Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file number 001-9383
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
WESTAMERICA BANCORPORATION TAX DEFERRED
SAVINGS/RETIREMENT PLAN (ESOP)
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
Westamerica Bancorporation
1108 Fifth Avenue
San Rafael, California 94901
Page 2
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004 AND
FOR THE YEARS ENDED DECEMBER 31, 2005, 2004 AND 2003
AND
SUPPLEMENTAL SCHEDULES
AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2005
AND
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Page 3
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
TABLE OF CONTENTS
-----------------
Page
----
Report of Independent Registered Public Accounting Firm 4
Financial Statements:
Statement of Net Assets Available for Benefits as of
December 31, 2005 and 2004 5
Statement of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 2005, 2004 and 2003 6
Notes to Financial Statements 7-14
Supplemental Schedules:
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets
(Held at End of Year) as of December 31, 2005 15-16
Schedule H, Line 4j - Schedule of Reportable Transactions
for the Year Ended December 31, 2005 17
Signatures 18
Exhibit Index 19
All other schedules required by Section 2520.103-10 of the Department of
Labor's Rules and regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974 have been omitted because
they are not applicable.
Page 4
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-------------------------------------------------------
To the Employee Benefits and
Compensation Committee of the
Board of Directors of
Westamerica Bancorporation
We have audited the accompanying statement of net assets available for
benefits of the Westamerica Bancorporation Tax Deferred Savings/Retirement
Plan (ESOP) (the "Plan") as of December 31, 2005 and 2004, and the related
statement of changes in net assets available for benefits for the years ended
December 31, 2005, 2004 and 2003. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with the auditing standards of the
Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audits to obtain reasonable assurance about
whether the financial statements are free of material misstatement. The Plan
has determined that it is not required to have, nor were we engaged to
perform, an audit of its internal control over financial reporting. Our
audits included consideration of internal control over financial reporting as
a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan's internal control over financial reporting.
Accordingly, we express no such opinion. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the
Westamerica Bancorporation Tax Deferred Savings/Retirement Plan (ESOP) as of
December 31, 2005 and 2004, and the changes in net assets available for
benefits for the years ended December 31, 2005, 2004 and 2003, in conformity
with accounting principles generally accepted in the United States of
America.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
(held at end of year) and reportable transactions, as of and for the year
ended December 31, 2005, are presented for the purpose of additional analysis
and are not a required part of the basic financial statements, but are
supplementary information required by the United States Department of Labor
Rules and Regulations for Reporting and Disclosure under the Employee
Retirement
Income Security Act of 1974. These supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have
been subjected to the auditing procedures applied in the audit of the basic
2005 financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic 2005 financial statements taken as
a whole.
/s/ Perry-Smith LLP
-------------------
Sacramento, California
June 13, 2006
400 CAPITOL MALL, SUITE 1200, SACRAMENTO, CA 95814
916-441-1000 FAX 916-441-1110 URL www.perry-smith.com
Page 5
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 2005 and 2004
2005 2004
------------------------
ASSETS
Cash $ 14,953 $ 7,084
------------------------
Investments:
Westamerica common stock (Notes 3 and 4) 34,398,813 41,154,841
Shares of registered investment companies
(mutual funds) (Note 3) 20,844,738 19,446,407
Participant loans (Note 3) 953,248 1,143,215
------------------------
Total investments 56,196,799 61,744,463
------------------------
Receivables:
Employer contributions 62,888
Participant contributions 84,719
Interest 109 50
------------------------
Total receivables 147,716 50
------------------------
Total assets 56,359,468 61,751,597
------------------------
LIABILITIES
Accrued trustee fees 12,577 14,013
------------------------
Net assets available for benefits $56,346,891 $61,737,584
=========== ===========
The accompanying notes are an integral
part of these financial statements.
