8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported):  July 18, 2013

WESTERN ALLIANCE BANCORPORATION
(Exact name of registrant as specified in its charter)

Arizona	001-32550	88-0365922
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One E. Washington Street, Phoenix, Arizona  85004
 (Address of principal executive offices)               (Zip Code)

(602)389-3500
(Registrant's telephone number, including area code)

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))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On July 18, 2013, Western Alliance Bancorporation (the “Company”) issued a press release reporting results for the fiscal quarter ended June 30, 2013 and posted on its website its second quarter 2013 Earnings Conference Call Presentation, which contains certain additional historical and forward-looking information relating to the Company.  Copies of the press release and presentation slides are attached hereto as Exhibits 99.1 and 99.2, respectively.  

The information in this report (including exhibits 99.1 and 99.2 hereto) is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set for the by specific reference in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

            99.1         Press Release dated July 18, 2013.

            99.2         Second Quarter 2013 Earnings Conference Call dated July 19, 2013.

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 hereunto duly authorized.

	WESTERN ALLIANCE BANCORPORATION
	(Registrant)
	/s/ Dale Gibbons
	--------------------------------
	Dale Gibbons
	Executive Vice President and
	Chief Financial Officer
Date: July 18, 2013

EX-99.1

Exhibit 99.1

Western Alliance Reports Second Quarter 2013 Net Income of $34.0 Million, or $0.39 Per Share

PHOENIX--(BUSINESS WIRE)--July 18, 2013--Western Alliance Bancorporation (NYSE:WAL) announced today its financial results for the second quarter 2013.

Second Quarter 2013 Highlights:

• Net income of $34.0 million, compared to $21.0 million for the first quarter 2013 and $14.0 million for the second quarter 2012
• Net income of $27.7 million for the second quarter 2013, excluding a $10.0 million bargain purchase gain from the acquisition of Centennial Bank, a $3.3 million trust preferred fair value revaluation charge, and a $1.1 million gain on OREO valuation (excluding tax effects)
• Earnings per share of $0.39, compared to $0.24 per share in the first quarter 2013 and $0.15 per share in the second quarter 2012
• Earnings per share of $0.30 for the second quarter 2013, excluding $0.10 per share bargain purchase gain from the acquisition of Centennial Bank, $0.02 trust preferred valuation charge, and $0.01 OREO valuation gain
• Pre-tax, pre-provision operating earnings of $40.1 million, up 14.4% from $35.1 million in first quarter 2013 and from $32.1 million in second quarter 2012¹
• Net interest margin of 4.36%, compared to 4.36% in the first quarter 2013 and 4.46% in the second quarter 2012
• Total loans of $6.41 billion, up $556 million from March 31, 2013, and up $1.25 billion from June 30, 2012, including $343 million increase from the acquisition of Centennial Bank, which closed on April 30, 2013
• Total deposits of $7.00 billion, up $266 million from March 31, 2013 and up $1.00 billion from June 30, 2012, including $298 million increase from the acquisition of Centennial Bank, which closed on April 30, 2013
• Nonperforming assets (nonaccrual loans and repossessed assets) decreased to 1.9% of total assets from 2.1% in first quarter 2013 and from 2.5% in second quarter 2012
• Net loan charge-offs (annualized) to average loans outstanding decreased to 0.17% from 0.38% in the first quarter 2013 and 1.11% in the second quarter 2012
• Tier I Leverage capital of 9.9% and Total Risk-Based Capital ratio of 12.0%, compared to 9.7% and 12.3% a year ago
• Total equity of $800 million, up $128 million from June 30, 2012

Financial Performance

“Our proven business model of exceptional client service, strong credit underwriting, and striving for continued performance improvement has driven our record earnings for the second quarter,” said Robert Sarver, Chairman and Chief Executive Officer of Western Alliance Bancorporation. “On the revenue side, strong loan growth and disciplined pricing led to record net interest income. Meanwhile, effective cost control and leveraging our infrastructure resulted in improved operating efficiency, as deposits per branch rose over 10% during the past year to $171 million. The acquisition of Centennial Bank augmented our results with a bargain purchase gain and higher earning assets. Continued collection activities and economic recovery resulted in a gain on sale of real estate owned and a lower credit provision as non-performing loans and repossessed assets fell to under 2%. We also invested in our future by recruiting new members to our team and, on July 1^st, opened our 42^nd office to more effectively serve the vibrant Scottsdale Airpark market.”

Western Alliance Bancorporation reported net income of $34.0 million, or $0.39 per share, in the second quarter 2013 (includes an $8.5 million gain from the acquisition of Centennial Bank, net of merger related expenses and tax), more than double the $14.0 million, or $0.15 per share, earned one year ago. Key performance improvement drivers include sustained organic balance sheet growth, prudent expense management, and reduced legacy asset costs against the backdrop of improved economic conditions.

Total loans increased $556 million to $6.41 billion at June 30, 2013 from $5.86 billion on March 31, 2013. Loans increased $1.25 billion, or 24.1%, from June 30, 2012. The increases in each of these periods were primarily driven by growth in commercial and industrial loans and commercial real estate loans.

Total deposits increased $266 million to $7.00 billion at June 30, 2013 from $6.73 billion at March 31, 2013. Deposits increased $1.00 billion from June 30, 2012. The increases in each of these periods were primarily due to growth in certificates of deposits and savings and money market deposits.

Income Statement

Net interest income was $82.2 million in the second quarter 2013, an increase of $6.0 million, or 7.8%, from $76.2 million in the first quarter of 2013 and an increase of $11.3 million, or 16.0%, compared to the second quarter 2012. The Company’s net interest margin remained flat in the second quarter 2013 at 4.36% compared to the first quarter 2013 and decreased from 4.46% in the second quarter 2012.

Operating non-interest income was $5.0 million for the second quarter 2013, down from $5.1 million in the first quarter of 2013 and down from $5.8 million for the second quarter of 2012.¹

Net revenue was $87.2 million for the second quarter 2013, up from $81.3 million for the first quarter of 2013 and an increase of 13.8% from $76.6 million for the second quarter 2012.¹

Operating non-interest expense was $47.0 million for the second quarter 2013, compared to $46.2 million for the first quarter of 2013 and $44.5 million for the second quarter of 2012.¹ The Company’s operating efficiency ratio¹ on a tax equivalent basis was 52.2% for the second quarter 2013, an improvement from 54.6% for the first quarter 2013 and 56.4% for the second quarter 2012 as the growth rate in revenue continued to outpace that of expense.

The Company had 1,015 full-time equivalent employees and 41 offices at June 30, 2013, compared to 953 employees and 39 offices one year ago.

The Company views its pre-tax, pre-provision operating earnings as a key metric for assessing the Company’s earning power, which it defines as net operating revenue less operating non-interest expense. For the second quarter 2013, the Company’s performance was $40.1 million, up from $35.1 million in the first quarter 2013 and up 25.2% from $32.1 million in the second quarter 2012.

The provision for credit losses was $3.5 million for the second quarter 2013, compared to $5.4 million for the first quarter 2013. The provision for the second quarter of 2012 was $13.3 million. Net loan charge-offs in the second quarter 2013 were $2.7 million, or 0.17% of average loans (annualized), down from 0.38% of average loans (annualized) for the first quarter 2013. Net charge-offs for the second quarter 2012 were $13.9 million or 1.11% of average loans (annualized).

Nonaccrual loans decreased $11 million to $83 million during the quarter. Loans past due 90 days and still accruing interest totaled $793 thousand at June 30, 2013, compared to $2 million at March 31, 2013 and $795 thousand at June 30, 2012. Loans past due 30-89 days, still accruing interest totaled $7 million at quarter end, down from $15 million at March 31, 2013 and down from $14 million at June 30, 2012.

As the Company’s asset quality improved and its capital increased, the ratio of classified assets to Tier I capital plus the allowance for credit losses, a common regulatory measure of asset quality, improved to 32% at June 30, 2013 from 42% at June 30, 2012.¹

Net gain on sales and valuation of repossessed assets (primarily other real estate) was $1.1 million for the second quarter 2013 compared to a $0.5 million loss from the first quarter 2013 and a $0.9 million loss in the second quarter 2012. At June 30, 2013, other repossessed assets totaled $76.5 million compared to $77.9 million at March 31, 2013 and $77.0 million one year ago. During the second quarter 2013, the Company’s net sales proceeds received from other repossessed real estate dispositions was 116.9% of carrying value.

