<PAGE>   1

                                    FORM 10-Q

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

(Mark One)

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

For the quarterly period ended March 31, 2001.

[ ]   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: 333-43021
                                                -----------

                                    VIB Corp
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


              California                                   33-0780371
   -------------------------------                     -------------------
   (State or Other Jurisdiction of                       (IRS Employer
   Incorporation or Organization)                      Identification No.)


                  1498 Main Street, El Centro, California 92243
                 -----------------------------------------------
                    (Address of Principal Executive Offices)

                                 (760) 337-3200
                                ----------------
              (Registrant's Telephone Number, Including Area Code)

--------------------------------------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                         it changed since Last Report)

     Indicate by check mark whether the registrant (1) 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  [ ]


                      APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the issuer's classes of common
 stock, as of the latest practicable date: 12,233,681 shares as of May 7, 2001.



<PAGE>   2



                                     PART 1
                              FINANCIAL INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS

The following Consolidated Balance Sheets, Consolidated Statements of Income,
Consolidated Statements of Cash Flows, and Consolidated Statement of
Stockholders' Equity for the period ended March 31, 2001 have been prepared by
VIB Corp (the "Company") without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations and changes in
financial condition at or for the period ended March 31, 2001 have been made.
The results of operations for the period ended March 31, 2001 are not
necessarily indicative of the results that may be expected for the full year.


                                        2
<PAGE>   3


                            VIB CORP AND SUBSIDIARIES
                 Consolidated Statements of Financial Condition
                       March 31,2001 and December 31,2000
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                    March 31            December 31
                                                                                      2001                  2000
                                                                                 ---------------       ---------------
<S>                                                                              <C>                   <C>
ASSETS

Cash and due from banks                                                          $    47,318,495       $    51,604,079
Federal funds sold                                                                    25,300,000                  --
                                                                                 ---------------       ---------------
                       Total cash and cash equivalents                                72,618,495            51,604,079

Interest bearing deposits                                                                464,983             1,447,888

Investment Securities: (note B)
         Securities available for sale                                               149,164,251           189,876,563
         Securities held to maturity                                                   2,375,413             2,440,928
                                                                                 ---------------       ---------------
                       Total investment securities                                   151,539,664           192,317,491

Federal Home Loan and Federal Reserve Bank stock, at cost                              8,518,150             9,185,249

Loans: (note C)
         Commercial                                                                  102,227,179           139,020,547
         Agricultural                                                                 57,860,416            70,217,153
         Real estate-construction                                                    132,790,773           129,170,418
         Real estate-other                                                           484,922,758           453,041,114
         Consumer                                                                     36,173,414            36,280,567
                                                                                 ---------------       ---------------
                       Total Loans                                                   813,974,540           827,729,799

Net deferred loan fees                                                                (3,939,255)           (4,007,270)
Allowance for credit losses                                                           (8,804,343)           (8,297,814)
                                                                                 ---------------       ---------------
                       Net Loans                                                     801,230,942           815,424,715

Premises and equipment                                                                13,682,141            13,863,823
Other real estate owned                                                                2,732,315             1,359,905
Cash surrender life insurance                                                         20,338,743            19,990,350
Deferred tax asset                                                                     5,998,158             6,923,000
Intangible assets                                                                     18,114,260            18,435,865
Accrued interest and other assets                                                     10,730,991            12,375,595
                                                                                 ---------------       ---------------
TOTAL ASSETS                                                                     $ 1,105,968,842       $ 1,142,927,960

</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements.



                                        3
<PAGE>   4


                            VIB CORP AND SUBSIDIARIES
                 Consolidated Statements of Financial Condition
                       March 31,2001 and December 31,2000
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                             March 31           December 31
                                                               2001                2000
                                                         ----------------     ---------------
<S>                                                      <C>                  <C>
LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:
         Noninterest-bearing demand                      $   207,564,059      $   211,541,381
         Money Market and NOW                                206,743,922          208,177,709
         Savings                                              64,954,012           62,657,235
         Time deposits under $100,000                        243,311,398          220,547,372
         Time deposits $100,000 and over                     200,483,419          207,314,327
                                                         ---------------      ---------------
                       Total Deposits                        923,056,810          910,238,024

Fed funds purchased                                                 --                750,000
Federal Home Loan Bank advances                               64,000,000          118,200,000
Capital lease obligations                                      2,961,741            2,954,995
Company-obligated mandatorily redeemable
    Capital Securities of subsidiary trusts holding
    solely Subordinated Debentures of the Company             32,400,000           32,400,000
Accrued interest and other liabilities                         9,098,489            7,534,152
                                                         ---------------      ---------------
                       Total Liabilities                   1,031,517,040        1,072,077,171

Stockholders' Equity:
         Preferred shares, no par value;
           10,000,000 shares authorized;
           issued 0 shares in 2001 and 2000                         --                   --
         Common shares,no par value, Authorized
           25,000,000 in 2001 and 2000,
           Outstanding: 12,228,894 in 2001 and
           12,168,644 in 2000                                 62,562,182           62,283,298
         Undivided Profits                                    11,278,132            9,173,494
         Accumulated other comprehensive
           income, net of tax of $424,932 in
           2001 and $(421,122) in 2000                           611,488             (606,003)
                                                         ---------------      ---------------
                       Total Stockholders' Equity             74,451,802           70,850,789
                                                         ---------------      ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY               $ 1,105,968,842      $ 1,142,927,960


</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements.


