**UNITED        STATES SECURITIES AND EXCHANGE COMMISSION**

**FORM        10-K/A**

**(Amendment        No. 1)**

**þ**
**ANNUAL        REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF        1934**

** ̈**
**TRANSITION        REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF        1934**

**CAPITAL        CORP OF THE WEST**

| California                                                                              |   | 77-0405791                                            |
|-----------------------------------------------------------------------------------------|--------|-------------------------------------------------------|
| (State                  or other jurisdiction of incorporation or organization)         |   | (I.R.S.                  Employer Identification No.) |
| **550                  West Main Street,** **Merced,                  California** |   | **95340**                                             |
| (Address                  of principal executive offices)                               |   | (Zip                  Code)                           |
| **(209)                  725-2269**                                                     |
| (Registrant's                  telephone number, including area                  code)  |

| Title                  of each class:            | Name                  of each exchange on which registered: |
|--------------------------------------------------|-------------------------------------------------------------|
| Common                  Stock, no par value      | Nasdaq                                                      |
| Preferred                  Share Purchase Rights | Nasdaq                                                      |

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**PART        IV**

**ITEM        15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM        8-K**

**Exhibits**
**(Numbered        in accordance with Item 601 of Regulation S-K)**

**Exhibit        Index**

**Exhibit          Index**

| Exhibit                    Number | Exhibit                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |    |
|-----------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------|
| 3.1                               | Articles                    of Incorporation as in effect on April 8, 2005 (incorporated                    by reference                    to Exhibit 3.2 of Amendment No. 1 to the registrant's Quarterly                    Report on                    Form 10-Q for the quarter ended March 31, 2005).                                                                                                                                                                                                                                             |    |
| 3.2                               | Bylaws                    (incorporated by reference to Exhibit 3.2 of the registrant's                    Quarterly                    Report on Form 10-Q for the quarter ended September 30,                    1996)                                                                                                                                                                                                                                                                                                                                 |    |
| 3.3                          | Rights                    Agreement between Capital Corp of the West and Harris Trust Company                    of                    California dated as of September 26, 1997, including Form of                    Right                    Certificate attached thereto as Exhibit B (incorporated by reference                    to                    Exhibit 4 to the registrant’s Registration Statement on Form 8-A filed                    with the SEC on October 1, 1997).                                                          |    |
| 4.1                               | Indenture,                    dated as of February 22, 2001 between Capital Corp of the West, as                    Issuer, and State Street Bank and Trust Company of Connecticut,                    National                    Association, as Trustee (incorporated by reference to Exhibit 4.1 to                    Quarterly Report on Form 10-Q of the registrant for the quarter                    ended                    September 30, 2003)                                                                                |    |
| 4.2                               | Amended                    and Restated Declaration of Trust by and between State Street                    Bank and                    Trust Company of Connecticut, National Association, as Trustee,                    and                    Capital Corp of the West, as Sponsor (incorporated by reference                    to                    Exhibit 4.2 to Quarterly Report on Form 10-Q of the registrant for                    the quarter ended September 30, 2003)                                                         |    |
| 4.3                               | Indenture,                    dated as of December 17, 2003 between Capital Corp of the West, as                    Issuer, and U S. Bank National Association as Trustee (incorporated                    by reference to Exhibit 4.3 to Annual Report on Form 10-K of the                    registrant for the year ended December 31, 2003)                                                                                                                                                                                           |    |
| 4.4                               | Amended                    and Restated Declaration of Trust by and among U. S. Bank National                    Association, as Institutional Trustee, and Capital Corp of the                    West, as                    Sponsor and Kenneth K. Lee, Janey Cabral, and David Curtis, as                    Administrators, dated as of December 17, 2003 (incorporated by                    reference to Exhibit 4.4 to Annual Report on Form 10-K of the                    registrant for the year ended December 31, 2003) |    |
| 10.1                              | Employment                    Agreement between Thomas T. Hawker and Capital Corp. of the West                    dated                    January 1, 2002 (incorporated by reference to Exhibit 10 to Quarterly                    Report on Form 10-Q of the registrant for the Quarter Ended March                    31,                    2004)                                                                                                                                                                                                    | *  |
| 10.2                              | Employment                    Agreement between Thomas T. Hawker and Capital Corp. of the West                    dated                    January 1, 2005 (incorporated by reference to Exhibit 10 to Current                    Report                    on Form 8-K of the registrant dated November 4, 2004)                                                                                                                                                                                                                                        | *       |
| 10.3                              | Form                    of Severance Agreement for certain executive officers of the                    registrant                    (incorporated by reference to Exhibit 99.1 to Current Report                    on Form 8-K                    of the registrant dated December 27, 2004)                                                                                                                                                                                                                                                          | *       |
| 10.4                              | Director                    Elective Income Deferral Agreement (incorporated by reference                    to Exhibit                    99.1 to Current Report on Form 8-K of the registrant dated December                    23,                    2004)                                                                                                                                                                                                                                                                                           | *       |
| 10.5                              | Director                    Deferred Compensation Elections (incorporated by reference to                    Exhibit 99.2                    to Current Report on Form 8-K of the registrant dated December                    23,                    2004)                                                                                                                                                                                                                                                                                              | *       |
| 10.6                              | 1992                    Stock Option Plan (incorporated by reference to Exhibit 10.6                    of the Annual                    Report on Form 10-K of the registrant for the year ended December                    31,                    1995).                                                                                                                                                                                                                                                                                              | *       |
| 10.7                              | 2002                    Stock Option Plan (incorporated by reference to Exhibit A to                    the                    registrant’s proxy statement dated March 13, 2002)                                                                                                                                                                                                                                                                                                                                                                  | *       |
| 10.8                         | Salary                    Continuation Agreement dated July 20, 2005, between Capital Corp                    of the                    West and John J. Incandela, Executive Vice President and Chief                    Credit                    Officer of the Bank (filed as Exhibit 99.1 to Current Report                    on Form 8-K                    of the registrant dated February 14, 2006)                                                                                                                                            | *  |
