Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 9, 2007

 

PLACER SIERRA BANCSHARES
(Exact name of registrant as specified in its charter)

 

California    0-50652    94-3411134

(State or other jurisdiction

of incorporation)

   

(Commission

File Number)

   

(IRS Employer

Identification No.)

 

525 J Street, Sacramento, CA

        95814

(Address of principal executive offices)

      (Zip Code)

Registrant’s telephone number, including area code (916) 554-4750

 

NA

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[x] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Item 8.01 Other Events

On January 9, 2007, Placer Sierra Bancshares and Wells Fargo & Company issued a joint press release announcing the execution of a definitive agreement under which Wells Fargo & Company will acquire Placer Sierra Bancshares in an all-stock transaction. A copy of the joint press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The information required by Item 1.01 will be filed in a separate Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits

 

Exhibit

Number

   

Description

99.1    Joint Press Release of Placer Sierra Bancshares and Wells Fargo & Company dated January 9, 2007.

 

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    PLACER SIERRA BANCSHARES
Date: January 10, 2007     By:  

/s/    Frank J. Mercardante

     

Frank J. Mercardante

      Chief Executive Officer

 

3

EXHIBIT INDEX

 

Exhibit

Number

   

Description

99.1    Joint Press Release of Placer Sierra Bancshares and Wells Fargo & Company dated January 9, 2007.

 

4