SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A
                    Amendment No. 1 (filed on January  10, 2001

(Mark One)

|X|  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934 for the quarterly period ended September 30, 2000, 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: 000-22797

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


                California                                    91-1775524
      -------------------------------                    -------------------
      (State or other jurisdiction of                      (I.R.S. Employer
       incorporation or organization)                     Identification No.)



 239 South Main Street, Red Bluff, California                    96080
 ---------------------------------------------                ----------
   (Address of principal executive offices)                   (Zip Code)

      (Registrant's telephone number, including area code): (530) 528-3000

             ------------------------------------------------------

     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.

  Common Stock, No Par Value: 1,898,510 shares outstanding (December 31, 2000)



<PAGE>2

Tehama Bancorp hereby amends Item 2. of Part I. of its quarterly  report on Form
10-Q for the quarterly period ended September 30, 2000 as follows:

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

Overview

     Tehama Bancorp (the  "Company") is the bank holding company for Tehama Bank
(the "Bank"), a state chartered,  Federal Reserve member-bank.  The following is
management's  discussion and analysis of the financial  condition and results of
operations  of the  Company  for  the  quarter  and  nine-month  periods  ending
September 30, 2000, with comparative data from the same periods ending September
30, 1999.  Some discussion may naturally focus solely on the Bank as that entity
comprises the substantial majority of the consolidated  company. The focus is on
information,  which is not otherwise  apparent from the financial  statements in
this quarterly  report.  Reference should be made to those statements for a more
thorough understanding of the analysis presented.

     The Bank's main  office is located at 333 Main  Street,  Red Bluff,  Tehama
County,  CA 96080,  with five other  community  branch  offices  located in: Los
Molinos (Tehama County), Chico (Butte County), Orland and Willows (Glenn County)
and Redding (Shasta County).  The Bank's  administrative  offices are located at
239 South Main Street, Red Bluff,  Tehama County, CA 96080. The Bank's principal
business  consists of attracting  deposits from the general public and using the
funds  to  originate  commercial,  real  estate  and  installment  loans to both
consumers  and  businesses.  The Bank's  primary  source of revenue is  interest
income from its loan and  investment  portfolios.  In addition to the Bank,  the
Company maintains a 50% ownership interest in Bancorp Financial  Services,  Inc.
("BFS"), a leasing company located in Sacramento,  CA. BFS concentrates on small
ticket  business  equipment and  automobile  leases over a broader  service area
encompassing numerous western states. On March 15, 2000, the Company invested an
additional $999,750 in BFS. After such investment,  the Company still maintained
a 50% ownership in BFS.

     On September 20, 2000,  Tehama Bancorp and Humboldt  Bancorp  announced the
signing of a definitive  Agreement  and Plan of  Reorganization  and Merger (the
"Agreement")  under which Humboldt  Bancorp will acquire all of the  outstanding
shares of common  stock of Tehama  Bancorp  pursuant  to a tax-free  exchange of
shares.  The  Agreement,  which has been approved  unanimously  by the Boards of
Directors of both companies,  is subject to conditions customary to transactions
of this type,  including  approval by the  shareholders of both Humboldt Bancorp
and Tehama Bancorp, approval by bank regulatory authorities, and satisfaction of
certain other terms and  conditions.  The merger will be accounted for under the
pooling-of-interests method of accounting.

     In addition to the historical  information contained herein, this Form 10-Q
quarterly  report may contain  certain  forward-looking  statements,  within the
meaning of the Securities  Act of 1933 and the Securities  Exchange Act of 1934,
as amended, and regulations issued thereunder.  Readers of this quarterly report
should understand that these  forward-looking  statements  involve certain risks
and  uncertainties  that could cause actual  results to differ  materially  from
those suggested in the forward-looking  statements.  Forward-looking  statements
use phrases such as "expected to" and "on target to." Risks and uncertainties in
forward-looking  statements  include,  but are not  limited  to,  the  following
factors: competitive pressure in the banking industry, changes in the regulatory
environment,  changes in the interest  rate  environment  and/or  volatility  in
interest  sensitive  deposits,  general economic  conditions in the Bank's major
service areas, a deterioration in credit quality resulting in an increase to the
provision for loan losses,  operational risks including data processing or other
technological  system failures,  asset / liability  matching risks and liquidity
risks, and changes in the securities markets.