| 10.9                              | Severance                    Agreement dated June 20, 2005 between Capital Corp of the West                    and John J.                    Incandela (Filed as Exhibit 99.2 to Current Report on Form 8-K                    of the                    registrant dated February 14, 2006).                                                                                                                                                                                                                                                           | *       |
| 10.10                             | Change-in-Control                    Agreement between R. Dale McKinney and Capital Corp of the West                    (filed as                    Exhibit 10.6 of the Annual Report on Form 10-K of the registrant                    for the                    year ended December 31, 1999).                                                                                                                                                                                                                                                       | *       |
| 10.11                             | [Reserved]                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |    |
| 10.12                             | Amended                    Executive Salary Continuation Agreement between senior executive                    management and Capital Corp of the West. (incorporated by reference                    to                    Exhibit 10.10 to Quarterly Report on Form 10-Q of the registrant                    for the                    quarter ended September 30, 2003).                                                                                                                                                                            | *  |
| 10.13                             | Press                    Release of the registrant dated November 29, 2005 announcing                    acceleration                    of stock option vesting (incorporated by reference to Exhibit                    99.1 to                    Current Report on Form 8-K of the registrant dated November 29,                    2005).                                                                                                                                                                                                           | *  |
| 10.14                        | Salary                    Continuation Agreement** **dated                    April 1, 2006, between Capital Corp of the West and Katherine                    Wohlford,                    Executive Vice President and Chief Administrative Officer of                    the Bank                    (filed as Exhibit 99.1 to Current Report on Form 8-K of the registrant                    dated April 7, 2006, as amended by Amendment No. 1)                                                                                               | *  |
| 10.15                        | Severance                    Agreement dated March 29, 2006 between Capital Corp of the West                    and                    Katherine Wohlford (Filed as Exhibit 99.2 to Current Report on                    Form 8-K of                    the registrant dated April 7, 2006, as amended by Amendment No.                    1).                                                                                                                                                                                                           | *  |
| 10.16                        | Salary                    Continuation Agreement** **dated                    June 26, 2006, between Capital Corp of the West and Richard de                    la Pena,                    Executive Vice President and General Counsel of the Bank (filed                    as Exhibit                    99.1 to Current Report on Form 8-K of the registrant dated July                    7,                    2006)                                                                                                                         | *  |
| 10.17                             | Severance                    Agreement dated June 26, 2006 between Capital Corp of the West                    and Richard                    de la Pena (Filed as Exhibit 99.2 to Current Report on Form 8-K                    of the                    registrant dated July 7, 2006).                                                                                                                                                                                                                                                               | *       |
| 10.18                             | Salary                    Continuation Agreement** **dated                    June 19, 2006, between Capital Corp of the West and David A.                    Heaberlin,                    Executive Vice President and Chief Financial Officer of the Bank                    (filed as                    Exhibit 99.1 to Current Report on Form 8-K of the registrant                    dated July 7,                    2006)                                                                                                                 | *  |
| 10.19                             | Severance                    Agreement dated June 19, 2006 between Capital Corp of the West                    and David                    A. Heaberlin (Filed as Exhibit 99.2 to Current Report on Form                    8-K of the                    registrant dated July 7, 2006).                                                                                                                                                                                                                                                               | *       |
| 10.20                             | Form                    of Director Elective Income Deferral Agreement (Filed as Exhibit                    99.1 to                    Current Report on Form 8-K of the registrant dated December 15,                    2006)                                                                                                                                                                                                                                                                                                                          | *       |
| 10.21                             | Director                    Elective Income Deferral Agreement between Dorothy Bizzini and                    the                    registrant dated December 15, 2006 (Filed as Exhibit 99.1 to                    Current                    Report on Form 8-K of the registrant dated December 15,                    2006)                                                                                                                                                                                                                         | *  |
| 10.22                             | Director                    Elective Income Deferral Agreement between David Bonnar and the                    registrant                    dated December 15, 2006 (Filed as Exhibit 99.1 to Current Report                    on Form                    8-K of the registrant dated December 15, 2006)                                                                                                                                                                                                                                               | *  |
| 10.23                        | Director                    Elective Income Deferral Agreement between John Fawcett and the                    registrant                    dated December 15, 2006 (Filed as Exhibit 99.1 to Current Report                    on Form                    8-K of the registrant dated December 15, 2006)                                                                                                                                                                                                                                               | *  |
| 10.24                        | Director                    Elective Income Deferral Agreement between Jerry E. Callister                    and the                    registrant dated December 15, 2006 (Filed as Exhibit 99.1 to                    Current                    Report on Form 8-K of the registrant dated December 15,                    2006)                                                                                                                                                                                                                      | *  |
| 11                                | Statement                    Regarding the Computation of Earnings Per Share (incorporated                    herein by                    reference from Note 1 of the Company's Consolidated Financial                    Statements, filed as Exhibit 13 to this report).                                                                                                                                                                                                                                                                        |    |
| 14                                | Code                    of Ethics (incorporated by reference to Exhibit 99.1 to Current                    Report on                    Form 8-K of the registrant dated December 7, 2004).                                                                                                                                                                                                                                                                                                                                                              |    |
| 21                                | List                    of Subsidiaries                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |    |
| 23.1                              | Independent                    Registered Public Accounting Firm’s Consent Regarding Financial                    Statements                                                                                                                                                                                                                                                                                                                                                                                                                       |    |
| 31.1                              | Certification                    of Registrant’s Chief Executive Officer Pursuant to Section 302 of the                    Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                             |    |
| 31.2                              | Certification                    of Registrant’s Chief Financial Officer Pursuant to Section 302 of the                    Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                              |    |
| *                                 | Denotes                    management contract or compensatory plan arrangement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |    |

