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UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
 Form 10-K
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31,
    2009ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934  Commission file number:
    001-33704
 WESTERN LIBERTY
    BANCORP
 (Exact name of registrant as
    specified in its charter)
  Delaware(State of
    incorporation)

26-0469120(I.R.S. Employer
    Identification No.)1370 Avenue of the Americas,
    28th

    Floor
    New York, New York(Address of principal
    executive offices)

10019(Zip
    code)   Registrants telephone number, including area code:
  (212) 445-7800
 Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class:

Name of Each Exchange on Which Registered:Common Stock, $0.0001 Par Value Per Share

NYSE AmexWarrants to Purchase Common Stock

NYSE AmexUnits, each consisting of one share of

NYSE AmexCommon Stock and one Warrant   Securities registered pursuant to Section 12(g) of the
    Act:
 None
  o þ
  o þ
  þ o
  Regulation S-T þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large accelerated
    filer o

Accelerated
    filer þ

Non-accelerated
    filer o
    (Do not check if a smaller reporting company)

Smaller reporting
    company o   Rule 12b-2 þ o
    DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K:
  Part III,
    Item 10, Directors, Executive Officers and Corporate
    Governance;Part III,
    Item 11, Executive Compensation;Part III,
    Item 12, Security Ownership of Certain Beneficial Owners
    and Management and Related Stockholder MattersPart III,
    Item 13, Certain Relationships and Related Transactions,
    and Director IndependencePart III,
    Item 14, Principal Accountant Fees and Services




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##### 





WESTERN
    LIBERTY BANCORP
  TABLE OF CONTENTS
   
 PART IItem 1.

Business


4Item 1A.

Risk Factors


7Item 1B.

Unresolved Staff Comments


23Item 2.

Properties


23Item 3.

Legal Proceedings


23Item 4.

Submission of Matters to a Vote of Security
    Holders


24PART IIItem 5.

Market for Registrants Common Equity,
    Related Stockholder Matters and Issuer Purchases of Equity
    Securities


24Item 6.

Selected Financial Data


28Item 7.

Managements Discussion and Analysis of
    Financial Condition and Results of Operations


28Item 7A.

Quantitative and Qualitative Disclosures About
    Market Risk


36Item 8.

Financial Statements and Supplementary Data


36Item 9.

Changes in and Disagreements With Accountants on
    Accounting and Financial Disclosure


36Item 9A.

Controls and Procedures


37Item 9B.

Other Information


38PART IIIItem 10.

Directors, Executive Officers and Corporate
    Governance


38Item 11.

Executive Compensation


38Item 12.

Security Ownership of Certain Beneficial Owners
    and Management and Related Stockholder Matters


38Item 13.

Certain Relationships and Related Transactions,
    and Director Independence


38Item 14.

Principal Accountant Fees and Services


38PART IVItem 15.

Exhibits, Financial Statement Schedules


38Signatures


42EX-31.1EX-31.2EX-32.1EX-32.2          2




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Forward-Looking
    Statements
  This report, and the information incorporated by reference in
    it, include forward-looking statements within the
    meaning of Section 27A of the Securities Act of 1933, as
    amended, and Section 21E of the Securities Exchange Act of
    1934, as amended (the Exchange Act). Our
    forward-looking statements include, but are not limited to,
    statements regarding our expectations, hopes, beliefs,
    intentions or strategies regarding the future. In addition, any
    statements that refer to projections, forecasts or other
    characterizations of future events or circumstances, including
    any underlying assumptions, are forward-looking statements. The
    words anticipates, believe,
    continue, could, estimate,
    expect, intend, may,
    might, plan, possible,
    potential, predict, project,
    should, would and similar expressions
    may identify forward-looking statements, but the absence of
    these words does not mean that a statement is not
    forward-looking. Forward-looking statements in this report may
    include, for example, statements about our:
  
    ability to complete a combination with Service1st Bank
    of Nevada, or one or more alternative target businesses;
    success in retaining or recruiting, or changes required in,
    our management or directors following a business combination;
    limited pool of prospective target businesses in the event
    the acquisition of Service1st Bank of Nevada is not
    consummated;
    public securities limited liquidity and trading;
    delisting of our securities from the NYSE Amex or an
    inability to have our securities listed on the NYSE Amex or
    another nationally-recognized securities exchange following a
    the acquisition of Service1st Bank of Nevada or an
    alternative business combination; or
    financial performance.  The forward-looking statements contained or incorporated by
    reference in this report are based on our current expectations
    and beliefs concerning future developments and their potential
    effects on us and speak only as of the date of such statement.
    There can be no assurance that future developments affecting us
    will be those that we have anticipated. These forward-looking
    statements involve a number of risks, uncertainties (some of
    which are beyond our control) or other assumptions that may
    cause actual results or performance to be materially different
    from those expressed or implied by these forward-looking
    statements. These risks and uncertainties include, but are not
    limited to, those factors described under the heading Risk
    Factors. Should one or more of these risks or
    uncertainties materialize, or should any of our assumptions
    prove incorrect, actual results may vary in material respects
    from those projected in these forward-looking statements. We
    undertake no obligation to update or revise any forward-looking
    statements, whether as a result of new information, future
    events or otherwise, except as may be required under applicable
    securities laws.
  References in this report to we, us
    or our company refer to Western Liberty Bancorp.
    (formerly known as Global Consumer Acquisition Corp.).
    References to public stockholders refer to
    purchasers of our securities by persons other than our founders
    in, or subsequent to, our initial public offering.
 3




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PART I  Item 1.
    Business  Introduction
  See
       4




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Management
    and Board Expertise
    Jason N. Ader
  Daniel B. Silvers
  Andrew Nelson
 5




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George A. Rosenbaum, Jr. de novo
  Richard A.C. Coles day-to-day and/or
  Michael B. Frankel
  Mark Schulhof non-profit day-to-day
    Employees
   6




