SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q


(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1998

                                       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: 000-22407


                          SVB Financial Services, Inc.
             (Exact name of registrant as specified in its charter)

         New Jersey                                              22-3438058
(State of other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

103 West End Avenue, Somerville, New Jersey                        08876
(Address of principal executive officers)                        (Zip Code)

                                 (908) 704-1188
              (Registrant's telephone number, including area code)


(Former  name,  former  address and former  fiscal year,  if changed  since last
report)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                           [ X ] Yes       [  ] No


     As of June 30, 1998 there were 2,759,624 shares of common stock,  $2.09 par
value  outstanding.  These  numbers  have been  restated to show a 2 for 1 stock
split effective April 16, 1998.
<PAGE>


                          SVB FINANCIAL SERVICES, INC.

                                    FORM 10-Q

                                      INDEX




PART I        -      FINANCIAL INFORMATION

ITEM 1        -      Financial Statements and Notes to Consolidated Financial
                     Statements

ITEM 2        -      Management's Discussion and Analysis of Financial Condition
                     and Results of Operations


PART II       -      OTHER INFORMATION

ITEM 1        -      Legal Proceedings

ITEM 5        -      Other Information








SIGNATURES


<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.

STATEMENTS OF CONDITION                                   June 30,         December 31,
June 30, 1998 and December 31, 1997                        1998               1997
                                                       -------------      ------------- 
                                                        (unaudited)
<S>                                                    <C>                <C>          
ASSETS
Cash & Due from Banks                                  $   7,600,910      $   5,794,622
Federal Funds Sold                                         5,725,000               --
Interest Bearing Time Deposits                               998,010               --
Other Short Term Investments                                 627,184            188,304
                                                       -------------      -------------
Total Cash and Cash Equivalents                           14,951,104          5,982,926
                                                       -------------      -------------

Securities
   Available for Sale                                     14,518,009         11,266,269
   Held to Maturity                                       15,607,030         22,101,977
                                                       -------------      -------------
Total Securities                                          30,125,039         33,368,246
                                                       -------------      -------------

Loans                                                    114,717,535        106,470,674
   Allowance for Possible Loan Losses                     (1,068,038)          (982,198)
   Unearned Income                                          (108,835)           (99,433)
                                                       -------------      -------------
Net Loans                                                113,540,662        105,389,043
                                                       -------------      -------------

Premises & Equipment, Net                                  1,792,918          1,733,516
Other Assets                                               2,155,038          2,075,757
                                                       -------------      -------------
Total Assets                                           $ 162,564,761      $ 148,549,488
                                                       =============      =============

LIABILITIES & SHAREHOLDERS' EQUITY
LIABILITIES
   Deposits
   Demand
   Non-interest Bearing                                $  26,040,691      $  21,965,676
   NOW Accounts                                           16,747,852         13,014,148
                                                       -------------      -------------
Savings                                                    9,874,586          9,042,660
Money Market Accounts                                     18,847,619         16,227,255
Time
   Greater than $100,000                                  10,030,684         12,879,808
   Less than $100,000                                     66,368,539         60,800,469
                                                       -------------      -------------
Total Deposits                                           147,909,971        133,930,016

Federal Funds Purchased                                         --              500,000
Obligations Under Capital Lease                              441,006            443,697
Accrued Expenses & Other Liabilities                         595,195            580,245
                                                       -------------      -------------
Total Liabilities                                        148,946,172        135,453,958
                                                       -------------      -------------
Commitments and Contingencies
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.