During the quarter, the Company completed its acquisition of Centennial Bank, which increased assets, loans and deposits at June 30, 2013 by $403 million, $343 million and $298 million, respectively, and recorded a net acquisition gain of $8.5 million. Pursuant to the accounting guidance, acquired net assets are recorded at estimated fair value. The estimated fair value of certain net assets are preliminary and subject to measurement period adjustments.

Balance Sheet

Gross loans totaled $6.41 billion at June 30, 2013, an increase of $556 million from March 31, 2013 and an increase of $1.25 billion from $5.16 billion at June 30, 2012. At June 30, 2013, the allowance for credit losses was 1.50% of total loans, which has declined from 1.63% at March 31, 2013 and 1.89% at June 30, 2012, as the Company’s asset quality has improved.

Deposits totaled $7.00 billion at June 30, 2013, an increase of $266 million from $6.73 billion at March 31, 2013 and an increase of $1.00 billion from $6.00 billion at June 30, 2012. Non-interest bearing deposits were flat at $1.92 billion at June 30, 2013 compared to March 31, 2013 and increased $77 million from $1.84 billion at June 30, 2012. Non-interest bearing deposits comprised 27.4% of total deposits at June 30, 2013, compared to 30.7% a year ago, while the proportion from savings and money market increased to 42.1% from 40.6% during the same period. Certificates of deposit as a percent of total deposits were 21.5% at June 30, 2013. The Company’s ratio of loans to deposits was 91.2% at June 30, 2013 compared to 86.9% at March 31, 2013 and 86.1% at June 30, 2012.

Stockholders’ equity at June 30, 2013 increased to $800 million from $781 million at March 31, 2013. At June 30, 2013, tangible common equity was 7.4% of tangible assets¹ and total risk-based capital was 12.0% of risk-weighted assets. The Company’s tangible book value per share¹ was $7.26 at June 30, 2013, up 20.8% during the past year.

Total assets increased to $8.59 billion at June 30, 2013 from $8.17 billion at March 31, 2013 and increased 20.0% from $7.16 billion at June 30, 2012.

Operating Unit Highlights

Western Alliance Bank (doing business as Alliance Bank of Arizona and First Independent Bank) reported loan growth of $339 million during the second quarter 2013 and $671 million during the last 12 months to $2.45 billion. Second quarter loan growth came primarily from the acquisition of Centennial Bank (which was merged into Western Alliance Bank). Deposits increased $208 million in the second quarter and $651 million during the last 12 months to $2.65 billion. Net income for Western Alliance Bank was $20.5 million during the second quarter 2013 compared with net income of $8.5 million during the first quarter of 2013 and net income of $7.8 million during the second quarter 2012.

Bank of Nevada, which was the recipient of net affiliate loan sales and participations, reported that loans increased by $115 million during the second quarter of 2013 and increased $414 million during the last 12 months to $2.42 billion at June 30, 2013. Second quarter loan growth came primarily from a rise in commercial real estate and construction and land development loans. Deposits increased by $13 million in the second quarter of 2013 and $189 million over the last twelve months to $2.62 billion. Net income for Bank of Nevada was $12.7 million for the second quarter 2013, compared with net income of $10.7 million for the first quarter of 2013 and net income of $3.8 million during the second quarter 2012.

The Torrey Pines Bank segment, which excludes the discontinued operations of PartnersFirst, reported that loans increased $92 million during the second quarter 2013 and increased $100 million during the last 12 months to $1.52 billion. Second quarter increases in loan balances were primarily attributable to an increase in commercial and industrial loans. Deposits increased $51 million in the second quarter 2013 and $157 million over the last 12 months to $1.75 billion. Net income for Torrey Pines Bank was $5.8 million during the second quarter 2013 compared with net income of $6.3 million for the first quarter of 2013 and net income of $5.3 million during the second quarter 2012.

Attached to this press release is summarized financial information for the quarter ended June 30, 2013.

Conference Call and Webcast

Western Alliance Bancorporation will host a conference call and live webcast to discuss its second quarter 2013 financial results at 12:00 p.m. ET on Friday, July 19, 2013. Participants may access the call by dialing 1-888-317-6003 and using passcode: 2074791 or via live audio webcast using the website link: https://services.choruscall.com/links/wal130719.html. The webcast is also available via the Company’s website at www.westernalliancebancorp.com. Participants should log in at least 15 minutes early to receive instructions. The call will be recorded and made available for replay after 2:00 p.m. ET July 19^th through August 2^nd at 9:00 a.m. ET by dialing 1-877-344-7529 using the conference number 10031032.

About Western Alliance Bancorporation

Western Alliance Bancorporation is the parent company of Bank of Nevada, Western Alliance Bank doing business as Alliance Bank of Arizona and First Independent Bank, and Torrey Pines Bank. These dynamic organizations provide a broad array of deposit and credit services to clients in Nevada, Arizona and California. Staffed with experienced financial professionals, these organizations deliver a broader product array and larger credit capacity than community banks, yet are empowered to be more responsive to customers' needs than larger institutions. Additional investor information can be accessed on the Investor Relations page of the Company's website, www.westernalliancebancorp.com.

Cautionary Note Regarding Forward-Looking Statements

This release contains forward-looking statements that relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements contained herein reflect our current views about future events and financial performance and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from historical results and those expressed in any forward-looking statement. Some factors that could cause actual results to differ materially from historical or expected results include: factors discussed in our Annual Report on Form 10-K for the year ended December 31, 2012 as filed with the Securities and Exchange Commission; changes in general economic conditions, either nationally or locally in the areas in which we conduct or will conduct our business; inflation, interest rate, market and monetary fluctuations; increases in competitive pressures among financial institutions and businesses offering similar products and services; higher defaults on our loan portfolio than we expect; changes in management’s estimate of the adequacy of the allowance for credit losses; legislative or regulatory changes or changes in accounting principles, policies or guidelines; supervisory actions by regulatory agencies which may limit our ability to pursue certain growth opportunities; management’s estimates and projections of interest rates and interest rate policy; the execution of our business plan; and other factors affecting the financial services industry generally or the banking industry in particular.

We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statements set forth in this press release to reflect new information, future events or otherwise.

This press release contains both financial measures based on accounting principles generally accepted in the United States (“GAAP”) and non-GAAP based financial measures, which are used where management believes it to be helpful in understanding Western Alliance Bancorporation’s results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconcilement to the comparable GAAP financial measure, can be found in this press release. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

¹ See Reconciliation of Non-GAAP Financial Measures beginning on page 16

Western Alliance Bancorporation and Subsidiaries
Summary Consolidated Financial Data
Unaudited
	At or for the Three Months									For the Six Months
	Ended June 30,									Ended June 30,
	2013			2012			Change %			2013			2012			Change %
Selected Balance Sheet Data:
(dollars in millions)
Total assets	$	8,593.7		$	7,163.6		20.0		%
Loans, net of deferred fees		6,411.5			5,164.8		24.1
Securities and money market investments		1,313.1			1,401.5		(6.3	)
Securities purchased under agreement to resell		134.0			-		-
Total deposits		7,001.3			6,001.4		16.7
Borrowings		470.5			390.4		20.5
Junior subordinated debt		39.9			36.7		8.7
Stockholders' equity		799.5			672.1		19.0
Selected Income Statement Data:
(dollars in thousands)
Interest income	$	89,285		$	77,846		14.7		%	$	172,393		$	155,283		11.0		%
Interest expense		7,133			7,041		1.3				14,038			14,421		(2.7	)
Net interest income		82,152			70,805		16.0				158,355			140,862		12.4
Provision for loan losses		3,481			13,330		(73.9	)			8,920			26,411		(66.2	)
Net interest income after provision for credit losses		78,671			57,475		36.9				149,435			114,451		30.6
Non-interest income		10,862			7,397		46.8				14,761			13,281		11.1
Non-interest expense		48,531			45,431		6.8				95,460			92,328		3.4
Income from continuing operations, before income tax expense		41,002			19,441		110.9				68,736			35,404		94.1
Income tax expense		6,817			5,259		29.6				13,625			9,700		40.5
Income from continuing operations		34,185			14,182		141.0				55,111			25,704		114.4		%
Loss on discontinued operations, net		(169	)		(221	)	23.5				(131	)		(443	)
Net income	$	34,016		$	13,961		143.7		%	$	54,980		$	25,261
Diluted net income per common share from continuing operations	$	0.39		$	0.16					$	0.63		$	0.28
Diluted net loss per common share from discontinued operations, net of tax	$	(0.00	)	$	(0.00	)				$	(0.00	)	$	(0.01	)
Diluted net income per common share	$	0.39		$	0.15		160.0		%	$	0.63		$	0.27		133.0		%
Common Share Data:
Diluted net income per common share	$	0.39		$	0.15		160.0		%	$	0.63		$	0.27		133.0		%
Book value per common share	$	7.57		$	6.39		18.5		%
Tangible book value per share, net of tax (1)	$	7.26		$	6.01		20.8		%
Average shares outstanding (in thousands):
Basic		85,659			81,590		5.0				85,493			81,475		4.9
Diluted		86,524			81,955		5.6				86,254			82,091		5.1
Common shares outstanding		86,997			83,157		4.6
(1) See Reconciliation of Non-GAAP Financial Measures

