<PAGE>   1
                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 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 period ended                        March 31, 1997
                        --------------------------------------------------------

                                       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:             1-9709
                        --------------------------------------------------------


                                ELDORADO BANCORP
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

     CALIFORNIA                                           95-3642383
--------------------------------------------------------------------------------
     (State or other jurisdiction of                      (IRS Employer
      incorporation or organization)                      Identification Number)

     17752 EAST SEVENTEENTH STREET, TUSTIN, CALIFORNIA      92680
--------------------------------------------------------------------------------
     (Address of principal executive offices)              (Zip Code)

                                 (714) 798-1100
--------------------------------------------------------------------------------
               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
requirement for the past 90 days.

                                                   [  X  ]   Yes    [     ]   No

                       APPLICABLE ONLY TO ISSUERS INVOLVED
                         IN BANKRUPTCY PROCEEDING DURING
                            THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.

                                                    [     ]   Yes   [     ]   No

There were 3,813,987 shares of common stock for the registrant outstanding as of
March 31, 1997.



                                       1
<PAGE>   2
Part I.  Financial Information
Item I.  Financial Statements

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank

                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                             (Dollars in Thousands)

<TABLE>
<CAPTION>
ASSETS                                                          March 31, 1997   December 31, 1996
------                                                          --------------   -----------------
<S>                                                                <C>              <C>      
Cash and due from banks ....................................       $  35,304        $  34,101
Federal funds sold .........................................          21,000           28,400
Securities available-for-sale ..............................          95,990           95,919
Securities held-to-maturity - approximate market value of
  $7,946 in 1997 and $8,074 in 1996 ........................           8,082            8,082
Loans and direct lease financing ...........................         226,519          223,904
Less allowance for possible credit losses ..................           4,603            4,672
                                                                   ---------        ---------
                  Net loans and direct lease financing .....         221,916          219,232

Premises and equipment, net ................................           7,944            8,139
Other real estate owned ....................................             863              394
Accrued interest receivable and other assets ...............          12,951           12,494
                                                                   ---------        ---------
                                                                   $ 404,050        $ 406,761
                                                                   =========        =========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------

Liabilities
  Deposits
         Demand, non-interest bearing ......................       $ 112,916        $ 111,414
         Savings and money market ..........................         152,794          156,857
         Time certificates under $100,000 ..................          48,246           47,782
         Time certificates of $100,000 or more .............          35,237           37,351
                                                                   ---------        ---------
                  Total deposits ...........................         349,193          353,404

Federal funds purchased ....................................           2,881            2,188
Other liabilities ..........................................           4,377            4,225
                                                                   ---------        ---------
                  Total liabilities ........................       $ 356,451        $ 359,817

Shareholders' equity
  Preferred stock, no par value;
         authorized 5,000 shares, none issued ..............              --               --
  Common stock, no par value;
         authorized 12,500,000 shares, issued and
         outstanding 3,813,987 shares in 1997 and
         3,810,756 shares in 1996 ..........................          32,477           32,448
Retained earnings ..........................................          15,186           14,358
Net unrealized gain on securities available-for-sale .......             (64)             138
                                                                   ---------        ---------
                                                                      47,599           46,944
                                                                   ---------        ---------
                  Total shareholders' equity and liabilities       $ 404,050        $ 406,761
                                                                   =========        =========
</TABLE>




                                       2
<PAGE>   3
Part I.  Financial Information
Item I.  Financial Statements (continued)

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank
                       CONSOLIDATED STATEMENTS OF EARNINGS
                                   (Unaudited)
               (Dollars in Thousands except for earnings per share
               and weighted average number of shares outstanding)

<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                                March 31
                                                         ---------------------
                                                         1997             1996
                                                         ----             ----
<S>                                                   <C>              <C>       
   Interest Income
         Loans ................................       $    5,269       $    5,593
         Securities ...........................            1,535            1,443
         Federal funds sold ...................              316              294
         Direct lease financing ...............               14               24
                                                      ----------       ----------
                                                           7,134            7,354
Interest Expense
         Savings, NOW and money market deposits              742              775
         Time deposits of $100,000 or more ....              477              454
         Time deposits under $100,000 .........              589              623
         Other ................................               30               37
                                                      ----------       ----------
           Total interest expense .............            1,838            1,889
                                                      ----------       ----------
         Net interest income ..................            5,296            5,465

