	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Cowlitz Bancorporation

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

223767

(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)

July 27, 2007

(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. 223767

	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 483,000*

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 483,000*

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 483,000*

	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) 9.8%**

	14.	Type of Reporting Person (See Instructions) OO

* Crescent Capital VI, L.L.C., a Washington limited liability company (“Crescent”), owns 483,000 shares of the Issuer’s Common Stock. Steve Wasson and David Robinson individually own 1,000 shares and 400 shares, respectively, of the Issuer’s Common Stock. Crescent does not have any voting or dispositive power over Messrs. Wasson’s or Robinson’s shares and hereby disclaims beneficial ownership of the shares owned by Messrs. Wasson and Robinson.

** The calculation is based on a total of 4,950,975 shares of Common Stock outstanding as of June 30, 2007, as reported by the Issuer in its Form 8-K filed with the Securities and Exchange Commission on July 26, 2007.

CUSIP No. 223767

	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 483,000*

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 483,000*

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 483,000*

	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) 9.8%**

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 223767

	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 1,000*

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 1,000*

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,000*

	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

CUSIP No. 223767

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) David Robinson

	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 400*

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 400*

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 400*

	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

Explanatory Note

This Schedule 13D, as amended (“Schedule 13D”), relates to shares of Common Stock, no par value (“Common Stock”), of Cowlitz Bancorporation, 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”), Steve Wasson, an individual (“Wasson”) and David Robinson, an individual (“Robinson”). Crescent, Gow, Wasson and Robinson are hereinafter sometimes referred to together as the “Reporting Persons”.

Item 1.	Security and Issuer


Item 2.	Identity and Background


Item 3.	Source and Amount of Funds or Other Consideration


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 27, 2007, Crescent sent a written offer (the “Offer”) to the Issuer’s Chairman and President and CEO pursuant to which Crescent would acquire for cash all of the outstanding shares of Common Stock of the Issuer that Crescent does not already own (the “Transaction”) at a price of $15.00 per share. A copy of the Offer is attached as Exhibit 99.5 to this Schedule 13D and incorporated herein by reference.
	The Offer is conditioned upon the satisfactory completion of due diligence, customary approvals, including regulatory approvals and the approval of the Issuer’s Board of Directors and shareholders, and completion of definitive agreements. If the Transaction is completed, the Issuer will become a privately-held corporation and it is expected that the membership of the Issuer’s Board of Directors, charter, bylaws, and capitalization will be changed, that the Common Stock will no longer be listed on NASDAQ or any other public securities market, and that the Common Stock will be deregistered under the Securities Exchange Act of 1934, as amended.
	The Reporting Persons intend to monitor developments at the Issuer and may communicate with members of the board of directors and management of the Issuer relating to the Offer and such other 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.
	At the present time, other than the actions described in the preceding paragraphs, the Reporting Persons have no specific plans or proposals that would relate to or result in any of the actions referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5.	Interest in Securities of the Issuer


Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

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 May 4, 2007)
99.4		Joint Filing Agreement dated May 4, 2007 (incorporated herein by reference to Exhibit 99.4 to the Reporting Persons’ Schedule 13D, filed with the Securities and Exchange Commission on May 4, 2007)
99.5		Letter delivered by Crescent Capital VI, LLC to Issuer on July 27, 2007

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: July 30, 2007

	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

	/s/ David Robinson
	David Robinson

Exhibit 99.5

Crescent Capital VI, L.L.C.

11624 SE Fifth Street, Suite 200

Bellevue, Washington 98005

(Tel) 425-586-7700

(Fax) 425-688-0500

July 27, 2007

Board of Directors

Cowlitz Bancorporation

927 Commerce Avenue

Longview, WA 98632

Attention: Phillip S. Rowley, Chairman of the Board
Richard J. Fitzpatrick, President and Chief Executive Officer

Dear Mr. Rowley and Mr. Fitzpatrick:

Crescent Capital VI, L.L.C. (“Crescent”) wishes to present to the Board of Directors of Cowlitz Bancorporation (“Cowlitz” or the “Company”) an offer to purchase for cash all of the outstanding shares of common stock of Cowlitz for $15.00 per share (the “Transaction”). This price represents more than a 21% premium to Cowlitz’ closing stock price on July 27, 2007 of $12.38. In light of Cowlitz’ recent earnings and stock performance, we believe that your shareholders will find this all cash proposal compelling and that it offers full and fair value to Cowlitz’ shareholders..

Crescent has expressions of interest to fund the Transaction from sophisticated financial investors. Crescent is prepared to make an additional substantial investment that, together with investments from the investors identified by Crescent, plus existing investment of Crescent, and trust preferred securities, finance 100% of the Transaction. We are confident that the funds necessary to close the transaction will be committed within a short time frame.

We are prepared to move quickly toward the negotiation and enter into a mutually acceptable definitive agreement with you.

