Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan
(ESOP)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1994
A. Full title of the Plan:
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
The address of the Plan is the
same as the address of the issuer.
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 CA 94901
This Plan is subject to Employee Retirement Income Security Act of
1974.
INDEX TO THE FINANCIAL STATEMENTS
Independent Auditors' Report
Statements of Net Assets Available for Plan Benefits
December 31, 1994 and 1993
Statements of Changes in Net Assets Available for Plan Benefits
for the Years Ended December 31, 1994 and 1993
Notes to Financial Statements
Schedule I - Schedule of Assets Held for Investment Purposes
December 31, 1994 and 1993
Schedule II - Statements of Transactions Involving More Than Five
Percent of Plan Assets for the Years
Ended December 31, 1994 and 1993
Schedule III- Allocation of Net Assets Available for Plan Benefits to
Investment Programs - December 31,
1994 and 1993
Schedule IV- Allocation of Changes in Net Assets Available for Plan
Benefits to Investment Programs for
the Years Ended December 31, 1994 and 1993
Independent Auditors' Consent
Duly Authorized Signature
<PAGE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Statements of Net Assets Available for Plan Benefits
December 31, 1994 and 1993
1994 1993
ASSETS
Investments, at fair value:
Westamerica Bancorporation Common Stock
(311,529 shares in 1994 and 324,899
shares in 1993) $9,267,988 $8,853,498
Bank of America CIT Short-Term
Investment Fund 481,595 902,938
Westamerica Bank Certificates of Deposit 490,994 622,858
Bank of America CIT Index Fund (Equity) 1,015,035 882,244
Stein Roe Special Mutual Fund 366,220 ---
Bank of America International Equity Fund 623,015 275,148
Bank of America Intermediate Treasury Bond
Index Fund 123,885 ---
Loans to Participants 278,920 280,468
----------- -----------
Total Investments 12,647,652 11,817,154
Cash 67,214 4,295
Accrued interest receivable 34,487 8,261
Contributions receivable 3,941 ---
----------- -----------
Total Assets 12,753,294 11,829,710
LIABILITIES
Contributions payable --- 859
Payable to broker --- 11,104
Refunds of excess contributions 23,479 65,949
Distributions payable 38,788 ---
----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $12,691,027 $11,751,798
=========== ===========
See accompanying Notes to Financial Statements.
<PAGE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Statements of Changes in Net Assets Available for Plan Benefits
For the Years Ended December 31, 1994 and 1993
1994 1993
INCREASES (DECREASES) IN NET ASSETS
ATTRIBUTED TO:
Contributions by participants $1,209,702 $1,047,594
Contributions by Westamerica Bancorporation 473,688 406,724
Participant rollovers 43,750 6,334
Investment Income:
Appreciation of investments 785,361 1,234,427
Dividends --- 717
Interest 48,576 28,619
Interest on participant loans 18,045 15,516
----------- -----------
Total Investment Income 851,982 1,279,279
Distributions paid (1,616,414) (828,936)
Refunds of excess contributions (23,479) (65,949)
----------- -----------
Total Increases 939,229 1,845,046
NET ASSETS AVAILABLE FOR PLAN
BENEFITS, beginning of year 11,751,798 8,663,997
Merger of Assets from Napa Valley Bancorp
401(k) Employee Savings Plan --- 1,242,755
NET ASSETS AVAILABLE FOR PLAN
BENEFITS, end of year $12,691,027 $11,751,798
=========== ===========
See accompanying Notes to Financial Statements.
<PAGE>
WESTAMERICA BANCORPORATION
TAX DEFERRED SAVINGS/RETIREMENT PLAN (ESOP)
NOTES TO FINANCIAL STATEMENTS
NOTE 1: The Plan
The Westamerica Bancorporation Tax Deferred Savings/Retirement Plan
ESOP) (the Plan), formerly called the Westamerica Bancorporation
Supplemental Retirement Plan, was established by Westamerica
Bancorporation (the Company) as a non-contributory profit sharing plan.
