UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 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): ~~December~~ 22January 24, ~~2006~~2007

NATIONAL MERCANTILE BANCORP

(Exact Name of Registrant as Specified in its Charter)

California	0-15982	95-3819685
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
1880 Century Park East
Los Angeles, CA 90067
(Address of Principal Executive Offices)
(310) 277-2265
(Registrant’s Telephone Number)

1880 Century Park East

Los Angeles, CA 90067

(Address of Principal Executive Offices)

(310) 277-2265

(Registrant’s Telephone Number)

N/A

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

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

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

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

Item 21.0401. ~~Triggering~~Entry ~~Events~~Into ~~That Accelerate or Increase~~ a ~~Direct~~Material ~~Financial~~Definitive ~~Obligation or an Obligation Under an Off-Balance Sheet Arrangement~~Agreement

On December 22, 2006, National Mercantile Bancorp (the “Company”) noticed the redemption on January 25, 2007 of all of its outstanding 10.25% Junior Subordinated Deferrable Interest Debentures due July 25, 2031 (the “Debentures”), which are held by National Mercantile Capital Trust I ~~(the~~Preferred ~~“Trust”). The redemption~~Securities ~~price will be 107.6875% of the aggregate $15,464,000 principal amount of the Debentures, plus approximately $793,000 of accrued interest thereon through the redemption date.~~Transactions

~~The~~On ~~Debentures~~January ~~were~~24, ~~originally~~2007, ~~issued~~National onMercantile ~~July~~Bancorp ~~16,~~and ~~2001~~its ~~and,~~newly informed ~~accordance~~subsidiary, ~~with~~First ~~their~~California ~~terms~~Capital Trust I, ~~are~~a ~~subject~~Delaware statutory totrust, ~~redemption~~entered atinto ~~the Company’s~~a ~~option~~Purchase onAgreement orwith ~~after~~FTN ~~July~~Financial ~~25, 2006.~~ Capital ~~Pursuant~~Markets toand ~~the~~Keefe, ~~terms~~Bruyette of& ~~its~~Woods, ~~Amended~~Inc., ~~and~~as ~~Restated~~placement ~~Declaration~~agents, ofpursuant ~~Trust,~~to which the Trust issold ~~required~~and issued to ~~use~~Keefe, ~~the~~Bruyette ~~proceeds~~& itWoods, ~~receives~~Inc., ~~from~~as the initial ~~redemption~~purchaser, $16,000,000 of the ~~Debentures~~Trust’s tocapital ~~redeem~~securities, onliquidation amount ~~the~~$1,000 ~~same~~per ~~day~~capital ~~and~~security. The capital atsecurities ~~the~~represent ~~same~~undivided ~~redemption~~beneficial ~~price~~interests ~~all of~~in the ~~outstanding~~Trust’s assets, ~~preferred~~which ~~securities~~consist ~~and~~primarily ~~common~~of ~~securities~~National ofMercantile ~~the~~Bancorp’s Fixed/Floating ~~Trust. The~~Rate ~~Company~~Junior ~~holds~~Subordinated ~~all~~Deferrable ofInterest ~~the~~Debentures described below. The Trust’s ~~common~~capital securities, ~~with~~mature ~~a stated~~on ~~aggregate~~March ~~liquidation~~15, ~~amount~~2037, ofand ~~$464,000,~~are ~~therefore~~redeemable, ~~the~~at ~~net~~par, ~~redemption~~at ~~cost~~National toMercantile Bancorp’s ~~the~~option ~~Company~~at ~~will~~any betime ~~approximately~~on ~~$1.2~~or ~~million~~after March 15, 2012.

The ~~Company~~holders ~~intends~~of tothe ~~fund~~Trust’s ~~the~~capital ~~redemption~~securities ~~price~~are ~~from~~entitled ~~the~~to ~~proceeds~~quarterly ofdistributions ~~its~~at ~~planned~~a ~~sale~~fixed ~~and~~annual ~~issuance~~rate ~~in January 2007~~ of ~~additional~~ ~~trust~~6.80% ~~preferred~~for ~~securities.~~ the ~~The~~first ~~Company~~five ~~has~~years, ~~proposals~~and ~~but~~a novariable ~~current~~annual ~~agreement~~rate ~~or commitment~~thereafter, ~~however,~~which resets ~~with~~quarterly, ~~respect~~equal to ~~such~~the ~~financing.~~3-month InLIBOR ~~the event~~rate, itplus is1.60% ~~unable~~per toannum, ~~complete~~ of the ~~new~~liquidation ~~trust~~amount ~~preferred~~of ~~securities~~$1,000 ~~financing before~~per ~~the~~capital ~~redemption date~~security, ~~the~~subject ~~Company~~to ~~intends~~National Mercantile Bancorp’s right to ~~fund~~defer ~~the~~interest ~~payment~~payments ofunder the Fixed/Floating ~~redemption~~Rate ~~price~~Junior ~~out~~Subordinated byDeferrable ~~securing~~Interest ~~other~~Debentures ~~debt~~as described below.