                                        4
<PAGE>   5


                            VIB CORP AND SUBSIDIARIES
                        Consolidated Statements of Income
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                              For the Three Month
                                                                   Periods Ended
                                                           March 31,        March 31,
                                                             2001             2000
                                                         -------------     ------------
<S>                                                        <C>              <C>
Interest Income:
       Interest and Fees on Loans                          $19,627,057      $17,405,470
       Interest on Investment Securities-Taxable             2,134,193        2,248,934
       Interest on Investment Securities-Nontaxable            689,423          681,539
       Other Interest Income                                    33,456           46,163
                                                           -----------      -----------
Total Interest Income                                       22,484,129       20,382,106

Interest Expense:
       Interest on Money Market and NOW                      1,573,840        1,163,273
       Interest on Savings Deposits                            237,745          308,417
       Interest on Time Deposits                             6,526,185        5,133,976
       Interest on Other Borrowings                          2,355,285        2,469,119
                                                           -----------      -----------
Total Interest Expense                                      10,693,055        9,074,785
                                                           -----------      -----------

Net Interest Income                                         11,791,074       11,307,321

Provision for Credit Losses                                    750,000          850,000
                                                           -----------      -----------

Net Interest Income after Provision for Credit Losses       11,041,074       10,457,321

Non-interest Income:
       Service Charges and Fees                              1,566,327        1,513,910
       Gain on Sale of Loans and Servicing Fees                309,959          281,669
       Gain on Sale of Securities                              830,895             --
       Other Income                                            280,179          218,234
                                                           -----------      -----------
Total Non-interest Income                                    2,987,360        2,013,813

Non-interest Expense:
       Salaries and Employee Benefits                        5,397,388        4,984,064
       Occupancy Expenses                                      863,274          733,640
       Furniture and Equipment                                 846,294          735,095
       Other Expenses (note D)                               3,704,540        3,306,776
                                                           -----------      -----------
Total Non-interest Expense                                  10,811,496        9,759,575
                                                           -----------      -----------

Income Before Income Taxes                                   3,216,938        2,711,559

Income Taxes                                                 1,112,300          871,325
                                                           -----------      -----------

Net Income                                                 $ 2,104,638      $ 1,840,234

Per Share Data: (note E)

       Net Income - Basic                                  $      0.17      $      0.15

       Net Income - Diluted                                $      0.17      $      0.15

</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements.


                                        5
<PAGE>   6

                           VIB CORP AND SUBSIDIARIES
                 Consolidated Statement of Stockholders' Equity

<TABLE>
<CAPTION>

                                                             Common Shares                         Accumulated
                                                       -------------------------                      Other
                                                        Number of                    Undivided    Comprehensive
                                                          Shares        Amount        Profits         Income           Total
                                                        ----------   ------------   -----------     -----------     -----------
<S>                                                     <C>          <C>            <C>             <C>             <C>
Balance January 1,2000                                  11,443,037   $ 57,449,500   $ 5,252,469     $(4,456,609)    $58,245,360

Comprehensive Income
      Net income                                                                      8,620,407                       8,620,407
      Other comprehensive income
           Unrealized gain on securities, net
           of taxes of $2,681,226                                                                     3,850,606       3,850,606
                                                                                                                    ------------
Total Comprehensive income                                                                                            12,471,013

Cash dividends                                                                          (15,784)                        (15,784)

Stock dividend                                             696,289      4,683,598    (4,683,598)                              -

Exercise of stock options                                   29,318        150,200                                       150,200
                                                        ----------   ------------   -----------       ---------     -----------
Balance at December 31,2000                             12,168,644     62,283,298     9,173,494        (606,003)     70,850,789

Comprehensive Income
      Net income                                                                      2,104,638                       2,104,638
      Other comprehensive income
           Unrealized gains on securities, net
           of taxes of $1,186,720                                                                     1,707,719       1,707,719
             Less reclassification adjustments
               for gains included in net income,net
               of taxes of $340,667                                                                    (490,228)       (490,228)
                                                                                                                    ------------
      Total Other comprehensive income                                                                                1,217,491
                                                                                                                    -----------
Total Comprehensive income                                                                                            3,322,129

Exercise of stock options                                   60,250        278,884                                       278,884
                                                        ----------   ------------   -----------       ---------     -----------
Balance at March 31,2001                                12,228,894   $ 62,562,182   $11,278,132       $ 611,488     $74,451,802
                                                        ==========   ============   ===========       =========     ===========

</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements.


                                        6
<PAGE>   7

                           VIB CORP AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                For the Three-Month
                                                                                   Periods Ended
                                                                                     March 31,
                                                                           -------------------------------
                                                                               2001                2000
                                                                           ------------       ------------
<S>                                                                        <C>                <C>
Cash flow from operating activities:
Net income                                                                 $  2,104,638       $  1,840,234
Adjustments to reconcile net income to net
  cash provided by operating activities:
    Depreciation and amortization                                             1,029,735            864,573
    Deferred income taxes                                                        70,423           (208,660)
    Provision for credit losses                                                 750,000            850,000
    Originations of loans held for sale                                     (12,026,304)        (9,804,286)
    Proceeds from sale of loans                                              13,757,465          7,904,727
    Net gain on loan sales and securitization                                  (208,481)          (173,037)
    Loss on sale of other real estate owned                                      81,148             22,754
    Net increase/(decrease) in cash surrender value of life insurance          (348,393)          (269,522)
    Net realized gains in available for sale securities                        (830,895)              --
    Net amortization of premium/discount on available
      for sale securities                                                       (18,524)            65,387
    Net change in accrued interest, other assets,
      and other liabilities                                                   3,217,308          1,769,045
                                                                           ------------       ------------

       Net cash provided by operating activities                              7,578,120          2,861,215

    Cash flow from investing activities:
      Purchases of investment securities                                    (17,911,993)        (7,640,853)
      Net cash used for purchase of King's River State Bank                        --          (15,596,765)
      Proceeds from sales of other real estate owned                          1,536,529            316,947
      Proceeds from sales of investment securities                           25,428,497               --
      Proceeds from maturities of investment securities                      36,841,385          1,208,725
      Loans granted net of repayments                                         8,931,006        (29,408,063)
      Premises and equipment expenditures                                      (526,448)          (660,296)
      Net (increase)/decrease in interest bearing deposits                      982,905            (25,970)
                                                                           ------------       ------------
       Net cash (used)/provided by investing activities                      55,281,881        (51,806,275)