The Plan was amended to include 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 Internal Revenue Service issued a favorable determination letter on
November 23, 1993, stating that the Plan qualifies under Internal
Revenue Code Section 401(a) and that the underlying trust is exempt from
income tax under Section 501(a). Continued qualification is dependent
on the Plan's future operation.
The Plan's eligibility provisions were amended effective April 1, 1991.
Prior to that time, a salaried employee hired to work 30 hours or more
per week became eligible to participate in the Plan on the date
that such employee first performed an hour of service for which he or
she was compensated by the Company and a salaried employee hired to work
fewer than 30 hours per week became eligible to participate in the Plan
only after completing six months of service. After the amendment, a
salaried employee becomes eligible to participate in the Plan as of the
first day of the Plan quarter following his or her completion of a
ninety day introductory period. In addition to the amendment regarding
eligibility requirements, the Plan was also amended in four other
respects, as follows:
First, effective January 1, 1991, the Company's matching
contribution was increased from 35 percent to 50 percent
of the participant's elective contribution, up to a maximum
of 6 percent of the participant's salary.
Second, April 1, 1991, any participant may elect, at the
beginning of any Plan quarter, to transfer up to 50 percent
of his or her Common Stock Fund into other investment funds
provided under the Plan.
Third, effective April 1, 1991, a participant is allowed
to borrow against his or her Rollover Account. A Rollover
Account consists of participant contributions disbursed
from other plans qualified under the Internal Revenue Code
and deposited in the Plan within 60 days of receipt by the
participant.
Fourth, effective January 1, 1995, the Company's matching
contribution was increased from 50 percent to 100 percent
of the participant's elective contribution, up to a maximum
of 6 percent of the participant's salary.
Participants may elect to defer compensation, through payroll deduction,
by any whole percentage up to 15 percent of compensation (not to exceed
$9,240 in 1994 and $8,994 in 1993) in any plan year. Participants
may direct that funds be invested in whole or in part in any of the
seven investment funds as follows:
The Company Common Stock Fund, which is invested in Company Common
Stock.
The Money Market Savings Fund, which is invested in high-grade,
short-term money market instruments.
The CD Fund, which consists of certificates of deposit placed with
Westamerica Bank, a wholly owned subsidiary of the Company.
The Equity Index Fund, which is invested in common stock of 499 of
the 500 common stock issues comprising the Standard & Poor's 500
Composite Stock Price Index (the "Index"). The exception is BankAmerica
Corporation Stock. Westamerica Bancorporation stock is not included in
the Index.
The Stein Roe Special Mutual Fund, which is an open-end no-load
actively managed stock mutual fund.
The International Equity Fund, which is invested primarily in
common stock and equity related securities traded on major international
markets outside the U.S.
The Intermediate Treasury Bond Index Fund, which is invested
entirely in securities of the U.S. Treasury with maturities of between
one and ten years.
The Plan permits participants to borrow from their account and allows
for hardship withdrawals. A participant may borrow the lesser of 50
percent of their total account balance, 100 percent of participant
contributions, or $50,000. In 1994 and 1993, total participant loans
funded were $132,350 and $219,052, respectively.
The Company's matching contributions are invested in the Company Common
Stock Fund. The Company may, but is not obligated to, contribute
additional amounts to the Company Common Stock Fund. All
contributions are 100 percent vested and non-forfeitable with the
exception that participants terminating employment with the Company
forfeit Company matching contributions in the plan quarter of
termination.
As of December 31, 1994, the Plan had 640 active participants of a total
of 1,065 eligible participants. As of December 31, 1993, the Plan had
682 active participants.
The Plan is administered by the Board of Directors of the Company, which
has delegated this authority to the Company's Pension Management
Committee. This committee has the responsibility for the general
operation of the Plan. All expenses of administration may be paid out
of the Plan unless paid by the Company. Bank of America NT & SA
("Trustee") is the trustee for the Plan.
NOTE 2: Significant Accounting Policies
a) Investments are stated at quoted market values as determined by the
Trustee by reference to published market data. Purchases and sales
of investments are recorded on a trade-date basis.
b) The Plan uses the accrual method of accounting in accordance with
generally accepted accounting principles.
c) The amount of investment gains and losses are determined based on
revalued cost. Revalued cost represents the market value of the
assets at the beginning of the plan year or historical cost if an
investment was acquired during the plan year.
d) Certain amounts in the prior year's financial statements have been
reclassified to conform with the current year's presentation.
