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 September 30, 1996

                                       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: 333-12305 


                          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, 1996 there were 1,163,000 shares of common stock, $4.17 par value
outstanding
<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 6  -   Exhibits and Reports on Form 8-K


SIGNATURES

<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENTS OF CONDITIONS SEPTEMBER 30, 1996 AND DECEMBER 31, 1995

                                                                            September 30,          December 31,
                                                                                 1996                  1995
                                                                           -------------         -------------
<S>                                                                        <C>                   <C>
ASSETS
   Cash & Due from Banks ..........................................        $   5,796,555         $   2,814,877
   Federal Funds Sold .............................................            3,950,000             4,575,000
   Other Short Term Investments ...................................              792,004               595,063
                                                                           -------------         -------------
           Total Cash and Cash Equivalents ........................           10,538,559             7,984,940
                                                                           -------------         -------------
   Securities
      Available for Sale at Market Value ..........................            6,819,775             4,874,738
      Held to Maturity, Market Value $14,300,537
      in 1996 and $14,649,141 in 1995..............................           14,313,141            14,580,823
                                                                           -------------         -------------
           Total Securities .......................................           21,132,916            19,455,561
                                                                           -------------         -------------

   Loans ..........................................................           83,551,448            60,144,428
      Allowance for Possible Loan Losses ..........................             (713,116)             (527,019)
      Unearned Income .............................................              (88,151)              (89,242)
                                                                           -------------         -------------
           Net Loans ..............................................           82,750,181            59,528,167
                                                                           -------------         -------------

   Premises & Equipment, Net ......................................              833,700               716,215
   Other Assets Including Deferred Income Taxes, Net ..............            2,025,839             1,059,031
           Total Assets ...........................................        $ 117,281,195         $  88,743,914
                                                                           =============         =============


LIABILITIES & SHAREHOLDERS' EQUITY
LIABILITIES
   Deposits
   Demand
      Non Interest Bearing ........................................        $  17,940,709         $  12,829,836
      NOW Accounts ................................................            6,699,261             5,875,285
   Savings ........................................................            8,047,779             5,700,503
   Money Market Accounts ..........................................           12,235,115             9,315,378
   Time
      Greater than $100,000 .......................................            8,930,777             5,202,055
      Less than $100,000 ..........................................           53,826,361            40,756,735
                                                                           -------------         -------------
      Total Deposits ..............................................          107,680,002            79,679,792

   Accrued Expenses & Other Liabilities ...........................              569,993               360,946
                                                                           -------------         -------------
           Total Liabilities ......................................          108,249,995            80,040,738
                                                                           -------------         -------------
<PAGE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENTS OF CONDITIONS SEPTEMBER 30, 1996 AND DECEMBER 31, 1995

                                                                            September 30,          December 31,
                                                                                 1996                  1995
                                                                           -------------         -------------
<S>                                                                        <C>                   <C>
SHAREHOLDERS' EQUITY
   Common Stock $4.17 PAR VALUE, 10,000,000 shares ................            4,849,710             4,893,211
      Authorized: 1,163,000 Shares in 1996 and
      1,173,432 in 1995
      Issued and Outstanding
   Paid in Capital ................................................            3,726,074             3,764,511
   Unrealized Gain (Loss) on Investments Held For Sale ............              (12,174)                9,404
   Retained Earnings ..............................................              467,590                36,050
                                                                           -------------         -------------
           Total Shareholders' Equity .............................            9,031,200             8,703,176
                                                                           -------------         -------------
           Total Liabilities And Shareholders' Equity .............        $ 117,281,195         $  88,743,914
                                                                           =============         =============

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENT OF INCOME
For The Periods Ended September 30,  
                                                                      For the Three Months Ended         For the Nine Months Ended
                                                                      ---------------------------       ----------------------------
                                                                          1996             1995             1996             1995
                                                                      ----------       ----------       ----------        ----------
<S>                                                                   <C>              <C>              <C>               <C>
INTEREST INCOME
   Interest on Loans ..........................................       $1,819,401       $1,247,123       $4,858,393        $3,513,747
   Interest on Securities Available For Sale ..................           75,530           52,943          225,538           139,628
   Interest on Securities Held to Maturity ....................          202,270          250,978          678,979           743,444
   Interest on Federal Funds Sold .............................           77,455           73,053          174,329           140,684
   Interest on Other Short Term Investments ...................            6,618           10,590           20,639            29,275
                                                                      ----------       ----------       ----------        ----------
       Total Interest Income ..................................        2,181,274        1,634,687        5,957,878         4,566,778
                                                                      ----------       ----------       ----------        ----------