STATEMENTS OF CONDITION                                   June 30,         December 31,
June 30, 1998 and December 31, 1997                         1998               1997
                                                       -------------      ------------- 
                                                         (unaudited)

<S>                                                    <C>                <C>          
SHAREHOLDERS' EQUITY
Common Stock $2.09 Par Value: 10,000,000                   5,767,614          5,739,265
Shares Authorized; 2,759,624 Shares in 1998 and
   2,739,220 Shares in 1997 Issued and Outstanding
Additional Paid-in Capital                                 5,487,552          5,459,397
Retained Earnings                                          2,343,074          1,859,173
Unrealized Gain on Securities Available for Sale,
   Net of Income Taxes                                        20,349             37,695
                                                       -------------      -------------
Total Shareholders' Equity                                13,618,589         13,095,530
                                                       -------------      -------------
Total Liabilities and Shareholders' Equity             $ 162,564,761      $ 148,549,488
                                                       =============      =============

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
(unaudited)
CONSOLIDATED STATEMENTS OF INCOME                                For the Three Months Ended    For the Six Months Ended
For the Period Ended June 30, 1998 and 1997                         1998           1997           1998           1997
                                                                 ----------     ----------     ----------     ----------   
<S>                                                              <C>            <C>            <C>            <C> 
INTEREST INCOME
Interest on Loans                                                $2,496,823     $2,134,406     $4,860,426     $4,138,695
Interest on Securities Available for Sale                           194,372        194,660        358,237        340,314
Interest on Securities Held to Maturity                             257,785        212,646        561,590        435,758
Interest on Other Short Term Investments                             13,513          8,120         17,118         28,651
Interest on Federal Funds Sold                                       82,191         70,630        163,451        143,799
                                                                 ----------     ----------     ----------     ----------
Total Interest Income                                             3,044,684      2,620,462      5,960,822      5,087,217
                                                                 ----------     ----------     ----------     ----------
INTEREST EXPENSE

Interest on Deposits                                              1,370,025      1,196,057      2,688,779      2,302,455
Interest on Federal Funds Purchased                                    --             --              183           --
Interest on Obligations Under Capital Lease                           9,381           --           18,791           --
                                                                 ----------     ----------     ----------     ----------
Total Interest Expense                                            1,379,406      1,196,057      2,707,753      2,302,455
                                                                 ----------     ----------     ----------     ----------

Net Interest Income                                               1,665,278      1,424,405      3,253,069      2,784,762
PROVISION FOR POSSIBLE LOAN LOSSES                                   70,000         75,000        135,000        150,000
                                                                 ----------     ----------     ----------     ----------
Net Interest Income after Provision For Possible Loan Losses      1,595,278      1,349,405      3,118,069      2,634,762

OTHER INCOME

Service Charges on Deposit Accounts                                  70,241         54,344        134,561        106,894
Gain on the Sale of Investment Securities                            68,535         27,353        119,326         54,108
Other Income                                                         26,565         27,038         56,663         58,011
                                                                 ----------     ----------     ----------     ----------
Total Other Income                                                  165,341        108,735        310,550        219,013

OTHER EXPENSE

Salaries and Employee Benefits                                      678,647        513,717      1,352,276      1,034,433
Occupancy Expense                                                   159,518        109,596        308,668        222,003
Equipment Expense                                                    95,239         73,039        180,180        149,033
Other Expenses                                                      407,409        341,971        775,150        640,969
                                                                 ----------     ----------     ----------     ----------
Total Other Expense                                               1,340,813      1,038,323      2,616,274      2,046,438
                                                                 ----------     ----------     ----------     ----------

Net Income Before Provision for Income Taxes                        419,806        419,817        812,345        807,337
Provision for Income Taxes                                          169,539        168,991        328,444        325,018
                                                                 ----------     ----------     ----------     ----------
Net Income                                                       $  250,267     $  250,826     $  483,901     $  482,319
                                                                 ==========     ==========     ==========     ==========

EARNINGS PER COMMON SHARES - Basic*                              $     0.09     $     0.09     $     0.18     $     0.18
                                                                 ==========     ==========     ==========     ==========
EARNINGS PER COMMON SHARES - Diluted*                            $     0.08     $     0.08     $     0.17     $     0.17
                                                                 ==========     ==========     ==========     ==========
</TABLE>
* Shares  outstanding  have been adjusted for the 2 for 1 stock split  effective
April 16, 1998
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME                                   For the Three Months Ended       For the Six Months Ended
For the Quarter Ended June 30                             1998          1997             1998           1997
                                                       ---------     ---------        ---------      ---------
                                                                             (unaudited)

