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 *
  BOCO Investments LLC
2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2008
3. Issuer Name and Ticker or Trading Symbol
CAPTERRA FINANCIAL GROUP, INC. [CPTA]
(Last)
(First)
(Middle)
103 WEST MOUNTAIN AVE.
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

FORT COLLINS, CO 80524
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 4,687,500 (1) (4)
D
 
Common Stock 4,687,500 (2) (4)
D
 
Common Stock 361,379 (3) (4)
D
 

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BOCO Investments LLC
103 WEST MOUNTAIN AVE.
FORT COLLINS, CO 80524
    X    

Signatures

/s/ Joseph C. Zimlich, General Manager 08/04/2008
**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 reporting person converted 250,000 shares of Series A Convertible Preferred Stock on June 30, 2008, at a conversion price negotiated between the reporting person and the Issuer of $0.32 per share, resulting in the acquisition of 9,375,000 shares of the Issuer's Common Stock.
(2) The reporting person exchanged $3,000,000 of Subordinated Revolving Notes on June 30, 2008, at an exchange price of $0.32 per share, resulting in the acquisition of 9,375,000 shares of the Issuer's Common Stock.
(3) The reporting person exchanged $3,000,000 of Subordinated Revolving Notes on June 30, 2008, at an exchange price of $0.32 per share, resulting in the acquisition of 9,375,000 shares of the Issuer's Common Stock.
(4) As of July 21, 2008, the Issuer effected a two-for-one reverse stock split. As a result, the reporting person now owns a total of 9,736,379 shares of the Issuer's Common Stock.

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