INTEREST EXPENSE
   Interest on Deposits .......................................        1,003,559          761,681        2,727,039         2,071,338
   Interest on Federal Funds Purchased ........................                0                0                0               170
                                                                      ----------       ----------       ----------        ----------
       Total Interest Expense .................................        1,003,559          761,681        2,727,039         2,071,508
                                                                      ----------       ----------       ----------        ----------

       Net Interest Income ....................................        1,177,715          873,006        3,230,839         2,495,270


PROVISION FOR POSSIBLE LOAN LOSSES ............................           92,000           56,000          237,000           146,000
                                                                      ----------       ----------       ----------        ----------
       Net Interest Income After Provision
             For Possible Loan Losses .........................        1,085,715          817,006        2,993,839         2,349,270

OTHER INCOME
   Service Charges on Deposit Accounts ........................           42,086           31,412          121,695            84,473
   Gain (Loss) on the Sale of Investment Securities ...........                0                0           (2,117)            2,336
   Gain on the Sale of Loans ..................................           23,409           68,018           66,922           169,714
   Other Income ...............................................           13,167           16,691           50,803            46,700
                                                                      ----------       ----------       ----------        ----------
             Total Other Income ...............................           78,662          116,121          237,303           303,223
                                                                      ----------       ----------       ----------        ----------
<PAGE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENT OF INCOME
For The Periods Ended September 30,  
                                                                      For the Three Months Ended         For the Nine Months Ended
                                                                      ---------------------------       ----------------------------
                                                                          1996             1995             1996             1995
                                                                      ----------       ----------       ----------        ----------
<S>                                                                   <C>              <C>              <C>               <C>
OTHER EXPENSE
   Salaries and Employee Benefits .............................          448,557          302,484        1,301,798           906,685
   Occupancy Expense ..........................................          104,830           63,938          293,313           177,538
   Equipment Expense ..........................................           62,119           44,327          176,772           127,250
   Other Expense ..............................................          308,876          178,528          802,595           604,604
                                                                      ----------       ----------       ----------        ----------
           Total Other Expense ................................          924,382          589,277        2,574,478        1 ,816,077
                                                                      ----------       ----------       ----------        ----------


        Net Income Before Income Taxes ........................          239,995          343,850          656,664           836,416

        Provision for Income Taxes ............................           57,378          135,485          225,124           326,311

        Net Income ............................................       $  182,617       $  208,365       $  431,540        $  510,105
                                                                      ==========       ==========       ==========        ==========


NET INCOME PER SHARE ..........................................       $     0.16       $     0.18       $     0.37        $     0.45
                                                                      ==========       ==========       ==========        ==========

WEIGHTED AVERAGE SHARES OUTSTANDING ...........................        1,171,274        1,173,027        1,174,632         1,131,467
                                                                      ==========       ==========       ==========        ==========

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOW FOR SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995


                                                                                         1996              1995
                                                                                    ------------      ------------
<S>                                                                                 <C>               <C>
OPERATING ACTIVITIES
   Net Income .................................................................     $    431,540      $    510,105
   Adjustments to reconcile net income to
      Net Cash for operating activities:
         Provision for possible loan losses ...................................          237,000           146,000
         Depreciation and amortization ........................................          150,404            94,637
         Amortization (accretion) of investment securities premium/discount ...          (52,472)         (181,446)
         (Gains)/Losses on sales of investment securities, net ................            2,117            (2,336)
         Gains on sales of loans ..............................................          (66,922)         (169,714)
         Increase in interest receivable ......................................         (137,934)          (90,506)
         Increase in other assets .............................................         (664,244)          163,790
         Increase in accrued interest payable .................................           41,494            28,282
         Increase (decrease) in accrued expenses and other liabilities ........           14,259           153,888
         Increase (decrease) in unearned income ...............................           (1,091)           (9,708)
                                                                                    ------------      ------------
                  Net Cash Provided by (used in) Operating Activities .........          (45,849)          642,992