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Item 1A.
    Risk
    Factors  Risks
    Related to Our Business and the Financial Services
    Industry
  As a
    newly-formed public bank holding company, we will incur
    significant legal, accounting, compliance and other
    expenses.
    Regulation S-X
  As the
    provider of financial services, our business and earnings will
    be significantly affected by general business and economic
    conditions, particularly in the real estate industry, and
    accordingly, our business and earnings could be further harmed
    in the event of a continuation or deepening of the current U.S.
    recession or further market deterioration or
    disruption.
         7




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Future
    acquisitions will require regulatory approval and may be on
    terms that may not conform to our current business plan and our
    asset portfolio.
    Our
    geographic concentration will be tied to business, economic and
    regulatory conditions in Nevada.
      The
    Las Vegas market is substantially dependent on gaming and
    tourism revenue, and the downturn in the gaming and tourism
    industries has indirectly had an adverse impact on Nevada
    banks.
     8




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The
    soundness of other financial institutions with which we do
    business could adversely affect us.
  mark-to-market
  Our
    earnings may be significantly affected by the fiscal and
    monetary policies of the federal government and its
    agencies.
    If
    there was a depletion of the FDICs Deposit Insurance Fund,
    the FDIC could impose additional assessments on the banking
    industry.
    The
    financial services industry is heavily regulated by federal and
    state agencies.
  and/or
 9




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We
    operate in a highly regulated environment and changes in the
    laws and regulations that govern our operations, changes in the
    accounting principles that are applicable to us, and our failure
    to comply with the foregoing, may adversely affect
    us.
      A
    stockholder with a 5% or greater interest in Western Liberty
    Bancorp could, under certain circumstances, be subject to
    regulation as a bank holding company.
  BHCA
  Any
    current or future litigation, regulatory investigations,
    proceedings, inquiries or changes could have a significant
    impact on the financial services industry.
   10




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and/or
  The
    Emergency Economic Stabilization Act of 2008 (EESA) and the
    American Recovery and Reinvestment Act of 2009 (ARRA) may not
    stabilize the financial services industry or the U.S.
    economy.
  The EESA was signed into law on October 3,
    2008. and/or
  and/or and/or
  Current
    market volatility and industry developments may adversely affect
    business and financial results.
      Strategies
    to manage interest rate risk may yield results other than those
    anticipated.
    Negative
    public opinion could damage our reputation and adversely impact
    our business and revenues.
  and/or
 11




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Disruptions
    in our ability to access capital markets may negatively affect
    our capital resources and liquidity.
    Changes
    in interest rates could adversely affect our profitability,
    business and prospects.
        Increasing
    our existing market share may depend on market acceptance and
    regulatory approval of new products and services.
  and/or
 12




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Risks
    Related to the Acquisition
  The
    Acquisition is subject to the receipt of consents and approvals
    from regulatory authorities that may impose conditions that
    could have an adverse effect on us or, if not obtained, could
    prevent completion of the Acquisition.
    As a
    result of the Acquisition, the ownership interest of WLBCs
    current stockholders will be substantially reduced, resulting in
    a dilution of WLBCs current stockholders voting
    power.
  Service1st and/or
  Our
    board of directors has approved the award of post-closing
    transaction related equity awards, which, if issued, would
    increase the number of shares eligible for future resale in the
    public market and result in dilution of our
    stockholders.
   13




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The
    value of our capital stock could be adversely affected to the
    extent we fail to effectively integrate Service1st and realize
    the expected benefits of the Acquisition.
      Service1st
    may not be able to obtain the approval of its stockholders,
    which is required to consummate the Acquisition.
    If the
    Acquisitions benefits do not meet the expectations of
    financial or industry analysts, the market price of our
    securities may decline.
    
    we do not achieve the perceived benefits of the Acquisition as
    rapidly as, or to the extent anticipated by, financial or
    industry analysts; or
    the effect of the Acquisition on our financial results is not
    consistent with the expectations of financial or industry
    analysts.    Our
    current directors and executive officers have certain interests
    in consummating the Acquisition that may have influenced their
    decision to approve the Acquisition.
   14




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The
    historical financial information included in this proxy
    statement/prospectus is not necessarily indicative of our future
    performance.
    Service1st
    has experienced significant losses since it began operations in
    January of 2007. There is no assurance that it will become
    profitable.
  start-up start-up
  and/or
 15




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The
    Service1st loan portfolio and any other loan portfolios we may
    acquire after the closing of the Acquisition may not perform as
    expected.
    Further
    deterioration in the quality of Service 1sts loan
    portfolio may result in additional charge-offs which will
    adversely effect our operating results.
    Most
    of the loans being acquired have been originated in the last
    three years and may have experienced performance which may not
    be representative of credit defaults in the
    future.
    A
    substantial portion of Service1sts loan portfolio consists
    of loans maturing within one year, and there is no guarantee
    that these loans will be replaced upon maturity or renewed on
    the same terms or at all.
  
 16




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Service1st
    relies upon independent appraisals to determine the value of the
    real estate which secures a significant portion of its loans,
    and the values indicated by such appraisals may not be
    realizable if Service 1st is forced to foreclose upon such
    loans.
      As a
    de novo bank Service1st is subject to restrictions that may
    inhibit growth and initiatives not within its existing business
    plan.
  de novo de novo 12-month
  Service1st
    is subject to a Memorandum of Understanding and to regulatory
    restrictions that may affect its ability to obtain regulatory
    approval for future initiatives requiring such approval and to
    hire and retain qualified senior management.
  MOU
 17




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Risks
    Related to Western Liberty Bancorp
  Although
    we are required to use our commercially reasonable efforts to
    have an effective registration statement covering the issuance
    of the shares of common stock underlying exercisable warrants at
    the time that our warrant holders exercise their warrants, we
    cannot guarantee that a registration statement will be
    effective, in which case our warrant holders may not be able to
    exercise our warrants.
  Description of Securities 
    Warrants
  We may
    choose to redeem our outstanding warrants at a time that is
    disadvantageous to our warrant holders.
  Securities Act
 18