<S>                                                    <C>           <C>              <C>            <C>      
Net Income                                             $ 250,267     $ 250,826        $ 483,901      $ 482,319
Other Comprehensive Income, Net of Tax

   Unrealized Gains/(Losses) Arising in the Period         4,060        48,992          (17,346)        (5,505)
                                                       ---------     ---------        ---------      ---------
Comprehensive Income                                   $ 254,327     $ 299,818        $ 466,555      $ 476,814
                                                       =========     =========        =========      =========

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
STATEMENTS OF CASH FLOW
(unaudited)
For the Period Ended June 30,                                           1998              1997
                                                                   ------------      ------------
<S>                                                                <C>               <C>         
OPERATING ACTIVITIES

Net Income                                                         $    483,901      $    482,319
Adjustments to Reconcile Net Income to
   Net Cash Provided by Operating Activities:

Provision for Possible Loan Losses                                      135,000           150,000
Depreciation and Amortization                                           184,585           139,213
(Accretion) of Securities Premium/Discount                               (6,786)          (10,374)
Increase in Other Assets                                                (86,042)         (207,042)
Increase (Decrease) in Accrued Expenses and Other Liabilities            23,886           (97,771)
Increase (Decrease) in Unearned Income                                    8,174            (3,706)
                                                                   ------------      ------------
Net Cash Provided By Operating Activities                               742,718           452,639
                                                                   ------------      ------------

INVESTING ACTIVITIES

Proceeds from Maturities of Securities

   Available for Sale                                                 3,996,465           364,272
   Held to Maturity                                                   9,257,415         6,291,457
Purchases of Securities
   Available for Sale                                                (7,282,200)       (4,497,188)
   Held to Maturity                                                  (2,747,969)       (7,230,331)
Increase in Loans                                                    (8,294,793)       (8,504,009)
Capital Expenditures                                                   (237,226)         (219,051)
                                                                   ------------      ------------
Net Cash Used for Investing Activities                               (5,308,308)      (13,794,850)
                                                                   ------------      ------------

FINANCING ACTIVITIES

Net Increase in Demand Deposits                                       7,808,719         4,756,117
Net Increase in Savings Deposits                                        831,926           201,213
Net Increase in Money Market Deposits                                 2,620,364         2,311,610
Net Increase in Time Deposits                                         2,718,946         7,689,274
Decrease in Federal Funds Purchased                                    (500,000)                0
Decrease in Obligation Under Capital Lease                               (2,691)                0
Proceeds from Issuance of Common Stock, Net                              56,504                 0
Increase in Common Stock from Non Acceptance of Exchange Offer                0            24,762
                                                                   ------------      ------------
Net Cash Provided by Financing Activities                            13,533,768        14,982,976
                                                                   ------------      ------------

Increase in Cash and Cash Equivalents, Net                            8,968,178         1,640,765
Cash and Cash Equivalents, Beginning of Year                          5,982,926        12,128,176
                                                                   ------------      ------------
Cash and Cash Equivalents, End of Period                           $ 14,951,104      $ 13,768,941
                                                                   ============      ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
STATEMENTS OF CASH FLOW

For the Period Ended June 30, (continued)                             1998                1997
                                                                   ------------      ------------
<S>                                                                <C>               <C>         

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash Paid During the Year for Interest                             $  2,742,500      $  2,253,966
                                                                   ============      ============
Cash Paid During the Year for Federal Income Taxes                 $    360,000      $    427,562
                                                                   ============      ============

</TABLE>
<PAGE>
                          SVB FINANCIAL SERVICES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                            June 30, 1998 (UNAUDITED)

1. SVB Financial Services,  Inc., (the "Company"),  a bank holding company,  was
incorporated on February 7, 1996 with authorized capital of 10,000,000 shares of
$4.17 par value common  stock.  On September 3, 1996,  the Company  acquired 100
percent of the shares of  Somerset  Valley  Bank (the  "Bank") by  exchanging  6
shares of its Common Stock for each 5 shares of the Bank. This exchange has been
accounted for as a reorganization of entities under common control, similar to a
pooling of interests,  which resulted in no changes to the  underlying  carrying
amounts  of assets  and  liabilities.  Effective  April 16,  1998,  the  Company
declared a 2 for 1 stock split, resulting in a $2.09 par value common stock. All
financial statements have been restated to reflect this.

