Chino Commercial Bancorp - Quarter Report: 2012 March (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________

FORM 10-Q

__________________

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2012

Commission file number: 000-52098

__________________

CHINO COMMERCIAL BANCORP

(Exact name of registrant as specified in its charter)

_____________________________

California	20-4797048
State of incorporation	I.R.S. Employer
	Identification Number
14245 Pipeline Avenue
Chino, California	91710
Address of Principal Executive Offices	Zip Code

(909) 393-8880

Registrant’s telephone number, including area code

____________________________

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. þ Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). þYes ¨No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller Reporting Company þ

(Do not check if a smaller reporting company)

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). ¨Yes

þ No

On April 30, 2012, there were 829,402 shares of Chino Commercial Bancorp Common Stock outstanding.

TABLE OF CONTENTS

Page

Part I – Financial Information		1
Item 1. Financial Statements		1
	Consolidated Balance Sheets	1
	Consolidated Statements of Income	2
	Consolidated Statements of Comprehensive Income	3
	Consolidated Statements of Changes in Shareholders’ Equity	4
	Consolidated Statements of Cash Flows	5
	Notes to the Consolidated Financial Statements	6

Item 2. Management’s Discussion & Analysis of Financial Condition & Results of Operations		21
	Forward Looking Information	21
	Recent Developments	21
	Overview of the Results of Operations and Financial Condition	22
	Earnings Performance	23
	Net Interest Income and Net Interest Margin	24
	Provision for Loan Losses	26
	Non-Interest Income and Non-Interest Margin	26
	Provision for Income Taxes	29
	Financial Condition	29
	Loan Portfolio	29
	Off-Balance Sheet Arrangements	30
	Non-performing Assets	30
	Allowance for Loan Losses	31
	Investment Portfolio	34
	Deposits	34
	Borrowings	35
	Shareholders Equity	35
	Liquidity	35
	Capital Resources	36

Item 3. Qualitative & Quantitative Disclosures about Market Risk		40

Item 4. Controls and Procedures		40

Part II – Other Information		41
Item 1. – Legal Proceedings		41
Item 1A. – Risk Factors		41
Item 2. – Unregistered Sale of Equity Securities and Use of Proceeds		41
Item 3. – Defaults upon Senior Securities		41
Item 4. – (Removed and Reserved)		41
Item 5. – Other Information		41
Item 6. – Exhibits		41
Signatures		42

PART 1 – FINANCIAL INFORMATION

Item 1

CHINO COMMERCIAL BANCORP

CONSOLIDATED BALANCE SHEETS

	March 31, 2012			December 31, 2011
	(unaudited)			(audited)
ASSETS:
Cash and due from banks	$	4,721,765		$	3,358,177
Federal funds sold		17,699,876			14,165,877
Total cash and cash equivalents		22,421,641			17,524,054
Interest-bearing deposits in other banks		13,091,252			13,339,252
Investment securities available for sale		2,693,033			2,972,420
Investment securities held to maturity (fair value approximates
$9,205,000 at March 31, 2012 and $9,861,000 at December 31, 2011)		9,000,590			9,652,630
Total investments		24,784,875			25,964,302
Loans
Real estate		45,687,885			46,184,898
Commercial		9,587,635			9,974,353
Installment		372,459			643,660
Gross loans		55,647,979			56,802,911
Unearned fees and discounts		(156,756	)		(29,107	)
Loans net of unearned fees and discount		55,491,223			56,773,804
Allowance for loan losses		(1,535,243	)		(1,537,963	)
Net loans		53,955,980			55,235,841
Accrued interest receivable		265,631			275,976
Restricted stock		667,700			667,700
Fixed assets, net		6,407,441			6,443,753
Foreclosed assets		0			439,317
Prepaid & other assets		2,888,910			3,154,650
Total assets	$	111,392,178		$	109,705,593
LIABILITIES:
Deposits
Non-interest bearing	$	49,288,661		$	47,188,644
Interest bearing
NOW and money market		31,423,967			32,241,986
Savings		2,254,938			1,809,536
Time deposits less than $100,000		4,900,481			4,700,126
Time deposits of $100,000 or greater		11,146,318			12,163,266
Total deposits		99,014,365			98,103,558
Accrued interest payable		161,160			139,646
Accrued expenses & other payables		770,186			897,363
Subordinated notes payable to subsidiary trust		3,093,000			3,093,000
Total liabilities		103,038,711			102,233,567
SHAREHOLDERS' EQUITY
Common stock, authorized 10,000,000 shares with no par value, issued and outstanding 829,402 shares and 749,540 shares at March 31, 2012 and December 31, 2011, respectively.		3,441,723			2,760,812
Retained earnings		4,835,568			4,631,610
Accumulated other comprehensive income		76,176			79,604
Total shareholders' equity		8,353,467			7,472,026
Total liabilities & shareholders' equity	$	111,392,178		$	109,705,593
The accompanying notes are an integral part of these consolidated financial statements.

CHINO COMMERCIAL BANCORP

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

	For the three months ended
	March 31
	2012		2011
Interest income
Investment securities and due from banks	$	107,535	$	169,848
Interest on Federal funds sold		7,848		2,605
Interest and fee income on loans		883,179		1,012,779
Total interest income		998,562		1,185,232
Interest expense
Deposits		84,869		114,898
Other borrowings		18,203		50,963
Total interest expense		103,072		165,861
Net interest income		895,490		1,019,371
Provision for loan losses		0		5,522
Net interest income after
provision for loan losses		895,490		1,013,849
Non-interest income
Service charges on deposit accounts		311,493		304,657
Gain on sale of foreclosed assets		93,871		61,151
Other miscellaneous income		49,934		7,250
Dividend income from restricted stock		3,428		2,770
Income from bank-owned life insurance		17,092		17,225
Total non-interest income		475,818		393,053
Non-interest expenses
Salaries and employee benefits		573,281		587,399
Occupancy and equipment		106,099		114,581
Data and item processing		89,013		96,972
Advertising and marketing		13,056		16,153
Legal and professional fees		69,109		70,233
Regulatory assessments		55,864		75,447
Insurance		12,467		10,425
Directors' fees and expenses		25,545		15,601
Other expenses		101,541		94,318
Total non-interest expenses		1,045,975		1,081,129
Income before income tax expense		325,333		325,773
Income tax expense		121,374		122,468
Net income	$	203,959	$	203,305
Basic earnings per share	$	0.26	$	0.27
Diluted earnings per share	$	0.26	$	0.27

The accompanying notes are an integral part of these consolidated financial statements.

CHINO COMMERCIAL BANCORP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

	For the three months ended
	March 31
	2012			2011


Net income	$	203,959		$	203,305

Other comprehensive income (loss), net of tax effects
Net unrealized holding gains (losses) on securities
available for sale during the period (tax effects of
($2,482) and $5,215)		(3,428	)		7,201

Total comprehensive income	$	200,531		$	210,506
The accompanying notes are an integral part of these consolidated financial statements.

CHINO COMMERICAL BANCORP

CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY


									Accumulated
									Other
	Number of			Common			Retained		Comprehensive
	Shares			Stock			Earnings		Income		Total
Balance at December 31, 2010 (audited)		748,314		$	2,750,285		$	4,190,208	$	75,764	$	7,016,257
Net income								441,401				441,401
Change in unrealized gain on securities
available for sale, net of tax		3,840			3,840
Exercise of stock options, including
tax benefit		1,226			10,528			10,528
Balance at December 31, 2011 (audited)		749,540			2,760,813			4,631,609		79,604		7,472,026
Net income		203,959			203,959
Change in unrealized gain on securities
available for sale, net of tax		(3,428	)		(3,428	)
Net proceeds from secondary stock
offering		79,862			680,910			680,910
Balance at March 31, 2012 (unaudited)		829,402		$	3,441,723		$	4,835,568	$	76,176	$	8,353,467

The accompanying notes are an integral part of these consolidated financial statements.

CHINO COMMERCIAL BANCORP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	Three Months Ended March 31,
	2012			2011
Cash Flows from Operating Activities
Net income	$	203,959		$	203,305
Adjustments to reconcile net income to net cash provided
by operating activities:
Provision for loan losses		0			5,522
Depreciation and amortization		56,299			53,843
Net amortization (accretion) of investment securities		17,151			18,229
Amortization of deferred loan (fees) costs		127,649			4,714
Loss on disposition of equipment		0			314
Gain on sale of foreclosed assets		(93,871	)		(61,151	)
Deferred income tax (benefit)		(68,270	)		(30,286	)
Net changes in:
Accrued interest receivable		10,346			(43,683	)
Other assets		336,410			203,684
Accrued interest payable		21,514			(27,284	)
Other liabilities		(127,177	)		(10,495	)
Net cash provided by operating activities		484,010			316,712

Cash Flows from Investing Activities
Net change in interest-bearing deposits in other banks		248,000			3,717,000
Activity in investment securities available for sale
Repayments and calls		273,822			155,230
Activity in investment securities held to maturity
Repayments and calls		634,626			629,379
Redemption of stock investments, restricted		0			16,300
Loan originations and principal collections, net		1,152,212			1,087,993
Proceeds from sale of foreclosed assets		533,188			577,685
Purchase of premises and equipment		(19,987	)		(200,257	)
Net cash provided by investing activities		2,821,860			5,983,330

Cash Flows from Financing Activities
Net change in deposits		910,807			754,578
Proceeds from stock offering		680,910			0
Net cash provided by financing activities		1,591,717			754,578
Net increase in cash and cash equivalents		4,897,587			7,054,620

Cash and Cash Equivalents at Beginning of Period		17,524,054			7,701,641
Cash and Cash Equivalents at End of Period	$	22,421,641		$	14,756,261

Supplemental Information
Interest paid	$	81,558		$	193,145
Income taxes paid	$	-		$	-
Supplemental Disclosures of Noncash Investing and Financing Activities
Loans to facilitate the sale of foreclosed assets	$	427,500		$	-

The accompanying notes are an integral part of these consolidated financial statements.

CHINO COMMERCIAL BANCORP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2012

Note 1 – The Business of Chino Commercial Bancorp

Chino Commercial Bancorp (the “Company”) is a California corporation registered as a bank holding company under the Bank Holding Company Act of 1956, as amended, and is headquartered in Chino, California. The Company was incorporated in March 2006 and acquired all of the outstanding shares of Chino Commercial Bank, N.A. (the “Bank”) effective July 1, 2006. The Company’s principal subsidiary is the Bank, and the Company exists primarily for the purpose of holding the stock of the Bank and of such other subsidiaries it may acquire or establish. The Company’s principal source of income is dividends and tax equalization payments from the Bank, although supplemental sources of income may be explored in the future. The expenditures of the Company, including (but not limited to) the payment of dividends to shareholders, if and when declared by the Board of Directors, the cost of servicing debt, legal fees, audit fees, and shareholder costs will generally be paid from dividends paid to the Company by the Bank.

The Company’s only other direct subsidiary is Chino Statutory Trust I, which was formed on October 25, 2006 solely to facilitate the issuance of capital trust pass-through securities. This additional regulatory capital enhances the Company’s ability to maintain favorable risk-based capital ratios. Pursuant to the Accounting Standards codification (ASC) 810, Consolidation, Chino Statutory Trust I is not reflected on a consolidated basis in the consolidated financial statements of the Company.

The Company’s Administrative Offices are located at 14245 Pipeline Avenue, Chino, California and the telephone number is (909) 393-8880. References herein to the “Company” include Chino Commercial Bancorp and its consolidated subsidiary, unless the context indicates otherwise.

The Bank is a national bank which was organized under the laws of the United States in December 1999 and commenced operations on September 1, 2000. The Bank operates three full-service banking offices. The Bank’s main branch office and administrative offices are located at 14245 Pipeline Avenue, Chino, California. In January 2006 the Bank opened its Ontario branch located at 1551 South Grove Avenue, Ontario, California and in April 2010 the Bank opened its Rancho Cucamonga branch located at 8229 Rochester Avenue, Rancho Cucamonga, California. In July 2010, the Company acquired property at 14245 Pipeline Avenue, Chino, California, which became the main branch and administrative headquarters in January 2011.

As a community-oriented bank, the Bank offers a wide array of commercial and consumer services which would generally be offered by a locally-managed, independently-operated bank.

Note 2 – Basis of Presentation and Consolidation

The accompanying unaudited consolidated financial statements for the three months ended March 31, 2012 and 2011 have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S.GAAP) for interim financial statements. They do not, however, include all of the information and footnotes required by such accounting principles for complete financial statements. In the opinion of management, all adjustments including normal recurring accruals considered necessary for a fair presentation have been included. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for any other interim period or for the year as a whole. Certain prior period amounts have been reclassified to conform to current period classification. The interim financial information should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 as filed with the Securities and Exchange Commission.

