8-K/A

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
January 7, 2011

ENTERPRISE FINANCIAL SERVICES CORP
(Exact name of registrant as specified in its charter)

Delaware	001-15373	43-1706259
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

150 N. Meramec, St. Louis, Missouri	63105
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code
(314) 725-5500

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Introductory Note: We are filing as Exhibit 99.1 to this Current Report on Form 8-K/A a copy of a press release which was inadvertently omitted from a Current Report on Form 8-K filed previously on January 10, 2011.

Item 1.01. Entry into a Material Definitive Agreement.

On January 7, 2011, Enterprise Bank & Trust (“Enterprise Bank”), a wholly owned subsidiary of Enterprise Financial Services Corp (the “Company”) acquired certain assets and assumed certain deposit liabilities of Legacy Bank (“Legacy Bank”) from the Federal Deposit Insurance Corporation (“FDIC”), as receiver for Legacy Bank ”, pursuant to the terms of a Purchase and Assumption Agreement — Whole Bank; All Deposits, dated January 7, 2011, by and between Enterprise Bank and FDIC as receiver (the “Agreement”). Legacy Bank operated two branches in Scottsdale, Arizona and was closed by the FDIC on January 7, 2011.

Enterprise acquired assets of approximately $130.7 million and assumed total deposits of approximately $113.6 million including approximately $70.2 million of brokered and CDARS time deposits. Approximately $43.5 million of the deposits were acquired at a premium of 1% and the assets were acquired at a discount of 7.6% to their historic book value. In addition, Enterprise Bank also acquired approximately $55.6 million of discretionary and $13.6 million of non-discretionary trust assets. The terms of the Agreement provide for the FDIC to indemnify Enterprise Bank against claims with respect to liabilities and assets of the former Legacy Bank or any of its affiliates that are not assumed or otherwise purchased by Enterprise Bank and with respect to certain other claims by third parties.

In conjunction with the acquisition, Enterprise Bank provided the FDIC with a Value Appreciation Instrument (“VAI”) whereby 372,500 units were awarded to the FDIC at an exercise price of $10.63 per unit. The units are exercisable at any time from January 14, 2011 until January 6, 2012. If the FDIC exercises the units, Enterprise will be required to pay the FDIC an amount in cash equal to the volume weighted average price of the Company’s common stock over the two trading days immediately prior to the exercise date minus the exercise price, but in no case greater than $13.32 per unit.

As part of the transaction, Enterprise Bank and the FDIC have entered into a loss sharing agreement whereby the FDIC will reimburse Enterprise Bank for 80% of losses incurred on the assets. The loss sharing agreement commences immediately. Enterprise Bank has a corresponding obligation to reimburse the FDIC for 80% of all eligible recoveries on covered assets.

A copy of the press release announcing the transaction is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 1.01.

Item 2.01. Completion of Acquisition or Disposition of Assets

The information set forth in Item 1.01 “Entry into a Material Definitive Agreement” is incorporated by reference into this Item 2.01.

Item 9.01. Financial Statements and Exhibits

(c)	Exhibits
	99.1 Press Release dated January 7, 2011.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			ENTERPRISE FINANCIAL SERVICES CORP
		By:
Date:	January 10, 2011		/s/	Deborah N. Barstow
				Deborah N. Barstow
				Senior Vice President and Controller

EX-99.1

Exhibits 99.1

For more information contact:
Jerry Mueller, Senior Vice President (314) 512-7251
Ann Marie Mayuga, AMM Communications (314) 485-9499

ENTERPRISE BANK & TRUST ACQUIRES DEPOSITS AND LOANS OF
LEGACY BANK IN ARIZONA

St. Louis, January 7, 2011. Enterprise Bank & Trust, a subsidiary of Enterprise Financial Services Corp (NASDAQ: EFSC), announced that it has entered into a purchase and assumption agreement with the Federal Deposit Insurance Corporation (FDIC) to assume all of the deposits and certain assets, including trust assets, of Legacy Bank in Scottsdale, Arizona. As part of the transaction, Enterprise and the FDIC have entered into a loss sharing agreement whereby the FDIC will reimburse Enterprise for certain losses incurred on the assets acquired.

At September 30, 2010, Legacy reported assets of approximately $150.6 million, loans of approximately $109.7 million, other real estate owned of approximately $15.1 million and deposits of approximately $125.9 million.

Legacy Bank's two Scottsdale branches will open on Monday, January 10, 2011 as branches of Enterprise Bank & Trust. Legacy Bank's depositors will automatically become depositors of Enterprise Bank & Trust and their deposits will continue to be insured by the FDIC to the maximum permitted by law. Legacy Bank’s trust clients will also become clients of Enterprise Bank & Trust.

Depositors of Legacy can access their money by writing checks or using ATM or debit cards. Checks drawn on Legacy Bank will continue to be processed and loan customers should continue to make their payments as usual. Customers can continue to bank as they normally do.

“We are delighted to welcome Legacy Bank's clients to Enterprise Bank & Trust,” said Jack Barry, Arizona Market President for Enterprise. “Customers can be assured that their deposits are safe and readily accessible. We look forward to working with our newest Arizona clients and building strong, long term relationships with them.”

Peter Benoist, President and CEO of Enterprise Financial, commented “This is our third FDIC transaction in Arizona, demonstrating our commitment to the Phoenix market and our enthusiasm for the growth potential it represents for Enterprise. Our Arizona assets now approach $400 million, up from $30 million in just a year's time.”

Benoist continued, “This transaction will not materially change our regulatory capital ratios and we anticipate that it will add approximately $0.15 to $0.20 to Enterprise’s 2011 earnings per share.”

Enterprise entered the Phoenix market with a loan production office in early 2008. Its other Phoenix area branches are located on E. Camelback Road at 39th Street in the Camelback Corridor and on N. Litchfield Road, north of I-10 in Phoenix's West Valley.

Enterprise Financial Services Corp operates commercial banking and wealth management businesses in metropolitan St. Louis, Kansas City and Phoenix. The Company is primarily focused on serving the needs of privately held businesses, their owner families, executives and professionals.

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Readers should note that in addition to the historical information contained herein, this press release contains forward-looking statements, which are inherently subject to risks and uncertainties that could cause actual results to differ materially from those contemplated from such statements. We use the words “expect” and “intend” and variations of such words and similar expressions in this communication to identify such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, burdens imposed by federal and state regulations of banks, credit risk, exposure to local and national economic conditions, risks associated with rapid increase or decrease in prevailing interest rates, effects of mergers and acquisitions, effects of critical accounting policies and judgments, legal and regulatory developments and competition from banks and other financial ins titutions, as well as other risk factors described in Enterprise Financial’s 2009 Annual Report on Form 10-K. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update them in light of new information or future events.