UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C. 20549





**FORM
      10-Q**





(Mark
      One)





**x**
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




For
      the
      quarterly period ended June 30, 2007





or





**o**
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




For
      the
      transition period from  to





Commission
      File Number 0-49677




WEST
      BANCORPORATION, INC.


(Exact
      Name of Registrant as Specified in its Charter)





IOWA
            42-1230603(State
                of Incorporation)
            (I.R.S.
                Employer Identification No.)





1601
      22 nd Street,
      West Des Moines, Iowa 50266





Telephone
      Number (515) 222-2300




Indicate
      by check mark whether the registrant (1) has filed all reports required by
      Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
      12 months (or for such shorter period that the registrant was required to file
      such reports), and (2) has been subject to such filing requirements for the
      past
      90 days.





Yes x No o





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
      one):




Large accelerated filer o
            Accelerated filer x
            Non-accelerated filer o




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).




Yes o No x





As
      of
      August 3, 2007, there were 17,536,682 shares of common stock, no par value
      outstanding.







PART
      I -
      FINANCIAL INFORMATION




Item
      1.
      Financial Statements




West
                  Bancorporation, Inc. and SubsidiariesConsolidated
                  Balance Sheets(unaudited)June
                  30,
              
              December
                  31,2007
              
              2006(in
                  thousands, except per share data)AssetsCash
                  and due from banks
              
              $
              27,329
              
              $
              35,063Federal
                  funds sold and other short-term investments
              
              
              9,555
              
              
              615Cash
                  and cash equivalents
              
              
              36,884
              
              
              35,678Securities
                  available for sale
              
              
              245,645
              
              
              256,731Federal
                  Home Loan Bank stock, at cost
              
              
              7,731
              
              
              4,847Total
                  securities
              
              
              253,376
              
              
              261,578Loans
              
              
              937,257
              
              
              904,422Allowance
                  for loan losses
              
              
              (8,779
              )
              
              (8,494
              )Loans,
                  net
              
              
              928,478
              
              
              895,928Premises
                  and equipment, net
              
              
              5,212
              
              
              5,375Accrued
                  interest receivable
              
              
              8,964
              
              
              8,587Goodwill
              
              
              24,930
              
              
              24,930Other
                  intangible assets
              
              
              2,559
              
              
              2,987Bank-owned
                  life insurance
              
              
              23,391
              
              
              22,956Other
                  assets
              
              
              10,940
              
              
              10,517Total
                  assets
              
              $
              1,294,734
              
              $
              1,268,536Liabilities
                  and Stockholders' EquityLiabilitiesDeposits:Noninterest-bearing
                  demand
              
              $
              187,575
              
              $
              203,964Interest-bearing
                  demand
              
              
              69,401
              
              
              57,605Savings
              
              
              216,376
              
              
              234,240Time,
                  in excess of $100,000
              
              
              220,414
              
              
              256,105Other
                  time
              
              
              163,938
              
              
              173,420Total
                  deposits
              
              
              857,704
              
              
              925,334Federal
                      funds purchased and securities sold underagreements
                      to repurchase
              
              
              144,060
              
              
              109,346Other
                  short-term borrowings
              
              
              40,860
              
              
              1,929Accrued
                  expenses and other liabilities
              
              
              11,637
              
              
              12,096Subordinated
                  notes
              
              
              20,619
              
              
              20,619Long-term
                  borrowings
              
              
              103,500
              
              
              85,400Total
                  liabilities
              
              
              1,178,380
              
              
              1,154,724Stockholders'
                  EquityCommon
                  stock, no par value; authorized 50,000,000 shares;17,536,682
                  shares issued and outstanding
              
              
              3,000
              
              
              3,000Additional
                  paid-in capital
              
              
              32,000
              
              
              32,000Retained
                  earnings
              
              
              84,357
              
              
              80,397Accumulated
                  other comprehensive loss
              
              
              (3,003
              )
              
              (1,585
              )Total
                  stockholders' equity
              
              
              116,354
              
              
              113,812Total
                  liabilities and stockholders' equity
              
              $
              1,294,734
              
              $
              1,268,536
  See
        accompanying notes to consolidated financial statements.




2




West
                  Bancorporation, Inc. and SubsidiariesConsolidated
                  Statements of Income(unaudited)Three
                  Months Ended June 30,
              
              Six
                  Months Ended June 30,(in
                  thousands, except per share data)
              
              2007
              
              2006
              
              2007
              
              2006Interest
                  income:Loans,
                  including fees
              
              $
              17,932
              
              $
              17,036
              
              $
              35,036
              
              $
              32,499Securities:Government
                  agencies and corporations
              
              
              1,491
              
              
              1,522
              
              
              2,987
              
              
              3,018States
                  and political subdivisions
              
              
              936
              
              
              1,029
              
              
              1,906
              
              
              2,072Other
              
              
              388
              
              
              398
              
              
              777
              
              
              726Federal
                  funds sold and other short-term investments
              
              
              271
              
              
              219
              
              
              560
              
              
              345Total
                  interest income
              
              
              21,018
              
              
              20,204
              
              
              41,266
              
              
              38,660Interest
                  expense:Demand
                  deposits
              
              
              452
              
              
              77
              
              
              777
              
              
              136Savings
                  deposits
              
              
              1,841
              
              
              1,919
              
              
              3,556
              
              
              3,632Time
                  deposits
              
              
              5,390
              
              
              6,132
              
              
              10,922
              
              
              10,989Federal
                  funds purchased and securities sold underagreements
                  to repurchase
              
              
              1,780
              
              
              846
              
              
              3,455
              
              
              1,758Other
                  short-term borrowings
              
              
              63
              
              
              12
              
              
              71
              
              
              26Subordinated
                  notes
              
              
              367
              
              
              367
              
              
              730
              
              
              730Long-term
                  borrowings
              
              
              1,337
              
              
              1,014
              
              
              2,656
              
              
              2,009Total
                  interest expense
              
              
              11,230
              
              
              10,367
              
              
              22,167
              
              
              19,280Net
                  interest income
              
              
              9,788
              
              
              9,837
              
              
              19,099
              
              
              19,380Provision
                  for loan losses
              
              
              350
              
              
              450
              
              
              650
              
              
              900Net
                  interest income after provision for loan losses
              
              
              9,438
              
              
              9,387
              
              
              18,449
              
              
              18,480Noninterest
                  income:Service
                  charges on deposit accounts
              
              
              1,211
              
              
              1,117
              
              
              2,339
              
              
              2,121Trust
                  services
              
              
              188
              
              
              195
              
              
              369
              
              
              363Investment
                  advisory fees
              
              
              2,043
              
              
              2,112
              
              
              4,002
              
              
              4,361Increase
                  in cash value of bank-owned life insurance
              
              
              219
              
              
              213
              
              
              435
              
              
              422Net
                  realized losses from sales of securitiesavailable
                  for sale
              
              
              (13
              )
              
              (38
              )
              
              (9
              )
              
              (144
              )Other
                  income
              
              
              387
              
              
              361
              
              
              769
              
              
              718Total
                  noninterest income
              
              
              4,035
              
              
              3,960
              
              
              7,905
              
              
              7,841Noninterest
                  expense:Salaries
                  and employee benefits
              
              
              3,355
              
              
              3,492
              
              
              6,971
              
              
              7,167Occupancy
              
              
              897
              
              
              866
              
              
              1,831
              
              
              1,722Data
                  processing
              
              
              473
              
              
              506
              
              
              940
              
              
              985Other
                  expenses
              
              
              1,183
              
              
              1,318
              
              
              2,620
              
              
              2,620Total
                  noninterest expense
              
              
              5,908
              
              
              6,182
              
              
              12,362
              
              
              12,494Income
                  before income taxes
              
              
              7,565
              
              
              7,165
              
              
              13,992
              
              
              13,827Income
                  taxes
              
              
              2,438
              
              
              2,283
              
              
              4,421
              
              
              4,400Net
                  income
              
              $
              5,127
              
              $
              4,882
              
              $
              9,571
              
              $
              9,427Earnings
                  per share, basic
              
              $
              0.29
              
              $
              0.28
              
              $
              0.55
              
              $
              0.54Cash
                  dividends per share
              
              $
              0.16
              
              $
              0.152
              
              $
              0.32
              
              $
              0.304




See
      accompanying notes to consolidated financial statements.


3


West
                  Bancorporation, Inc. and SubsidiariesConsolidated
                  Statements of Stockholders' Equity(unaudited)Six
                  Months Ended June 30,(in
                  thousands, except per share data)
              
              2007
              
              2006Common
                  stock:Beginning
                  of year balance
              
              $
              3,000
              
              $
              3,000End
                  of period balance
              
              
              3,000
              
              
              3,000Additional
                  paid-in capital:Beginning
                  of year balance
              
              
              32,000
              
              
              32,000End
                  of period balance
              
              
              32,000
              
              
              32,000Retained
                  earnings:Beginning
                  of year balance
              
              
              80,397
              
              
              71,951Net
                  income
              
              
              9,571
              
              
              9,427Dividends
                  on common stock; per share amounts2007
                  - $0.32 and 2006 - $.304
              
              
              (5,611
              )
              
              (5,345
              )End
                  of period balance
              
              
              84,357
              
              
              76,033Accumulated
                  other comprehensive loss:Beginning
                  of year balance
              
              
              (1,585
              )
              
              (2,430
              )Unrealized
                  gains (losses) on securities, net of tax
              
              
              (1,418
              )
              
              (1,923
              )End
                  of period balance
              
              
              (3,003
              )
              
              (4,353
              )Total
                  stockholders' equity
              
              $
              116,354
              
              $
              106,680
  West
                  Bancorporation, Inc. and SubsidiariesConsolidated
                  Statements of Comprehensive Income(unaudited)Six
                  Months Ended June 30,(in
                  thousands)
              
              2007
              
              2006Net
                  income
              
              $
              9,571
              
              $
              9,427Other
                  comprehensive income (loss), unrealized gains(losses)
                  on securities, net of reclassification adjustment,net
                  of tax
              
              
              (1,418
              )
              
              (1,923
              )Comprehensive
                  income
              
              $
              8,153
              
              $
              7,504


See
      accompanying notes to consolidated financial statements.