Note 3 – Critical Accounting Policies

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make a number of judgments, estimates and assumptions that affect the reported amount of assets, liabilities, income and expenses in the Company’s financial statements and accompanying notes. Various elements of the Company’s accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. Critical accounting policies are those that involve the most complex and subjective decisions and assessments and have the greatest potential impact on the Company’s results of operation. There were no significant changes to the Company’s critical accounting policies discussed in the Form 10-K for the year ended December 31, 2011.

Note 4 – Recent Accounting Pronouncements:

In May 2011, the FASB issued an accounting standards update to improve the comparability between U.S. GAAP fair value accounting and reporting requirements and International Financial Reporting Standards (IFRS) fair value accounting and reporting requirements. Additional disclosures required by the update include: (i) disclosure of quantitative information regarding the unobservable inputs used in any fair value measurement classified as Level 3 in the fair value hierarchy in addition to an explanation of the valuation techniques used in valuing Level 3 items and information regarding the sensitivity in the valuation of Level 3 items to changes in the values assigned to unobservable inputs; (ii) categorization by level within the fair value hierarchy of items not recognized on the Statement of Financial Position at fair value but for which fair values are required to be disclosed; and (iii) instances where the fair values disclosed for non-financial assets were based on a highest and best use assumption when in fact the assets are not being utilized in that capacity. The amendments in the update are effective for interim and annual periods beginning on or after December 15, 2011. The required disclosures became effective for the Company on January 1, 2012, and are reflected in Note 11. The provisions of this update had no impact on the Company's financial position, results of operations or cash flows.

In June 2011, the FASB issued an accounting standards update to increase the prominence of items included in Other Comprehensive Income and facilitate the convergence of U.S. GAAP with IFRS. The update prohibits continued presentation of Other Comprehensive Income in the Statement of Shareholders' Equity. The update requires that all non-owner changes in shareholders' equity be presented in either a single continuous statement of comprehensive income or in two separate but continuous statements. The amendments in the update are effective for interim and annual periods beginning on or after December 15, 2011. The Company adopted the provisions of this update on January 1, 2012 and therefore has presented other comprehensive income in conformity with the new reporting requirements as of March 31, 2012. The provisions of this update had no impact on the Company’s financial position, results of operation or cash flows.

Note 5 – Investment Securities

The amortized cost and fair value of investment securities at March 31, 2012 are as follows:

				Gross		Gross
		Amortized		Unrealized		Unrealized		Fair
		Cost		Gains		Losses		Value
Securities available for sale:
Municipal bonds	$	743,433	$	46,755	$	-	$	790,188
Mortgage-backed securities		1,820,160		82,685		-		1,902,845
	$	2,563,593	$	129,440	$	-	$	2,693,033

Securities held to maturity:
Municipal bonds	$	431,108	$	2,231	$	-	$	433,339
Federal agency		2,500,000		4,283		-		2,504,283
Mortgage-backed securities		6,039,099		197,436		-		6,236,535
Corporate		30,383		524		-		30,907
	$	9,000,590	$	204,474	$	-	$	9,205,064

The amortized cost and fair value of investment securities as of March 31, 2012 by contractual maturity are shown below:

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value

Within 1 year	$	-	$	-	$	30,383	$	30,907
After 1 year through 5 years		-		-		-		-
After 5 years through 10 years		-		-		2,931,108		2,937,622
After 10 years through 17 years		743,433		790,188		-		-
Mortgage-backed securities		1,820,160		1,902,845		6,039,099		6,236,535
	$	2,563,593	$	2,693,033	$	9,000,590	$	9,205,064

There are no securities with gross unrealized losses at March 31, 2012.

Management evaluates securities for other-than-temporary impairment at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. Consideration is given to (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.

In the recent past, unrealized losses were related to mortgage-backed securities issued by federally sponsored agencies, which are fully secured by conforming residential loans. Since the Company has the ability to hold these securities until estimated maturity, no declines are deemed to be other than temporary.

Note 6 – Loans and Allowance for Loan Losses

At December 31, 2011, the Company had 11 impaired loans totaling $3,605,142, all of which were on a non-accrual basis. Only one of those loans was past due over 30 days. At March 31, 2012, the Company had 10 impaired loans totaling $2,471,101, all of which were on a non-accrual basis and none of which was past due over 30 days. There was one accruing loan past due over 30 days totaling $75,000 and one overdraft past due for 60 days totaling $34 at March 31, 2012.

Changes in the allowance for loan losses by loan segment are summarized as follows for three months ended March 31, 2012 and 2011:

	One to								Commercial
	Four			Residential			Commercial		and
	Residential			Income			Real Estate		Industrial			Consumer			Installment			Other			Total

Beginning balance
January 1, 2012	$	44,586		$	40,438		$	1,201,839	$	238,448		$	976		$	11,289		$	387		$	1,537,963
Provision for loan
losses		(5,987	)		(328	)		29,769		(24,701	)		2,688			(1,389	)		(52	)		-

Loans charged off		-			-			-		-			(2,720	)		-			-			(2,720	)

Recoveries		-			-			-		-			-			-			-			-

Ending Balance
March 31, 2012	$	38,599		$	40,110		$	1,231,608	$	213,747		$	944		$	9,900		$	335		$	1,535,243

	One to							Commercial
	Four		Residential		Commercial			and
	Residential		Income		Real Estate			Industrial		Consumer			Installment		Other			Total

Beginning balance
January 1, 2011	$	46,335	$	2,876	$	1,140,786		$	241,243	$	746		$	9,178	$	989		$	1,442,153
Provision for loan
losses		1,902		6,630		(4,382	)		1,655		(325	)		213		(171	)		5,522

Loans charged off		-		-		-			-		-			-		-			-

Recoveries		-		-		-			-		-			-		-			-

Ending Balance
March 31, 2011	$	48,237	$	9,506	$	1,136,404		$	242,898	$	421		$	9,391	$	818		$	1,447,675

Loans serviced for others are portions of loans participated out to other banks. Loan balances are net of these participated balances. The unpaid principal balance of loans serviced for others was $1,643,855 and $1,654,001 at March 31, 2012 and December 31, 2011, respectively.

The following tables present loans and the allowance for loan losses by segment as of March 31, 2012 and December 31, 2011:

Loans and Allowance for Loan Losses (by loan segment)
As of March 31, 2012

	One to Four		Residential		Commercial		Commercial and
	Residential		Income		Real Estate		Industrial		Consumer		Installment		Other		Total

Loans:

Balance	$	2,394,606	$	1,865,592	$	43,293,279	$	7,712,787	$	34,752	$	337,707	$	9,256	$	55,647,979

Individually evaluated
for impairment		182,642		-		1,091,719		1,196,740		-		-		-		2,471,101

Collectively evaluated
for impairment		2,211,964		1,865,592		42,201,560		6,516,047		34,752		337,707		9,256		53,176,878

Allowance for loan losses:

Balance		38,599		40,110		1,231,608		213,747		944		9,900		335		1,535,243

Individually evaluated
for impairment		5,242		-		38,660		34,347		-		-		-		78,249

Collectively evaluated
for impairment		33,357		40,110		1,192,948		179,400		944		9,900		335		1,456,994

Loans and Allowance for Loan Losses (by loan segment)
As of December 31, 2011

	One to Four		Residential		Commercial		Commercial and
	Residential		Income		Real Estate		Industrial		Consumer		Installment		Other		Total

Loans:

Balance	$	2,368,205	$	1,880,824	$	43,816,693	$	8,082,845	$	30,737	$	612,923	$	10,684	$	56,802,911

Individually evaluated
for impairment		656,275		-		1,716,028		1,232,839		-		-		-		3,605,142

Collectively evaluated
for impairment		1,711,930		1,880,824		42,100,665		6,850,006		30,737		612,923		10,684		53,197,769

Allowance for loan losses:

Balance		44,586		40,438		1,201,839		238,448		976		11,289		387		1,537,963

Individually evaluated
for impairment		18,835		-		49,250		40,661		-		-		-		108,746

Collectively evaluated
for impairment		25,751		40,438		1,152,589		197,787		976		11,289		387		1,429,217

Management divides the loan portfolio into portfolio segments for purposes of developing and documenting a systematic method for determining its allowance for loan losses. The portfolio is segregated based on loan types and the underlying risk factors present in each loan type. Such risk factors are periodically reviewed by management and revised as deemed appropriate.

The Company’s loan portfolio is divided into the following portfolio segments.

One to Four Family Residential. This portfolio segment consists of the origination of first mortgage loans and home equity second mortgage loans secured by one-to four-family owner occupied residential properties located in the Company’s market area. The Company has experienced no foreclosures on its owner occupied loan portfolio since May 2011 and believes this is due mainly to its conservative lending strategies including its non-participation in “interest only”, “Option ARM,” “sub-prime” or “Alt-A” loans.

One to Four Family Income. This portfolio segment consists of the origination of first mortgage loans secured by one-to four-family non-owner occupied residential properties in its market area. Such lending involves additional risks arising from the use of the properties by non-owners.

Commercial Real Estate Loans. This portfolio segment includes loans secured by commercial real estate, including multi-family dwellings. Loans secured by commercial real estate generally have larger loan balances and more credit risk than one-to four-family mortgage loans. The increased risk is the result of several factors, including the concentration of principal in a limited number of loans and borrowers, the impact of local and general economic conditions on the borrower’s ability to repay the loan, and the increased difficulty of evaluating and monitoring these types of loans.

Commercial and Industrial Loans. This portfolio segment includes commercial business loans secured by assignments of corporate assets and personal guarantees of the business owners. Commercial business loans generally have higher interest rates and shorter terms than one- to four-family residential loans, but they also may involve higher average balances, increased difficulty of loan monitoring and a higher risk of default since their repayment generally depends on the successful operation of the borrower’s business.

Consumer Loans. This portfolio segment includes loans to individuals for overdraft protection and personal lines of credit.

Installment Loans. This portfolio segment includes loans to individuals for personal purposes, including but not limited to automobile loans.

The following tables summarize the loan portfolio at March 31, 2012 and December 31, 2011 by credit risk profiles based on internally assigned grades. Information has been updated for each credit quality indicator as of those dates.

Credit Quality Indicators (by loan class)

As of March 31, 2012

	Grade
	Pass		Special Mention		Substandard		Doubtful		Total

One to four residential:
Closed-end	$	2,211,964	$	--	$	182,642	$	--	$	2,394,606

Residential income		1,865,592		--		--		--		1,865,592

Commercial real estate:
Owner occupied		19,116,867		-		1,605,226		--		20,722,093
Non-owner occupied		19,690,673		288,802		2,591,711		--		22,571,186

Commercial and industrial:
Secured		2,311,584				175,082		--		2,486,666
Unsecured		3,735,388		210,124		1,280,609		--		5,226,121

Consumer		34,752		--		--		--		34,752

Installment		337,707		--		--		--		337,707

Other		9,256		--		--		--		9,256

Total	$	49,313,783	$	498,926	$	5,835,270	$	-	$	55,647,979

Credit Quality Indicators (by loan class)

As of December 31, 2011

	Grade
	Pass		Special Mention		Substandard		Doubtful		Total

One to four residential:
Closed-end	$	1,711,932	$	--	$	656,273	$	--	$	2,368,205

Residential income		1,880,824		--		--		--		1,880,824

Commercial real estate:
Owner occupied		17,642,198		-		2,345,010		--		19,987,208
Non-owner occupied		21,044,610		290,358		2,494,517		--		23,829,485

Commercial and industrial:
Secured		2,840,543		-		1,142,687		--		3,983,230
Unsecured		3,200,770		223,798		675,047		--		4,099,615

Consumer		30,737		--		--		--		30,737

Installment		612,923		--		--		--		612,923

Other		10,684		--		--		--		10,684

Total	$	48,975,221	$	514,156	$	7,313,534	$	-	$	56,802,911

The Company’s policies, consistent with regulatory guidelines, provide for the classification of loans and other assets that are considered to be of lesser quality as substandard, doubtful, or loss assets. An asset is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard assets include those assets characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Assets classified as doubtful have all of the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable, based on currently existing facts, conditions and values. Assets (or portions of assets) classified as loss are those considered uncollectible and of such little value that there continuance as assets is not warranted. Assets that do not expose the Company to risk sufficient to warrant classification in one of the aforementioned categories, but which possess potential weaknesses that deserve close attention, are required to be designated as special mention.

When assets are classified as special mention, substandard or doubtful, the Company allocates a portion of the related general loss allowances to such assets as the Company deems prudent. Determinations as to the classification of assets and the amount of loss allowances are subject to review by regulatory agencies, which can require that we establish additional loss allowances. Management regularly reviews its asset portfolio to determine whether any assets require reclassification in accordance with applicable regulations.

