Summary of WEST BANCORPORATION INC

Item 1.01 Entry into a Material Definitive Agreement.

On December 31, 2008, as part of the Capital Purchase Program (the "CPP") offered under the Emergency Economic Stabilization Act of 2008, West Bancorporation, Inc. (the "Company") entered into a Letter Agreement, which incorporated therein the Securities Purchase Agreement-Standard Terms (the "Agreement"), with the United States Department of the Treasury (the "Treasury") pursuant to which the Company issued and sold to the Treasury 36,000 shares of the Company's Fixed Rate Cumulative Perpetual Preferred Stock, Series A, (the "Preferred Stock"). The Company also issued to the Treasury a ten-year Warrant (the "Warrant") to purchase 474,100 shares (the "Warrant Shares") of Company common stock ("Common Stock") for $11.39 per share, subject to adjustment. In consideration for the Preferred Stock and the Warrant, the Company received proceeds of $36,000,000. The following description of the Preferred Stock and the Warrant are qualified in their entirety by reference to the Articles of Amendment (as defined below) and Warrant, which are attached as Exhibits 3.2 and 4.1, respectively, and are incorporated by reference herein.

The Preferred Stock qualifies as Tier 1 capital of the Company and will pay cumulative dividends at a rate of 5% per annum for the first five years, and at a rate of 9% per annum thereafter. The Preferred Stock carries with it a liquidation preference of $1,000 per share over the Common Stock. The Preferred Stock has no mandatory redemption or maturity date and is generally non-voting. The Company has the right to redeem the Preferred Stock at its option at any time for a price per share equal to the liquidation preference plus accrued and unpaid dividends through the date of redemption, but until February 15, 2012, the Company may only exercise that right if and to the extent that it has raised aggregate gross proceeds of not less than $9,000,000 from the sale of Common Stock or perpetual preferred stock qualifying as Tier 1 capital. Any redemption of the Preferred Stock requires the approval of the Federal Reserve. The restrictions on redemption are set forth in the Articles of Amendment, attached hereto as Exhibit 3.2.

Prior to December 31, 2011, unless the Company redeems the Preferred Stock or the Treasury transfers the Preferred Stock to a non-affiliated third party, the consent of the Treasury will be required for the Company to (i) make distributions or pay dividends on its Common Stock other than regular quarterly dividends of not more than $.16 per share (which is the amount of the most recently declared regular dividend) or (ii) redeem, purchase or acquire shares of Common Stock or other equity or capital securities of the Company, other than in connection with the administration of its benefit plans consistent with past practice and certain other circumstances specified in the Agreement. In addition, pursuant to the Articles of Amendment approved by the Company's Board of Directors and filed with the Secretary of State of Iowa on December 24, 2008, creating the Preferred Stock, the Company's ability to declare or pay dividends or distributions on, or repurchase Common Stock or other equity or capital securities of the Company (including trust preferred securities) will be subject to restrictions in the event the Company fails to declare and pay full dividends on the Preferred Stock (or set aside a sum sufficient for payment thereof).

The Warrant is immediately exercisable upon its issuance and has an initial exercise price of $11.39 per share of Common Stock. The Warrant includes customary anti-dilution provisions which provide for the adjustment of the exercise price and the number of Warrant Shares upon the occurrence of certain events set forth in the Warrant. Pursuant to the Agreement, the Treasury has also agreed not to exercise voting power with respect to any Warrant Shares issued upon exercise of the Warrant. The Warrant has a 10-year term. If the . . .

Item 3.02 Unregistered Sales of Equity Securities.

In connection with the transactions described in response to Item 1.01 concerning the Agreement and the issuance of the Preferred Stock and the Warrant that constitute the offering and sale of the Company's securities, the Company relied upon the exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (including the Common Stock issuable upon exercise of the Warrant). The information set forth in Item 1.01 above is incorporated herein by reference.

The Company has agreed with the Treasury to file a "shelf" registration statement under the Securities Act of 1933 to facilitate the potential resale of the Warrant and the shares of Common Stock issuable upon exercise of the Warrant.

The Company did not engage in general solicitation or advertising with regard to the issuance and sale of such securities and has not offered securities to the public in connection with the transactions contemplated by the Agreement. The information being furnished pursuant to this Current Report on Form 8-K and the exhibits attached hereto shall not constitute an offer to sell or the solicitation of an offer to buy such securities.

Item 3.03 Material Modification of Rights to Security Holders.

Upon issuance of the Preferred Stock on December 31, 2008, the ability of the Company to declare or pay dividends or distributions on, or purchase, redeem or otherwise acquire for consideration, shares of its Common Stock or other securities, including trust preferred securities, will be subject to restrictions. This includes a restriction against increasing dividends from the last quarterly cash dividend per share ($0.16) declared on the Common Stock. These restrictions will terminate on the earlier of (a) December 31, 2011 or
(b) the date on which the Preferred Stock has been redeemed in whole or Treasury has transferred all of the Preferred Stock to third parties. The restrictions described in this paragraph are set forth in the Agreement.

In addition, pursuant to the Articles of Amendment, the ability of the Company to declare or pay dividends or distributions on, or repurchase, redeem or otherwise acquire for consideration, shares of its Common Stock or other securities will be subject to restrictions in the event that the Company fails to declare and pay full dividends (or declare and set aside a sum sufficient for payment thereof) on its Preferred Stock. These restrictions are set forth in the Articles of Amendment (Exhibit 3.2).

Item 9.01 Financial Statements and Exhibits.

Exhibit
Number      Description
3.1         Articles of Amendment to the Restated Articles of
            Incorporation filed with the Iowa Secretary of State on
            December 24, 2008
 3.2        Articles of Amendment to the Restated Articles of
            Incorporation filed with the Iowa Secretary of State on
            December 24, 2008, designating the terms of Fixed Rate
            Cumulative Perpetual Preferred Stock, Series A

4.1         Warrant to Purchase Shares of Common Stock, of the Company

10.1        Letter Agreement, dated December 31, 2008, including
            Securities Purchase Agreement - Standard Terms incorporated by
            reference therein, between the Company and the Treasury, with
            respect to the issuance and sale of the Preferred Stock and
            the Warrant.

10.2        Form of Waiver executed by each of Thomas E. Stanberry,
            Douglas R. Gulling, Brad L. Winterbottom, Scott D. Eltjes and
            Jeffrey D. Lorenzen.

 99.1       Press Release dated December 31, 2008