Provision for loan and lease losses ...........               --              152
                                                      ----------       ----------
         Net interest income after provision
           for loan and lease losses ..........            5,296            5,313

Other Income
         Service charges on deposit accounts ..              579              607
         Loan servicing income ................              182              224
         Gain on sales of SBA loans ...........               13               13
         Other ................................              219              333
                                                      ----------       ----------
                                                             993            1,177
Other Expense
         Salaries .............................            1,237            1,364
         Employee benefits ....................              834              561
         Net occupancy of bank premises .......              418              406
         Furniture and equipment expense ......              285              298
         Other ................................            1,488            1,636
                                                      ----------       ----------
                                                           4,262            4,265
                                                      ----------       ----------
Earnings before taxes .........................            2,027            2,225

Income Taxes ..................................              817              915
                                                      ----------       ----------
         Net Earnings .........................       $    1,210       $    1,310
                                                      ==========       ==========
Earnings per common share .....................       $     0.30       $     0.34
                                                      ==========       ==========
Weighted average common shares outstanding ....        3,967,423        3,865,806
</TABLE>



                                       3
<PAGE>   4
Part I.  Financial Information
Item I.  Financial Statements (continued)

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                             (Dollars in Thousands)

<TABLE>
<CAPTION>
                                                                       Three Months Ended     Three Months Ended
                                                                          March 31, 1997         March 31, 1996
                                                                       ------------------     ------------------
<S>                                                                         <C>                   <C>     
Cash Flows from operating activities:
   Net earnings ...................................................         $  1,210              $  1,310
   Adjustments to reconcile net earnings                                                      
     to net cash provided by operating activities:                                            
         Depreciation and amortization ............................             (402)                  240
         Amortization of intangible assets ........................              154                   167
         Provision for possible credit losses .....................               --                   152
         (Gain) loss on sale of SBA loans .........................               13                   (13)
         Amortization of deferred income, costs, discounts and fees              (48)                  (97)
         Loan fees collected ......................................              209                     4
         (Gain) loss on sale of other real estate owned ...........               --                  (170)
         Increase in deferred income taxes ........................              433                    --
                                                                                              
Change in assets and liabilities:                                                             
         (Increase) decrease in other assets ......................           (1,296)               (1,344)
         Increase (decrease) in other liabilities .................               75                    88
                                                                            --------              --------
                  Total adjustments ...............................             (862)                 (973)
                                                                            --------              --------
                  Net cash provided by operating activities .......              348                   337
                                                                                              
Cash flows from investing activities:                                                         
         Proceeds from maturity of securities available-for-sale ..           23,758                11,404
         Proceeds from sale of securities available-for-sale ......               --                 1,160
         Proceeds from sale of securities held-to-maturity ........               --                 2,000
         Proceeds from sale of equipment ..........................               --                    14
         Purchase of securities available-for-sale ................          (23,517)              (21,246)
         Purchase of securities held-to-maturity ..................               --                (3,492)
         Net (increase) decrease in loans and leases ..............           (2,858)                5,606
         Purchases of premises and equipment ......................              (57)                 (111)
         Proceeds from sale of other real estate owned ............               --                   671
                                                                            --------              --------
                  Net cash used in investing activities ...........         $ (2,674)             $ (3,994)
                                                                            --------              --------
</TABLE>



                                       4
<PAGE>   5
Part I.  Financial Information
Item I.  Financial Statements (continued)

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                             (Dollars in Thousands)

<TABLE>
<CAPTION>
                                                               Three Months Ended  Three Months Ended
                                                                  March 31, 1997     March 31, 1996
                                                               ------------------  ------------------
<S>                                                                 <C>                 <C>     
Cash Flows from operating activities:
         Net increase (decrease) in deposits ..............         $ (4,211)           $ 12,771
         Net increase (decrease) in federal funds purchased              693              (1,736)
         Dividends paid ...................................             (382)               (302)
         Proceeds from stock options exercised ............               29                 236
                                                                    --------            --------
                  Net cash provided by financing activities           (3,871)             10,969
                                                                    --------            --------
Increase (decrease) in cash and cash equivalents ..........           (6,197)              7,312

