Citizens Bancorp Announces New Capital for Citizens Bank

Business Wire, July 8, 2006

NEVADA CITY, Calif. -- Citizens Bancorp (the "Company") (OTCBB:CZNB), the holding company of Citizens Bank of Northern California (the "Bank"), announced its $6,000,000 participation in a pooled Trust Preferred Securities private offering. The transaction closed June 30, 2006.

Under the terms of the trust preferred offering, the securities will mature in 30 years and are redeemable, in whole or in part, without penalty, after five years at the option of Citizens Bancorp. The securities have a floating rate, which will be reset quarterly, equal to the three-month LIBOR rate plus 1.65 percent. In addition, trust preferred securities are included as part of the Company's regulatory capital.

President and CEO Judy Hess stated, "We continually monitor the capital needs of the Company and consider all viable capital raising opportunities. The issuance of these trust preferred securities will allow the Company to augment the Bank's capital and support its continued growth by downstreaming the proceeds to the Bank."

The Company expects to release financial results for the quarter ended June 30, 2006 later in July. First quarter results for the quarter ended March 31, 2006 reported that total assets had increased 31% to $238.4 million at March 31, 2006 from $181.6 million at March 31, 2005.

Founded in February 1995, Citizens Bank, headquartered in Nevada City, became a wholly owned subsidiary of the Company as part of a bank holding company reorganization in 2003. The Bank has five branches, one in Nevada City, two in Grass Valley, one in Penn Valley, and its newest branch in Lake of the Pines, in southern Nevada County. Two new branches are scheduled to be opened in the fall of 2006, one in Truckee and one in Auburn. The Bank offers community banking services in the Nevada County market, including a wide variety of deposit products, commercial, residential and consumer loans, and other traditional banking products and services, designed to meet the needs of small and middle market businesses and individuals.

www.citizensbanknc.com

This news release may include forward-looking statements about Citizens Bancorp's financial condition, results of operations, plans, objectives and future performance. A number of factors, many of which are beyond the control of Citizens Bancorp, could cause actual results to differ materially from those in the forward-looking statements. In addition, past results are not necessarily indicators of future performance. This press release does not constitute an offer of any securities for sale.