SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Timberland Bancorp, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

887098

(CUSIP Number)

Jeffery D. Gow

11624 S.E. 5th Street, Suite 200

Bellevue, WA  98005

(425) 586-7700

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

November 21, 2006

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* 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 ("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.   887098
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Crescent Capital VI, L.L.C.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) WC, OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization State of Washington
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 209,184 *
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 209,184
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 209,184 *
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 5.6%**
	14.	Type of Reporting Person (See Instructions) OO

*  Crescent Capital VI, L.L.C., a Washington limited liability company (“Crescent”), owns 209,184 shares of the Issuer’s Common Stock, Steve Wasson, a member of Crescent, individually owns 800 shares of the Issuer’s Common Stock.  Crescent does not have any voting or dispositive power over Mr. Wasson’s shares and hereby disclaims beneficial ownership of the shares owned by Mr. Wasson.

** The calculation is based on a total of 3,757,676 shares of Common Stock outstanding as of September 30, 2006, as reported by the Issuer in its Form 8-K, filed with the Securities and Exchange Commission on November 8, 2006.

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CUSIP No.   887098
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Jeffery D. Gow
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) WC, OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 209,184 *
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 209,184
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 209,184 *
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 5.6%**
	14.	Type of Reporting Person (See Instructions) IN

*  Crescent Capital VI, L.L.C., a Washington limited liability company (“Crescent”), owns 209,184 shares of the Issuer’s Common Stock, Steve Wasson, a member of Crescent, individually owns 800 shares of the Issuer’s Common Stock.  Crescent does not have any voting or dispositive power over Mr. Wasson’s shares and hereby disclaims beneficial ownership of the shares owned by Mr. Wasson.

** The calculation is based on a total of 3,757,676 shares of Common Stock outstanding as of September 30, 2006, as reported by the Issuer in its Form 8-K filed with the Securities and Exchange Commission on November 8, 2006.

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CUSIP No.   887098
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Steve Wasson
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) PF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 800*
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 800*
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 800*
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 0.0%**
	14.	Type of Reporting Person (See Instructions) IN

*  Crescent Capital VI, L.L.C., a Washington limited liability company (“Crescent”), owns 209,184 shares of the Issuer’s Common Stock, Steve Wasson, a member of Crescent, individually owns 800 shares of the Issuer’s Common Stock.  Crescent does not have any voting or dispositive power over Mr. Wasson’s shares and hereby disclaims beneficial ownership of the shares owned by Mr. Wasson.

** The calculation is based on a total of 3,757,676 shares of Common Stock outstanding as of September 30, 2006, as reported by the Issuer in its Form 8-K, filed with the Securities and Exchange Commission on November 8, 2006.

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Explanatory Note

This Schedule 13D, including Amendments No. 1 and No. 2, (“Schedule 13D”) relates to shares of Common Stock, par value $0.01 per share (“Common Stock”), of Timberland Bancorp, Inc., a Washington corporation (the “Issuer”).  This statement is being filed by Crescent Capital VI, L.L.C., a limited liability company organized under the laws of the State of Washington (“Crescent”), Jeffery D. Gow, an individual (“Gow”), and Steve Wasson, an individual (“Wasson”).  Crescent, Gow, and Wasson are hereinafter sometimes referred to together as the “Reporting Persons”.

Item 4.    Purpose of Transaction

The Reporting Persons have acquired the shares of the Issuer reported herein in order to profit from appreciation of the Common Stock.  On July 28, 2006, Mr. Wasson met with Michael R. Sand, the Issuer’s Chief Executive Officer, and Dean Brydon, the Issuer’s Chief Financial Officer.  At the meeting, Mr. Wasson disclosed that Mr. Gow and Mr. Wasson controlled shares totaling 5.5% of the Issuer.  The meeting was a wide ranging discussion of the Issuer’s business, growth prospects, and strategic alternatives.  As the meeting was breaking up, Mr. Wasson made Mr. Sand aware of Mr. Gow’s and his interest in Crescent Capital in response to Mr. Sand’s comments on the sale of First Bank NW Corp., a topic that had been raised by Mr. Sand earlier in the meeting.  Later, Mr. Wasson telephoned Mr. Sand to reiterate this information to be sure there was no misunderstanding.

On September 15, 2006, Mr. Gow and Mr. Wasson met with Mr. Sand and Mr. Brydon.  At the meeting, the Issuer discussed in more detail its business strategies, and the Reporting Persons shared in general terms their ideas on business strategies that would increase shareholder value.

