SECURITIES AND EXCHANGE COMMISSION 	WASHINGTON, D.C. 20549 	FORM 10-K 	Annual Report Pursuant to Section 13 or 15(d) of 	the Securities Exchange Act of 1934		 	For the fiscal year ended December 31, 1995, Commission file number 0-10658 	BWC FINANCIAL CORP. 	(Exact name of registrant as specified in its charter) California				 	 94-2621001 (State of other jurisdiction of			(I.R.S. Employee incorporation or organization)			Identification No.) 	1400 Civic Drive, Walnut Creek, California 94596 	(Address of principal executive office) Registrant's telephone number, including area code: (510) 932-5353 Securities registered pursuant to Section 12(b) of the Act: NONE Securities registered pursuant to Section 12(g) of the Act: 	Common Stock, no par value 	(Title of Class) 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. Yes X No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] State the aggregate market value of the voting stock held by non-affiliates of the registrant, as of March 1, 1995: $10,687,000. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of March 1, 1995. Title of Class: Common Stock, no par value	Shares Outstanding: 935,907 Documents Incorporated by Reference*		Incorporated Into: 1995 Annual Report to Shareholders			Part II and IV Definitive Proxy Statement for the 1996		Part III Annual Meeting of Shareholders to be filed by March 27, 1996. * Only selected portions of the document specified are incorporated by reference into this report, as more particularly described herein. TABLE OF CONTENTS PAGE PART I Item 1 Business									1 Item 2 Properties									3 Item 3 Legal Proceedings								3 Item 4 Submissions of Matters to a Vote of Shareholders		3 PART II Item 5 Market for the Registrant's Common Stock and Related Shareholder Matters						4 Item 6 Selected Financial Data							4 Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations		 5 - 14 Item 8 Financial Statements and Supplementary Data		 15 Item 9	Changes in and Desagreements with Accountants on 		Accounting and Financial Disclosure				 15 PART III Item 10 Directors and Executive Officers of the Registrant							 16 Item 11 Executive Compensation						 16 Item 12 Security Ownership of Certain Beneficial Owners and Management						 16 Item 13 Certain Relationships and Related Transactions		 16 PART IV Item 13 Exhibits, Financial Statement Schedules and Reports on Form 8-K						 16 Signatures								 17 Index to Exhibits							 18 	PART I ITEM 1. BUSINESS BWC Financial Corp. ("Corporation") is a bank holding company registered under the Bank Holding Company Act of 1956, as amended. It is a holding company for Bank of Walnut Creek, which was incorporated under the laws of the State of California on November 26, 1979. Its principal office is located at 1400 Civic Drive, Walnut Creek, California 94596, and its telephone number is (510) 932-5353. Bank of Walnut Creek has conducted the business of a commercial bank since December 12, 1980. The Bank's primary focus is to engage in wholesale commercial banking, serving small to middle-sized businesses, professionals, high net worth individuals and general retail banking business. Rather than concentrate on any specific industry, the Bank has solicited and attracted customers from a wide variety of light manufacturing, wholesaling, retailing, contracting, real estate development and service businesses, accountants, physicians and dentists. The Bank offers a full range of commercial banking services emphasizing the banking needs of individuals, and the business and professional community in Walnut Creek, California and surrounding areas of Contra Costa County. The Bank accepts checking and savings deposits, makes construction loans, mortgage real estate loans, commercial loans, and installment loans, and offers safe deposit services, including oversize boxes for short-term storage. It sells travelers checks, issues drafts, and offers other customary banking services. The Bank offers its depositors a wide selection of deposit instruments including money market accounts, NOW accounts, and time certificates of deposit. Bank of Walnut Creek also offers an auto deposit pick-up service to its professional and business clients. Automatic teller machines are available at all bank locations, 24 hours a day, and are part of the EDS and Cirrus networks with ATM access at locations throughout the United States and Canada. The Bank operates an SBA (Small Business Administration) lending department, and also has a "Business Credit" department which provides asset based (factoring)loans with assignment of receivable. Both of these areas of the Bank add to the Corporations range of services to its clients. The Corporation also operates, through its subsidiary, BWC Real Estate, a joint venture brokerage service called "BWC Mortgage Services". This brokerage division not only provides long term mortgage placement services for the Bank's construction loan clients but for non-clients seeking long term mortgage financing. The long term financing is placed through the most competitive mortgage investors available in the market. The Bank is not at this time authorized to conduct trust business and has no present intention to apply to regulatory authorities to do so. Although the Bank does not directly offer international banking services, the Bank does make such services available to its customers through other financial institutions with which the Bank has correspondent banking relations. Service Area Contra Costa County represents the primary service area of Bank of Walnut Creek and its branches, however, the service area also extends into Alameda County and Solano County. Walnut Creek, California, is site of the Corporation's main office and the Bank also operates offices in the cities of Orinda, Danville, San Ramon and Pleasanton, California. BWC Financial Corp. has no foreign or international activities or operations. Competition The banking business in the Bank's primary service area, consisting of Contra Costa County, Southern Solano County, and Northern Alameda County, is highly competitive with respect to both loans and deposits. The area is dominated by the major California banks, all of which have multiple branch offices throughout our defined service area. Additionally, there are many thrifts representing most of the major thrift institutions operating in the California market. There are also a number of other independent banks that are a source of competition due to the similarity of the market served. Among the advantages of major banks are their abilities to finance wide- ranging advertising campaigns, to offer certain services (for example, trust services) which are not offered directly by the Bank and to have substantially higher legal lending limits due to their greater capitalizations. In addition to major banks, some of the nation's largest savings and loan associations are located in California and compete for mortgage business along with smaller savings and loan associations. Bank of Walnut Creek is in direct competition with all these financial institutions. Management believes the Bank competes successfully with these institutions because of sound management techniques and the flexibility to adjust to changing economic situations. The dedication of founders, directors, and bank personnel has been instrumental in the Bank's ability to compete. The Bank is dedicated to providing personal attention to the financial needs of businesses, professionals, and individuals in its service area. Employees At December 31, 1995, Bank of Walnut Creek employed 66 people. At the present time there are no employees directly employed by BWC Financial Corp. or by its mortgage subsidiary BWC Real Estate. There are 10 persons employed by the joint venture BWC Mortgage Services either directly on as independent contractors. Supervision and Regulation As a California state-licensed bank, the Bank is subject to regulation, supervision and periodic examination by the California State Banking Department. The Bank is also subject to regulation, supervision, and periodic examination by the Federal Deposit Insurance Corporation (the "FDIC"). The Bank is not a member of the Federal Reserve System, but is nevertheless subject to certain regulations of the Board of Governors of the Federal Reserve System. As a state bank, the Bank's deposits are insured by the FDIC to the maximum amount permitted by law, which is currently $100,000. The regulations of those state and federal bank regulatory agencies govern most aspects of the Bank's business and operations, including, but not limited to, requiring the maintenance of non-interest bearing reserves on deposits, limiting the nature and amount of investments and loans which may be made, regulating the issuance of securities, restricting the payment of dividends, regulating bank expansion and bank activities, including real estate development activities and determining characteristics of certain deposit accounts. ITEM 2. PROPERTIES The principal office of the Bank of Walnut Creek is located at 1400 Civic Drive, in the