UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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SCHEDULE
13D
Under
the Securities Exchange of 1934
(Amendment
No. 6)*
Cascade
Bancorp
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(Name
of Issuer)
Common
Stock, no par value
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(Title
of Class of Securities)
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147154108 | ||
(CUSIP
Number)
Mark
J. Menting, Esq.
Sullivan
& Cromwell LLP
125
Broad Street
New
York, NY 10004
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(Name,
Address and Telephone Number of Person Authorized to
Receive
Notices and Communications)
December 23,
2009
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(Date
of Event which Requires Filing of this Statement)
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CUSIP No.
147154108
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1
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NAME
OF REPORTING PERSONS.
David
F. Bolger
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
[_]
(b)
[X]
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||
3
|
SEC
USE ONLY
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|||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
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|||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
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[_]
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||
6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Florida,
USA
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
2,542,664
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||
8
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SHARED
VOTING POWER
920,380
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|||
9
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SOLE
DISPOSITIVE POWER
2,542,664
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|||
10
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SHARED
DISPOSITIVE POWER
920,380
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|||
11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,463,044
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|||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
[_]
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.3%
|
|||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
CUSIP No.
147154108
|
1
|
NAME
OF REPORTING PERSONS.
Two-Forty
Associates, a Pennsylvania Limited Partnership
|
|||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
[_]
(b)
[X]
|
||
3
|
SEC
USE ONLY
|
|||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
|
|||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
|
[_]
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Pennsylvania,
USA
|
|||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||
8
|
SHARED
VOTING POWER
192,321
|
|||
9
|
SOLE
DISPOSITIVE POWER
0
|
|||
10
|
SHARED
DISPOSITIVE POWER
192,321
|
|||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
192,321
|
|||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
[_]
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7%
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|||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
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CUSIP No.
147154108
|
1
|
NAME
OF REPORTING PERSONS.
The
David F. Bolger 2008 Grantor Retained Annuity Trust
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
[_]
(b)
[X]
|
||
3
|
SEC
USE ONLY
|
|||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
|
|||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
|
[_]
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Florida,
USA
|
|||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||
8
|
SHARED
VOTING POWER
728,059
|
|||
9
|
SOLE
DISPOSITIVE POWER
0
|
|||
10
|
SHARED
DISPOSITIVE POWER
728,059
|
|||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
728,059
|
|||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
[_]
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.6%
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|||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
CUSIP No.
147154108
|
1
|
NAME
OF REPORTING PERSONS.
The
David F. Bolger 2008 Nongrantor Charitable Lead Annuity
Trust
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|||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
[_]
(b)
[_]
|
||
3
|
SEC
USE ONLY
|
|||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
|
|||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
|
[_]
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Florida,
USA
|
|||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
||
8
|
SHARED
VOTING POWER
0
|
|||
9
|
SOLE
DISPOSITIVE POWER
0
|
|||
10
|
SHARED
DISPOSITIVE POWER
0
|
|||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
[_]
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
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|||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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Security
and Issuer
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Item
3.
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Source
and Amount of Funds or Other
Consideration
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Item
4.
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Purpose
of the Transaction
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•
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First
annual payment: 14.9235000% of the initial fair market value of the
GRAT.
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|
•
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Second
annual payment: 17.9082000% of the initial fair market value of the
GRAT.
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•
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Third
annual payment: 21.4898400% of the initial fair market value of the
GRAT.
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•
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Fourth
annual payment: 25.7878080% of the initial fair market value of the
GRAT.
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•
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Fifth
annual payment: 30.9453696% of the initial fair market value of the
GRAT.
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Item
5.
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Interest
in Securities of the Issuer
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Exhibit
No.
|
Description
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18.
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Securities
Purchase Agreement, dated as of October 29, 2009, between the Company and
David F. Bolger (incorporated by reference to Exhibit 17 of Amendment No.
5).
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DAVID
F. BOLGER
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/s/
David F. Bolger
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David
F. Bolger
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TWO-FORTY ASSOCIATES, a
Pennsylvania Limited Partnership
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By:
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The
David F. Bolger Revocable Trust, its General Partner
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By:
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/s/
David F. Bolger
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David
F. Bolger, its Trustee
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THE DAVID F. BOLGER 2008
GRANTOR RETAINED ANNUITY TRUST, an Irrevocable
Trust
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By:
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/s/
David F. Bolger
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David
F. Bolger, its Trustee
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THE DAVID F. BOLGER 2008
NONGRANTOR CHARITABLE LEAD ANNUITY TRUST, a Charitable Annuity
Trust
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By:
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/s/
Thomas M. Wells
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Thomas
M. Wells, its Trustee
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Exhibit
No.
|
Description
|
18.
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Securities
Purchase Agreement, dated as of October 29, 2009, between the Company and
David F. Bolger (incorporated by reference to Exhibit 17 of Amendment No.
5).
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