SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   F O R M 8-K

                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported)     March 10, 2006
                                                           ------------------

                                NORTH BAY BANCORP
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             (Exact name of registrant as specified in its charter)

          California                  0-31080             68-0434802
- ------------------------------ ------------------- -------------------------
(State or other jurisdiction       (Commission         (IRS Employer
      of incorporation)             File Number)     Identification No.)

1190 Airport Road, Suite 101, Napa, California                   94558
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  (Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code   (707) 257-8585
                                                   -------------------

                                       N/A
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          (Former name or former address, if changed since last report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[]   Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

[]   Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[]   Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

[]   Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4c))




Item 2.02.  Results of Operations and Financial Condition
            ---------------------------------------------


Earnings  Release.  On March 10, 2006,  North Bay Bancorp issued a press release
announcing its earnings for the quarter and fiscal year ended December 31, 2005.
The  press  release  also  announced  the cash and  stock  dividends  previously
reported on a Current  Report on Form 8-K filed with the SEC on March 3, 2006. A
copy of the press release is attached to this Current Report as Exhibit 99.1 and
incorporated into this report by reference.

Item 9.01.   Financial Statements and Exhibits.
             ----------------------------------

             (c)  Exhibits.

99.1 Press  release  announcing  earnings  for the quarter and fiscal year ended
December 31, 2005.




                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


Date: March 10, 2006                 NORTH BAY BANCORP



                               /s/  Terry L. Robinson
                               ----------------------------------------
                               Terry L. Robinson, President and Chief
                               Executive Officer (Principal Executive Officer)