Page 6
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
For the Years Ended December 31, 2005, 2004 and 2003
2005 2004 2003
-------------------------------------
ADDITIONS
Investment income:
Net (depreciation) appreciation in
fair value of investments(Note 3) $ (2,948,412)$ 7,418,432 $ 9,651,775
Interest 485,452 340,738 249,478
Dividends 835,719 764,818 724,410
Interest on participant loans 57,540 61,938 68,278
-------------------------------------
Total investment (loss) income (1,569,701) 8,585,926 10,693,941
-------------------------------------
Contributions:
Participants 2,338,918 2,313,392 2,269,775
Employer 1,509,026 1,508,125 1,508,203
Participant rollovers 118,533 225,627 16,877
-------------------------------------
Total contributions 3,966,477 4,047,144 3,794,855
-------------------------------------
Total additions 2,396,776 12,633,070 14,488,796
-------------------------------------
DEDUCTIONS
Benefits paid to participants 7,738,145 4,353,746 3,356,904
Administrative expenses (Note 6) 49,324 51,327 46,916
-------------------------------------
Total deductions 7,787,469 4,405,073 3,403,820
-------------------------------------
Net (decrease) increase (5,390,693) 8,227,997 11,084,976
-------------------------------------
Net assets available for plan benefits:
Beginning of year 61,737,584 53,509,587 42,424,611
-------------------------------------
End of year $ 56,346,891 $61,737,584 $53,509,587
=========== =========== ===========
The accompanying notes are an integral
part of these financial statements.
Page 7
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN
The following description of the Westamerica Bancorporation (the "Company")
Tax Deferred Savings/Retirement Plan (ESOP) (the "Plan") provides only general
information. Participants should refer to the Summary Plan Description and Plan
Document for a more complete description of the Plan's provisions.
General
-------
The Plan became effective October 1, 1985 and was established by the Company
as a non-contributory profit sharing plan. The Plan was amended to included a
salary deferral feature pursuant to section 401(k) of the Internal Revenue Code.
Concurrent with the amendment, all existing account balances were invested in
either common stock or certificates of deposit of the Company, and all employee
accounts were fully vested. The Plan was also amended and restated as an
Employee Stock Ownership Plan (ESOP). The Employee Benefits and
Compensation Committee of the Company's Board of Directors (the "Committee")
delegates to the Company's Pension Management Committee, the administration
of the Plan. The Committee has the responsibility for the general operation of
the Plan, including the resolution of any questions arising under the Plan
agreement. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA). Investments in the Plan are participant
directed with the exception of employer contributions which are invested in
shares of Company common stock. Vanguard Fiduciary Trust Company serves as
Trustee of the Plan.
During 2005, Redwood Empire Bancorp (Redwood) was merged into Westamerica
Bancorporation. The Plan was amended in order for former employees of
Redwood's wholly-owned subsidiary, National Bank of the Redwoods, to be
credited with their prior service for eligibility in the Plan.
Eligibility
-----------
Under the Plan, employees of the Company who are compensated on a salaried
basis become eligible to participate in the plan on the first day of the
calendar
month coinciding with or following the date the employee completes 90
consecutive days of service with the Company or completes 1,000 service hours
in a 12-month consecutive period.
Vesting
-------
Participants are immediately vested in their salary-deferral contributions, the
Company's discretionary and matching contributions, plus actual earnings
thereon.
Page 8
1. DESCRIPTION OF PLAN (Continued)
Contributions
-------------
Each year, participants may make salary deferral contributions in any whole
percentage up to 25 percent of pretax annual compensation subject to certain IRC
limitations. The Company's matching contribution is 100 percent of the
participant's elective contribution, up to a maximum of 6 percent of the
participant's compensation. Additional amounts may be contributed at the
discretion of the Company's Board of Directors. Participants may also
contribute amounts representing distributions from other qualified defined
benefit or contribution plans. For the years ended December 31, 2005, 2004 and
2003, the Company made no discretionary contributions. Company contributions
are subject to certain IRC limitations.
Participant Accounts
--------------------
Individual accounts are maintained for each Plan participant. Each
participant's account is credited with the participant's contribution,
allocation of the Company's matching and discretionary contributions, allocation
of Plan earnings, and charged with withdrawals, allocations of Plan losses and
administrative expenses.
Employer matching contributions are allocated to participants based on the
participant's elective contribution.
