Item 3.03 Material Modification to Rights of Security Holders

On December 5, 2008, Harrington West Financial Group, Inc. (the "Company") (Nasdaq: HWFG) filed a Certificate of Amendment to its Certificate of Incorporation increasing the number of authorized shares of its Common and Preferred Stock to 15,000,000 and 5,000,000, respectively. A copy of the Certificate of Amendment is attached hereto as Exhibit 4.1.

Item 8.01 Other Events.

On December 4, 2008, the Company issued a press release announcing the results of its special stockholder meeting held on December 3. At the special meeting, stockholders approved the amendment of the Company's Certificate of Incorporation as discussed in Item 3.03 above. In addition, the stockholders approved the conversion, from time to time in accordance with its terms, of the shares of Series A Preferred Stock into Common Stock and the issuance of Common Stock in accordance with the terms of the Series A Preferred Stock as issued, and to be issued, to Concordia Capital Financial Services Fund L.P., and other accredited investors, pursuant to the Company's recent private sale of such securities. A copy of the press release is attached hereto as Exhibit 99.1, and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:

4.1 Certificate of Amendment of Certificate of Incorporation
99.1 Press Release Dated December 4, 2008.

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