**Financial        Statement Schedules**

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**SIGNATURES**

**CAPITAL        CORP OF THE WEST**

| Date:                  August 8, 2007 | By:                  /s/ Thomas T. Hawker              |
|---------------------------------------|--------------------------------------------------------|
|                                  | THOMAS                  T. HAWKER                      |
|                                  | President                  and Chief Executive Officer |
|                                  | (Principal                  Executive Officer)         |

| Date:                  August 8, 2007 | By:                  /s/ David A. Heaberlin                               |
|---------------------------------------|---------------------------------------------------------------------------|
|                                  | DAVID                  A. HEABERLIN                                       |
|                                  | Executive                  Vice President and                             |
|                                  | Chief                  Financial Officer and Principal Accounting Officer |
|                                  | (Principal                  Financial and Accounting Officer)             |

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| Signature                               |   | Capacity                                     |   | Date                            |
|-----------------------------------------|--------|----------------------------------------------|--------|---------------------------------|
|                                    |   |                                         |   |                            |
| /s/                  Jerry E. Callister |   | Chairman                  of the             |   | August                  8, 2007 |
| JERRY                  E. CALLISTER     |   | Board                  of Directors          |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  Thomas T. Hawker   |   | Director/CEO                  and            |   | August                  8, 2007 |
| THOMAS                  T. HAWKER       |   | Principal                  Executive Officer |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  David A. Heaberlin |   | Chief                  Financial Officer     |   | August                  8, 2007 |
| DAVID                  A. HEABERLIN     |   | Principal                  Financial and     |   |                            |
|                                    |   | Accounting                  Officer          |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  Dorothy L. Bizzini |   | Director                                     |   | August                  8, 2007 |
| DOROTHY                  L. BIZZINI     |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  David X. Bonnar    |   | Director                                     |   | August                  8, 2007 |
| DAVID                  X. BONNAR        |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  John Fawcett       |   | Director                                     |   | August                  8, 2007 |
| JOHN                  FAWCETT           |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  Curtis R. Grant    |   | Director                                     |   | August                  8, 2007 |
| CURTIS                  R. GRANT        |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  G. Michael Graves  |   | Director                                     |   | August                  8, 2007 |
| G                  MICHAEL GRAVES       |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  Curtis Riggs       |   | Director                                     |   | August                  8, 2007 |
| CURTIS                  RIGGS           |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
|                                    |   |                                         |   |                            |
| /s/                  Jerry Tahajian     |   | Director                                     |   | August                  8, 2007 |
| JERRY                  TAHAJIAN         |   |                                         |   |                            |