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Our
    outstanding warrants may be exercised in the future, which would
    increase the number of shares eligible for future resale in the
    public market and result in dilution of our
    stockholders.
  Public Warrants
  The
    NYSE Amex may delist our securities on its exchange, which could
    limit investors ability to make transactions in our
    securities and subject us to additional trading
    restrictions.
        
    a limited availability of market quotations for our securities;
    reduced liquidity with respect to our securities;
    a significant devaluation of our securities, which could result
    in a determination that our shares of common stock have become
    penny stock, which will require brokers trading in
    our shares of common stock to adhere to more stringent rules,
    possibly resulting in a reduced level of trading activity in the
    secondary trading market for the shares of common stock;
    a limited amount of news and analyst coverage; and
    a decreased ability to issue additional securities or obtain
    additional financing in the future.   19




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Our
    stock price could fluctuate and could cause you to lose a
    significant part of your investment.
    
    changes in our perceived ability to increase our assets and
    deposits;
    changes in financial estimates by analysts;
    announcements by us or our competitors of significant contracts,
    productions, acquisitions or capital commitments;
    fluctuations in our quarterly financial results or the quarterly
    financial results of companies perceived to be similar to us;
    general economic conditions;
    changes in market valuations of similar companies;
    terrorist acts;
    changes in our capital structure, such as future issuances of
    securities or the incurrence of additional debt;
    future sales of our common stock;
    regulatory developments in the United States, foreign countries
    or both;
    litigation involving us, our subsidiaries or our general
    industry; and
    additions or departures of key personnel.  We do
    not expect to present any additional or alternative acquisitions
    to our stockholders for a vote, except as required under
    Delaware or other applicable law, or pursuant stock exchange
    rules. Furthermore, if the Acquisition is not approved, we will
    have unrestricted funds which we intend to use to make an
    alternative acquisition. As a result, you will possibly not have
    the opportunity to evaluate a potential acquisition, which would
    make your investment in us more speculative.
   20




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and/or
  If we
    are unable to effectively maintain a system of internal control
    over financial reporting, we may not be able to accurately or
    timely report financial results, which could materially
    adversely affect our business.
  Form 10-K
      Following
    the consummation of the Acquisition, our allowance for loan
    losses may not be adequate to cover actual loan losses, which
    may require us to take a charge to our earnings and adversely
    impact our financial condition and results of
    operations.
  non-performing
  held-for-investment
 21




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Following
    the consummation of the Acquisition, if we are unable to recruit
    and retain experienced management personnel and recruit and
    retain additional qualified personnel, our business and
    prospects could be adversely affected.
        We are
    exposed to risk of environmental liabilities with respect to
    properties to which we take title.
  clean-up
 22




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Changing
    tax laws, rules and regulations are subject to interpretation by
    applicable taxing authorities. If interpretations or tax laws,
    rules and regulations were to change, this may adversely affect
    our business, financial condition and results of operations
    after the consummation of the Acquisition.
    Compliance
    with governmental regulations and changes in laws and
    regulations and risks from investigations and legal proceedings
    could be costly and could adversely affect operating
    results.
    We may
    need to raise additional capital in the future and such capital
    may not be available when needed or at all.
    Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties    Item 3.
    Legal
    Proceedings   23




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Item 4.
    Submission
    of Matters to a Vote of Security Holders   PART II  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities      Units


Common Stock


WarrantsQuarter Ended

High


Low


High


Low


High


Low2007Fourth Quarter (from November 27, 2007)

$
10.10


$
9.75


$
9.05


$
9.05


$
0.90


$
0.902008First Quarter

$
10.00


$
9.66


$
9.20


$
9.00


$
0.92


$
0.71Second Quarter

$
10.53


$
9.67


$
9.30


$
9.03


$
1.04


$
0.57Third Quarter

$
10.00


$
9.30


$
9.49


$
9.22


$
0.90


$
0.25Fourth Quarter

$
9.24


$
8.49


$
9.18


$
8.40


$
0.30


$
0.052009First Quarter

$
9.55


$
9.15


$
9.48


$
9.14


$
0.17


$
0.08Second Quarter

$
9.76


$
9.48


$
9.69


$
9.44


$
0.23


$
0.09Third Quarter

$
10.70


$
9.90


$
9.89


$
9.65


$
1.20


$
0.20Fourth Quarter

$
10.30


$
7.75


$
9.83


$
6.42


$
1.20


$
0.55  24




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Performance
    Graph
    
  Holders
    of Common Equity
  Private Shares
  Dividends
    Recent
    Sales of Unregistered Securities
   25




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30-day
 26




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26.1




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Securities
    Authorized for Issuance Under Equity Compensation
    Plans
   27




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Item 6.
    Selected
    Financial Data    As of December 31,2009


2008


2007Balance Sheet Data:Total assets

$
88,520,440


$
318,395,203


$
315,466,234Total liabilities


628,493



10,266,712



10,410,149Value of common stock which may be redeemed for cash






94,983,921



94,538,357Stockholders equity


87,891,947



213,144,570



210,517,728   Period fromJune 28,2007Year Ended


Year Ended


(inception) toDecember 31,


December 31,


December 31,2009


2008


2007Statement of Operations data:Loss from operations

$
(15,037,455
)

$
(7,243,995
)

$
(357,620
)Net (loss) income attributable to common stockholders

$
(14,994,281
)

$
(1,998,110
)

$
290,152Basic (loss) earnings per common share:Loss from operations

$
(0.45
)

$
(0.18
)

$
(0.02
)(Loss) earnings per common share

$
(0.45
)

$
(0.05
)

$
0.02Diluted (loss) earnings per common share:Loss from operations

$
(0.45
)

$
(0.18
)