financial district of downtown Walnut Creek. The premises are located in a modern building of which the Bank has leased approximately 11,917 square feet. BWC Financial Corp. shares common quarters with Bank of Walnut Creek in its principal office. On September 24, 1982, a branch office was opened at 224 Brookwood Road, Orinda, California. The branch serves the Orinda area. The premises are located in a remodeled building of approximately 320 square feet. On November 12, 1985, a branch office was opened at 3130 Crow Canyon Place, San Ramon, California. The branch serves the San Ramon area. The premises are located in a modern building of which the Bank has leased approximately 3,375 square feet. On June 8, 1990, the Bank leased 2263 square feet of office space located at 424 Hartz Avenue, Danville, California, to house the Bank's Danville office, serving the community of Danville. On January 6, 1994 the Bank leased 3880 square feet of office space located at 249 Main Street, Pleasanton, California to house the Bank's Pleasanton office, serving the community of Pleasanton. ITEM 3. LEGAL PROCEEDINGS At this time there are no pending or threatened legal proceedings to which the Corporation is a party or to which any of the Corporation's properties are subject. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS None 	PART II ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER MATTERS. The information required to be furnished pursuant to this item is set forth under the caption "Common Stock Prices" on page 27 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. ITEM 6. SELECTED FINANCIAL DATA The information required to be furnished pursuant to this item is set forth under the caption "Management's Discussion and Analysis of Operations" on page 23 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS For management's discussion and analysis of financial condition and results of operations, see "Management's Discussion and Analysis of Operations" at pages 23 through 27 of the 1995 Annual Report to Shareholders which is incorporated herein by reference. The following statistical disclosures should be read in conjunction with the consolidated financial statements and notes thereto of the 1995 Annual Report to Shareholders which is incorporated herein by reference. The following is an analysis of net interest earnings for the years ended December 31. EARNING ASSETS 1995 1994 Interest Rates Interest Rates Average Income/ Earned/ Average Income/ Earned/ Balance Expense Paid (1) Balance Expense Paid (1) Federal Funds Sold $3,139,000 $181,000 5.77% $4,431,000 $185,000 4.18% Other Short Term Investments 1,314,000 76,000 5.78 1,562,000 76,000 4.87 Investment Securities: U.S. Treasury Securities 12,209,000 705,000 5.77 10,090,000 497,000 4.92 Securities of U.S. Government Agencies 8,496,000 551,000 6.48 1,958,000 114,000 5.84 Obligations of States & Political Subdivisions (1) 10,125,000 498,000 6.78 11,169,000 508,000 6.27 Loans (2) (3) (4) (5) 89,518,000 9,480,000 10.59 85,893,000 8,293,000 9.66 TOTAL EARNING ASSETS $124,801,000 $11,491,000 9.36% $115,103,000 $9,673,000 8.56% NONEARNING ASSETS 9,759,000 9,231,000 TOTAL $134,560,000 $124,334,000 <FN> Note: Minor rate differences from a straight division of interest by average assets are due to the rounding of average balances. (1) Amounts calculated on a fully Tax-Equivalent Basis where appropriate (1995 and 1994 Federal Statutory Rate - 34%). (2) Nonaccrual loans of $181,000 and $533,000 as of December 31, 1995 and 1994 have been included in the average loan balance. Interest income is included on nonaccrual loans only to the extent to which cash payments have been received. (3) Average loans are net of average deferred loan origination fees of $546,000 and $435,000 in 1994 and 1993 respectively. (4) Loan interest income includes loan origination fees of $691,000 and $830,000 in 1995 and 1994 respectively. </FN> ITEM 7. (continued) LIABILITIES AND SHAREHOLDERS' EQUITY 1994 1994 Interest Rates Interest Rates Average Income/ Earned/ Average Income/ Earned/ Balance Expense Paid (1) Balance Expense Paid (1) INTEREST-BEARING DEPOSITS: Savings and NOW Accounts $21,587,000 $402,000 1.86% $19,984,000 $396,000 1.98% Money Market Accounts 34,756,000 1,041,000 3.00 43,917,000 1,213,000 2.76 Time 35,882,000 1,962,000 5.47 23,718,000 936,000 3.95 TOTAL (6) 92,225,000 3,405,000 3.69 87,619,000 2,545,000 2.90 Funds Purchased 82,000 5,000 5.98 61,000 2,000 3.00 TOTAL INTEREST-BEARING DEPOSITS AND BORROWINGS $92,307,000 $3,410,000 3.69 $87,680,000 $2,547,000 2.90 NONINTEREST-BEARING DEPOSITS 28,347,000 -- 24,656,000 -- OTHER LIABILITIES 1,047,000 -- 552,000 -- SHAREHOLDERS' EQUITY 12,860,000 -- 11,446,000 -- TOTAL $134,561,000 $124,334,000 NET INTEREST INCOME AND NET INTEREST MARGIN ON AVERAGE EARNING ASSETS $8,081,000 6.34% $7,126,000 6.13% <FN> Note: Minor rate differences from a straight division of interest by average assets are due to the rounding of average balances. </FN> Change in Interest and Expense Due to Volume Change and Rate Change The following table provides pertinent information about interest income and expense between the years 1995 and 1994, and between the years 1994 and 1993. The change resulting primarily from growth in each asset or liability category is expressed as a volume change. The change resulting primarily from changes in rates is expressed as a rate change. The change attributed to both rate and volume is allocated equally between both rate and volume changes. During 1995 total interest income increased $1,818,000 from 1994. Of this increase $618,000 or 34% was related to volume increases of interest earning assets and $1,200,000 or 66% was related to rate changes. During 1995 total interest expense increased $863,000 from 1994. Of this increase $346,000 or 40% was related to volume increases in deposits and $517,000 or 60% was related to rate changes. The result of the above is that net interest income increased $955,000 during 1995 as compared to 1994. Net volume increases accounted for an increase of $271,000 whereas net rate changes accounted for $684,000. During 1994 total interest income increased $1,215,000 from 1993. Of this increase $640,000 or 53% was related to volume increases of interest earning assets and $575,000 or 47% was related to rate changes. During 1994 total interest expense increased $214,000 from 1993. Of this increase $196,000 or 92% was related to volume increases in deposits and $18,000 or 8% was related to rate changes. The result of the above is that net interest income increased $1,001,000 during 1994 as compared to 1993. Net volume increases accounted for an increase of $444,000 whereas net rate changes accounted for $557,000. ANALYSIS OF CHANGES IN INTEREST INCOME AND EXPENSES 1995 over 1994 1994 over 1993 Volume Rate Total Volume Rate Total Increases (Decreases) in Interest Income: Federal Funds Sold ($64,000) $60,000 ($4,000) $40,000 $50,000 $90,000 Other Short Term Investments (14,000) 14,000 -- 38,000 38,000 76,000 Investment Securities: U.S. Treasury Secutities 114,000 95,000 209,000 (94,000) (38,000) (132,000) Securities of U.S. Government Agencies 403,000 33,000 436,000 86,000 27,000 113,000 Obligations of State and Political Subdivisions (1) (45,000) 35,000 (10,000) 120,000 (7,000) 113,000 Loans (2) 226,000 961,000 1,187,000 450,000 505,000 955,000 TOTAL INCREASE (DECREASE) 620,000 1,198,000 1,818,000 640,000 575,000 1,215,000 Increase (Decrease) in Interest Expense Deposits: Savings & NOW Accounts 43,000 (37,000) 6,000 114,000 4,000 118,000 Money Market Accounts (264,000) 92,000 (172,000) (125,000) (68,000) (193,000) Time Deposits 566,000 460,000 1,026,000 207,000 82,000 289,000 Federal Funds Purchased 1,000 2,000 3,000 -- -- -- TOTAL INCREASE (DECREASE) (2) 346,000 517,000 863,000 196,000 18,000 214,000 Increase (Decrease) on Net Interest Income $274,000 $681,000 $955,000 $444,000 $557,000 $1,001,000 <FN> (1) Amounts calculated on a fully taxable equivalent basis where appropriate. Volume changes are caused by differences in the level of earning assets and interest-bearing deposits. Rate changes result from differences in yields earned on assets and rates paid on liabilities. Changes not solely attributable to volumes or rates have been allocated equally between rate and volume. </FN> INTEREST RATE SENSITIVITY (in thousands except share and per share data) Proper management of the rate sensitivity and maturities of assets and liabilities are required to provide an optimum and stable net interest margin. Interest rate sensitivity spread management is an important tool for achieving this objective and for developing strategies and means to improve profitability. The schedules shown below reflect the interest rate sensitivity position of the Corporation as of December 31, 1995. Management believes that the sensitivity ratios reflected in these schedules fall within acceptable ranges, and represent no undue interest rate risk to the future earnings prospects of the Corporation. Interest Rate Sensitivity 3 3-6 12 1-5 Over 5 Repricing within: months