Cash and cash equivalents at beginning of year ............           62,501              41,933

Cash and cash equivalents at March 31 .....................         $ 56,304            $ 49,245
                                                                    ========            ========
</TABLE>



                                       5
<PAGE>   6
Part I.  Financial Information
Item I.  Financial Statements (continued)

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                      For three months ended March 31, 1997
                                       and
                   For years ended December 31, 1996 and 1995
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                              Net Unrealized
                                                        Securities            Gain (Loss) on                           Total
                                                       Common Stock             Securities           Retained       Shareholders'
                                                 Shares           Amount    Available-for-Sale       Earnings          Equity
                                                 ------           ------    ------------------     ------------     -------------
<S>                                             <C>           <C>               <C>                <C>              <C>         
Balance, December 31, 1994 ................     2,756,728     $ 17,462,000      $(345,000)         $ 11,977,000     $ 29,094,000
Cash dividends declared ($0.32 per share) .            --               --             --              (960,000)        (960,000)
Stock options exercised ...................         7,380           62,000             --                    --           62,000
Common stock issued .......................       630,276        8,928,000             --                    --        8,928,000
10% common stock dividend .................       339,438        5,346,000             --            (5,346,000)              --
Change in net unrealized gain on securities
    available-for-sale ....................            --               --        745,000                    --          745,000
Net earnings ..............................            --               --             --             4,504,000        4,504,000
                                                ---------     ------------      ---------          ------------     ------------
Balance, December 31, 1995 ................     3,733,822     $ 31,798,000      $ 400,000          $ 10,175,000     $ 42,373,000

Cash dividends declared ($0.37) per share .            --               --             --            (1,397,000)      (1,397,000)
Stock options exercised ...................        76,934          650,000             --                    --          650,000
Change in net unrealized loss on securities
    available-for-sale ....................            --               --       (262,000)                   --         (262,000)
Net earnings ..............................            --               --             --             5,580,000        5,580,000
                                                ---------     ------------      ---------          ------------     ------------
Balance, December 31, 1996 ................     3,810,756     $ 32,448,000      $ 138,000          $ 14,358,000     $ 46,944,000

Cash dividends declared ($0.10 per share) .            --               --             --              (382,000)        (382,000)
Stock options exercised ...................         3,231           29,000             --                    --           29,000
Change in net unrealized loss on securities
    available-for-sale ....................            --               --       (202,000)                   --         (202,000)
Net earnings ..............................            --               --             --             1,210,000        1,210,000
                                                ---------     ------------      ---------          ------------     ------------
Balance, March 31, 1997 ...................     3,813,987     $ 32,477,000      $ (64,000)         $ 15,186,000     $ 47,599,000
</TABLE>





                                       6

<PAGE>   7
Part I.  Financial Information
Item I.  Financial Statements (continued)

                       Eldorado Bancorp and Its Subsidiary
                                  Eldorado Bank
                    NOTE OF CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

                            ------------------------


NOTE A - BASIS OF PRESENTATION
         ---------------------

The financial statements for interim periods are unaudited. In the opinion of
management, all material adjustments necessary for fair presentation of the
interim financial statements have been included.

Interim period financial statements are not necessarily indicative of results to
be expected for the entire year.

NOTE B -   EARNINGS PER SHARE
           ------------------

Net earnings per common share are based on the weighted average number of shares
outstanding. Stock options have been included as common stock equivalents.

NOTE C - RECLASSIFICATIONS
         -----------------

Certain items in prior periods have been reclassified to conform to the current
presentation.



                                       7
<PAGE>   8
Part I.  Financial Information
Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations


Financial Condition
-------------------

Total assets at March 31, 1997 were $404.1 million compared to $406.8 million at
December 31, 1996. The decrease in total assets was primarily due to a decrease
in federal funds sold as a result of a decline in total deposits. Federal funds
sold , considered as overnight loans to other banks, decreased to $21.0 million
at March 31, 1997 compared to $28.4 million at December 31, 1996.

Securities available-for-sale increased $71.0 thousand to $96.0 million at 
March 31, 1997 compared to $95.9 million at December 31, 1996.