INVESTING ACTIVITIES
   Proceeds from sales of securities available for sale .......................        1,994,043           490,909
   Proceeds from maturities of securities
         Available for Sale ...................................................        2,775,010         1,953,693
         Held to Maturity .....................................................        7,652,535        24,311,923
   Purchases of investment securities
         Available for Sale ...................................................       (6,709,713)       (2,746,928)
         Held to maturity .....................................................       (7,371,789)      (22,479,768)
   Increase in loans ..........................................................      (23,391,001)       (8,609,090)
   Capital expenditures .......................................................         (267,889)         (152,545)
                                                                                    ------------      ------------
                  Net Cash Used for Investing Activities ......................      (25,318,804)       (7,231,806)

FINANCING ACTIVITIES
   Net increase (decrease) in demand deposits .................................        5,934,849           411,010
   Net increase (decrease) in savings deposits ................................        2,347,276        (1,150,706)
   Net increase in money market deposits ......................................        2,919,737         1,014,007
   Net increase in time deposits .............................................       16,798,348         7,758,372
   Proceeds from the issuance of common stock, net ............................             --           1,173,160
   Decrease in common stock from non acceptance of exchange offer .............          (81,938)             --
                  Net Cash Provided by Financing Activities ...................       27,918,272         9,205,843

Increase in Cash and Cash Equivalents, net ....................................        2,553,619         2,617,029

CASH AND CASH EQUIVALENTS, beginning of year ..................................        7,984,940         6,043,304

CASH AND CASH EQUIVALENTS, end of period ......................................     $ 10,538,559      $  8,660,333
                                                                                    ============      ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
   Cash paid during the year for interest .....................................     $  2,685,545      $  2,043,226
   Cash paid during the year for income taxes .................................     $    215,000      $     60,000
                                                                                    ============      ============
</TABLE>
<PAGE>
                          SVB FINANCIAL SERVICES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         SEPTEMBER 30, 1996 (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.

The consolidated financial statements included herein have been prepared without
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.  The results for the six months ended  September 30, 1996 are
not  necessarily  indicative  of the results  that may be expected  for the year
ended December 31, 1996.

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

2. Loans

At September 30, 1996 and December 31, 1995 the composition of outstanding loans
is summarized as follows:
<TABLE>
<CAPTION>

                                                                   September 30,     December 31,  
                                                                        1996             1995
                                                                        ----             ----
<S>                                                                  <C>             <C>
Secured by Real Estate:
         Residential Mortgage ..................................     $22,543,812     $21,466,489
         Commercial Mortgage ...................................      25,604,839      15,700,266
         Construction ..........................................       2,660,394       2,812,000
Commercial and Industrial ......................................      16,762,539      12,554,205
Loans to Individuals for Automobiles ...........................      12,870,818       5,425,201
Other Loans to Individuals .....................................       3,109,046       2,186,267
                                                                     $83,551,448     $60,144,428
                                                                     ===========     ===========
</TABLE>

There were no loans restructured  during 1996 or 1995. Loans past due 90 days or
more as of September 30, 1996 and still accruing totaled $290,940 and loans in a
non-accrual status totaled $41,099. There were no loans past due 90 days or more
or in a non-accrual status as of December 31, 1995.
<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:
<TABLE>
<CAPTION>

                                                  September 30,     December 31,  
                                                      1996              1995
                                                   ---------          ---------
<S>                                                <C>                <C>
Balance January 1, .......................         $ 527,019          $ 372,062
Provision charged to Operations ..........           237,000            206,000
Charge Offs ..............................           (53,879)           (51,043)
Recoveries ...............................             2,976               --
                                                   ---------          ---------
Balance End of Period ....................         $ 713,116          $ 527,019
                                                   =========          =========
</TABLE>
<PAGE>
Item 2 -   Management's Discussion and Analysis of Financial Conditions and
           Results of Operations

                               Results of Operations
           Three Months Ended September 30, 1996 and September 30, 1995



         Net income for the first nine months of 1996 was  $431,540,  a decrease
of $78,565 or 15% from the same  period  last year.  This net income  represents
earnings  per  share of $ .37 in 1996  compared  to $ .45 in  1995.  Much of the
decline  occurred  during the first quarter of the year when the Company  opened
its first branch office in Hillsborough Township and it experienced increases in
salary,  occupancy,  equipment and advertising  expenses.  Although net interest
income  increased by $735,569 or 29% from last year, it was not enough to offset
the  increase in the  provision  for loan losses of $91,000,  the decline in non
interest income of $65,920 or the increase in non interest expenses of $693,261.