months months years years Totals December 31, 1995 ASSETS: Federal funds sold $1,230 $0 $0 $0 $0 $1,230 Investment securities $501 $703 $6,165 $24,988 $2,114 $34,471 Construction & real estate loans $23,741 $6,426 $5,745 $237 $707 $36,856 Commercial loans $31,922 $185 $519 $803 $44 $33,473 Consumer loans $25,571 $369 $669 $4,193 $173 $30,975 Real estate mortgages Interest-bearing assets $82,965 $7,683 $13,098 $30,221 $3,038 $137,005 Savings and Now accounts $21,224 $0 $0 $0 $0 $21,224 Money market accounts $33,917 $0 $0 $0 $0 $33,917 Time deposits <$100,000 $4,641 $10,321 $4,301 $2,470 $0 $21,733 Time deposits >$100,000 $7,259 $9,208 $3,994 $412 $0 $20,873 Interest-bearing liabilities $67,041 $19,529 $8,295 $2,882 $0 $97,747 Rate sensitive gap $15,924 ($11,846) $4,803 $27,339 $3,038 $39,258 Cumulative rate sensitiveity gap $15,924 $4,078 $8,881 $36,220 $39,258 $78,516 Cumulative position to average earning assets 11.62% 2.98% 6.48% 26.44% 28.65% INVESTMENT SECURITIES Information regarding the book value of investment securities as of December 31, 1995 and 1994 is set forth in Note 2 on Page 12 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. The following table is a summary of the relative maturities and yields on BWC Financial Corp.'s investment securities as of December 31, 1995. Yields have been computed by dividing annual interest income, adjusted for amortization of premium and accretion of discount, by book values of the related securities. Maturing After One but Within Within one Year Five Years Over Five Years Total Amount Yield Amount Yield Amount Yield Amount Yield U.S. Treasury Securities $4,008,000 6.27% $4,503,000 6.13% -- -- $8,511,000 6.20% Obligations of U.S. Government Agencies 1,017,000 6.29 $10,126,000 6.48 -- -- $11,143,000 6.46 Obligations of State and Political Subdivisions: Tax-exempt* 2,141,000 4.56 8,219,000 4.73 $611,000 4.71 $10,971,000 4.69 Taxable 170,000 4.87 2,983,000 6.23 $500,000 6.23 $3,653,000 6.16 TOTAL $7,336,000 5.74% $25,831,000 5.83% $1,111,000 5.39% $34,278,000 5.80% <FN> * Interest is exempt from Federal Income Taxes. </FN> LOAN PORTFOLIO Information regarding the loan portfolio of the Corporation as of December 31, 1995 and 1994 is set forth in Note 3 on page 13 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. Maturity Distribution and Interest Rate Sensitivity of Loans The following table shows the maturity distribution and interest rate sensitivity of loans of the Corporation on December 31, 1995. LOANS WITH A MATURITY OF One Year One to After Five or Less Five Years Years Total Real Estate Construction $19,829,000 $1,588,000 -- $21,417,000 Commercial 17,561,000 $8,664,000 $7,248,000 33,473,000 Installment 4,151,000 6,135,000 20,689,000 30,975,000 Real Estate Mortgages 1,142,000 9,087,000 5,210,000 15,439,000 TOTAL $42,683,000 $25,474,000 $33,147,000 $101,304,000 Loans with Fixed Interest Rates $4,578,000 $5,170,000 $923,000 $10,671,000 Loans with Floating Interest Rates 47,399,000 10,592,000 32,642,000 90,633,000 TOTAL $51,977,000 $15,762,000 $33,565,000 $101,304,000 ALLOWANCE FOR CREDIT LOSSES Information regarding the analysis of the allowance for credit losses of the Corporation for the years ended December 31, 1995, 1994 and 1993 is set forth in Note 4 on page 14 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. Allocation of Allowance for Credit Losses is based upon estimates of potential credit losses and is maintained at a level considered adequate to provide for losses that can be reasonable anticipated. The allowance is increased by provisions charged to expense and reduced by net charge-offs. Management continually evaluates the economic climate and other conditions to determine the adequacy of the allowance. Ultimate losses may vary from current estimates. 1995 1994 Allocation Loans As A Allocation Loans As A of Allowance Percent Of of Allowance Percent Of Type of Loan Balance Total Loans Balance Total Loans Real Estate Construction $247,000 21.14% $237,000 20.37% Commercial 490,000 33.04 329,000 32.46 Installment 298,000 30.58 235,000 31.07 Real Estate Mortgages 39,000 15.24 35,000 16.10 Unallocated 454,000 -- 662,000 -- TOTAL $1,528,000 100.00% $1,498,000 100.00% <FN> BWC Financial Corp. believes that any breakdown or allocation of the allowance into loan categories lends an appearance of exactness which does not exist, in that the allowance is utilized as a single unallocated reserve available for all loans and commitments to extend credit. The allowance breakdown shown above should not be interpreted as