The following tables set forth certain information with respect to delinquencies in the Company’s portfolio by loan class and amount as of March 31, 2012 and December 31, 2011:

Age Analysis of Past Due Loans (by class)

As of March 31, 2012

													Recorded
					Greater								Investment
	30-59 Days		60-89 Days		Than		Total				Total		90 Days or more
	Past Due		Past Due		90 Days		Past Due		Current		Loans		and Accruing

One to four residential:
Closed-end	$	--	$	--	$	--	$	--	$	2,394,606	$	2,394,606	$	--

Residential income		--		--		--		--		1,865,592	$	1,865,592		--

Commercial real estate:
Owner occupied		--		--		--		--		20,722,093		20,722,093		--
Non-owner occupied		--		--		--		--		22,571,186		22,571,186		--

Commercial and industrial:
Secured		--		--		--		--		2,486,666		2,486,666		--
Unsecured		75,000		--		--		75,000		5,151,121		5,226,121		--

Consumer		--		--		--		--		34,752		34,752		--

Installment		--		--		--		--		337,707		337,707		--

Other		--		34		--		34		9,222		9,256		--

Total	$	75,000	$	34	$	--	$	75,034	$	55,572,945	$	55,647,979	$	--

Age Analysis of Past Due Loans (by class)

As of December 31, 2011

													Recorded
					Greater								Investment
	30-59 Days		60-89 Days		Than		Total				Total		90 Days or more
	Past Due		Past Due		90 Days		Past Due		Current		Loans		and Accruing

One to four residential:
Closed-end	$	--	$	--	$	--	$	--	$	2,368,205	$	2,368,205	$	--

Residential income		--		--		--		--		1,880,824	$	1,880,824		--

Commercial real estate:
Owner occupied		171,434		--		--		171,434		19,815,774		19,987,208		--
Non-owner occupied		--		--		--		--		23,829,485		23,829,485		--

Commercial and industrial:
Secured		--		--		--		--		3,983,230		3,983,230		--
Unsecured		--		--		--		--		4,099,615		4,099,615		--

Consumer		--		--		--		--		30,737		30,737		--

Installment		--		--		--		--		612,923		612,923		--

Other		--		--		--		--		10,684		10,684		--

Total	$	171,434	$	--	$	--	$	171,434	$	56,631,477	$	56,802,911	$	--

The following tables summarize impaired loans by loan class as of and for the period ended March 31, 2012 and December 31, 2011:

Impaired Loans (by loan class)

As of and For the Three Months Ended March 31, 2012

			Unpaid				Average		Interest
	Recorded		Principal		Related		Recorded		Income
	Investment		Balance		Allowance		Investment		Recognized

With an allowance recorded:
One to four residential:
Closed-end	$	182,642	$	182,642	$	5,242	$	534,627	$	--

Commercial real estate:
Owner occupied		164,034		164,034		4,708		706,496		--
Non-owner occupied		927,685		927,685		33,904		845,243		--

Commercial and industrial:
Secured		1,196,740		1,196,740		34,346		1,216,243		--

Total:
One to four residential	$	182,642	$	182,642	$	5,242	$	534,627	$	--
Commercial real estate	$	1,091,719	$	1,091,719	$	38,612	$	1,551,739	$	--
Commercial and industrial	$	1,196,740	$	1,196,740	$	34,346	$	1,216,243	$	--

Impaired Loans (by loan class)

As of and For the Year Ended December 31, 2011

			Unpaid				Average		Interest
	Recorded		Principal		Related		Recorded		Income
	Investment		Balance		Allowance		Investment		Recognized

With an allowance recorded:
One to four residential:
Closed-end	$	656,275	$	656,275	$	18,835	$	805,914	$	--

Commercial real estate:
Owner occupied		893,259		893,259		25,637		1,201,115		--
Non-owner occupied		822,769		822,769		23,613		851,886		--

Commercial and industrial:
Secured		1,232,839		1,232,839		40,661		1,238,994		--

Total:
One to four residential	$	656,275	$	656,275	$	18,835	$	805,914	$	--
Commercial real estate	$	1,716,028	$	1,716,028	$	49,250	$	2,053,001	$	--
Commercial and industrial	$	1,232,839	$	1,232,839	$	40,661	$	1,238,994	$	--

A summary of nonaccrual loans by loan class is as follows:

Loans on Nonaccrual Status (by loan class)

	March 31, 2012		December 31, 2011
One to four residential:
Closed-end	$	182,642	$	656,275

Commercial real estate:
Owner occupied		164,034		893,259
Non-owner occupied		927,685		822,769

Commercial and industrial:
Secured		1,196,740		1,232,839

Total	$	2,471,101	$	3,605,142

A summary of troubled debt restructurings that occurred in the reporting period is as follows:

Modifications (by class)

For three-month period ended March 31, 2012

					Post-
			Pre-Modification		Modification		Recorded
	Number		Outstanding		Outstanding		Investment
	of		Recorded		Recorded		at
	Loans		Investment		Investment		03/31/12
Troubled Debt Restructurings
Commercial real estate:
Non-owner occupied		1	$	120,424	$	120,424	$	119,776

Commercial and industrial:
Secured		1		451,897		451,897		445,991
Unsecured		1		54,472		54,472		50,607

The Company had three loans that were modified in troubled debt restructurings during the period ended March 31, 2012. These modifications are classified as troubled debt restructurings because they were renewed at below-market interest rates due to the borrowers’ financial difficulties at the time of the restructuring. The loans are collateralized dependent and have zero impairment, thus no specific allowance has been established for these loans.

All loans modified in a trouble debt restructurings performed as agreed subsequent to the restructuring. The Company had no troubled debt restructurings in the three-month period ended March 31, 2011.

Note 7 – Subordinated Notes Payable to Subsidiary Trust

On October 25, 2006, Chino Statutory Trust I (the Trust), a newly formed Connecticut statutory business trust and a wholly-owned subsidiary of the Company, issued an aggregate of $3.0 million of principal amount of Capital Securities (the Trust Preferred Securities) and $93,000 in Common Securities. The securities issued by the Trust are fully guaranteed by the Company with respect to distributions and amounts payable upon liquidation, redemption or repayment. The entire proceeds to the Trust from the sale of the Trust Preferred Securities were used by the Trust to purchase $3,000,000 in principal amount of the Junior Subordinated Deferrable Interest Debentures due December 15, 2036 issued by the Company (the Subordinated Debt Securities). The Company issued an additional $93,000 in principal amount of the Junior Subordinated Deferrable Interest Debentures due December 15, 2036, in exchange for its investment in the Trust’s Common Securities.

The Subordinated Debt Securities bore interest at 6.795% for the first five years from October 27, 2006 to December 15, 2011. On December 15, 2011 the interest rate became a variable interest rate equal to LIBOR (adjusted quarterly) plus 1.68%. LIBOR at December 15, 2011 was 0.54625% resulting in an interest rate of 2.22625% from December 15, 2011 to March 14, 2012. LIBOR at March 15, 2012 was 0.473650% resulting in an interest rate of 2.15365% from March 15 to June 14, 2012.

As of March 31, 2012 and 2011, accrued interest payable to the Trust amounted to $123,114 and $8,494, respectively. Interest for Trust Preferred Securities amounted to $18,203 and $50,963, respectively, for the quarters ended March 31, 2012 and 2011. The Company relies on dividends from the Bank in order to make such payments and the Bank is restricted from making dividend payments to the Company without prior supervisory non-objection from the Office of the Comptroller of the Currency (the “OCC”). In addition, the Company must obtain the approval of the Federal Reserve Bank of San Francisco (the “FRB”) prior to making such payments. Therefore, the Company has elected to defer three quarterly interest payments beginning with the payment due September 15, 2011, pending the conclusion of the Company’s stock offering. (See “Item 2 – Recent Developments – Pending Capital Raise)

Note 8 – Stock Based Compensation

The Company’s stock option plan expired on July 13, 2010. The plan allowed the board to grant incentive stock options to officers and employees and non-qualified stock options to the directors, officers and employees. At March 31, 2012 and 2011, 12,402 and 13,628 options, respectively, were outstanding. All outstanding options are fully vested.

The most recent grant of options occurred in 2003. Thus, there was no stock-based compensation expense for the three months ended March 31, 2012 and 2011.

Note 9 - Earnings per share (EPS)

Basic EPS excludes dilution and is computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in earnings.

The weighted-average number of shares used in computing basic and diluted earnings per share is as follows:

	Earnings per share Calculation
	For the three months ended March 31,
	2012						2011
			Weighted						Weighted
	Net		Average		Per Share		Net		Average		Per Share
	Income		Shares		Amount		Income		Shares		Amount

Basic earnings	$	203,959		769,844	$	0.26	$	203,305		748,314	$	0.27

Effect of dilutive shares:
assumed exercise of
outstanding options				552		0.00				1,151		0.00

Diluted earnings	$	203,959		770,396	$	0.26	$	203,305		749,465	$	0.27

Note 10 - Off-Balance-Sheet Commitments

The Company is a party to credit-related financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to grant loans, unadvanced lines of credit, standby letters of credit and commercial letters of credit. Such commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheet.

The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments. At March 31, 2012 and December 31, 2011, the Company had $5.3 million and $3.6 million, respectively, of off-balance sheet commitments to extend credit. These commitments represent a credit risk to the Company. At March 31, 2012 and at December 31, 2011 the Company had one unadvanced standby letter of credit for $82,804.

Commitments to grant loans are agreements to lend to customers as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since some of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer. Collateral held varies but may include accounts receivable, inventory, equipment, income-producing commercial properties, residential properties, and properties under construction.

Note 11 – Fair Value Measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The tables below present information about the Company’s assets measured at fair value on a recurring and non-recurring basis as of March 31, 2012 and December 31, 2011, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value. No liabilities were measured at fair value at March 31, 2012 and December 31, 2011.

The fair value hierarchy is as follows:

Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 Inputs - Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs - Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.

The following section describes the valuation methodologies used for assets measured at fair value on a recurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Financial assets measured at fair value on a recurring basis include the following:

Securities Available for Sale. The securities classified as available for sale, are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things.

The following table presents the balances of securities available for sale as of March 31, 2012 and December 31, 2011.

			Quoted Prices		Significant
			in Active		Other
			Markets for		Observable		Significant
			Identical Assets		Inputs		Unobservable Inputs
Description	Balance		(Level 1)		(Level 2)		(Level 3)
Securities Available for Sale
at March 31, 2012
Municipal bonds	$	790,188	$	-	$	790,188	$	-
Mortgage-backed securities		1,902,845		-		1,902,845		-
Total	$	2,693,033	$	-	$	2,693,033	$	-

at December 31, 2011
Municipal bonds	$	796,098	$	-	$	796,098	$	-
Mortgage-backed securities		2,176,322		-		2,176,322		-
Total	$	2,972,420	$	-	$	2,972,420	$	-

Certain financial assets are measured at fair value on a nonrecurring basis in accordance with U.S. GAAP. Adjustments to the fair value of these assets usually result from the application of lower-of-cost-or-market accounting or write-downs of individual assets.

Impaired loans

Collateral-dependent impaired loans are carried at the fair value of the collateral less estimated costs to sell. The fair value of collateral is determined based on appraisals. In some cases, adjustments were made to the appraised values for various factors including age of the appraisal, age of comparables included in the appraisal, and known changes in the market and in the collateral. When significant adjustments were based on unobservable inputs, the resulting fair value measurement has been categorized as a Level 3 measurement. Otherwise, collateral-dependent impaired loans are categorized under Level 2.

Impaired loans that are not collateral dependent are carried at the present value of expected future cash flows discounted at the loan’s effective interest rate. Troubled debt restructurings are also carried at the present value of expected future cash flows. However, expected cash flows for troubled debt restructurings are discounted using the loan’s original effective interest rate rather than the modified interest rate. Since fair value of these loans is based on management’s own projection of future cash flows, the fair value measurements are categorized as Level 3 measurements.

The following presents impaired loans measured at fair value on a non-recurring basis as of March 31, 2012 and December 31, 2011.

			Quoted Prices		Significant
			in Active		Other
			Markets for		Observable		Significant
			Identical Assets		Inputs		Unobservable Inputs
Description	Balance		(Level 1)		(Level 2)		(Level 3)
Impaired loans net of ALLL
at March 31, 2012	$	2,392,901	$	-	$	537,982	$	1,854,919
at December 31, 2011	$	3,496,396	$	-	$	1,142,547	$	2,353,849

For Level 3 impaired loans, the fair value of collateral is based on appraisals that are greater than six months old. Management has not made adjustments for the age of the appraisals based on their estimate that the values of the properties have not changed materially since the appraisal date. These estimates are based on qualitative judgments made by management on a case-by-case basis.

Other Real Estate Owned

Real estate acquired through foreclosure or other proceedings (other real estate owned) is initially recorded at fair value at the date of foreclosure less estimated costs of disposal, which establishes a new cost. After foreclosure, valuations are periodically performed, and foreclosed assets held for sale are carried at the lower of cost or fair value, less estimated costs of disposal. The fair values of real properties initially are determined based on appraisals. In some cases, adjustments were made to the appraised values for various factors including age of the appraisal, age of comparables included in the appraisal, and known changes in the market or in the collateral. Subsequent valuations of the real properties are based on management estimates or on updated appraisals. Other real estate owned is categorized under Level 3 when significant adjustments are made by management to appraised values based on unobservable inputs. Otherwise, other real estate owned is categorized under Level 2 if their values are based solely on appraisals.

