SANTA BARBARA BANCORP
TO PURCHASE FOR CASH
500,000 SHARES OF ITS COMMON STOCK
To Brokers, Dealers, Commercial Banks,
Trust Companies and Nominees: January 10, 1997
We are enclosing the material listed below relating to the offer by Santa Barbara Bancorp, a California
corporation (the "Company"), to purchase, upon the terms and subject to the conditions of the Offer to Purchase
dated January 10, 1997, and the related Letter of Transmittal (which together constitute the "Offer"), up to a
maximum of 500,000 shares of Common Stock (the "Shares") at a price of $30.00 net per share to the selling
Enclosed herewith are copies of the following documents:
1. Offer to Purchase dated January 10, 1997.
2. Letter of Transmittal (including Substitute Form W-9 Guidelines) for your use and for the information of your
3. Letter which may be sent to clients for whose account you hold Shares in your name or the name of your
nominee, with space provided for obtaining such clients' instructions with regard to the Offer; and
4. Letter dated January 10, 1997, to the Company's shareholders.
Please advise us as to how many additional copies of the tender offer documents you will require for distribution
to your clients by contacting our Depositary Agent, Norwest Bank Minnesota, N.A., Shareowner Services
Reorganization Department, P.O. Box 64858, Saint Paul, Minnesota 55164-0858.
No fees or commissions will be payable to brokers, dealers or persons for soliciting tenders of Shares pursuant
to the Offer. However, the Company will reimburse brokers, dealers, commercial banks, trust companies and
other nominees for their reasonable and necessary costs incurred in forwarding the Offer to Purchase and related
documents to beneficial owners of Shares held by such entities as nominee or in a fiduciary capacity. Please
forward invoices for reimbursement to Clare McGivney, the Company's Assistant Corporate Secretary, 1021
Anacapa Street, Santa Barbara, California, 93101