         The  consolidated   financial  statements  included  herein  have  been
prepared  without  an  audit  pursuant  to  the  rules  and  regulations  of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial  statements prepared in accordance with generally
accepted  accounting  principles  have been  omitted  pursuant to such rules and
regulations.   The  accompanying  condensed  consolidated  financial  statements
reflect all adjustments which are, in the opinion of management,  necessary to a
fair  statement  of  the  results  for  the  interim  periods  presented.   Such
adjustments  are of a normal  recurring  nature.  These  consolidated  condensed
financial  statements  should be read in conjunction with the audited  financial
statements and the notes thereto.  The results for the six months ended June 30,
1998 are not necessarily  indicative of the results that may be expected for the
year ended December 31, 1998.

         The consolidated  financial statements include the accounts of Somerset
Valley Bank. All significant  inter-company  accounts and transactions have been
eliminated.

2.       Loans

         At June 30, 1998 and December 31, 1997 the  composition  of outstanding
loans is summarized as follows:

                                                    June 30,        December 31,
                                                      1998               1997
                                                 ------------       ------------
 Secured by Real Estate:
   Residential Mortgage                          $ 35,268,951       $ 33,248,717
   Commercial Mortgage                             37,404,903         29,793,163
   Construction                                     2,714,472          4,851,720
Commercial and Industrial                          20,895,220         20,889,305
Loans to Individuals                                6,753,521          4,969,103
Loans to Individuals for Automobiles               11,234,008         12,177,339
Other Loans                                           446,460            541,327
                                                 ------------       ------------
                                                 $114,717,535       $106,470,674
                                                 ============       ============


         There were no loans restructured during 1998 or 1997. Loans past due 90
days or more and still  accruing  totaled  $150,000  at June 30,  1998 and $0 at
December 31, 1997.  Loans in a non-accrual  status  totaled  $69,663 at June 30,
1998 and $62,632 at December 31, 1997.
<PAGE>
  3.     Allowance for Possible Loan Losses

         The  allowance  for  possible  loan  losses is based on  estimates  and
ultimate  losses  may vary  from the  current  estimates.  These  estimates  are
reviewed periodically and as adjustments become necessary, they are reflected in
operations  in the  period  in which  they  become  known.  An  analysis  of the
allowance for possible loan losses is as follows:

                                                  June 30,          December 31,
                                                    1998                1997
                                                -----------         -----------

Balance January 1,                              $   982,198         $   783,366
Provision Charged to Operations                     135,000             280,000
Charge Offs                                         (49,610)            (86,399)
Recoveries                                              450               5,231
                                                -----------         -----------
Balance End of Period                           $ 1,068,038         $   982,198
                                                ===========         ===========

4.       New Accounting Pronouncement

         On January 1, 1998,  the  Corporation  adopted  Statements of Financial
Accounting  Standards  (SFAS) No. 129,  "Disclosure  Information  about  Capital
Structure."  SFAS No.  129  summarizes  previously  issued  disclosure  guidance
contained  within  APB  Opinion  No. 10 and No.  15, as well as SFAS No. 47. The
Corporation's  current disclosures were not affected by the adoption of SFAS No.
129.

         On January 1, 1998, the  Corporation  adopted SFAS No. 130,  "Reporting
Comprehensive  Income." SFAS No. 130 establishes  standards to provide prominent
disclosure of comprehensive income items.  Comprehensive income is the change in
equity of a business  enterprise  during a period  from  transactions  and other
events and circumstances from non-owner sources.  Prior period amounts have been
restated to conform to the  provisions of SFAS No. 130. The adoption of SFAS 130
did not have a  material  impact  on the  Corporation's  financial  position  or
results of operations.