Western Alliance Bancorporation and Subsidiaries
Summary Consolidated Financial Data (continued)
Unaudited
	At or for the Three Months							For the Six Months
	Ended June 30,							Ended June 30,
	2013		2012		Change %			2013		2012		Change %
	(in thousands, except per share data)
Selected Performance Ratios:
Return on average assets (1)	1.64	%	0.80	%	105.0		%	1.37	%	0.74	%	85.1		%
Return on tangible common equity (2)	21.66		11.26		92.4			17.60		10.25		71.7
Net interest margin (1)	4.36		4.46		(2.2	)		4.36		4.49		(2.9	)
Net interest spread	4.22		4.27		(1.2	)		4.21		4.31		(2.3	)
Efficiency ratio - tax equivalent basis (2)	52.21		56.44		(7.5	)
Loan to deposit ratio	91.58		86.06		6.4
Capital Ratios:
Tangible equity (2)	9.0	%	8.9	%	0.6		%
Tangible common equity (2)	7.4		7.0		5.5
Tier 1 common equity (2)	8.3		8.0		4.3
Tier 1 Leverage ratio (3)	9.9		9.7		2.1
Tier 1 Risk Based Capital (3)	10.8		11.0		(1.8	)
Total Risk Based Capital (3)	12.0		12.3		(2.4	)
Asset Quality Ratios:
Net charge-offs to average loans outstanding (1)	0.17	%	1.11	%	(84.7	)	%	0.71	%	1.15	%	(38.3	)	%
Nonaccrual loans to gross loans	1.42		2.02		(29.7	)
Nonaccrual loans and repossessed assets to total assets	1.85		2.53		(26.9	)
Loans past due 90 days and still accruing to total loans	0.01		0.02		(50.0	)
Allowance for credit losses to loans	1.50		1.89		(20.6	)
Allowance for credit losses to nonaccrual loans	116.19		93.47		24.3
(1) Annualized for the three and six month periods ended June 30, 2013 and 2012.
(2) See Reconciliation of Non-GAAP Financial Measures.
(3) Capital ratios are preliminary until Call Reports are filed.

Western Alliance Bancorporation and Subsidiaries
Condensed Consolidated Income Statements
Unaudited	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2013			2012			2013			2012
Interest income:	(dollars in thousands)
Loans	$	81,093		$	68,342		$	155,818		$	136,102
Investment securities		7,822			9,389			15,980			18,974
Federal funds sold and other		370			115			595			207
Total interest income		89,285			77,846			172,393			155,283
Interest expense:
Deposits		3,929			4,168			7,661			8,930
Borrowings		2,749			2,386			5,456			4,520
Junior subordinated debt		455			487			921			971
Total interest expense		7,133			7,041			14,038			14,421
Net interest income		82,152			70,805			158,355			140,862
Provision for credit losses		3,481			13,330			8,920			26,411
Net interest income after provision for credit losses		78,671			57,475			149,435			114,451
Non-interest income
Service charges		2,449			2,317			4,983			4,602
Bank owned life insurance		1,036			1,120			2,072			2,243
Amortization of affordable housing investments		(900	)		(59	)		(1,800	)		(59	)
(Losses) Gains on sales of investment securities, net		(5	)		1,110			142			1,471
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(3,290	)		564			(3,761	)		232
Bargain purchase gain from acquisition		10,044			-			10,044			-
Other		1,528			2,345			3,081			4,792
Total non-interest income		10,862			7,397			14,761			13,281
Non-interest expenses:
Salaries and employee benefits		28,100			25,995			54,674			52,659
Occupancy		4,753			4,669			9,599			9,391
Legal, professional and director's fees		2,227			2,517			5,011			4,089
Insurance		2,096			2,152			4,466			4,202
Data Processing		2,175			1,293			4,040			2,288
Marketing		1,607			1,459			3,371			2,830
Loan and repossessed asset expenses		721			1,653			2,317			3,337
Customer service		717			682			1,360			1,274
Net (gain) loss on sales and valuations of repossessed assets		(1,124	)		901			(605	)		3,552
Intangible amortization		597			890			1,194			1,779
Merger/restructure expense		2,620			-			2,815			-
Other		4,042			3,220			7,218			6,927
Total non-interest expense		48,531			45,431			95,460			92,328
Income from continuing operations before income taxes		41,002			19,441			68,736			35,404
Income tax expense		6,817			5,259			13,625			9,700
Income from continuing operations		34,185			14,182			55,111			25,704
Loss from discontinued operations net of tax benefit		(169	)		(221	)		(131	)		(443	)
Net income		34,016			13,961			54,980			25,261
Preferred stock dividends		353			1,325			706			3,088
Net income available to common stockholders	$	33,663		$	12,636		$	54,274		$	22,173
Diluted net income per share	$	0.39		$	0.15		$	0.63		$	0.27

Western Alliance Bancorporation and Subsidiaries
Five Quarter Condensed Consolidated Income Statements
Unaudited	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
Interest income:	(in thousands, except per share data)
Loans	$	81,093		$	74,725		$	75,303		$	69,580		$	68,342
Investment securities		7,822			8,158			8,794			9,034			9,389
Federal funds sold and other		370			225			246			55			115
Total interest income		89,285			83,108			84,343			78,669			77,846
Interest expense:
Deposits		3,929			3,732			3,890			3,974			4,168
Borrowings		2,749			2,707			2,528			2,262			2,386
Junior subordinated debt		455			466			470			487			487
Total interest expense		7,133			6,905			6,888			6,723			7,041
Net interest income		82,152			76,203			77,455			71,946			70,805
Provision for credit losses		3,481			5,439			11,501			8,932			13,330
Net interest income after provision for credit losses		78,671			70,764			65,954			63,014			57,475
Non-interest income
Service charges		2,449			2,534			2,438			2,412			2,317
Bank owned life insurance		1,036			1,036			1,080			1,116			1,120
Amortization of affordable housing investments		(900	)		(900	)		(1,069	)		(651	)		(59	)
(Losses) Gains on sales of investment securities, net		(5	)		147			1,447			1,031			1,110
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(3,290	)		(471	)		(48	)		470			564
Bargain purchase gain from acquisition		10,044			-			17,562			-			-
Other		1,528			1,553			3,053			2,604			2,345
Total non-interest income		10,862			3,899			24,463			6,982			7,397
Non-interest expenses:
Salaries and employee benefits		28,100			26,574			26,885			25,500			25,995
Occupancy		4,753			4,846			4,769			4,655			4,669
Legal, professional and director's fees		2,227			2,784			1,849			2,291			2,517
Data Processing		2,175			1,865			2,071			1,390			1,293
Insurance		2,096			2,370			2,188			2,121			2,152
Marketing		1,607			1,764			1,546			1,231			1,459
Loan and repossessed asset expenses		721			1,596			2,102			1,236			1,653
Customer service		717			643			678			653			682
Net (gain) loss on sales and valuations of repossessed assets		(1,124	)		519			529			126			901
Intangible amortization		597			597			596			880			890
Merger/restructure expense		2,620			195			2,706			113			-
Goodwill and intangible impairment		-			-			-			3,435			-
Other		4,042			3,176			3,070			3,912			3,220
Total non-interest expense		48,531			46,929			48,989			47,543			45,431
Income from continuing operations before income taxes		41,002			27,734			41,428			22,453			19,441
Income tax expense		6,817			6,808			7,509			6,752			5,259
Income from continuing operations	$	34,185		$	20,926		$	33,919		$	15,701		$	14,182
(Loss) Income from discontinued operations, net of tax		(169	)		38			(1,804	)		(243	)		(221	)
Net income	$	34,016		$	20,964		$	32,115		$	15,458		$	13,961
Preferred stock dividends		353			353			353			352			1,325
Net Income available to common stockholders	$	33,663		$	20,611		$	31,762		$	15,106		$	12,636
Diluted net income per share	$	0.39		$	0.24		$	0.37		$	0.18		$	0.15