AsNational aMercantile ~~result~~Bancorp, ofitself, ~~these~~purchased ~~transactions~~$495,000 of the ~~Company~~Trust’s ~~will~~common ~~incur~~securities, aliquidation ~~one-time~~amount ~~charge~~$1,000 ~~for~~per ~~financial statement~~common ~~purposes~~security. The ofterms ~~approximately~~and ~~$1.6~~provisions ~~million,~~of the ~~during~~Trust’s ~~the~~capital ~~fourth~~securities ~~quarter~~and ~~2006. The~~common ~~one-time~~securities ~~charge~~are ~~reflects~~set forth in the ~~contingent~~Trust’s ~~liability~~Amended ~~accrual~~and ~~for~~Restated ~~the~~Declaration ~~redemption~~of ~~premium~~Trust, todated beJanuary ~~paid~~25, ~~and~~2007, ~~the~~under ~~impairment of~~which ~~approximately~~Wilmington ~~$400,000~~Trust ~~unamortized~~Company ~~Debentures~~serves ~~issuance~~as ~~costs~~institutional trustee.

~~Please~~In ~~see~~connection with the ~~Company~~Trust’s ~~press~~sale ~~release~~of ~~announcing~~the capital securities, National Mercantile Bancorp entered into a Guarantee Agreement pursuant to which it guaranteed, on a subordinated basis, all distributions and payments under the Trust’s capital securities upon liquidation, redemption, ~~attached~~or otherwise, asbut ~~Exhibit 99.1~~only ~~hereto~~to ~~and~~the ~~incorporated~~extent ~~herein~~the byTrust fails to pay such distributions ~~reference~~from payments under the Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures it holds from National Mercantile Bancorp.

~~Item~~The 9Trust used the proceeds from the sale of its capital securities and its common securities to purchase from National Mercantile Bancorp $16,495,000 aggregate principal amount of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures due 2037.01 The Debentures bear interest at the same rates as the Trust’s capital securities. So ~~Financial~~long ~~Statements~~as no “event of default” (as defined in the Indenture relating to the Debentures) has occurred, National Mercantile Bancorp will have the right to defer the payment of interest on the Debentures for up to 20 consecutive quarterly periods, except that no extension period may extend beyond the maturity of the Debentures. During any deferral period, National Mercantile Bancorp may not pay dividends or make certain other distributions or payments as provided in the Indenture. The Debentures mature on March 15, 2037, and ~~Exhibits~~are redeemable at par, at National Mercantile Bancorp’s option, at any time on or after March 15, 2012. Upon any redemption by National Mercantile Bancorp of the Debentures, the Trust must redeem a like amount of its capital securities.

~~The~~Payments under ~~following~~the ~~exhibit~~Debentures isare ~~contained~~subordinated and junior in ~~this~~right ~~report:~~of payment to the prior payment of all other indebtedness of National Mercantile Bancorp that, by its terms, is not similarly subordinated.

Exhibit No.		Description
99.1		Press Release dated December 26, 2006

2The Debentures may be declared immediately due and payable at the election of the trustee under the Indenture or the holders of 25% of aggregate principal amount of the Trust’s outstanding capital securities if National Mercantile Bancorp defaults in the payment of interest (subject to its right to defer interest payments as described above) or principal under the Debentures and upon the occurrence of other events of defaults described in the Indenture.

~~SIGNATURES~~National Mercantile Bancorp used the net proceeds from the trust preferred transactions described above to redeem all $15,464,000 principal amount of its previously outstanding 10.25% Junior Subordinated Deferrable Interest Debentures due July 25, 2031. The redemption price was 106.6875% of the principal amount of these Debentures, plus accrued interest, or a total of $17,290,885.

~~Pursuant~~As toa ~~the~~result ~~requirements~~ of these transactions, the ~~Securities~~Company ~~Exchange~~incurred ~~Act~~a ofone-time ~~1934,~~charge during the ~~registrant~~fourth ~~has~~quarter ~~duly~~of ~~caused~~2006 ~~this~~for ~~report~~financial statement topurposes beof ~~signed~~approximately $1.6 million. The one-time charge reflects the accrual for onthe ~~its~~redemption ~~behalf~~premium byand the ~~undersigned~~impairment ~~hereunto~~of ~~duly~~the ~~authorized~~unamortized Debenture issuance costs.

Dated: December 26, 2006	NATIONAL MERCANTILE BANCORP
	By:	/s/ David R. Brown
		David R. Brown
		Chief Financial Officer

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

3See the discussion in Item 1.01, above, which is incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities

See the discussion in Item 1.01, above, which is incorporated herein by reference. The Trust’s capital securities were sold and issued in a transaction exempt from registration under the Securities Act of 1933. No underwriting discounts or commissions or placement fees were paid in connection with the sale of the Trust’s capital securities or the other transactions described in Item 1.01, above.

Item 9.01 Financial Statements and Exhibits

The following exhibits are contained in this report:

Exhibit No.		Description

4.1		Form of Capital Security Certificate evidencing the capital securities of First California Capital Trust I.

4.2		Form of Common Security Certificate evidencing common securities of First California Capital Trust I.

4.3		Form of National Mercantile Bancorp Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture due 2037.

10.1		Placement Agreement, dated January 24, 2007, among National Mercantile Bancorp, First California Capital Trust I, FTN Financial Capital Markets, and Keefe, Bruyette & Woods, Inc.

Exhibit No.		Description

10.2		Amended and Restated Declaration of Trust among National Mercantile Bancorp, as sponsor, the Administrators named therein, and Wilmington Trust Company, as institutional and Delaware trustee.

10.3		Guarantee Agreement between National Mercantile Bancorp and Wilmington Trust Company, as guarantee trustee.

10.4		Indenture between National Mercantile Bancorp and Wilmington Trust Company, as indenture trustee.

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.

Dated: January 26, 2007	BANCORP


	By:	/s/ David R. Brown
		David R. Brown
		Chief Financial Officer

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