Employer discretionary contributions are allocated to the account of each
participant in ratio of the participant's eligible compensation to the total
eligible compensation for all Plan participants.
The benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
Participants' Investment Options
--------------------------------
Company matching contributions are invested in the Westamerica Common Stock
Fund in accordance with the Plan Document. Participants may redirect Company
contributions from the Westamerica Common Stock Fund to other investment
options at their discretion.
Participants direct participant contributions in whole or in part in any of the
following investment fund options as of December 31, 2005:
The Westamerica Common Stock Fund, which is invested in the Company's
common stock and temporary interest-bearing money market funds.
Vanguard 500 Index Fund, which invests in the 500 stocks that make up the
unmanaged Standard & Poor's 500 Composite Stock Price Index, a widely
recognized benchmark of U.S. stock market performance.
Page 9
1. DESCRIPTION OF PLAN (Continued)
Participants' Investment Options (Continued)
--------------------------------
Vanguard Explorer Fund, which invests in a diversified group of small-
company stocks with prospects for above-average growth. The fund may
invest up to 20% in foreign securities and up to 15% in restricted or illiquid
securities.
Vanguard Morgan Growth Fund, which invests primarily in stocks of large
and mid-sized companies that have strong records of growth in sales and
earnings or that have performed well during certain market cycles.
Vanguard Prime Money Market Fund, which invests in short-term, high-
quality money market instruments issued by financial institutions,
nonfinancial corporations, the U.S. government, and federal agencies.
Vanguard Total Bond Market Index Fund, which invests in bonds that
attempt to match the performance of the unmanaged Lehman Brothers
Aggregate Bond Index, which is a widely recognized measure of the
taxable U.S. bond market.
Vanguard Total International Stock Index, which invests in three Vanguard
international index funds: a European fund, a Pacific fund, and an
emerging markets fund. These funds invest in the stock of companies in
more than 30 countries.
Vanguard Windsor II Fund, which invests in a diversified group of out-of-
favor stocks of large capitalization companies. The stocks selected
generally sell at prices below the market average compared to their
dividend income and future return potential.
Vanguard Extended Market Index Fund, which invests in a broadly
diversified portfolio of stocks of small and medium sized companies that
are regularly traded on the New York and American Stock Exchanges and
NASDAQ over-the-counter market. The portfolio is designed to be
representative of the Wilshire 4500 Index.
Vanguard Short-Term Federal Fund, which invests primarily in short-term
securities issued by U.S. government agencies, but may also invest in U.S.
Treasury securities and in repurchase agreements backed by U.S. Treasury
or federal agency securities. To reduce fluctuations in its share price, the
fund maintains an average maturity of 1 to 3 years.
Vanguard Target Retirement Income Fund, which invests in other Vanguard
mutual funds according to an asset allocation designed for investors
currently in retirement. It typically allocates 70% of assets to bonds and
30% to stocks.
Vanguard Target Retirement 2005, which is invested in other Vanguard
mutual funds. It typically allocates 50% of assets to bonds and 50% to
stocks.
Page 10
1. DESCRIPTION OF PLAN (Continued)
Participants' Investment Options (Continued)
--------------------------------
Vanguard Target Retirement 2015, which is invested in other Vanguard
mutual funds according to an asset allocation designed for investors
currently in retirement. It typically allocates 67% of assets to stocks and
33% to bonds.
Vanguard Target Retirement 2025, which is invested in other Vanguard
mutual funds. It typically allocates 82.5% of assets to stocks and 17.5% to
bonds.
Vanguard Target Retirement 2035, which is invested in other Vanguard
mutual funds. It typically allocates 90% of assets to stocks and 10% to
bonds.
Vanguard Target Retirement 2045, which is invested in other Vanguard
mutual funds. It typically allocates 90% of assets to stocks and 10% to
bonds.
Participants may change their investment options at any time directly through
The Vanguard Group.
