EXHIBIT 5.1

                            Opinion of Knecht & Hansen




                                September 3, 1997


Board of Directors
BYL Bancorp
18206 Imperial Highway
Yorba Linda, California  92686

         Re:  BYL BANCORP COMMON STOCK

Gentlemen:

         We are acting as counsel for BYL Bancorp in connection with the 
Registration under the Securities Act of 1933, as amended (the "Act"), of at 
least 1,535,064 shares of Common Stock, no par value (the "Shares") of BYL 
Bancorp, a California corporation.  A registration statement on Form S-4 (the 
"Registration Statement") will be filed under the Act with respect to the 
offering of the shares.  Based upon the examination of such instruments, 
documents and records as we deem necessary, including the Registration 
Statement, we are of the opinion that:

         1.  BYL Bancorp has been duly incorporated and is validly existing 
under the laws of the State of California.  

         2.  The shares of BYL Bancorp, to be offered by BYL Bancorp, have been 
duly authorized and, when issued after such time as the Registration Statement 
becomes effective under the Act, will be legally issued, fully paid, and 
nonassessable under the laws of the State of California.  

         Consent is hereby given to the filing of this opinion as an Exhibit to 
the Registration Statement and to the reference to this firm under the caption 
"Legal Opinions" in the Exhibits to the Registration Statement. 

                                  Very truly yours,



                                  /s/ Loren P. Hansen 
                                  --------------------
                                  Loren P. Hansen of
                                    Knecht & Hansen
LPH/cb