SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

MAIL STOP 3561

      	December 7, 2005

Mr. Steven Halverson, President and CEO
Canyon Bancorporation
7981 North Oracle Road
Tucson, Arizona 85704

      Re:	Canyon Bancorporation
      Amendment No. 1 to Offering Statement on Form 1-A
   File No. 24-10129
		Filed September 29, 2005

Dear Mr. Halverson:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Offering Circular Cover Page
1. Please revise the second bullet point, "[t]here is no minimum
offering amount ..." to reflect the revised maximum offering
proceeds
of $2,700,000.

Use of Proceeds, page 11
2. The revised "Use of proceeds" disclosure indicates that you
"anticipate" contributing all proceeds to the bank.  If you are
reserving the right to use the proceeds at the holding company
level,
please clarify the extent to which proceeds may be used at the
holding company level and disclose the contingencies which would
cause that event.  See Instruction 6 to Item 5.

Loan Policy, page 18
3. Please provide more details on the substance of your loan
criteria.

Asset Quality, page 40
4. Please provide more details on the current market conditions
and
peer bank ratios which influenced the increased loan loss reserve
in
the first part of 2005.

Remuneration of Directors and Officers, page 42
5. We note that you have added disclosure on page 43 in response
to
our comment 27.  Please advise us whether the stock options are
the
only form of non-cash remuneration given to executives.  If not,
please add disclosure discussing all such non-cash compensation.
See
Instruction 1 to Item 9(a).

Executive Officer Stock Options, page 46
6. Please revise your tabular presentation on page 46 to include a
presentation of stock options held by all officers and directors
as a
group, as required by Item 10(d) and 10(a)(2).  The reference to
"group" was inadvertently omitted from 10(d).  See the instruction
to
Item 10(d), which refers to group disclosure.

Certain Transactions and Relationships, page 48
7. We note your disclosure on page 48 that the company purchased 2
properties from related parties in 2004.  Please confirm that the
purchase price for these properties has already been paid, and
that
there are no amounts outstanding on any loans associated with
these
purchases.  If there continue to be amounts outstanding related to
these purchases, please disclose the terms of the indebtedness,
and
state whether any offering proceeds will be used to repay the
indebtedness.

Part F/S
8. Please note the updating requirements for your financial
statements as set forth in Part F/S of the Form 1-A instructions

Consent of Independent Certified Public Accountants, Exhibit 10.1
9. Please provide a current dated consent of the independent
accountants with your amended filing in accordance with Part III-
Exhibits Item 2(10) of the Form 1-A general instructions.

Closing Comments

      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Notwithstanding our comments, in the event the company
requests
acceleration of the qualification date of the pending offering
statement, it should furnish a letter, at the time of such
request,
acknowledging that

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing qualified, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing qualified, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and
* the company may not assert this action as defense in any
proceeding
initiated by the Commission or any person under the federal
securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
qualification date of the offering statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 as they relate
to
the proposed public offering of the securities specified in the
above
offering statement.  We will act on the request and, pursuant to
delegated authority, grant acceleration of the qualification date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
qualification date.

	Any questions regarding the accounting comments may be
directed
to Brian Bhandari at (202) 551-3390.  Questions on other
disclosure
issues may be directed to Jay Williamson at (202) 551-3393.

								Sincerely,

								John Reynolds
      Assistant Director

cc:	Bart E. Bartholdt
	Fax: (206) 340-9599

Mr. Steven Halverson
Canyon Bancorporation
December 7, 2005
p. 1

</TEXT>
</DOCUMENT>