Item 2.05 Costs Associated with Exit or Disposal Activities.

On December 17, 2008, Guaranty Financial Group Inc. (the "Company") committed to reduce its workforce by approximately 250 employees, or approximately 10% of the total number of employees. The reduction will be made primarily in those operational areas that do not involve customer contact, and are intended to allow the Company to operate more efficiently. The plans were communicated to affected employees primarily between December 17, 2008 and December 19, 2008, and the Company anticipates that the reduction in force will be substantially complete by January 16, 2009. The Company expects to recognize a one-time, pre-tax charge in the fourth quarter of approximately $9 million in connection with its payment of related termination benefits during that quarter.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 19, 2008, Robert B. Greenwood announced his intention to retire from his position as Senior Executive Vice President and Chief Administrative Officer at Guaranty Financial Group Inc. Mr. Greenwood's resignation shall be effective on January 2, 2009.