EXHIBIT 99.2

The following certification  accompanies the issuer's Annual Report on Form 10-K
and is not filed, as provided in Release 33-8212. 34-47551 dated March 21, 2003.


                  CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350

In  connection  with the  accompanying  Annual  Report on Form 10-K of North Bay
Bancorp for the year ended  December 31, 2002,  I, Lee-Ann  Cimino,  Senior Vice
President  and Chief  Financial  Officer of North Bay  Bancorp,  hereby  certify
pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that:

(1) such  Annual  Report on Form 10-K of North Bay  Bancorp  for the year  ended
December 31, 2002,  fully  complies  with the  requirements  of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

(2) the  information  contained in such Annual  Report on Form 10-K of North Bay
Bancorp for the year ended December 31, 2002,  fairly presents,  in all material
respects,  the  financial  condition  and  results  of  operations  of North Bay
Bancorp.

                               Dated:  March 24, 2003


                               /s/ Lee-Ann Cimino
                               -------------------
                               LEE-ANN CIMINO
                               Senior Vice President and Chief Financial Officer
                               (Principal Financial Officer)


A signed  original of this  written  statement  required by Section 906 has been
provided  to North Bay  Bancorp  and will be  retained  by North Bay Bancorp and
furnished to the Securities and Exchange Commission or its staff on request upon
request.