         On January 1, 1998, the Corporation adopted SFAS No. 131,  "Disclosures
about Segments of an Enterprise and Related  Information." SFAS No. 131 requires
that public  business  enterprises  report certain  information  about operating
segments in a complete  set of financial  statements  of the  enterprise  and in
condensed  financial  statements of interim periods issued to  shareholders.  It
also  requires the  reporting  of certain  information  about their  product and
services,  the geographic area in which they operate, and their major customers.
The  adoption  of SFAS  No.  131 did not  have an  impact  on the  Corporation's
financial position or results of operations.

         The  American  Institute  of  Certified  Public   Accountants   (AICPA)
executive committee has issued Statement of Position (SOP) 98-1,  Accounting for
the Costs of Computer  Software  Developed or Obtained for Internal Use. The SOP
was issued to provide  authoritative  guidance on the subject of accounting  for
the cost associated with the purchase or development of computer  software.  The
statement is effective for fiscal years  beginning  after  December 15, 1998 for
costs  incurred in those fiscal years for all  projects,  including  projects in
progress  when the SOP is adopted.  The  adoption of SOP 98-1 is not expected to
have a material  impact on the  Corporation's  financial  position or results of
operations.
<PAGE>
         In June 1998, the Financial  Accounting  Standards  Board (FASB) issued
Statement  of  Financial  Accounting  Standards  SFAS No. 133,  "Accounting  for
Derivative   Instruments  and  Hedging   Activity."  SFAS  No.  133  establishes
accounting and reporting standards for derivative instruments, including certain
derivative instruments imbedded in other contracts,  and for hedging activities.
It  requires  that an entity  recognize  all  derivatives  as  either  assets or
liablities in the statement of financial  position and measure those instruments
at fair value.  If certain  conditions are met, a derivative may be specifically
designated  as a  hedge.  The  accounting  for  changes  in the  fair  value  of
derivative  (gains and losses) depends on the intended use of the derivative and
resulting  designation.  SFAS No. 133 is  effective  for all fiscal  quarters of
fiscal years  beginning  after June 15, 1999.  Earlier  application is permitted
only as of the  beginning  of any  fiscal  quarter.  The  Company  is  currently
reviewing the provisions of SFAS No. 133.

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS

         Net income for the first six months of 1998 was  $483,901,  an increase
of  $1,582  or 0.33%  as  compared  to the same  period  in 1997.  Earnings  per
share-Basic were $.18 in 1998 as compared to $.18 in 1997*. Earnings per share -
Diluted were $.17 in 1998 and 1997*.

                  *Based on the 2 for 1 stock split effective April 16, 1998.

         A detailed discussion of the major components of net income follows:

Net Interest Income

         Net  interest  income for the first six  months of 1998 was  $3,253,069
compared to $2,784,762 in 1997, an increase of $468,307 or 17%.

         Almost all of the increase can be  attributed to an increase in average
earnings  assets.  Average  earning assets for the first six months of 1998 were
$144.8  million an increase of $20.6 million or 17% from the first six months of
1997.  Loans accounted for 76% of this increase as loans averaged $107.6 million
during the six months.  The increase in loan balances  caused interest income to
increase  $708,804.  Furthermore,  the yield on loans increased from 9.08%, to a
9.11%, which caused interest income to increase an additional $12,927.  Overall,
interest  income  increased  $873,605.  Almost all of this amount was due to the
increase in average balances. The yield on earning assets was 8.30% for 1998 and
8.26% for 1997.

         The overall cost of  interest-bearing  liabilities  decreased one basis
points from 4.69% to 4.68%.  Time deposits  accounted for 66% of the increase in
interest  expense,  most of  which  was  related  to  volume.  Although  average
non-interest  sources of funds  (capital  and demand  deposits)  increased  $3.3
million,  the cost of funding earning assets  increased from 3.74% to 3.77%. The
increase in the cost to fund earning assets  resulted in an increase in interest
expense of $405,298.

         The net result of the change in net  interest  income for the first six
months of 1998  versus the first six months of 1997 was an  increase in earnings
of $468,307.  However, due to a change in the mix of the assets and liabilities,
the net interest margin only increased one basis point from a 4.52% to a 4.53%.
<PAGE>
Provision for Loan Possible Losses

         The  provision  for possible  loan losses was $135,000 in the first six
months of 1998 as  compared  to  $150,000  in the first six months of 1997.  The
decrease in the  provision  was mostly  related to the slowdown in the growth of
outstanding  loans during the beginning of the year. Total gross loans increased
$8.2  million  since  December  31, 1997 but all of this growth was  experienced
during the second quarter of 1998.