    Cash flow from financing activities:
      Net increase/(decrease) in demand deposits and savings                 (3,114,332)        10,488,778
      Net increase/(decrease) in time deposits                               15,933,117         52,676,655
      Net change in capitalized lease obligations                                 6,746              8,770
      Net change in fed funds purchased                                        (750,000)        (5,550,000)
      Net change in other borrowings                                        (54,200,000)        (8,300,000)
      Proceeds from Capital Securities                                             --                 --
      Payments for dividends                                                       --                 --
      Proceeds from exercise of stock options and warrants                      278,884            150,199
                                                                           ------------       ------------
       Net cash (used)/provided by financing activities                     (41,845,585)        49,474,402

       Net change in cash and cash equivalents                             $ 21,014,416       $    529,342
                                                                           ============       ============

   Cash and cash equivalents:
        Beginning of period                                                $ 51,604,079       $ 45,758,670

        End of period                                                      $ 72,618,495       $ 46,288,012

    Supplemental disclosure of cash flow information:
                                    (in Thousands)
    Cash paid for interest expense                                         $     10,463       $      8,457
    Cash paid (received) for income taxes                                  $          8       $         70

</TABLE>


               The accompanying notes are an integral part of the
                       consolidated financial statements.



                                        7
<PAGE>   8



VIB CORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(A) General

     See Note A of Notes to Financial Statements incorporated by reference in
the Company's 2000 Annual Report on Form 10-K for a summary of significant
accounting policies.

     The unaudited financial statements included herein were prepared from the
books of the Company in accordance with generally accepted accounting principles
and reflect all adjustments which are, in the opinion of management, necessary
to provide a fair statement of the results of operations and financial position
for the interim periods. Such financial statements generally conform to the
presentation reflected in the Company's 2000 Annual Report on Form 10-K, and
reflect adjustments that are solely of a normal, recurring nature. The current
interim periods reported herein are included in the fiscal year subject to
independent audit at the end of the year. The unaudited financial statements of
VIB Corp include the accounts of the Company and its wholly owned subsidiaries,
Valley Independent Bank, Bank of Stockdale, F.S.B., Kings River State Bank,
Valley Capital Trust, VIBC Capital Trust I and VIBC Services Company. All
significant intercompany accounts and transactions have been eliminated in the
consolidated financial statements. Certain items previously reported have been
reclassified to conform to the current period's classifications.

(B) Investment Securities

The Company's investment securities portfolio at March 31, 2001 had a net
unrealized gain of approximately $1,036,000, as compared with a net unrealized
loss of approximately $1,027,000 at December 31, 2000, an increase during the
three months beginning January 1, 2001 of $2,063,000. The change for the period
is attributable to a declining interest rate environment.

     Investment Securities

<TABLE>
<CAPTION>

                                            March 31, 2001
                           --------------------------------------------

                                                                 Gross         Gross
                                    Amortized    Unrealized   Unrealized       Fair
         ($ In 000's)                 Cost          Gains       Losses         Value
         ------------------------------------------------------------------------------
<S>                                 <C>           <C>           <C>           <C>
Available-for Sale Securities:

  U.S. Treasury Securities          $  6,450      $     45      $   --        $  6,495
  U.S. Government and
    Agency Securities                 46,063           129          --          46,192
  State and Political Subd.           57,013           754          --          57,768
  Mortgage-Backed Securities          34,343           215          --          34,558
           Other Equity                4,167             2           109         4,060
                                    --------      --------      --------      --------
                                    $148,128      $  1,145      $    109      $149,164

Held-to-Maturity Securities:

  Mortgage-Backed Securities        $  2,375      $     20             $      $  2,395


</TABLE>

                                       8
<PAGE>   9


<TABLE>
<CAPTION>


                                        December 31, 2000
                                    ------------------------
                                      Gross        Gross
                                    Amortized    Unrealized    Unrealized       Fair
         ($ In 000's)                 Cost          Gains        Losses         Value
                                    --------------------------------------------------
<S>                                 <C>           <C>                         <C>
Available-for Sale Securities:

U.S. Treasury Securities            $  1,540      $     29          --        $  1,569
U.S. Government and
 Agency Securities                    81,411           196      $    840        80,767
State and Political Subd.             67,709           906         1,013        67,602
Mortgage-Backed Securities            21,576            95           217        21,454
Other Equity                          18,668           118           301        18,485
                                    --------      --------      --------      --------
                                    $190,904      $  1,344      $  2,371      $189,877

Held-to-Maturity Securities:

  Mortgage-Backed Securities        $  2,441      $   --        $     16      $  2,425
</TABLE>


     Investment securities carried at approximately $136,097,000 and
$166,427,000, at March 31, 2001 and December 31,2000, respectively, were pledged
to secure public deposits, bank advances and other purposes as required by law.

(C) Loans

     The Company's loan portfolio consists primarily of loans to borrowers
within southern and central California, Las Vegas, Nevada and Yuma, Arizona.
Although the Company seeks to avoid concentrations of loans to a single industry
or based upon a single class of collateral, real estate and agricultural
associated businesses are among the principal industries in the Company's market
area. As a result, the Company's loan and collateral portfolio are, to some
degree, concentrated in those industries.

     The Company also originates real estate related and farmland loans for sale
to governmental agencies and institutional investors. At March 31, 2001 and
December 31,2000 the Company was servicing approximately $117,459,000 and
$98,368,000, respectively, in loans previously sold.