The following table summarizes the Company’s OREO that was measured at fair value on a nonrecurring basis as of March 31, 2012 and December 31, 2011:

			Quoted Prices		Significant
			in Active		Other
			Markets for		Observable		Significant
			Identical Assets		Inputs		Unobservable Inputs
Description	Balance		(Level 1)		(Level 2)		(Level 3)
Other real estate owned net
of valuation allowance
at March 31, 2012	$	-	$	-	$	-	$	-
at December 31, 2011	$	439,317	$	-	$	439,317	$	-

Disclosure of fair value information about financial instruments is required, whether or not the financial instruments are recognized in the balance sheet at fair value or historical cost. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques.

Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the Company.

The following methods and assumptions were used to estimate the fair value of financial instruments for which it is practicable to estimate that value. For cash and cash equivalents, Federal Home Loan Bank stock, loans held for sale, variable-rate loans, accrued interest receivable and payable, demand deposits and savings, and short-term borrowings, the carrying amount is estimated to be fair value. For securities, fair values are based on quoted market prices, where available. If quoted market prices are not available, fair values are based in quoted market prices of comparable instruments. The fair values for fixed-rate loans are estimated using discounted cash flow analyses using interest rates currently being offered for loans with similar terms. The fair value of life insurance is based on the cash surrender value, as determined by the insurer. Fair values for deposit liabilities with a stated maturity date (time deposits) and for certificates of deposit in other banks are estimated using a discounted cash flow calculation that applies interest rates currently being offered on these accounts to a schedule of aggregated expected monthly maturities on time deposits. The fair value of non-interest bearing demand deposits is the amount payable on demand at the reporting date. The fair value of long-term debt is determined utilizing the current market for like-kind instruments of a similar maturity and structure. The fair value of financial instruments with off-balance sheet risk is not considered to be material, so they are not included in the tables below.

The carrying values and estimated fair values of financial instruments at March 31, 2012 and December 31, 2011 are as follows:

	Fair Value Measurements at March 31, 2012 using
			Quoted Prices		Significant
			in Active		Other		Significant
			Markets for		Observable		Unobservable
	Carrying		Identical Assets		Inputs		Inputs		Fair
		Value		(Level 1)		(Level 2)		(Level 3)		Value
Financial assets:
Cash and cash equivalents	$	22,421,641	$	22,421,641	$	-	$	-	$	22,421,641
Interest-bearing deposits with other banks		13,091,252		-		-		13,103,000		13,103,000
Investment securities available for sale		2,693,033		-		2,693,033		-		2,693,033
Investment securities held to maturity		9,000,590		-		9,205,064		-		9,205,064
Stock investments		667,700		-		-		667,700		667,700
Loans, net		53,955,980		-		537,982		53,696,709		54,234,691
Accrued interest receivable		265,631		-		265,631		-		265,631
Bank owned life insurance		1,836,283		-		1,836,283		-		1,836,283
Trups common securities		93,000		-		-		93,000		93,000

Financial liabilities:
Deposits
Non-interest bearing demand deposits	$	49,288,661	$	-	$	49,288,661	$	-	$	49,288,661
Interest-bearing deposits		49,725,704		-		-		49,732,088		49,732,088
Accrued interest payable		161,160		-		161,160		-		161,160
Subordinated Debentures		3,093,000		-		-		3,093,000		3,093,000

	Fair Value Measurements at December 31, 2011 using
			Quoted Prices		Significant
			in Active		Other		Significant
			Markets for		Observable		Unobservable
	Carrying		Identical Assets		Inputs		Inputs		Fair
		Value		(Level 1)		(Level 2)		(Level 3)		Value
Financial assets:
Cash and cash equivalents	$	17,524,054	$	17,524,054	$	-	$	-	$	17,524,054
Interest-bearing deposits with other banks		13,339,252		-		-		13,345,914		13,345,914
Investment securities available for sale		2,972,420		-		2,972,420		-		2,972,420
Investment securities held to maturity		9,652,630		-		9,860,534		-		9,860,534
Stock investments		667,700		-		-		667,700		667,700
Loans, net		55,235,841		-		1,142,547		54,130,648		55,273,195
Accrued interest receivable		275,976		-		275,976		-		275,976
Bank owned life insurance		1,819,191		-		1,819,191		-		1,819,191
Trups common securities		93,000		-		-		93,000		93,000

Financial liabilities:		98,103,558
Deposits
Non-interest bearing demand deposits	$	47,188,644	$	-	$	47,188,644	$	-	$	47,188,644
Interest-bearing deposits		50,914,914		-		-		50,926,890		50,926,890
Accrued interest payable		139,646		-		139,646		-		139,646
Subordinated Debentures		3,093,000		-		-		3,093,000		3,093,000

Note 12 – Regulatory Agreements

On April 12, 2011, the Bank entered into a formal written agreement (“the Agreement”) with the Office of the Comptroller of the Currency, the Bank’s primary regulator. The Bank also has agreed to the OCC establishing higher minimum capital ratios for the Bank. The Bank must maintain a Leverage Capital Ratio of not less than 9.0% and a Total Risk-Based Capital Ratio of not less than 12.0%. As of March 31, 2012 the Bank’s Leverage Capital Ratio was 10.04% and its Total Risk-Based Capital Ratio was 17.13%. The Bank achieved a Leverage Capital Ratio of at least 9.0% by May 31, 2011, and continued to maintain or exceed the required ratio through March 31, 2012, by reducing higher-rate CD and money market deposits, thereby reducing average assets and to a lesser extent, in the first quarter of 2012, by increasing capital through retained earnings. It is anticipated that a portion of the proceeds from the secondary stock offering will be downstreamed to the Bank to further enhance capital levels.

On July 21, 2011, Chino Commercial Bancorp entered into a memorandum of understanding (“MOU”) with the Federal Reserve Bank of San Francisco (the “FRB”). The MOU is an informal administrative agreement pursuant to which Chino Commercial Bancorp has agreed, among other things, to (i) take steps to ensure that the Bank complies with the Bank’s Agreement; (ii) refrain from paying cash dividends or payments on trust preferred securities, receiving cash dividends from the Bank, increasing or guaranteeing debt, making any capital distributions or payments on trust preferred securities, redeeming or repurchasing its stock, or issuing any additional trust preferred securities, without prior FRB approval; (iii) obtain non-objection from the FRB before adding any individual to the Board or employing any senior executive officer and (iv) submit written quarterly progress reports to the FRB detailing compliance with the MOU.

Item 2

MANAGEMENT’S DISCUSSION AND

ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Forward Looking Information

This discussion focuses primarily on the results of operations of the Company and its consolidated subsidiary on a consolidated basis for the three months ended March 31, 2012 and 2011, and the consolidated financial condition of the Company as of March 31, 2012 and December 31, 2011.

Management’s discussion and analysis is written to provide greater insight into the results of operations and the financial condition of the Company and its subsidiary. For a more complete understanding of the Company and its operations, reference should be made to the consolidated financial statements included in this report and in the Company's Annual Report on Form 10-K for the year ended December 31, 2011.

This Form 10-Q includes forward-looking statements that may constitute forward-looking statements under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are forward looking statements. Words such as “expects”, “anticipates”, “believes”, “projects”, and “estimates” or variations of such words and similar expressions are intended to identify such statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed, forecast in, or implied by such forward-looking statements, and readers are cautioned not to unduly rely on such statements. Risks and uncertainties include, but are not limited to, the health of the national and California economies; the Company’s ability to attract and retain skilled employees; competition in the financial services market for both deposits and loans; the Company’s ability to increase its customer base; customers' service expectations; the Company's ability to successfully deploy new technology and gain efficiencies therefrom; the success of branch expansion; changes in interest rates; loan portfolio performance; the Company’s ability to enhance its earnings capacity; the economic and regulatory effects of the continuing war on terrorism and other events of war, including the wars in Iraq and Afghanistan; the effect of natural disasters, including earthquakes, fires and hurricanes; and regulatory risks associated with the variety of current and future regulations to which the Company is subject. All of these risks could have a material adverse impact on the Company’s financial condition, results of operations or prospects, and these risks should be considered in evaluating the Company. For additional information concerning these factors, see “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of our Form 10-K, for the year ended December 31, 2011, as supplemented by the information contained in this report.

Recent Developments

Regulatory Matters. On April 12, 2011, Chino Commercial Bank, N.A. (the “Bank”), the Company’s wholly-owned banking subsidiary, entered into a formal written agreement (the “Agreement”) with the Office of the Comptroller of the Currency (the “OCC”), the Bank’s primary regulator. The Agreement will remain in effect and enforceable until it is modified, waived or terminated in writing by the OCC. Entry into the Formal Agreement does not change the Bank’s “well-capitalized” status.

The Bank also has agreed to the OCC establishing higher minimum capital ratios for the Bank. Specifically, the Bank was required to achieve by May 31, 2011, and is required thereafter to maintain, a Leverage Capital Ratio of not less than 9.0% and a Total Risk-Based Capital Ratio of not less than 12.0%. The Bank achieved the required capital ratios by May 31, 2011, and has maintained the ratio above the required minimums, thereafter. As of March 31, 2012 the Bank’s Leverage Capital Ratio was 10.04% and its Total Risk-Based Capital Ratio was 17.13%.

The Formal Agreement requires the Bank to take the following actions: (i) adopt, implement and adhere to a rolling three year strategic plan and capital program, including objectives, projections and implementation strategies for the Bank’s overall risk profile, earnings performance, and various balance sheet items, as well as intended product line development and market segments; (ii) refrain from paying dividends without prior OCC non-objection; (iii) add a new independent director with banking experience, or similar accounting or regulatory experience, to the Bank Board; (iv) obtain non-objection from the OCC before adding any individual to the Bank Board or employing any senior executive officer; (v) obtain a review of insider lending compliance by an independent outside audit firm acceptable to the OCC; (vi) revise, in a manner acceptable to the OCC, the Bank’s policies or programs concerning overdrafts, insider lending compliance, credit risk management, credit risk accounting, nonaccrual recognition and concentration risk management; and thereafter implement and adhere to such policies; (vii) protect the Bank’s interest in assets criticized by the OCC and take certain actions to reduce the level of criticized assets; (viii) continue to review the adequacy of the Bank’s allowance for loan losses and maintain a program acceptable to the OCC to ensure an adequate allowance; (ix) correct each violation of law, rule or regulation cited in the most recent regulatory examination report and implement procedures to avoid future violations; and (x) submit quarterly progress reports to the OCC regarding various aspects of the foregoing actions. The Bank Board has appointed a compliance committee to submit such reports and monitor and coordinate the Bank’s performance under the Agreement.

On July 21, 2011, Chino Commercial Bancorp entered into a memorandum of understanding (“MOU”) with the Federal Reserve Bank of San Francisco (the “FRB”). The MOU is an informal administrative agreement pursuant to which Chino Commercial Bancorp has agreed, among other things, to (i) take steps to ensure that the Bank complies with the Bank’s Agreement; (ii) refrain from paying cash dividends, receiving cash dividends from the Bank, increasing or guaranteeing debt, making any capital distributions or payments on trust preferred securities, redeeming or repurchasing its stock, or issuing any additional trust preferred securities, without prior FRB approval; (iii) obtain non-objection from the FRB before adding any individual to the Board or employing any senior executive officer and (iv) submit written quarterly progress reports to the FRB detailing compliance with the MOU.

The Boards of Directors and management of the Bank and the Company are in the process of taking all necessary actions to comply with the various provisions of the Agreement and the MOU.

Pending Capital Raise. On September 16, 2011, the Company filed a registration statement on Form S-1 with the SEC in connection with a rights offering to existing shareholders which commenced in the fourth quarter of 2011. Pricing for the offering was set at $10.50 per share plus certain bonus shares to be issued to holders of subscription rights for no additional consideration. The rights offering to existing shareholders expired on February 22, 2012 and public offering has been extended to May 31, 2012. Thus far the Company has generated $799,063 in additional paid in capital from the offering, representing gross proceeds from shareholder rights subscriptions totaling $436,118, and subscriptions from investors in the public offering totaling $362,945. Net proceeds of $680,911 after deduction of offering expenses was booked to capital at that time. It is anticipated that a portion of the proceeds of the offering will be downstreamed to the Bank to further enhance its capital levels and enable future growth while still complying with the capital requirements to which the Bank has agreed with the OCC. See "Regulatory Matters" immediately above.

