EXHIBIT 99.4
                           Form of Letter to Offerees

                           NATIONAL MERCANTILE BANCORP
                             1840 Century Park East
                          Los Angeles, California 90067

                                  ______, 2000

Dear _________:

         On behalf of the Board of Directors of National Mercantile Bancorp
(the "Company"), we are pleased to provide details on the Company's offering
of shares of the Company's Common Stock for $____ per share.

         Enclosed are copies of the following documents:

         1.       the Prospectus;

         2.       our Annual Report on Form 10-KSB for the year ended December
                  31, 1999;

         3.       our Quarterly Report on Form 10-QSB for the quarter ended
                  March 31, 2000;

         4.       our proxy statement for the 2000 Annual Meeting of
                  Shareholders;

         5.       the "Instructions for Completing the Subscription Agreement";

         6.       the Subscription Agreement; and

         7.       a return envelope addressed to U.S. Stock Transfer
                  Corporation, the Subscription Agent.

         The Prospectus describes the offering and the procedure to follow if
you choose to subscribe for shares of common stock in the offering. Please
read the Prospectus and other enclosed materials carefully before subscribing.

         Your prompt action is requested. The offering will expire at 5:00
p.m., Pacific Standard Time, on ________, 2000, unless we extend it in our
sole discretion (the "Expiration Date").

         To subscribe, a properly completed and executed Subscription
Agreement and payment in full for all of the shares purchased must be
delivered to the Subscription Agent as indicated in the Prospectus prior to
5:00 p.m., Pacific Standard Time, on the Expiration Date.

         Additional copies of the enclosed materials may be obtained from our
information agent Kissel-Blake, Inc. Their toll-free telephone number is
1-800-554-7733. You may contact _________ at Kissel-Blake with any questions
relating to this offering.

         We are pleased to offer you this opportunity.

                                                     Sincerely,

                                                     NATIONAL MERCANTILE BANCORP