Earnings Summary

     The  Company's  net income in the third  quarter of 2000 totaled  $904,531,
which was a 52.0%  increase over the third quarter of 1999.  Basic  earnings per
share for the third quarter of 2000 was $0.48 ($0.46 diluted)  compared to $0.32
($0.32  diluted) for the third quarter of 1999.  Growth in net income during the
third quarter is the  continuation of several business  strategies  initiated in
1999.  Increasing  the  resources  and focus on business  banking  relationships
throughout the Bank's service area resulted in significant  growth in commercial
and commercial  real estate loan bookings.  Average real estate loans  increased
$16,518,246 from a quarterly average of $58,381,044 in the third quarter of 1999
to  $74,899,290  in the third quarter of 2000.  Additionally,  the Bank's dealer
lending  business  continues  to  provide  steady  growth in the  consumer  loan
portfolio, which increased $18,658,928,  from a quarterly average of $27,904,717
in the third quarter of 1999 to  $46,563,645  in the third quarter of 2000.  The
Bank's  ATM Cash  Servicing  Department,  established  in  December  1998,  also
contributed significantly to the growth in other income.

     In 1991, Tehama Bank contracted with Cardservice International,  Inc. (CSI)
for the  solicitation on behalf of the Bank of merchants who accept credit cards
as payment for goods and services. As a result, the Bank has obtained electronic
credit card draft processing  relationships with approximately  27,000 merchants
on a nationwide  basis.  The Bank also entered into an agreement with First Data
Resources, Inc. for the processing of merchant credit card transactions. Because
of increased  competition for this business among community  banks, the Bank and
CSI  renegotiated  their contract in March of 1999 for an additional five years.
Among other things,  the contract  provided for a declining  level of fee income

<PAGE>3

over the life of the contract,  a provision  whereby the Bank reimburses CSI for
50% of the earnings on all funds held by the Bank for CSI,  and the  elimination
of  reimbursement  by CSI of personnel  costs  incurred by the Bank in providing
merchant card services to CSI.  Merchant card fee income  reflects a decrease of
11.5% in a comparison of third quarter 2000 to third quarter 1999. Fee income to
the Bank from CSI totaled $689,180 for the nine months ended September 30, 2000,
compared to $841,052 for the nine months ended  September  30, 1999.  Fee income
under the revised contract is expected to decline to  approximately  $900,000 in
2000, $700,000 in 2001, and $600,000 in 2002 and 2003.

     Net income for the nine months ended September 30, 2000 was $2,292,821,  an
increase of $809,230  (54.6%) over the same period in 1999.  Basic  earnings per
share for the nine months ended  September  30, 2000 was $1.21 ($1.18  diluted),
compared to $0.79 ($0.79 diluted) for the same period in 1999.

Balance Sheet Analysis

     Total assets of $243,070,186 at September 30, 2000 represent an increase of
$31,276,061 or 14.8% from the 1999 year-end figure of $211,794,125.  During this
same period net loans  increased  $23,907,413  or 16.7% while total  investments
decreased by $503,489 or 1.3%.  Total deposits of  $209,791,102 at September 30,
2000 represent an increase of $21,323,705 or 11.3% from the 1999 year-end figure
of $188,467,397.  Non-interest  bearing deposits were 24.5% of total deposits at
September 30, 2000,  compared with 26.9% at December 31, 1999.  Savings deposits
of  $39,719,030  at September 30, 2000  represents an increase of $24,144,180 or
155.0% from the 1999 year end figure of $15,574,850. This increase is due to the
introduction  of a  promotional  savings  product,  a high yield  account with a
$20,000 minimum balance requirement.

     The Company  also  invested in Class C  Lease-Backed  Notes issued by B F S
Funding  Company,  L.L.C.,  a  wholly  owned  subsidiary  of  Bancorp  Financial
Services,  Inc. The initial  investment  of  $2,375,654  was funded by long-term
borrowings  with  another  bank,  which  matures  in 2003.  The  balance  of the
investment and borrowings at September 30, 2000, was $2,042,693 and  $2,007,904,
respectively.

