability
of banking  organizations to leverage their equity capital base by
increasing assets and liabilities without increasing capital
proportionately.  The 3% minimum leverage ratio constitutes a minimum
ratio for well-run banking organizations.   Organizations experiencing
or anticipating significant growth or failing to meet certain BGFRS
standards will be required to maintain a minimum leverage ratio ranging
from 100 to 200 basis points in excess of the 3% ratio.  

The following table reflects the Company's leverage, Tier 1 and total
risk-based capital ratios as of March 31, 1997 and December 31, 1996.

                                March 31, 1997  December 31, 1996
Leverage ratio                         9.8%             10.5%
Tier 1 capital ratio                  17.5%             17.1% 
Total risk-based capital ratio        18.4%             18.0%

On December 19, 1991, the President signed the Federal Deposit Insurance
Corporation Improvement Act of 1991 ("FDICIA").   The FDICIA, among
other matters, substantially revised banking regulations and established
a framework for determination of capital adequacy of financial
institutions.  Under the FDICIA, financial institutions are placed into
one of five capital adequacy catagories as follows: (1) "Well
capitalized" - consisting of institutions with a total risk-based
capital ratio of 10% or greater, a Tier 1 risk-based capital ratio of 6%
or greater and a leverage ratio of 5% or greater, and the institution is
not subject to an order, written agreement, capital directive or prompt
corrective action directive; (2) "Adequately capitalized" - consisting
of institutions with a total risk-based capital ratio of 8% or greater,
a Tier 1 risk-based capital ratio of 4% or greater and a leverage ratio
<PAGE> 13
of 4% or greater, and the institution does not meet the definition of a
"well capitalized" institution; (3) "Undercapitalized" - consisting of
institutions with a total risk-based capital ratio less than 8%, a Tier
1 risk-based capital ratio of less than 4%, or a leverage ratio of less
than 4%; (4) "Significantly undercapitalized" - consisting of
institutions with a total risk-based capital ratio of less than 6%, a
Tier 1 risk-based capital ratio of less than 3%, or a leverage ratio of
less than 3%; (5) "Critically undercapitalized" - consisting of an
institution with a ratio of tangible equity to total assets that is
equal to or less than 2%.

Financial institutions classified as undercapitalized or below are
subject to various limitations including, among other matters, certain
supervisory actions by bank regulatory authorities and restrictions
related to (i) growth of assets, (ii) payment of interest on
subordinated indebtedness, (iii) payment of dividends or other capital
distributions, and (iv) payment of management fees to a parent holding
company.  FDICIA requires bank regulatory authorities to initiate
corrective action regarding financial institutions which fail to meet
minimum capital requirements.  Such action may result in orders to,
among other matters, augment capital and reduce total assets. 
Critically undercapitalized financial institutions may also be subject
to appointment of a receiver or implementation of a capitalization plan.

OTHER MATTERS

From time to time, the Company's Board of Directors reviews and consults
with advisors, including investment banking and legal advisors,
regarding banking industry trends and developments, as well as internal
and external opportunities to maximize shareholder value.  Such reviews
and consultations include evaluating and comparing internal results of
operations projections and external opportunities for mergers,
acquisitions, reorganizations, or other transactions with third parties
which may be in the interests of the Company's shareholders.  The
Company's Board of Directors considers such periodic review and
consultation to be important as part of their analysis of the Company's
value and prospects in the changing banking environment and in view of
the current consolidation activity within the banking industry.
<PAGE> 14

                     PART II - OTHER INFORMATION

Item 1. Legal Proceedings

          Not applicable

Item 2. Changes in Securities
          
          Not applicable

Item 3. Defaults upon Senior Securities

          Not applicable

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

          Not applicable

Item 5. Other Information

          Not applicable

Item 6. Exhibits and Reports on Form 8-K

(a)  (3)  Exhibits

     27.1 Financial Data Schedule

(b)  Reports on Form 8-K

     On April 1, 1997, Registrant filed a Current Report on 
     Form 8-K, dated March 31, 1997, reporting under Item
     6 (Resignations of registrant's directors) the resignation 
     of Neal A. Cabrinha. 

         
                             SIGNATURES

PURSUANT TO THE REQUIREMENTS 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.


                               SARATOGA BANCORP


                              Richard L. Mount
Date: May 8, 1997             -------------------------
                              Richard L. Mount, President
                             (Principal Executive Officer)
                      
                                  
                                  
                                  
<PAGE> 15                                  
                         INDEX TO EXHIBITS
                                             
                                                  Sequentially
                                                    Numbered
Number                   Exhibits                     Page

 27.1          Financial Data Schedule                 16