Western Alliance Bancorporation and Subsidiaries
Five Quarter Condensed Consolidated Balance Sheets
Unaudited
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
Assets:	(in millions)
Cash and due from banks	$	248.9		$	422.3		$	204.6		$	168.1		$	178.9
Securities purchased under agreement to resell		134.0			134.0			-			139.8			-
Cash and cash equivalents		382.9			556.3			204.6			307.9			178.9
Securities and money market investments		1,313.1			1,302.4			1,236.6			1,338.9			1,401.5
Loans held for sale		27.6			27.9			31.1			-			-
Loans held for investment
Commercial		2,174.1			2,084.9			1,947.8			1,756.0			1,573.6
Commercial real estate - non-owner occupied		1,839.7			1,538.4			1,505.6			1,407.1			1,440.4
Commercial real estate - owner occupied		1,550.0			1,414.3			1,396.8			1,331.3			1,310.3
Construction and land development		416.7			381.1			394.3			379.8			360.6
Residential real estate		381.7			388.7			407.9			408.4			430.4
Consumer		28.5			26.0			31.8			56.6			55.8
Deferred fees, net		(6.8	)		(6.0	)		(6.0	)		(6.3	)		(6.3	)
Gross loans and deferred fees, net		6,383.9			5,827.4			5,678.2			5,332.9			5,164.8
Allowance for credit losses		(96.3	)		(95.5	)		(95.4	)		(97.4	)		(97.5	)
Loans, net		6,287.6			5,731.9			5,582.8			5,235.5			5,067.3
Premises and equipment, net		106.1			107.1			107.9			106.9			106.9
Other repossessed assets		76.5			77.9			77.2			78.2			77.0
Bank owned life insurance		140.4			139.4			138.3			137.3			136.1
Goodwill and other intangibles		28.5			29.2			29.8			29.0			34.0
Other assets		231.0			202.0			214.3			169.9			161.9
Total assets	$	8,593.7		$	8,174.1		$	7,622.6		$	7,403.6		$	7,163.6
Liabilities and Stockholders' Equity:
Liabilities:
Deposits:
Non-interest bearing demand deposits	$	1,919.6		$	1,930.4		$	1,933.2		$	1,840.8		$	1,842.1
Interest bearing
Demand		631.3			619.7			582.3			514.7			540.6
Savings and money market		2,945.1			2,826.7			2,573.5			2,541.2			2,438.4
Time certificates		1,505.3			1,358.1			1,366.2			1,265.3			1,180.3
Total deposits		7,001.3			6,734.9			6,455.2			6,162.0			6,001.4
Customer repurchase agreements		51.9			64.7			79.0			73.1			86.9
Total customer funds		7,053.2			6,799.6			6,534.2			6,235.1			6,088.3
Securities sold short		129.5			132.6			-			138.3			-
Borrowings		418.6			293.8			193.7			223.6			303.5
Junior subordinated debt		39.9			36.7			36.2			36.2			36.7
Accrued interest payable and other liabilities		153.0			130.1			98.9			72.4			63.0
Total liabilities		7,794.2			7,392.8			6,863.0			6,705.6			6,491.5
Stockholders' Equity
Common stock and additional paid-in capital		789.5			786.9			784.9			751.1			748.1
Preferred Stock		141.0			141.0			141.0			141.0			141.0
Accumulated deficit		(120.2	)		(153.8	)		(174.5	)		(206.2	)		(221.3	)
Accumulated other comprehensive (loss) income		(10.8	)		7.2			8.2			12.1			4.3
Total stockholders' equity		799.5			781.3			759.6			698.0			672.1
Total liabilities and stockholders' equity	$	8,593.7		$	8,174.1		$	7,622.6		$	7,403.6		$	7,163.6

Western Alliance Bancorporation and Subsidiaries
Changes in the Allowance For Credit Losses
Unaudited
	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
	(in thousands)
Balance, beginning of period	$	95,494		$	95,427		$	97,410		$	97,512		$	98,122
Provision for credit losses		3,481			5,439			11,501			8,932			13,330
Recoveries of loans previously charged-off:
Commercial and industrial		1,757			441			372			501			1,417
Commercial real estate - non-owner occupied		154			440			288			27			368
Commercial real estate - owner occupied		479			502			109			606			193
Construction and land development		120			701			2,033			567			217
Residential real estate		549			569			313			153			274
Consumer		11			14			63			38			214
Total recoveries		3,070			2,667			3,178			1,892			2,683
Loans charged-off:
Commercial and industrial		1,065			1,770			4,654			4,100			4,933
Commercial real estate - non-owner occupied		1,000			1,908			2,673			998			2,463
Commercial real estate - owner occupied		1,391			979			4,470			472			3,178
Construction and land development		238			614			405			2,315			3,185
Residential real estate		2,010			2,493			1,307			2,242			2,094
Consumer		18			275			3,153			799			770
Total loans charged-off		5,722			8,039			16,662			10,926			16,623
Net loans charged-off		2,652			5,372			13,484			9,034			13,940
Balance, end of period	$	96,323		$	95,494		$	95,427		$	97,410		$	97,512
Net charge-offs (annualized) to average loans outstanding		0.17	%		0.38	%		0.99	%		0.70	%		1.11	%
Allowance for credit losses to gross loans		1.50			1.63			1.67			1.83			1.89
Nonaccrual loans	$	82,899		$	93,748		$	104,716		$	121,238		$	104,324
Repossessed assets		76,499			77,921			77,247			78,234			76,994
Loans past due 90 days, still accruing		793			1,640			1,388			1,710			795
Loans past due 30 to 89 days, still accruing		7,341			14,795			16,565			10,181			13,848
Classified loans on accrual		140,192			97,351			112,637			116,841			135,913
Special mention loans		115,135			125,660			103,550			97,681			91,924

Western Alliance Bancorporation and Subsidiaries
Analysis of Average Balances, Yields and Rates
Unaudited
	Three Months Ended June 30,
	2013							2012
	Average Balance			Interest		Average Yield/ Cost		Average Balance			Interest		Average Yield/ Cost
Interest earning assets	($ in millions)			($ in thousands)				($ in millions)			($ in thousands)
Loans (1)	$	6,100.8		$	81,093	5.40	%	$	5,014.1		$	68,342	5.50	%
Investment securities (1)		1,295.9			7,822	2.92	%		1,417.1			9,389	3.15	%
Federal funds sold and other		407.6			370	0.36	%		133.1			115	0.35	%
Total interest earning assets		7,804.4			89,285	4.73	%		6,564.3			77,846	4.88	%
Non-interest earning assets
Cash and due from banks		119.2							113.1
Allowance for credit losses		(96.6	)						(97.5	)
Bank owned life insurance		139.7							135.4
Other assets		432.7							346.9
Total assets	$	8,399.4						$	7,062.2
Interest-bearing liabilities
Interest-bearing deposits:
Interest-bearing transaction accounts	$	626.8		$	370	0.24	%	$	518.4		$	310	0.24	%
Savings and money market		2,768.7			2,007	0.29	%		2,296.0			1,956	0.34	%
Time certificates of deposit		1,584.0			1,552	0.39	%		1,320.7			1,902	0.58	%
Total interest-bearing deposits		4,979.5			3,929	0.32	%		4,135.1			4,168	0.40	%
Borrowings		554.0			2,749	1.98	%		425.7			2,386	2.24	%
Junior subordinated debt		36.7			455	4.96	%		37.3			487	5.22	%
Total interest-bearing liabilities		5,570.1			7,133	0.51	%		4,598.1			7,041	0.61	%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits		1,898.2							1,744.1
Other liabilities		124.6							52.1
Stockholders’ equity		806.4							667.9
Total liabilities and stockholders' equity	$	8,399.4						$	7,062.2
Net interest income and margin				$	82,152	4.36	%				$	70,805	4.46	%
Net interest spread						4.22	%						4.27	%

(1) Yields on loans and securities have been adjusted to a tax equivalent basis. The taxable-equivalent adjustment was $2,929 and $2,310 for the second quarter ended 2013 and 2012, respectively.