On September 29, 2006, Mr. Sand sent to Mr. Gow a letter noting that the board of directors had at its recent meeting discussed Crescent Capital’s ideas, as well as the benefits from pursuing its current business plan.  Mr. Sand reported that the board had determined to continue to follow its existing policies and activities.  His letter noted that the bank would “welcome any assistance you can render in introducing potential clients to our lending and deposit personnel.”

On October 6, 2006, Mr. Gow responded to Mr. Sand by letter, a copy of which is attached as Exhibit 99.5.  Mr. Gow explained that Timberland Bank has a solid platform on which to expand its customer base in the Pacific Northwest.  Through collaboration with Crescent Capital, the Issuer could use Crescent’s extensive business contacts and expertise for the expansion, thereby significantly improving shareholder value.  Mr. Gow accepted Mr. Sand’s suggestion that Crescent assist the Issuer by introducing potential clients to its staff.   He noted that Crescent would want to know that any business referred to the Issuer would receive the attention and customer service that ensured a positive experience and a mutually beneficial relationship.

Mr. Gow requested that, since personal, one-on-one working relationships best develop the trust and rapport needed for collaboration, the Issuer appoint Steven Wasson of Crescent Capital as a director of the Issuer’s board of directors.  He noted that Mr. Wasson has exceptional qualifications and that board members will appreciate his tactfulness, communication skills and business savvy.  He offered to provide references to the board.

Mr. Gow noted that Crescent Capital is focused on building shareholder value and improving the Issuer’s overall financial results.  Crescent’s principals bring to the Issuer a unique combination of perspectives:  extensive bank management experience and extensive experience as a significant consumer of commercial banking services.  Mr. Gow strongly believes that all shareholders will benefit from Crescent’s involvement, and that Crescent’s commitment to the Issuer is evident by its investment in 5.5% of the Issuer’s shares.

On November 21, 2006, in response to a letter from Mr. Sand dated November 13, 2006, Mr. Gow sent a letter to Clarence E. Hamre, Chairman of the board of directors of the Issuer, a copy of which is attached as Exhibit 99.6.  In the letter, Mr. Gow renewed Crescent’s request of October 6 that Mr. Wasson be appointed to the Issuer’s board of directors and suggested a meeting with Mr. Wasson, Mr. Hamre and other available directors.

Also, on November 21, 2006, Mr. Wasson responded to Mr. Sand’s letter of November 13.  A copy of Mr. Wasson’s letter is attached as Exhibit 99.7.  Mr. Wasson’s letter explained Crescent’s view that having a representative on the board of directors was important for Crescent to share with the Issuer its extensive business contacts and expertise in

developing new clients for the Issuer.  Mr. Wasson’s letter also requested, as a means of preserving Crescent’s rights at the upcoming annual meeting of shareholders, an opportunity to inspect and copy the Issuer’s shareholder list.   Crescent’s reason for the request is to communicate with other shareholders of the Issuer, and could include solicitation of support and/or proxies in connection with the Issuer’s annual meeting of shareholders.

The Reporting Persons intend to closely monitor developments at the Issuer and may communicate with members of management and the board of directors of the Issuer on matters that the Reporting Persons deem relevant to their investment in the Issuer.  Depending upon market conditions and other factors that the Reporting Persons may deem material to their investment decisions, the Reporting Persons may purchase additional securities of the Issuer in the open market or in private transactions, or may dispose of all or a portion of the securities of the Issuer that the Reporting Persons own or hereafter may acquire.  In addition, based on the Reporting Persons’ continuing evaluation of the Issuer as well as market conditions and other factors that the Reporting Persons deem relevant to their investment, the Reporting Persons reserve the right to take any actions which could relate to, or result in, any of the matters referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D.  Except as set forth in this Item 4, the Reporting Persons do not have any present plans or proposals which relate to or would result in any of the matters set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5.    Interest in Securities of the Issuer

(a)  The calculations included herein are based on a total of 3,757,676  shares of Common Stock outstanding as of September 30, 2006, as reported by the Issuer in its Form 8-K filed with the Securities and Exchange Commission on November 8, 2006.  As of the close of business on November 27, 2006, Crescent beneficially owns 209,184 shares of Common Stock, which represent approximately 5.6% of the outstanding Common Stock.  Mr. Gow does not own any shares of Common Stock directly.  As the managing member of Crescent, Mr. Gow may be deemed, by the provisions of Rule 13d-3 of the Securities and Exchange Act of 1934, as amended, to be the beneficial owner of the 209,184 shares of Common Stock owned by Crescent.  Mr. Wasson owns 800 shares of Common Stock, which represents less than 1% of the outstanding Common Stock.