Other Income

         During the first six months of 1998, other income increased  $91,537 or
42% over the same  period  in  1997.  Gains on the sale of loans  accounted  for
$65,218 of the increase.  The Company is a preferred SBA lender and, as such, it
originates  SBA  loans  and  sells the  government  guaranteed  portions  in the
secondary  market while retaining the servicing.  The amount of gains recognized
on SBA loans is dependent on the volume of new SBA loans generated each quarter.
The amounts can vary greatly from quarter to quarter and from year to year.

         Service charges on deposit accounts  increased  $27,667 or 26% from the
same  period  last year.  The growth in the number of  commercial  and  consumer
checking accounts resulted in increased overdraft,  account maintenance and wire
transfer  fees.  Foreign  transaction  fees at the  Company's  ATM machines were
instituted in the latter half of 1997,  which resulted in a $12,062  increase in
ATM fees over last year.


Other Expense

         Other  expenses  for the six  months  ended  June  30,  1998  increased
$569,836  or 28% from the same period in 1997.  Since July of 1997,  the Company
has opened a branch office in Bridgewater Township, a branch on Gaston Avenue in
Somerville,  and a  branch  in  the  Arbor  Glen  assisted  living  facility  in
Bridgewater Township. Expenses were impacted by additional personnel,  occupancy
costs,  and  other  expenses  related  to  the  opening  of  the  new  branches.
Consequently,  total assets have grown $22.2 million or 16% since June 30, 1998.
Because of the  growth in assets and in  offices,  the  Company  has had to hire
additional  personnel  to better  service its  customer  base.  These  additions
combined with normal  salary  increases  caused  salary and benefits  expense to
increase  $317,843 or 31% from last year.  The Company has also  entered  into a
rental  agreement  for another  potential  branch site in Aberdeen,  in Monmouth
County.  Rent on the  newly  opened  locations  and the  potential  branch  site
location coupled with depreciation on improved  facilities resulted in a $86,665
or 39%  increase in occupancy  expenses.  The Company has also made an effort to
remain current with technology and to provide computer access for each employee.
These  purchases as well as other  purchases of equipment  for new employees and
the additional  branches  increased  equipment  expense $31,147 or 21% from last
year.  Other  expenses  increased  from last year  $134,181 or 21%. Much of this
increase was related to the growth of the Company which affected many areas, but
especially supplies, data processing costs, and outside services.  Marketing and
business  development  costs increased $10,477 due to grand opening costs of the
Gaston Avenue and Arbor Glenn offices and to continued promotions of home equity
loans and several new banking products.
<PAGE>
Financial Condition

June 30, 1998 compared to December 31, 1997

         Total  assets  increased  $14.0  million or 9% from  December 31, 1997.
Total loans increased $8.2 million.  Loans secured by real estate increased $7.5
million.  Commercial  mortgages  increased $7.6 million and  construction  loans
decreased  $2.1  million.  Activity  varies in the  marketplace  depending  upon
seasonality and competition.  Loans to individuals for automobiles,  declined by
$.9  million.  The current  interest  rates earned on these loans in relation to
competition  has caused the Company to not be as aggressive  in  generating  new
automobile loans.

         Deposits  increased  $14.0  million or 10% during the first six months.
All deposit categories, with the exception of CDs over $100,000,  increased with
the largest  increase of $5.6 million in the time  deposits  less than  $100,000
category.

         Investment  securities decreased $3.2 million. The increase in deposits
coupled  with flat yield curves in the market and pending loan growth has caused
a shift from longer term securities to short term investments.

Asset Quality

         Loans past due 90 days or more and still  accruing  were $150,000 as of
June 30, 1998 and represented .13% of total loans.  There were no loans past due
90 days or more and still accruing as of December 31, 1997.