     A summary of the changes in the allowance for credit losses follows:

<TABLE>
<CAPTION>

                                                  March 31, 2001  December 31,2000
                                                  --------------  ----------------
($ In 000's)
<S>                                               <C>             <C>
Balance at beginning of year                           $8,298          $5,696
Additions to the allowance charged to expense             750           2,905
Additions due to purchase of Kings River
      State Bank                                         --               654
Recoveries on loans charged off                            20             158
Loans charged off                                         264           1,115
                                                       ------          ------
Balance at end of period                               $8,804          $8,298

</TABLE>



                                       9
<PAGE>   10


     A summary of nonperforming loans and assets follows:

<TABLE>
<CAPTION>

                                                March 31, 2001   December 31,2000
                                                --------------   ----------------
($ In 000's)
<S>                                             <C>              <C>
Non-accrual loans                                  $ 9,443           $12,302
Loans 90 days past due and still accruing               80                83
                                                   -------           -------
     Total nonperforming loans                       9,523            12,385
Other Real Estate Owned                              2,732             1,360
                                                   -------           -------
     Total nonperforming assets                    $12,255           $13,745

Nonperforming loans to total ending loans             1.17%             1.50%
Nonperforming assets to total loans and
         Other Real Estate Owned                      1.50%             1.66%

</TABLE>

(D)  Other Expenses

     Other expenses for the periods indicated are as follows:

<TABLE>
<CAPTION>

($ In 000's)                       March 31, 2001  March 31, 2000
                                   --------------  --------------
<S>                                 <C>            <C>
Data Processing                      $  713          $  670
Advertising                              92             147
Legal and Professional                1,008             615
Regulatory Assessments                   40              43
Insurance                                31              40
Amortization of Intangibles             322             264
Office Expenses                         607             551
Promotion                               427             370
Other                                   465             607
                                     ------          ------
Total Other Expenses                 $3,705          $3,307
</TABLE>


(E)  Earnings Per Share

     Basic earnings per share are calculated based on the weighted average
number of common shares outstanding during each period as follows: 12,185,860
for the three months ended March 31, 2001 and 12,024,183 for the three months
ended March 31, 2000, respectively.

     Diluted earnings per share for the three-month periods ended March 31, 2001
and 2000, are computed by dividing net earnings by the weighted average common
equivalent shares outstanding during the respective periods as follows:
12,232,747 for the three months ended March 31, 2001 and 12,058,812 for the
three months ended March 31, 2000. Common share equivalents include dilutive
common stock option share equivalents determined by using the treasury stock
method.


                                       10
<PAGE>   11

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION

This analysis is designed to provide a more complete understanding of the
material changes and trends related to the Company's financial condition,
results of operations, cash flow and capital resources. This discussion should
be read in conjunction with the attached Financial Statements included in Item
1, and the Company's Annual Report on Form 10-K. This document may contain
forward-looking statements that are subject to risks and uncertainties that
could cause actual results to differ materially from those projected. For a
discussion of factors that could cause actual results to differ, please see the
Company's publicly available Securities and Exchange Commission filings,
including its Annual Report on Form 10-K for the year ended December 31, 2000
and particularly the discussion of "Other Significant Factors" within that
document.

GENERAL

VIB Corp was incorporated in California on November 7, 1997 under the laws of
the State of California at the direction of the Board of Directors of Valley
Independent Bank ("VIB") for the purpose of becoming a bank holding company. The
holding company organization was consummated on March 12, 1998, pursuant to a
Plan of Reorganization and Merger Agreement dated November 18, 1997, and each
outstanding share of VIB's Common Stock was converted into one share of the
Company's Common Stock and all outstanding shares of VIB's Common Stock were
transferred to the Company in a transaction accounted for as a pooling of
interests. Further, each outstanding warrant to purchase VIB's Common Stock,
issued in connection with VIB's 1997 unit offering, was converted into a warrant
to purchase the Company's Common Stock. The conversion period for these warrants
expired on October 29, 1999.

On January 28, 1999, VIB Corp acquired Bank of Stockdale, F.S.B., Bakersfield,
California ("Stockdale") which continues to operate under its federal stock
savings bank charter. As a result of the merger, the Company acquired total
assets of $144.4 million, comprising $9.1 million in cash and due from banks,
$23.5 million in securities and investments, $102.4 million in net loans and
$9.4 million in other assets. Total liabilities assumed amounted to $134.6
million, of which $128.9 million comprised deposits. The remainder represented
other borrowed funds and other liabilities.

The Stockdale merger was accounted for as a pooling of interests. The Company
issued 2,650,949 shares of its Common Stock (adjusted for subsequent stock
dividends) in exchange for all 1,212,265 shares of Stockdale's issued and
outstanding common stock.

On January 22, 1999, VIB acquired Fremont Investment & Loan's Hemet branch
office, including substantially all the deposits of the branch. VIB assumed
approximately $112 million in deposits and the lease on the branch premises, and
acquired approximately $27,000 in loans as well as cash on hand and fixtures and
equipment associated with the branch. The consideration paid amounted to
approximately $1.12 million. Goodwill arising from the transaction totaled
approximately $1.14 million.

It was anticipated that VIB would require additional capitalization in
connection with the branch acquisition. On February 5, 1999, the Company raised
approximately $22.4 million in net proceeds from an offering of up to 23,000
Capital Securities in a private


                                       11
<PAGE>   12


placement. The proceeds were used to increase VIB's capital by $8.5 million and
the balance was used for the acquisition of Kings River State Bank and general
corporate purposes.

The Company formed a wholly-owned business trust subsidiary, Valley Capital
Trust (the "Trust"), pursuant to the laws of the State of Delaware, for the
specific purpose of (1) investing in the Company's 9.00% Junior Subordinate
Debentures (the "Debentures"), due February 5, 2029; (2) selling 9.00%
Cumulative Capital Securities (the "Capital Securities"), representing a 97%
beneficial interests in the Debentures owned by the Trust; and (3) issuing
beneficial interest in the Debentures owned by the Trust.

