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):  October 17, 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 October 17, 2013, Western Alliance Bancorporation (the “Company”) issued a press release reporting results for the fiscal quarter ended September 30, 2013 and posted on its website its third 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 forth by specific reference in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

            99.1         Press Release dated October 17, 2013.

            99.2         Third Quarter 2013 Earnings Conference Call dated October 18, 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: October 17, 2013

EX-99.1

Exhibit 99.1

Western Alliance Reports Third Quarter 2013 Net Income of $28.2 Million, or $0.32 Per Share

PHOENIX--(BUSINESS WIRE)--October 17, 2013--Western Alliance Bancorporation (NYSE:WAL) announced today its financial results for the third quarter 2013.

Third Quarter 2013 Highlights:

• Net income of $28.2 million, compared to $34.0 million for the second quarter 2013 (which included the $10.0 million bargain purchase gain from the acquisition of Centennial Bank in addition to other non-recurring items) and $15.5 million for the third quarter 2012
• Earnings per share of $0.32, compared to $0.39 per share in the second quarter 2013 (which included the effects of the Centennial Bank bargain purchase gain and other non-recurring items) and $0.18 per share in the third quarter 2012
• Pre-tax, pre-provision operating earnings of $42.1 million, up 4.9% from $40.1 million in second quarter 2013 and up 25.9% from $33.4 million in third quarter 2012¹
• Net interest margin of 4.41%, compared to 4.36% in the second quarter 2013 and 4.41% in the third quarter 2012
• Total loans of $6.52 billion, up $104 million from June 30, 2013 and up $1.18 billion from September 30, 2012
• Total deposits of $7.28 billion, up $274 million from June 30, 2013 and up $1.11 billion from September 30, 2012
• Nonperforming assets (nonaccrual loans and repossessed assets) decreased to 1.7% of total assets from 1.9% in the second quarter 2013 and from 2.7% in the third quarter 2012
• Net loan recoveries (annualized) to average loans outstanding of 0.10%, compared to net loan charge-offs to average loans of 0.17% in the second quarter 2013 and 0.70% in the third quarter 2012
• Tier I Leverage capital of 10.0% and Total Risk-Based Capital ratio of 12.5%, compared to 9.7% and 12.3%, respectively, a year ago
• Total equity of $826 million, up $128 million from September 30, 2012

Financial Performance

“Once again, Western Alliance delivered strong financial performance with key metrics relating to growth, margin, efficiency and asset quality all improving during the third quarter, resulting in record revenue and operating earnings,” said Robert Sarver, Chairman and Chief Executive Officer of Western Alliance Bancorporation. “Net interest income increased 17% from a year ago, while expense growth was held to 10%. Our asset quality improvement has been notable as net loan losses swung from a $9 million charge in the third quarter of 2012 to net recoveries of $1.5 million this quarter.”

Sarver continued, “As our performance has improved, we’re also resolved to maintain a strong risk discipline. During the third quarter, we successfully completed the conversion of Centennial Bank to our systems, giving us more real-time oversight of its operations. Pending regulatory approval, we also anticipate integrating our three subsidiary banks into one charter at the end of the year, which will enable us to further enhance our risk management architecture.”

Western Alliance Bancorporation reported net income of $28.2 million, or $0.32 per share, in the third quarter 2013, compared to $15.5 million, or $0.18 per share, one year ago. Key drivers of performance improvement include sustained organic balance sheet growth, prudent expense management, and reduced legacy asset costs against the backdrop of improved economic conditions.

Total loans increased $104 million to $6.52 billion at September 30, 2013 from $6.41 billion at June 30, 2013. Loans increased $1.18 billion, or 22.2%, from September 30, 2012. The increase over the past year was primarily driven by the Western Liberty Bancorp and Centennial Bank acquisitions, as well as organic growth in commercial and industrial, commercial real estate, and construction and land development loans.

