Exhibit 23(a)





               CONSENT OF INDEPENDENT ACCOUNTANTS




        We consent to the incorporation by reference in
the registration statement of SDNB Financial Corp. (the
"Company") on Form S-3 of our report, which includes an
explanatory paragraph related to the outcome of
litigation, dated February 17, 1995, on our audits of
the consolidated financial statements of the Company as
of December 31, 1994 and 1993, and for each of the
three years in the period ended December 31, 1994,
which report is included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1994.  We
also consent to the reference to our firm under the
caption "Experts."





                             /s/ COOPERS & LYBRAND L.L.P.


San Diego, California
March 28, 1995