These reclassifications have no effect on previously reported net
assets available for plan benefits.
NOTE 3: Transactions with Westamerica Bancorporation and Subsidiaries
At December 31, 1994 and 1993, time certificates of deposit were
invested in the Company's wholly owned subsidiary bank, Westamerica
Bank, in the amounts of $490,994 and $622,858, respectively. All such
time certificates of deposit were at market rates of interest. Total
interest earned by the Plan on these accounts was $21,228 in 1994 and
$20,504 in 1993.
At December 31, 1994 and 1993, the Plan held 311,529 and 324,899 shares,
respectively, of common stock of the Company. Dividends earned on the
Company's common stock are paid directly to participants, based
on shares allocated to each participant account. Dividends earned on
shares not allocated to participant accounts are paid to the Plan and
allocated to participants based on their relative holdings of the
Company's common stock within the Plan. Total dividends earned by the
Plan on these unallocated shares were $-0- in 1994 and $717 in 1993.
NOTE 4: Refunds of Excess Contributions
During 1994 and 1993 certain participants contributed more than the
maximum amount allowable under the Internal Revenue Code. The aggregate
amounts of contributions and earnings thereon to be returned to
certain participants as of December 31, 1994 and 1993 were $23,479 and
$65,949, respectively. The refunds were made subsequent to the Plan's
year end.
NOTE 5: Plan Termination
The Company has the right to discontinue its contributions at anytime
and to terminate the Plan. In the event of Plan termination, the
participants' accounts are 100 percent vested and non-forfeitable.
NOTE 6: Plan Merger
Due to the merger of Napa Valley Bancorp with and into Westamerica
Bancorporation, the Napa Valley Bancorp 401(k) Employee Savings Plan
("NVBC Plan") was merged with and into the Plan on April 15,
1993. The Napa Valley Bancorp Plan assets were transferred to the
Trustee in December 1993.
<PAGE>
Westamerica Bancorporation
Schedule 1
Schedule of Assets Held for Investment Purposes
As of December 31, 1994
Issuer Cost Market Value
COMPANY COMMON STOCK FUND
Number of
Shares
311,529 Westamerica Bancorporation $ 5,317,636 $ 9,267,988 (1)
Principal
Amount Bank of America CIT Short-Term
$ 95,308 Investment Fund, 5.73% 95,308 95,308
----------- -----------
Total Company Common
Stock Fund $ 5,412,944 $ 9,363,296
----------- -----------
MONEY MARKET SAVINGS FUND
291,756 Bank of America CIT Short-Term
Investment Fund, 5.73% $ 291,756 $ 291,756
----------- -----------
Total Money Market
Savings Fund $ 291,756 $ 291,756
----------- -----------
CERTIFICATE OF DEPOSIT FUND
50,720 Westamerica Bank Certificate
of Deposit, 2.55%
due February 16, 1995 $ 50,720 $ 50,720
158,396 Westamerica Bank Certificate
of Deposit, 4.15%
due February 10, 1995 158,396 158,396
140,417 Westamerica Bank Certificate
of Deposit, 4.40%
due June 24, 1995 140,417 140,417
141,461 Westamerica Bank Certificate
of Deposit, 4.40%
due July 23, 1995 141,461 141,461
85,676 Bank of America CIT Short-Term
Investment Fund, 5.73% 85,676 85,676
----------- -----------
Total Certificate of
Deposit Fund $ 576,670 $ 576,670
----------- -----------
<PAGE>
Westamerica Bancorporation
Schedule 1
Schedule of Assets Held for Investment Purposes
As of December 31, 1994
Continued
EQUITY INDEX FUND
Number of
Shares
59,903 Bank of America CIT Index
Fund (Equity) $ 881,600 $ 1,015,035 (1)
----------- -----------
Total Equity
Index Fund $ 881,600 $ 1,015,035
----------- -----------
STEIN ROE SPECIAL MUTUAL FUND
16,903 Stein Roe Special Mutual Fund $ 396,054 $ 366,220
----------- -----------
Total Stein Roe Special
Mutual Fund $ 396,054 $ 366,220
----------- -----------
INTERNATIONAL EQUITY FUND
22,259 Bank of America International
Equity Fund $ 598,090 $ 623,015
Principal
Amount
$8,855 Bank of America CIT Short-Term
Investment Fund, 5.73% 8,855 8,855
----------- -----------
Total International
Equity Fund $ 606,945 $ 631,870
----------- -----------
INTERMEDIATE TREASURY BOND INDEX FUND
Number of
Shares
6,206 Bank of America Intermediate
Treasury Bond Index Fund $ 125,904 $ 123,885
----------- -----------
Total Intermediate
Treasury Bond
Index Fund $ 125,904 $ 123,885
----------- ------------
LOANS TO PARTICIPANTS
Principal
Amount
$278,920 Loans to Participants $ 278,920 $ 278,920
----------- -----------
Total Participant
Loans $ 278,920 $ 278,920
----------- -----------
TOTAL INVESTMENTS $ 8,540,959 $12,647,652
=========== ===========
(1) Investments representing greater than 5% of plan assets.