$
(0.02
)(Loss) earnings per common share

$
(0.45
)

$
(0.05
)

$
0.01   Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  You should read the following discussion and analysis in
    conjunction with our combined and consolidated financial
    statements and related notes thereto included in or incorporated
    into Part II, Item 8 of this Annual Report on
    Form 10-K
    and the Risk Factors included in Part I, Item 1A of
    this Annual Report on
    Form 10-K,
    as well as other cautionary statements and risks described
    elsewhere in this Annual Report on
    Form 10-K.
    The information in this section contains forward-looking
    statements. Our actual results may differ significantly from the
    results suggested by these forward-looking statements and our
    historical results. Some factors that may cause our results to
    differ are described in Risk Factors under
    Part I, Item 1A of this Annual Report on
    Form 10-K.
    We wish to caution you not to place undue reliance on these
    forward-looking statements, which speak only as of the date
    made.
  Overview
     28




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Recent
    Economic Developments
      
    provide for the government to invest additional capital into
    banks and otherwise facilitate bank capital formation (commonly
    referred to as the Troubled Asset Relief Program, or
    TARP);
    increase the limits on federal deposit insurance; and
    provide for various forms of economic stimulus, including to
    assist homeowners in restructuring and lowering mortgage
    payments on qualifying loans.      Off-Balance
    Sheet Arrangements
   29




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Contractual
    Obligations, Commitments and Contingencies
    Results
    of Operations
    Settlement
    Agreement with our Former Chief Executive Officer
  lock-up
 30




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Sponsor
    Support Agreement
  Sponsor Support
    Agreement
  1st
    Commerce Merger Agreement
    Service1st
    Merger Agreement
         31




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Employment
    Agreement with William E. Martin
   32




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Employment
    Agreement with John S. Gaynor
      Employment
    Agreement with Richard Deglman
      Employment
    Agreement with George A. Rosenbaum Jr.
     33




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Voting
    Agreement
  Stockholders Voting Agreement
  Liquidity
    and Capital Resources
             34




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34.1




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
    legal, accounting and other expenses attendant to the due
    diligence investigations, structuring and negotiating of a
    business combination, including without limitation third-party
    fees for assisting us in performing due diligence investigations
    of prospective target businesses
    legal and accounting fees relating to our SEC reporting
    obligations (including the proxy statement in connection with a
    business combination);
    expenses and fees relating to certain general and administrative
    services; and
    general working capital that will be used for miscellaneous
    expenses, including reimbursement of any
    out-of-pocket
    expenses incurred by our founding stockholders, directors and
    officers in connection with activities on our behalf, director
    and officer liability and other insurance premiums and, if we
    must dissolve and liquidate, further expenditures for
    dissolution and liquidation costs.  Critical
    Accounting Policies and Estimates
    Income
    (loss) Per Common Share
         35




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Fair
    value of financial instruments
    Income
    Taxes
  de-recognition,
  Accounting
    for Uncertainty in Income Taxes
    Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk  and/or Rule 2a-7
    Item 8.
    Financial
    Statements and Supplementary Data    Item 9.
    Changes
    in and Disagreements With Accountants on Accounting and
    Financial Disclosure     36




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Regulation S-K).
  Form 8-K,
  Form 8-K, Regulation S-K).
  Item 9A.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
  Form 10-K.
  Managements
    Report on Internal Control Over Financial Reporting
       37




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Changes
    in Internal Controls over Financial Reporting
    Item 9B.
    Other
    Information   PART III  Item 10.
    Directors,
    Executive Officers and Corporate Governance  Form 10-K, Form 10-K)
  Item 11.
    Executive
    Compensation    Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters    Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Indepencence    Item 14.
    Principal
    Accountant Fees and Services   PART IV  Item 15.
    Exhibits
    and Financial Statement Schedules  (a) The following documents are filed as a part of this
    report:
  Financial Statements:
    Financial Statement Schedule(s):
 38




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Exhibits:
  Form 10-K
  ExhibitNo.

Description2
.1

Agreement and Plan of Merger, dated as of November 6, 2009,
    by and among Western Liberty Bancorp., WL-S1 Interim Bank,
    Service 1st Bank of Nevada and Curtis W. Anderson, as Former
    Stockholders Representative (incorporated by reference to
    Exhibit 2.1 to the Current Report on
    Form 8-K,
    File No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    November 9, 2009)3
.1

Second Amended and Restated Certificate of Incorporation
    (incorporated by reference to Exhibit 3.2 to the Current
    Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    October 9, 2007)3
.2

By-laws (incorporated by reference to Exhibit 3.3 to
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    July 24, 2007)4
.1

Specimen Unit Certificate (incorporated by reference to
    Exhibit 4.6 to the
    Form S-3,
    filed by WLBC with the Securities and Exchange Commission on
    November 16, 2009)4
.2

Specimen Common Stock Certificate (incorporated by reference to
    Exhibit 4.7 to the
    Form S-3,
    filed by WLBC with the Securities and Exchange Commission on
    November 16, 2009)4
.3

Specimen Warrant Certificate (incorporated by reference to
    Exhibit 4.8 to the
    Form S-3,
    filed by WLBC with the Securities and Exchange Commission on
    November 16, 2009)4
.4

Registration Rights Agreement, dated as of November 27,
    2007, among WLBC and the Private stockholders (incorporated by
    reference to Exhibit 4.5 to the Quarterly Report on
    Form 10-Q,
    File No. 001-33704,
    filed by WLBC with the Securities and Exchange Commission on
    December 27, 2007)4
.5

Letter Agreement, dated as of July 20, 2009, between Global
    Consumer Acquisition Corp. and the signatories thereto
    (incorporated by reference to Exhibit 4.1 the Current
    Report on
    Form 8-K,
    File No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    July 22, 2009)4
.6