On February 5, 1999, the Company issued $23.093 million in Debentures to the
Trust. Concurrently, the Trust issued $22.4 million of the Capital Securities to
the accredited investors and $693,000 of Common Securities to the Company. The
Debentures were purchased by the Trust concurrently with the Trust's issuance of
the Capital Securities and Common Securities. The proceeds to the Company, net
of the Placement Agent's fees and other offering expenses, was approximately
$22.4 million which is treated as Tier 1 capital for regulatory purposes.

The interest on the Capital Securities is deductible. The Company has the right,
assuming that no default has occurred, to defer interest payments at any time
and for a period of up to twenty consecutive calendar quarters. The Capital
Securities will mature on February 5, 2029, but can be called after February 5,
2009.

On September 7, 1999, VIB Corp, Kings River State Bank and Kings River Bancorp,
headquartered in Reedley, California, entered into an Agreement and Plan of
Reorganization pursuant to which Kings River State Bank would become a wholly-
owned subsidiary of VIB Corp and would continue to operate under its separate
California commercial bank charter. Upon consummation of the merger on January
7, 2000, Kings River Bancorp's shareholders received approximately $21.7 million
in exchange for their stock.

For the year ended December 31, 1999, Kings River Bancorp had total assets of
$87.2 million, interest and non-interest income of $8.0 million and pretax
income of $1.9 million. The acquisition was accounted for using the purchase
method of accounting in accordance with Accounting Principals Board Opinion No.
16, "Business Combinations." Under this method of accounting, the purchase price
is allocated to the assets acquired and deposits and liabilities assumed based
on their fair values as of the acquisition date. Goodwill arising from this
transaction totaled $13.6 million and is being amortized over twenty years on a
straight-line basis. The results of Kings River Bancorp's operations were
included in those reported by the Company beginning January 10, 2000.

In July 2000, the Company raised approximately $10.0 million in net proceeds
from an offering of "trust preferred" securities in a private placement
conducted as a part of a pooled offering sponsored by First Union Securities,
Inc. ("First Union") acting as the placement agent. On July 12, 2000, the
Company entered into a Placement Agent Agreement (the "Placement Agent
Agreement") with First Union. Concurrently, the Company formed a wholly-owned
New York common law trust subsidiary, VIBC Capital Trust I, for the specific
purpose of: (1) investing in the Company's 11.695% Junior Subordinated Notes
(the "Notes"), due July 19, 2030; (2) selling 11.695% Preferred Securities (the
"Preferred Securities"), representing a 97% beneficial interest in the Notes
owned by VIBC Capital Trust I; and (3) issuing Common Securities to the




                                       12
<PAGE>   13



Company, representing a 3% beneficial interest in the Notes owned by VIBC
Capital Trust I.

On July 26, 2000, the Company issued $10.309 million in Notes to VIBC Capital
Trust I, which, in turn, issued $10.0 million of the Preferred Securities to
First Union and $309,000 of the Common Securities to the Company. The proceeds
to the Company, net of First Union's fees and other offering expenses, was
approximately $9.6 million, of which $1.4 million is treated as Tier I capital
for regulatory purposes with the remainder being treated as Tier II capital. The
proceeds were used to increase VIB's capital by $8.5 million, with the balance
used for general corporate purposes.

The interest on the Notes will be deductible and paid by the Company and
represents the sole source of VIBC Capital Trust I's revenue available for
distributions to the holders of the Preferred Securities. The Company has the
right, assuming that no default has occurred regarding the Notes, to defer
interest payments on the Notes, at any time and for a period of up to twenty
consecutive calendar quarters. The Preferred Securities will mature concurrently
with the Notes on July 19, 2030; but can be called after July 19, 2010.

During 2000 the Company did not conduct any business other than through VIB,
Stockdale and Kings River. At year-end, the Company had total consolidated
assets of $1,143 million. Upon consummation of the transactions described above,
the Company conducts its banking business only through VIB, Stockdale and Kings
River (collectively, the "Banking Subsidiaries"). Neither the Company nor the
Banking Subsidiaries earn revenues from sources outside of the United States.

During the first quarter of 2001, the Company's board of directors made a
strategic decision to merge Stockdale and Kings River into VIB. The
consolidation is anticipated to provide significant cost savings and improve
operating efficiencies by removing layers of regulatory reporting and operating
expenses. The Company expensed approximately $435,000 in restructuring charges
related to the consolidation during the first quarter. These costs were offset
by gains on the sale of securities. Additionally, the sale of securities was
done to restructure the balance sheet and reduce interest rate risk.

Consolidated net income for the three months ended March 31, 2001 was $2.1
million or $.17 per share diluted based upon average shares outstanding of
12,232,747. This compares with net income of $1.8 million or $.15 per share
fully diluted based upon the average shares outstanding of 12,058,812 for the
same period in 2000.

Total gross loans at March 31, 2001 were $810.0 million, which represented an
decrease of $13.7 million or 1.7% from December 31, 2000. Since March 31, 2000,
total gross loans have increased $71.4 million or 9.7%.

On April 24, 2001, the Board of Directors approved a 3% stock dividend for
shareholders of record on May 25, 2001. The dividend will be paid on June 15,
2001. All per share figures have been adjusted for previous stock dividends but
have not been adjusted for this stock dividend which was not declared until the
second quarter.

The Company's Internet "home page" on the World Wide Web is:
http://www.vibcorp.com. VIB has a home page, located at: http://www.vibank.com.