<PAGE>
Westamerica Bancorporation
Schedule 1
Schedule of Assets Held for Investment Purposes
As of December 31, 1993
Issuer Cost Market Value
COMPANY COMMON STOCK FUND
Number of
Shares
324,899 Westamerica Bancorporation $ 5,166,826 $ 8,853,498 (1)
Principal
Amount
$41,078 Bank of America CIT Short-Term
Investment Fund 3.30% 41,078 41,078 (1)
----------- -----------
Total Company Common
Stock Fund $ 5,207,904 $ 8,894,576
----------- -----------
MONEY MARKET SAVINGS FUND
839,386 Bank of America CIT Short-Term
Investment Fund, 3.30% $ 839,386 $ 839,386 (1)
----------- -----------
Total Money Market
Savings Fund $ 839,386 $ 839,386
----------- -----------
CERTIFICATE OF DEPOSIT FUND
31,207 Westamerica Bank Certificate
of Deposit, 3.55%
due February 17, 1994 $ 31,207 $ 31,207
213,737 Westamerica Bank Certificate
of Deposit, 3.05%
due October 5, 1994 213,737 213,737
19,411 Westamerica Bank Certificate
of Deposit, 3.05%
due October 5, 1994 19,411 19,411
34,590 Westamerica Bank Certificate
of Deposit, 3.05%
due October 12, 1994 34,590 34,590
17,242 Westamerica Bank Certificate
of Deposit, 3.05%
due November 19, 1994 17,242 17,242
<PAGE>
Westamerica Bancorporation
Schedule 1
Schedule of Assets Held for Investment Purposes
As of December 31, 1993
Continued
Issuer Cost Market Value
14,863 Westamerica Bank Certificate
of Deposit, 3.10%
due August 31, 1994 14,863 14,863
28,617 Westamerica Bank Certificate
of Deposit, 3.15%
due June 24, 1994 28,617 28,617
132,000 Westamerica Bank Certificate
of Deposit, 3.15%
due June 24, 1994 132,000 132,000
131,192 Westamerica Bank Certificate
of Deposit, 3.35%
due July 23, 1994 131,191 131,191
6,288 Bank of America CIT Short-Term
Investment Fund, 3.30% 6,288 6,288
----------- -----------
Total Certificate
of Deposit Fund $ 629,146 $ 629,146 (1)
----------- -----------
EQUITY INDEX FUND
Number of
Shares
52,834 Bank of America CIT
Index Fund (Equity) $ 741,906 $ 882,244 (1)
Principal
Amount
$ 16,187 Bank of America CIT Short-Term
Investment Fund 3.30% 16,187 16,187 (1)
----------- -----------
Total Equity
Index Fund $ 758,093 $ 898,431
----------- -----------
<PAGE>
Westamerica Bancorporation
Schedule 1
Schedule of Assets Held for Investment Purposes
As of December 31, 1993
Continued
Issuer Cost Market Value
INTERNATIONAL EQUITY FUND
Number of
Shares
9,929 Bank of America International
Equity Fund $ 217,013 $ 275,148
----------- -----------
Total Equity
Index Fund $ 217,013 $ 275,148
----------- -----------
LOANS TO PARTICIPANTS
Principal
Amount
$ 280,468 Loans to Participants,
7.00% to 16.00% $ 280,468 $ 280,468
----------- -----------
Total
Participant Loans $ 280,468 $ 280,468
----------- -----------
TOTAL INVESTMENTS $ 7,932,010 $11,817,154
=========== ===========
(1) Investments representing greater than 5% of plan assets.