Overview of the Results of Operations and Financial Condition

Results of Operations Summary

Net income for the quarter ended March 31, 2012 was $203,959 compared with $203,305 for the quarter ended March 31, 2011, an increase of 0.3%. Basic and diluted earnings per share for the first quarter of 2012 were $0.26, compared to $0.27 for the first quarter of 2011. The Company’s annualized return on average equity was 10.57% and annualized return on average assets was 0.76% for the quarter ended March 31, 2012, compared to a return on equity of 11.48% and a return on assets of 0.72% for the quarter ended March 31, 2011. The primary factors affecting net income during the first quarter of 2012 are as follows:

The Company posted net interest income of $895,490 for the quarter ended March 31, 2012 as compared to $1,019,371 for the quarter ended March 31, 2011, a decrease of 12.2%. The decrease was caused primarily by a decline in earning assets. Average interest-earning assets were $93.8 million with average interest-bearing liabilities of $53.7 million, yielding a net interest margin of 3.84% for the first quarter of 2012; as compared to the average interest-earning assets of $98.8 million with average interest-bearing liabilities of $60.4 million, yielding a net interest margin of 4.19% for the first quarter of 2011. The replacement of higher-yielding loans and mortgage backed securities with fed funds sold significantly reduced the yield on earning assets from 4.87% in the first quarter of 2011 to 4.28% in the first quarter of 2012.

Non-interest income increased to $475,818 for the three months ended March 31, 2012, compared to $393,053 for the three months ended March 31, 2011, a 21.1% increase. Substantial increases were seen in gain on sale of foreclosed assets and other miscellaneous income. Gain on sale of foreclosed assets increased to $93,871 in the first quarter of 2012, compared to a $61,151 gain recognized in the first quarter of 2011. Other miscellaneous income increased to $49,934 for the first quarter of 2012, compared to $7,250 in the same quarter in 2011 due to reimbursement of certain legal expenses incurred in 2011.

Non-interest expenses were $1,045,975 for the three months ended March 31, 2012, compared to $1,081,129 for the three months ended March 31, 2011. The largest component of non-interest expenses was salary and employee benefits expense of $573,281 for the first quarter of 2012, compared to $587,399 for the three months ended March 31, 2011. The decrease in salaries and benefits expenses was reflective of increased loan activity and the consequent capitalization of loan origination costs. The Company capitalized loan costs of $27,300 in the first quarter of 2012, while in the first quarter of 2011, only $7,110 was capitalized.

Another component of non-interest expense was regulatory assessments, which decreased in the first quarter of 2012 to $55,864, compared to $75,447 in the first quarter of 2011 due to decreased total assets. In early 2011, we increased regulatory assessments accrued expenses in anticipation of an increase in rates. This increase did not materialize and the accrual was reversed in late 2011.

Categories that experienced increases were directors’ fees and other expenses. Directors’ fees and expenses increased $9,944 to $25,545 due to an appointment of additional director and an increase in directors’ fees that was effective January 1, 2012. Other expenses increased by $7,223 for the comparable three-month period due mainly to expenses paid for accounts on analysis.

Financial Condition Summary

The Company’s total assets were $111.4 million at March 31, 2012, an increase of $1.7 million, or 1.5%, compared to total assets of $109.7 million at December 31, 2011. The most significant changes in the Company’s consolidated balance sheet during the first quarter of 2012 are outlined below:

Total deposits increased $910,807 or 0.9% to $99.0 million at March 31, 2012 from $98.1 million at December 31, 2011 due to the increase in demand deposits. Interest-bearing deposits decreased $1.2 million or 2.3% to $49.7 million at March 31, 2012 from $50.9 million at December 31, 2011 due to the Bank’s reduction of interest rates offered on interest-bearing accounts. Demand deposits increased $2.1 million or 4.5% to $49.3 million at March 31, 2012 from $47.2 million at December 31, 2011. The ratio of non-interest bearing deposits to total deposits was 49.8% at March 31, 2012 and 48.1% at December 31, 2011.

The Company experienced a slight increase in interest-earning assets of 1.2% to $98.1 million in the first quarter of 2012, primarily in Federal funds sold which increased to $17.7 million at March 31, 2012, compared to $14.2 million at December 31, 2011. Gross loans decreased 2.0% to $55.6 million at March 31, 2012, compared to $56.8 million at December 31, 2011.

In the first quarter of 2012, the Company reduced its nonperforming assets to $2.5 million at March 31, 2012, from $4.0 million at December 31, 2011. The December 31, 2011 nonperforming assets included $439,317 in OREO, which was sold in the first quarter of 2012. All nonperforming assets were current and paying as agreed on March 31, 2012. The Company has six TDRs, five on non-accrual status. One TDR previously on non-accrual status was upgraded to accrual status and is classified as a performing loan at March 31, 2012.

Total shareholders’ equity increased $881,441 to $8.4 million at March 31, 2012 from $7.5 million at December 31, 2011, due primarily to $203,959 in increased retained earnings and $680,910 in net proceeds from the Company’s pending stock offering (see “Recent Developments - Pending Capital Raise” above), offset by a $3,428 decrease in comprehensive income.

Earnings Performance

The Company earns income from two primary sources. The first is net interest income, which is interest income generated by earning assets less interest expense on interest-bearing liabilities. The second is non-interest income, which primarily consists of customer service charges and fees but also comes from non-customer sources such as bank-owned life insurance. The majority of the Company’s non-interest expenses are operating costs that relate to providing a full range of banking services to the Bank’s customers.

Net Interest Income and Net Interest Margin

For the quarter ended March 31, 2012, net interest income decreased to $895,490, a decrease of 12.2% over the comparable quarter in 2011. The level of net interest income depends on several factors in combination, including growth in earning assets, yields on earning assets, the cost of interest-bearing liabilities, the relative volumes of earning assets and interest-bearing liabilities, and the mix of products which comprise the Company’s earning assets, deposits, and other interest-bearing liabilities. Occasionally, net interest income is also impacted by the recovery of interest on loans that have been on non-accrual and are either sold or returned to accrual status, or by the reversal of accrued but unpaid interest for loans placed on non-accrual status. The Company’s net interest income, net interest margin, and interest spread are sensitive to general business and economic conditions, including short-term and long-term interest rates, inflation, monetary supply, and the strength of the economy, and the local economics in which the Company conducts business. When net interest income is expressed as a percentage of average earning assets, the results is the net interest margin.

The following tables set forth certain information relating to the Company for the three months ended March 31, 2012 and 2011. The yields and costs are derived by dividing income or expense by the corresponding average balances of assets or liabilities for the periods shown below. Average balances are derived from average daily balances. Yields include fees that are considered adjustments to yields.

Distribution, Yield and Rate Analysis of Net Interest Income

(unaudited)

	For the three months ended							For the three months ended
	March 31, 2012							March 31, 2011
	Average		Income/		Average			Average		Income/		Average
	Balance		Expense		Yield/Rate ⁴			Balance		Expense		Yield/Rate ⁴
	($ in thousands)
Assets
Interest-earnings assets
Loans¹	$	56,099	$	883		6.33	%	$	60,277	$	1,012		6.81	%
U.S. government agencies securities		2,500		16		2.51	%		2,500		15		2.53	%
Mortgage-backed securities		8,385		59		2.81	%		12,580		98		3.14	%
Other securities		1,205		12		4.10	%		1,260		13		4.31	%
Due from Banks time		13,217		21		0.64	%		17,982		44		0.98	%
Federal funds sold		12,408		8		0.25	%		4,152		3		0.25	%
Total interest-earning assets		93,814	$	999		4.28	%		98,751	$	1,185		4.87	%
Non-interest earning assets		13,325							14,455
Total assets	$	107,139						$	113,206

Liabilities and Stockholders' Equity
Interest-bearing liabilities
Money market and NOW deposits	$	31,911	$	56		0.70	%	$	34,210	$	63		0.74	%
Savings		1,927		1		0.25	%		2,070		1		0.27	%
Time deposits < $100,000		4,833		7		0.57	%		6,019		13		0.91	%
Time deposits equal to or > $100,000		11,913		21		0.71	%		15,031		38		1.01	%
Subordinated debenture		3,093		18		2.37	%		3,093		51		6.68	%
Total interest-bearing liabilities		53,677	$	103		0.77	%		60,423	$	166		1.11	%
Non-interest bearing deposits		44,573							44,806
Other liabilities		1,171							891
Stockholders' equity		7,718							7,086
Total liabilities & stockholders' equity	$	107,139						$	113,206

Net interest income			$	896						$	1,019

Net interest spread ²						3.51	%						3.76	%
Net interest margin ³						3.84	%						4.19	%

¹ Net amortization of loan fees (costs) are included in the calculation of interest income. Loan fees (costs) were approximately ($4,006) for the three months ended March 31, 2012, compared to ($6,915) for the three months ended March 31, 2011. Loans are net of deferred fees and related direct costs. Nonperforming loans have been included in the table for computation purposes, but the foregone interest on such loans is excluded. Foregone interest for the quarters ended March 31, 2012 and 2011 was approximately $54,200 and $80,200, respectively.

² Represents the average rate earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

³Represents net interest income as a percentage of average interest-earning assets.

⁴ Average Yield/Rate is the pre-tax yield (as the tax equivalent yield is immaterial) and have been annualized and are based upon actual days in reporting period and based on actual days in the reporting year.

Rate/Volume Analysis

The Volume and Rate Variances table below sets forth the dollar difference in interest earned and paid for each major category of interest-earning assets and interest-bearing liabilities for the noted periods, and the amount of such change attributable to changes in average balances (volume) or changes in average interest rates. Volume variances are equal to the increase or decrease in average balance multiplied by prior period rates, and rate variances are equal to the increase or decrease in average rate times prior period average balances. Variances attributable to both rate and volume changes are calculated by multiplying the change in rate by the change in average balance, and are allocated to the volume variance and the rate variance.

Volume and Rate Variances

	For the quarter ended
	March 31
	2012 vs. 2011
	Increase (Decrease) Due to
	($ in thousands)
	Volume			Rate			Net

Interest-earnings assets
Loans¹	$	(73	)	$	(56	)	$	(129	)
Securities of U.S. government agencies		1			0			1
Mortgage-backed securities		(31	)		(8	)		(39	)
Other securities		(2	)		1			(1	)
Due from Banks time		(10	)		(13	)		(23	)
Federal funds sold		5			0			5
Total interest-earning assets		(110	)		(76	)		(186	)

Interest-bearing liabilities
Money market & NOW		(4	)		(3	)		(7	)
Savings		0			0			0
Time deposits < $100,000		(3	)		(3	)		(6	)
Time deposits equal to or > $100,000		(7	)		(10	)		(17	)
Subordinated debenture		0			(33	)		(33	)
Total interest-bearing liabilities		(14	)		(49	)		(63	)
Change in net interest income	$	(96	)	$	(27	)	$	(123	)

¹ Loans are net of deferred fees and related direct costs. Nonperforming loans have been included in the table for computation purposes, but the foregone interest on such loans is excluded. Foregone interest for the quarters ended March 31, 2012 and 2011 was approximately $54,200 and $80,200, respectively.

As shown above, the pure volume variance negatively impacted net interest income by $96,000 in the first quarter of 2012 relative to the same period of 2011, and the rate variance negatively impacted net interest income by $27,000 for the same comparative period.

The net interest margin was 3.84% for the three months ended March 31, 2012, compared to 4.19% for the same period in 2011 due principally to a decrease in average loans and a drop in the interest rates. The replacement of higher-yielding loans and mortgage backed securities with fed funds sold significantly reduced the yield on earning assets from 4.87% in the first quarter of 2011 to 4.28% in the first quarter of 2012.

Average loans decreased $4.2 million or 6.9% for the first quarter of 2012 compared with the same period of 2011. Interest and fee income on loans decreased $129,600. The decrease in average loans resulted in approximately $73,000 decrease in interest income from loans, while the decrease in interest rate resulted in approximately $56,000 decrease in income. The average yield on loans declined from 6.81% for the quarter ended March 31, 2011 to 6.33% for the quarter ended March 31, 2012.

Income from investment securities and time deposits due from banks for the quarter ended March 31, 2012 decreased by $62,313, or 36.7% in comparison to the quarter ended March 31, 2011. The volume decreased income by approximately $42,000, the decreased rate negatively impacted income by approximately $20,000. The primary contributing factor to this decrease was the decrease in the interest rate on due from banks time of 34 basis points.

Average interest bearing liabilities decreased $6.7 million or 11.2% in the first quarter of 2012, compared to the first quarter of 2011. The Company experienced a reduction in time certificates due to reduced interest rates offered to its customers. The decrease in average interest bearing deposits resulted in approximately a $14,000 decrease in interest expense and a decline in rates resulted in an approximate $16,000 decrease in interest expense in the first quarter of 2012, compared to the first quarter of 2011.

Provision for Loan Losses

Provisions to the allowance for loan losses are made monthly if needed, in anticipation of future potential loan losses. The monthly provision is calculated on a predetermined formula to ensure adequacy as the portfolio grows. The formula is composed of various components. Allowance factors are utilized in estimating the adequacy of the allowance for loan losses. The allowance is determined by assigning general reserves to non-impaired loans, and specific allowances for all impaired loans. As higher allowance levels become necessary as a result of this analysis, the allowance for loan losses will be increased through the provision for loan losses. The procedures for monitoring the adequacy of the allowance, and detailed information on the allowance, are included below under “Allowance for Loan Losses.”