(b)  Crescent has sole voting power and power of disposition over the 209,184 shares of Common Stock that it beneficially owns.  As the managing member of Crescent, Mr. Gow has the authority to exercise such voting power and power of disposition on behalf of Crescent.  Mr. Wasson has sole voting power and power of disposition over the 800 shares of Common stock that he owns.

(c)  During the last 60 days, Crescent made the following open market purchases for cash:

Date	Number of shares	Price per share
October 6	250	$35.17
October 6	100	$35.05
October 9	300	$35.17
October 9	200	$35.15
October 31	150	$35.18

(d)  None.

(e)  Not applicable.

Item 7.      Material to Be Filed as Exhibits

Exhibit No.	Description
99.1	Name, business address and present principal occupation of each executive officer or person controlling Crescent Capital VI, L.L.C. (incorporated herein by reference to Exhibit 1 to the Reporting Persons’ Schedule 13D, filed with the Securities and Exchange Commission on February 1, 2006)
99.2	Form of Salomon Smith Barney Client Agreement (incorporated herein by reference to Exhibit 2 to the Reporting Persons’ Schedule 13D, filed with the Securities and Exchange Commission on January 22, 2004)
99.3	Dates and prices of purchases of Common Stock (incorporated herein by reference to Exhibit 99.3 to the Reporting Persons’ Schedule 13D, filed with the Securities and Exchange Commission on August 3, 2006)
99.4	Joint Filing Agreement dated July 31, 2006 (incorporated herein by reference to Exhibit 99.4 to the Reporting Persons’ Schedule 13D, filed with the Securities and Exchange Commission on August 3, 2006)
99.5	Letter to Michael R. Sand, CEO, of the Issuer, from Jeffrey D. Gow, Managing Director of Crescent Capital VI, L.L.C., dated October 6, 2006 (incorporated herein by reference to Exhibit 99.5 to the Reporting Persons’ Amendment No. 1 to Schedule 13D, filed with the Securities and Exchange Commission on October 13, 2006)
99.6	Letter to Clarence E. Hamre, Chairman of the Board of Directors of the Issuer, from Jeffrey D. Gow, Managing Director of Crescent Capital VI, L.L.C., dated November 21, 2006
99.7	Letter to Michael R. Sand, CEO, of the Issuer, from Steven Wasson, Member of Crescent Capital VI, L.L.C., dated November 21, 2006

Signatures

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 27, 2006

	Crescent Capital VI, L.L.C.
By:		/s/ Jeffery D. Gow
Name:  Jeffery D. Gow
Title:  Managing Member
/s/ Jeffery D. Gow
Jeffery D. Gow
/s/ Steve Wasson
Steve Wasson

EX-99.6

Exhibit 99.6

Crescent Capital VI, L.L.C.
	11624 SE Fifth Street, Suite 200
	Bellevue, Washington 98005
	(Tel) 425-586-7700
	(Fax) 425-688-0500

November 21, 2006

Clarence E. Hamre
Chairman of the Board of Directors
Timberland Bancorp, Inc.
624 Simpson Avenue
Hoquiam WA  98550

Dear Mr. Hamre:

Crescent Capital has still have not received a response to my letter of October 6, 2006, requesting that Timberland Bancorp appoint Steven Wasson as a director of Timberland’s board of directors.  I was surprised that Mr. Sand did not address this issue in a letter to me dated November 13, 2006 regarding this very topic.  As a result, I am raising the issue directly with you as Chairman of the Board of Directors.

We believe that it would be a significant addition to Timberland’s board of directors to have a representative of Crescent, its largest independent shareholder, on the board.  Steve Wasson has exceptional qualifications for becoming a director of Timberland Bancorp, with a long career as a banking executive, as described in my October 6th letter.  We are confident that, given the opportunity to work with Steve, board members will appreciate Steve’s tactfulness, communication skills and business savvy. We are happy to provide references so that the board can understand our backgrounds, our business philosophy and our integrity.  Mr. Wasson would also provide opportunities for Timberland to meet with and acquire new business in the Northwest through our business contacts.