Allowance for Loan Losses

     The allowance for loan losses increased  $234,597 from December 31, 1999 to
September  30,  2000.  The  provision  for loan losses for the nine months ended
September 30, 2000 was $700,000 compared to $1,025,000 for the nine months ended
September 30, 1999.  The decrease in the provision is due to the  improvement in
the  quality of the loan  portfolio,  and  reduction  in loan  charge-offs.  The
allowance for loan losses reflects  management's  judgment as to the level which
is  considered  adequate  to  absorb  potential  losses  inherent  in  the  loan
portfolio.  This  allowance is increased  by  provisions  charged to expense and
reduced  by loan  charge-offs,  net of  recoveries.  Management  determines  the
provision  charged  to  expense  based  on an  on-going  analysis  of  the  loan
portfolio's product mix, delinquency ratios,  losses incurred and other factors.
The following table presents information concerning the allowance:

<TABLE>
<S>                                                          <C>                  <C>                   <C>

                                                              September 30, 2000   September 30, 1999    December 31, 1999
                                                              ------------------   ------------------    -----------------

Allowance at beginning of period                              $      2,148,074     $      2,080,831      $      2,080,831

Provision for loan losses                                              700,000            1,025,000             1,325,000

Losses charged to the allowance                                       (542,408)          (1,336,649)           (1,438,474)

Recoveries of amounts charged off                                       77,005              109,904               180,717
                                                              ------------------   ------------------    -----------------
Allowance at end of period                                    $      2,382,671     $      1,879,086      $      2,148,074
                                                              ==================   ==================    =================
Ending loan portfolio (Before allowance for loan losses)      $    169,315,829     $    137,494,102      $    145,173,819
                                                              ==================   ==================    =================
Ending allowance as a percentage of ending loan portfolio                 1.41%                1.37%                 1.48%
                                                              ==================   ==================    =================
</TABLE>

Nonaccrual, Past Due and Restructured Loans

     Tehama Bancorp's  current policy is to cease accruing  interest when a loan
becomes  90-days past due as to principal  or  interest;  when the full,  timely
collection of interest or principal becomes uncertain;  or when a portion of the
principal  balance has been charged off,  unless the loan is well secured and in

<PAGE>4

the  process of  collection.  When a loan is placed on  nonaccrual  status,  the
accrued  and  uncollected  interest  receivable  is  reversed  and  the  loan is
accounted for on the cash or cost recovery method  thereafter,  until qualifying
for return to  accrual  status.  Generally,  a loan may be  returned  to accrual
status when all delinquent  interest and principal  become current in accordance
with the terms of the loan  agreement  or when the loan is both well secured and
in process of collection.  The following table sets forth  nonaccrual  loans and
loans  past due 90 days or more as of  September  30,  2000,  June 30,  2000 and
December 31, 1999, respectively:

<TABLE>
<S>                                               <C>                    <C>                     <C>

(In Thousands)                                September 30, 2000    June 30, 2000     December 31, 1999
                                              -------------------   -------------     ------------------

Past due 90 days or more and still accruing:
  Real estate                                 $          1,390      $        27       $              75
  Commercial                                             1,377              858                     516
  Installment and other                                     49               33                      26
                                               -------------------   -------------     ------------------

    Total                                                2,816              918                     617

Nonaccrual loans                                           365              497                     751
                                              -------------------   -------------     ------------------
Total nonperforming loans                     $          3,181      $     1,415       $           1,368
                                              ===================   =============     ==================
Interest foregone                             $             28      $        40       $              70
                                              ===================   =============     ==================
</TABLE>


     At September 30, 2000, the recorded investment in loans that are considered
impaired was $89,000.  Such impaired loans had a valuation allowance of $45,000.
At June 30, 2000, the recorded  investment in impaired loans was $213,000.  Such
impaired loans had a valuation allowance of $106,000.  At December 31, 1999, the
recorded  investment in loans that are  considered  impaired was $259,000.  Such
impaired loans had a valuation  allowance of $78,000.  Tehama Bancorp recognized
no  interest  income on  impaired  loans  during  these  periods.  There were no
troubled debt  restructurings  or loan  concentrations in excess of 10% of total
loans not  otherwise  disclosed  as a category of loans as of December 31, 1999.
Management is not aware of any potential problem loans,  which were accruing and
current at December 31, 1999,  where  serious  doubt exists as to the ability of
the borrower to comply with the present repayment terms.

     The  increase  in loans  past due 90 days or more and  still  accruing  was
attributable to one agricultural  credit relationship in the aggregate amount of
$2.1 million  consisting of a combination of real estate and  commercial  loans.
These loans were pending a restructure and refinancing at September 30, 2000 and
were paid in full on October 6, 2000 from an unrelated lender.