The following table summarizes the components of total gross loans outstanding
in each category at the date indicated (in thousands):

<TABLE>
<CAPTION>
                                     March 31,
                                       1997           1996          1995         1994          1993          1992
                                     ---------     ---------     ---------     ---------     ---------     ---------
<S>                                  <C>           <C>           <C>           <C>           <C>           <C>      
Commercial, Secured and Unsecured    $  91,439     $ 101,798     $  95,548     $  66,987     $  66,987     $  74,603
Interim Construction ............       15,417        14,464        18,219         4,789         4,789        21,595
Real Estate .....................       90,059        77,570        88,097        78,607        78,607        90,985
Installment .....................       27,385        27,623        26,553        18,945        18,945        21,374
Credit Card .....................        1,673         1,864         1,791         1,298         1,298         1,456
Lease Financing .................          610           668           876         1,286         1,286         3,515
Less: Unearned Income ...........          (64)          (83)         (127)          (38)          (38)         (739)
                                     ---------     ---------     ---------     ---------     ---------     ---------
    Total Gross Loans ...........    $ 226,519     $ 223,904     $ 229,957     $ 171,874     $ 182,465     $ 212,789
</TABLE>

Total gross loans increased to $226.5 million at March 31, 1997 from $223.9
million at December 31, 1996 due primarily to funding of new loans and the
disbursement of existing lines of credit reflecting the strength of the local
economy. This loan growth reverses the long-term trend of declining loan
balances experienced during the past five years, not including the effects of
acquisition, due to fewer borrowers in the recessionary environment meeting the
underwriting criteria, loan payoffs, especially in the real estate sector, and
reduced demand for new credit. Additionally during this earlier period, the
Company eliminated the construction lending department in order to reduce its
exposure to the declining real estate market. The Company, through the
acquisition of Mariners Bancorp in October 1995, again operates a construction
lending department.



                                       8
<PAGE>   9
The following tables show the maturities of loans and their sensitivities to
changes in interest rates at March 31, 1997:

<TABLE>
<CAPTION>
                                            Due in          Due after
                                           One Year        One Year to        Due after
                                           Or Less          Five Years        Five Years          Total
                                           --------        -----------        ----------         --------
<S>                                        <C>               <C>               <C>               <C>     
Commercial, Secured and Unsecured          $ 65,771          $ 17,196          $  8,512          $ 91,479
Interim Construction ............            11,022             2,940             1,455            15,417
Real Estate .....................            61,701            18,164            10,135            90,000
Installment .....................            19,619             5,172             2,561            27,352
Credit Card .....................             1,733                 0                 0             1,733
Leases ..........................               138               106               294               538
                                           --------          --------          --------          --------
                                           $159,984          $ 43,578          $ 22,957          $226,519
                                           ========          ========          ========          ========
</TABLE>


<TABLE>
<CAPTION>
                                                                      Maturing
                                                       Within          After
                                                       One Year       One Year        Total
                                                       --------       --------       --------
<S>                                                    <C>            <C>            <C>     
Loans with Predetermined Interest Rates ........       $ 16,928       $ 65,992       $ 82,920
Loans with Floating or Adjustable Interest Rates        128,290         15,309        143,599
</TABLE>



The following table provides information with respect to the components of the
Company's nonperforming assets at the dates indicated (amounts in thousands):

<TABLE>
<CAPTION>
                                       March 31,                   December 31,
                                         1997      1996      1995      1994      1993      1992
                                       ---------  ----------------------------------------------
<S>                                     <C>       <C>       <C>       <C>       <C>       <C>   
    Nonaccrual Loans ...............    $5,248    $4,661    $5,818    $3,161    $2,092    $2,927
    Loans More Than 90 Days Past Due        60        11       380       246        56       361
                                        ------    ------    ------    ------    ------    ------
     Total Nonperforming Loans .....    $5,308    $4,672    $6,198    $3,407    $2,148    $3,288
                                        ======    ======    ======    ======    ======    ======
</TABLE>

Ordinarily, the accrual of interest ceases when no payment of interest or
principal has been made for 90 days or if the Bank has reason to believe that
continued payment of interest and principal is unlikely. Accrued interest, if
any, is reversed at the time such loans are placed on nonaccrual status. If
these loans had been current throughout their terms, interest and fees on loans
would have increased by approximately $63,000 three months ended March 31, 1997
and $343,000, $172,000, $144,000, $108,000, $103,000 for the years ended 1996,
1995, 1994, 1993, and 1992 respectively.