4


West
                  Bancorporation, Inc. and SubsidiariesConsolidated
                  Statements of Cash Flows(unaudited)Six
                  Months Ended June 30,(in
                  thousands)
              
              2007
              
              2006Cash
                  Flows from Operating Activities:Net
                  income
              
              $
              9,571
              
              $
              9,427Adjustments
                  to reconcile net income to net cash provided byoperating
                  activities:Provision
                  for loan losses
              
              
              650
              
              
              900Net
                  amortization and accretion
              
              
              759
              
              
              685Loss
                  on disposition of fixed assets
              
              
              28
              
              
              9Net
                  losses from sales of securities available for sale
              
              
              9
              
              
              144Net
                  gains from sales of loans held for sale
              
              
              (38
              )
              
              (63
              )Proceeds
                  from sales of loans held for sale
              
              
              4,205
              
              
              4,673Originations
                  of loans held for sale
              
              
              (4,592
              )
              
              (4,744
              )Increase
                  in value of bank-owned life insurance
              
              
              (435
              )
              
              (422
              )Depreciation
              
              
              458
              
              
              450Deferred
                  income taxes
              
              
              (53
              )
              
              (294
              )Change
                  in assets and liabilities:Increase
                  in accrued interest receivable
              
              
              (377
              )
              
              (636
              )Increase
                  (decrease) in accrued expenses and other liabilities
              
              
              (459
              )
              
              914Net
                  cash provided by operating activities
              
              
              9,726
              
              
              11,043Cash
                  Flows from Investing Activities:Proceeds
                  from sales, calls, and maturities of securities available for
                  sale
              
              
              10,624
              
              
              20,299Purchases
                  of securities available for sale
              
              
              (2,159
              )
              
              (18,273
              )Acquisition
                  of Federal Home Loan Bank stock
              
              
              (3,205
              )
              
              (533
              )Proceeds
                  from redemption of Federal Home Loan Bank stock
              
              
              320
              
              
              431Net
                  increase in loans
              
              
              (32,926
              )
              
              (81,027
              )Proceeds
                  from sale of premises and equipment
              
              
              29
              
              
              16Purchases
                  of premises and equipment
              
              
              (351
              )
              
              (279
              )Change
                  in other assets
              
              
              643
              
              
              (1,244
              )Net
                  cash used in investing activities
              
              
              (27,025
              )
              
              (80,610
              )Cash
                  Flows from Financing Activities:Net
                  change in deposits
              
              
              (67,630
              )
              
              84,366Net
                  change in federal funds purchased and securities soldunder
                  agreements to repurchase
              
              
              34,714
              
              
              17,926Net
                  change in other short-term borrowings
              
              
              38,932
              
              
              (2,333
              )Proceeds
                  from long-term borrowings
              
              
              30,000
              
              
              -Principal
                  payments on long-term borrowings
              
              
              (11,900
              )
              
              -Cash
                  dividends
              
              
              (5,611
              )
              
              (5,345
              )Net
                  cash provided by financing activities
              
              
              18,505
              
              
              94,614Net
                  increase in cash and cash equivalents
              
              
              1,206
              
              
              25,047Cash
                  and Cash Equivalents:Beginning
              
              
              35,678
              
              
              40,665End
              
              $
              36,884
              
              $
              65,712Supplemental
                  Disclosures of Cash Flow InformationCash
                  payments for:Interest
              
              $
              22,799
              
              $
              18,306Income
                  taxes
              
              
              3,989
              
              
              4,722




See
      accompanying notes to consolidated financial statements.


5





West
      Bancorporation, Inc.


Notes
      to
      Consolidated Financial Statements


(unaudited)


(in
      thousands, except per share information)





1.
      Basis
      of Presentation





The
      accompanying consolidated statements of income for the three and six months
      ended June 30, 2007 and 2006, and the consolidated statements of stockholders’
equity, comprehensive income (loss), and cash flows for the six months ended
      June 30, 2007 and 2006, and the consolidated balance sheets as of June 30,
      2007
      and December 31, 2006, include the accounts and transactions of the Company
      and
      its wholly-owned subsidiaries, West Bank and WB Capital Management Inc. All
      material intercompany balances and transactions have been eliminated in
      consolidation.





The
      accompanying consolidated financial statements have been prepared by the Company
      pursuant to the rules and regulations of the Securities and Exchange Commission.
      Certain information and footnote disclosures normally included in financial
      statements prepared in accordance with generally accepted accounting principles
      have been condensed or omitted pursuant to such rules and regulations. Although
      management believes that the disclosures are adequate to make the information
      presented not misleading, it is suggested that these interim consolidated
      financial statements be read in conjunction with the Company's most recent
      audited financial statements and notes thereto. In the opinion of management,
      the accompanying consolidated financial statements contain all adjustments
      (consisting of only normal recurring accruals) necessary to present fairly
      the
      financial position as of June 30, 2007, and the results of operations and cash
      flows for the three and six months ended June 30, 2007 and 2006.





The
      results for these interim periods may not be indicative of results for the
      entire year or for any other period.





2.
      Earnings per Common Share





Earnings
      per share represent income available to common shareholders divided by the
      weighted average number of shares outstanding during the period. The Company
      has
      no common equivalent shares that could cause dilution. The average number of
      shares outstanding for the three and six months ended June 30, 2007 and 2006
      was
      17,536,682 and 17,536,935, respectively.





3.
      Commitments





In
      the
      normal course of business, the Company enters into commitments to extend credit
      such as loan commitments and standby letters of credit to meet the financing
      needs of its customers. These commitments expose the Company to varying degrees
      of credit and market risk and are subject to the same credit reviews as those
      loans recorded on the balance sheet. For additional information on credit
      extension commitments see Note 13 of the Company’s 2006 consolidated financial
      statements. The Company’s commitments as of June 30, 2007 and December 31, 2006,
      are approximately as follows:




June
                  30,
                2007
              
              December
                  31,
                2006Commitments
                  to extend credit
              
              $
              235,883
              
              $
              262,717Standby
                  letters of credit
              
              
              20,880
              
              
              22,301$
              256,763
              
              $
              285,018




6





4.
      Segment Information





An
      operating segment is generally defined as a component of a business for which
      discrete financial information is available and whose operating results are
      regularly reviewed by the chief operating decision-maker. The Company’s primary
      business segments are banking and investment advisory services. The banking
      segment generates revenue through interest and fees on loans, service charges
      on
      deposit accounts, interest on investment securities and fees for trust services.
      The banking segment includes West Bank and the Company and related elimination
      entries between the two, as the holding company’s operation is similar to the
      bank. The investment advisory segment consists of WB Capital Management Inc.,
      and generates revenue by providing investment portfolio management services
      to
      individuals, retirement plans, corporations, foundations, endowments and public
      entities. Selected financial information on the Company’s segments is presented
      below for the three and six months ended June 30, 2007 and 2006.




Three
                  months ended June 30,2007
                  Segments
              
              2006
                  SegmentsInvestment
              
              
              
              
              
              
              
              InvestmentBanking
              
              Advisory
              
              Other
              
              Consolidated
              
              Banking
              
              Advisory
              
              Other
              
              ConsolidatedInterest
                  income
              
              $
              21,018
              
              $
              -
              
              $
              -
              
              $
              21,018
              
              $
              20,192
              
              $
              -
              
              $
              12
              
              $
              20,204Interest
                  expense
              
              
              11,230
              
              
              -
              
              
              -
              
              
              11,230
              
              
              10,359
              
              
              (4
              )
              
              12
              
              
              10,367Net
                  interest income
              
              
              9,788
              
              
              -
              
              
              -
              
              
              9,788
              
              
              9,833
              
              
              4
              
              
              -
              
              
              9,837Provision
                  for loan losses
              
              
              350
              
              
              -
              
              
              -
              
              
              350
              
              
              450
              
              
              -
              
              
              -
              
              
              450Net
                  interest income afterprovision
                  for loan losses
              
              
              9,438
              
              
              -
              
              
              -
              
              
              9,438
              
              
              9,383
              
              
              4
              
              
              -
              
              
              9,387Noninterest
                  income
              
              
              1,977
              
              
              2,112
              
              
              (54
              )
              
              4,035
              
              
              1,846
              
              
              2,169
              
              
              (55
              )
              
              3,960Noninterest
                  expense
              
              
              4,130
              
              
              1,832
              
              
              (54
              )
              