Total deposits increased $274 million to $7.28 billion at September 30, 2013 from $7.00 billion at June 30, 2013. Deposits increased $1.11 billion from September 30, 2012. The increases in each of these periods were primarily due to growth in time certificates and savings and money market deposits.

Income Statement

Net interest income was $84.6 million in the third quarter 2013, an increase of $2.4 million, or 2.9%, from $82.2 million in the second quarter of 2013 and an increase of $12.7 million, or 17.5%, compared to the third quarter 2012. The Company’s net interest margin increased in the third quarter 2013 to 4.41%, compared to 4.36% in the second quarter 2013. It was 4.41% in the third quarter 2012.

Operating non-interest income was $5.8 million for the third quarter 2013, up from $5.0 million in the second quarter of 2013 and $5.4 million for the third quarter of 2012.¹

Net operating revenue was $90.4 million for the third quarter 2013, up from $87.2 million for the second quarter of 2013 and an increase of 17.0% from $77.3 million for the third quarter 2012.¹

Operating non-interest expense was $48.3 million for the third quarter 2013, compared to $47.0 million for the second quarter of 2013 and $43.9 million for the third quarter of 2012.¹ The Company’s operating efficiency ratio¹ on a tax equivalent basis was 51.6% for the third quarter 2013, an improvement from 52.2% for the second quarter 2013 and 54.9% for the third quarter 2012 as the growth rate in revenue continued to outpace that of expense.

The Company had 1,023 full-time equivalent employees and 42 offices at September 30, 2013, compared to 964 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 third quarter 2013, the Company’s pre-tax, pre-provision operating earnings were $42.1 million, up from $40.1 million in the second quarter 2013 and up 25.9% from $33.4 million in the third quarter 2012.

There was no provision for credit losses for the third quarter 2013, compared to $3.5 million for the second quarter 2013. The provision for the third quarter of 2012 was $8.9 million. Net loan recoveries in the third quarter 2013 were $1.5 million, or 0.10% of average loans (annualized), compared to 0.17% of net loan charge-offs to average loans (annualized) for the second quarter 2013. Net charge-offs for the third quarter 2012 were $9.0 million or 0.70% of average loans (annualized).

Nonaccrual loans decreased $6.3 million to $76.6 million during the quarter. Loans past due 90 days and still accruing interest totaled $5.5 million at September 30, 2013, compared to $3.9 million at June 30, 2013 and $1.7 million at September 30, 2012. Loans past due 30-89 days, still accruing interest totaled $8.7 million at quarter end, up from $7.3 million at June 30, 2013 and down from $10.2 million at September 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 31% at September 30, 2013 from 39% at September 30, 2012.¹

Net loss on sales and valuation of repossessed assets (primarily other real estate) was $0.4 million for the third quarter 2013, compared to a $1.1 million net gain in the second quarter 2013 and a $0.1 million loss in the third quarter 2012. At September 30, 2013 and June 30, 2013, other repossessed assets totaled $77 million, compared to $78 million one year ago.

Balance Sheet

Gross loans totaled $6.52 billion at September 30, 2013, an increase of $104 million from June 30, 2013 and an increase of $1.18 billion from $5.33 billion at September 30, 2012. At September 30, 2013 and June 30, 2013, the allowance for credit losses was 1.50% of total loans, compared to 1.83% at September 30, 2012, reflecting an improvement in the Company’s asset quality.

Deposits totaled $7.28 billion at September 30, 2013, an increase of $274 million from $7.00 billion at June 30, 2013 and an increase of $1.11 billion from $6.16 billion at September 30, 2012. Non-interest bearing deposits were $1.97 billion at September 30, 2013, compared to $1.92 billion at June 30, 2013 and $1.84 billion at September 30, 2012. Non-interest bearing deposits comprised 27.1% of total deposits at September 30, 2013, compared to 29.9% a year ago, while the proportion of savings and money market accounts increased to 41.9% from 41.2% during the same period. Certificates of deposit as a percent of total deposits were 21.7% at September 30, 2013. The Company’s ratio of loans to deposits was 89.6% at September 30, 2013 compared to 91.2% at June 30, 2013 and 86.5% at September 30, 2012.

