<PAGE>


                    U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549
                                  FORM 10-KSB/A
                                   AMENDMENT 2

/X/   Annual report under Section 13 or 15(d) of the Securities Exchange Act of
      1934 for fiscal year ended DECEMBER 31, 2000

/ /   Transition report under Section 13 or 15(d) of the Securities Exchange Act
      of 1934 (No fee required) for the period from

                        ______________ to ______________

                        Commission File Number 000-29105

                       CENTENNIAL FIRST FINANCIAL SERVICES
                 (Name of Small Business Issuer in its Charter)

                     Incorporated in the State of California
                  IRS Employer Identification Number 91-1995265
               Address: 218 East State Street, Redlands, CA 92373

Securities registered under Section 12(b) of the Exchange Act:   None
Securities registered under Section 12(g) of the Exchange Act:   Common Stock

Check whether the issuer: (1) filed all reports required to be filed by
Telephone: (909) 798-3611 Section 13 or 15(d) of the Securities Exchange Act
during the past 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 / /

Check if there is no disclosure of delinquent filers in response to Item405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form10-KSB
or any amendment to this Form 10-KSB /X/

Revenues for the year ended December 31, 2000.    $10,030,000.

As of March 1, 2001, the Company had 717,472 shares of common stock outstanding.
The aggregate market value of voting stock held by non-affiliates of the Company
was $12,555,760, based on the most recent over the counter price of $17.50 per
share on March 1, 2001.


<PAGE>


The following documents are incorporated by reference to the parts indicated of
this Form 10-KSB:

1.       Portions of the Registrant's Registration Statement filed on March 21,
         2001 are incorporated by reference herein with regards to Items1
         through 5 and 8 through 12 of this Form 10-KSB/A.
2.       Portions of the Registrant's Definitive Proxy Materials filed on March
         26, 2001 are incorporated by reference herein with regards to Item 10
         of this Form 10-KSB/A.

                        FORM 10-KSB CROSS REFERENCE INDEX

<TABLE>
<CAPTION>
                                                                                                                     PAGE
<S>               <C>                                                                                                <C>
PART I
ITEM 1            Business                                                                                            2
ITEM 2            Properties                                                                                          2
ITEM 3            Legal Proceedings                                                                                   2
ITEM 4            Submission of Matters to a Vote of Security Holders                                                 2

PART II
ITEM 5            Market for the Company's Common Stock and Related
                      Stockholder Matters                                                                             2
ITEM 6            Management's Discussion and Analysis of Financial Condition
                      and Results of Operations                                                                       2
ITEM 7            Financial Statements and Supplementary Data                                                         3

ITEM 8            Changes in and Disagreements with Accountants and Financial Disclosure                              3

PART III
ITEM 9            Directors, Executive Officers, Promoters and Control Persons: Compliance
                      with Section 16(a) of the Exchange Act                                                          3
ITEM 10           Executive Compensation                                                                              3
ITEM 11           Security Ownership of Certain Beneficial Owners and Management                                      4
ITEM 12           Certain Relationships and Related Transactions                                                      4
ITEM 13           Exhibits, Financial Statement Schedules, and Reports on Form 8-K                                    5
                  Signatures                                                                                          6

</TABLE>


<PAGE>

                                     PART I

ITEM 1. BUSINESS

         The response to this Item required by Item 101 of Regulation S-B
incorporates by reference the information under various captions on pages 64
through 67 of the Company's amended registration statement filed on June 15,
2001.

ITEM 2. PROPERTIES

         The response to this Item required by Item 102 of Regulation S-B
incorporates by reference the information under the caption "PROPERTIES" on
page 67 of the Company's amended registration statement filed on June 15,
2001.

ITEM 3. LEGAL PROCEEDINGS

         The response to this Item required by Item 103 of Regulation S-B
incorporates by reference the information under the caption "LEGAL
PROCEEDINGS" on pages 67 and 68 of the Company's amended registration
statement filed on June 15, 2001.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                                PART II

ITEM 5. MARKET FOR THE COMPANY'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS.