<PAGE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan
Schedule II
Statement of Transactions Involving
More Than Five Percent (5%) of Plan Assets
For the Year Ended December 31, 1994
Principal Amount/
Number of Shares Issuer Cost Proceeds
PURCHASES
$3,068,858 Bank of America CIT Short-Term
Investment Fund $3,068,858 ---
$ 617,921 Westamerica Bank Certificates
of Deposit 617,921 ---
28,485 Westamerica Bancorporation
Common Stock 840,627 ---
MATURITIES & SALES
$3,490,201 Bank of America CIT Short-Term
Investment Fund $3,490,201 $3,490,201
$ 749,785 Westamerica Bank Certificates
of Deposit 749,785 749,785
26,500 Westamerica Bancorporation
Common Stock 436,426 788,661
<PAGE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan
Schedule II
Statement of Transactions Involving
More Than Five Percent (5%) of Plan Assets
For the Year Ended December 31, 1993
Principal Amount/
Number of Shares Issuer Cost Proceeds
PURCHASES
$1,777,897 Bank of America CIT Short-Term
Investment Fund $1,777,897 ---
$ 661,031 Westamerica Bank Certificates
of Deposit 661,031 ---
27,916 Westamerica Bancorporation
Common Stock 732,198 ---
MATURITIES & SALES
$1,738,620 Bank of America CIT Short-Term
Investment Fund $1,738,620 $1,738,620
$ 669,063 Westamerica Bank Certificates
of Deposit 669,063 669,063
15,541 Westamerica Bancorporation
Common Stock 232,937 232,937
<PAGE>
<TABLE>
<CAPTION>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule III
Allocation of Net Assets Available for
Plan Benefits to Investment Programs
As of December 31, 1994
Company Money Certificate Stein Roe
Common Market of Equity Special
Stock Savings Deposit Index Mutual
ASSETS Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C>
Investments, at market
value (Notes 1 &3)
Westamerica Bancorporation
Common Stock $9,267,988 $ --- $ --- $ --- $ ---
Bank of America CIT Short-
Term Investment Fund 95,308 291,756 85,676 --- ---
Westamerica Bank
Certificates of Deposit --- --- 490,994 --- ---
Bank of America CIT
Index Fund (Equity) --- --- --- 1,015,035 ---
Stein Roe Special
Mutual Fund --- --- --- --- 366,220
Bank of America
International Equity Fund --- --- --- --- ---
Bank of America
Intermediate Treasury
Bond Index Fund --- --- --- --- ---
Loans to Participants --- --- --- ---
----------- ----------- ----------- ----------- -----------
9,363,296 291,756 576,670 1,015,035 366,220
Cash 39,639 2,344 4,603 7,321 4,473
Accrued Interest
receivable 425 1,407 7,699 17 24,883
Contribution
Receivable 4,056 (329) 69 (473) 862
Due from (to)
other funds 2,768 3,823 (51,780) (34,447) 35,877
----------- ----------- ----------- ----------- -----------
9,410,184 299,001 537,261 987,453 432,315
LIABILITIES
Contributions
Payable --- --- --- --- ---
Excess Contributions
and Earnings (10,388) --- (4,850) (404) (3,336)
Distributions
Payable --- --- --- --- ---
----------- ----------- ----------- ----------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS 9,399,796 299,001 532,411 987,049 428,979
=========== =========== =========== =========== ===========
</TABLE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule III
Allocation of Net Assets Available for
Plan Benefits to Investment Programs
As of December 31, 1994
Continued
Intermediate
International Treasury Loans
Equity Bond Index to
ASSETS Fund Fund Participants Total
Investments, at market
value (Notes 1 & 3)
Westamerica Bancorporation
Common Stock $ --- $ --- $ --- $9,267,988
Bank of America CIT Short-
Term Investment Fund 8,855 --- --- 481,595
Westamerica Bank
Certificates of Deposit --- --- --- 490,994
Bank of America CIT
Index Fund (Equity) --- --- --- 1,015,035
Stein Roe Special
Mutual Fund --- --- --- 366,220
Bank of America
International Equity Fund 623,015 --- --- 623,015
Bank of America
Intermediate Treasury
Bond Index Fund --- 123,885 --- 123,885
Loans to Participants --- --- 278,920 278,920