Stockholders’ equity at September 30, 2013 increased to $826 million from $800 million at June 30, 2013. At September 30, 2013, tangible common equity was 7.4% of tangible assets¹ and total risk-based capital was 12.5% of risk-weighted assets. The Company’s tangible book value per share¹ was $7.57 at September 30, 2013, up 19.2% during the past year.

Total assets increased to $8.92 billion at September 30, 2013 from $8.59 billion at June 30, 2013, and increased 20.5% from $7.40 billion at September 30, 2012.

Operating Unit Highlights

Western Alliance Bank (doing business as Alliance Bank of Arizona and First Independent Bank in Nevada) reported loan growth of $135 million during the third quarter 2013 and $718 million during the last 12 months to $2.59 billion. Third quarter loan growth came primarily from commercial and industrial, commercial real estate and construction and land development loans. Deposits increased $183 million in the third quarter and $681 million during the last 12 months to $2.83 billion. Net income for Western Alliance Bank was $9.8 million during the third quarter 2013 compared with net income of $20.5 million during the second quarter of 2013 (which includes a bargain purchase gain of $10.0 million from the acquisition of Centennial Bank) and net income of $8.8 million during the third quarter 2012.

Bank of Nevada, which was the recipient of net affiliate loan sales and participations, reported that loans decreased by $29 million during the third quarter of 2013 and increased $326 million during the last 12 months to $2.39 billion at September 30, 2013. The decline in third quarter loans came primarily from a decrease in commercial leases, construction and land development and residential real estate loans. Deposits decreased by $6 million in the third quarter of 2013 and increased $205 million over the last twelve months to $2.61 billion. Net income for Bank of Nevada was $16.3 million for the third quarter 2013, compared with net income of $12.7 million for the second quarter of 2013 and net income of $5.8 million during the third quarter 2012.

The Torrey Pines Bank segment, which excludes the discontinued operations of PartnersFirst, reported that loans increased $2 million during the third quarter 2013 and increased $94 million during the last 12 months to $1.52 billion. The slight third quarter increase in the loan balances were primarily attributable to an increase in construction and land development loans, which were largely offset by a decrease in commercial real estate and commercial and industrial loans. Deposits increased $95 million in the third quarter 2013 and $231 million over the last 12 months to $1.84 billion. Net income for Torrey Pines Bank was $4.6 million during the third quarter 2013, compared with net income of $5.8 million for the second quarter of 2013 and net income of $6.4 million during the third quarter 2012.

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

Subsequent Event

On October 1, 2013, the Company completed the sale of certain receivables related to its discontinued affinity credit card business, PartnersFirst. These receivables were classified as loans held for sale and totaled $25.4 million as of September 30, 2013.

Conference Call and Webcast

Western Alliance Bancorporation will host a conference call and live webcast to discuss its third quarter 2013 financial results at 12:00 p.m. ET on Friday, October 18, 2013. Participants may access the call by dialing 1-888-317-6003 and using passcode: 9765434 or via live audio webcast using the website link: https://services.choruscall.com/links/wal131018.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 October 18^th through November 1^st at 9:00 a.m. ET by dialing 1-877-344-7529 passcode: 10034832.

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 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. Examples of forward-looking statements include, among others, statements we make regarding guidance or expectations relating to balance sheet growth, interest margin, operating efficiency, asset quality, and regulatory capital. 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, among others: 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 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.