         The response to this Item required by Item 201 of Regulation S-B
incorporates by reference the information under the caption "MARKET PRICES"
and "DIVIDEND POLICY" on page 16 and "LIMITS ON DIVIDENDS AND OTHER PAYMENTS"
on page 122 of the Company's amended registration statement filed on June 15,
2001.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

FORWARD-LOOKING STATEMENTS

         Certain statements in this Form 10-KSB/A, including without limitation
statements containing the words "believes," "anticipates," "intends," "expects,"
"pro forma" and words of similar import, constitute forward-looking statements.
Such forward-looking statements involve known and unknown risks, uncertainties,
and other factors that may cause the actual results, performance or achievements
of the Company to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements. Such
factors include, among others, the following: general economic conditions in the
Company's


                                       2
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market areas; variances in interest rates; changes in or amendments to
regulatory authorities' capital requirements or other regulations applicable to
the Company, increased competition for loans and deposits; and other factors
referred to elsewhere in this Form 10-KSB/A. Given these uncertainties,
shareholders are cautioned not to place undue reliance on forward-looking
statements. The Company disclaims any obligation to update and such factors
which are not considered to be material or to publicly announce the result of
any revisions to any of the forward-looking statements included herein which are
not considered to be material to reflect future events or developments except as
required by federal securities laws.

         The response to this Item required by Item 303 is contained in Exhibit
99.29 of this filing.


ITEM 7. FINANCIAL STATEMENTS

         The response to this Item required by Item 310 of Regulation S-B is
contained in Exhibit 99.30 of this filing.


ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS AND FINANCIAL DISCLOSURE

         The Company had no disagreements with its independent accountants on
any matter of accounting principles, practices or financial statement disclosure
during 2000 or 1999.

                                 PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS:
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

The response to this Item required by Item 401 of Regulation S-B incorporates
by reference the information under the caption "BOARD OF DIRECTORS" and
"EXECUTIVE OFFICERS" on pages 69 and 70 of the Company's amended registration
statement filed on June 15, 2001.

ITEM 10. EXECUTIVE COMPENSATION

         The response to this Item required by Item 402 of Regulation S-B
incorporates by reference the information under the caption "SUMMARY
COMPENSATION TABLE" on page 71 and "EMPLOYMENT AGREEMENTS" on pages 73
through 74 of the Company's amended registration statement filed on June 15,
2001. The response to this Item required by Item 402 of Regulation S-B also
incorporates by reference the information under the caption "COMPENSATION OF
DIRECTORS" on pages 11 and 12 of the Company's definitive proxy statement
filed on March 26, 2001.

                                       3
<PAGE>


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The response to this Item required by Item 403 of Regulation S-B
incorporates by reference the information under the caption "SECURITIES
OWNERSHIP" on pages 77 and 78 of the Company's amended registration statement
filed on June 15, 2001.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The response to this Item required by Item 404 of Regulation S-B
incorporates by reference the information under the caption "CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS" on page 79 of the Company's amended
registration statement filed on June 15, 2001.