                                       13
<PAGE>   14



NET INTEREST INCOME

Average interest earning assets totaled $1,012.2 million during the three months
ended March 31, 2001, an increase of $93.8 million or 10.2% compared to the same
period last year. This growth was highlighted by an increase in average total
loans of $98.8 million or 13.8% to $814.8 million. Average interest bearing
liabilities in the first three months of 2001 increased $63.3 million or 8.2% to
average $839.3 million as compared to the same period last year. During this
comparative period average interest bearing deposit categories increased $81.1
million or 13.0% to $705.8 million. Average borrowed funds decreased $17.7
million or 11.7% to $133.6 million during the same time frame

Interest income for the three-month period ending March 31, 2001 was $22.5
million, an increase of $2.1 million or 10.3% compared to the first three months
in 2000. The increase in interest income was primarily the result of loan volume
increases previously discussed. The yield on interest earning assets increased 8
basis points to 9.01% for the three-month period ended March 31, 2001 from 8.93%
for the comparative period last year. Although a declining interest rate
environment characterized the first quarter of 2001, the increased yield
resulted from greater proportionate growth in the loan portfolio which carries a
higher yield than other investments.

Interest expense increased $1.6 million or 17.8% during the three months ended
March 31, 2001 as compared to the same period last year. The increase in
interest expense was principally the result of volume increases in
interest-bearing deposits partially offset by a decrease in borrowed funds. The
cost of interest bearing funds increased 45 basis points from 4.72% for the
three-months ended March 31, 2000 to 5.17% for the three months ended March 31,
2001. The cost of funds increase is partly the result of the Company's increased
reliance on higher costing certificates of deposit as a source of funds.

Net interest income was $11.8 million for the three months ending March 31,
2001, representing an increase of $.5 million or 4.3% from the same period ended
March 31, 2000. The net interest spread, which represents the difference between
the rate earned on average interest earning assets and the rate paid on average
interest bearing liabilities, decreased to 3.84% for the period ending March 31,
2001, compared to 4.21% for the same period in 2000. Net interest income as a
percentage of average interest earning assets, or the net interest margin,
decreased to 4.72% for the period ending March 31, 2001, compared to 4.95% for
the period ending March 31, 2000. The decreases in net interest spread and net
interest margin were due to the faster repricing of the Company's earning assets
as compared to interest bearing liabilities in a period of declining interest
rates.

The year 2000 was characterized by a rising rate environment. Interest rates
began a steady decline during the first quarter of 2001. The yield on earning
assets for the year 2000 was 9.10% as compared to 8.93% for the quarter ended
March 31, 2000 and 9.01% for the quarter ended March 31, 2001. The cost of
interest bearing liabilities for the year 2000 was 5.11% as compared to 4.72%
for the quarter ended March 31, 2000 and 5.17% for the quarter ended March 31,
2001.


                                       14
<PAGE>   15



PROVISION FOR CREDIT LOSSES

The allowance for credit losses at March 31, 2001 was $8.8 million, compared to
$7.0 million at March 31, 2000, an increase of $1.8 million or 25.2%. As a
percent of total loans, the allowance was 1.09% at March 31, 2001, compared to
 .95% at March 31, 2000 and 1.01% at December 31, 2000. Due to the California
energy issue, and its possible effect on the Company's portfolio, an additional
allocation was added to the allowance in the first quarter of 2001. In
subsequent quarters, as the knowledge of the true effect of the energy problems
increase, the Company may continue to add to the reserve for losses due to the
risk of energy-related defaults.

The provision for credit losses was $750,000 for the first three months of 2001,
compared with $850,000 provided for the three months ended March 31, 2000, a
decrease of 11.8%.

Total non-performing loans as of March 31, 2001 were $9.5 million as compared to
$3.2 million at March 31, 2000 and $12.4 million at December 31, 2000.
Non-performing loans decreased $2.9 million during the three months ended March
31, 2001. The increase over the first quarter of 2000 is attributed to two
unrelated loans moving into non-accrual status. One of the loans was partially
collected in the first quarter and the Company fully expects to collect the
remainder of the two loans by the end of the second quarter. By continuing to
build the loan loss reserve combined with the resolution of the two problem
loans the Company anticipates seeing an improvement in its coverage and reserve
ratios.

Net charge-offs were $244,000 for the three months ended March 31, 2001. This
represents an increase of $74,000 when compared to $170,000 in net charge offs
for the same period in 2000.

The Banking Subsidiaries have an established standard process for assessing the
adequacy of the allowance for credit losses. In addition to reviewing the
inherent risks of their respective loan portfolios, consideration is given to
exposures such as economic conditions, credit concentrations, collateral
coverage, the composition of the loan portfolio and trends in delinquencies.
Specific allocations are identified by individual loans with general allocations
assigned to the various loan categories. Loans classified by the Banking
Subsidiaries' internal review or by the regulatory authorities are included in
the process of assessing the adequacy of the allowance for credit losses. This
process seeks to maintain an allowance level adequate to provide for potential
losses.

Management of the Company believes the consolidated allowance at March 31, 2001,
was adequate based on present economic conditions and its ongoing evaluation of
the risks inherent in the Banking Subsidiaries' loan portfolios.




                                       15
<PAGE>   16


NON-INTEREST INCOME

Total non-interest income amounted to $3.0 million for the three months ended
March 31, 2001 representing an increase of $1.0 million or 48.3% compared with
the same period in the prior year. The primary reason for the increase in
non-interest income was $831,000 in gains on the sale of investment securities.
Another significant item was an increase of $62,000 in other income, which was
attributable to increases in the cash surrender value of life insurance policies
held by the Company.

NON-INTEREST EXPENSE

Total non-interest expense for the three months ended March 31, 2001 was $10.8
million, an increase of $1.1 million or 10.8% as compared to the same period in
2000. During the quarter, the Company incurred approximately $435,000 in
non-recurring restructuring costs associated with the planned consolidation of
its three subsidiary banks.