----------- ----------- ----------- -----------
631,870 123,885 278,920 12,647,652
Cash 8,187 647 --- 67,214
Accrued Interest
receivable 56 --- --- 34,487
Contribution
Receivable 500 --- (744) 3,941
Due from (to)
other funds 31,725 12,034 --- 0
----------- ----------- ----------- -----------
672,338 136,566 278,176 12,753,294
LIABILITIES
Contributions
Payable --- --- --- 0
Excess Contributions
and Earnings (2,602) (488) (1,411) (23,479)
Distributions
Payable --- --- (38,788) (38,788)
----------- ----------- ----------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $ 669,736 $ 136,078 $ 237,977 $12,691,027
=========== =========== =========== ===========
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule III
Allocation of Net Assets Available for
Benefits to Investment Programs
As of December 31, 1993
Company Money Certificate
Common Market of
Stock Savings Deposit
ASSETS Fund Fund Fund
Investments, at market
value (Notes 1 &3)
Westamerica Bancorporation
Common Stock $8,853,498 $ --- $ ---
Bank of America CIT Short-
Term Investment Fund 41,078 839,386 6,288
Westamerica Bank
Certificates of Deposit --- --- 622,858
Bank of America CIT
Index Fund (Equity) --- --- ---
Bank of America
International Equity Fund --- --- ---
Loans to Participants --- --- ---
----------- ----------- -----------
8,894,576 839,386 629,146
Cash 2,079 147 119
Accrued Interest
receivable 97 572 7,570
Due from (to)
other funds (8,347) 295 1,894
----------- ----------- -----------
8,888,405 840,400 638,729
LIABILITIES
Contributions
payable (563) 60 21
Excess
Contributions (38,258) (3,189) (6,689)
Payable to
Broker --- --- ---
----------- ----------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $8,849,584 $837,271 $632,061
=========== =========== ===========
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule III
Allocation of Net Assets Available for
Plan Benefits to Investment Programs
As of December 31, 1993
Continued
Equity International Loans
Index Equity to
ASSETS Fund Fund Participants Total
Investments, at market
value (Notes 1 &3)
Westamerica Bancorporation
Common Stock $ --- $ --- $ --- $8,853,498
Bank of America CIT Short-
Term Investment Fund 16,187 --- --- 902,938
Westamerica Bank
Certificates of Deposit --- --- --- 622,858
Bank of America CIT
Index Fund (Equity) 882,244 --- --- 882,244
Bank of America
International Equity Fund --- 275,148 --- 275,148
Loans to Participants --- --- 280,468 280,468
----------- ----------- ----------- -----------
898,430 275,148 280,468 11,817,154
Cash 916 1,034 --- 4,295
Accrued Interest
receivable 21 1 --- 8,261
Due from (to)
other funds 3,945 2,213 --- 0
----------- ----------- ----------- -----------
903,312 278,396 280,468 11,829,710
LIABILITIES
Contributions
payable (338) (39) --- (859)
Excess
Contributions (10,718) (7,095) --- (65,949)
Payable to
Broker (11,104) --- --- (11,104)
----------- ----------- ----------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $881,152 $271,262 $280,468 $11,751,798
=========== =========== =========== ===========
<TABLE>
<CAPTION>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule IV
Allocation of changes in Net Assets Available for
Plan Benefits to Investment Programs
For the Year Ended December 31, 1994
Company Money Certificate
Common Market of Equity
INCREASE (DECREASE) IN NET Stock Savings Deposit Index
ASSETS ATTRIBUTED TO Fund Fund Fund Fund
<S> <C> <C> <C> <C>
Contributions by Participants $510,293 $57,437 $81,804 $200,635
Contributions by
Westamerica Bancorporation 473,688 --- --- ---
Participant Rollovers 3,350 4,641 29,368 ---
Investment Income:
Appreciation (depreciation)
of Investments 797,307 --- --- 12,802
Dividends --- --- --- ---
Interest 9,099 13,648 21,228 1,655
Interest on
participant loans 10,075 466 252 2,170
----------- ----------- ----------- -----------