Net Interest Income

     The primary  source of income for the Company is net interest  income,  the
difference  between  interest  earned  on assets  (loans  and  investments)  and
interest paid on deposits and other  borrowings  taken by the Bank to fund these
assets. Changes in net interest income can be attributed to changes in the yield
on  interest-earning  assets and to changes in the rate paid on interest-bearing
liabilities.   It  can  also  be   attributed   to  changes  in  the  volume  of
interest-earning  assets and interest-bearing  liabilities.  Net interest income
for the quarter  ending  September 30, 2000 totaled  $2,411,291,  an increase of
$142,474  (6.3%) increase over the $2,268,817 for the third quarter of 1999. Net
interest income for the nine months ended September 30, 2000 totaled $7,250,746,
an increase of $761,927 (11.7%) over the same period in 1999.

Non-Interest Income

     Non-interest  income  consists  primarily  of  service  charges  on deposit
accounts, other fees and charges collected by the Bank for both deposit accounts
and loans,  fee income  generated  by the  processing  of  merchant  credit card
transactions,  ATM cash servicing fees and earnings on life insurance  policies.
Non-interest   income  for  the  quarter  ending   September  30,  2000  totaled
$1,122,257,  an increase of 8.8% over the  $1,031,101  for the third  quarter of
1999.  Non-interest  income for the nine months ended September 30, 2000 totaled
$3,021,168,  an increase of $311,398  (11.5%) over the  $2,709,770  for the same
period in 1999.

     Deposit  account  service  charges for the quarter ended September 30, 2000
increased  16.5% (21.2% for the nine month period) from the same period in 1999.
Processing  fees on brokered loans declined  $54,216 or 85.0% ($137,170 or 63.3%
for the nine month period),  due to a decrease in origination volume as a result
of increased loan rates.  Merchant card  processing  revenue was down $50,000 or

<PAGE>5

20.0%  ($192,419 or 23.1% for the nine month period),  in line with  contractual
decreases in processing  volume and fee income.  Income from ATM cash  servicing
was up $182,732 or 109.3% in the third  quarter of 2000  ($496,665 or 198.3% for
the nine month period), from $167,260 in the third quarter of 1999 ($250,419 for
the nine month period), reflecting the startup of that unit in early 1999.

     The  Company's  share of net  income  from its joint  venture  in a leasing
company, Bancorp Financial Services,  decreased $41,244 or 45.4%, from the third
quarter of 1999,  and  increased  $35,221 or 12.2%  from the nine  months  ended
September 30, 1999.

Non-interest expense

     Non-interest  expense consists of salaries and related benefits,  occupancy
and  equipment  expense  and  other  expenses.   Non-interest   expense  totaled
$2,060,617 for the three months ended September 30, 2000, a decrease of $110,760
(5.1%) over the same period in 1999 and was $6,252,693 for the nine months ended
September 30, 2000, an increase of $129,595 (2.1%) over the same period in 1999.

     Personnel  expense was down  $22,585 or 2.1% for the third  quarter of 2000
($45,036 or 1.4% for the nine month  period)  compared with the third quarter of
1999, due primarily to staff reductions through attrition.

     Occupancy  expense  was up  $43,203  or 15.8% in the third  quarter of 2000
($137,282  or 18.1%  for the  nine  month  period),  primarily  attributable  to
increases in depreciation expense on bank premises and equipment associated with
new branch and loan center facilities.

     Other  expenses  were down  $131,378 or 15.6% in the third  quarter of 2000
compared with the third quarter of 1999, due primarily to reduction in legal and
professional   fees   specifically   related  to   renegotiation   of  a  credit
relationship.  Other  expenses were up $37,349 or 1.7% for the nine month period
over  the  same  period  in 1999,  due to  increases  in  public  relations  and
advertising  expenses,  increases in supplies,  telephone and postage  expenses,
increases in officers  salary  continuation  expenses and  increases in software
licensing  fees,  all  associated  with the  expansion of Bank  services and new
facilities.  The  renegotiated  merchant  card  processing  contract  included a
provision  whereby the Bank is obligated to reimburse  the outside  vendor for a
portion of the earnings on transaction  float  previously  retained by the Bank,
which also contributed to the increase in other expenses.

