Related Party Transactions and Outside Related Director Information

TriCo Bancshares (TCBK)

4/12/2006 Proxy Information

Some of our directors, executive officers and their associates are customers of Tri Counties Bank and we expect to have banking transactions with them in the future. In our opinion, all loans and commitments to lend were made in the ordinary course of our business and complied with applicable laws. Terms, including interest rates and collateral, were substantially the same as those prevailing for comparable transactions with other persons of similar creditworthiness.

In our opinion, these transactions did not involve more than a normal risk of collectibility or present other unfavorable features. The aggregate amount of all loans and credit extensions outstanding as of December 31, 2005, to all directors, director nominees and executive officers (including their associates and members of their immediate family) was approximately $10,146,000, representing 6.79% of shareholders' equity at that time. Our audit committee reviews the adequacy and fairness of the loans to our directors and officers.

Mr. Taresh was Executive Vice President and Chief Operating Officer of Tri Counties Bank from 1989 until his retirement in 1996.