Participant Loans
-----------------
Participants may borrow a minimum of $1,000 up to a maximum equal to the
lesser of 50 percent of their account balance, 100 percent of participant
contributions, or $50,000. For the purposes of this limit, all qualified plans
of the Company shall be considered one plan. Loans are secured by the balance in
the participant's account and bear interest at prevailing market rates at the
time the funds are borrowed. Loan terms range from 1 to 5 years. Principal and
interest is paid ratably through payroll deductions.
Payment of Benefits
-------------------
Upon termination of service for any reason, a participant may elect to receive a
lump-sum distribution equal to the value in his or her account. Distributions
for the value of a participant's account invested in the Westamerica Common
Stock Fund stock are made in the form of the Company's common stock plus cash
for any fractional shares or, if a participant elects, in cash or an in-kind
transfer, as provided by the Plan document. Participants may also receive in-
service distributions on account of hardship or after attaining age 59 1/2.
Cash dividends paid on Westamerica Bancorporation common stock allocated to
participant accounts may be paid to participants in cash. Effective with respect
to distributions made on or after March 28, 2005, if the value of a
participant's benefit is not more than $1,000, the benefit shall be
automatically paid in a single lump sum in cash or, if elected, directly to an
eligible retirement plan. Benefits payable to participants for amounts greater
than $1,000 may be made in cash or other form of distribution, as defined by the
Plan. As of December 31, 2005 and 2004, there were no benefits payable to
participants that have elected to withdraw from the Plan but have not yet been
paid.
Voting Rights
-------------
Each participant is entitled to exercise voting rights attributable to the
shares allocated to his or her account and is notified by the Trustee prior to
the time that such rights are to be exercised. The Trustee is not permitted to
vote any allocated share for which instructions have not been given by a
participant.
Page 11
1. DESCRIPTION OF PLAN (Continued)
Plan Termination
----------------
Although it has not expressed any interest to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan, subject to the provisions of ERISA.
Administrative Expenses
-----------------------
The Company provides bookkeeping and other administrative services for the
Plan at no charge. The Company pays the Plan's annual account maintenance
fees and other administrative expenses.
2. SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
-------------------
The financial statements of the Plan have been prepared in accordance with
accounting principles generally accepted in the United States of America.
Use of Estimates
----------------
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires the Plan's
management to make estimates and assumptions that affect the reported amounts
of net assets available for benefits and changes therein and disclosure of
contingent assets and liabilities. Actual results could differ from those
estimates. The Plan utilizes various investment instruments, including the
common stock of the Company and mutual funds. Investment securities, in
general, are exposed to various risks, such as interest rate, credit and overall
market volatility. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of investment
securities will occur in the near term and that such changes could materially
affect the amounts reported in the financial statements.
Concentrations of Investments
-----------------------------
Included in investments at December 31, 2005 and 2004 are shares of the
Westamerica Common Stock Fund amounting to $34,398,813 and $41,154,841,
respectively. The Westamerica Common Stock Fund represents 61% and 64% of
total investments at December 31, 2005 and 2004, respectively. A significant
decline in the market value of the Company's stock would have a materially
adverse effect on the Plan's net assets available for benefits.
Page 12
2. SUMMARY OF ACCOUNTING POLICIES (Continued)
Investment Valuation and Income Recognition
-------------------------------------------
The Plan's investments are stated at fair value. Shares of registered
investment companies (mutual funds) are reported at fair value based on the
quoted market price of the fund, which represents the net asset value of shares
held by the Plan at year end. The Company's common stock is valued at its
quoted market price. Participant loans are valued at their outstanding loan
balances.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the ex-
dividend date. Net appreciation (depreciation) in fair value of investments
includes net unrealized market appreciation (depreciation) of investments and
net realized gains and losses on the sale of investments during the period.
Management fees and operating expenses charged to the Plan for investments in
shares of registered investment companies (mutual funds) are deducted from
income earned on a daily basis and are not separately reflected. Consequently,
management fees and operating expenses are reflected as a reduction of
investment return for such investments.
Payment of Benefits
-------------------
Benefits are recorded when paid.
Reclassifications
-----------------
Certain amounts shown in the prior year have been reclassified to conform to the
current year presentation.
