content: SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, D.C. 20549
  
                                   --------------
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                       PURSUANT TO SECTION 13 OR 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934
  
  
          Date of report (Date of earliest event reported) August 26, 2004
                                                          -----------------
  
                            Sutter Holding Company, Inc.
                 --------------------------------------------------
                 (Exact Name of Registrant as Specified in Charter)
  
  
  
                Delaware                  001-15733            59-2651232
     -----------------------------    ----------------   ----------------------
     (State or Other Jurisdiction     (Commission File        (IRS Employer
            of Incorporation)              Number)       Identification No.)
  
  
  
          220 Montgomery Street, Suite 2100, San Francisco CA            94104
    ------------------------------------------------------------------ ----------
                 (Address of Principal Executive Offices)              (Zip Code)
  
  
       Registrant's telephone number, including area code    (415) 788-1441
       --------------------------------------------------    --------------
  
                                         N/A
       ----------------------------------------------------------------------
            (Former Name or Former Address, if Changed Since Last Report)
  
  
  
  
  <PAGE>
  
  
  Item 3.02 Unregistered Sales of Equity Securities.
  
  The registrant accepted subscriptions to a class of preferred stock to be
  created from four individual investors on August 26, 2004 ($100,000), August
  30, 2004 ($25,000) and October 1, 2004 ($50,000). The terms of the preferred
  stock to be issued pursuant to the subscriptions is to be determined by the
  terms of equity used as consideration in the next acquisition of a business
  operation or subsidiary by the registrant, or, if no such acquisition is made
  prior to December 31, 2004, then the registrant has committed to create, at such
  time, a class of non-redeemable, convertible preferred shares with a $6 per
  share liquidation preference and $6 initial conversion price per common share,
  with no dividend preference. The preferred shares will be convertible into
  common shares at the conversion price at the option of the holder and will be
  automatically converted to common shares on terms to be decided by the board.
  The securities were sold for cash. The transactions were exempt from
  registration under Section 4(2) of the Securities Act of 1933 as transactions
  non involving any public offering. Each of the subscribers is a sophisticated
  investor with sufficient knowledge and experience to understand the risks
  involved, each has substantial financial resources sufficient to bear the
  economic risk involved, and each has a pre-existing personal and/or business
  relationship with Robert Dixon and/or William Knuff, the co-chief executive
  officers of the registrant. None of the subscribers was solicited by means of
  any public advertisement or solicitation.
  
  On September 23, 2004, Sutter Capital Management, LLC, a company managed by
  Robert Dixon, acquired 4,167 shares of the registrant's common stock for cash at
  a purchase price of $6 per share; on September 23, 2004, William Knuff purchased
  8,333 shares of the registrant's common stock for cash at $6 per share; and on
  September 30, 2004, R. Michael Collins purchased 4,167 shares of the
  registrant's common stock for cash at $6 per share. The transactions were exempt
  from registration under Section 4(2) of the Securities Act of 1933 as
  transactions non involving any public offering. Each of the subscribers is a
  sophisticated investor with sufficient knowledge and experience to understand
  the risks involved, each has substantial financial resources sufficient to bear
  the economic risk involved, and each is currently an executive officer of the
  registrant. None of these purchasers was solicited by means of any public
  advertisement or solicitation
  
  
  SIGNATURE
  
  November 2, 2004                  SUTTER HOLDING COMPANY, INC.
  
