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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1. Name and Address of Reporting Person *   STADIUM CAPITAL MANAGEMENT LLC 2. Date of Event Requiring Statement (Month/Day/Year) 01/23/2012 3. Issuer Name and Ticker or Trading Symbol INTERMOUNTAIN COMMUNITY BANCORP [IMCB] (Last) (First) (Middle) 199 ELM STREET 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW CANAAN, CT 06840-5321 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ 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 2,845,807 I (1) By Stadium Capital Partners, L.P. Common Stock 247,462 I (2) By Stadium Capital Qualified Partners, L.P.

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
Mandatorily Convertible Cumulative Part Pref Stock, Series B	  (3)	  (4)	Non-Voting Common Stock	274,283.86	$ 1	I (1)	By Stadium Capital Partners, L.P.
Mandatorily Convertible Cumulative Part Pref Stock, Series B	  (3)	  (4)	Non-Voting Common Stock	23,850.76	$ 1	I (2)	By Stadium Capital Qualified Partners, L.P.
Warrant	01/23/2012	01/23/2015	Non-Voting Common Stock	782,000	$ 1	I (1)	By Stadium Capital Partners, L.P.
Warrant	01/23/2012	01/23/2015	Non-Voting Common Stock	68,000	$ 1	I (2)	By Stadium Capital Qualified Partners, L.P.

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
STADIUM CAPITAL MANAGEMENT LLC 199 ELM STREET NEW CANAAN, CT 06840-5321	  X	  X	Â	Â
KENT BRADLEY R 199 ELM STREET NEW CANAAN, CT 06840	Â	  X	Â	Â
STADIUM CAPITAL PARTNERS L P 199 ELM STREET NEW CANAAN, CT 06840	  X	Â	Â	Â
STADIUM CAPITAL QUALIFIED PARTNERS LP 199 ELM STREET NEW CANAAN, CT 06840	  X	Â	Â	Â
SEAVER ALEXANDER M 199 ELM STREET NEW CANAAN, NY 06840	Â	  X	Â	Â

Signatures

Stadium Capital Management, LLC, by Bradley R. Kent, Manager		02/02/2012
**Signature of Reporting Person		Date
Alexander M. Seaver		02/02/2012
**Signature of Reporting Person		Date
Bradley R. Kent		02/02/2012
**Signature of Reporting Person		Date
Stadium Capital Partners, L.P., by Stadium Capital Management, LLC, its general partner, by Bradley R. Kent, Manager		02/02/2012
**Signature of Reporting Person		Date
Stadium Capital Qualified Partners, L.P., by Stadium Capital Management, LLC, its general partner, by Bradley R. Kent, Manager		02/02/2012
**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 reported securities are owned directly by Stadium Capital Partners, L.P., and indirectly by Stadium Capital Management, LLC as general partner of Stadium Capital Partners, L.P., Alexander M. Seaver as a manager of Stadium Capital Management, LLC, and Bradley R. Kent as a manager of Stadium Capital Management, LLC. Stadium Capital Management, LLC, Alexander M. Seaver and Bradley R. Kent disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein.
(2)	The reported securities are owned directly by Stadium Capital Qualified Partners, L.P., and indirectly by Stadium Capital Management, LLC as general partner of Stadium Capital Qualified Partners, L.P., Alexander M. Seaver as a manager of Stadium Capital Management, LLC, and Bradley R. Kent as a manager of Stadium Capital Management, LLC. Stadium Capital Management, LLC, Alexander M. Seaver and Bradley R. Kent disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein.
(3)	The Preferred Stock, Series B, will automatically convert into a new series of non-voting common stock at a conversion price of $1.00 per share upon approval by Intermountain's shareholders of an amendment to Intermountain's Articles of Incorporation to authorize shares of non-voting stock.
(4)	Expiration date is not applicable.
  Remarks: Stadium Capital Partners, L.P. and Stadium Capital Qualified Partners, L.P. are jointly entitled to appoint a representative to Intermountain's board of directors pursuant to their respective securities purchase agreements as reported by Intermountain in a Form 8-K filed with the SEC on 1/23/12.  John L. Welborn Jr. was appointed to the board of Intermountain pursuant to these contractual rights.

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