                                       9
<PAGE>   10


The following is a summary of impaired loans and the related allowance for
possible credit losses:

<TABLE>
<CAPTION>
                                                             March 31, 1997                    December 31, 1996
                                                      ------------------------------      -----------------------------
                                                                         Allowance                         Allowance
                                                       Recorded        for Possible        Recorded       for Possible
                                                      Investment       Credit Losses      Investment      Credit Losses
                                                      ----------       -------------      ----------      -------------
<S>                                                   <C>               <C>               <C>               <C>       
     Impaired loans requiring an allowance
      for possible credit losses .............        $3,506,570        $  361,575        $4,060,000        $  449,000
     Impaired loans not requiring an allowance
      for possible credit losses .............                --                --                --                --
                                                      ----------        ----------        ----------        ----------
                                                      $3,506,570        $  361,575        $4,060,000        $  449,000
                                                      ==========        ==========        ==========        ==========
</TABLE>


Troubled Debt Restructurings
----------------------------

<TABLE>
<CAPTION>
                                                                                    December 31,
                                          March 31,      -------------------------------------------------------------------
                                             1997             1996          1995         1994        1993         1992
                                         ------------    -------------------------------------------------------------------
                                                                                 (In thousands)
<S>                                         <C>              <C>           <C>          <C>         <C>         <C>     
     Troubled debt restructuring            $2,595           $3,425        $1,531       $7,069      $1,431-     $     --
</TABLE>


Troubled debt restructurings consist primarily of loans for which the interest
rate was reduced or the payment provisions were modified because of the
inability of the borrower to service the obligation under the original terms of
the agreements. Income is accrued at the lower effective rate provided the
borrower is current under the revised terms and conditions of the agreements.
Under the original terms of the restructured loans, interest earned would have
totaled approximately $78 thousand for the three months ended March 31, 1997 and
$496 thousand for the year ended December 31, 1996. Under the restructured
terms, recorded interest income amounted to $57 thousand for the three months
ended March 31, 1997 and $316 thousand for the year ended December 31, 1996.



                                       10
<PAGE>   11


The following table summarizes, for the periods indicated, changes in the
allowance for possible credit losses arising from loans charged off, recoveries
on loans previously charged off, and additions to the allowance which have been
charged to operating expenses and certain ratios relating to the allowance for
possible credit losses (amounts in thousands):

<TABLE>
<CAPTION>
                                           For the Three                 For the Year Ended December 31,
                                            Months Ended     ------------------------------------------------------
                                           March 31, 1997     1996        1995        1994        1993        1992
                                           --------------    ------      ------      ------      ------      ------
<S>                                            <C>           <C>       <C>         <C>         <C>         <C>
Allowance for possible credit losses:
Balance at beginning of period ...........     $4,672        $6,265    $5,564      $4,740      $3,530      $3,757
Actual charge-offs:
    Commercial ...........................         23           197       342         570         502         574
    Interim construction .................         --            --        --          --         590         741
    Credit cards .........................         39            44        36          36          35          66
    Consumer .............................         28           198       165         151          98         494
    Real estate ..........................         --         1,532       763         720       1,277         142
    Direct lease financing ...............         --             5         5          97          32          60
                                               ------        ------    ------      ------      ------      ------
      Total charge-offs ..................         90         1,976     1,311       1,574       2,534       2,077

