0001047469-05-018942 Sample Contracts

GUARANTEE AGREEMENT
Guarantee Agreement • July 6th, 2005 • Cowlitz Bancorporation • State commercial banks • New York

This GUARANTEE AGREEMENT (this "Guarantee"), dated as of April 29, 2005, is executed and delivered by Cowlitz Bancorporation, a Washington corporation (the "Guarantor"), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the "Guarantee Trustee"), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Cowlitz Statutory Trust I, a Delaware statutory trust (the "Issuer").

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COWLITZ BANCORPORATION 12,000 Capital Securities Floating Rate Capital Securities (Liquidation Amount $1,000.00 per Capital Security) PLACEMENT AGREEMENT
Placement Agreement • July 6th, 2005 • Cowlitz Bancorporation • State commercial banks • New York

Ratio of Double Leverage (BHCP0365)/(BHCP3210) Schedule PC in the LP Total equity investments in subsidiaries divided by the total equity capital. This field is calculated at the parent company level. "Subsidiaries" include bank, bank holding company, and nonbank subsidiaries.

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