The provision for loan losses was $0 for the three months ended March 31, 2012, compared to $5,522 for the three months ended March 31, 2011. The reduction in the provision was based upon an improvement in asset quality, a general reduction in total loans and minimal charge-offs in the first quarter of 2012. The allowance for loan losses was $1,535,243 or 2.76% of gross loans receivable at March 31, 2012, compared to $1,537,963 or 2.71% at December 31, 2011 and $1,447,675 or 2.44% at March 31, 2011. At March 31, 2012, the Company had 10 nonperforming loans totaling $2,471,101, or 4.44% of total loans, compared to 11 nonperforming loans totaling $3,605,142, or 6.35% of total loans at December 31, 2011. All of the nonperforming loans are current and paying as agreed. At March 31, 2011, the Company had four nonperforming loans totaling $4.1 million, or 6.88% of total loans.

The Company has not originated, and has no exposure to, sub-prime mortgage loans, or option ARM mortgages.

Non-Interest Income

Non-interest income was $475,818 for the three months ended March 31, 2012, compared to $393,053 for the three months ended March 31, 2011, a 21.1% increase. Total annualized non-interest income as a percentage of average earning assets was 2.0% and 1.6% for the three months ended March 31, 2012 and 2011, respectively.

The following table sets forth the Company’s non-interest income for the three months ended March 31, 2012 and 2011:

	Non-Interest Income for the three months
	ended March 31,
	2012					2011
	Amount		% of Total			Amount		% of Total
	(Dollars in thousands)

Service charges on deposit accounts	$	312		65.5	%	$	305		77.5	%
Gain on sale of foreclosed assets		94		19.7	%		61		15.6	%
Other miscellaneous income		50		10.5	%		7		1.8	%
Dividend income from restricted stock		3		0.7	%		3		0.7	%
Income from bank owned life insurance		17		3.6	%		17		4.4	%
Total non-interest income	$	476		100.0	%	$	393		100.0	%
As an annualized percentage of
average earning assets				2.0	%				1.6	%

Service charges on deposit accounts, customer fees and miscellaneous income are comprised primarily of fees charged to deposit accounts and depository related services. Fees generated from deposit accounts consist of periodic service fees and fees that relate to specific actions, such as the return or payment of checks presented against accounts with insufficient funds. Depository related services include fees for money orders and cashier’s checks, placing stop payments on checks, check-printing fees, wire transfer fees, fees for safe deposit boxes and fees for returned items or checks that were previously deposited. Service charges on deposits increased by $6,836 or 2.2% for the first quarter of 2012 compared to the first quarter of 2011, due to a slight increases in volume subject to analysis charges and returned item charges. The Company periodically reviews service charges to maximize service charge income while still maintaining competitive pricing. Service charge income on deposit accounts increases with the increased number of accounts and to the extent fees are not waived.

Gain on sale of foreclosed assets increased to $93,871 in the first quarter of 2012, compared to a $61,151 gain recognized in the first quarter of 2011. The property sold in the first quarter of 2012 was foreclosed in May 2011 and required clean-up and repairs to get ready for sale. A majority of the expenses incurred to maintain and ready the property for sale were charged to non-interest expenses in 2011 and totaled over $30,000.

Other miscellaneous income increased to $49,934 for the first quarter of 2012, compared to $7,250 in the same quarter in 2011 due to reimbursement of legal expenses incurred in 2011.

Non-Interest Expense

The following table sets forth the non-interest expense for the three months ended March 31, 2012 and 2011:

	Non-Interest Expense for the quarter ended
	March 31
	2012					2011
	Amount		% of Total			Amount			% of Total
	(Dollars in thousands)

Salaries and employee benefits	$	573		54.8	%	$	587			54.4	%
Occupancy and equipment		106		10.1	%		115			10.6	%
Data and item processing		89		8.5	%		97			9.0	%
Deposit products and services		25		2.4	%		21			1.9	%
Legal and other professional fees		69		6.6	%		70			6.5	%
Regulatory assessments		56		5.4	%		75			6.9	%
Advertising and marketing		13		1.2	%		16			1.5	%
Directors’ fees and expenses		26		2.5	%		16			1.5	%
Printing and supplies		12		1.1	%		12			1.1	%
Telephone		9		0.9	%		10			0.9	%
Insurance		12		1.1	%		10			0.9	%
Reserve for undisbursed lines of credit		3		0.3	%		(6	)		-0.6	%
Other expenses		53		5.1	%		58			5.4	%
Total non-interest expenses	$	1,046		100.0	%	$	1,081			100.0	%
Non-interest expense as an annualized
percentage of average earning assets				4.5	%					4.4	%
Core efficiency ratio				81.9	%					80.0	%

Total annualized non-interest expense as a percentage of average earning assets increased to 4.5% for the three months ended March 31, 2012 as compared to 4.4% for the three months ended March 31, 2011. Average earning assets were $93.8 million and $98.8 million for the quarters ended March 31, 2012 and 2011, respectively. Average assets decreased 5.4%, total non interest expenses increased 3.3% resulting in an increase in non-interest expense as a percentage of average assets.

The core efficiency ratio represents total operating expense divided by the sum of net interest and non-interest income, with the provision for loan losses, investment gains/losses, and other extraordinary gains/losses excluded from the equation. Because the percentage increase in net interest income plus other income was smaller than the increase in total non-interest expense, the Company’s overhead efficiency ratio increased to 81.9% for the first quarter of 2012 from 80.0% for the first quarter of 2011.

Non-interest expenses were $1,045,975 for the three months ended March 31, 2012, compared to $1,081,129 for the three months ended March 31, 2011. The largest component of general and administrative expenses was salary and employee benefits expense of $573,281 for the first quarter of 2012, compared to $587,399 for the three months ended March 31, 2011. The decrease in salaries and benefits expenses was reflective of increased loan activity and the recognition of loan origination costs. The Company recognized cost reimbursements of $27,300 in the first quarter of 2012, while in the first quarter of 2011, only $7,110 was recognized.

Other components of non-interest expense that affected the decrease were occupancy and equipment expenses which decreased $8,482 for the three month period ended March 31, 2012 compared to the same period in 2011. In January 2011 the Company made its final rent payment for its previous main office location.

Regulatory assessments decreased in the first quarter of 2012 to $55,864, compared to $75,447 in the first quarter of 2011 due to decreased total assets. In early 2011, we increased regulatory assessments accrued expenses in anticipation of an increase in rates. This increase did not materialize and the accrual was reversed in late 2011.

Directors’ fees and expenses increased $9,944 due to an appointment of additional director and an increase in directors’ fees that was effective January 1, 2012.

Other expenses increased by $7,223 for the comparable three-month period due mainly to expenses paid for accounts on analysis.

Provision for Income Taxes

The tax provision was $121,374 for the quarter ended March 31, 2012, representing approximately 37.3% of pre-tax income for the first quarter. The amount of the tax provision is determined by applying the Company’s statutory income tax rates to pre-tax book income, adjusted for permanent differences between pre-tax book income and taxable income. Such permanent differences include but are not limited to tax-exempt interest income; increases in the cash surrender value of bank-owned life insurance, compensation expense associated with stock options and certain other expenses that are not allowed as tax deductions, and tax credits.

Financial Condition

Comparison of Financial Condition at March 31, 2012 and December 31, 2011

General

Total assets increased by 1.5% from $109.7 million to $111.4 million between December 31, 2011 and March 31, 2012, due to an increase in deposit balances which in turn increased cash and due from banks. The Company experienced a slight increase in interest-earning assets of 1.2% to $98.1 million in the first quarter of 2012, primarily in Federal funds sold which increased to $17.7 million at March 31, 2012, compared to $14.2 million at December 31, 2011. Gross loans decreased 2.0% to $55.6 million at March 31, 2012, compared to $56.8 million at December 31, 2011. Total deposits increased from $98.1 million on December 31, 2011 to $99.0 million on March 31, 2012, a 0.9% increase. Noninterest-bearing deposits increased to $49.3 million at March 31, 2012, an increase of $2.1 million or 4.5% from December 31, 2011. Total interest-bearing deposits decreased from $50.9 million at December 31, 2011 to $49.7 million at March 31, 2012, a 2.3% decrease in the first quarter. The ratio of non-interest bearing deposits to total deposits increased from 48.1% at December 31, 2011 to 49.8% at March 31, 2012.

Loan Portfolio

During the three months ended March 31, 2012, the Company’s loan portfolio, net of unearned loan fees, decreased by $1.3 million to $55.5 million at March 31, 2012, compared to $56.8 million at December 31, 2011. The Company experienced moderate declines in balances of real estate secured and commercial loans, and a large decline in installment loans. The largest loan category at March 31, 2012 was real estate loans, which consist of commercial and consumer real estate loans, and represent 82.1% of the loan portfolio. In anticipation of possible further deterioration in economic conditions, though Management believes these credits to be properly underwritten, the Company has elected to take real estate collateral in an abundance of caution on a number of commercial loans. Though the result of this strategy may be to reflect a concentration of assets into real estate secured credits, Management believes the underlying collateral will support overall credit quality and minimize principal risk of the portfolio. The next largest loan concentration at March 31, 2012 was commercial loans, constituting 17.2% of the loan portfolio.

The composition of the Company’s loan portfolio at March 31, 2012 and December 31, 2011 is set forth below:

	March 31, 2012					December 31, 2011
	Amount		Percentage			Amount		Percentage

Real estate	$	45,688		82.1	%	$	46,185		81.3	%
Commercial		9,588		17.2	%		9,974		17.6	%
Installment		372		0.7	%		644		1.1	%
Gross loans	$	55,648		100.0	%	$	56,803		100.0	%

The average yield on the loan portfolio as of March 31, 2012 was 6.33% and the weighted average contractual term of the loan portfolio is approximately seven years. Individual loan interest rates may require interest rate changes more frequently than at maturity due to adjustable interest rate terms incorporated into certain loans. At March 31, 2012, approximately 70.2% of loans were variable rate loans tied to adjustable rate indices such as Prime Rate.

Off-Balance Sheet Arrangements

During the ordinary course of business, the Company provides various forms of credit lines to meet the financing needs of its customers. These commitments to provide credit represent an obligation of the Company to its customers, which is not represented in any form within the balance sheets of the Company. At March 31, 2012 and December 31, 2011, the Company had $5.3 million and $3.6 million, respectively, of off-balance sheet commitments to extend credit. These commitments are the result of existing unused lines of credit and unfunded loan commitments. These commitments represent a credit risk to the Company. At March 31, 2012 and December 31, 2011, the Company had no unadvanced standby letters of credit.

The effect on the Company’s revenues, expenses, cash flows and liquidity from the unused portion of the commitments to provide credit cannot be reasonably predicted because there is no guarantee that the lines of credit will ever be used.

Non-performing Assets

Non-performing assets are comprised of loans on non-accrual status, loans 90 days or more past due and still accruing interest, and other real estate owned (“OREO” also referred to herein as “foreclosed assets”). Loans are generally placed on non-accrual status when they become 90 days past due unless Management believes the loan is adequately collateralized and in the process of collection. Loans may be restructured by Management when a borrower has experienced some change in financial status, causing an inability to meet the original repayment terms, and where the Company believes the borrower will eventually overcome those circumstances and repay the loan in full. Such loans are classified as "troubled debt restructurings" (TDRs) and are further classified as either performing or nonperforming depending on their accrual status. As of March 31, 2012, the Company had five TDRs on non-accrual status and one TDR on accrual status. OREO consists of properties acquired by foreclosure or similar means that Management intends to offer for sale.

Management’s classification of a loan as non-accrual is an indication that there is a reasonable doubt as to the full collectibility of principal and/or interest on the loan in accordance with the original loan terms; at this point, the Company stops recognizing income from the interest on the loan and reverses any uncollected interest that had been accrued but unpaid if it is determined uncollectible or the collateral is inadequate to support such accrued interest amount. These loans may or may not be collateralized, but collection efforts are continuously pursued.

On occasion, a well collateralized loan will be downgraded to nonaccrual status or classified as nonperforming because of the borrower’s apparent inability to continue to make payments as called for, based upon tax returns or financial statements. These downgrades can be made despite the fact that the borrower continues to make all payments as agreed.

The following table presents comparative data for the Company’s nonperforming assets and performing TDRs:

Nonperforming Assets and Performing TDRs

	March 31			December 31			March 31
	2012			2011			2011
	($ in thousands)
Non-accrual loans: ¹
Real estate	$	1,274		$	2,372		$	3,040
Commercial		1,197			1,233			1,047
Installment		0			0			0
Total non-accrual loans²		2,471			3,605			4,087
Loans 90 days or more past due & still accruing:
Real estate		0			0			0
Commercial		0			0			0
Installment		0			0			0
Total loans 90 days or more past due & still accruing		0			0			0
Restructured loans ²		0			0			0
Total nonperforming loans		2,471			3,605			4,087
OREO		0			439			0
Total nonperforming assets	$	2,471		$	4,044		$	4,087
Performing loans classified as troubled debt restructurings (TDRs) ³	$	523		$	-		$	-
Nonperforming loans as a percentage of total loans ⁴		4.44	%		6.35	%		6.88	%
Nonperforming assets as a percentage of total loans and OREO		4.44	%		7.07	%		6.88	%

² Represents the average rate earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

³Represents net interest income as a percentage of average interest-earning assets.