Less recoveries:
    Commercial ...........................          8            80       156         118          27          54
    Interim construction .................         --            --        --          --          11          --
    Credit cards .........................          1            10         9          13          21           5
    Consumer .............................         11            86        49          30         106          50
    Real estate ..........................          1            47       225          --          --          --
    Direct lease financing ...............         --             7        --           8           3           6
                                               ------        ------    ------      ------      ------      ------
     Total recoveries ....................         21           230       439         169         168         115
                                               ------        ------    ------      ------      ------      ------
Net loans charged off ....................         69         1,746       872       1,405       2,366       1,962
Provision for credit losses ..............         --           153       756       2,006       3,576       1,735
Changes incident to acquisitions .........         --            --       817         223          --          --
                                               ------        ------    ------      ------      ------      ------
Balance at end of period .................     $4,603        $4,672    $6,265      $5,564      $4,740      $3,530
                                               ======        ======    ======      ======      ======      ======
Ratios:
    Net loans charged off to average loans       0.03%         0.79%     0.47%       0.79%       1.22%       0.84%
    Allowance for credit losses to total
      gross loans ........................       2.03%         2.09%     2.72%       3.24%       2.60%       1.66%
    Net loans charged off to allowance for
      credit losses ......................       1.50%        37.37%    13.92%      25.25%      49.92%      55.58%
    Net loans charged off to provision
      for credit losses ..................         --      1,141.18%   115.34%      70.04%      66.16%     113.08%
    Allowance for credit losses to non-
      performing loans ...................      86.72%       100.24%   101.08%     163.31%     220.07%     107.36%
</TABLE>


The allowance for possible credit losses is established by a provision for
possible credit losses charged against current period income. Loans and leases
are charged against the allowance for possible credit losses when management
believes that the collectibility of principal is unlikely. The allowance is an
amount that management believes will be adequate to absorb losses inherent in
existing loans, leases and commitments to extend credit, based on the
evaluations of the collectibility and prior loss experience of loans, leases and
commitments to extend credit. The evaluations take into consideration such
factors as changes in the nature and volume of the portfolio, overall portfolio
quality; loan concentrations; specific problem loans, leases and commitments;
and current and anticipated economic conditions that may affect the borrowers'
ability to pay.


                                       11
<PAGE>   12
Management believes that the allowance for possible credit losses is adequate.
While management uses available information to recognize losses on loans and
leases, future additions to the allowance may be necessary based on changes in
economic conditions. In addition, both Federal and state regulators, as an
integral part of their examination process, periodically review the Bank's
allowance for possible credit losses and may recommend additions based upon
their evaluation of the portfolio at the time of their examination.

The risk of nonpayment of loans is an inherent feature of the banking business.
That risk varies with the type and purpose of the loan, the collateral which is
utilized to secure payment, and ultimately, the credit worthiness of the
borrower. In order to minimize this credit risk, the Bank has established
lending limits for each of its officers having lending authority, in each case
based upon the officer's experience level and prior performance. Whenever a
proposed loan by itself, or when aggregated with outstanding extensions of
credit to the same borrower, exceeds the officer's lending limits, the loan must
be approved by the Bank's Chairman, President or Executive Vice President/Chief
Credit Officer or by the Bank's loan committee, depending upon the dollar amount
involved. The loan committee is comprised of two directors and four members of
the Bank's senior management. In addition, each loan officer has primary
responsibilities to conduct credit documentation reviews of all loans made by
that officer.

Furthermore, the Bank also maintains a program of periodic review of all
existing loans and employs a specialist who reviews loans over a certain dollar
amount and grades these loans based upon the dollar amount and credit worthiness
using a grading system. Loans are graded from "one" to "eight" depending on
credit quality, with "grade one" representing a prime loan with a definite and
reliable repayment program based upon liquid collateral with adequate margin or
supported by a strong up-to-date financial statement. Problem or substandard
loans identified in the review process are scheduled for remedial action, and
where appropriate, allowances are established for such loans. Periodically, an
outside loan review consultant further reviews loans for credit quality.
Additionally, the Bank is examined regularly by the FDIC and California State
Banking Department at which time a further review of loans is conducted.

The Company has allocated the allowance for credit losses according to the
amount deemed to be reasonably necessary to provide for the possibility of
losses being incurred within the categories of loans set forth in the following
table:

<TABLE>
<CAPTION>
                         For the Three
                          Months Ended                                For the Year Ended December 31,
                         March 31, 1997         1996              1995               1994              1993               1992
                         --------------         ----              ----               ----              ----               ----
                         Amount  Percent   Amount   Percent   Amount  Percent   Amount   Percent   Amount  Percent   Amount  Percent
                         ------  -------   ------   -------   ------  -------   ------   -------   ------  -------   ------  -------
<S>                      <C>      <C>      <C>        <C>     <C>       <C>     <C>        <C>     <C>       <C>     <C>       <C>  
Commercial, Secured 
and Unsecured            $1,859   40.37%   $2,126     45.5%   $2,117    33.8%   $2,281     39.0%   $2,164    37.1%   $1,715    35.1%
Interim Construction        313    6.81       304      6.5       280     4.5       310      2.8       325     7.1       440    10.1
Real Estate               1,830   39.76     1,616     34.6     3,274    52.3     2,597     45.7     1,780    43.9     1,091    42.8
Installment                 556   12.09       575     12.3       500     8.0       271     11.0       334     9.8       245    10.0
Credit Card                  34    0.74        37      0.8        64     1.0        52      0.8       101     0.8        11     0.7
Lease Financing              11    0.24        14      0.3        30     0.4        53      0.7        36     1.3        28     1.3
                         ------  ------    ------    ------   ------   -----    ------    -----    ------   -----    ------   -----
Total                    $4,603  100.00%   $4,672    100.0%   $6,265   100.0%   $5,564    100.0%   $4,740   100.0%   $3,530   100.0%
                         ======  ======    ======    =====    ======   =====    ======    =====    ======   =====    ======   =====
</TABLE>

The Company sometimes acquires real estate properties in satisfaction of loans
receivable through foreclosure or other means. These real estate properties
acquired are accounted for pursuant to Statement of Position 92-3, Accounting
for Foreclosed Assets, which presumes that foreclosed assets are held for sale
and not for the production of income. Accordingly, the real estate properties
are carried at fair value less estimated costs to sell. Fair value is determined
based upon appraisals near the date of foreclosure. These appraisals are updated
periodically and subsequent write-downs of the carrying value may be recognized
in the event of declining fair values.

On March 31, 1997 other real estate owned totaled $863.3 thousand compared to
$394.0 thousand at December 31, 1996.

Total deposits decreased $4.2 million at March 31, 1997 to $349.2 million
compared to $353.4 million at December 31, 1996. Savings and money market
deposits, and time certificates of $100 thousand and greater decreased $4.1
million and $2.1 million, respectively, during the first quarter of 1997.
Non-interest bearing demand deposits and time certificates under $100 thousand
increased $1.5 million and $464 thousand, respectively, during this same period.

Federal funds purchased increased $693 thousand to $2.9 million at March 31,
1997 compared to December 31, 1996. The Company purchases federal funds from one
of its financial institution customers as an accommodation.

Total shareholders' equity increased $655 thousand during the three months ended
March 31, 1997. Net earnings for the period contributed $1.2 million to retained
earnings while cash dividends of $382 thousand decreased retained earnings.
During this period common stock increased approximately $29 thousand as a result
of exercise of stock options and the value of securities available-for-sale
declined approximately $202 thousand.


                                       12
<PAGE>   13

Liquidity and Interest Sensitivity
----------------------------------

In order to meet periodic increases in loan demand, potential deposit
withdrawals and maturities of short-term, large time certificates of deposit,
the Company maintains short-term fund sources. These include cash on hand and on
deposit with correspondent banks; "federal funds sold", which are essentially
demand loans to other banks; and securities available-for-sale. Such cash and
near-cash items, and securities available-for-sale totaled $152.3 million at
March 31, 1997, which represented 37.7 percent of total assets.

Other possible liquidity sources to meet cash requirements include federal funds
purchased lines, the sale of loans, and anticipated increases in deposits.
Substantially all of the Company's installment loans and leases are made on
terms that require regular monthly repayments, which provides a regular flow of
cash funds.

The Company manages its interest rate sensitivity by matching the repricing
opportunities on its earning assets to those on its funding liabilities.
Management uses various asset/liability strategies to manage the repricing
characteristics of its assets and liabilities to ensure that exposure to
interest rate fluctuations is limited within Company guidelines of acceptable
levels of risk-taking. Hedging strategies, including the terms and pricing of
loans and deposits, and managing the deployment of its securities are used to
reduce mismatches in interest rate repricing opportunities of portfolio assets
and their funding sources. The Company does not utilize derivative financial
instruments as part of its hedging strategy.

One way to measure the impact that future change in interest rates will have on
net interest income is through a cumulative gap measure. The gap represents the
net position of assets and liabilities subject to repricing in specified time
periods. The Company's cumulative gap at March 31, 1997 for a three month and
one year period was 89 percent and 108 percent, respectively.