         Net income for the third  quarter of 1996 was  $183,217,  a decrease of
$25,000 or 12% from the same  period  last  year.  Income per share was $ .16 in
1996 compared to $ .18 in 1995.  Net interest  income  increased by $304,709 but
was offset by a decline  in other  income of $36,589  and an  increase  in other
expense of $269,965.

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

Net Interest Income

         Net interest  income for the nine months ended  September  30, 1996 was
$3,230,839,  an increase of $735,569 or 29% from the same period last year.  The
increase was a result of the growth in average earning assets from $73.6 million
in 1995 to $96.3 million in 1996. Loans made up most of this increase as average
loans were $70.8 million compared to $49.3 million in 1995. Loan growth occurred
in all loan categories,  i.e.,  commercial,  mortgage and consumer. The yield on
loans  declined from 9.53% to 9.17% due to the lower average prime rate in 1996.
The overall yield on earning assets declined only 3 basis points to 8.27%.  This
was a result of the percentage of loans to earnings assets improving from 67% in
1995 to 74% in 1996.

         The overall cost of  interest-bearing  liabilities  declined by 3 basis
points to 4.68% as certificates of deposit  repriced to slightly lower levels in
1996 but the overall  cost of funding  earning  assets rose from 3.77% to 3.79%.
This occurred because the percentage of earning assets supported by non interest
sources of funds (such as capital and demand deposits) declined from 20% in 1995
to 19% in 1996. This resulted in the net interest margin declining from 4.54% to
4.48% for the comparable periods.

         Net interest  income for the three month period  increased  $304,709 or
35% from the same period in 1995. This increase  follows the same reasons as the
year to date increase mentioned above, most notably the increase in loans. Total
loans were $83,551,448 compared to $54,223,795 at September 30, 1995.
<PAGE>
Provision for Loan Losses

         The  provision  for  possible  loan  losses was  $237,000  compared  to
$146,000,  an  increase  of  $91,000  or 62% for the first  nine  months of 1996
compared to the same period in 1995. For the three month period ended  September
30, 1996 the  provision  for possible  loan losses was  $92,000,  an increase of
$36,000  or 64% from the same  period  last  year.  Although  there  has been an
increase in past due and  non-accrual  loans (see Asset Quality) the increase in
the provision is mostly related to the growth in  outstanding  loans rather than
to an overall  decline in credit  quality.  Total  loans  have  increased  $23.4
million or 39% since year end 1995 and $5.8 million or 7% since June 30, 1996.

Other Income

         Other income was $237,303 during the first nine months of 1996 compared
to  $303,233  during the same period in 1995,  a decline of $65,920 or 22%.  The
decline  was a result of  $102,792  decline  in gains on the sale of loans.  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.  It is important to note that SBA loans are not the primary focus
of the Company's loan business.  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 and from year to year.

         Service charges on deposit accounts increased $37,222 on a year to date
basis in 1996  compared  to 1995 due to the growth in  commercial  and  consumer
checking  accounts and an increase in the overdraft charge from $18.00 per check
to $20.00.

         For the quarter end other income  declined  $36,859 or 32%.  Again this
was entirely due to a reduction in gains on the sale of SBA loans and was offset
in part by the  increase in service  charges on deposit  accounts  as  mentioned
above.

Other Expenses

         Other expenses  increased  $693,261 or 38% for the first nine months of
1996 over the same period in 1995 and  $269,965 or 46% for the third  quarter of
1996 as compared to the same period in 1995.

         Three  events  were  responsible  for  both  the  year to date  and the
quarters' increase in expenses.  First, in February the Company opened its first
branch office in Hillsborough  Township with five full time employees along with
additional  occupancy,  equipment and marketing  expenses.  Second,  in July the
Company moved its back office  Operations  to additional  office space above the
Hillsborough  office.  The additional  expenses  involved in the move as well as
increased  occupancy  expense added to expense in the third quarter.  Third, the
Company's  total assets grew from $88.7 million at year end to $117.2 million at
September 30, 1996, an increase of $28.5 million or 32%. This increase  resulted
in increased  deposit and loan accounts which  increased  many volume  sensitive
expenses such as  stationery  and supplies,  data  processing,  postage and many
other expenses. In addition, the Company had to add employees to its back office
operations  as well as the  Somerville  banking  office,  in order  to  properly
service the increased volume.
<PAGE>
Financial Condition
September 30, 1996 compare to December 31, 1995

         Total assets  increased  $28.5 million or 32% since  December 31, 1995.
Loans made up the largest part of the increase growing $23.4 million. Investment
securities  grew $1.7 million  while cash and cash  equivalents  increased  $2.5
million.  These  increases  were  funded by an  increase  in  deposits  of $28.0
million.

