SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BREEDEN DOUGLAS T

(Last)

(First)

(Middle)

721 E. FRANKLIN STREET

(Street)

CHAPEL HILL

27514

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HARRINGTON WEST FINANCIAL GROUP INC/CA [ HWFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2010

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	03/02/2010		S		10,000	D	$0.5005	559,963	D
Common Stock, par value $0.01 per share								6,000	I	By Wyandotte Community Corporation⁽¹⁾
Common Stock, par value $0.01 per share								268,807	I	By Community First Financial Group, Inc.⁽²⁾
Common Stock, par value $0.01 per share								383,202	I	By Breeden Family Trust⁽³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Dr. Breeden is the President, Chairman, and 100% owner of Wyandotte Community Corporation ("Wyandotte"), and may be deemed to have or share investment control over the securities holdings of Wyandotte. As such, Dr. Breeden may be deemed to control Wyandotte and to be an indirect beneficial owner of the Common Stock held by Wyandotte reported herein. Dr. Breeden disclaims beneficial ownership of all shares of Wyandotte in which Dr. Breeden does not have an actual pecuniary interest.

2. As of the date of this filing, Community First Financial Group, Inc. ("CFFG") owned 268,807 shares of Common Stock. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the relationship of Douglas T. Breeden ("Dr. Breeden" or the "Reporting Person") with CFFG, the Reporting Person may be deemed to be the beneficial owner of a portion of the 268,807 shares of Common Stock for purposes of Section 16 of the Exchange Act. Dr. Breeden disclaims beneficial ownership of all shares of the Common Stock, except to the extent of any direct or indirect pecuniary interest therein, and this Form 4 shall not be deemed an admission that he is the beneficial owner of the shares of Common Stock reported as beneficially owned herein for purposes of Section 16 of the Exchange Act or for any other purpose.

3. Dr. Breeden's children are the beneficiaries of Breeden Family Trust (the "Trust"). Dr. Breeden disclaims beneficial ownership of all shares held by the Trust in which Dr. Breeden does not have an actual pecuniary interest.

Remarks:

	/s/ Douglas T. Breeden	03/04/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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