              5,908
              
              
              4,292
              
              
              1,945
              
              
              (55
              )
              
              6,182Income
                  before income taxes
              
              
              7,285
              
              
              280
              
              
              -
              
              
              7,565
              
              
              6,937
              
              
              228
              
              
              -
              
              
              7,165Income
                  taxes
              
              
              2,324
              
              
              114
              
              
              -
              
              
              2,438
              
              
              2,191
              
              
              92
              
              
              -
              
              
              2,283Net
                  income
              
              $
              4,961
              
              $
              166
              
              $
              -
              
              $
              5,127
              
              $
              4,746
              
              $
              136
              
              $
              -
              
              $
              4,882Depreciation
                  and amortization
              
              $
              216
              
              $
              230
              
              $
              -
              
              $
              446
              
              $
              196
              
              $
              250
              
              $
              -
              
              $
              446




Six
                    months ended June 30,2007
                    Segments
                
                2006SegmentsInvestment
                
                
                
                
                
                
                
                InvestmentBanking
                
                Advisory
                
                Other
                
                Consolidated
                
                Banking
                
                Advisory
                
                Other
                
                ConsolidatedInterest
                    income
                
                $
                41,266
                
                $
                -
                
                $
                -
                
                $
                41,266
                
                $
                38,662
                
                $
                -
                
                $
                (2
                )
                $
                38,660Interest
                    expense
                
                
                22,167
                
                
                -
                
                
                -
                
                
                22,167
                
                
                19,265
                
                
                17
                
                
                (2
                )
                
                19,280Net
                    interest income
                
                
                19,099
                
                
                -
                
                
                -
                
                
                19,099
                
                
                19,397
                
                
                (17
                )
                
                -
                
                
                19,380Provision
                    for loan losses
                
                
                650
                
                
                -
                
                
                -
                
                
                650
                
                
                900
                
                
                -
                
                
                -
                
                
                900Net
                    interest income afterprovision
                    for loan losses
                
                
                18,449
                
                
                -
                
                
                -
                
                
                18,449
                
                
                18,497
                
                
                (17
                )
                
                -
                
                
                18,480Noninterest
                    income
                
                
                3,888
                
                
                4,125
                
                
                (108
                )
                
                7,905
                
                
                3,479
                
                
                4,466
                
                
                (104
                )
                
                7,841Noninterest
                    expense
                
                
                8,676
                
                
                3,794
                
                
                (108
                )
                
                12,362
                
                
                8,662
                
                
                3,936
                
                
                (104
                )
                
                12,494Income
                    before income taxes
                
                
                13,661
                
                
                331
                
                
                -
                
                
                13,992
                
                
                13,314
                
                
                513
                
                
                -
                
                
                13,827Income
                    taxes
                
                
                4,285
                
                
                136
                
                
                -
                
                
                4,421
                
                
                4,189
                
                
                211
                
                
                -
                
                
                4,400Net
                    income
                
                $
                9,376
                
                $
                195
                
                $
                -
                
                $
                9,571
                
                $
                9,125
                
                $
                302
                
                $
                -
                
                $
                9,427Depreciation
                    and amortization
                
                $
                421
                
                $
                465
                
                $
                -
                
                $
                886
                
                $
                395
                
                $
                497
                
                $
                -
                
                $
                892Goodwill
                
                $
                13,376
                
                $
                11,554
                
                $
                -
                
                $
                24,930
                
                $
                13,376
                
                $
                9,869
                
                $
                -
                
                $
                23,245Total
                    assets
                
                $
                1,280,432
                
                $
                14,654
                
                $
                (352
                )
                $
                1,294,734
                
                $
                1,333,501
                
                $
                13,947
                
                $
                (193
                )
                $
                1,347,255


7




5.
      Income
      Taxes





The
      Company adopted the provisions of Financial Accounting Standards Board (FASB)
      Interpretation No. 48, *Accounting
      for Uncertainty in Income Taxes* ,
      effective January 1, 2007 *.* The
      Interpretation provides clarification on accounting for uncertainty in income
      taxes recognized in an enterprise’s financial statements in accordance with FASB
      Statement of Financial Accounting Standard (SFAS) No. 109, *Accounting
      for Income Taxes.* The
      Interpretation prescribes a recognition threshold and measurement attribute
      for
      the financial statement recognition and measurement of a tax position taken
      or
      expected to be taken in a tax return. As a result of the Company’s evaluation of
      the implementation of FIN 48, no significant income tax uncertainties were
      identified. Therefore, the Company recognized no adjustment for unrecognized
      income tax benefits during the six months ended June 30, 2007. Corporate tax
      returns for the years 2004 through 2006 remain open to examination by Federal
      and Iowa taxing authorities.





6.
      Impact
      of New Financial Accounting Standards





In
      February 2007, The FASB issued SFAS No. 159, *The
      Fair Value Option for Financial Assets and Financial
      Liabilities.* SFAS No.
      159 is an amendment of SFAS No. 115, *Accounting
      for Certain Investments in Debt and Equity Securities.* SFAS No.
      159 generally permits the measurement of selected eligible financial instruments
      at fair value at specified election dates. The objective is to improve financial
      reporting by providing entities with the opportunity to mitigate volatility
      in
      reported earnings caused by measuring related assets and liabilities differently
      without having to apply complex hedge accounting provisions. This Statement
      is
      expected to expand the use of fair value measurement, which is consistent with
      the FASB’s long-term measurement objectives for accounting for financial
      instruments. This Statement is effective for the Company beginning January
      1,
      2008. The Company has evaluated this pronouncement and has concluded its
      operations are not applicable to the primary objective of the pronouncement.
      The
      Company’s independent registered public accounting firm concurred with that
      assessment.





7.
      Use of
      Estimates in the Preparation of Financial Statements





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reported period. Actual
      results could differ from those estimates. Material estimates that are
      particularly susceptible to significant change in the near term are the
      allowance for loan losses and fair value of financial instruments.





8.
      Critical Accounting Policies





Management
      has identified its most critical accounting policy to be that related to the
      allowance for loan losses. The allowance for loan losses is established through
      a provision for loan losses charged to expense. Loans are charged against the
      allowance for loan losses when management believes that collectibility of the
      principal is unlikely. The Company has policies and procedures for evaluating
      the overall credit quality of its loan portfolio, including timely
      identification of potential problem credits. On a quarterly basis, management
      reviews the appropriate level for the allowance for loan losses incorporating
      a
      variety of risk considerations, both quantitative and qualitative. Quantitative
      factors include the Company’s historical loss experience, delinquency and
      charge-off trends, collateral values, known information about individual loans
      and other factors. Qualitative factors include the general economic environment
      in the Company’s market areas and the expected trend of those economic
      conditions. To the extent actual results differ from forecasts and management’s
      judgment, the allowance for loan losses may be greater or less than future
      charge-offs.




8





Item
      2.
      Management's Discussion and Analysis of Financial Condition and Results of
      Operations.





"SAFE
      HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM
      ACT





The
      information contained in this report may contain forward-looking statements
      about the Company’s growth and acquisition strategies, new products and
      services, and future financial performance, including earnings and dividends
      per
      share, return on average assets, return on average equity, efficiency ratio
      and
      capital ratio. Certain statements in this report constitute “forward-looking
      statements” within the meaning of the Private Securities Litigation Reform Act
      of 1995. Such forward-looking statements are based upon certain underlying
      assumptions, risks and uncertainties. Because of the possibility of change
      in
      the underlying assumptions, actual results could differ materially from these
      forward-looking statements. Risks and uncertainties that may affect future
      results include: interest rate risk, competitive pressures, pricing pressures
      on
      loans and deposits, actions of bank and non-bank competitors, changes in local
      and national economic conditions, changes in regulatory requirements, actions
      of
      the Securities and Exchange Commission and/or the Federal Reserve Board, and
      customers’ acceptance of the Company’s products and services. The Company
      undertakes no obligation to revise or update such forward-looking statements
      to
      reflect current events or circumstances after the date hereof or to reflect
      the
      occurrence of unanticipated events.





THREE
      AND
      SIX MONTHS ENDED JUNE 30, 2007


(dollars
      in thousands)





OVERVIEW





The
      following discussion describes the consolidated operations of the Company,
      including its wholly-owned subsidiaries, West Bank and WB Capital Management
      Inc. (“WB Capital”). Consolidated results of operations for the three and six
      months ended June 30, 2007, are compared to the results for the same periods
      in
      2006 and the consolidated financial condition of the Company at June 30, 2007,
      is compared to the December 31, 2006 position.





Net
      income for the three months ended June 30, 2007, was $5,127 compared to $4,882
      for the same period in 2006, an increase of 5.0 percent.





For
      the
      first six months of 2007, net income increased 1.5 percent to $9,571, or $0.55
      per share, compared to $9,427 for the first six months of 2006. The annualized
      return on average assets was 1.47 percent for both periods. Net interest income
      for the first six months of 2007 was $281 lower than during the first half
      of
      2006, primarily because of a 10 basis point decline in the net interest margin
      to 3.29 percent. This decline was offset by a $250 decrease in the provision
      for
      loan losses compared to the first half of 2006.





Year-to-date
      noninterest income was 0.8 percent higher than last year as an increase in
      service charges and lower realized losses from sales of securities were offset
      by a decline in revenue from investment advisory fees. Realized losses on the
      sale of investment securities totaled $9 in the first six months of 2007
      compared to $144 in the same period of 2006.