Total Investment Income 816,481 14,114 21,480 16,627
Distributions Paid (1,020,116) (107,489) (83,440) (130,279)
Inter-fund transfers (187,735) (502,822) (136,124) 27,247
Excess Contributions (10,388) --- (4,850) (404)
Participant Loans Funded (85,671) (8,387) (8,917) (21,132)
Principal Payments
on Participant Loans 50,310 4,236 1,029 13,203
----------- ----------- ----------- -----------
Total Increases (decreases) 550,212 (538,270) (99,650) 105,897
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1993 8,849,584 837,271 632,061 881,152
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1994 $9,399,796 $299,001 $532,411 $987,049
=========== =========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule IV
Allocation of changes in Net Assets Available for
Plan Benefits to Investment Programs
For the Year Ended December 31, 1994
Continued
Intermediate
Stein Roe Treasury
Special International Bond Loans
INCREASE (DECREASE) IN NET Mutual Equity Index to
ASSETS ATTRIBUTED TO Fund Fund Fund Participants Total
<S> <C> <C> <C> <C> <C>
Contributions by Participants $145,003 $197,861 $16,669 $ --- $1,209,702
Contributions by
Westamerica Bancorporation --- --- --- --- 473,688
Participant Rollovers 3,133 3,198 60 --- 43,750
Investment Income:
Appreciation (depreciation)
of Investments (5,009) (17,423) (2,316) --- 785,361
Dividends --- --- --- --- ---
Interest 986 1,372 588 --- 48,576
Interest on
participant loans 2,148 2,926 8 --- 18,045
----------- ----------- ----------- ----------- -----------
Total Investment Income (1,875) (13,125) (1,720) 0 851,982
Distributions Paid (46,363) (125,949) (16,021) (86,757) (1,616,414)
Inter-fund transfers 328,179 330,570 137,718 2,967 0
Excess Contributions (3,336) (2,602) (488) (1,411) (23,479)
Participant Loans Funded (3,617) (4,471) (155) 132,350 0
Principal Payments
on Participant Loans 7,855 12,992 15 (89,640) 0
----------- ----------- ----------- ----------- -----------
Total Increases (decreases) 428,979 398,474 136,078 (42,491) 939,229
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1993 --- 271,262 --- 280,468 11,751,798
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1994 $428,979 $669,736 $136,078 $237,977 $12,691,027
=========== =========== =========== =========== ===========
</TABLE>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule IV
Allocation of changes in Net Assets Available for
Plan Benefits to Investment Programs
For the Year Ended December 31, 1993
Company Money Certificate
Common Market of
INCREASE (DECREASE) IN NET Stock Savings Deposit
ASSETS ATTRIBUTED TO Fund Fund Fund
Contributions by Participants $502,531 $78,828 $121,040
Contributions by
Westamerica Bancorporation 406,724 --- ---
Participant Rollovers 981 531 ---
Investment Income:
Appreciation (depreciation)
of Investments 1,104,538 --- ---
Dividends 717 --- ---
Interest 1,161 6,497 20,405
Interest on
participant loans 8,638 804 374
----------- ----------- -----------
Total Investment Income 1,115,054 7,301 20,779
Distributions Paid (583,633) (47,113) (88,853)
Inter-fund transfers (189,737) 25,546 45,934
Excess Contributions (38,258) (3,190) (6,689)
Participant Loans Funded (122,808) (25,820) (19,419)
Principal Payments
on Participant Loans 38,697 4,294 1,465
----------- ----------- -----------
Total Increases (decreases) 1,129,551 40,377 74,258
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1992 7,095,626 180,426 557,803
Merger of Assets from
Former Napa Valley Bancorp
401(k) Employee Savings Plan 624,407 616,468 ---
----------- ----------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1993 $8,849,584 $837,271 $632,061
=========== =========== ===========
<TABLE>
<CAPTION>
Westamerica Bancorporation
Tax Deferred Savings/Retirement Plan (ESOP)
Schedule IV
Allocation of changes in Net Assets Available for
Plan Benefits to Investment Programs