Any forward-looking statement made by us in this release is based only on information currently available to us and speaks only as of the date on which it is made. We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statements, whether written or oral, that may be made from time to time, 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 Nine Months
	Ended September 30,								Ended September 30,
	2013			2012			Change %		2013			2012			Change %
Selected Balance Sheet Data:
(dollars in millions)
Total assets	$	8,921.4		$	7,403.6		20.5	%
Loans, net of deferred fees		6,516.3			5,332.9		22.2
Securities and money market investments		1,370.8			1,338.9		2.4
Securities purchased under agreement to resell		128.1			139.8		(8.4	)
Total deposits		7,275.3			6,162.0		18.1
Borrowings		394.1			223.6		76.3
Junior subordinated debt		39.4			36.2		8.8
Stockholders' equity		826.3			698.0		18.4
Selected Income Statement Data:
(dollars in thousands)
Interest income	$	92,680		$	78,669		17.8	%	$	265,073		$	233,952		13.3	%
Interest expense		8,121			6,723		20.8			22,159			21,144		4.8
Net interest income		84,559			71,946		17.5			242,914			212,808		14.1
Provision for loan losses		-			8,932		(100.0	)		8,920			35,343		(74.8	)
Net interest income after provision for credit losses		84,559			63,014		34.2			233,994			177,465		31.9
Non-interest income		2,625			6,982		(62.4	)		17,386			20,263		(14.2	)
Non-interest expense		49,675			47,543		4.5			145,135			139,871		3.8
Income from continuing operations, before income tax expense		37,509			22,453		67.1			106,245			57,857		83.6
Income tax expense		9,288			6,752		37.6			22,913			16,452		39.3
Income from continuing operations		28,221			15,701		79.7			83,332			41,405		101.3
Loss on discontinued operations, net		(29	)		(243	)	88.1			(160	)		(686	)	(76.7	)
Net income	$	28,192		$	15,458		82.4	%	$	83,172		$	40,719		104.3	%
Diluted net income per common share from continuing operations	$	0.32		$	0.19		71.0	%	$	0.95		$	0.46		105.6	%
Diluted net loss per common share from discontinued operations, net of tax	$	-		$	(0.01	)			$	-		$	(0.01	)
Diluted net income per common share	$	0.32		$	0.18		77.8	%	$	0.95		$	0.45		109.4	%
Common Share Data:
Diluted net income per common share	$	0.32		$	0.18		77.8	%	$	0.95		$	0.45		109.4	%
Book value per common share	$	7.87		$	6.67		18.0	%
Tangible book value per share, net of tax (1)	$	7.57		$	6.35		19.1	%
Average shares outstanding (in thousands):
Basic		85,799			81,712		5.0			85,596			81,555		5.0
Diluted		86,769			82,254		5.5			86,428			82,000		5.4
Common shares outstanding		87,099			83,455		4.4
(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 Nine Months
	Ended September 30,						Ended September 30,
	2013		2012		Change %		2013		2012		Change %
	(in thousands, except per share data)
Selected Performance Ratios:
Return on average assets (1)	1.30	%	0.85	%	52.9	%	2.03	%	0.77	%	163.6	%
Return on tangible common equity (2)	17.06		11.65		46.4		25.52		15.55		64.1
Net interest margin (1)	4.41		4.41		0.0		4.38		4.47		(2.0	)
Net interest spread	4.25		4.24		0.2		4.22		4.29		(1.6	)
Efficiency ratio - tax equivalent basis (2)	51.56		54.87		(6.0	)
Loan to deposit ratio	89.57		86.54		3.5
Capital Ratios:
Tangible equity (2)	9.0	%	9.1	%	(1.0	)%
Tangible common equity (2)	7.4		7.2		3.2
Tier 1 common equity (2)	8.8		8.1		8.2
Tier 1 Leverage ratio (3)	10.0		9.7		2.6
Tier 1 Risk Based Capital (3)	11.2		11.0		2.1
Total Risk Based Capital (3)	12.5		12.3		1.4
Asset Quality Ratios:
Net charge-offs to average loans outstanding (1)	(0.10	)%	0.70	%	(114.3	)%	0.04	%	0.99	%	(96.0	)%
Nonaccrual loans to gross loans	1.20		2.27		(47.1	)
Nonaccrual loans and repossessed assets to total assets	1.72		2.69		(36.1	)
Loans past due 90 days and still accruing to total loans	0.08		0.03		166.7
Allowance for credit losses to loans	1.50		1.83		(18.0	)
Allowance for credit losses to nonaccrual loans	127.67		80.35		58.9
(1) Annualized for the three and nine month periods ended September 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						Nine Months Ended
	September 30,						September 30,
	2013			2012			2013			2012
	(dollars in thousands)
Interest income:
Loans	$	83,994		$	69,580		$	239,812		$	205,682
Investment securities		8,286			9,034			24,266			28,008
Federal funds sold and other		400			55			995			262
Total interest income		92,680			78,669			265,073			233,952
Interest expense:
Deposits		4,232			3,974			11,893			12,904
Borrowings		3,429			2,262			8,885			6,782
Junior subordinated debt		460			487			1,381			1,458
Total interest expense		8,121			6,723			22,159			21,144
Net interest income		84,559			71,946			242,914			212,808
Provision for credit losses		-			8,932			8,920			35,343
Net interest income after provision for credit losses		84,559			63,014			233,994			177,465
Non-interest income
Service charges		2,425			2,412			7,408			7,014
Bank owned life insurance		1,832			1,116			3,904			3,359
Amortization of affordable housing investments		(1,504	)		(651	)		(3,304	)		(710	)
(Losses) Gains on sales of investment securities, net		(1,679	)		1,031			(1,537	)		2,502
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(7	)		470			(3,768	)		701
Bargain purchase gain from acquisition		-			-			10,044			-
Other		1,558			2,604			4,639			7,397
Total non-interest income		2,625			6,982			17,386			20,263
Non-interest expenses:
Salaries and employee benefits		28,689			25,500			83,363			78,159
Occupancy		4,901			4,655			14,500			14,046
Legal, professional and directors' fees		3,006			2,291			8,017			6,380
Insurance		1,884			2,121			6,350			6,323
Data Processing		1,872			1,390			5,912			3,678
Marketing		1,599			1,231			4,970			4,061
Loan and repossessed asset expenses		1,136			1,236			3,453			4,573
Customer service		677			653			2,037			1,926
Net loss (gain) on sales and valuations of repossessed assets		371			126			(234	)		3,678
Intangible amortization		597			880			1,791			2,660
Merger / restructure expense		1,018			113			3,833			113
Goodwill and intangible impairment		-			3,435			-			3,435
Other		3,925			3,912			11,143			10,839
Total non-interest expense		49,675			47,543			145,135			139,871
Income from continuing operations before income taxes		37,509			22,453			106,245			57,857
Income tax expense		9,288			6,752			22,913			16,452
Income from continuing operations		28,221			15,701			83,332			41,405
Loss from discontinued operations net of tax benefit		(29	)		(243	)		(160	)		(686	)
Net income		28,192			15,458			83,172			40,719
Preferred stock dividends		353			352			1,059			3,440
Net income available to common stockholders	$	27,839		$	15,106		$	82,113		$	37,279
Diluted net income per share	$	0.32		$	0.18		$	0.95		$	0.45

