UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 10)
CVB FINANCIAL CORP.
___________________________________________________________________________
(Name of Issuer)
COMMON STOCK
___________________________________________________________________________
(Title of Class of Securities)
126600 10 5
(CUSIP Number)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in
a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 (the "Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
CUSIP NO. 126600 105 13G PAGE 2 OF 6
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Charles M. Magistro
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[]
(b)[]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 5 SOLE VOTING POWER
SHARES 132,398
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 546,337
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 132,398
PERSON 8 SHARED DISPOSITIVE POWER
WITH 546,337
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
719,000 (includes 40,265 shares which Mr. Magistro has the
right to acquire beneficial ownership of within 60 days
after 12/31/97)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT SHOWN IN ROW (9)
7.21%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
ITEM 1.
(a) Name of Issuer.
CVB Financial Corp.
(b) Address of Issuer's Principal Executive Offices.
701 North Haven Avenue, Suite 350
Ontario, California 91764
ITEM 2.
(a) Name of Person Filing.
Charles M. Magistro
(b) Address of Principal Business Office or, if none, Residence.
135 Camellia Court
Upland, California 91786
(c) Citizenship.
USA
(d) Title of Class of Securities.
Common Stock
(e) CUSIP No.
126600 10 5
Page 3 of 6 pages
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON IS A:
(a) [] Broker or Dealer registered under Section 15 of the Act.
(b) [] Bank as defined in section 3(a)(6) of the Act.
(c) [] Insurance Company as defined in section 3(a)(19) of the Act.
(d) [] Investment Company registered under section 8 of the Investment
Company Act.
(e) [] Investment Adviser registered under section 203 of the Investment
Adviser Act of 1940.
(f) [] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974
or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F)
(Note: See Item 7).
(g) [] Parent Holding Company, in accordance with Section
240.13d-1(b)(1)(ii)(G) (Note: See Item 7).
(h) [] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP.
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in
Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right
to acquire.
(a) Amount Beneficially Owned.
719,000 (includes 40,265 shares which Mr. Magistro has the right to
acquire beneficial ownership of within 60 days after 12/31/97).
(b) Percent of Class.
7.21%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
132,398
(ii) shared power to vote or to direct the vote
546,337
(iii) sole power to dispose or to direct the disposition of
132,398
(iv) shared power to dispose or to direct the disposition of
546,337
INSTRUCTION: For computations regarding securities which
represent a right to acquire an underlying security, see Rule
13d-3(d)(1).
Page 4 of 6 pages
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, please check the following: __.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such
interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of
1940 or the beneficiaries of an employee benefit plan, pension
fund or endowment fund is not required.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY.
If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and
attach an exhibit stating the identity and the Item 3
classification of the relevant subsidiary. If a parent holding
company has filed this schedule pursuant to Rule 13d-1(c), attach
an exhibit stating the identification of the relevant subsidiary.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
If a group has filed this schedule pursuant to Rule 13d-
1(b)(ii)(H), so indicate under Item 3(h) and attach an exhibit
stating the identity and Item 3 classification of each member of
the group. If a group has filed this schedule pursuant to Rule
13d-1(c), attach an exhibit stating the identity of each member
of the group.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Notice of dissolution of a group may be furnished as an
exhibit stating the date of the dissolution and that all further
filings with respect to transactions in the security reported on
will be filed, if required, by members of the group, in their
individual capacity. See Item 5.
Not applicable.
Page 5 of 6 pages
ITEM 10. CERTIFICATION.
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
January 16, 1998
______________________________
Date
/s/ Charles M. Magistro
______________________________
Signature
Charles M. Magistro, Director
______________________________
Name/Title
Page 6 of 6 pages