At March 31, 2012, the Company had five nonperforming restructured loans totaling $1,853,368, one of which was partially charged off and the remaining balance of $1,522,304 is on non-accrual status. These loans are reported in the non-accrual classification of this report. Five additional loans totaling $948,797 are on non-accrual status. As of March 31, 2012, all of the Company’s nonperforming loans, whether commercial loans or real estate loans, were substantially secured by real estate, with collateral values that Management believes are sufficient to cover the debts, although no assurance can be given that such collateral values may not decline in the future. As of that same date, all such loans were current and paying as agreed. At March 31, 2012, the Company had no foreclosed property (OREO).

As shown in the table, the Company also has one restructured loan for $562,989 with a remaining book balance of $523,481 classified as performing TDRs for which we were accruing interest at March 30, 2012.

At December 31, 2011, the Company had one foreclosed property in the amount of $439,317 and 11 loans on non-accrual status totaling $3,605,142. At December 31, 2011, the Company had two nonperforming restructured loans totaling $1,665,444, which were partially charged off and the remaining balance of $1,294,871 is on non-accrual status. These loans are reported in the non-accrual classification of this report. The Company’s nonperforming assets at December 31, 2011 were 7.07% of the total loans and OREO.

Allowance for Loan Losses

The Company maintains an allowance for loan losses at a level Management considers adequate to cover the inherent risk of loss associated with its loan portfolio under prevailing and anticipated economic conditions. In determining the adequacy of the allowance for loan losses, Management takes into consideration growth trends in the portfolio, examination by financial institution supervisory authorities, prior loan loss experience of the Company’s Management, concentrations of credit risk, delinquency trends, general economic conditions, the interest rate environment, and internal and external credit reviews.

The allowance for loan losses is evaluated on a quarterly basis by management and is based upon management’s periodic review of the collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The allowance consists of general and specific components. The general component covers non-classified loans and is based on historical loss experience adjusted for qualitative factors. In establishing the allowance for loan losses, management considers significant factors that affect the collectability of the Company’s loan portfolio. While historical loss experience provides a reasonable starting point for the analysis, such experience by itself does not form a sufficient basis to determine the appropriate level of the allowance for loan losses. Management also considers qualitative (or environmental) factors that are likely to cause estimated credit losses associated with the existing portfolio to differ from historical loss experience, including:

Changes in lending policies and procedures, including changes in underwriting standards and collection;

Changes in national, regional and local economic and business conditions and developments that affect the collectability of the portfolio;

Changes in the volume and severity of past due loans, the volume of nonaccrual loans, and the volume and severity of adversely classified loans;

Changes in the value of underlying collateral for collateral-dependent loans;

The effect of credit concentrations; and

The rate of defaults on loans modified as troubled debt restructurings within the previous twelve months.

Allowance factors ranging from 0.0% to 4.0% are applied to disbursed loans that are unclassified and uncriticized. Allowance factors averaging approximately 0.27% are applied to undisbursed loans. Allowance factors are not applied to loans secured by bank deposits or to loans held for sale, which are recorded at the lower of cost or market.

The process of providing for loan losses involves judgmental discretion, and ultimate losses may therefore differ from even the most recent estimates. Due to these limitations, the Company assumes that there are losses inherent in the current loan portfolio but which have not yet been identified. The Company therefore attempts to maintain the allowance at an amount sufficient to cover such unknown but inherent losses.

Management looks at a number of economic events occurring in and around the real estate industry and analyzes each credit for associated risks. Accordingly, the Company has established and maintains an allowance for loan losses which amounted to $1,535,243 at March 31, 2012, $1,537,963 at December 31, 2011, and $1,447,675 at March 31, 2011. The ratios of the allowance for loan losses to total loans at March 31, 2012, December 31, 2011, and March 31, 2011 were 2.76%, 2.71%, and 2.44% respectively.

The table below summarizes, as of and for the three months ended March 31, 2012 and 2011 and the year ended December 31, 2011, the loan balances at the end of the period and the daily average loan balances during the period; changes in the allowance for loan losses arising from loan charge-offs, recoveries on loans previously charged-off, and additions to the allowance which have been charged against earnings; and certain ratios related to the allowance for loan losses.

Allowance for Loan Losses

	As of and for the
	Quarter Ended						Year Ended
	March 31						December 31,
	2012			2011			2011
Balances:	($ in thousands)
Average total loans
outstanding during period	$	56,099		$	60,277		$	58,793
Total loans outstanding
at end of the period	$	55,648		$	59,432		$	56,803
Allowance for loan losses:
Balance at the beginning of period	$	1,538		$	1,442		$	1,442
Provision charged to expense		-			6			282
Charge-offs
Commercial loans		0			0			142
Commercial real estate loans		0			0			58
Installment loans		3			0			1
Total		3			0			201
Recoveries
Commercial loans		0			0			15
Commercial real estate loans		0			0			0
Installment loans		0			0			0
Total		0			0			15
Net loan chage-offs
(recoveries)		3			0			186
Balance	$	1,535		$	1,448		$	1,538

Ratios:
Net loan charge-offs to average total loans		0.00	%		0.00	%		0.32	%
Provision for loan losses to average total loans		0.00	%		0.01	%		0.48	%
Allowance for loan losses to total loans at the end of the period		2.76	%		2.44	%		2.71	%
Allowance for loan losses to non-performing loans		62.13	%		35.42	%		42.66	%
Net loan charge-offs (recoveries) to allowance
for loan losses at the end of the period		0.18	%		0.00	%		12.09	%
Net loan charge-offs (recoveries) to provision for loan losses		0.00	%		0.00	%		65.99	%

While Management believes that the amount of the allowance at March 31, 2012 is adequate, there can be no assurances that future economic or other factors will not adversely affect the Company’s borrowers, or that the Company’s asset quality may not deteriorate through rapid growth, failure to identify and monitor potential problem loans or for other reasons, thereby causing loan losses to exceed the current allowance.

Investment Portfolio

The market value of the Company’s investment portfolio at March 31, 2012 was $11.9 million having a tax equivalent yield of 3.08%. This compares to an investment portfolio of $12.8 million at December 31, 2011 having a 3.03% tax equivalent yield. The primary category of investment in the portfolio at March 31, 2012 was mortgage-backed securities. At March 31, 2012, approximately 12.7% of the mortgage-backed securities were tied to adjustable rate indices such as LIBOR or CMT. As loan demand has declined, Management anticipates purchasing additional short-term investment securities and interest-bearing deposits in other banks until loan demand increases.

The following table summarizes the carrying value and market value and distribution of the Company’s investment securities at March 31, 2012 and December 31, 2011:

	March 31, 2012				December 31, 2011
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
	($ in thousands)
Held to maturity:
Municipal	$	431	$	433	$	432	$	436
Federal agency		2,500		2,504		2,500		2,515
Mortgage-backed securities		6,039		6,237		6,690		6,879
Corporate bonds		31		31		31		31
Total held to maturity		9,001		9,205		9,653		9,861

Available for sale:
Municipal		790		790		796		796
Mortgage-backed securities		1,903		1,903		2,176		2,176
Total available for sale		2,693		2,693		2,972		2,972
Total	$	11,694	$	11,898	$	12,625	$	12,833

There were no material changes since December 31, 2011 in the maturities or repricing of the investment securities.

Deposits

A comparative distribution of the Company’s deposits at March 31, 2012 and December 31, 2011, by outstanding balance as well as by percentage of total deposits, is presented in the following table:

	Distribution of Deposits and Percentage Composition

	March 31, 2012					December 31, 2011
	Amount		Percentage			Amount		Percentage
	($ in thousands)

Demand	$	49,289		49.8	%	$	47,189		48.1	%
NOW		1,432		1.4	%		1,835		1.9	%
Savings		2,255		2.3	%		1,810		1.8	%
Money market		29,992		30.3	%		30,407		31.0	%
Time deposits < $100,000		4,900		4.9	%		4,700		4.8	%
Time deposits ≥ $100,000		11,146		11.3	%		12,163		12.4	%
Total deposits	$	99,014		100.0	%	$	98,104		100.0	%

Deposits are the Company’s primary source of funds. As the Company’s need for lendable funds grows, dependence on deposits increases. Information concerning the average balance and average rates paid on deposits by deposit type for the three months ended March 31, 2012 and 2011 is contained in the “Distribution, Yield and Rate Analysis of Net Interest Income” table appearing in a previous section entitled “Net Interest Income and Net Interest Margin.” At March 31, 2012 and December 31, 2011, the Company had deposits from related parties representing 7.1% and 5.9% of total deposits of the Company, respectively. Further, at March 31, 2012 and December 31, 2011, deposits from escrow companies represented 10.0% and 10.1% of the Company’s total deposits, respectively. There are some escrow company deposits which are also classified as deposits from related parties.

Borrowings

At March 31, 2012 and December 31, 2011 the Company had no FHLB advances or overnight borrowings outstanding. On December 21, 2005, the Company entered into a stand-by letter of credit with the FHLB for $800,000, which matures and renews annually, as needed. This stand-by letter of credit was issued as collateral for local agency deposits that the Company is maintaining.

Shareholders’ Equity

Total shareholders’ equity was $8.4 million at March 31, 2012 and $7.5 million at December 31, 2011. There was an overall increase of $881,441 due to the following: net income increased retained earnings by $203,959, net proceeds from the Company’s pending stock offering increased equity by $680,910 (See “Recent Development-Pending Capital Raise”) above, and the change in the unrealized loss on investment securities available for sale decreased equity by $3,428.

Liquidity

Maintenance of adequate liquidity requires that sufficient resources be available at all times to meet the Company’s cash flow requirements. Liquidity in a banking institution is required primarily to provide for deposit withdrawals and the credit needs of its customers and to take advantage of investment opportunities as they arise. Liquidity management involves the Company’s ability to convert assets into cash or cash equivalents without significant loss, and to raise cash or maintain funds without incurring excessive additional cost. The Company maintains a portion of its funds in cash, deposits in other banks, overnight investments, and securities held for sale. Liquid assets include cash and due from banks, less the federal reserve requirement; Federal funds sold; interest-bearing deposits in financial institutions, and unpledged investment securities available for sale. At March 31, 2012, the Company’s liquid assets totaled approximately $38.2 million and its liquidity level, measured as the percentage of liquid assets to total assets, was 34.3%. At December 31, 2011, the Company’s liquid assets totaled approximately $33.8 million and its liquidity level, measured as the percentage of liquid assets to total assets, was 30.8%. Management anticipates that liquid assets and the liquidity level will decline as the Company becomes more leveraged in the future. The Company’s current policy is to maintain a minimum liquidity ratio of 8%.

Although the Company’s primary sources of liquidity include liquid assets and a stable deposit base, the Company has Fed funds lines of credit of $3.5 million at Pacific Coast Bankers’ Bank, and $2.0 million at Zions First National Bank. In addition, as a member of the FHLB, the Bank may borrow funds collateralized by the Bank’s securities or qualified loans up to 25% of its eligible total asset base, or $26.6 million at March 31, 2012.

Capital Resources

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can trigger mandatory and possibly additional discretionary actions by the regulators that, if undertaken, could have a material effect on the Bank’s financial statements and operations. Under capital adequacy guidelines and regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accepted accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk-weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain the following minimum ratios: Total risk-based capital ratio of at least 8%, Tier 1 Risk-based capital ratio of at least 4%, and a leverage ratio of at least 4%. Total capital is classified into two components: Tier 1 (common shareholders equity, qualifying perpetual preferred stock to certain limits, minority interests in equity accounts of consolidated subsidiary and trust preferred securities to certain limits, less goodwill and other intangibles) and Tier 2 (supplementary capital including allowance for possible credit losses to certain limits, certain preferred stock, eligible subordinated debt, and other qualifying instruments).

The Company’s subordinated note represents a $3.1 million borrowing from its unconsolidated subsidiary. This subordinated note currently qualifies for inclusion as Tier 1 capital for regulatory purposes to the extent that it does not exceed 25% of total Tier 1 capital, but is classified as long-term debt in accordance with generally accepted accounting principles. In March 2005, the Federal Reserve Board adopted a final rule allowing bank holding companies to continue to include the subordinated debt related to trust preferred securities in their Tier 1 capital. The amount that can be included is limited to 25% of core capital elements, net of goodwill less any associated deferred tax liability. Excess amounts are generally included in Tier 2 capital. As of March 31, 2012, TRUPS related debt made up 25% of the Company’s Tier 1 capital. In addition, since the Company had less than $15 billion in assets at December 31, 2009, under the Dodd-Frank Act the Company can continue to include this debt in Tier 1 capital to the extent permitted by FRB guidelines. Generally, the amount of junior subordinated debentures in excess of the 25% Tier 1 limitation is included in Tier 2 capital.