WB
      capital year-to-date net income was $195 for the six months ended June 30,
      2007
      compared to $302 for the same period in 2006. Revenues were lower than a year
      ago because of a decision to reduce the fees on the Vintage mutual funds.
      Operating expenses at WB Capital were $142 lower during the first half of 2007
      compared to the same 2006 period.




9





RESULTS
      OF OPERATIONS





The
      following table shows selected financial results and measures for the three
      and
      six months ended June 30, 2007 compared with the same periods in
      2006:




Three
                  months ended June 30,
              
              Six
                  months ended June 30,2007
              
              2006
              
              Change
              
              Change-%
              
              2007
              
              2006
              
              Change
              
              Change-%Net
                  income
              
              $
              5,127
              
              $
              4,882
              
              $
              245
              
              
              5.0
              %
              $
              9,571
              
              $
              9,427
              
              $
              144
              
              
              1.5
              %Average
                  assets
              
              
              1,323,901
              
              
              1,317,852
              
              
              6,049
              
              
              0.5
              %
              
              1,314,146
              
              
              1,294,836
              
              
              19,310
              
              
              1.5
              %Average
                  stockholders'equity
              
              
              115,535
              
              
              105,488
              
              
              10,047
              
              
              9.5
              %
              
              114,608
              
              
              105,102
              
              
              9,506
              
              
              9.0
              %Return
                  on assets
              
              
              1.55
              %
              
              1.49
              %
              
              0.06
              %
              
              
              
              
              1.47
              %
              
              1.47
              %
              
              0.00
              %Return
                  on equity
              
              
              17.80
              %
              
              18.56
              %
              
              -0.76
              %
              
              
              
              
              16.84
              %
              
              18.09
              %
              
              -1.25
              %Efficiency
                  ratio
              
              
              41.54
              %
              
              43.35
              %
              
              -1.81
              %
              
              
              
              
              44.46
              %
              
              44.25
              %
              
              0.21
              %Dividend
                  payout ratio
              
              
              54.72
              %
              
              54.74
              %
              
              -0.02
              %
              
              
              
              
              58.63
              %
              
              56.69
              %
              
              1.94
              %Equity
                  to assets ratio
              
              
              8.73
              %
              
              8.00
              %
              
              0.73
              %
              
              
              
              
              8.72
              %
              
              8.12
              %
              
              0.60
              %




Definitions
      of ratios:





Return
      on
      assets - annualized net income divided by average assets.




Return
      on
      equity - annualized net income divided by average stockholders’
equity.




Efficiency
      ratio - noninterest expense divided by noninterest income (excluding securities
      gains) plus taxable equivalent net interest income.




Dividend
      payout ratio - dividends paid divided by net income.




Equity
      to
      assets ratio - average equity divided by average assets.




Net
      Interest Income





The
      following tables show average balances and related interest income or interest
      expense, with the resulting average yield or rate by category of
      interest-earning assets or interest-bearing liabilities. Interest income and
      the
      resulting net interest income are shown on a fully taxable
      basis.


10


Data
      for
      the three months ended June 30:




Average
                  Balance
              
              Interest
                  Income/Expense
              
              Yield/Rate2007
              
              2006
              
              Change
              
              Change-%
              
              2007
              
              2006
              
              Change
              
              Change-%
              
              2007
              
              2006
              
              ChangeInterest-earning
                  assets:Loans:Commercial
              
              $
              348,949
              
              $
              353,339
              
              $
              (4,390
              )
              
              -1.24
              %
              $
              6,961
              
              $
              6,767
              
              $
              194
              
              
              2.87
              %
              
              8.00
              %
              
              7.68
              %
              
              0.32
              %Real
                  estate
              
              
              583,496
              
              
              569,618
              
              
              13,878
              
              
              2.44
              %
              
              10,799
              
              
              10,106
              
              
              693
              
              
              6.86
              %
              
              7.42
              %
              
              7.12
              %
              
              0.30
              %Consumer
                  and other
              
              
              14,141
              
              
              14,353
              
              
              (212
              )
              
              -1.48
              %
              
              257
              
              
              248
              
              
              9
              
              
              3.63
              %
              
              7.28
              %
              
              6.93
              %
              
              0.35
              %Total
                  loans
              
              
              946,586
              
              
              937,310
              
              
              9,276
              
              
              0.99
              %
              
              18,017
              
              
              17,121
              
              
              896
              
              
              5.23
              %
              
              7.63
              %
              
              7.33
              %
              
              0.30
              %Investment
                  securities:Taxable
              
              
              169,612
              
              
              174,075
              
              
              (4,463
              )
              
              -2.56
              %
              
              1,975
              
              
              2,008
              
              
              (33
              )
              
              -1.64
              %
              
              4.66
              %
              
              4.61
              %
              
              0.05
              %Tax-exempt
              
              
              87,288
              
              
              98,326
              
              
              (11,038
              )
              
              -11.23
              %
              
              1,142
              
              
              1,282
              
              
              (140
              )
              
              -10.92
              %
              
              5.23
              %
              
              5.21
              %
              
              0.02
              %Total
                  investment securities
              
              
              256,900
              
              
              272,401
              
              
              (15,501
              )
              
              -5.69
              %
              
              3,117
              
              
              3,290
              
              
              (173
              )
              
              -5.26
              %
              
              4.85
              %
              
              4.83
              %
              
              0.02
              %Federal
                  funds sold andshort-term
                  investments
              
              
              20,472
              
              
              17,228
              
              
              3,244
              
              
              18.83
              %
              
              271
              
              
              219
              
              
              52
              
              
              23.74
              %
              
              5.30
              %
              
              5.10
              %
              
              0.20
              %Total
                  interest-earning assets
              
              $
              1,223,958
              
              $
              1,226,939
              
              $
              (2,981
              )
              
              -0.24
              %
              
              21,405
              
              
              20,630
              
              
              775
              
              
              3.76
              %
              
              7.01
              %
              
              6.74
              %
              
              0.27
              %Interest-bearing
                  liabilities:Deposits:Checking
                    with interest, savingsand money markets
              
              $
              306,375
              
              $
              311,362
              
              $
              (4,987
              )
              
              -1.60
              %
              
              2,293
              
              
              1,996
              
              
              297
              
              
              14.88
              %
              
              3.00
              %
              
              2.57
              %
              
              0.43
              %Time
                  deposits
              
              
              424,504
              
              
              530,675
              
              
              (106,171
              )
              
              -20.01
              %
              
              5,390
              
              
              6,132
              
              
              (742
              )
              
              -12.10
              %
              
              5.09
              %
              
              4.64
              %
              
              0.45
              %Total
                  deposits
              
              
              730,879
              
              
              842,037
              
              
              (111,158
              )
              
              -13.20
              %
              
              7,683
              
              
              8,128
              
              
              (445
              )
              
              -5.47
              %
              
              4.22
              %
              
              3.87
              %
              
              0.35
              %Other
                  borrowed funds
              
              
              279,809
              
              
              174,862
              
              
              104,947
              
              
              60.02
              %
              
              3,547
              
              
              2,239
              
              
              1,308
              
              
              58.42
              %
              
              5.09
              %
              
              5.14
              %
              
              -0.05
              %Total
                  interest-bearing liabilities
              
              $
              1,010,688
              
              $
              1,016,899
              
              $
              (6,211
              )
              
              -0.61
              %
              
              11,230
              
              
              10,367
              
              
              863
              
              
              8.32
              %
              
              4.46
              %
              
              4.09
              %
              
              0.37
              %Tax-equivalent
                  net interest income
              
              
              
              
              
              
              
              
              
              
              
              
              
              $
              10,175
              
              $
              10,263
              
              $
              (88
              )
              
              -0.86
              %Net
                  interest spread
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              2.55
              %
              
              2.65
              %
              
              -0.10
              %Net
                  interest margin
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              3.33
              %
              
              3.35
              %
              
              -0.02
              %




Data
      for
      the six months ended June 30:




Average
                Balance
            
            Interest
                Income/Expense
            
            Yield/Rate2007
            
            2006
            
            Change
            
            Change-%
            
            2007
            
            2006
            
            Change
            
            Change-%
            
            2007
            
            2006
            
            ChangeInterest-earning
                assets:Loans:Commercial
            
            $
            343,431
            
            $
            339,169
            
            $
            4,262
            
            
            1.26
            %
            $
            13,601
            
            $
            12,619
            
            $
            982
            
            
            7.78
            %
            
            7.99
            %
            
            7.50
            %
            
            0.49
            %Real
                estate
            
            
            579,195
            
            
            562,376
            
            
            16,819
            
            
            2.99
            %
            
            21,072
            
            
            19,576
            
            
            1,496
            
            
            7.64
            %
            
            7.34
            %
            
            7.02
            %
            
            0.32
            %Consumer
                and other
            
            
            14,496
            
            
            14,047
            
            
            449
            
            
            3.20
            %
            
            536
            
            
            471
            
            
            65
            
            
            13.80
            %
            
            7.46
            %
            
            6.77
            %
            
            0.69
            %Total
                loans
            
            
            937,122
            
            
            915,592
            
            
            21,530
            
            
            2.35
            %
            
            35,209
            
            
            32,666
            
            
            2,543
            
            
            7.78
            %
            
            7.58
            %
            
            7.19
            %
            
            0.39
            %Investment
                securities:Taxable
            
            
            169,945
            
            
            173,620
            
            
            (3,675
            )
            
