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                                                                    EXHIBIT 99.1


                            WEST COAST BANCORP, INC.

           RESOLUTION RELATING TO AMENDMENT OF NON-STATUTORY STOCK
                 OPTION PLAN WITH STOCK APPRECIATION RIGHTS


         WHEREAS, on March 19, 1992, the Board of Directors of West Coast
Bancorp, Inc., (the "Company") duly adopted the Non-statutory Stock Option Plan
with Stock Appreciation Rights ("Stock Option Plan"), pursuant to which it was
intended that officers, key employees, and Directors of the Company would be
eligible to participate in the Stock Option Plan, as described in paragraph 1
of the Stock Option Plan entitled "Purpose and Scope";

         WHEREAS, a specifically stated purpose of the Stock Option Plan is to
attract and retain, among others, directors by furnishing additional incentives
whereby present and future directors of the Company may be encouraged to
acquire the Company's stock;

         WHEREAS, paragraph 4 of the Stock Option Plan entitled
"Administration" empowers a special committee of the Board of Directors to make
recommendations with respect to the participation in the Stock Option Plan by,
among other, directors of the Company;

         WHEREAS, however, notwithstanding the stated purpose of the Stock
Option Plan and the authority of a committee to recommend an award of stock
options to directors thereunder, the final draft of the Stock Option Plan
inadvertently omitted directors in paragraph 5, entitled "Eligibility", as
eligible participants;

         WHEREAS, it was the intention of the  Board of Directors when
originally adopting the plan, and it continues to be its intention, to include
non-employee directors as eligible participants in the Stock Option Plan; and

         WHEREAS, the Board of Directors have determined it to be necessary to
amend the Stock Option Plan in order to clarify any ambiguities regarding the
eligibility of non-employee directors to participate in the Stock Option Plan;

         NOW, THEREFORE, BE IT RESOLVED, that the Board of Directors do hereby
amend said Stock Option Plan, to include any and all duly appointed or elected
members of the Board of Directors to participate in the Stock Option Plan as
follows:

         1.      Paragraph 5 of the Stock Option Plan shall be amended and
restated as follows:

                 "5.  Eligibility.

                          The Board, upon recommendations of the Committee, may
                          grant Non-statutory Stock Options and Stock
                          Appreciation Rights to any officer, key executive,
                          duly elected or appointed
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                          member of the Board of Directors, administrative or
                          other employee (including an  employee  who is a
                          director) of  the Company.  Options may be awarded by
                          the Board at any time and from time to time to new
                          Participants, or to a greater or lesser number of
                          Participants, and may  include or exclude previous
                          Participants, as the Board, upon recommendation by
                          the Committee shall determine


         2.      Section 7.01 of Paragraph 7 of the Stock Option Plan shall be
amended and restated as follows:

                          "7.01 Employment Agreement.  The Board may, in its
                 discretion, include in any Option granted under the Plan to a
                 Participant who also is an employee of the Company that such
                 Participant shall agree to remain in the employ, of, and
                 render services to, the Company for a period of time
                 (specified in the agreement)following the date the Option is
                 granted.  No such agreement shall impose upon the Company,
                 however, any obligation to employ such Participant for any
                 period of time."

         3.      Section 8.01 of Paragraph 8 of the Stock Option Plan shall be
amended and restated as follows:

                          "8.01 Employment Agreement.  The Board may, in its
                 discretion, include in any Stock Appreciation Rights granted
                 under the Plan to a Participant who also is an employee of the
                 Company that such Participant shall agree to remain in the
                 employ of, and render services to, the Company for a period of
                 time (specified in the agreement) following the date the Stock
                 Appreciation Right is granted.  No such agreement shall impose
                 upon the Company, however, any obligation to employ such
                 Participant for any period of time".

         4.      Paragraph 10 of the Stock Option shall be revised and amended
as follows:

                 (a)      The first sentence shall be revised by inserting the
                          phrase "or service on the Board of Directors", after
                          the word "employment" but before the comma in the
                          first and fifth lines of this paragraph.

                 (b)      The third sentence of this paragraph shall be revised
                          by inserting the phrase, "or service on the Board of
                          Directors" after the first appearance of the word
                          "employment" in this sentence.
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         5.      Paragraph 11 of the Stock Option Plan shall be revised and
amended by inserting the phrase ", or while serving  on the Board of Directors
of," after the word "by" and before the word "Company" in the first line of
this paragraph.

         6.      Paragraph 16 of the Stock Option Agreement is amended by
revising the heading to state as follows: "16.  Agreement and Representation of 
Participants".

         RESOLVED, that the Non-Statutory Stock Option Agreement with Stock
Appreciation Rights entered into with Participants in connection with a grant
of an option under the Stock Option Plan shall be similarly revised as
appropriate to reflect the amendments made to the Stock Option Plan pursuant to
the foregoing resolution; and

         RESOLVED, that the President and officers of the Company are hereby
authorized, empowered, and directed to take and to perform or cause to be taken
and performed, in the name of the Company, all such further actions and things
as may be necessary, advisable, convenient, or proper to carry out the intent
of the foregoing.

         I, Stephen R. Zellner, hereby certify that I am the duly appointed
Secretary of West Coast Bancorp, Inc., and that the above Resolutions are a
true and correct document, adopted at the meeting of the Board of Directors of
said Company held on June 20, 1996, in which a quorum was present and acting,
and that said Resolutions amending the Stock Option Plan were unanimously
approved by the Board of Directors of the Company.


                                        /s/ Stephen R. Zellner
                                        ----------------------------------------
                                             Stephen R. Zellner, Secretary

Dated this June 20, 1996