                                       4
<PAGE>


ITEM 13. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(A)      EXHIBITS

<TABLE>
<CAPTION>
ITEM              DESCRIPTION
<C>               <C>
2                 1. Plan of Reorganization and Agreement of Merger
                  Dated December 1, 1999
                  Filed as exhibit to Form S-4 dated October 20, 1999
3(i)              Articles of Incorporation
                  Filed as exhibit to Form S-4 dated October 20, 1999
3(ii)             Bylaws
                  Filed as exhibit to Form S-4 dated October 20, 1999
10(i)             Plan document for the Redlands Centennial Bank Employee Stock Ownership Plan
10(ii)(A)         1.  Employment Contract of Douglas C. Spencer, dated September 10, 1997
                  Filed as exhibit to Form S-4 dated October 20, 1999
                  2. Salary Continuation Agreement of Douglas C. Spencer, dated
                  March 17, 1998 Filed as exhibit to Form S-4 dated October 20,
                  1999
                  3. Employment Agreement of Roy D. Lewis, dated March 20, 1998
                  Filed as exhibit to Form S-4 dated October 20, 1999
                  4. Employment Agreement of Anne E. Sanders, dated March 20,
                  1998 Filed as exhibit to Form S-4 dated October 20, 1999
                  5. Redlands Centennial Bank 1990 Stock Option Plan and
                  Addendums Filed as exhibit to Form S-4 dated October 20, 1999
                  6. Employment Agreement of Timothy Walbridge, dated August 31,
                  2000 Filed as exhibit to Form SB-2 dated March 21, 2001
                  7. Salary Continuation Agreement of Timothy Walbridge, dated
                  August 31, 2000 Filed as exhibit to Form SB-2 dated March 21,
                  2001
                  8. Brea Branch Lease, dated September 20, 2000 Filed as
                  exhibit to Form SB-2 dated March 21, 2001
                  9. Form of Indemnification Agreement Filed as exhibit to Form
                  SB-2 dated March 21, 2001
                  10. Stock Purchase Agreement for Palomar Community Bank Dated
                  December 1,2000
10(I)             Redlands Centennial Bank Employee Stock Ownership Plan, dated February 1, 2000
                  Filed as exhibit to Form 10-QSB dated May 12, 2000
11                Statement Reference Computation of Per Share Earnings
                  (Filed as exhibit to Form 10-KSB/A May 2, 2001)
21                Subsidiaries (Filed as exhibit to Form 10-KSB/A May 2, 2001)
23                Consent of Hutchinson and Bloodgood LLP, dated
                  April 30, 2001 (Filed as exhibit to Form 10-KSB/A May 2, 2001)
99                1. 99.29 Management's Discussion & Analysis of Financial Condition and Results of
                  Operations (Filed herewithin)
                  2. 99.30 Financial Statements of Centennial First Financial Services for the
                  years ended December 31, 2000 and 1999 (Filed as exhibit to Form 10-KSB/A
                  May 2, 2001)
</TABLE>

(B)      REPORTS ON FORM 8-K

The Company filed a Form 8-K on December 5, 2000.


                                       5
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Pursuant to the requirements of Section 13 or 15(d) 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, on the 20th day of June
2001.

                                    By
                                     /s/ DOUGLAS C. SPENCER
                                    -----------------------
                                    Douglas C. Spencer
                                    President and CEO
                                    Principal Executive Officer
                                    Director


                                    By
                                     /s/ BETH SANDERS
                                    -----------------
                                    Beth Sanders
                                    Chief Financial Officer
                                    Principal Financial Officer
                                    Principal Accounting Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities indicated on the 20th day of June, 2001.


/s/ PATRICK J. MEYER                       /s/ IRVING M. FELDKAMP
-------------------------------------      -------------------------------------
Patrick J. Meyer                           Irving M. Feldkamp
Chairman of the Board                      Director

                                           /s/ LARRY JACINTO
-------------------------------------      -------------------------------------
Bruce J. Bartells                          Larry Jacinto
Director                                   Director

/s/ DOUGLAS C. SPENCER
-------------------------------------      -------------------------------------
Douglas C. Spencer                         Ronald J. Jeffrey
Director                                   Director

/s/ CAROLE H. BESWICK                      /s/ WILLIAM A. MCCALMON
-------------------------------------      -------------------------------------
Carole H. Beswick                          William A. McCalmon
Director                                   Director

/s/ JAMES R. APPLETON
-------------------------------------      -------------------------------------
James R. Appleton                          Douglas F. Welebir
Director                                   Director

/s/ STANLEY C. WEISSER
-------------------------------------
Stanley C. Weisser
Director

                                       6