            -2.12
            %
            
            3,956
            
            
            3,921
            
            
            35
            
            
            0.89
            %
            
            4.66
            %
            
            4.52
            %
            
            0.14
            %Tax-exempt
            
            
            89,102
            
            
            99,640
            
            
            (10,538
            )
            
            -10.58
            %
            
            2,331
            
            
            2,597
            
            
            (266
            )
            
            -10.24
            %
            
            5.23
            %
            
            5.21
            %
            
            0.02
            %Total
                investment securities
            
            
            259,047
            
            
            273,260
            
            
            (14,213
            )
            
            -5.20
            %
            
            6,287
            
            
            6,518
            
            
            (231
            )
            
            -3.54
            %
            
            4.85
            %
            
            4.77
            %
            
            0.08
            %Federal
                funds sold andshort-term
                investments
            
            
            21,439
            
            
            14,248
            
            
            7,191
            
            
            50.47
            %
            
            560
            
            
            345
            
            
            215
            
            
            62.32
            %
            
            5.26
            %
            
            4.88
            %
            
            0.38
            %Total
                interest-earning assets
            
            $
            1,217,608
            
            $
            1,203,100
            
            $
            14,508
            
            
            1.21
            %
            
            42,056
            
            
            39,529
            
            
            2,527
            
            
            6.39
            %
            
            6.96
            %
            
            6.63
            %
            
            0.33
            %Interest-bearing
                liabilities:Deposits:Checking
                with interest, savingsand
                money markets
            
            $
            297,762
            
            $
            314,021
            
            $
            (16,259
            )
            
            -5.18
            %
            
            4,333
            
            
            3,768
            
            
            565
            
            
            14.99
            %
            
            2.93
            %
            
            2.42
            %
            
            0.51
            %Time
                deposits
            
            
            432,846
            
            
            496,187
            
            
            (63,341
            )
            
            -12.77
            %
            
            10,922
            
            
            10,989
            
            
            (67
            )
            
            -0.61
            %
            
            5.09
            %
            
            4.47
            %
            
            0.62
            %Total
                deposits
            
            
            730,608
            
            
            810,208
            
            
            (79,600
            )
            
            -9.82
            %
            
            15,255
            
            
            14,757
            
            
            498
            
            
            3.37
            %
            
            4.21
            %
            
            3.67
            %
            
            0.54
            %Other
                borrowed funds
            
            
            273,719
            
            
            181,707
            
            
            92,012
            
            
            50.64
            %
            
            6,912
            
            
            4,523
            
            
            2,389
            
            
            52.82
            %
            
            5.09
            %
            
            5.02
            %
            
            0.07
            %Total
                interest-bearing liabilities
            
            $
            1,004,327
            
            $
            991,915
            
            $
            12,412
            
            
            1.25
            %
            
            22,167
            
            
            19,280
            
            
            2,887
            
            
            14.97
            %
            
            4.45
            %
            
            3.92
            %
            
            0.53
            %Tax-equivalent
                net interest income
            
            
            
            
            
            
            
            
            
            
            
            
            
            $
            19,889
            
            $
            20,249
            
            $
            (360
            )
            
            -1.78
            %Net
                interest spread
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            2.51
            %
            
            2.71
            %
            
            -0.20
            %Net
                interest margin
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            3.29
            %
            
            3.39
            %
            
            -0.10
            %




11


Fluctuations
      in net interest income can result from the combination of changes in the
      balances of asset and liability categories and changes in interest rates. Net
      interest margin is a measure of the net return on interest-earning assets and
      is
      computed by dividing annualized tax-equivalent net interest income by the
      average of total interest-earning assets for the period. The net interest margin
      for the second quarter of 2007 was 3.33 percent, which was 2 basis points lower
      than the same quarter last year and 9 basis points higher than the first quarter
      of 2007. The increase from the prior quarter was primarily due to an increase
      in
      the yield on loans. The yield on loans was impacted by the collection of a
      prepayment penalty and recognition of unamortized fees on early loan payoffs.





For
      the
      six months ended June 30, 2007, the net interest margin declined to 3.29
      percent. This was a 10 basis point reduction compared to the six months ended
      June 30, 2006. The relatively flat yield curve, where short-term interest rates
      are not significantly lower than long-term rates, continued to negatively impact
      the net interest margin. The Company’s tax-equivalent net interest income for
      the six months ended June 30, 2007 declined $360 compared to the six months
      ended June 30, 2006.





Taxable-equivalent
      interest income and fees on loans increased $2.5 million in the first six months
      of 2007 compared to the same period in 2006, due to the combination of a higher
      volume of outstanding loans and increasing yields. Average loans were $21.5
      million higher than the first six months of 2006 and the average yield on loans
      increased to 7.58 percent for the first six months of 2007, compared to 7.19
      percent for the same period in 2006. The yield on the Company’s loan portfolio
      is affected by the mix of the portfolio, the effects of competition, the
      interest rate environment and the amount of non-accrual loans. The interest
      rate
      environment can influence the volume of new loan originations and the mix of
      variable rate versus fixed rate loans. Loan pricing in the Company’s market
      areas remains very competitive.





For
      the
      first six months of 2007, the average balance of investment securities was
      $14.2
      million lower than in the first six months of 2006, while the yield has
      increased 8 basis points. There have been minimal purchases of investment
      securities during the first six months of 2007 as yields on short-term
      investments have approximated those of longer-term investment securities and
      are
      generally lower than the marginal cost of funds.





The
      average rate paid on deposits for the first six months of 2007 increased to
      4.21
      percent from 3.67 percent for the same period last year. This increase is
      primarily the result of an increase in market interest rates and the shift
      in
      funds from money market and savings accounts to a new market rate
      interest-bearing checking account and certificates of deposits. Clients have
      made these transfers to maximize their earnings. The reduction in time deposits
      in the first six months of 2007 compared to the same time period in 2006 was
      due
      to using fewer wholesale certificates of deposit as a source of funding loan
      growth.





The
      average balance of borrowings for the first six months of 2007 was $92.0 million
      higher than a year ago and the mix of borrowings has changed significantly
      since
      last year. Overnight borrowings in the form of Federal funds purchased from
      correspondent banks averaged $43.4 million more than the first six months of
      last year. Because these funds are short-term, the amount that is not needed
      for
      funding loans is invested overnight and earns only slightly more than the rate
      the Bank is paying. Average securities sold under agreements to repurchase
      increased $14.4 million compared to the prior year. Average long-term borrowings
      increased $32.7 million. Lower rates paid on those additional borrowings
      resulted in a 37 basis point decline in the rate compared to 2006.




12


Provision
      for Loan Losses and the Related Allowance for Loan Losses





The
      following table sets forth the activity in the Allowance for Loan Losses for
      the
      three and six months ended June 30, 2007 and 2006, as well as common ratios
      related to the allowance for loan losses.




Three
                  months ended June 30,
              
              Six
                  months ended June 30,2007
              
              2006
              
              Change
              
              2007
              
              2006
              
              ChangeBalance
                  at beginning of period
              
              $
              8,743
              
              $
              8,049
              
              $
              694
              
              $
              8,494
              
              $
              7,615
              
              $
              879Charge-offs
              
              
              (331
              )
              
              (66
              )
              
              (265
              )
              
              (486
              )
              
              (100
              )
              
              (386
              )Recoveries
              
              
              17
              
              
              7
              
              
              10
              
              
              121
              
              
              25
              
              
              96Net
                  charge-offs
              
              
              (314
              )
              
              (59
              )
              
              (255
              )
              
              (365
              )
              
              (75
              )
              
              (290
              )Provision
                  charged to operations
              
              
              350
              
              
              450
              
              
              (100
              )
              
              650
              
              
              900
              
              
              (250
              )Balance
                  at end of period
              
              $
              8,779
              
              $
              8,440
              
              $
              339
              
              $
              8,779
              
              $
              8,440
              
              $
              339Average
                  loans outstanding
              
              $
              946,586
              
              $
              937,310
              
              
              
              
              $
              937,122
              
              $
              915,592Ratio
                  of net charge-offs during theperiod
                  to average loans outstanding
              
              
              0.03
              %
              
              0.01
              %
              
              
              
              
              0.04
              %
              
              0.01
              %Ratio
                  of allowance for loan lossesto
                  average loans outstanding
              
              
              0.93
              %
              
              0.90
              %
              
              
              
              
              0.94
              %
              
              0.92
              %


The
      provision for loan losses represents charges made to earnings to maintain an
      adequate allowance for loan losses. The allowance for loan losses is
      management’s best estimate of probable losses inherent in the loan portfolio as
      of the balance sheet date. Factors considered in establishing an appropriate
      allowance include: an assessment of the financial condition of the borrower;
      a
      realistic determination of value and adequacy of underlying collateral; the
      condition of the local economy and the condition of the specific industry of
      the
      borrower; an analysis of the levels and trends of loan categories; and a review
      of delinquent and classified loans.





