Rule 425
                                                      Filer: Greater Bay Bancorp
                                                     Issuer: Greater Bay Bancorp
                                                Commission File Number:  0-25034

Message from the President (for second quarter financial statement)

Bank of Petaluma earned $1,258,000 or $0.83 per diluted share for the first half
of year 2000, compared to $1,078,000 and $0.70 for the previous year. A demand
for loans increased assets to $212,826,000 at June 30, 2000 compared to
$194,600,000 at year-end.

Highlights of the Six Months ended June 30, 2000
Total Assets                  $212,826,000
Net Profit                      $1,258,000
Diluted Earnings per Share           $0.83
Return on Average Assets              1.27%
Return on Average Equity             16.41%

We are very pleased with the operating results. We gained some large short term
deposits at the end of June which resulted in the higher than forecast second
quarter assets. Despite rising interest rates we continue to experience strong
growth from our local economy and increased profit margins for the Bank.
Earnings per diluted share increased 28% to $0.46 for the quarter ended June 30,
2000 compared to the second quarter of 1999 and increased 19% for the six month
period.

The proposed merger with Greater Bay Bancorp has been very positive. A meeting
for the Shareholders to vote on the merger will be scheduled during September.
Greater Bay Bancorp, which is headquartered in Palo Alto, operates under a
"super community bank" structure and strategy where the subsidiary banks retain
their name, management and local Board of Directors. With the addition of Bank
of Petaluma, Greater Bay Bancorp will have a total of ten  community banks, and
total assets of $4.3 billion on a pro forma basis as of June 30, 2000.

We provide various services to our depositors which include checking, savings
and time deposits. Additionally, we offer investment services for those desiring
to purchase mutual funds, annuities, stocks and bonds (investment products are
not FDIC insured). The merger with Greater Bay Bancorp will expand our services
with Trust, International Banking and Venture Bank Financing, as well as
expanded lending limits. Many of these services we can now offer in affiliation
with Greater Bay Bancorp.

I would like to personally thank our shareholders, employees and Board of
Directors for their continued support. I want to thank our customers for
allowing us to serve them. To prospective customers, I want to invite you to
become part of the Bank of Petaluma family and experience the difference that a
community bank offers.


Greater Bay Bancorp has filed a registration statement on Form S-4 with the SEC
in connection with the proposed merger. The registration statement includes a
prospectus/proxy statement which will be sent to shareholders of Bank of
Petaluma seeking their approval of the proposed merger. The registration
statement can be obtained at the Internet World Wide Web site maintained by the
SEC at "http://www.sec.gov."