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

                                December 21, 2006
                                -----------------
                        (Date of earliest event reported)

                           Farmers & Merchants Bancorp
                           ---------------------------
             (Exact name of registrant as specified in its charter)

                                    Delaware
                                    --------
                 (State or other jurisdiction of incorporation)


                000 - 26099                          94-3327828
                -----------                          ----------
          (Commission File Number)        (IRS Employer Identification No.)


                 111 West Pine Street, Lodi, California 95240
                 --------------------------------------------
              (Address of principal executive offices) (Zip Code)


                                 (209) 367-2300
                                 --------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
                                 --------------
          (Former name or former address, if changes 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:

[ ]  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
          ------------

Attached  as  Exhibit 99.1 - Press release dated December 21, 2006, announcing a
cash  dividend of $4.80 per share, an increase from the $4.50 per share declared
last  year.  The  cash dividend will be paid on January 2, 2007, to stockholders
of  record  on  December  15,  2006.

Item 9.01 Financial Statements and Exhibits
          ---------------------------------

(c)     Exhibits:

        99.1     Press release announcing cash dividend.


                                    SIGNATURE

     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.

                                   FARMERS & MERCHANTS BANCORP


                                   By   /s/ Stephen W. Haley

                                        Stephen W. Haley
                                        Executive Vice President
                                        & Chief Financial Officer


Date:  December 21, 2006