Western Alliance Bancorporation and Subsidiaries
Five Quarter Condensed Consolidated Income Statements
Unaudited
	Three Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2013			2012			2012
	(in thousands, except per share data)
Interest income:
Loans	$	83,994		$	81,093		$	74,725		$	75,303		$	69,580
Investment securities		8,286			7,822			8,158			8,794			9,034
Federal funds sold and other		400			370			225			246			55
Total interest income		92,680			89,285			83,108			84,343			78,669
Interest expense:
Deposits		4,232			3,929			3,732			3,890			3,974
Borrowings		3,429			2,749			2,707			2,528			2,262
Junior subordinated debt		460			455			466			470			487
Total interest expense		8,121			7,133			6,905			6,888			6,723
Net interest income		84,559			82,152			76,203			77,455			71,946
Provision for credit losses		-			3,481			5,439			11,501			8,932
Net interest income after provision for credit losses		84,559			78,671			70,764			65,954			63,014
Non-interest income
Service charges		2,425			2,449			2,534			2,438			2,412
Bank owned life insurance		1,832			1,036			1,036			1,080			1,116
Amortization of affordable housing investments		(1,504	)		(900	)		(900	)		(1,069	)		(651	)
(Losses) Gains on sales of investment securities, net		(1,679	)		(5	)		147			1,447			1,031
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(7	)		(3,290	)		(471	)		(48	)		470
Bargain purchase gain from acquisition		-			10,044			-			17,562			-
Other		1,558			1,528			1,553			3,053			2,604
Total non-interest income		2,625			10,862			3,899			24,463			6,982
Non-interest expenses:
Salaries and employee benefits		28,689			28,100			26,574			26,885			25,500
Occupancy		4,901			4,753			4,846			4,769			4,655
Legal, professional and directors' fees		3,006			2,227			2,784			1,849			2,291
Insurance		1,884			2,096			2,370			2,188			2,121
Data Processing		1,872			2,175			1,865			2,071			1,390
Marketing		1,599			1,607			1,764			1,546			1,231
Loan and repossessed asset expenses		1,136			721			1,596			2,102			1,236
Customer service		677			717			643			678			653
Net loss (gain) on sales and valuations of repossessed assets		371			(1,124	)		519			529			126
Intangible amortization		597			597			597			596			880
Merger / restructure expense		1,018			2,620			195			2,706			113
Goodwill and intangible impairment		-			-			-			-			3,435
Other		3,925			4,042			3,176			3,070			3,912
Total non-interest expense		49,675			48,531			46,929			48,989			47,543
Income from continuing operations before income taxes		37,509			41,002			27,734			41,428			22,453
Income tax expense		9,288			6,817			6,808			7,509			6,752
Income from continuing operations	$	28,221		$	34,185		$	20,926		$	33,919		$	15,701
(Loss) Income from discontinued operations, net of tax		(29	)		(169	)		38			(1,804	)		(243	)
Net income	$	28,192		$	34,016		$	20,964		$	32,115		$	15,458
Preferred stock dividends		353			353			353			353			352
Net Income available to common stockholders	$	27,839		$	33,663		$	20,611		$	31,762		$	15,106
Diluted net income per share	$	0.32		$	0.39		$	0.24		$	0.37		$	0.18