Western Alliance Bancorporation and Subsidiaries
Analysis of Average Balances, Yields and Rates
Unaudited
	Six Months Ended June 30,
	2013							2012
	Average Balance			Interest		Average Yield/ Cost		Average Balance			Interest		Average Yield/ Cost
Interest earning Assets	($ in millions)			($ in thousands)				($ in millions)			($ in thousands)
Loans (1)	$	5,857.0		$	155,818	5.41	%	$	4,898.5		$	136,102	5.59	%
Investment securities (1)		1,289.7			15,980	3.06	%		1,420.2			18,974	3.14	%
Federal funds sold & other		406.2			595	0.29	%		132.2			207	0.31	%
Total interest earnings assets		7,552.9			172,393	4.73	%		6,450.9			155,283	4.94	%
Non-interest earning assets
Cash and due from banks		122.9							113.3
Allowance for credit losses		(96.8	)						(99.1	)
Bank owned life insurance		139.2							134.8
Other assets		427.3							352.5
Total assets	$	8,145.5						$	6,952.4
Interest-bearing liabilities
Interest-bearing deposits:
Interest bearing transaction accounts	$	617.8		$	671	0.22	%	$	511.3		$	624	0.24	%
Savings and money market		2,695.2			3,918	0.29	%		2,264.8			4,124	0.36	%
Time certificates of deposits		1,517.2			3,072	0.40	%		1,372.5			4,182	0.61	%
Total interest-bearing deposits		4,830.2			7,661	0.32	%		4,148.6			8,930	0.44	%
Borrowings		501.3			5,456	2.18	%		360.3			4,520	2.51	%
Junior subordinated debt		36.5			921	5.05	%		37.1			971	5.23	%
Total interest-bearing liabilities	$	5,368.0			14,038	0.52	%	$	4,546.0			14,421	0.63	%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits		1,876.8							1,694.9
Other liabilities		108.2							48.7
Stockholders’ equity		792.5							662.8
Total liabilities and stockholders' equity	$	8,145.5						$	6,952.4
Net interest income and margin				$	158,355	4.36	%				$	140,862	4.49	%
Net interest spread						4.21	%						4.31	%

(1) Yields on loans and securities have been adjusted to a tax equivalent basis. The taxable-equivalent adjustment was $6,311 and $4,017 for the six months June 30, 2013 and 2012, respectively.

Western Alliance Bancorporation and Subsidiaries
Operating Segment Results
Unaudited													Inter-
													segment			Consoli-
	Western			Bank			Torrey						elimi-			dated
	Alliance Bank			of Nevada			Pines Bank*			Other			nations			Company
At June 30, 2013	(dollars in millions)
Assets	$	3,053.0		$	3,319.2		$	2,030.7		$	1,124.8		$	(934.0	)	$	8,593.7
Held for sale loans		-			-			27.6			-			-			27.6
Gross loans and deferred fees, net		2,454.4			2,416.3			1,494.0			62.1			(43.0	)		6,383.9
Less: Allowance for credit losses		(22.3	)		(55.8	)		(15.6	)		(2.6	)		-			(96.3	)
Loans, net		2,432.1			2,360.5			1,478.5			59.5			(43.0	)		6,287.6
Goodwill and intangible assets		3.0			25.6			-			-			-			28.6
Deposits		2,648.9			2,619.9			1,749.4			-			(16.9	)		7,001.3
Borrowings		74.7			200.0			45.0			123.9			(25.0	)		418.6
Stockholders' equity		262.4			393.1			170.1			817.8			(843.9	)		799.5
No. of branches		17			12			12			-			-			41
No. of FTE		293			388			229			105			-			1,015
Three Months Ended June 30, 2013:	(in thousands)
Net interest income	$	32,530		$	30,679		$	20,603			(1,660	)	$	-		$	82,152
Provision for credit losses		1,009			999			740			733			-			3,481
Net interest income (loss) after provision for credit losses		31,521			29,680			19,863			(2,393	)		-			78,671
Non-interest income		11,300			3,732			606			(294	)		(4,482	)		10,862
Non-interest expense		(17,100	)		(16,034	)		(11,958	)		(7,921	)		4,482			(48,531	)
Income (loss) from continuing operations before income taxes		25,721			17,378			8,511			(10,608	)		-			41,002
Income tax expense (benefit)		5,247			4,672			2,669			(5,771	)		-			6,817
Income (loss) from continuing operations		20,474			12,706			5,842			(4,837	)		-			34,185
Loss from discontinued operations, net		-						-			(169	)		-			(169	)
Net income (loss)	$	20,474		$	12,706		$	5,842		$	(5,006	)	$	-		$	34,016
Six Months Ended June 30, 2013:	(in thousands)
Net interest income	$	59,165		$	59,933		$	41,380		$	(2,123	)	$	-		$	158,355
Provision for credit losses		3,644			1,404			832			3,040			-			8,920
Net interest income (loss) after provision for credit losses		55,521			58,529			40,548			(5,163	)		-			149,435
Non-interest income		12,704			7,069			1,204			1,411			(7,627	)		14,761
Non-interest expense		(30,168	)		(33,925	)		(23,927	)		(15,067	)		7,627			(95,460	)
Income (loss) from continuing operations before income taxes		38,057			31,673			17,825			(18,819	)		-			68,736
Income tax expense (benefit)		9,089			8,265			5,668			(9,397	)		-			13,625
Income (loss) from continuing operations		28,968			23,408			12,157			(9,422	)		-			55,111
Loss from discontinued operations, net		-			-			-			(131	)		-			(131	)
Net income (loss)	$	28,968		$	23,408		$	12,157		$	(9,553	)	$	-		$	54,980
* Excludes discontinued operations

Western Alliance Bancorporation and Subsidiaries
Operating Segment Results
Unaudited													Inter-
													segment			Consoli-
	Western			Bank			Torrey						elimi-			dated
	Alliance Bank			of Nevada			Pines Bank*			Other			nations			Company
At June 30, 2012	(dollars in millions)
Assets	$	2,349.6		$	2,920.2		$	1,895.9		$	800.7		$	(802.8	)	$	7,163.6
Gross loans and deferred fees, net		1,783.6			2,002.1			1,422.0			-			(42.9	)		5,164.8
Less: Allowance for credit losses		(20.3	)		(60.5	)		(16.7	)		-			-			(97.5	)
Loans, net		1,763.3			1,941.6			1,405.3			-			(42.9	)		5,067.3
Goodwill and intangible assets		3.8			25.8			0.2			4.1			-			33.9
Deposits		1,998.2			2,430.9			1,592.5			-			(20.2	)		6,001.4
Borrowings		70.0			100.0			72.0			74			(12.0	)		303.5
Stockholders' equity		208.7			329.5			161.6			680.4			(708.1	)		672.1
No. of branches		16			11			12			-			-			39
No. of FTE		239			386			228			100			-			953
Three Months Ended June 30, 2012:	(in thousands)
Net interest income	$	24,060		$	27,498		$	21,374		$	(2,127	)	$	-		$	70,805
Provision for credit losses		2,100			8,747			2,483			-			-			13,330
Net interest income (loss) after provision for credit losses		21,960			18,751			18,891			(2,127	)		-			57,475
Non-interest income		1,994			4,291			1,079			1,929			(1,896	)		7,397
Non-interest expense		(12,086	)		(18,140	)		(11,338	)		(5,763	)		1,896			(45,431	)
Income (loss) from continuing operations before income taxes		11,868			4,902			8,632			(5,961	)		-			19,441
Income tax expense (benefit)		4,091			1,137			3,340			(3,309	)		-			5,259
Income (loss) from continuing operations		7,777			3,765			5,292			(2,652	)		-			14,182
Loss from discontinued operations, net		-			-			-			(221	)		-			(221	)
Net income (loss)	$	7,777		$	3,765		$	5,292		$	(2,873	)	$	-		$	13,961
Six Months Ended June 30, 2012:
Net interest income	$	47,116		$	55,337		$	42,610		$	(4,201	)	$	-		$	140,862
Provision for credit losses		103			22,229			4,079			-			-			26,411
Net interest income (loss) after provision for credit losses		47,013			33,108			38,531			(4,201	)		-			114,451
Non-interest income		3,847			7,874			2,256			3,893			(4,589	)		13,281
Noninterest expense		(24,005	)		(36,970	)		(22,410	)		(13,532	)		4,589			(92,328	)
Income (loss) from continuing operations before income taxes		26,855			4,012			18,377			(13,840	)		-			35,404
Income tax expense (benefit)		9,263			(714	)		7,297			(6,146	)		-			9,700
Income (loss) from continuing operations		17,592			4,726			11,080			(7,694	)		-			25,704
Loss from discontinued operations, net		-			-			-			(443	)		-			(443	)
Net income (loss)	$	17,592		$	4,726		$	11,080		$	(8,137	)	$	-		$	25,261
* Excludes discontinued operations

