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): December 31, 2003
  
  
                            Sutter Holding Company, Inc.
  
               (Exact name of registrant as specified in its charter)
  
  
  
             Delaware                    1-15733                 59-2651232
          (State or other              (Commission            (I.R.S. Employer
  jurisdiction of incorporation)       File Number)           Identification No.)
  
  
                             150 Post Street, Suite 405
                           San Francisco, California 94108
  
                 (Address of principal executive offices) (zip code)
  
                                   (415) 788-1441
                           (Registrant's telephone number,
                                including area code)
  
  
  
           (Former name or former address, if changed since last report.)
  
  
  
  
  
  
  <PAGE>
  
  
  
  Item 5.       Other Events and Regulation FD Disclosure
  
  As reported in the registrant's Annual Report on Form 10-K for the year ended
  December 31, 2002, on January 14, 2003, the registrant acquired all of the
  outstanding shares of Easton Mortgage Corporation (EMC), a California
  corporation, a mortgage broker operating in the states of California and
  Colorado.
  
  The acquisition price was approximately $3,750,000, subject to adjustments in
  the form of a reduction in the face value of the promissory notes issued to the
  selling shareholders as purchase consideration, such adjustments to be based on
  the performance of EMC. The registrant paid $1,000,000 cash, $25,000 of which
  was paid in 2002, and $975,000 of which was paid on January 14, 2003, and issued
  promissory notes payable to the shareholders in the aggregate amount of
  $2,750,000. The notes bear interest at 4% per annum, and are secured by a pledge
  agreement, a guaranty by EMC, and a security agreement. In addition, the
  registrant issued warrants for the purchase of 60,000 shares of its common stock
  at an exercise price of $11 per share, exercisable for five years, to specified
  stockholders of EMC.
  
  As of December 31, 2003, the principal amount of these purchase money promissory
  notes payable to the EMC selling shareholders were reduced in by an aggregate
  amount of $400,000 by the execution by the registrant of amended and restated
  promissory notes replacing the original notes. The aggregate outstanding
  principal balance of $2,254,497 prior to the restatement of the notes was
  reduced to an aggregate of $1,854,497 after the restatement.
  
  In addition, as of December 10,2003, Craig Bush submitted his resignation from
  the registrant's board of directors. The text of his letter of resignation
  stated, "I hereby resign as a director of Sutter Holding Company, Inc. for
  personal reasons. No disagreement exists between myself and the company or any
  other member of the board, and I am not owed any compensation relating to my
  prior service as a director."
  
  
  
                                     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.
  
  
  
  
  Dated: January 5, 2004            SUTTER HOLDING COMPANY, INC
  
                                    By: s/ ROBERT E. DIXON
                                        ------------------
                                        Robert E. Dixon,
                                        Co-Chief Executive Officer
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
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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": "04504542"}, "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): December 31, 2003
  
                            Sutter Holding Company, Inc.
  
               (Exact name of registrant as specified in its charter)
  
             Delaware                    1-15733                 59-2651232
          (State or other              (Commission            (I.R.S. Employer
  jurisdiction of incorporation)       File Number)           Identification No.)
  
                             150 Post Street, Suite 405
                           San Francisco, California 94108
  
                 (Address of principal executive offices) (zip code)
  
                                   (415) 788-1441
                           (Registrant's telephone number,
                                including area code)
  
           (Former name or former address, if changed since last report.)
  Item 5.       Other Events and Regulation FD Disclosure
  
  As reported in the registrant's Annual Report on Form 10-K for the year ended
  December 31, 2002, on January 14, 2003, the registrant acquired all of the
  outstanding shares of Easton Mortgage Corporation (EMC), a California
  corporation, a mortgage broker operating in the states of California and
  Colorado.
  
  The acquisition price was approximately $3,750,000, subject to adjustments in
  the form of a reduction in the face value of the promissory notes issued to the
  selling shareholders as purchase consideration, such adjustments to be based on
  the performance of EMC. The registrant paid $1,000,000 cash, $25,000 of which
  was paid in 2002, and $975,000 of which was paid on January 14, 2003, and issued
  promissory notes payable to the shareholders in the aggregate amount of
  $2,750,000. The notes bear interest at 4% per annum, and are secured by a pledge
  agreement, a guaranty by EMC, and a security agreement. In addition, the
  registrant issued warrants for the purchase of 60,000 shares of its common stock
  at an exercise price of $11 per share, exercisable for five years, to specified
  stockholders of EMC.
  
  As of December 31, 2003, the principal amount of these purchase money promissory
  notes payable to the EMC selling shareholders were reduced in by an aggregate
  amount of $400,000 by the execution by the registrant of amended and restated
  promissory notes replacing the original notes. The aggregate outstanding
  principal balance of $2,254,497 prior to the restatement of the notes was
  reduced to an aggregate of $1,854,497 after the restatement.
  
  In addition, as of December 10,2003, Craig Bush submitted his resignation from
  the registrant's board of directors. The text of his letter of resignation
  stated, "I hereby resign as a director of Sutter Holding Company, Inc. for
  personal reasons. No disagreement exists between myself and the company or any
  other member of the board, and I am not owed any compensation relating to my
  prior service as a director."
  
                                     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.
  
  Dated: January 5, 2004            SUTTER HOLDING COMPANY, INC
  
                                    By: s/ ROBERT E. DIXON
                                        ------------------
                                        Robert E. Dixon,
                                        Co-Chief Executive Officer
  
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