For the Year Ended December 31, 1993
Continued
Equity International Loans
INCREASE (DECREASE) IN NET Index Equity to
ASSETS ATTRIBUTED TO Fund Fund Participants Total
<S> <C> <C> <C> <C>
Contributions by Participants $262,972 $82,223 $ --- $1,047,594
Contributions by
Westamerica Bancorporation --- --- --- 406,724
Participant Rollovers 4,556 266 --- 6,334
Investment Income:
Appreciation (depreciation)
of Investments 69,073 60,816 --- 1,234,427
Dividends --- --- --- 717
Interest 163 393 --- 28,619
Interest on
participant loans 4,216 1,484 --- 15,516
----------- ----------- ----------- -----------
Total Investment Income 73,452 62,693 0 1,279,279
Distributions Paid (81,240) (10,375) (17,722) (828,936)
Inter-fund transfers 86,156 32,101 --- ---
Excess Contributions (10,717) (7,095) --- (65,949)
Participant Loans Funded (44,019) (6,986) 219,052 ---
Principal Payments
on Participant Loans 20,729 9,633 (74,818) ---
----------- ----------- ----------- -----------
Total Increases (decreases) 311,887 162,461 126,512 1,845,044
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1992 569,265 108,801 152,076 8,663,997
Merger of Assets from
Former Napa Valley Bancorp
401(k) Employee Savings Plan --- --- 1,880 1,242,755
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
December 31, 1993 $881,152 $271,262 $280,468 $11,751,798
=========== =========== =========== ===========
</TABLE>
<PAGE>
SIGNATURE
Pursuant to the requirement 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 15, 1995
By: Dennis R. Hansen
Member, Pension Management Committee
CONSENT OF INDEPENDENT AUDITORS
To the Pension Management Committee for the Westamerica
Bancorporation Tax Deferred Savings/Retirement Plan (ESOP).
We consent to incorporation by reference in the registration
statement on Form S-8, of Westamerica Bancorporation Tax
Deferred Savings/Retirement Plan (ESOP) of our report dated June
16, 1995, relating to the statements of net assets available for
plan benefits of Westamerica Bancorporation Tax Deferred
Savings/Retirement Plan (ESOP) as of December 31, 1994 and 1993,
and the related statements of changes in net assets available
for plan benefits for the years then ended, which report
appears in the December 31, 1994, annual report on Form 11-K of
Westamerica Bancorporation Tax Deferred Savings/Retirement Plan
(ESOP).
/s/ PISENTI & BRINKER
- -----------------------
Pisenti & Brinker
Santa Rosa, California
June 16, 1995
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Administrators of
Westamerica Bancorporation Tax Deferred
Savings/Retirement Plan (ESOP)
Novato, California
We have audited the accompanying statements of net assets
available for plan benefits of Westamerica Bancorporation Tax
Deferred Savings/Retirement Plan (ESOP) as of December 31, 1994
and 1993, and the related statements of changes in net assets
available for plan benefits for the years then ended. 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 generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free from material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and the disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
the 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 plan benefits of the Plan as of December 31,
1994 and 1993, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally
accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
supplementary schedules on pages 6 through 13 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 Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplementary
schedules have been subjected to the auditing procedures applied
in our audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation
to the basic financial statements taken as a whole.
/s/ PISENTI & BRINKER
- ------------------------
Pisenti & Brinker
Santa Rosa, California
June 16, 1995
