EXHIBIT 4.1




                                  [LETTERHEAD]




For additional information, please contact:                   September 16, 1996
       Robert J. Mulder
       (916) 674-4444



                            P R E S S   R E L E A S E


FEATHER RIVER STATE BANK, the banking subsidiary of California Independent 
Bancorp, today announced the signing of a definitive agreement whereby FRSB 
will acquire EPI LEASING COMPANY of Citrus Heights (near Sacramento).

EPI is an established equipment leasing company with annual volume of more 
than $12 million in business equipment leases generated from throughout the 
United States, but mostly from the western states.

Robert Mulder, President and Chief Executive Officer of FRSB, stated that EPI 
will become a subsidiary of FRSB. "This structure allows us to acquire some, 
but not all, leases generated by EPI, allowing FRSB to further diversify its 
asset portfolio with high-yielding, quality leases from a dependable source." 
In addition, EPI will continue its role as broker/seller whereby its leases 
are sold to other funding sources around the country.

Carolyn Roth, President and owner of EPI, stated that she was extremely 
pleased to be associated with FRSB, giving her the capital and resource 
backing to significantly increase the volume generated by EPI. "EPI is 
planning to add an outside salesperson to its current staff of 17 people to 
handle primarily agricultural equipment leases expected to be generated in 
FRSB's primary trading area of Yuba, Sutter, Colusa and Yolo Counties, where 
FRSB operates six branches."

The transaction is subject to required regulatory approvals and is expected 
to be completed within 30 days.



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