Net
      charge-offs during the first six months of 2007 were $290 higher than in the
      same period in 2006. The majority of the charge-offs were for 1-4 family real
      estate and commercial loans. The net charge-off ratio for the six months ended
      June 30, 2007, was 0.04 percent compared to 0.01 percent for the six months
      ended June 30, 2006. While the level of net charge-offs increased over the
      prior
      year, this level of charge-offs is considered good when compared to the Bank’s
      peers which had net charge-offs averaging 0.11 percent for the first quarter
      of
      2007 (latest information available). Significant efforts continue to be made
      to
      maximize recoveries.





The
      allowance for loan losses represented 1,380 percent of non-accrual loans and
      loans past due more than 90 days at June 30, 2007, compared to 1,307 percent
      at
      December 31, 2006.





The
      adequacy of the allowance for loan losses is evaluated quarterly by management
      and reviewed by the West Bank Board of Directors. This evaluation focuses on
      specific loan reviews, changes in the type and volume of the loan portfolio
      given the current and forecasted economic conditions, and historical loss
      experience. Any one of the following conditions may result in the review of
      a
      specific loan: concern about whether the customer’s cash flow or net worth is
      sufficient to repay the loan; delinquency status; criticism of the loan in
      a
      regulatory examination; the suspension of interest accrual; or other reasons
      including whether the loan has other special or unusual characteristics that
      suggest special monitoring is warranted.





While
      management uses available information to recognize losses on loans, further
      reduction in the carrying amounts of loans may be necessary based on changes
      in
      local economic conditions. In addition, regulatory agencies, as an integral
      part
      of their examination process, periodically review the estimated losses on loans.
      Such agencies may require the Company to recognize additional losses based
      on
      their judgment about information available to them at the time of their
      examination. See also the discussion of non-performing assets later in this
      report.




13


Noninterest
      Income





The
      following table shows the variance from the prior year in the noninterest income
      categories shown in the Consolidated Statements of Income. In addition, accounts
      within the Other Income category that represent significant variances are
      shown.




Three
                  months ended June 30,Noninterest
                  income
              
              2007
              
              2006
              
              Change
              
              Change-%Service
                  charges on deposit accounts
              
              $
              1,211
              
              $
              1,117
              
              $
              94
              
              
              8.4
              %Trust
                  services
              
              
              188
              
              
              195
              
              
              (7
              )
              
              -3.6
              %Investment
                  advisory fees
              
              
              2,043
              
              
              2,112
              
              
              (69
              )
              
              -3.3
              %Increase
                  in cash value of bank-ownedlife
                  insurance
              
              
              219
              
              
              213
              
              
              6
              
              
              2.8
              %Net
                  realized losses fromsales
                  of securities
              
              
              (13
              )
              
              (38
              )
              
              25
              
              
              -65.8
              %Other:Debit
                  card usage fees
              
              
              87
              
              
              58
              
              
              29
              
              
              50.0
              %Check
                  printing fees
              
              
              31
              
              
              36
              
              
              (5
              )
              
              -13.9
              %Visa/MasterCard
                  income
              
              
              53
              
              
              40
              
              
              13
              
              
              32.5
              %Gain
                  on sale of commercial loans
              
              
              -
              
              
              34
              
              
              (34
              )
              
              -100.0
              %Gain
                  on sale of residential mortgages
              
              
              25
              
              
              17
              
              
              8
              
              
              47.1
              %All
                  other
              
              
              191
              
              
              176
              
              
              15
              
              
              8.5
              %Total
                  other
              
              
              387
              
              
              361
              
              
              26
              
              
              7.2
              %Total
                  noninterest income
              
              $
              4,035
              
              $
              3,960
              
              $
              75
              
              
              1.9
              %


Six
                  months ended June 30,Noninterest
                  income
              
              2007
              
              2006
              
              Change
              
              Change-%Service
                  charges on deposit accounts
              
              $
              2,339
              
              $
              2,121
              
              $
              218
              
              
              10.3
              %Trust
                  services
              
              
              369
              
              
              363
              
              
              6
              
              
              1.7
              %Investment
                  advisory fees
              
              
              4,002
              
              
              4,361
              
              
              (359
              )
              
              -8.2
              %Increase
                  in cash value of bank-ownedlife
                  insurance
              
              
              435
              
              
              422
              
              
              13
              
              
              3.1
              %Net
                  realized losses fromsales
                  of securities
              
              
              (9
              )
              
              (144
              )
              
              135
              
              
              -93.8
              %Other:Debit
                  card usage fees
              
              
              169
              
              
              112
              
              
              57
              
              
              50.9
              %Check
                  printing fees
              
              
              67
              
              
              83
              
              
              (16
              )
              
              -19.3
              %Visa/MasterCard
                  income
              
              
              107
              
              
              75
              
              
              32
              
              
              42.7
              %Gain
                  on sale of commercial loans
              
              
              -
              
              
              34
              
              
              (34
              )
              
              -100.0
              %Gain
                  on sale of residential mortgages
              
              
              38
              
              
              29
              
              
              9
              
              
              31.0
              %All
                  other
              
              
              388
              
              
              385
              
              
              3
              
              
              0.8
              %Total
                  other
              
              
              769
              
              
              718
              
              
              51
              
              
              7.1
              %Total
                  noninterest income
              
              $
              7,905
              
              $
              7,841
              
              $
              64
              
              
              0.8
              %




Service
      charges on deposit accounts increased primarily because of implementing pricing
      changes for return check charges in the third quarter of 2006. Offsetting this
      increase were slight declines in service charges collected on commercial and
      consumer accounts.





Investment
      advisory fees are fees earned by WB Capital. The decline in investment advisory
      fees in 2007 compared to 2006 was due to a reduction in certain fee schedules
      and a lower level of assets under management in certain
      categories.


14





The
      Company recognized losses from the sale of investment securities in the first
      half of both years. In the first half of 2007, the holding company investment
      portfolio was liquidated and proceeds used to pay down long-term debt. During
      2006, lower yielding investments were sold with the proceeds being reinvested
      at
      higher yields. Debit card usage fees continued to increase as a result of higher
      usage of this convenient payment method. Meanwhile, check printing income
      declined as customers continue to increase utilization of all forms of
      electronic payments, thus reducing the frequency of ordering checks. Revenue
      from Visa/MasterCard increased as a result of the fees earned on an additional
      volume of cards issued, along with a rate increase in July 2006 on lower
      performing merchants. Gains from the sale of commercial loans result from the
      occasional sale of the guaranteed portion of commercial loans. No sales have
      occurred in 2007. While the volume of originations of residential mortgages
      sold
      into the secondary market remained about the same as in 2006, the average income
      per loan increased approximately 15 basis points in the first half of 2007
      compared to the prior year.





Noninterest
      Expense





The
      following table shows the variance from the prior year in the noninterest
      expense categories shown in the Consolidated Statements of Income. In addition,
      accounts within the Other Expense category that represent significant variances
      are shown.




Three
                  months ended June 30,Noninterest
                  expense:
              
              2007
              
              2006
              
              Change
              
              Change-%Salaries
                  and employee benefits
              
              $
              3,355
              
              $
              3,492
              
              $
              (137
              )
              
              -3.9
              %Occupancy
              
              
              897
              
              
              866
              
              
              31
              
              
              3.6
              %Data
                  processing
              
              
              473
              
              
              506
              
              
              (33
              )
              
              -6.5
              %Other:Insurance
              
              
              66
              
              
              57
              
              
              9
              
              
              15.8
              %Supplies
              
              
              126
              
              
              125
              
              
              1
              
              
              0.8
              %Marketing
              
              
              154
              
              
              108
              
              
              46
              
              
              42.6
              %Business
                  development
              
              
              92
              
              
              81
              
              
              11
              
              
              13.6
              %Professional
                  fees
              
              
              152
              
              
              175
              
              
              (23
              )
              
              -13.1
              %Other
                  real estate owned expense
              
              
              (263
              )
              
              -
              
              
              (263
              )
              
              n/aIntangible
                  amortization
              
              
              214
              
              
              221
              
              
              (7
              )
              
              -3.2
              %All
                  other
              
              
              642
              
              
              551
              
              
              91
              
              
              16.5
              %Total
                  other
              
              
              1,183
              
              
              1,318
              
              
              (135
              )
              
              -10.2
              %Total
                  noninterest expense
              
              $
              5,908
              
              $
              6,182
              
              $
              (274
              )
              
              -4.4
              %
  Six
                  months ended June 30,Noninterest
                  expense:
              
              2007
              
              2006
              
              Change
              
              Change-%Salaries
                  and employee benefits
              
              $
              6,971
              
              $
              7,167
              
              $
              (196
              )
              
              -2.7
              %Occupancy
              
              
              1,831
              
              
              1,722
              
              
              109
              
              
              6.3
              %Data
                  processing
              
              
              940
              
              
              985
              
              
              (45
              )
              
              -4.6
              %Other:Insurance
              
              
              139
              
              
              121
              
              
              18
              
              
              14.9
              %Supplies
              
              
              151
              
              
              141
              
              
              10
              
              
              7.1
              %Marketing
              
              
              258
              
              
              206
              
              
              52
              
              
              25.2
              %Business
                  development
              
              
              198
              
              
              161
              
              
              37
              
              
              23.0
              %Professional
                  fees
              
              
              357
              
              
              339
              
              
              18
              
              
              5.3
              %Other
                  real estate owned expense
              
              
              (244
              )
              
              (7
              )
              
              (237
              )
              
              3385.7
              %Intangible
                  amortization
              
              
              428
              
              
              442
              
              
              (14
              )
              
              -3.2
              %All
                  other
              
              
              1,333
              
              
              1,217
              
              
              116
              
              
              9.5
              %Total
                  other
              
              
              2,620
              
              
              2,620
              
              
              -
              
              
              0.0
              %Total
                  noninterest expense
              
              $
              12,362
              
              $
              12,494
              
              $
              (132
              )
              
              -1.1
              %





15





The
      decline in salaries and benefits resulted from a reduction in full-time
      equivalent employees due to certain positions that were eliminated and other
      positions experiencing turnover, and a reduction in certain benefit
      expenses.