Since interest rate changes do not affect all categories of assets and
liabilities equally or simultaneously, a cumulative gap analysis alone cannot be
used to evaluate the Company's interest rate sensitivity position. To supplement
traditional gap analysis, the Company performs simulation modeling to estimate
the potential effects of changing interest rates. The process allows the Company
to explore the complex relationships within the gap over time and various
interest rate environments. The simulation analysis indicates certain scenarios
in which the Company may experience a decline in its net interest income despite
its strategy of matching repricing opportunities of its earning assets and
funding liabilities.

Results of Operations - Quarter Ended March 31, 1997
----------------------------------------------------

Net earnings for the three months ended March 31, 1997 was $1.2 million, or
$0.30 per share, compared to $1.3 million, or $0.34 per share, for the same
period in 1996. This decrease was primarily due to lower net interest margins,
and lower other income.

Net interest income decreased $169 thousand to $5.3 million in the three month
period ended March 31, 1997 compared to $5.5 million for the same period in
1996. A higher volume of earning assets in 1997 was offset by narrower net
interest margins. Lower loan yields, investment securities and Fed Fund sold
yields is a result of lower market interest rates during the 1997 period
compared to 1996. While lower yields have been earned on the Company's earning
assets, the cost of funds increased only slightly during the same period. An
increase in the volume of non-interest bearing liabilities funding the earning
assets has assisted in preserving the net interest margin.

The provision for loan and lease losses during the three months ended March 31,
1997 was zero compared to $152 thousand in the same period in 1996. This
reduction was made based upon the Company's evaluation of the adequacy of its
allowance for possible credit losses. The allowance for possible credit losses
is established based upon an analysis providing specific allowances for loans
that management has identified to have potential loss and general allowances for
unidentified losses inherent in the portfolio. The general allowance is
determined by segmenting the portfolio by risk rating and loan type with
allowances established based upon historical losses in each portfolio segment.
Additionally, consideration is given to loan type concentrations in the
portfolio and the current and anticipated economic environment.

Other income for the quarter ended March 31, 1997 was $1.0 million compared to
$1.2 million for the same period in1996 due to lower service charges on deposit
accounts, lower loan servicing income and lower levels of miscellaneous income.

Other expenses for the three months ended March 31, 1997 were nearly flat at
$4.3 million compared to the same period in 1996. Lower salary expense during
the first quarter of 1997 was offset by higher levels of employee benefit
expense as compared to the same period for the 1996 year.



                                       13
<PAGE>   14
Part II.

Items 1 - 3.

No reportable events.

Item 4.  Submission of Matters to a Vote of Security Holders

On April 30, 1997 a Special Meeting of Shareholders of Eldorado Bancorp was
held. At the meeting the shareholders were asked to consider and vote upon a
proposal to approve the principal terms of the Agreement and Plan of Merger,
dated as of December 24, 1996, by and between the Company and Commerce Security
Bancorp, Inc. (CSBI), pursuant to which CSBI will acquire the Company by means
of a cash merger. Total shares outstanding entitled to vote were 3,811,746 of
which 2,950469 shares, or 77.4 percent, voted in favor of the proposal and
252,552 shares, or 6.6 percent, voted against the proposal. 6,839 shares, or 0.2
percent, abstained and the balance of shares did not vote.

Item 5.   Other Information

On February 19, 1997 the Board of Directors declared a cash dividend of 10 cents
per share payable April 4, 1997 to Shareholders of record March 3, 1997.


Item 6.  Exhibits and Reports on Form 8-K

       Exhibits

           (27)  Financial Data Schedule.

       Reports on Form 8-K

           (1)  None.


                                       14
<PAGE>   15
                                    SIGNATURE
                                    ---------

Pursuant to 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.



                                                Eldorado Bancorp
                                                --------------------------------
                                                (Registrant)



      May 14, 1997                              /s/ RAYMOND E. DELLERBA
-------------------------                       -------------------------------
           Date                                 Raymond E. Dellerba
                                                President
                                                Chief Operating Officer



      May 14, 1997                              /s/ DAVID R. BROWN
--------------------------                      -------------------------------
            Date                                David R. Brown
                                                Executive Vice President
                                                Chief Financial Officer


                                       15