Filed Pursuant to Rules 425
Southwest
Community
Bancorp
Acquisition
Overview
February 16, 2006
Filed by Placer Sierra Bancshares
(Commission File Number 000-50652)
Pursuant to Rule 425 under the Securities Act of 1933, as
amended and deemed filed under Rule 14a-12 under the
Securities and Exchange Act of 1934, as amended
Subject Company: Southwest Community Bancorp
(Commission File Number: 000-50545)

2
Forward
Looking
Information
Forward
Looking
Information
This
presentation
contains
forward-looking
statements
within
the
meaning
of
Section
27A
of
the
Securities
Act
of
1933,
as
amended,
and
Section
21E
of
the
Securities
Exchange
Act
of
1934,
as
amended
that
involve
inherent
risks
and
uncertainties,
including,
but
not
limited
to,
statements
relating
to
the
effect
of
the
merger
on
the
financial
performance
of
Placer
Sierra
Bancshares
(“Placer”
or
the
“Company”)
and
Southwest
Community
Bancorp
(“Southwest”).
All
statements
other
than
statements
of
historical
fact
are
forward
looking
statements.
The
Company
cautions
readers
that
a
number
of
important
factors
could
cause
actual
results
to
differ
materially
from
those
in
such
forward-looking
statements.
Risks
and
uncertainties
include,
but
are
not
limited
to:
the
possibility
that
personnel
changes
will
not
proceed
as
planned;
growth
may
be
inhibited
if
Placer
cannot
attract
deposits;
revenues
are
lower
than
expected;
competitive
pressure
among
depository
institutions
increases
significantly;
the
cost
of
additional
capital
is
more
than
expected;
changes
in
the
interest
rate
environment
reduces
interest
margins;
general
economic
conditions,
either
nationally
or
in
the
market
areas
in
which
the
Company
does
business,
are
less
favorable
than
expected;
changes
that
may
occur
in
the
securities
markets;
Placer
may
suffer
an
interruption
of
services
from
third-party
service
providers
that
could
adversely
affect
Placer’s
business;
Placer
may
not
be
able
to
maintain
an
effective
system
of
internal
and
disclosure
controls;
governmental
approvals
of
the
merger
may
not
be
obtained
or
adverse
regulatory
conditions
may
be
imposed
in
connection
with
governmental
approvals
of
the
merger;
the
shareholders
of
Placer
and
Southwest
may
fail
to
provide
the
required
approvals
to
consummate
the
merger;
estimated
cost
savings
from
the
merger
cannot
be
fully
realized
within
the
expected
time
frame;
revenues
following
the
mergers
are
lower
than
expected;
potential
or
actual
litigation
relating
to
Placer,
Southwest
or
the
merger
occurs;
costs
or
difficulties
related
to
the
integration
of
the
businesses
of
Placer
and
Southwest
are
more
than
expected;
legislation
or
changes
in
regulatory
requirements
adversely
affect
the
businesses
in
which
Placer
would
be
engaged
or
factors
occur
which
result
in
a
condition
to
the
transaction
not
being
met.
Additional
factors
that
could
cause
Placer’s
or
Southwest’s
financial
results
to
differ
materially
from
those
described
in
the
forward
looking
statements
can
be
found
in
Placer
and
Southwest’s
Annual
Reports
on
Form
10-K
for
the
fiscal
year
ended
December
31,
2004
(under
the
headings
“Factors
that
May
Affect
Future
Results
and
Operations”
“Material
Risks
Affecting
the
Company
and
Our
Common
Stock”
for
Placer
and
Southwest
respectively),
Quarterly
Reports
on
Form
10-Q
and
Current
Reports
on
Form
8-K
as
filed
with
the
SEC.
Placer
undertakes
no
obligation,
and
specifically
disclaims
any
obligation,
to
revise
or
publicly
release
any
revision
or
update
to
these
forward-looking
statements
to
reflect
events
or
circumstances
that
occur
after
the
date
on
which
such
statements
were
made.
If
any
of
these
uncertainties
materializes
or
any
of
these
assumptions
proves
incorrect,
the
Company’s
results
could
differ
materially
from
the
Company’s
expectations
as
set
forth
in
these
statements.