Impact of New Financial Accounting Standard
-------------------------------------------
Accounting Changes and Error Corrections
On June 7, 2005, the Financial Accounting Standards Board (the "FASB") issued
Statement No. 154 (FAS 154), Accounting Changes and Error Corrections - a
replacement of Accounting Principles Board (APB) Opinion No. 20, Accounting
Changes, and SFAS No. 3, Reporting Accounting Changes in Interim Financial
Statements. Under the provisions of FAS 154, voluntary changes in accounting
principles are applied retrospectively to prior periods' financial statements
unless it would be impractical to do so. FAS 154 supersedes APB Opinion No. 20,
which required that most voluntary changes in accounting principles be
recognized by including in the current period's net income the cumulative effect
of the change. FAS 154 also makes a distinction between "retrospective
application" of a change in accounting principle and the "restatement" of
financial statements to reflect the correction of an error. The provisions of
FAS 154 are effective for accounting changes made in fiscal years beginning
after December 15, 2005. Management of the Plan does not expect the adoption of
this standard to have a material impact on its financial position or results of
operations.
Page 13
3. INVESTMENTS
The Plan's investments, including investments bought, sold, and held
during the year, depreciated in value by $2,948,412 during 2005 and
appreciated in value by $7,418,432 and $9,651,775 during 2004 and
2003, respectively, as follows:
2005 2004 2003
-------------------------------------
Westamerica Common Stock Fund $(3,680,251)$ 6,047,876 $ 6,988,077
Mutual funds 731,839 1,370,556 2,663,698
-------------------------------------
$(2,948,412)$ 7,418,432 $ 9,651,775
=========== =========== ===========
The following table presents investments at fair value that represent
5% or more of the Plan's net assets as of December 31, 2005 and 2004:
2005 2004
-------------------------
Westamerica Common Stock Fund $34,398,813 $41,154,841
Vanguard 500 Index Fund 4,584,551 4,965,703
Vanguard Morgan Growth Fund 2,864,909 2,646,273
Vanguard Prime Money Market Fund 2,851,975 2,610,457
Other Investments 11,496,551 10,367,189
-------------------------
$56,196,799 $61,744,463
=========== ===========
4. INVESTMENT IN WESTAMERICA BANCORPORATION COMMON STOCK
The Plan's investments at December 31, 2005 and 2004 in Westamerica
Bancorporation common stock are as follows:
2005 2004
-------------------------
Number of shares 647,941 705,553
=========== ===========
Cost $17,211,268 $16,941,726
=========== ===========
Fair value $34,398,813 $41,154,841
=========== ===========
Page 14
5. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated December 12, 2001, that the Plan is qualified and the trust
established under the Plan is tax-exempt, under the appropriate sections
of the Internal Revenue Code. The Plan has been amended since receiving
the determination letter; however, the Plan's management and the Plan's
tax counsel believe that the Plan currently is designed and being operated
in compliance with the applicable requirements of the Internal Revenue
Code and the Plan continues to be tax exempt. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
6. RELATED PARTY TRANSACTIONS
Plan investments include shares of mutual funds managed by an affiliate of
Vanguard Fiduciary Trust Company (VFTC). VFTC is the trustee as defined
by the Plan and, therefore, these transactions qualify as party-in-
interest transactions which are exempt from the prohibited transactions
rules. Fees paid by the Plan for investment management services were
included as a reduction of the return earned on each fund. Fees paid by
the Plan for trustee services in connection with the Westamerica Common
Stock Fund for the years ended December 31, 2005, 2004 and 2003 amounted
to $49,324, $51,327 and $46,916, respectively.
7. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements at December 31, 2005 to Form 5500:
Net assets available for benefits per the financial statements $ 56,346,891
Less:
Employer contributions receivable (62,888)
Employee contributions receivable (84,719)
Interest receivable (109)
Cash in Westamerica Common Stock Fund (14,953)
------------
Net assets available for benefits per Form 5500 $ 56,184,222
============
Page 15
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
EMPLOYER IDENTIFICATION NUMBER: 94-2156203
PLAN NUMBER: 002
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2005
(c)
(b) Description of Investment
Identity of Issuer, Including Maturity Date,
(e)
Borrower, Lessor Rate of Interest, Collate (d)
Current
(a) or Similar Party Par or Maturity Value Cost
Value
--------------------------------------------------------------------------------
--------
* Westamerica Common Mutual Fund
Stock Fund 647,941 shares $17,211,268
$34,398,813
* Vanguard 500 Index Fund Mutual Fund
39,893 shares 4,362,373
4,584,551
* Vanguard Morgan Growth Mutual Fund
Fund 161,768 shares 2,738,628
2,864,909
* Vanguard Prime Money Mutual Fund
Market Fund 2,851,975 shares 2,851,975
2,851,975
* Vanguard Target Retirement Mutual Fund
2015 Fund 215,809 shares 2,474,008
2,473,170
* Vanguard Total International Mutual Fund
Stock Index Fund 135,008 shares 1,465,906
1,926,566
* Vanguard Windsor II Fund Mutual Fund
48,277 shares 1,397,032
1,512,533
* Vanguard Target Retirement Mutual Fund
2005 Fund 95,124 shares 1,039,794
1,039,700
* Vanguard Target Retirement Mutual Fund
2025 Fund 87,883 shares 1,034,383
1,034,378
Page 16
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
EMPLOYER IDENTIFICATION NUMBER: 94-2156203
PLAN NUMBER: 002
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
(Continued)
December 31, 2005
(c)
(b) Description of Investment
Identity of Issuer, Including Maturity Date,
(e)
Borrower, Lessor Rate of Interest, Collate (d)
Current
(a) or Similar Party Par or Maturity Value Cost
Value
--------------------------------------------------------------------------------
--------
* Vanguard Total Bond Market Mutual Fund
Index Fund 96,479 shares 982,228
970,578
* Vanguard Extended Market Mutual Fund
Index Fund 14,981 shares 433,933
513,249
* Vanguard Target Retirement Mutual Fund
2035 Fund 24,598 shares 301,403
301,577
* Vanguard Explorer Fund Mutual Fund
3,165 shares 234,781
237,728
* Vanguard Target Retirement Mutual Fund
2045 Fund 18,197 shares 228,626
228,734
* Vanguard Short Term Mutual Fund
Federal Fund 17,030 shares 178,763
174,726
* Vanguard Target Retirement Mutual Fund
Income Fund 12,487 shares 130,252
130,364
* Participant loans Interest rates ranging 953,248
953,248
from 5.00% to 9.75% ---------- ------
----
$38,018,601
$56,196,799
==========
==========
* Party-in-interest to the Plan.
Page 17
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
EMPLOYER IDENTIFICATION NUMBER: 94-2156203
PLAN NUMBER: 002
SCHEDULE H, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
For the Year Ended December 31, 2005
(h)
(f) Current Value
(a) (b) (c) (d) (e)
Expense (g) of Asset on (i)
Identity of Description Purchase Selling Lease
Incurred with Cost of Transaction Net Gain
Party Involved of Asset Price Price Rental
Transaction Asset Date or (Loss)
--------------------------------------------------------------------------------
-----------------------------------------------
Category (1)
-------------------------------------------
Purchases -
Series of Transactions
-------------------------------------------
Westamerica Bancorporation:
Westamerica Common Stock Common stock $ 3,467,055
$ 3,467,055
Sales -
Series of Transactions
-------------------------------------------
Westamerica Bancorporation:
Westamerica Common Stock Common stock $ 6,484,144
$ 3,227,108 $ 6,484,144 $ 3,257,036
Page 18
Duly Authorized Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or the persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
Date: June 28, 2006
-------------------------
By: /s/ Dennis R. Hansen
-------------------------
Dennis R. Hansen
Senior Vice President
And Member, Pension Management Committee
Page 19
Exhibit Index
Exhibit
Number Description
-------- --------------------------------------------------------
23 Consent of Independent Registered Public Accounting Firm
99 Certification pursuant to 18 U.S.C. Section 1350