Mr. Sand suggested that it might be advisable for Mr. Wasson to meet with Timberland’s board of directors.  We would welcome a meeting with you and such other directors as are available.  We are, however, aware of the rapidly approaching deadline for nominating directors to the board of directors and believe it important that a meeting occur, and a decision be made by the board of directors and communicated to Crescent, by December 8, 2006 so that it is well before the deadline for nominating directors for Timberland’s annual meeting of shareholders in January 2007.

* * * *

Since we have not received a response from Timberland regarding Crescent’s request for a representative to be appointed to the board of directors, and as a means of preserving Crescent’s rights at the upcoming annual meeting of shareholders, at my request, Mr. Wasson has submitted today to Mr. Sand a request to inspect and copy the list of Timberland’s shareholders on December 1, 2006.

We await the board’s response to our request.

Sincerely,

Jeffery D. Gow
Managing Member

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EX-99.7

Exhibit 99.7

Crescent Capital VI, L.L.C.
	11624 SE Fifth Street, Suite 200
	Bellevue, Washington 98005
	(Tel) 425-586-7700
	(Fax) 425-688-0500

November 21, 2006

Michael R. Sand, CEO
Timberland Bancorp, Inc.
624 Simpson Avenue
Hoquiam WA  98550

Dear Mr. Sand:

Jeff Gow asked me to respond to your letter to him dated November 13, 2006, in which you described conversations with me regarding Crescent Capital’s potential referrals of business to Timberland.

As Jeff explained in Crescent Capital’s letter of October 6, 2006, and as I elaborated in our telephone conversation of October 31, 2006, Crescent is offering to take an active role in referring prospective clients to Timberland.  Through collaboration with Crescent, Timberland can use Crescent Capital’s extensive business contacts and expertise to develop new clients, both for loans and deposits.  In doing so, we strongly feel that Timberland can significantly improve shareholder value.  Our intent is simply to enhance the business of Timberland and, therefore, our position as a substantial shareholder.  We have not settled on the precise form this assistance would take, and would invite discussion with Timberland on its preferred approach, all subject to applicable banking regulations.

We believe that it would be helpful to Timberland’s board of directors to have a representative of Crescent, its largest independent shareholder, on the board.  Crescent’s credibility in making referrals to its business contacts is a valuable asset, one that Crescent will not casually lend to Timberland.  By having a representative of Crescent on Timberland’s board of directors, Crescent will (i) have greater confidence that its referrals will be handled with the attention and customer service that ensures a positive experience and a mutually beneficial relationship, and (ii) understand Timberland’s processes so that, in the event of a negative outcome, it can explain it to Crescent’s referral.  Consequently, Crescent will decline to become actively involved in referring business to Timberland in the absence of a representative on the board of directors.

Your letter also references the disclosure in our Schedule 13D filings.  I believe the information that was material to investors was appropriately disclosed in our filings.  I did not think Timberland’s shareholders would find it material that I talked to you as the meeting was winding up and that I followed up with a phone call to reiterate the information disclosed to you regarding Crescent Capital and its affiliation with Jeff Gow and me.  We have discussed this issue with our legal counsel.

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We still have not received a response to our inquiry of October 6, 2006, requesting that Timberland appoint me as a director of Timberland’s board of directors.  We regret that communications between Timberland and its largest shareholder can not take place in a more timely manner.  Since your letter did not respond to our inquiry, nor did you respond to my phone messages on this issue, Jeff Gow has raised the issue directly with the Chairman of the Board of Directors, Clarence E. Hamre, by letter dated today.

We accept your offer to meet with us to discuss Timberland’s quarterly and annual operating results.  We suggest the meeting take place on December 1, 2006. Please contact me with a time that meets your schedule.

* * * *

Since we have not received a response from Timberland regarding Crescent’s request, and as a means of preserving Crescent’s rights at the upcoming annual meeting of shareholders, Crescent hereby requests to inspect and copy the record of Timberland Bancorp’s shareholders, including the non-objecting beneficial owners (the “Shareholder List”), on December 1, 2006, pursuant to Section 23B.16.020(2)(c) of the Washington Business Corporation Act.

Crescent is requesting to inspect the Shareholder List for the purpose of communicating with the other shareholders of Timberland regarding Timberland’s affairs, which may include the solicitation of support and/or proxies in connection with Timberland’s annual meeting of shareholders.

Please contact me to arrange a time for Crescent’s representatives to inspect and copy the Shareholder List during the Company’s regular business hours on December 1, 2006.  I look forward to hearing from you.

Sincerely,

Steven D. Wasson

Cc:	Clarence E. Hamre
	Jeffery D. Gow

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