Occupancy
      expenses were higher in 2007 due to the relocation of one of the Des Moines
      metropolitan branches to a rented facility in a higher traffic location during
      the third quarter of 2006 and additional space rented for certain operational
      departments of the Bank. The Company continues to market excess space available
      in the facility in which WB Capital is located in West Des Moines. There were
      savings realized by relocating the Cedar Rapids office of WB Capital to the
      Coralville banking office during the second quarter of 2007.





Marketing
      and business development related costs increased due to continued efforts to
      increase and expand current and new customer relationships. Other real estate
      owned expense has declined as a result of selling several other real estate
      properties at gains. One sale of farmland in eastern Iowa resulted in a gain
      of
      $250 in the second quarter of 2007.





Income
      Tax Expense





The
      Company incurred income tax expense of $4.4 million for the six months ended
      June 30, 2007 and 2006. The effective income tax rates as a percent of income
      before taxes for the three and six months ended June 30, 2007 and 2006, were
      approximately 32 percent for each period.





The
      Company adopted the provisions of Financial Accounting Standards Board (FASB)
      Interpretation No. 48, *Accounting
      for Uncertainty in Income Taxes* ,
      effective January 1, 2007 *.* The
      Interpretation provides clarification on accounting for uncertainty in income
      taxes recognized in an enterprise’s financial statements in accordance with FASB
      Statement of Financial Accounting Standard (SFAS) No. 109, *Accounting
      for Income Taxes.* The
      Interpretation prescribes a recognition threshold and measurement attribute
      for
      the financial statement recognition and measurement of a tax position taken
      or
      expected to be taken in a tax return. As a result of the Company’s evaluation of
      the implementation of FIN 48, no significant income tax uncertainties were
      identified. Therefore, the Company recognized no adjustment for unrecognized
      income tax benefits during the six months ended June 30, 2007.




FINANCIAL
      CONDITION





Total
      assets as of June 30, 2007, were approximately $1.3 billion, which was a 2.1
      percent increase compared to December 31, 2006. The increase is primarily due
      to
      increased loan volumes.





Investment
      Securities





Investment
      securities available for sale declined approximately $11.1 million from December
      31, 2006, to $245.6 million. During the six months ended June 30, 2007, $4.5
      million of securities were sold in an effort to shorten the duration of the
      portfolio. On a quarterly basis, the investment securities portfolio is reviewed
      for other-than-temporary impairment. As of June 30, 2007, existing unrealized
      losses are considered to be temporary in nature due to market interest rate
      fluctuations and accordingly, no impairment adjustment was
      recorded.





Loans
      and
      Non-performing Assets





Loans
      outstanding increased approximately $32.8 million from December 31, 2006, to
      June 30, 2007. The increase was primarily attributable to growth in commercial
      and commercial real estate loans. West Bank expects modest loan growth in the
      third quarter of 2007.


16





The
      following table sets forth the amount of non-performing loans and assets held
      by
      the Company and common ratio measurements of those items.




June
                  30, 2007
              
              December
                  31, 2006
              
              ChangeNon-accrual
                  loans
              
              $
              605
              
              $
              495
              
              $
              110Loans
                  past due 90 days and stillaccruing
                  interest
              
              
              31
              
              
              155
              
              
              (124
              )Total
                  non-performing loans
              
              
              636
              
              
              650
              
              
              (14
              )Other
                  real estate owned
              
              
              154
              
              
              2,002
              
              
              (1,848
              )Total
                  non-performing assets
              
              $
              790
              
              $
              2,652
              
              $
              (1,862
              )Non-performing
                  loans to total loans
              
              
              0.07
              %
              
              0.07
              %
              
              0.00
              %Non-performing
                  assets to total loans
              
              
              0.08
              %
              
              0.29
              %
              
              -0.21
              %Non-performing
                  assets to total assets
              
              
              0.06
              %
              
              0.21
              %
              
              -0.15
              %




Total
      non-performing assets have declined 70 percent since the end of 2006. The
      balance of loans in non-accrual status remained fairly steady and was $605
      at
      June 30, 2007, and consisted of loans to eight different borrowers. Other real
      estate owned declined significantly since December 31, 2006, as a result of
      selling farmland in the second quarter of 2007 which had a carrying value of
      $1.6 million.





Reference
      is also made to the information and discussion earlier in this report under
      the
      heading of “Provision for Loan Losses and the Related Allowance for Loan
      Losses.”





Deposits





Total
      deposits as of June 30, 2007, were $858 million compared with $925 million
      as of
      December 31, 2006, a decline of 7.3 percent. The savings category of deposits
      which includes money market accounts, which are liquid accounts and therefore
      pay relatively lower interest rates, declined approximately $17.9 million.
      A
      portion of those funds moved into the time certificates of deposit category
      as
      customers attempted to increase interest earned on those funds. Other time
      deposits declined a net of $9.5 million primarily due to a reduction in the
      level of brokered certificates of deposit. Time deposits in excess of $100,000
      declined $35.7 million as West Bank reduced its reliance on public unit deposit
      funding and increased its borrowings as described below.





Borrowings





The
      balance of Federal funds purchased and securities sold under agreements to
      repurchase was $144.1 million at June 30, 2007, up from $109.3 million at
      December 31, 2006. The increase was in Federal funds purchased, which includes
      funds sold to West Bank by approximately 25 banks throughout Iowa as part of
      the
      correspondent bank services provided by West Bank. The balance of Federal funds
      purchased from correspondent banks will fluctuate depending upon the loan demand
      and investment strategy of those banks. The amount of funds sold to West Bank
      by
      these banks is at a higher level than has been the case at this time of year
      in
      prior years. West Bank also purchases federal funds from regional and national
      correspondent banks as necessary for short-term liquidity needs. The balance
      of
      other short-term borrowings consisted of a $40 million advance from the Federal
      Home Loan Bank of Des Moines (“FHLB”) and Treasury, Tax and Loan option notes.
      Long-term borrowings increased $25.1 million as the result of a January 2007
      10-year FHLB advance of $30 million, which has a rate of 4.32 percent. The
      advance is callable after three years.




17





Liquidity
      and Capital Resources





The
      objective of liquidity management is to ensure the availability of sufficient
      cash flows to meet all corporate financial commitments and to capitalize on
      opportunities for profitable business expansion. The Company’s principal sources
      of funds are deposits, which include demand, money market, savings and
      certificates of deposit. Other sources include principal repayments on loans,
      proceeds from the maturity and sale of investment securities, Federal funds
      purchased, repurchase agreements, advances from the FHLB, and funds provided
      by
      operations. Liquidity management is conducted on both a daily and a long-term
      basis. Investments in liquid assets are adjusted based on expected loan demand,
      projected loan maturities and payments, expected deposit flows, and the
      objectives set by the Company’s asset-liability management policy. The Company
      had liquid assets (cash and cash equivalents) of $36,884 million as of June
      30,
      2007, compared with $35,678 as of December 31, 2006. Securities available for
      sale may be sold prior to maturity to meet liquidity needs, to respond to market
      changes, or to adjust the Company’s interest rate risk position. The Company had
      additional borrowing capacity available from the FHLB of approximately $16.7
      million at June 30, 2007, and has a $2.5 million unsecured line of credit
      through a large regional correspondent bank. In addition, West Bank has $95
      million available through unsecured federal funds lines of credit with
      correspondent banks. West Bank had borrowed $30 million on those lines of credit
      at June 30, 2007. The combination of high levels of potentially liquid assets,
      cash flows from operations and additional borrowing capacity provided strong
      liquidity for the Company at June 30, 2007.





The
      Company’s total stockholders’ equity increased to $116.4 million at June 30,
      2007, from $113.8 million at December 31, 2006. Total equity increased due
      to
      earnings less dividend payments equal to approximately 59 percent of
      year-to-date earnings, offset by an increase in accumulated other comprehensive
      loss due to declines in market values of investment securities held for sale.
      Total stockholders' equity was 8.99 and 8.97 percent of total assets as of
      June
      30, 2007, and December 31, 2006, respectively. No material capital expenditures
      or material changes in the capital resource mix are anticipated at this
      time.





Quantitative
      measures established by regulation to ensure capital adequacy require the
      Company and West Bank to maintain minimum amounts and ratios (set forth in
      the
      following table) of total and Tier 1 capital to risk-weighted assets and of
      Tier
      1 capital to average assets. Management believes the capital levels of the
      Company and West Bank met all capital adequacy requirements to which they were
      subject at June 30, 2007.