Private Shares Restructuring Agreement, dated as of
    July 20, 2009, between Global Consumer Acquisition Corp.
    and Hayground Cove Asset Management LLC (incorporated by
    reference to Exhibit 4.2 the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    July 22, 2009)4
.7

Amended and Restated Warrant Agreement, dated as of
    July 20, 2009, between Global Consumer Acquisition Corp.
    and Continental Stock Transfer &Trust Company
    (incorporated by reference to Exhibit 4.1 the Current
    Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    July 24, 2009)4
.8

Amendment No. 1 to Amended and Restated Warrant Agreement,
    dated as of October 7, 2009, by and between Global Consumer
    Acquisition Corp. and Continental Stock Transfer &
    Trust Company (incorporated by reference to
    Exhibit 4.1 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    October 9, 2009)10
.1

Form of Letter Agreement between WLBC and each of the Private
    stockholders of WLBC (incorporated by reference to
    Exhibit 10.9 to Amendment No. 3 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    October 25, 2007)10
.2

Letter Agreement, dated November 20, 2007, by and between
    WLBC and Hayground Cove Asset Management LLC (incorporated by
    reference to Exhibit 10.2 to the Quarterly Report on
    Form 10-Q,
    File
    No. 001-33704,
    filed by WLBC with the Securities and Exchange Commission on
    December 27, 2007) 39




---



##### Table of Contents



ExhibitNo.

Description10
.3

Investment Management Trust Agreement, dated as of
    November 27, 2007, by and between WLBC and Continental
    Stock Transfer & Trust Company (incorporated by
    reference to Exhibit 10.1 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    December 4, 2007)10
.4

Warrant Subscription Agreement, dated August 1, 2007, by
    and between WLBC and Scott LaPorta (incorporated by reference to
    Exhibit 10.7 to Amendment No. 1 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)10
.5

Warrant Subscription Agreement, dated July 19, 2007, by and
    between WLBC and Hayground Cove Asset Management LLC
    (incorporated by reference to Exhibit 10.4 to
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    July 24, 2007)10
.6

Amendment No. 1 to the Warrant Subscription Agreement,
    dated August 1, 2007, by and between WLBC and Hayground
    Cove Asset Management LLC (incorporated by reference to
    Exhibit 10.6 to Amendment No. 1 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)10
.7

Amendment No. 2 to the Warrant Subscription Agreement,
    dated October 18, 2007, by and between WLBC and Hayground
    Cove Asset Management LLC (incorporated by reference to
    Exhibit 10.13 to Amendment No. 3 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    October 25, 2007)10
.8

Form of Founders Shares Subscription Agreement
    (incorporated by reference to Exhibit 10.1 to
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    July 24, 2007)10
.9

Promissory Note, dated August 31, 2007, issued to Hayground
    Cove Asset Management LLC (incorporated by reference to
    Exhibit 10.11 to Amendment No. 1 to the
    Form S-1,
    File No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)10
.10

Form of Indemnification Agreement between WLBC and each of the
    directors and officers of WLBC (incorporated by reference to
    Exhibit 10.10 to Amendment No. 1 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)10
.11

Form of Director Agreement between WLBC and each of the
    directors of WLBC (incorporated by reference to
    Exhibit 10.12 to Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    December 29, 2008)10
.12

Settlement Agreement and General Release, dated
    December 23, 2008, between WLBC and Scott LaPorta
    (incorporated by reference to Exhibit 10.13 to Current
    Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    December 29, 2008)10
.13

Director Resignation Agreement, dated December 23, 2008,
    between WLBC, Robert M. Foresman, Carl H. Hahn, Philip A.
    Marineau and Steven Westly (incorporated by reference to
    Exhibit 10.14 to Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    December 29, 2008)10
.14

Officer Letter between Daniel Silvers and WLBC (incorporated by
    reference to Exhibit 10.12 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    April 28, 2009)10
.15

Second Amended and Restated Sponsor Support Agreement, dated as
    of August 13, 2009, by and between Global Consumer
    Acquisition Corp. and Hayground Cove Asset Management LLC
    (incorporated by reference to Exhibit 10.1 to the Current
    Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    August 14, 2009)10
.16

Letter Agreement, dated as of August 13, 2009, by and
    between Global Consumer Acquisition Corp. and Hayground Cove
    Asset Management LLC (incorporated by reference to
    Exhibit 10.2 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    August 14, 2009) 40




---



##### Table of Contents



ExhibitNo.

Description10
.17

Amendment No. 1 to the Investment Management
    Trust Agreement, dated as of October 7, 2009, by and
    between Global Consumer Acquisition Corp. and Continental Stock
    Transfer & Trust Company (incorporated by
    reference to Exhibit 10.1 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    October 9, 2009)10
.18

Employment Agreement, dated as of November 6, 2009, by and
    between Western Liberty Bancorp and Richard Deglman
    (incorporated by reference to Exhibit 10.4 to the Current
    Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    November 9, 2009)10
.19

Second Amended and Restated Employment Agreement, dated as of
    December 18, 2009, by and between Western Liberty Bancorp
    and George A. Rosenbaum, Jr. (incorporated by reference to
    Exhibit 10.1 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    December 24, 2009)10
.20

Amended and Restated Voting Agreement, dated as of
    January 28, 2010, by and among Western Liberty Bancorp and
    the Stockholders Party Thereto (incorporated by reference to
    Exhibit 10.1 to the Current Report on
    Form 8-K,
    File
    No. 001-33803,
    filed by WLBC with the Securities and Exchange Commission on
    January 29, 2010)10
.21

Amended and Restated Employment Agreement, dated as of February
    8, 2010, by and between Western Liberty Bancorp and
    William E. Martin (incorporated by reference to Exhibit
    10.1 to the Current Report on
    Form 8-K,
    File No. 001-33803, filed by the Company with the
    Securities and Exchange Commission on February 8, 2010)10
.22