Western Alliance Bancorporation and Subsidiaries
Reconciliation of Non-GAAP Financial Measures (Unaudited)
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
	(dollars in thousands)
Total stockholders' equity	$	799,524		$	781,294		$	759,616		$	698,011		$	672,120
Less:
Goodwill and intangible assets		28,568			29,166			29,763			28,989			33,953
Total tangible stockholders' equity		770,956			752,128			729,853			669,022			638,167
Less:
Preferred stock		141,000			141,000			141,000			141,000			141,000
Total tangible common equity		629,956			611,128			588,853			528,022			497,167
Add:
Deferred tax		1,870			2,080			2,289			2,033			2,896
Total tangible common equity, net of tax	$	631,826		$	613,208		$	591,142		$	530,055		$	500,063
Total assets	$	8,593,684		$	8,174,103		$	7,622,637		$	7,403,603		$	7,163,572
Less:
Goodwill and intangible assets		28,568			29,166			29,763			28,989			33,953
Tangible assets		8,565,116			8,144,937			7,592,874			7,374,614			7,129,619
Add:
Deferred tax		1,870			2,080			2,289			2,033			2,896
Total tangible assets, net of tax	$	8,566,986		$	8,147,017		$	7,595,163		$	7,376,647		$	7,132,515
Tangible equity ratio (1)		9.0	%		9.2	%		9.6	%		9.1	%		8.9	%
Tangible common equity ratio (2)		7.4	%		7.5	%		7.8	%		7.2	%		7.0	%
Common shares outstanding		86,997			87,079			86,465			83,455			83,157
Tangible book value per share, net of tax (3)	$	7.26		$	7.04		$	6.84		$	6.35		$	6.01
	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
	(in thousands)
Total non-interest income	$	10,862		$	3,899		$	24,463		$	6,982		$	7,397
Less:
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(3,290	)		(471	)		(48	)		470			564
Gain on sale of subsidiary/non-controlling interest		-			-			116			776			-
Bargain purchase gain from acquisition		10,044			-			17,562			-			-
Legal settlements		-			38			879			-			-
Mutual fund gains		-			-			483			-			-
Amortization of affordable housing investments		(900	)		(900	)		(1,069	)		(651	)		(59	)
(Losses) Gains on sales of investment securities, net		(5	)		147			1,447			1,031			1,110
Total operating non-interest income		5,013			5,085			5,093			5,356			5,782
Add: net interest income		82,152			76,203			77,455			71,946			70,805
Net operating revenue (4)	$	87,165		$	81,288		$	82,548		$	77,302		$	76,587
Total non-interest expense	$	48,531		$	46,929		$	48,989		$	47,543		$	45,431
Less:
Net (gain) loss on sales and valuations of repossessed assets		(1,124	)		519			529			126			901
Merger/restructure expense		2,620			195			2,706			113			-
Goodwill impairment		-			-			-			3,435			-
Total operating non-interest expense (4)	$	47,035		$	46,215		$	45,754		$	43,869		$	44,530
Net operating revenue	$	87,165		$	81,288		$	82,548		$	77,302		$	76,587
Less:
Operating non-interest expense		47,035			46,215			45,754			43,869			44,530
Pre-tax, pre-provision operating earnings (5)	$	40,130		$	35,073		$	36,794		$	33,433		$	32,057

Western Alliance Bancorporation and Subsidiaries
Reconciliation of Non-GAAP Financial Measures (Unaudited)
	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
	2013			2013			2012			2012			2012
	(in thousands)
Total operating non-interest expense	$	47,035		$	46,215		$	45,754		$	43,869		$	44,530
Divided by:
Total net interest income	$	82,152		$	76,203		$	77,455		$	71,946		$	70,805
Add:
Tax equivalent interest adjustment		2,929			3,382			3,012			2,655			2,310
Operating non-interest income		5,013			5,085			5,093			5,356			5,782
	$	90,094		$	84,670		$	85,560		$	79,957		$	78,897
Efficiency ratio - tax equivalent basis (6)		52.2	%		54.6	%		53.5	%		54.9	%		56.4	%
	Three Months Ended
	June 30,			June 30,
	2013			2012
	(in thousands)
Stockholders' equity	$	799,524		$	672,120
Less:
Accumulated other comprehensive (loss) income		(10,646	)		4,291
Non-qualifying goodwill and intangibles		26,756			31,748
Other non-qualifying assets		2			3
Disallowed unrealized losses on equity securities		103			-
Add:
Qualifying trust preferred securities		47,228			45,123
Tier 1 capital (regulatory) (7) (10)		830,537			681,201
Less:
Qualifying non-controlling interests		-			423
Qualifying trust preferred securities		47,228			45,123
Preferred stock		141,000			141,000
Estimated Tier 1 common equity (8) (10)	$	642,309		$	494,655
Divided by:
Estimated risk-weighted assets (regulatory) (8) (10)	$	7,698,091		$	6,181,246
Tier 1 common equity ratio (8) (10)		8.3	%		8.0	%
	June 30,			June 30,
	2013			2012
	(in thousands)
Classified assets	$	298,887		$	325,165
Divide:
Tier 1 capital (regulatory) (7) (10)		830,537			681,201
Plus: Allowance for credit losses		96,323			97,512
Total Tier 1 capital plus allowance for credit losses	$	926,860		$	778,713
Classified assets to Tier 1 capital plus allowance (9) (10)		32	%		42	%

(1)	We believe this non-GAAP ratio provides a critical metric with which to analyze and evaluate financial condition and capital strength.
(2)	We believe this non-GAAP ratio provides a critical metric with which to analyze and evaluate financial condition and capital strength.
(3)	We believe this non-GAAP ratio improves the comparability to other institutions that have not engaged in acquisitions that resulted in recorded goodwill and other intangibles.
(4)	We believe these non-GAAP measurements provide a useful indication of the cash generating capacity of the Company.
(5)	We believe this non-GAAP measurement is a key indicator of the earnings power of the Company, which is otherwise obscured by the asset quality issues.
(6)	We believe this non-GAAP ratio provides a useful metric to measure the operating efficiency of the Company.
(7)	Under the guidelines of the Federal Reserve and the FDIC in effect, Tier 1 capital consisted of common stock, retained earnings, non-cumulative perpetual preferred stock, trust preferred securities up to a certain limit, and minority interests in certain subsidiaries, less most other intangible assets.
(8)	Tier 1 common equity is often expressed as a percentage of risk-weighted assets. Under the risk-based capital framework, a bank's balance sheet assets and credit equivalent amounts of off-balance sheet items, are assigned to one of four broad risk categories. The aggregated dollar amount in each category is then multiplied by the risk weighting assigned to that category. The resulting weighted values from each of the four categories are added together and this sum is the risk-weighted assets total that, as adjusted, comprises the denominator (risk-weighted assets) to determine the Tier 1 capital ratio. Adjustments are made to Tier 1 capital to arrive at Tier 1 common equity. Tier 1 common equity is divided by the risk-weighted assets to determine the Tier 1 common equity ratio. We believe this non-GAAP ratio with which to analyze and evaluate financial condition and capital strength.
(9)	We believe this non-GAAP ratio provides a critical regulatory metric in which to analyze asset quality.
(10)	Preliminary until Call Reports are filed.