Net income before taxes

     Net income  before taxes was  $1,372,931  for the third quarter of 2000, an
increase of $544,390  (65.7%) over the  $828,541 for the third  quarter of 1999.
For the nine months  ended  September  30,  2000,  net income  before  taxes was
$3,319,221, an increase of $1,268,730 (61.9%) over the same period in 1999.

Income Taxes

     Income taxes accrued for the three months ended  September 30, 2000 totaled
$468,400 or 34.1% of net income before taxes, compared with $233,400 or 28.2% of
net income  before taxes for the same period in 1999.  Income taxes  accrued for
the nine months  ended  September  30, 2000 totaled  $1,026,400  or 30.9% of net
income before taxes,  compared with $566,900 or 27.6% of net income before taxes
for the same period in 1999.  Variations  in volumes of  tax-exempt  securities,
loans and leases, and their respective income, are primarily responsible for the
change in the tax rate.

Liquidity and Capital

     The Bank  manages  its  liquidity  to  ensure  that  sufficient  funds  are
available to support asset growth and satisfy cash flow requirements  created by
fluctuations in deposits.  Primary sources of liquidity include cash and amounts
due  from  correspondent  banks,  federal  funds  sold,  and  available-for-sale
investments.  The Bank's primary  liquidity ratio, the ratio of liquid assets to
total assets,  was 16.4% at September 30, 2000 compared to 20.6% at December 31,
1999 and  21.2%  at  September  30,  1999.  Another  indication  of a  company's
liquidity is its ratio of net loans to total  deposits.  The lower the ratio the
more liquid the Company's current position.  However,  since loans are generally
the highest  yielding  earning  asset,  the Bank  attempts to maximize  earnings
through  the  generation  of  additional  loans,  while  maintaining  sufficient
liquidity to meet its obligations. The loan-to-deposit ratio as of September 30,
2000 was 80.7% compared to a ratio of 75.9% at December 31, 1999 and 75.1% ratio
at September 30, 1999.

     Tehama  Bancorp's  sources of liquidity  consist of overnight funds sold to
correspondent banks, unpledged marketable  investments,  a Federal funds line of
credit with a  correspondent  bank,  a line of credit with the Federal Home Loan
Bank of San Francisco  backed by a pledge of marketable  investments,  and loans
held for sale.  Additional liquidity can be obtained through new borrowings from
the Federal Home Loan Bank of San Francisco secured by a pledge of eligible real
estate loans or sales of eligible real estate loans or the guaranteed portion of
government guaranteed loans in the secondary market,  promotional  activities to
attract new deposit accounts within the Bank's market areas, increasing the rate
paid on interest-bearing deposit accounts, and raising deposits,  primarily time

<PAGE>6


certificates  of  deposit,  outside the Bank's  market  area  through the use of
brokered  certificates of deposit or the use of national  certificate of deposit
quotation services.  The Bank has not obtained brokered  certificates of deposit
in the past and does not currently have any brokered  certificates of deposit on
its books.

     Capital  adequacy  is  generally  quantified  by  measures  established  by
regulatory  agencies and  requires the Company and the Bank to maintain  minimum
amounts of capital and ratios of capital to assets. Overall capital is monitored
by management on a daily basis and reported to the Company's  Board of Directors
on a monthly basis. The following table reflects the Company's capital ratios as
of September 30, 2000  compared to the minimum  regulatory  requirement  and the
minimum requirement for "well-capitalized" institutions.

<TABLE>
  <S>                                 <C>           <C>         <C>          <C>

                                       Company         Bank       Minimum      Well Capitalized
                                       -------        ------      -------      ----------------

  Leverage Ratio                         9.4%           7.6%        4.0%            5.0%

  Tier 1 Risk-Based Capital Ratio       11.9%           9.7%        4.0%            6.0%

  Total Risk Based Capital Ratio        13.1%          10.9%        8.0%           10.0%

</TABLE>

<PAGE>7


SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Company duly caused this report to be signed by the  undersigned  thereunto duly
authorized.




January 5, 2001                                 BY: /s/  RANDALL A. SHELL
----------------                                         ----------------------
     Date                                                Randall A. Shell
                                                         Senior Vice President &
                                                         Chief Financial Officer


January 5, 2001                                BY: /s/  WILLIAM P. ELLISON
----------------                                        -----------------------
     Date                                                William P. Ellison
                                                         President & Chief
                                                         Executive Officer