8-K/A

                                   UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                 ---------------

                          FORM 8-K/A AMENDMENT NO. 1

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):  December 28, 2004

                            CAPITAL CORP OF THE WEST
               (Exact Name of Registrant as Specified in Charter)

          California                    0-27384                 77-0147763
(State or Other Jurisdiction        (Commission File          (IRS Employer
      of Incorporation)                 Number)              Identification No.)

                 550 West Main Street, Merced, California  95340
               (Address of Principal Executive Offices) (Zip Code)

                                 (209) 725-2200
              (Registrant's telephone number, including area code)

                                       N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if changed 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))



This amendment is being filed to change the Item under which the report was
previously made from Item 8.01 to Item 2.06

ITEM 2.06 Other Events

On December 21, 2004, the Board of Directors of Capital Corp of the West
(Nasdaq: CCOW) approved management's recommendation that two material earnings
adjustment be made in the fourth quarter of 2004. The first adjustment is
related to an other-than- temporary impairment of two Freddie Mac preferred
stock and one Fannie Mae preferred stock investments. The second adjustment is
related to write-off of an income tax benefit related to a REIT consent
dividend. A copy of the press release explaining these two adjustments is
contained in Exhibit 99.1

The first adjustment related to the other-than-temporary impairment of the
Freddie Mac and Fannie Mae equity securities totaling $3,709,170 on a pre-tax
basis. The second adjustment related to an impairment of the tax benefits
derived from the Company's recorded REIT consent dividend totaling $1,229,000.

Management does not believe that either of these adjustments will have any
effect on future cash expenditures.

ITEM 9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

      Not Applicable

(b) Pro Forma Financial Information.

      Not Applicable

(c) Exhibits

99.1  Copy of press release, dated December 27, 2004, issued by Capital Corp of
      the West.




                                   SIGNATURES

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.

                                         Capital Corp of the West
                                         ------------------------
                                               (Registrant)

Dated: December 28, 2004                 By /s/ David A. Curtis
- ------------------------                    ------------------------------------
                                            David A. Curtis
                                            Vice President and Controller

EX-99.1

                                                                    Exhibit 99.1

PRESS RELEASE

Available for Immediate Publication: December 27, 2004
Contacts: Thomas T. Hawker, President / Chief Executive Officer (209) 725-2276
          R. Dale McKinney, EVP / Chief Financial Office (209) 725-7435
          Web Site www.ccow.com

Capital Corp of the West announces two earnings adjustments.

Merced, California, December 27, 2004-Capital Corp of the West (NASDAQ:NMS:CCOW)
today announced that fourth quarter 2004 earnings will be impacted by two
separate adjustments to earnings. The first relates to other-than-temporarily
impaired securities, the second relates to a California state income tax
receivable generated by consent dividends declared by a Real Estate Investment
Trust (REIT) available to California banks for the tax years of 2001 and 2002.

"Both of these items should have no negative impact on the future earnings of
CCOW" stated R. Dale McKinney CFO of CCOW. "Without these two adjustments, our
earnings for the full year 2004 should fall within the 13% to 15% improvement
over full year 2003, consistent with guidance already provided in our Third
Quarter 2004 press release. We will provide guidance for the full year 2005 in
our scheduled January 25th, 2005 earnings release and anticipate the guidance
will be within the recent annual historical CCOW trend lines".

Tom Hawker, Chief Executive Officer, commented, "The performance of Capital Corp
of the West, particularly over the past three years, has been, by any measure,
outstanding. We look forward to continuing to deliver equally strong results to
our shareholders and to the communities we serve in the years ahead. We believe
taking both of these adjustments at this time eliminates uncertainty about the
potential future effects of either of these issues. Also, it is important to
remember that, as we go forward, there is also the potential of recapturing a
portion of these adjustments as the business environment changes and as we
pursue legal remedies with the State of California."

County Bank (the "Bank"), the primary subsidiary of CCOW, holds two Freddie Mac
preferred stocks with par values of $3,000,000 and $6,710,000 and one Fannie Mae
preferred stock with a $5,000,000 par value in its investment portfolio. Bank
management has been closely following the market valuations of these stocks and
recent financial news on these agencies, and has now concluded that all three
are other-than-temporarily impaired under guidance provided by Financial
Accounting Standards Board (FASB) 115. As a result a pre tax earnings adjustment
on the $3,000,000 and $6,710,000 Freddie Mac and the $5,000,000 Fannie Mae
stocks of $690,660, $1,617,110, and $1,401,400 respectively has been recorded.
The after tax impact of these three write-downs total $2,151,319 with a $.36
fully diluted earnings per share impact. Under Generally Accepted Accounting
Principles (GAAP) the market devaluations of these stocks have already been
recorded as a reduction in comprehensive income and there are no additional
charges to capital.



The second adjustment relates to the Bank REIT consent dividend and the state of
California Voluntary Compliance Initiative (VCI) program announced in early
2004. For the years 2001 and 2002 the Bank recorded certain state tax savings
related to the consent dividends declared by the REIT. Under the state VCI
program the bank paid, in early 2004, taxes and interest relating to the years
2001 and 2002 and established a $1,563,000 receivable along with an offsetting
$334,000 Financial Accounting Standard (FAS) 5 reserve, both net of federal tax,
for the pending refund claims that have yet to be filed. Management intends to
actively pursue our rights for a state tax refund relating to this receivable
under the legal and statutory process available. However, at this time
Management has elected to write off into current period earnings the $1,563,000
state tax receivable less the $334,000 FAS 5 reserve or an after tax impact of
$1,229,000. The writing off of these amounts does not impact the ultimate
outcome of the legal and statutory process, but is a conservative measure in
that the final outcome of the process is uncertain as to amount of ultimate
recovery and time frames required. This adjustment negatively impacts earnings
by $.21 per share.

                            Conference Call Recording

Capital Corp of the West has scheduled an investor conference call for 7:00 am
PST, December 28th. Investors may listen to a recording of the conference call
by going to the web site of the company www.ccow.com just after the call and
following the instructions to play back the recorded conference call. The web
site recording will be available for 30 days following the conference call.

                                   Safe Harbor

In addition to historical information, this release includes certain
forward-looking statements regarding events and trends that may affect the
Company's future results. Such statements are subject to risks and uncertainties
that could cause the Company's actual results to differ materially. These
factors include general risks inherent to commercial lending; risks related to
asset quality; risks related to the Company's dependence on key personnel and
its ability to manage existing and future growth; risks related to competition;
risks posed by present and future government regulation and legislation; and
risks resulting from federal monetary policy.

                              Reference Information

 Capital Corp. of the West, a bank holding company established November 1, 1995,
is the parent company of County Bank, which has more than 27 years of service as
"Central California's Community Bank." Currently County Bank has twenty branch
offices serving the counties of Fresno, Madera, Mariposa, Merced, Stanislaus,
San Joaquin, San Francisco and Tuolumne. As of the latest FDIC data, County Bank
has 6.2% market share in the six Central California counties in which it has
retail branches. This ranks County Bank fifth out of thirty-nine banking
institutions in this market area. For further information about the Company's
financial performance, contact Tom Hawker, President & Chief Executive Officer
at (209) 725-2276, or R. Dale McKinney Chief Financial Officer, at
(209) 725-7435.


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