United States
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                   FORM 10-K/A
                                   (Mark One)
              [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                   For the Fiscal Year ended December 31, 1999

                                       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 0-11771

                              SJNB Financial Corp.
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             (Exact name of registrant as specified in its charter)

         California                                           77-0058227
--------------------------------                       -----------------------
(State or other jurisdiction of                            I.R.S. Employer
 incorporation or organization)                          Identification No.)

ONE NORTH MARKET STREET, SAN JOSE, CALIFORNIA                95113
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(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code (408) 947-7562

Securities registered pursuant to Section 12(b) of the Act:  NONE

      Securities registered pursuant to Section 12(g) of the Exchange Act:
                           Common Stock, no par value
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                                (Title of class)

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 [  ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ X ]

The aggregate market value of the voting common equity held by non-affiliates of
the  registrant,  based on a market value of $29.00 per share (the closing price
of the Common Stock, as of February 29, 2000) was $85,774,000

Number of shares of common stock outstanding as of February 29, 2000:  3,617,408
shares

                      Documents incorporated by reference:

Portions of the  registrant's  definitive  proxy statement for the  registrant's
2000 Annual Meeting of Shareholders (to be filed pursuant to Regulation 14A) are
incorporated by reference into Part III of this Report.
<PAGE>

Note 18 - Subsequent Event - Acquisition of Saratoga Bancorp

On January 5, 2000, the Company acquired all of the outstanding shares of common
stock of  Saratoga  Bancorp,  the parent  company  of  Saratoga  National  Bank,
pursuant to an exchange of the  Company's  common  stock for all common stock of
Saratoga Bancorp. Saratoga National Bank, headquartered in Saratoga, California,
operated  three  branches  and as of the  acquisition  date had $142  million in
assets and $103  million in  deposits.  Saratoga's  San Jose  office,  which was
located near SJNB's San Jose office was consolidated into SJNB's San Jose office
in January  2000.  The  shareholders  of  Saratoga  received  0.70 shares of the
Company's  common stock for each  outstanding  share of Saratoga  common  stock.
Based on the closing price of the Company's  stock on January 5, 2000 of $29.125
the transaction is valued at approximately $34.2 million, excluding the value of
any  unexercised  options,  and each Saratoga  shareholder  received SJNB common
stock valued at $20.39 per share. The merger has been accounted for as a pooling
of interests.

The following unaudited pro forma combined financial  information,  based on the
historical financial statements of the parties,  summarizes the combined results
of  operations  of the Company and  Saratoga  Bancorp on a pooling of  interests
basis, as if the  combination  had been  consummated on January 1 of each of the
periods   presented.   These  pro  forma  financials  are  simply   arithmetical
combinations of the Company's and Saratoga Bancorp's separate financial results,
which do not reflect any direct costs or potential savings which are expected to
result from the  consolidation  of the  operations and are not indicative of the
results of future  operations.  Excluded  from the 1999 results of operations is
approximately  $309, net of taxes, of costs directly  related to the merger.  No
assurances can be given with respect to the ultimate  level of expense  savings.
Earnings per share were calculated  using the exchange ratio of .70 as described
above.
<TABLE>
<CAPTION>

(in thousands, except per share data)
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Unaudited                                                    As of or for the year ended December 31,
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                                                              1999              1998              1997
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<S>                                                         <C>                <C>              <C>
Total assets                                                $568,202           $494,736         $455,963
Loans and leases                                             400,780            335,943          292,737
Deposits                                                     473,734            405,857          361,391
Shareholders' equity                                          53,291             50,739           46,764
===========================================================================================================
Net interest income                                          $27,565            $25,603          $23,562
Provision for loan and lease losses                             (861)              (436)            (705)
Other income                                                   1,865              1,824            1,490
Other expense                                                (16,064)           (14,462)         (12,888)
-----------------------------------------------------------------------------------------------------------
Income before income taxes                                    12,505             12,529           11,459
Income taxes                                                  (5,079)            (5,040)          (4,749)
-----------------------------------------------------------------------------------------------------------
Net income                                                    $7,426             $7,489           $6,710
===========================================================================================================
Net income per share - basic                                   $2.13              $2.06            $1.86
Net income per share - diluted                                  2.00               1.92             1.74
===========================================================================================================
</TABLE>