         Loans in a  non-accrual  status  totaled  $69,663 at June 30,  1998 and
$62,632 at December 31, 1997 and represented  .06% of total loans as of June 30,
1998 and December 31, 1997.

         The Company had no other real estate owned at June 30, 1998.

Allowance for Possible Loan Losses

         The  allowance  for  possible  loan  losses  is  maintained  at a level
considered  adequate  to provide for  potential  loan  losses.  The level of the
allowance  is  based on  management's  evaluation  of  potential  losses  in the
portfolio,  after  consideration  of  risk  characteristics  of  the  loans  and
prevailing and anticipated  economic  conditions.  The allowance is increased by
provisions charged to expense and reduced by charge-offs, net of recoveries.

         At June 30, 1998,  the  allowance for loans losses was  $1,068,038  and
represented .93% of total loans and 486% of non-performing  loans compared to an
allowance  for loan  losses at  December  31,  1997 of $982,198 or .92% of total
loans and 1,568% of non-performing loans at December 31, 1997.

         Charge-offs for the first six months of 1998 totaled  $49,610  compared
to $86,399 for the year ended December 31, 1997.

Capital Resources

         Total Shareholders' Equity was $13,618,589 at June 30, 1998 compared to
$13,095,530 at December 31, 1997.
<PAGE>
         Under the FDIC  Improvement Act of 1991, banks are required to maintain
a minimum ratio of total capital to risk based assets of 8% of which at least 4%
must be in the form of Tier I  Capital  (primarily  Shareholders'  Equity).  The
following are the Company's capital ratios at the end of the periods indicated.

                                             March 31,         December 31,
                                               1998                1997
                                             ---------         ------------

Tier I Capital to Risk Weighted Assets        10.75%              11.89%
Total Capital to Risk Weighted Assets         11.62%              12.81%
Leverage Ratio                                 8.48%               8.72%

Liquidity

         Cash and cash  equivalents  totaled  $15.0  million at June 30, 1998 an
increase of $9.0 million.

         The increase in Cash and Cash Equivalents was partially attributable to
an increase in deposits  which  contributed  to an increase in cash  provided by
financing  activities of $13.5 million.  Demand deposits experienced the largest
increase for the six month period of $7.8 million.

         The increase in financing  activities was partially  offset by net cash
used for investing activities of $5.3 million. Investing activities were made up
of loans ($8.3 million) and purchases of securities  ($10.0  million).  Security
purchases were offset by security maturities of $13.3 million.
<PAGE>

                            PART II-OTHER INFORMATION

Item 1   -        Legal Proceedings

                  The  Company is party in the  ordinary  course of  business to
                  litigation involving  collection matters,  contract claims and
                  other   miscellaneous   causes  of  action  arising  from  its
                  business.  Management does not consider that such  proceedings
                  depart from usual routine litigation and, in its judgment, the
                  Company's  financial  position and results of operations  will
                  not be affected materially by such proceedings.

Item 2   -        Changes in Securities
                  None.

Item 3   -        Defaults upon Senior Securities
                  None.

Item 5   -        Other Information

                  On July 6, 1998, the common stock of the Company began trading
                  on the Nasdaq National Market, under the trading symbol SVBF.

Item 6   -        Exhibits and Reports on Form 8-K
                  --------------------------------
            (a)   Exhibits
                  --------

         3(i)     Articles of Incorporation

                  Certificate of Incorporation of the Company is incorporated by
                  reference to the Company's Registration Statement on Form SB-2
                  File Number 333-12305 Amendment No. 2, Filed

                  November 4, 1996.

         3(ii)    Bylaws

                  Bylaws of the Company are  incorporated  by  reference  to the
                  Company's   Registration  Statement  on  Form  SB-2  File  No.
                  333-12305 Amendment No. 2, Filed November 4, 1996.

         (27)     Financial Data Schedule


<PAGE>




                                   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.

                                              SVB FINANCIAL SERVICES, INC.

                                              (Registrant)

Dated:   August 7, 1998                       By:   /s/  Keith B. McCarthy
                                                    Keith B. McCarthy
                                                    Executive Vice President
                                                    Chief Accounting Officer