3
Additional Information
Additional Information
This
presentation
may
be
deemed
to
be
solicitation
material
with
respect
to
the
proposed
acquisition
of
Southwest
and
the
issuance
of
shares
of
common
stock
by
Placer
pursuant
to
the
merger.
In
connection
with
the
proposed
transaction,
Placer
will
file
a
registration
statement
on
Form
S-4
with
the
SEC.
The
registration
statement
will
contain
a
joint
proxy
statement/prospectus
to
be
distributed
to
the
respective
shareholders
of
Placer
and
Southwest
in
connection
with
their
vote
on
the
merger.
SHAREHOLDERS
OF
PLACER
AND
OF
SOUTHWEST
ARE
URGED
TO
READ
THE
REGISTRATION
STATEMENT
AND
ANY
OTHER
RELEVANT
DOCUMENTS
FILED
WITH
THE
SEC,
INCLUDING
THE
JOINT
PROXY
STATEMENT/PROSPECTUS
THAT
WILL
BE
PART
OF
THE
REGISTRATION
STATEMENT,
BECAUSE
THEY
WILL
CONTAIN
IMPORTANT
INFORMATION
ABOUT
THE
PROPOSED
MERGER.
The
final
joint
proxy
statement/prospectus
will
be
mailed
to
shareholders
of
Placer
and
shareholders
of
Southwest.
Investors
and
security
holders
will
be
able
to
obtain
the
documents
free
of
charge
at
the
SEC's
website,
www.sec.gov.
In
addition,
investors
may
obtain
free
copies
of
the
documents
filed
with
the
SEC
(including
the
documents
incorporated
therein
by
reference)
by
Placer
by
contacting
Placer’s
Corporate
Secretary
at
(916)
554-4750
or
by
visiting
Placer’s
website
at
http://www.plsb.com
or
from
Southwest
by
contacting
the
Paul
M.
Weil,
Vice
Chairman,
Corporate
Secretary
and
General
Counsel,
telephone:
(760)
438-1214
or
by
visiting
Southwest’s
website
at
http://www.swcbank.com.
Placer,
Southwest
and
their
respective
directors
and
executive
officers
may
be
deemed
to
participate
in
the
solicitation
of
proxies
in
respect
of
the
proposed
transactions.
Information
regarding
Placer’s
directors
and
executive
officers
is
available
in
Placer’s
proxy
statement
for
its
2005
annual
meeting
of
shareholders,
which
was
filed
with
the
SEC
on
April
25,
2005,
and
information
regarding
Southwest’s
directors
and
executive
officers
is
available
in
Southwest’s
proxy
statement
for
its
2005
annual
meeting
of
shareholders,
which
was
filed
with
the
SEC
on
March
22,
2005.
Additional
information
regarding
the
interests
of
such
potential
participants
(including
the
addition
of
two
of
Southwest
Board
of
Directors’
members,
identified
above,
to
the
Board
of
Directors
of
Placer
following
the
merger)
will
be
included
in
the
joint
proxy
statement/prospectus
and
the
other
relevant
documents
filed
with
the
SEC
when
they
become
available.

4
Transaction Summary
Transaction Summary
Expected Closing Date:
June 30, 2006
Price per SWCB Share:
$38.97
Transaction Value:
$175 million
Transaction Structure:
100% Stock
Purchase Accounting:
CDI rate of 2.0% on
total deposits
Required Approvals:
Regulatory
SWCB Shareholders

5
Transaction Multiples
Transaction Multiples
Price/LTM Earnings:
21.0
Price/Tangible Book:
356.1%
Price/Assets:
26.9%

6
SWCB Overview
SWCB Overview
9-branch community bank operating in San Diego, Orange and
San Bernardino counties
SBA loan production offices in Illinois, Utah and Virginia
Established remittance business provides growing source of
low-cost deposits
San Diego County’s largest local SBA lender (2000-2005)
50% CAGR for total deposits (2000-2005)
Non-interest bearing deposits comprise 70% of total deposits
37% CAGR for total loans (2000-2005)
Outstanding credit quality
NPLs/Assets were 0.16% at December 31, 2005
Strong profitability
ROAE was 18.8% in 2005
ROAA was 1.50% in 2005

7
Transaction rationale
Transaction rationale
Expands regional presence in Southern California
Extends footprint into high growth Inland Empire
Extends footprint to San Diego County
Adds low-cost deposit base (0.62% COD in Q4 2005)
SWCB’s
53% loan to deposit ratio provides significant
liquidity to fund lending opportunities in other PLSB
markets
SWCB non-interest expense to be reduced by 42%
From cost savings alone, acquisition will be accretive to
earnings within the first year of combined operations
Projected to meet hurdle rate of 15% ROE in three years

8
Statewide Franchise
Statewide Franchise

9
Placer Sierra Bancshares
(post acquisition fundamentals)
Placer Sierra Bancshares
(post acquisition fundamentals)
49
9
40
Branches
1.04%
Cost of
Deposits
258.7
49.4
209.3
Equity
1,690.3
314.8
1,375.5
Loans
2,167.0
594.1
1,572.9
Deposits
2,520.3
656.5
1,863.8
Assets
PLSB
consolidated
SWCB
PLSB
($ in millions)
0.62%
0.93%

10
Combined Deposit Mix*
Combined Deposit Mix*
43.2%
26.1%
18.7%
12.0%
Non-Interest Bearing
Savings & Money Market
Certificates of Deposit
NOW accounts
*As of December 31, 2005

11
Combined Loan Portfolio*
Combined Loan Portfolio*
65.7%
15.7%
1.0%
16.6%
1.0%
Commercial RE
Residential RE
Consumer
C&I
Leases
*As of December 31, 2005

12
Acquisitions
Drive
Shareholder
Value
Acquisitions
Drive
Shareholder
Value
Return on Average Equity
0.47%
2.25%
6.29%
9.10%
9.55%
12.51%
0%
2%
4%
6%
8%
10%
12%
14%
2000
2001
2002
2003*
2004**
2005
*Excluding gain on sale of branches
**Based on operating earnings, which excludes merger-related costs and losses related to restructuring of acquired investment securities
Bank of Orange
County acquisition –
5/7/04
Bank of Lodi
acquired 12/10/04

Q&A Session