Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Pass David
2. Date of Event Requiring Statement (Month/Day/Year)
06/09/2009
3. Issuer Name and Ticker or Trading Symbol
COBIZ FINANCIAL INC [COBZ]
(Last)
(First)
(Middle)
821 17TH STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP and CIO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DENVER, CO 80202
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 3,195 (1)
D
 
Common Stock 3,084
I
by Managed Account

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Incentive Stock Option (right to buy) 04/22/2003(2) 04/22/2012 Common Stock 15,000 $ 11.3 D  
Incentive Stock Option (right to buy) 05/06/2006(3) 05/06/2015 Common Stock 3,329 $ 17.31 D  
Non-Qualified Stock Option (right to buy) 05/20/2010(4) 05/20/2016 Common Stock 3,000 $ 6.62 D  
Non-Qualified Stock Option (right to buy) 05/14/2008(3) 05/14/2015 Common Stock 50 $ 11.26 D  
Non-Qualified Stock Option (right to buy) 05/14/2009(5) 05/14/2015 Common Stock 3,000 $ 12.39 D  
Non-Qualified Stock Option (right to buy) 05/06/2005(3) 05/06/2015 Common Stock 1,671 $ 17.31 D  
Non-Qualified Stock Option (right to buy) 05/16/2008(6) 05/16/2014 Common Stock 1,500 $ 18.65 D  
Non-Qualified Stock Option (right to buy) 05/19/2006(7) 05/19/2012 Common Stock 1,500 $ 19.81 D  
Non-Qualified Stock Option (right to buy) 05/16/2008(8) 05/16/2014 Common Stock 1,500 $ 20.52 D  
Non-Qualified Stock Option (right to buy) 05/17/2007(9) 05/17/2013 Common Stock 1,500 $ 21.65 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pass David
821 17TH STREET
DENVER, CO 80202
      EVP and CIO  

Signatures

David Pass 06/16/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The 3,195 shares are comprised of common stock as follows: a) 2,250 shares are performance-based restricted shares issued 7/1/2008 and shall vest, if at all, on 7/1/2011; b) 945 shares are unrestricted.
(2) Options granted 4/22/02 and vest ratably over 4 years on the anniversary of the grant.
(3) Fully vested on grant date
(4) Options granted 5/20/09 and vest ratably over 3 years on the anniversary of the grant.
(5) Options granted 5/14/08 and vest ratably over 3 years on the anniversary of the grant.
(6) Options granted 5/16/07 and vest ratably over 5 years on the anniversary of the grant.
(7) Options granted 5/19/05 and vest ratably over 3 years on the anniversary of the grant.
(8) Options granted 5/16/07 and vest ratably over 3 years on the anniversary of the grant.
(9) Options granted 5/17/06 and vest ratably over 3 years on the anniversary of the grant.

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