Amended and Restated Employment Agreement, dated as of
    February 8, 2010, by and between Western Liberty Bancorp
    and John S. Gaynor (incorporated by reference to Exhibit
    10.2 to the Current Report on
    Form 8-K,
    File No. 001-33803, filed by the Company with the
    Securities and Exchange Commission on February 8, 2010)14
.1

Code of Ethics (incorporated by reference to Exhibit 99.3
    to Amendment No. 1 to the
    Form S-1,
    File No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)31
.1*

Certification of Periodic Report by the Chief Executive Officer
    pursuant to
    Rule 13(a)-14(a)
    of the Securities Exchange Act of 193431
.2*

Certification of Periodic Report by the Chief Financial Officer
    pursuant to
    Rule 13(a)-14(a)
    of the Securities Exchange Act of 193432
.1*

Certification of Periodic Report by the Chief Executive Officer
    pursuant to Section 906 of the Sarbanes-Oxley Act of 200232
.2*

Certification of Periodic Report by the Chief Financial Officer
    pursuant to Section 906 of the Sarbanes-Oxley Act of 200299
.1

Audit Committee Charter (incorporated by reference to
    Exhibit 99.1 to Amendment No. 1 to the
    Form S-1,
    File
    No. 333-144799,
    filed by WLBC with the Securities and Exchange Commission on
    September 6, 2007)     *
    
    Filed herewith  Financial Statement Schedules
   41




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##### Table of Contents



SIGNATURES      By:
    /s/  Jason
    N. Ader   Title:
    Chief Executive Officer    Signature

Title/s/  Jason
    N. AderJason
    N. Ader

Chairman and Chief Executive Officer/s/  George
    A. Rosenbaum Jr.George
    A. Rosenbaum Jr.

Chief Financial Officer/s/  Andrew
    NelsonAndrew
    Nelson

Director/s/  Richard
    A.C. ColesRichard
    A.C. Coles

Director/s/  Michael
    B. FrankelMichael
    B. Frankel

Director/s/  Mark
    SchulhofMark
    Schulhof

Director  42




---



##### 



WESTERN
    LIBERTY BANCORP
  FINANCIAL
    STATEMENTS
  PERIOD
    FROM JUNE 28, 2007 (INCEPTION)
 TO
    DECEMBER 31, 2009
  INDEX
   
 Report of Independent Registered Public
    Accounting Firm


44BALANCE SHEETS


46STATEMENTS OF OPERATIONS


47STATEMENT OF CHANGES IN STOCKHOLDERS
    EQUITY


48STATEMENTS OF CASH FLOWS


49NOTES TO FINANCIAL STATEMENTS


50   43




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##### Table of Contents



Report of
    Independent Registered Public Accounting Firm                
    44




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm
        /s/  Hays &
    Company LLP
    45




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  BALANCE SHEETS
  December 31, 2009


December 31, 2008AssetsCash and cash equivalents

$
87,969,242


$
1,445,882Investments held in trust






316,692,141Prepaid expenses


551,198



257,180$
88,520,440


$
318,395,203Liabilities and Stockholders EquityLiabilitiesAccrued expenses

$
628,493


$
682,057Deferred underwriters commission






9,584,655628,493



10,266,712Common stock, subject to possible conversion, 0 and
    9,584,654 shares stated at conversion value,
    respectively






94,983,921Commitments and contingenciesStockholders EquityPreferred stock, $0.0001 par value; 1,000,000 shares
    authorized; None issued or outstanding






Common stock, $0.0001 par value; 100,000,000 shares
    authorized; 10,959,169 and 39,936,064 issued and outstanding,
    respectively


1,096



3,036Additional paid-in capital


103,730,471



214,082,720Accumulated deficit


(15,839,620
)


(941,186
)87,891,947



213,144,570$
88,520,440


$
318,395,203    46




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  STATEMENTS
    OF OPERATIONS
  Period fromJune 28,2007Year Ended


Year Ended


(Inception) toDecember 31, 2009


December 31, 2008


December 31, 2007Revenue

$



$



$
Operating expensesGeneral and administrative expenses


14,168,517



2,619,043



73,606Stock based compensation


868,938



4,624,952



284,014Loss from operations


(15,037,455
)


(7,243,995
)


(357,620
)Interest income


139,021



5,691,449



968,980Net (loss) income

$
(14,898,434
)

$
(1,552,546
)

$
611,360Earnings per shareNet (loss) income

$
(14,898,434
)

$
(1,552,546
)

$
611,360Deferred interest on investments held in trust relating to
    common shares subject to possible conversion

$
(95,847
)

$
(445,564
)

$
(321,208
)Net (loss) income attributable to common stockholders

$
(14,994,281
)

$
(1,998,110
)

$
290,152Weighted average number of common shares subject to possible
    conversion outstanding






9,584,654



9,584,654Earnings per share common shares subject to possible conversion





$
0.05


$
0.03Weighted average number of common shares outstanding 
    basic


33,169,481



39,936,064



14,451,397Weighted average number of common shares outstanding 
    diluted


33,169,481



39,936,064



54,900,247Basic (loss) earnings per common share

$
(0.45
)

$
(0.05
)

$
0.02Diluted (loss) earnings per common share

$
(0.45
)

$
(0.05
)

$
0.01    47




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  STATEMENT
    OF CHANGES IN STOCKHOLDERS EQUITY
 PERIOD
    FROM JUNE 28, 2007 (INCEPTION) TO DECEMBER 31,
    2009
  Common Stock


Additional


EarningsShares


Amount


Paid-In Capital


(Deficit)


TotalCommon shares issued at $0.001 per share


8,625,000


$
863


$
7,762


$



$
8,625Sale of 31,948,850 units, net of underwriters
    commissions and offering expenses (includes
    9,584,654 shares subject to possible conversion)


31,948,850



3,195



295,649,528







295,652,723Proceeds subject to possible conversion of 9,584,654 shares






(958
)


(94,216,190
)