Regulatory
                      requirements to be:
              
              Actual
                  Regulatory Capital Ratios as of:Adequately
                    Capitalized
              
              Well
                    -Capitalized
              
              June
                  30, 2007
              
              December
                  31, 2006Total
                  risk-based capitalas
                  % of risk-weighted assetsConsolidated
              
              
              8.0
              %
              
              n/a
              
              
              11.3
              %
              
              11.2
              %West
                  Bank
              
              
              8.0
              %
              
              10.0
              %
              
              10.9
              %
              
              11.8
              %Tier
                  1 capital as % of risk-weighted assets:Consolidated
              
              
              4.0
              %
              
              n/a
              
              
              10.5
              %
              
              10.4
              %West
                  Bank
              
              
              4.0
              %
              
              6.0
              %
              
              9.1
              %
              
              9.0
              %Tier
                  1 capital as % average assetsConsolidated
              
              
              4.0
              %
              
              n/a
              
              
              8.6
              %
              
              8.5
              %West
                  Bank
              
              
              4.0
              %
              
              5.0
              %
              
              7.5
              %
              
              7.3
              %


On
      April
      18, 2007, the Company’s Board of Directors authorized $5 million to be used
      during the following 12 months for the buy-back of Company common stock. No
      repurchases took place during the six months ended June 30, 2007, under the
      current or previous authorizations.


18





Market
      Risk Management





Market
      risk is the risk of earnings volatility that results from adverse changes in
      interest rates and market prices. The Company's market risk is primarily
      interest rate risk arising from its core banking activities of lending and
      deposit taking. Interest rate risk is the risk that changes in market interest
      rates may adversely affect the Company's net interest income. Management
      continually develops and implements strategies to mitigate this risk. The
      analysis of the Company’s interest rate risk was presented in the Form 10-K
      filed with the Securities and Exchange Commission on March 9, 2007, and is
      incorporated herein by reference. The Company has not experienced any material
      changes to its market risk position since December 31, 2006. Management does
      not
      believe the Company's primary market risk exposures and how those exposures
      were
      managed in the first six months of 2007 changed relative to 2006.





Item
      3.
      Quantitative and Qualitative Disclosures about Market Risk .





The
      information appearing above under the heading “Market Risk Management” is
      incorporated herein by reference.





Item
      4.
      Controls and Procedures





a.
      Evaluation of disclosure controls and procedures. As of the end of the period
      covered by this report, an evaluation of the effectiveness of the Company’s
      disclosure controls and procedures (as defined in Exchange Act Rule
      240.13a-15(f)) as of the end of the period covered by this report was performed
      under the supervision and with the participation of the Company’s Chief
      Executive Officer and Chief Financial Officer. Based on that evaluation, the
      Chief Executive Officer and the Chief Financial Officer have concluded that
      the
      Company’s current disclosure controls and procedures are effective to ensure
      that information required to be disclosed by the Company in the reports that
      it
      files or submits under the Exchange Act is recorded, processed, summarized
      and
      reported, within the time periods specified in the Securities and Exchange
      Commission’s rules and forms.





b.
      Changes in internal controls over financial reporting. There were no changes
      in
      the Company's internal control over financial reporting that occurred during
      the
      period covered by this report that have materially affected, or are reasonably
      likely to materially affect, the Company’s internal control over financial
      reporting.




Part
      II -
      OTHER INFORMATION





Item
      1.
      Legal Proceedings





The
      Company and its subsidiaries from time to time are party to various legal
      actions arising in the normal course of business. Management believes, as of
      the
      date of this Form 10-Q, that there is no threatened or pending proceeding
      against the Company or its subsidiaries which, if determined adversely, would
      have a material adverse effect on the business or financial position of the
      Company or its subsidiaries.





Item
      1A.
      Risk Factors





Management
      of the Company does not believe there have been any material changes in the
      risk
      factors that were disclosed in the Form 10-K filed with the Securities and
      Exchange Commission on March 9, 2007.





Item
      2.
      Unregistered Sales of Equity Securities and Use of Proceeds





During
      the first six months of 2007, there were no purchases of the Company’s common
      shares under the $5 million stock buy-back plan approved by the Board of
      Directors on April 18, 2007, or the previous stock buy-back plan approved in
      April 2006.


19





Item
      4.
      Submission of Matters to a Vote of Security Holders





The
      Company’s annual meeting of shareholders was held on April 19, 2007. The record
      date for determination of shareholders entitled to vote at the meeting was
      February 15, 2007. There were 17,536,682 shares outstanding as of that date,
      each such share being entitled to one vote. At the shareholders’ meeting the
      holders of 16,477,774 shares or approximately 94 percent of the outstanding
      shares, were represented in person or by proxy, which constituted a quorum.
      The
      following proposal was voted on at the meeting:





Proposal
      I - Election of Directors





Ten
      directors were elected to serve for a one year term or until their successors
      shall have been elected and qualified. At the shareholders’ meeting, the
      individuals received the number of votes set opposite their names:




VoteFor
              
              WithheldFrank
                  W. Berlin
              
              
              16,397,538
              
              
              80,236Wendy
                  L. Carlson
              
              
              16,397,213
              
              
              80,561Steven
                  G. Chapman
              
              
              16,394,870
              
              
              82,904Michael
                  A. Coppola
              
              
              15,350,466
              
              
              1,127,308Orville
                  E. Crowley
              
              
              16,397,538
              
              
              80,236George
                  D. Milligan
              
              
              16,367,747
              
              
              110,027Robert
                  G. Pulver
              
              
              16,393,548
              
              
              84,226Thomas
                  E. Stanberry
              
              
              16,398,325
              
              
              79,449Jack
                  G. Wahlig
              
              
              16,352,304
              
              
              125,470Connie
                  Wimer
              
              
              16,343,371
              
              
              134,403


20





Item
      6.
      Exhibits





The
      following exhibits are filed as part of this report:




Exhibits3.1
              Restated
                  Articles of Incorporation of the Company(1)3.2
              By-laws
                  of the Company(1)10.1
              Lease
                  for Main Bank Facility(1)10.2
              Supplemental
                  Agreement to Lease for Main Bank Facility(1)10.3
              Short-term
                  Lease related to Main Bank Facility(1)10.4
              Assignment(1)10.5
              Lease
                  Modification Agreement No. 1 for Main Bank Facility(1)10.6
              Memorandum
                  of Real Estate Contract(1)10.7
              Affidavit(1)10.8
              Addendum
                  to Lease for Main Bank Facility(1)10.9
              Data
                  Processing Contract(1)10.10
              Employment
                  Contract(1)10.11
              Intentionally
                  omitted10.12
              Data
                  Processing Contract Amendment(2)10.13
              Intentionally
                  omitted10.14
              Intentionally
                  omitted10.15
              The
                  Employee Savings and Stock Ownership Plan, as
                  amended(3)10.16
              Amendment
                  to Lease Agreement(4)10.17
              Employment
                  Agreement with Scott Eltjes(4)10.18
              Consulting
                  Agreement with David L. Miller(6)10.19
              West
                  Bancorporation, Inc. Restricted Stock Compensation
                  Plan(5)10.20
              Employment
                  Agreement between Investors Management Group Ltd. and Jeff
                  Lorenzen(7)10.21
              Assignment
                  and Assumption of Lease and Consent to Assignment(8)10.22
              2007
                  Amendment to Lease Agreement(9)31.1
              Certification
                  of Chief Executive Officer under Section 302 of the Sarbanes-Oxley
                  Act of
                  200231.2
              Certification
                  of Chief Financial Officer under Section 302 of the Sarbanes-Oxley
                  Act of
                  200232.1
              Certification
                  of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350,
                  as Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of
                  200232.2
              Certification
                  of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350,
                  as Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of
                  2002
  (1)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10 on March
                  11, 2002.(2)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10-K on
                  March 26, 2003.(3)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  S-8 on
                  October 29, 2004.(4)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10-K on
                  March 3, 2005.(5)
              Incorporated
                  herein by reference to the definitive proxy statement 14A filed
                  on March
                  10, 2005.(6)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10-Q on May
                  6, 2005.(7)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  8-K on
                  February 22, 2006.(8)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10-K on
                  March 8, 2006.(9)
              Incorporated
                  herein by reference to the related exhibit filed with the Form
                  10-Q on May
                  4, 2007.




21





SIGNATURES





Pursuant
      to the requirements of the Securities Exchange Act of 1934, the registrant
      has
      duly caused this report to be signed on its behalf by the undersigned, thereunto
      duly authorized.





West
                Bancorporation, Inc.(Registrant)August 3, 2007
            By:
            /s/ Thomas
              E.
              StanberryDated
            Thomas
                E. StanberryChairman,
                President and Chief Executive
                Officer




August 3, 2007
            By:
            /s/ Douglas
              R. GullingDated
            Douglas
                R. GullingExecutive
                Vice President and Chief Financial Officer
              (Principal
                Accounting Officer)




22




EXHIBIT
      INDEX





The
      following exhibits are filed herewith:




Exhibit
                  No.
              
              Description31.1
              
              Certification
                  of Chief Executive Officer under Section 302 of the Sarbanes-Oxley
                  Act of
                  200231.2
              
              Certification
                  of Chief Financial Officer under Section 302 of the Sarbanes-Oxley
                  Act of
                  200232.1
              
              Certification
                  of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350,
                  as Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of
                  200232.2
              
              Certification
                  of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350,
                  as Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of
                  2002