Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

At a regularly schedule meeting on March 25, 2009, the Board of Directors of Cowlitz Bancorporation (the "Company") approved amendments to the indemnification provisions of the Company's Bylaws of the Company and the Company entered into indemnification contracts with the Company's directors and executive officers. The amendments to the Bylaws eliminate inconsistencies with the Articles of Incorporation, and provide additional definitions and procedures consistent with the indemnification provisions of the Articles of Incorporation and add requrements for director and officer liability insurance consistent with the Company's current coverage. The indemnification agreements make the Company's obligation to indemnify directors and executive officers pursuant to the Articles of Incorporation a contractual right of those directors and executive officers. The indemnification agreements also provide that the Company will provide for indemnification if the director or executive officer is successful in defense of part of a proceeding or as to certain elements of the proceeding but not entirely successful. The agreements add procedural requirements, including requiring notice of a claim from a director or executive officer seeking indemnification and imposing procedures for enforcing the contract including attorneys' fees. The indemnification agreements also impose insurance requirements equivalent to those included in the Bylaws.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
3.1 Amended and Restated Bylaws (incorporated by reference to Form 10-K filed March 31, 2009)

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