(94,217,148
)Proceeds from issuance of private placement warrants










8,500,000







8,500,000Redemption of common shares at $0.001 per share


(637,786
)


(64
)


(574
)






(638
)Stock based compensation










284,014







284,014Deferred interest on investments held in trust relating to
    common shares subject to possible conversion










(321,208
)






(321,208
)Net income














611,360



611,360Balance at December 31, 2007


39,936,064



3,036



209,903,332



611,360



210,517,728Stock based compensation










4,624,952







4,624,952Deferred interest on investments held in trust relating to
    common shares subject to possible conversion










(445,564
)






(445,564
)Net loss














(1,552,546
)


(1,552,546
)Balance at December 31, 2008


39,936,064



3,036



214,082,720



(941,186
)


213,144,570Exchange of common shares at $0.0001 per share


(7,618,908
)


(762
)


(6,095
)






(6,857
)Redemption of common shares at $9.915 per share, net of
    $94,983,921 previously reserved for


(21,357,987
)


(1,178
)


(116,779,342
)






(116,780,520
)Settlement of deferred underwriters commission in connection
    with the offering










5,564,250







5,564,250Stock based compensation










868,938







868,938Net loss














(14,898,434
)


(14,898,434
)Balance at December 31, 2009


10,959,169


$
1,096


$
103,730,471


$
(15,839,620
)

$
87,891,947    48




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  STATEMENTS
    OF CASH FLOWS
  Period fromJune 28,2007Year Ended


Year Ended


(Inception) toDecember 31,


December 31,


December 31,2009


2008


2007Cash flow from operating activitiesNet (loss) income

$
(14,898,434
)

$
(1,552,546
)

$
611,360Adjustments to reconcile net (loss) income to net cash used
    in operating activitiesStock based compensation


868,938



4,624,952



284,014Interest earned on cash held in trust


(86,382
)


(5,664,250
)


(968,931
)Changes in operating assets and liabilitiesPrepaid expenses


(294,018
)






(257,180
)Accrued expenses


(53,564
)


355,338



326,719Accrued offering costs






(498,775
)


498,775Net cash (used in) provided by operating activities


(14,463,460
)


(2,735,281
)


494,757Cash flow from investing activitiesCash withdrawn from trust account for working capital


316,778,521



4,100,000



Cash placed in trust account










(314,158,960
)Net cash provided by (used in) investing activities


316,778,521



4,100,000



(314,158,960
)Cash flow from financing activitiesProceeds from sales of shares of common stock to initial
    stockholders, net










7,987Proceeds from sale of warrants in private placement










8,500,000Proceeds from initial public offering










319,488,500Payment of redemption of common shares


(211,764,441
)






Payment of underwriters discount and offering costs


(4,027,260
)






(14,251,121
)Net cash (used in) provided by financing activities


(215,791,701
)






313,745,366Net increase in cash and equivalents


86,523,360



1,364,719



81,163Cash and cash equivalents, beginning of period


1,445,882



81,163



Cash and cash equivalents, end of period

$
87,969,242


$
1,445,882


$
81,163Supplemental disclosure of non-cash financing activitiesDeferred interest on investments held in trust relating to
    common shares subject to possible conversion

$
95,847


$
445,564


$
321,208Deferred underwriter commissions included in proceeds from
    initial public offering

$



$



$
9,584,655    49




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL STATEMENTS
  PERIOD FROM JUNE 28, 2007 (INCEPTION)
 TO DECEMBER 31, 2009
  1.
    ORGANIZATION
    AND BUSINESS OPERATIONS    General
         50




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
    1st
    Commerce Merger Agreement
    Warrant
    and Private Shares Restructuring
  30-day
     51




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
    Warrant
    Letter Agreement with Sponsor
    Stockholder
    Approval to Become Western Liberty Bancorp
    Amendment
    to Trust Agreement
    COI
    Amendments
    
    amended the definition of Business Combination to
    remove the requirement that WLBCs initial acquisition of
    one or more assets or operating businesses needed to have a fair
    market value of at least 80.0% of WLBCs net assets held in
    trust (net of taxes and amounts disbursed for working capital
    purposes and excluding the amount held in the trust account
    representing a portion of the underwriters discount) at
    the time of acquisition;
    removed the prohibition on the consummation of a business
    combination if holders of an aggregate of 30.0% or more in
    interest of the shares of WLBCs common stock issued in its
    initial public offering (Public Shares) exercised
    their conversion rights; and
    removed the requirement that only holders of Public Shares who
    voted against WLBCs initial business combination could
    covert their Public Shares into cash.
    changed WLBCs name from Global Consumer Acquisition
    Corp. to Western Liberty Bancorp; 52




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
   
    changed WLBCs corporate existence to perpetual, so WLBC
    will not be required to liquidate on November 27, 2009;
    deleted the provision in the Certificate of Incorporation that
    provided that in the event a business combination was not
    consummated prior to November 27, 2009, WLBCs
    corporate purpose would automatically have been limited to
    effecting and implementing WLBCs dissolution and
    liquidation and that WLBCs powers would be limited to
    those set forth in Section 278 of the Delaware General
    Corporation Law and as otherwise may be necessary to implement
    the limited purpose; and
    deleted the following restrictions only applicable to special
    purpose acquisition companies:  
    the requirement that a business combination be submitted to
    WLBCs stockholders for approval and authorized by the vote
    of a majority of the Public Shares cast at a meeting of
    stockholders to approve such business combination;
    the procedures for exercising conversion rights;
    the provision for when funds may be disbursed from WLBCs
    trust account established in connection with its initial public
    offering;
    the provision that no other business combination could be
    consummated until WLBC initial business combination is
    consummated; and
    the provision that holders of Public Shares would be entitled to
    receive distributions from WLBCs trust account only in the
    event of WLBCs liquidation or by demanding conversion.  Amendment
    to Amended and Restated Warrant Agreement
    Service1st
    Merger Agreement
       53