                                    By: /s/ WILLIAM G. KNUFF, III
                                        ---------------------------------------
                                        William G. Knuff, III,
                                        Co-Chief Executive
                                        Officer and Chief Financial Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "sutterholding8kequity.txt", "description": "CURRENT REPORT", "secsgml_size_bytes": 4572}]
metadata_filer: {"company-data": {"conformed-name": "SUTTER HOLDING CO INC", "cik": "0001100202", "assigned-sic": "6211", "irs-number": "753111137", "state-of-incorporation": "DE", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-15733", "film-number": "041118973"}, "business-address": {"street1": "150 POST ST", "street2": "SUITE 405", "city": "SAN FRANCISCO", "state": "CA", "zip": "94108", "phone": "4157881441"}, "mail-address": {"street1": "150 POST ST", "street2": "SUITE 405", "city": "SAN FRANCISCO", "state": "CA", "zip": "94108"}, "former-company": {"former-conformed-name": "SHOCHET HOLDING CORP", "date-changed": "19991201"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, D.C. 20549
  
                                   --------------
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                       PURSUANT TO SECTION 13 OR 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934
  
          Date of report (Date of earliest event reported) August 26, 2004
                                                          -----------------
  
                            Sutter Holding Company, Inc.
                 --------------------------------------------------
                 (Exact Name of Registrant as Specified in Charter)
  
                Delaware                  001-15733            59-2651232
     -----------------------------    ----------------   ----------------------
     (State or Other Jurisdiction     (Commission File        (IRS Employer
            of Incorporation)              Number)       Identification No.)
  
          220 Montgomery Street, Suite 2100, San Francisco CA            94104
    ------------------------------------------------------------------ ----------
                 (Address of Principal Executive Offices)              (Zip Code)
  
       Registrant's telephone number, including area code    (415) 788-1441
       --------------------------------------------------    --------------
  
                                         N/A
       ----------------------------------------------------------------------
            (Former Name or Former Address, if Changed Since Last Report)
  Item 3.02 Unregistered Sales of Equity Securities.
  
  The registrant accepted subscriptions to a class of preferred stock to be
  created from four individual investors on August 26, 2004 ($100,000), August
  30, 2004 ($25,000) and October 1, 2004 ($50,000). The terms of the preferred
  stock to be issued pursuant to the subscriptions is to be determined by the
  terms of equity used as consideration in the next acquisition of a business
  operation or subsidiary by the registrant, or, if no such acquisition is made
  prior to December 31, 2004, then the registrant has committed to create, at such
  time, a class of non-redeemable, convertible preferred shares with a $6 per
  share liquidation preference and $6 initial conversion price per common share,
  with no dividend preference. The preferred shares will be convertible into
  common shares at the conversion price at the option of the holder and will be
  automatically converted to common shares on terms to be decided by the board.
  The securities were sold for cash. The transactions were exempt from
  registration under Section 4(2) of the Securities Act of 1933 as transactions
  non involving any public offering. Each of the subscribers is a sophisticated
  investor with sufficient knowledge and experience to understand the risks
  involved, each has substantial financial resources sufficient to bear the
  economic risk involved, and each has a pre-existing personal and/or business
  relationship with Robert Dixon and/or William Knuff, the co-chief executive
  officers of the registrant. None of the subscribers was solicited by means of
  any public advertisement or solicitation.
  
  On September 23, 2004, Sutter Capital Management, LLC, a company managed by
  Robert Dixon, acquired 4,167 shares of the registrant's common stock for cash at
  a purchase price of $6 per share; on September 23, 2004, William Knuff purchased
  8,333 shares of the registrant's common stock for cash at $6 per share; and on
  September 30, 2004, R. Michael Collins purchased 4,167 shares of the
  registrant's common stock for cash at $6 per share. The transactions were exempt
  from registration under Section 4(2) of the Securities Act of 1933 as
  transactions non involving any public offering. Each of the subscribers is a
  sophisticated investor with sufficient knowledge and experience to understand
  the risks involved, each has substantial financial resources sufficient to bear
  the economic risk involved, and each is currently an executive officer of the
  registrant. None of these purchasers was solicited by means of any public
  advertisement or solicitation
  
  SIGNATURE
  
  November 2, 2004                  SUTTER HOLDING COMPANY, INC.
  
                                    By: /s/ WILLIAM G. KNUFF, III
                                        ---------------------------------------
                                        William G. Knuff, III,
                                        Co-Chief Executive
                                        Officer and Chief Financial Officer