         Total  loans  increased  $23.4  million  or 39% due to the  significant
increase in loan demand.  The  Company's  main  emphasis in lending  remains the
small to medium sized  businesses in its market area. One of the reasons for the
significant  loan growth is the apparent  inability  of the larger  regional and
out-of-state banks to adequately service this segment of the market. The Company
also experienced significant growth in its loans to individuals for automobiles.
During  1995  the  Company  began  actively  seeking  relationships  with  local
automobile  dealerships for the purpose of financing consumer  automobile loans.
As a result auto loans increased from $5.4 million at December 31, 1995 to $12.9
million at September 30, 1996.

         With  respect to the  securities  portfolio,  the Company  continues to
increase its  available  for sale  securities  in order to provide an additional
source of liquidity as well as flexibility in asset liability management.  These
securities increase $1.9 million since December 31, 1995.

         Deposits  increased $28.0 million or 31% during 1996. All categories of
deposits  showed  significant  growth most notably non  interest-bearing  demand
deposits  which  increase  $5.1 million or 39.8%.  This was mostly the result of
increased commercial checking accounts which is directly related to the increase
in commercial loans.  Time deposits less than $100,000  increased $13.0 million.
The Company continues to aggressively price its retail time deposits in order to
attract new funds for loan demand.

Asset Quality

         The Company had no  non-performing  loans as of December 31,  1995.  At
September 30, 1996,  the Company had loans past due over 90 days of $290,940 and
non-accrual  loans totaled $41,099 for total  non-performing  loans of $332,039.
These non-performing loans represent .40% of total loans.

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 September 30, 1996,  the allowance for loans losses was $713,116 and
represents .85% of total loans and 215% of  non-performing  loans compared to an
allowance  for loan  losses at  December  31,  1995 of $527,019 or .88% of total
loans. There were no non-performing loans at December 31, 1995.

         Charge-offs for the first nine months of 1996 totaled $53,879  compared
to $51,043 at December 31, 1995.
<PAGE>
Liquidity

         Cash and cash equivalents totaled $10,538,559 at September 30, 1996, an
increase of $2,553,619 since year end 1995.

         Cash provided by financing activities was a negative $45,849, primarily
a result of increases in other assets and receivables.

         Cash used in investing  activities was $25,318,804.  Almost all of this
was attributed to a net increase in loans of $23,391,001.  The remainder was for
the purchase of investment  securities especially securities available for sales
whose purchases totaled $6,709,713.

         The  sources  of funds for  investing  activities  came from  financing
activities  which  totaled  $27,918,272.  Increases in time deposits made up the
majority of this total at $16,798,348  followed by increases in demand  deposits
of $5,934,849.

         In  addition  to cash  and  cash  equivalents,  the  Company's  primary
liquidity includes securities available for sale and securities held to maturity
that mature in one year or less. These totaled $23,357,000 inclusive of cash and
cash equivalents and represents 20% of total assets.

Capital Resources

         Total  Shareholders'  Equity  was  $9,031,200  at  September  30,  1996
compared to $8,703,176 at December 31, 1995.

         Under 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.
<TABLE>
<CAPTION>

                                           September 30,      December 31,
                                               1996               1995
                                               ----               ----
<S>                                            <C>               <C>
Tier I Capital to Risk Weighted Assets         10.24%            13.46%
Total Capital to Risk Weighted Assets          11.07%            14.28%
</TABLE>
<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 4   -        Submission of Matters to a Vote of Security Holders

                  None.

Item 5   -        Other Information

                  None.

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 Date Schedule

            (b)   Reports on Form 8-K

                  A Form 8-K was filed on October  10,  1996 under Item 5 "Other
                  Events"  reporting  the  completion  of the exchange of shares
                  between Somerset Valley Bank and SVB Financial Services,  Inc.
                  on September 3, 1996.


<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:   November 14, 1996                  By: /s/Keith B. McCarthy
                                                --------------------
                                                   Keith B. McCarthy
                                                   Executive Vice President and
                                                   Treasurer