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
        Employment
    Agreement with William E. Martin
   54




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
    Employment
    Agreement with John S. Gaynor
      Employment
    Agreement with Richard Deglman
   55




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
    Employment
    Agreement with George Rosenbaum
      Voting
    Agreement
   56




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
   2.
    SIGNIFICANT
    ACCOUNTING POLICIES  Use of
    Estimates
    Cash
    and Cash Equivalents
      Stock
    based compensation
    Income
    Taxes
      Earnings
    per Share
     57




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
      Period fromJune 28, 2007Year Ended


Year Ended


(inception) toDecember 31, 2009


December 31, 2008


December 31, 2007Numerator:Net (loss) income available to common stockholders

$
(14,994,281
)

$
(1,998,110
)

$
290,152Denominator:Weighted-average common shares outstanding


33,169,481



39,936,064



14,451,397Dilutive effect of warrants and Restricted Stock Units


33,169,481



39,936,064



40,448,850Weighted-average common shares outstanding, assuming dilution


33,169,481



39,936,064



54,900,247Net (loss) income per shareBasic

$
(0.45
)

$
(0.05
)

$
0.02Diluted









$
0.01     Fair
    Value of Financial Instruments
    Recently
    Issued Accounting Pronouncements
     58




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
          3.
    INITIAL
    PUBLIC OFFERING    and/or
  lock-up
 59




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
        4.
    RELATED
    PARTY TRANSACTIONS    Services
    Agreement
  out-of-pocket day-to-day
  Payment
    for Due Diligence Services
    5.
    INCOME
    TAXES   60




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
   60.1




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
  2009


2008


2007Noncurrent net operating loss carryforwards

$
4,550,000


$
98,100


$
14,700Start-up
    costs


175,000



770,200



105,000Other noncurrent


490,000



1,662,000



96,600Total deferred tax assets


5,215,000



2,530,300



216,300Deferred tax asset valuation allowance


(5,215,000
)


(2,530,300
)


(216,300
)Net deferred taxes

$



$



$
         6.
    STOCKHOLDERS
    EQUITY  Preferred
    Stock
    Common
    Stock
        Restricted
    Stock
   61




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
      7.
    FAIR
    VALUE MEASUREMENTS      
    Level 1:  Observable inputs such as quoted
    prices (unadjusted) in active markets for identical assets or
    liabilities.
    Level 2:  Inputs other than quoted prices
    that are observable for the asset or liability, either directly
    or indirectly. These include quoted prices for similar assets or
    liabilities in active markets and quoted prices for identical or
    similar assets or liabilities in markets that are not active.
    Level 3:  Unobservable inputs that reflect
    the reporting entitys own assumptions. 62




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
     Financial Assets at Fair Value as of December 31,
    2009SignificantFair Value


Quoted Prices in


Significant Other


UnobservableDecember 31,


Active Markets


Observable Inputs


InputsDescription

2009


(Level 1)


(Level 2)


(Level 3)Assets:Investments held in trust

$



$



$



$
Cash and cash equivalents


87,969,242



87,969,242







Total

$
87,969,242


$
87,969,242


$



$
   Financial Assets at Fair Value as of December 31,
    2008SignificantFair Value


Quoted Prices in


Significant Other


UnobservableDecember 31,


Active Markets


Observable Inputs


InputsDescription

2008


(Level 1)


(Level 2)


(Level 3)Assets:Investments held in trust

$
316,692,141


$



$
316,692,141


$
Total

$
316,692,141


$



$
316,692,141


$
   Investments
    in Registered Money Market Funds
        Investments
    Previously Held in Trust
    8.
    COMMITMENTS
    AND CONTINGENCIES       63




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##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
      Indemnifications
    9.
    SUBSEQUENT
    EVENTS   64




---



##### Table of Contents



WESTERN
    LIBERTY BANCORP
  NOTES TO FINANCIAL
    STATEMENTS  (Continued)
   10.
    SUMMARIZED
    QUARTERLY FINANCIAL INFORMATION (UNAUDITED)    Quarter EndedDecember 31, 2009


September 30, 2009


June 30, 2009


March 31, 2009Year Ended December 31, 2009Operating Expenses

$
(6,489,150
)

$
(5,063,587
)

$
(2,562,515
)

$
(922,203
)Interest income


51,912



5,925



10,562



70,622Net (loss) income for the period

$
(6,437,238
)

$
(5,057,662
)

$
(2,551,953
)

$
(851,581
)Weighted average number of common shares outstanding not subject
    to possible redemption, basic


33,169,481



39,936,064



39,936,064



39,936,064Weighted average number of common shares outstanding not subject
    to possible redemption, diluted


75,444,175



39,936,064



39,936,064



80,384,913Net (loss) income per common share not subject to possible
    redemption, basic

$
(0.19
)

$
(0.13
)

$
(0.06
)

$
(0.02
)Net (loss) income per common share not subject to possible
    redemption, diluted





$
(0.13
)

$
(0.06
)

$
(0.02
)   Quarter EndedDecember 31, 2008


September 30, 2008


June 30, 2008


March 31, 2008Year Ended December 31, 2008Operating Expenses

$
(3,998,364
)

$
(1,176,160
)

$
(1,150,529
)

$
(918,942
)Interest income


431,067



1,750,226



1,481,237



2,028,919Net (loss) income for the period

$
(3,567,297
)

$
574,066


$
330,708


$
1,109,977Weighted average number of common shares outstanding not subject
    to possible redemption, basic


39,936,063



39,936,063



39,936,063



39,936,063Weighted average number of common shares outstanding not subject
    to possible redemption, diluted


80,384,913



80,384,913



80,384,913



80,384,913Net (loss) income per common share not subject to possible
    redemption, basic

$
(0.09
)

$
0.01


$
0.01


$
0.03Net loss income per common share not subject to possible
    redemption, diluted

$
(0.09
)

$
0.01


$
0.00


$
0.01  65