Salary expense during the three months ended March 31, 2001 was $4.1 million, an
increase of $404,000 or 10.9% over the comparable period in 2000. The growth in
salary expense is attributable to$200,000 in severance related to the
restructuring charges discussed above and normal annual merit increases.
Employee benefits expense was $1.3 million for the period ending March 31, 2001,
an increase of only $9,000 or .7% from the same period in the prior year. The
Company's contribution to the Employee Stock Ownership Plan for the first
quarter ended March 31, 2001 was $83,000 as compared to $197,000 for the quarter
ended March 31, 2000.

Occupancy expense was $863,000 for the three-month period ended March 31, 2001,
an increase of $130,000 or 17.7% as compared to the first three months in 2000.
Furniture and equipment expense was $846,000 for the three-month period ended
March 31, 2001, an increase of $111,000 or 15.1% from the same period in 2000.
These increases were primarily the result of the Company's expansion of its
geographic market area through the addition of full service branches in Fresno,
Selma and Visalia, California and Las Vegas, Nevada along with increased
depreciation expense on planned additions to computer hardware and software
expenditures.

Other operating expense amounted to $3.7 million during the three-month period
ended March 31, 2001, an increase of $398,000 or 12.0% from the same period in
the prior year. The increase was attributable to increases in legal and other
professional fees.

INCOME TAXES

Income tax expense for the three months ending March 31, 2001 was $1,112,000 as
compared with $871,000 for the same period in 2000. The increase in expense was
primarily attributable to a $1.6 million increase in taxable operating income.
The Company's effective tax rate was 34.6% for the three months ended March 31,
2001 as compared to 32.1% for the same period in the prior year.

CAPITAL RESOURCES

Total stockholders' equity as of March 31, 2001 was $74.5 million, which
represented an increase of $3.6 million from December 31, 2000, and $14.9
million from March 31,



                                       16
<PAGE>   17



2000. The increase since December 31, 2000 included $2.1 million in net income
and a $1.2 million increase in the cumulative unrealized gain on securities
classified as available for sale. The increase since March 31, 2000 included
$8.9 million in net income and a $5.8 million increase in the cumulative
unrealized gain on securities classified as available for sale.

Under regulatory guidelines, capital adequacy is measured as a percentage of
risk-adjusted assets in which risk percentages are applied to assets on as well
as off the balance sheet. Tier 1 capital consists of common stock, a qualifying
percentage of the Capital Securities, and retained earnings and total capital
includes a portion of the allowance for credit losses. At March 31, 2001 the
Tier 1 and total risk based capital ratios were 9.41% and 11.36%, respectively,
compared to 8.51% and 9.49%, respectively, at March 31, 2000. The current
minimum regulatory guidelines for Tier 1 and total risk-based capital ratios are
4.0% and 8.0%, respectively. The leverage ratio, which is a measure of Tier 1
capital to adjusted average assets, was 7.27% at March 31, 2001, compared to
6.79% at March 31, 2000. The Company's leverage ratio also exceeds the current
regulatory minimum of 3.0%. Accordingly, the Company's capital ratios exceed all
regulatory minimums and support future planned growth, but may not be adequate
to support additional acquisitions.

LIQUIDITY AND ASSET/LIABILITY MANAGEMENT

The Company's consolidated liquidity position remained adequate to meet future
contingencies. At March 31, 2001 the Company had $38.7 million in net Federal
funds purchased and FHLB advances outstanding. This compared to $121.5 million
in net Federal funds outstanding at March 31, 2000. Since December 31, 2000, net
Federal funds purchased and FHLB advances have decreased $80.2 million. The
Company's consolidated liquidity ratio at March 31, 2001 was 18.5%. This ratio
represented a decrease from 20.3% at March 31, 2000 and a decrease from 20.0% at
December 31, 2000.

The Banking Subsidiaries' Asset/Liability Committees ("ALCO") function to manage
the maintenance of liquidity and the preservation of net interest income when
subjected to fluctuations in market interest rates. The ability to meet existing
and future funding commitments is the measure of liquidity. Liquidity is also
needed to meet borrowing needs, deposit withdrawals and asset growth. The
subsidiaries develop liquidity through deposit growth, maturities and repayments
of loans and investments, net interest income, fee income and access to purchase
funds through correspondent banks or other entities.

The Banking Subsidiaries' ALCO manage the interest rate sensitivity or repricing
characteristics of their assets and liabilities. The primary source of earnings
for the Banking Subsidiaries is net interest income, which is subject to
movements in interest rates. To minimize the effect of changes in rates, the
balance sheet requires structuring in order that the repricing opportunities for
both assets and liabilities exist in nearly equivalent amounts and at
approximately similar time intervals. Interval differences may exist at times
creating interest sensitivity gaps, which represent the difference between
interest sensitive assets and interest sensitive liabilities. These gaps are
static in nature and do not consider future activity. As such, these gap
measurements serve best as an indicator for potential interest rate exposure.



                                       17
<PAGE>   18


The sensitivity to interest rate fluctuations is measured in several time
frames. Various strategies such as liability cost administration and
redeployment of asset maturities are utilized to preserve interest income from
the effect of changes in interest rates. The gap positions are monitored as a
function of the asset and liability management process. The monitoring process
includes the use of periodic simulated business forecasts, which incorporate
various interest rate environments. Financial modeling is utilized to assist
management in maintaining consistent earnings in an environment of changing
interest rates.

The Banking Subsidiaries do not maintain a trading account for any class of
financial instrument nor do they engage in hedging activities or purchase
high-risk derivative instruments. Furthermore, the Banking Subsidiaries are not
subject to foreign currency exchange rate risk or commodity price risk.

In addition to gap measurement, the Banking Subsidiaries' ALCO are further
responsible for the measurement of interest rate risk, i.e., the risk of loss in
value due to changes in interest rates. The Banking Subsidiaries' ALCO monitor
and consider methods of managing interest rate risk by monitoring changes in net
portfolio value ("NPV") and net interest income under various interest rate
scenarios. The Banking Subsidiaries' ALCO attempts to manage the various
components of their respective balance sheets to minimize the impact of sudden
and sustained changes in interest rates on NPV and net interest income.