CONTACT:
Western Alliance Bancorporation
Dale Gibbons, 602-952-5476

EX-99.2

Exhibit 99.2

(NYSE: WAL) July 19, 2013 Western Alliance Bancorporation 2nd Quarter Earnings Call

2 Q2 2013 Financial Performance o Strong Income Growth – Net income of $34.0 million, up from $21.0 million in Q1 2013 and $14.0 million in Q2 2012 – Net income of $27.7 million, excluding $10.0 million bargain purchase gain, $1.1 million OREO gain, and $3.3 million loss on TRUPS revaluation (excluding tax effects) – Reported EPS of $0.39, up from $0.24 in Q1 2013 and $0.15 in Q2 2012 – EPS of $0.30, excluding the effects of the $0.10 bargain purchase gain, $0.01 OREO gain, and $0.02 loss on TRUPS revaluation – Net Interest Margin of 4.36%, flat to 4.36% in Q1 2013 – Return on Assets of 1.64% and Return on Tangible Common Equity of 21.66%, compared to 0.80% and 11.26%, respectively, in Q2 2012 o Sustained Balance Sheet Growth – Total assets of $8.59 billion, up $420 million from $8.17 billion in Q1 2013 and $1.43 billion from $7.16 billion in Q2 2012 – Total loans of $6.41 billion, up $556 million (including $343 million from Centennial) from $5.86 billion in Q1 2013 and $1.25 billion from $5.16 billion in Q2 2012 – Total deposits of $7.0 billion, up $266 million (including $298 million from Centennial) from $6.73 billion in Q1 2013 and $1.0 billion from $6.0 billion in Q2 2012 o Asset Quality – Annualized Net Charge-Offs to Average Loans of 0.17%, down from 0.38% in Q1 2013 and 1.11% in Q2 2012 – Non-Performing Assets to Total Assets of 1.9%, down from 2.1% in Q1 2013 and 2.5% in Q2 2012 o Capital – Tier 1 Common Capital Ratio of 8.3%, down from 8.6% in Q1 2013 and up from 8.0% in Q2 2012 – Tangible Book Value/Share of $7.26, up from $7.04 in Q1 2013 and $6.01 in Q2 2012 Note: Capital ratios are estimates until Call Reports are filed

3 Centennial Bank Acquisition o 17 FTE’s at close, now 7 o Conversion scheduled for July 26, 2013 o Acquired loans of $351 million on April 30; balance remaining as of June 30 is $343 million o Acquired deposits of $337 million on April 30; balance remaining as of June 30 is $298 million o Net acquisition gain of $8.5 million, net of merger‐related expenses and tax effects Highlights $ in millions April 30th Acquired Amount Loans, Principal Balance 404 $ Credit Discounts (37) $ Rate Discounts (16) Net Acquired Loans 351 $ Deposits 337 $ Borrowings 77 Premiums 5 Net Acquired Liabilities 419 $

4 $1,574 $1,756 $1,948 $2,085 $2,174 $1,310 $1,331 $1,397 $1,414 $1,550 $1,434 $1,401 $1,500 $1,532 $1,833 $486 $465 $471 $443 $438 $361 $380 $394 $381 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Loan Growth and Portfolio Composition $ in millions $1.25 Billion Year Over Year Growth Commercial Industrial CRE, Owner Occupied CRE, Non-Owner Occupied Construction Land Residential and Consumer • Commercial loans have increased from 30.5% to nearly 34% of the portfolio since Q2 12 • Q2 13 includes $343 million growth from Centennial acquisition • Q4 12 included $117 million growth from Western Liberty acquisition Highlights $5,165 $5,333 $5,709 $5,855 $6,412 Growth +168 +$376 +146 +556 $417

5 Deposit Growth and Composition $ in millions $1.0 Billion Year Over Year Growth Savings & MMDA NOW CDs Non-Int Bearing DDA $1,842 $1,841 $1,933 $1,930 $1,920 $2,438 $2,541 $2,574 $2,827 $2,945 $541 $515 $582 $620 $631 $1,180 $1,265 $1,366 $1,358 $1,505 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $6,001 $6,162 $6,455 $6,735 $7,001 Growth +161 +293 +280 +266 • Cost of interestbearing deposits is 0.32% • Q2 13 includes $298 million growth from Centennial acquisition • Q4 12 included $91 million growth from Western Liberty acquisition Highlights

6 $77 $78 $74 $75 $69 $105 $123 $106 $94 $82 $135 $116 $97 $84 $71 $92 $100 $98 $122 $115 Q2‐12 Q3‐12 Q4‐12 Q1‐13 Q2‐13 $409 $417 $375 $375 $337 Adversely Graded Loans and Non-Performing Assets $ in millions Q2‐12 Q3‐12 Q4‐12 Q1‐13 Q2‐13 OREO Non-Performing Loans Classified Accruing Loans Special Mention Loans $23 $20 $125 Organic Acquired* Q2 2012 – Q2 2013 NPA’s Adversely Graded Loans * Net of Centennial and Western Liberty credit and rate mark discounts of $67 million *

7 Consolidated Balance Sheet $ in millions Highlights • Assets grew 20% or $1,430 million during the past year • Shareholders’ Equity grew 19.0% or $128 million during the same period • Tangible Book Value/Share grew over 20% from $6.01 to $7.26 • OCI fell from an unrealized net gain of $7.2 million to an unrealized net loss of $10.8 million, a change of 1.78% in the AFS portfolio Q2 - 13 Q1 - 13 Q2-12 Investments & Cash 1,696 $ 1,859 $ 1,580 $ Total Loans 6,412 5,855 5,165 Allowance for Loan Loss (96) (96) (98) Other Assets 582 556 517 Total Assets 8,594 $ 8,174 $ 7,164 $ Deposits 7,001 $ 6,735 $ 6,001 $ Other Liabilities 793 658 491 Total Liabilities 7,794 $ 7,393 $ 6,492 $ Shareholders' Equity 800 781 672 Total Liabilities and Equity 8,594 $ 8,174 $ 7,164 $ Tangible Common Equity* 632 $ 613 $ 500 $ Tangible Common Equity Ratio 7.4% 7.5% 7.0% Tangible Book Value/Share 7.26 $ 7.04 $ 6.01 $ EOP Shares outstanding (mils) 87.0 87.1 83.2 * Net of tax

8 Consolidated Financial Results Highlights • Revenue growth of 13.8% from same quarter last year compared to expense growth of 5.8% • EPS increased $0.06 from Q1 2013 to $0.30, excluding $0.10 for net acquisition gain, $0.01 for the OREO gain, and $0.02 for the TRUPS valuation loss $ in millions except EPS Q2 ‐ 13 Q1 ‐ 13 Q2 ‐ 12 Net Interest Income 82.2 $ 76.2 $ 70.8 $ Operating Non Interest Income 5.0 5.1 5.8 Total Revenue 87.2 $ 81.3 $ 76.6 $ Operating Expenses (47.1) (46.2) (44.5) Pre‐Tax, Pre‐Provision Income 40.1 $ 35.1 $ 32.1 $ Provision for Credit Losses (3.5) (5.4) (13.3) Repossessed Asset Valuation 1.1 (0.5) (0.9) TRUPS Valuation Gain/(Loss) (3.3) (0.5) 0.5 Bargain Purchase Gain 10.0 0.0 0.0 Merger‐Related Expenses (2.6) (0.2) 0.0 Amortization of Affordable Housing and Other Items (0.8) (0.8) 1.0 Pre‐Tax Income 41.0 $ 27.7 $ 19.4 $ Income Tax (6.8) (6.8) (5.3) Discontinued Operations (0.2) 0.0 (0.1) Net Income 34.0 $ 21.0 $ 14.0 $ Preferred Dividend (0.4) (0.4) (1.4) Net Income Available to Common 33.6 $ 20.6 $ 12.6 $ Earnings Per Share 0.39 $ 0.24 $ 0.15 $

9 EPS Walkforward Q1 2013 – Q2 2013 Components of Changes in Earnings Per Share $0.05 ($0.01) $0.02 $0.30 ($0.02) $0.01 $0.10 $0.39 Q1 2013 EPS Net Interest Income Provision Expense OREO Gains Q2 2013 EPS Operating Expense TRUPS Valuation Losses Net Acquisition Gain $0.24 Q2 2013 EPS Excluding Certain Items

10 $27.5 $27.7 $30.1 $29.3 $30.7 4.32% 4.28% 4.50% 4.16% 4.25% 4.0% 4.2% 4.4% 4.6% 4.8% 5.0% 5.2% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $24.1 $24.4 $26.7 $26.6 $32.5 4.46% 4.50% 4.58% 4.42% 4.74% $15 $19 $23 $27 $31 $35 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $21.4 $21.8 $22.2 $20.8 $20.6 5.16% 5.11% 5.07% 4.72% 4.64% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $70.8 $71.9 $77.5 $76.2 $82.2 4.46% 4.42% 4.55% 4.36% 4.36% 4.0% 4.2% 4.4% 4.6% 4.8% 5.0% 5.2% $65 $70 $75 $80 $85 Q2-12 Q3-12 Q4-12 Q1-13 Q2-122 Net Interest Income and NIM $ in millions Western Alliance Bank Bank of Nevada Torrey Pines Bank WAL Consolidated Note: Net Interest Margin is reported on a tax-equivalent basis and excludes the interest income and loan balances of held for sale loans