an indication of the specific amount or specific loan categories in which future charge-offs may ultimately occur. </FN> DEPOSITS The following table shows daily average balances for the various classifications of deposits for the periods indicated. For the Year Ended December 31 1995 1994 Average Average Balance Rates Balance Rates Noninterest-Bearing Demand $28,347,000 -- $24,656,000 -- Savings and NOW Accounts 21,587,000 1.86% 19,984,000 1.98% Money Market Accounts 34,756,000 3.00 43,917,000 2.76 Time Deposits 35,882,000 5.47 23,718,000 3.95 Total Deposits $120,572,000 2.82% $112,275,000 2.27% Time Certificates in Amounts of $100,000 or More December 31, Time Remaining to Maturity 1995 Less than three months $7,259,000 Three to six months 9,208,000 Six to twelve months 3,994,000 More than twelve months 412,000 TOTAL $20,873,000 FINANCIAL RATIOS The following table shows key financial ratios for the Corporation for the years indicated. Year Ended December 31, 1995 1994 Return on average assets 1.20% 0.94% Return on average shareholders' equ 11.75% 9.54% Cash dividend payout ratio 0.00% 0.00% Average shareholders' equity as % of: Average total assets 10.18% 9.90% Average total deposits 11.44% 10.96% ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information required to be furnished in this item is set forth in the Consolidated Financial Statements on pages 6 through 22 of the Corporation's 1995 Annual Report to Shareholders and is incorporated herein by reference. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING 	 AND FINANCIAL DISCLOSURE None 	PART III Pursuant to General Instruction G(3), the information in Items 10, 11, 12 and 13 of Part III is furnished by way of incorporation by reference to those sections of the Registrant's Proxy Statement for the 1996 Annual Meeting of Shareholders which contain the information required by Items 401, 402, 403, 404 and 405 of Regulation S-K. The Registrant intends to file a definitive copy of such Proxy Statement, pursuant to Regulation 14A, by March 20, 1996. 	PART IV ITEM 13. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K. (A)	Documents Filed as Part of this Report 	1. Financial Statements 	The consolidated financial statements of BWC Financial Corp. and subsidiary listed below and appearing at the indicated page number in BWC's 1995 Annual Report to Shareholders are incorporated by reference into this report. BWC FINANCIAL CORP. AND SUBSIDIARIES					Page Number* Independent Public Accountants' Report						22 Independent Public Accountants' Report for the years ended December 31, 1995 and 1994 is filed herewith				22 Consolidated Balance Sheets as of December 31, 1995 and 1994		 6 Consolidated Statements of Income for the years ended December 31, 1995, 1994 and 1993							 7 Consolidated Statements of Shareholders' Equity for the years ended December 31, 1995, 1994 and 1993					 8 Consolidated Statements of Cash Flows for the years ended December 31, 1995, 1994 and 1993							 9 Notes to Consolidated Financial Statements				 10 - 21 	2. Financial Statement Schedules 	All financial statement schedules have been omitted, as they are inapplicable or the required information is included in the consolidated financial statements or notes thereto. (B)	Reports on Form 8-K No reports on form 8-K were filed by BWC Financial Corp. during the fourth quarter of 1995. (C)	Exhibits Filed: See Index to Exhibits at page 19 of this Form 10-K. *Refers to page number in the 1995 Annual Report to Shareholders. 	SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. 	BWC FINANCIAL CORP. 	By 	Leland E. Wines 	Executive Vice President and Chief Financial Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated. Signature Title Date Chairman of the Board ________________ James L. Ryan and Director Executive Vice President and Leland E. Wines Chief Financial Officer _______________ 	 Director ________________ Tom Mantor Director ________________ Richard G. Hill Director ________________ Reynold C. Johnson III Director ________________ Craig Lazzareschi Director ________________ John F. Nohr Director ________________ John L. Winther 	INDEX TO EXHIBITS EXHIBIT							EXHIBIT NUMBER Articles of Incorporation and Amendments			Refer to 10K filing 									of March, 1994. By-Laws								Refer to 10K filing 									of March, 1994. 1995 Annual Report to Shareholders						13.1 Consents of Auditors: 	Arthur Andersen LLP Consent dated March 15, 1996		24.1 Report of Independent Public Accountants: 	Arthur Andersen LLP Report dated March 15, 1996			25.1