The Banking Subsidiaries exposure to interest rate risk is reviewed on a
periodic basis by their respective Boards of Directors and the ALCO. If
potential changes to NPV and net interest income resulting from hypothetical
interest rate swings are not within the limits established by the Board, the
Board may direct management to adjust its assets and liability mix to bring
interest rate risk within Board-approved limits.

The Banking Subsidiaries utilize interest rate sensitivity analysis to measure
interest rate risk by computing estimated changes in NPV of its cash flows from
assets and liabilities within a range of assumed changes in market interest
rates. NPV represents the market value of portfolio equity and is equal to the
market value of assets minus the market value of liabilities. This analysis
assesses the risk of loss in market rate sensitive instruments in the event of
sudden and sustained increases and decreases in market interest rates ranging
from one hundred to three hundred basis points. The Banking Subsidiaries' Boards
of Directors have adopted interest rate risk policies, which establish a maximum
limit of decrease in the NPV in the event of sudden and sustained increases, and
decreases in market interest rates. The following tables present the Company's
projected changes in NPV and net interest income for the various rate shock
levels as of March 31, 2001.


                                       18
<PAGE>   19



                                    VIB CORP
                          Change in Net Portfolio Value
                                at March 31, 2001


<TABLE>
<CAPTION>

                                        Net Portfolio        Actual      Percentage
Change In Interest Rates                     Value           Change         Change
------------------------                --------------      ---------    -----------
 (Dollars in Thousands)
<S>                                      <C>                <C>          <C>
300 basis point rise                     $158,193           ($19,450)      -10.9%
200 basis point rise                      165,311             (9,085)       -5.1%
100 basis point rise                      174,396             (3,247)       -1.8%
Base Rate Scenario                        177,643                -            -
100 basis point decline                   174,244             (3,398)       -1.9%
200 basis point decline                   166,226            (11,417)       -6.4%
300 basis point decline                   151,984            (25,659)      -14.4%

</TABLE>


                          Change in Net Interest Income
                                at March 31, 2001

<TABLE>
<CAPTION>

                                           Net Interest        Actual         Percentage
Change In Interest Rates                  Income (000's)   Change (000's)    Change (000's)
------------------------                  --------------   --------------    --------------
(Dollars in Thousands)
<S>                                       <C>               <C>              <C>
300 basis point rise                        $48,225             1,541              3.3%
200 basis point rise                         47,917             1,233              2.6%
100 basis point rise                         47,477               793              1.7%
Base Rate Scenario                           46,684                -                 -
100 basis point decline                      45,428            (1,256)            -2.7%
200 basis point decline                      43,927            (2,757)            -5.9%
300 basis point decline                      42,267            (4,417)            -9.5%
</TABLE>


Certain shortcomings are inherent in the method of analysis presented in the
computation of NPV. Although certain assets and liabilities may have similar
maturities or periods within which they will reprice, they may react differently
to changes in market interest rates. The interest rates on certain types of
assets and liabilities may fluctuate in advance of changes in market interest
rates, while interest rates on other types may lag behind changes in market
rates. There may also be repayment risk if interest rates rise on loans.

Computation of forecasted effects of hypothetical interest rate changes should
not be relied upon as indicative of actual future results. Further, the
computations do not contemplate any actions the ALCO could undertake in response
to change in interest rates.



                                       19
<PAGE>   20


The Company is a legal entity, separate and distinct from its subsidiaries.
Although there exists the ability to raise capital on its own behalf (such as
the recent private placement of Capital Securities) or borrow from external
sources, the Company may obtain additional funds through dividends paid by, and
fees for services provided to, its subsidiaries. Regulations limit the amount of
dividends as well as service fees paid by subsidiaries. The Company's expenses
have been primarily covered by fees charged to and dividends received from VIB
and it is anticipated that the Company will be able to continue to rely on
dividends from its subsidiaries to fund its separate operations and obligations.
The Company may not always be able to rely solely on its current or future
subsidiaries to meet its obligations, including obligations under the Capital
Securities, or to maintain its separate liquidity. Under such circumstances, the
Company would be forced to seek other means to raise capital.

At March 31, 2001 the Company had adequate liquidity to meet its anticipated
funding needs.

INFLATION

The impact of inflation on a financial institution differs significantly from
that exerted on an industrial company, primarily because its assets and
liabilities consist largely of monetary items. The relatively low ratio of fixed
assets to total assets of 1.2% at March 31, 2000 reduces the potential for
inflated earnings resulting from understated depreciation changes. However,
financial institutions are affected by inflation's impact on non-interest
expenses, such as salaries and occupancy expense, and to some extent, by the
inflative impact on interest rates.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Information in response to this item is included in ITEM 2 -- MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.




                                       20
<PAGE>   21



                                     PART II
                                OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

     To the best of the Company's knowledge, there are no pending legal
proceedings to which the Company is a party and which may have a materially
adverse effect upon the Company's property or business.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

     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) Exhibits:

     Not Applicable.


     (b) Current Reports on Form 8-K:

         During the quarter ended March 31, 2001 the Company filed the following
         Current Reports on Form 8-K:

         Description                                        Date of Report
         -----------                                        --------------
         Announcement of intention to
         consolidate subsidiaries                           March 5, 2001

         Merger agreements and plans of
         reorganization of subsidiaries                     March 21, 2001




                                       21
<PAGE>   22



                                   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.


                                   VIB CORP

Date: May 9, 2001

                                   /s/ Dennis L. Kern
                                   ---------------------------------------
                                   Dennis L. Kern,
                                   President and Chief Executive Officer




                                   /s/ Harry G. Gooding, III
                                   ---------------------------------------
                                   Harry G. Gooding, III,
                                   Executive Vice President and Chief Financial
                                   Officer





                                       22