The Bank has agreed to the OCC establishing higher minimum capital ratios for the Bank, specifically that the Bank will achieve by May 31, 2011, and thereafter maintain, a Leverage Capital Ratio of not less than 9.0% and a Total Risk-Based Capital Ratio of not less than 12.0%. The Bank had Total Risk-Based and Tier 1 Risk-Based capital ratios of 17.13% and 15.85%, respectively at March 31, 2012, compared to 16.51% and 15.24%, respectively at December 31, 2011. At March 31, 2012 and December 31, 2011, the Bank’s Leverage Capital Ratios were 10.04% and 9.81%, respectively.

Under the Federal Reserve Bank’s guidelines, Chino Commercial Bancorp is a “small bank holding company,” and thus qualifies for an exemption from the consolidated risk-based and leverage capital adequacy guidelines applicable to bank holding companies with assets of $500 million or more. However, while not required to do so under the Federal Reserve Bank’s capital adequacy guidelines, the Company still maintains levels of capital on a consolidated basis which qualify it as “well capitalized.” As of March 31, 2012, the Company’s Total Risk-Based and Tier 1 Risk-Based Capital ratios were 18.01% and 16.25%, respectively, and its Leverage Capital ratio was 10.30%.

The following table sets forth the Company’s and the Bank’s regulatory capital ratios as of the dates indicated:

Risk Based Ratios
	(unaudited)
			Minimum Requirement
	March 31, 2012	December 31, 2011	to be Well Capitalized
Chino Commercial Bancorp
Total capital to total risk-weighted assets	18.01%	16.44%	10.00%
Tier 1 capital to total risk-weighted assets	16.25%	14.26%	6.00%
Tier 1 leverage ratio	10.30%	9.19%	5.00%

Chino Commercial Bank
Total capital to total risk-weighted assets	17.13%	16.51%	10.00%
Tier 1 capital to total risk-weighted assets	15.85%	15.24%	6.00%
Tier 1 leverage ratio	10.04%	9.81%	5.00%

Presently, there are no outstanding commitments that would necessitate the use of material amounts of the Company’s capital.

Interest Rate Risk Management

The principal objective of interest rate risk management (often referred to as “asset/liability management”) is to manage the financial components of the Company’s balance sheet so as to optimize the risk/reward equation for earnings and capital in relation to changing interest rates. In order to identify areas of potential exposure to rate changes, the Company calculates its repricing gap on a quarterly basis. It also performs an earnings simulation analysis and market value of portfolio equity calculation on a quarterly basis to identify more dynamic interest rate exposures than those apparent in standard repricing gap analyses.

The Company manages the balance between rate-sensitive assets and rate-sensitive liabilities being repriced in any given period with the objective of stabilizing net interest income during periods of fluctuating interest rates. Rate-sensitive assets either contain a provision to adjust the interest rate periodically or mature within one year. Those assets include certain loans, certain investment securities and federal funds sold. Rate-sensitive liabilities allow for periodic interest rate changes and include time certificates, certain savings and interest-bearing demand deposits. The difference between the aggregate amount of assets and liabilities that are repricing at various time frames is called the interest rate sensitivity “gap.” Generally, if repricing assets exceed repricing liabilities in any given time period, the Company would be deemed to be “asset-sensitive” for that period, and if repricing liabilities exceed repricing assets in any given period the Company would be deemed to be “liability-sensitive” for that period. The Company seeks to maintain a balanced position over the period of one year in which it has no significant asset or liability sensitivity, to ensure net interest margin stability in times of volatile interest rates. This is accomplished by maintaining a significant level of loans and deposits available for repricing within one year.

The Company is generally asset sensitive, meaning that, in most cases, net interest income tends to rise as interest rates rise and decline as interest rates fall. However, as explained further on, declines in interest rates would cause a slight increase in net interest income because over 83% of the Company’s variable rate loans are at their floor with a weighted average yield of 7.01%. At March 31, 2012, approximately 69.0% of loans have terms that incorporate variable interest rates. Most variable rate loans are indexed to the Bank’s prime rate and changes occur as the prime rate changes. Approximately 19.2% of all fixed rate loans at March 31, 2012 mature within twelve months.

Regarding the investment portfolio, a preponderance of the portfolio consists of fixed rate products with typical average lives of between three and five years. The mortgage-backed security portfolio receives monthly principal repayments which has the effect of reducing the securities’ average lives as principal repayment levels may exceed expected levels. Additionally, agency securities contain options by the agency to call the security, which would cause repayment prior to scheduled maturity.

Liability costs are generally based upon, but not limited to, U.S. Treasury interest rates and movements and rates paid by local competitors for similar products.

The change in net interest income may not always follow the general expectations of an “asset-sensitive” or “liability-sensitive” balance sheet during periods of changing interest rates. This possibility results from interest rates earned or paid changing by differing increments and at different time intervals for each type of interest-sensitive asset and liability. The interest rate gaps reported arise when assets are funded with liabilities having different repricing intervals. Since these gaps are actively managed and change daily as adjustments are made in interest rate views and market outlook, positions at the end of any period may not reflect the Company’s interest rate sensitivity in subsequent periods. The Company attempts to balance longer-term economic views against prospects for short-term interest rate changes in all repricing intervals.

The table below shows the estimated impact of changes in interest rates on our net interest income as of March 31, 2012, assuming a parallel shift of 100 to 300 basis points in both directions.

Immediate Change in Rate

	-300 bp			-200 bp			-100 bp			+100 bp			+200 bp			+300 bp

Change in net interest income (in $000’s)	$	(93	)	$	(100	)	$	(104	)	$	373		$	707		$	1,754
% Change		-2.46	%		-2.64	%		-2.75	%		9.86	%		18.68	%		46.35	%

The Company uses Risk Monitor software for asset/liability management in order to simulate the effects of potential interest rate changes on the Company’s net interest margin. These simulations provide static information on the projected fair market value of the Company’s financial instruments under differing interest rate assumptions. The simulation program utilizes specific loan and deposit maturities, embedded options, rates and re-pricing characteristics to determine the effects of a given interest rate change on the Company’s interest income and interest expense. Rate scenarios consisting of key rate and yield curve projections are run against the Company’s investment, loan, deposit and borrowed funds portfolios. The rate projections can be shocked (an immediate and sustained change in rates, up or down). The Company typically uses standard interest rate scenarios in conducting the simulation of upward and downward shocks of 100 and 300 basis points (“bp”).

If rates were at higher levels, we would likely see minimal fluctuations in either declining or rising rate scenarios. However, net interest income increases slightly as rates decline because over 83% of the Company’s variable rate loans are at their floor with a weighted average yield of 7.1%. Rates will continue to slowly decrease in deposits while a majority of the loan portfolio will remain at its floor. Prepayments on fixed-rate loans tend to increase as rates decline, although our model assumptions for declining rate scenarios include a presumed floor for the Bank’s prime lending rate that partially offsets other negative pressures.

The economic (or “fair”) value of financial instruments on the Company’s balance sheet will also vary under the interest rate scenarios previously discussed. This is measured by simulating changes in the Company’s economic value of equity (EVE), which is calculated by subtracting the estimated fair value of liabilities from the estimated fair value of assets. Fair values for financial instruments are estimated by discounting projected cash flows (principal and interest) at current replacement rates for each account type, while the fair value of non-financial accounts is assumed to equal book value and does not vary with interest rate fluctuations. An economic value simulation is a static measure for balance sheet accounts at a given point in time, but this measurement can change substantially over time as the characteristics of the Company’s balance sheet evolve and as interest rate and yield curve assumptions are updated.

The amount of change in economic value under different interest rate scenarios depends on the characteristics of each class of financial instrument, including the stated interest rate or spread relative to current market rates or spreads, the likelihood of prepayment, whether the rate is fixed or floating, and the maturity date of the instrument. As a general rule, fixed-rate financial assets become more valuable in declining rate scenarios and less valuable in rising rate scenarios, while fixed-rate financial liabilities gain in value as interest rates rise and lose value as interest rates decline. The longer the duration of the financial instrument, the greater the impact a rate change will have on its value. In our economic value simulations, estimated prepayments are factored in for financial instruments with stated maturity dates, and decay rates for non-maturity deposits are projected based on management’s best estimates. We have found that model results are highly sensitive to changes in the assumed decay rate for non-maturity deposits, in particular. If a higher deposit decay rate is used the decline in EVE becomes more severe, while the slope of the EVE simulations conforms more closely to that of our net interest income simulations if non-maturity deposits do not run off. This is because our net interest income simulations incorporate growth rather than runoff for aggregate non-maturity deposits.

The table below shows estimated changes in the Company’s EVE as March 31, 2012, under different interest rate scenarios relative to a base case of current interest rates:

Immediate Change in Rate

	-300 bp			-200 bp			-100 bp			+100 bp			+200 bp			+300 bp

Changes in EVE (in $000's)	$	3,804		$	2,466		$	1,197		$	(892	)	$	(2,140	)	$	(1,356	)
% Change		34.9	%		22.6	%		11.0	%		-8.2	%		-19.6	%		-12.4	%

The table shows a substantial increase in EVE as interest rates decline, and a corresponding decline as interest rates increase. Changes in EVE under varying interest rate scenarios are substantially different than changes in the Company’s net interest income simulations, due primarily to runoff assumptions in non-maturity deposits.

Item 3. QUALITATIVE & QUANTITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

Item 4: CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company’s Chief Executive Officer and its Chief Financial Officer, after evaluating the effectiveness of the Company's disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) promulgated under the Exchange Act as of the end of the period covered by this report (the "Evaluation Date"), have concluded that as of the Evaluation Date, the Company’s disclosure controls and procedures were adequate and effective to ensure that material information relating to the Company would be made known to them by others within the Company, particularly during the period in which this report was being prepared. Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure, and that such information is recorded, processed, summarized, and reported within the time periods specified by the SEC.

Changes in Internal Controls

There were no significant changes in the Company's internal controls over financial reporting or in other factors in the first quarter of 2012 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

PART II

Item1: Legal Proceedings - None

Item 1A: Risk Factors - Not applicable

Item 2: Unregistered Sales of Equity Securities and Use of Proceeds - None

Item 3: Default of Senior Securities - None

Item 4: (Removed and Reserved)

Item 5: Other Information - None

Item 6: Exhibits


3.1	Articles of Incorporation of Chino Commercial Bancorp1
3.2	Bylaws of Chino Commercial Bancorp¹
10.1	2000 Stock Option Plan¹
10.2	Chino Commercial Bank, N.A. Salary Continuation Plan¹
10.3	Salary Continuation and Split Dollar Agreements for Dann H. Bowman¹
10.4	Employment Agreement for Dann H. Bowman2
10.5	Salary Continuation and Split Dollar Agreements for Roger Caberto¹
10.6	Item Processing Agreement between the Bank and InterCept Group¹
10.7	Data Processing Agreement between the Bank and InterCept Group¹
10.8	Indenture dated as of October 27, 2006 between U.S. Bank National Association, as Trustee and Chino Commercial Bancorp as Issuer3
10.9	Amended and Restated Declaration of Trust of Chino Statutory Trust I, dated as of October 27, 2006³
10.10	Guarantee Agreement between Chino commercial Bancorp and U.S. Bank National Association dated as of October 27, 2006³
10.11	Amendment to Salary Continuation Agreement for Dann H. Bowman4
10.12	Amendment to Salary Continuation Agreement for Roger Caberto⁴
11	Statement Regarding Computation of Net Income Per Share5
21	Subsidiaries of Registrant6
31.1	Certification of Chief Executive Officer (Section 302 Certification)
31.2	Certification of Chief Financial Officer (Section 302 Certification)
32	Certification of Periodic Financial Report (Section 906 Certification)

1 Filed as an exhibit of the same number to the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 3, 2006.

2 Filed as Exhibit 10.1 to the Company’s Form 8-K Current Report filed with the Securities and Exchange Commission on November 13, 2009.

3 Filed as Exhibits 10.9, 10.10 and 10.11, respectively to the Company’s Form 10-QSB for the quarter ended September 30, 2006.

4 Filed as Exhibits 10.12 and 10.13, respectively to the Company's Annual Report on Form 10 K for the year ended December 31, 2008.

5 Computation of earnings per share is incorporated by reference to Note 9 of the Consolidated Financial Statements included herein.

6 Filed as an exhibit of the same number to the Company’s Form 10-KSB/A No. 2 for the year ended December 31, 2007.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: May 15, 2012	CHINO COMMERCIAL BANCORP


	By: /s/ Dann H. Bowman___________
	Dann H. Bowman
	President and Chief Executive Officer
	(Principal Executive Officer)

	By: /s/ Sandra F. Pender
	Sandra F. Pender
	Senior Vice President, Chief Financial Officer
	(Principal Financial and Accounting Officer)