As we have discussed with you in previous meetings, Crescent is fully committed to the high level of community involvement and personal service that community banks provide, and Cowlitz’ customers and communities will receive a high level of service after the Transaction is completed. We expect to continue to operate all of Cowlitz’ branch banks and we value Cowlitz employees because of their important personal relationships with Cowlitz’ depositors and borrowers. Crescent has every intention of operating Cowlitz using sound business practices, and to broaden the services that Cowlitz provides to depositors and borrowers throughout the communities in which it does business.

We have expended substantial effort in analyzing Cowlitz’ publicly available information, including the most recent earnings report, in developing our offer of $15.00 per share. Once we have the opportunity to conduct due diligence of nonpublic information and to negotiate with representatives of Cowlitz, we can confirm the value we ascribe to your company. To that end, we would be prepared to enter into an appropriate confidentiality agreement.

We believe that the Transaction is in the best interest of all constituencies involved, including most notably, Cowlitz’ shareholders. Specifically, we believe this transaction and the implementation of our business plan will bring significant benefits, including:

· Providing a full and fair price, which reflects a premium of more than 21% to Cowlitz’ July 27, 2007 closing stock price of $12.38.

· Adding to the management team by bringing in individuals with years of banking experience, and a long-time commitment to the Pacific Northwest region, with many of us having lived and worked here for all, or significant portions, of our lives;

· Enhancing operating efficiencies to allow Cowlitz to build its capital base for the protection of depositors and greater capacity for borrowers;

· Expanding product offerings to provide additional benefits to customers in the operation of their businesses;

· Expanding geographic areas of business to allow for greater diversity of customers and a greater geographic diversity in Cowlitz’ market area

· Reducing risk in Cowlitz’ loan portfolio and reducing economic risk created by localized economic setbacks; and

· Broadening the product offerings for lending in community development and low income housing

Such enhancements should improve earnings and capital, provide opportunities for growth in Cowlitz’ market area and improve the quality of life for local community members.

With our management team, Crescent brings a number of complementary skills as well as financial and operational strengths to the Transaction.

· Extensive “Big Bank” and “Community Bank” Experience: Crescent Capital’s Steven Wasson, who following the Transaction would become the CEO of Cowlitz, has 30 years of experience in banking, including senior and executive management positions. Most recently Mr. Wasson was Executive Vice President and Manager of Business Banking for U.S.Bank and he has held positions in operations, audit, credit approval, residential lending, agricultural lending, commercial real estate lending, construction lending, small and large business lending in regional banks, and chief credit officer and chief administrative officer of a community bank. During this time in the industry, he created controls to monitor bank performance, marketing efforts to expand and grow lines of business, reduced exposure to businesses and collateral types undergoing severe market conditions, and improved efficiencies to reduce expenses while improving customer service with customer focused service quality initiatives.

· The remainder of the Crescent team has similarly impressive experience with large and small businesses and with community banks. Additionally, a targeted group of highly skilled individuals have been identified to join the Company post-Transaction to help implement the operating plan going forward. All of these individuals currently live and work in the Pacific Northwest, including communities where Cowlitz today has banking offices.

We are prepared to move quickly:

· Within 60 days of entering into a confidentiality agreement, Crescent and its investors will

· Conduct and complete final due diligence; and

· Negotiate a definitive Transaction agreement

· Closing of a definitive Transaction agreement would be subject only to required regulatory approvals and other provisions typical for a transaction of this nature.

· Crescent would work with Cowlitz to gain the support of Cowlitz shareholders, with an expectation of strong positive responses from all constituencies.

· We are confident that the Transaction we propose would receive timely regulatory approvals, and meet any guidelines established by state and federal regulators.

· We understand that consummation of the proposed Transaction will require approval of Cowlitz’ shareholders, and we are prepared to assist you in those efforts.

Pursuant to the rules and regulations of the Securities Exchange Act of 1934, as amended, and as a result of this letter, Crescent will be amending its Schedule 13D filing with the Securities and Exchange Commission. Following the filing of the amended Schedule 13D, we anticipate that you may receive inquires from Cowlitz’ shareholders or other members of the public regarding the Transaction or Crescent. Please feel free to direct any such inquiries to the following individuals at Crescent Capital VI, LLC:
Jeff Gow (425-586-7700) or Steven Wasson (503-432-8437).

Please note that this proposal is a non-binding statement of intent only, and is subject to the satisfactory completion of due diligence, customary approvals and legal documentation. The rights and obligations of the parties shall only be as set forth in the executed definitive agreements.

We think that you and the other members of Cowlitz’ Board will agree that this proposal offers a unique and timely opportunity for Cowlitz’ shareholders to realize full value for their shares in a transaction that has minimal execution risk. We request the favor of a formal response to this proposal within a reasonable period of time, which enables us to update our members on our progress. We look forward to hearing from you and welcome the opportunity for further discussion.

Sincerely,

Crescent Capital VI, L.L.C.

Jeffery D. Gow

Managing Director

Under the Securities Exchange Act of 1934 (Amendment No. 1)*

Signatures

Under the Securities Exchange Act of 1934
(Amendment No. 1)*