X0101 42003-07-011 0000930429 MONTEREY BAY BANCORP INC MBBC 0001186122 ANDERSON CARLENE 0100Assistant Corporate SecretaryCommon Stock 2003-07-014J0602826.3245D0DCommon Stock2003-07-014J02383.5426.3245D0IBy 401(k)Common Stock2003-07-014J08050.8526.3245D0IBy Employee Stock Ownership PlanStock Option 9.102003-07-014J0973026.3245D1988-08-082005-08-24Common Stock97300DStock Option 11.212003-07-014J0250026.3245D1988-08-082010-11-30Common Stock25000DStock Option15.882003-07-014J050026.3245D1988-08-082011-11-29Common Stock5000DStock disposed of pursuant to the Agreement and Plan of Merger ("the Merger Agreement") by and among Union Bank of California, N. A., UnionBanCal Corporation, Monterey Bay Bank and Monterey Bay Bancorp, Inc. dated April 7, 2003 in exchange for either approximately 0.6269 of a share of UnionBanCal Corporation common stock (having a value of $41.99 average closing price per share as specified in the Merger Agreement) or approximately $26.3245 per share in cash. Since the reporting individual's last Form 4 filing, 450 shares previously held indirectly by the Performance Equity Plan have vested and are now owned directly. Cash out of 401(k) Plan pursuant to the Merger Agreement. Cash out of Employee Stock Ownership Plan pursuant to the Merger Agreement. These options, which provided for vesting in 5 installments beginning on August 24, 1996, November 30, 2001 and November 29, 2002, were cancelled in the merger in exchange for a cash payment representing the difference between approximately $26.3245 and the exercise price of each such option. Carlene Anderson2003-07-02