11 $5.2 $5.3 $5.7 $5.9 $6.4 5.50% 5.42% 5.60% 5.42% 5.40% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $179 $308 $205 $556 $383 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $1.4 $1.3 $1.2 $1.3 $1.3 3.15% 3.17% 3.25% 3.21% 2.92% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $4.2 $4.3 $4.5 $4.8 $5.1 0.40% 0.38% 0.35% 0.32% 0.32% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 WAL Consolidated Net Interest Drivers $ in billions Cash and Due from Banks Loans and Yield Total Investments and Yield Interest Bearing Deposits and Cost $ in millions

12 Operating Expense and Efficiency Ratio $ in millions $17.4 $16.7 $16.8 $17.4 $17.3 54.4% 51.9% 48.0% 50.5% 47.9% 40% 45% 50% 55% 60% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $11.7 $11.9 $13.1 $13.1 $14.7 44.2% 44.7% 45.2% 45.1% 42.0% $6 $8 $10 $12 $14 $16 $18 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $11.1 $11.1 $11.1 $12.0 $12.0 48.2% 47.3% 46.3% 53.1% 54.2% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $44.5 $43.9 $45.8 $46.2 $47.0 56.4% 54.9% 53.5% 54.6% 52.2% 40% 45% 50% 55% 60% $40 $42 $44 $46 $48 $50 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Western Alliance Bank Bank of Nevada Torrey Pines Bank WAL Consolidated Note: Operating Expenses exclude goodwill impairment, merger-related expenses and gains/losses on sale of repossessed assets.

13 Pre-Tax Pre-Provision Income and ROA $ in millions $13.7 $14.2 $16.7 $15.3 $17.3 1.92% 1.93% 2.19% 1.92% 2.12% 1.5% 2.0% 2.5% 3.0% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $14.0 $14.1 $15.2 $15.3 $19.5 2.41% 2.38% 2.38% 2.36% 2.62% $8 $10 $12 $14 $16 $18 $20 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $11.4 $11.8 $12.2 $9.9 $9.7 2.54% 2.50% 2.51% 2.03% 1.98% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $32.1 $33.4 $36.8 $35.1 $40.1 1.83% 1.83% 1.93% 1.80% 1.92% 1.5% 2.0% 2.5% 3.0% $25 $30 $35 $40 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Western Alliance Bank Bank of Nevada Torrey Pines Bank WAL Consolidated Note: Pre-Tax Pre-Provision Income excludes securities and goodwill impairment, markto-market gains/losses, gains/losses on sale of investment securities and repossessed assets, merger-related expenses, and net acquisition gain

14 Net Income and ROA $ in millions $3.8 $5.8 $7.6 $10.7 $12.7 0.53% 0.79% 0.99% 1.34% 1.55% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 3.0% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $7.8 $8.8 $10.4 $8.5 $12.0 1.34% 1.47% 1.63% 1.31% 1.61% $0 $5 $10 $15 $20 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $5.1 $6.4 $5.2 $6.4 $5.7 1.13% 1.30% 0.70% 1.30% 1.16% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 $14.0 $15.5 $17.3 $21.0 $25.5 0.80% 0.85% 0.84% 1.08% 1.23% 0.0% 0.5% 1.0% 1.5% 2.0% $0 $5 $10 $15 $20 $25 $30 $35 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Western Alliance Bank* Bank of Nevada Torrey Pines Bank** WAL Consolidated*** * Including the net acquisition gain, the WAB Q2 2013 net income and ROA would be $20.5 million and 2.75%, respectively ** Excludes the net acquisition gain and discontinued operations *** Including the net acquisition gain, the WAL Q4 2012 net income and ROA would be $32.1 million and 1.52%, respectively, and the Q2 2013 net income and ROA would be $34.0 million and 1.64%, respectively ** **

15 Composition of Pass Credits and Loan Grades 6/30/12 High Pass $1,211 Pass $3,624 Special Mention 92 Classified $238 Wtd Grade 4.22 Total Loans $5,165 million Pass Credits and Loan Grades Q2 2012 – Q2 2013 Composition of Pass Credits and Loan Grades 6/30/13 High Pass $1,707 Pass $4,321 Special Mention $162 Classified $222 Wtd Grade 4.14 Total Loans $6,412 million + + = $9 $486 $295 $403 $47 $70 ($86) Centennial and Western Liberty Loans Organic Loan Growth High Pass Pass Special Mention Classified $421 $826 $23

16 Net Charge-Offs and Provision Q2 2012 – Q2 2013 $13.9 $9.0 $13.5 $2.7 1.11% 0.70% 0.99% 0.38% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Affinity Card Mark to Fair Value ($2.6 mil) WAB TPB BON Charge-Off Rate 0.17% $0.7 $3.0 $4.2 $2.2 $3.0 $10.0 $5.9 $7.3 $3.2 $0.5 Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Other Allocated Provision Net Growth Provision Net Charge-Offs and Charge-Off Rate Q2 2012 – Q2 2013 Loan Provision Q2 2012 – Q2 2013 $13.3 $8.9 $11.5 $5.4 $5.4 $3.5 $3.3

17 Effect of No Reserve for Acquired Loans Reported Less: Acquired Loans* Adjusted Allowance for Loan Losses 96 $ 96 $ Total Loans 6,412 $ 421 $ 5,991 $ Ratio 1.50% 1.61% Effect of Acquired Loans Booked at Discount Reported Plus: Credit Discount* Adjusted Allowance for Loan Losses 96 $ 45 $ 141 $ Total Loans 6,412 $ 45 $ 6,456 $ Ratio 1.50% 2.18% * Western Liberty and Centennial Allowance for Credit Losses at 6/30/13

18 Charge-Offs By Vintage and Remaining Balances $ in millions $4 $15 $18 $75 $140 $270 $272 $418 $411 $351 $466 $946 $1,579 $1,063 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 $2.4 $2.4 $2.1 $5.3 $25.9 $66.2 $125.6 $96.4 $63.7 $4.4 $2.9 $0.4 $0.2 $0.0 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Remaining Balances by Vintage 2000-2013 Charge-Offs by Vintage 2000-2013 $112 outstanding balances (1.9% of total) $377.8 charge offs (94.9% of total) $7.9 charge offs (2.0% of total) $12.2 charge offs (3.1% of total) $1,511 outstanding balances (25.1% of total) $4,405 outstanding balances (73.1% of total)

19 Regulatory Capital Q2 2012 – Q2 2013 $6.01 $6.35 $6.84 $7.04 $7.26 11.3% 11.6% 12.0% 13.9% 16.5% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 TBV/Share ROTCE Tangible Book Value/Share and ROTCE 12.3% 12.3% 12.6% 12.6% 12.0% 8.0% 8.1% 8.6% 8.6% 8.3% 11.0% 11.0% 11.3% 11.3% 10.8% 9.7% 9.7% 10.1% 10.1% 9.9% Q2-12 Q3-12 Q4-12 Q1-13 Q2-13 Total RBC Tier 1 Common Tier 1 RBC Tier 1 Leverage Regulatory Ratios * Including the bargain purchase gains, ROTCE for Q4-12 and Q2-13 is 21.70% and 21.66%, respectively * *

20 Outlook 3rd Quarter 2013 o Balance Sheet Growth o Net Interest Margin o Efficiency Ratio o Asset Quality o Acquisition Integration

21 Question & Answer WAL Q2 2013 Earnings Presentation

22 Forward Looking Statements This presentation contains forward-looking statements that relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements contained herein reflect our current views about future events and financial performance and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from historical results and those expressed in any forward-looking statement. Some factors that could cause actual results to differ materially from historical or expected results include: factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 as filed with the Securities and Exchange Commission; changes in general economic conditions, either nationally or locally in the areas in which we conduct or will conduct our business; inflation, interest rate, market and monetary fluctuations; increases in competitive pressuresamong financial institutions and businesses offering similar products and services; higher defaults on our loan portfolio than we expect; changes in management’s estimate of the adequacy of the allowance for loan losses; legislative or regulatory changes or changes in accounting principles, policies or guidelines; supervisory actions by regulatory agencies which may limit our ability to pursue certain growth opportunities; management’s estimates and projections of interest rates and interest rate policy; the execution of our business plan; and other factors affecting the financial services industry generally or the banking industry in particular. We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statements set forth in this presentation to reflect new information, future events or otherwise.