Western Alliance Bancorporation and Subsidiaries
Five Quarter Condensed Consolidated Balance Sheets
Unaudited
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2012			2012			2012
	(in millions)
Assets:
Cash and due from banks	$	380.9		$	248.9		$	422.3		$	204.6		$	168.1
Securities purchased under agreement to resell		128.1			134.0			134.0			-			139.8
Cash and cash equivalents		509.0			382.9			556.3			204.6			307.9
Securities and money market investments		1,370.8			1,313.1			1,302.4			1,236.6			1,338.9
Loans held for sale		25.4			27.6			27.9			31.1			-
Loans held for investment
Commercial		2,234.9			2,174.1			2,084.9			1,947.8			1,756.0
Commercial real estate - non-owner occupied		1,864.3			1,839.7			1,538.4			1,505.6			1,407.1
Commercial real estate - owner occupied		1,551.2			1,550.0			1,414.3			1,396.8			1,331.3
Construction and land development		459.8			416.7			381.1			394.3			379.8
Residential real estate		359.0			381.7			388.7			407.9			408.4
Consumer		29.8			28.5			26.0			31.8			56.6
Deferred fees, net		(8.1	)		(6.8	)		(6.0	)		(6.0	)		(6.3	)
Gross loans and deferred fees, net		6,490.9			6,383.9			5,827.4			5,678.2			5,332.9
Allowance for credit losses		(97.9	)		(96.3	)		(95.5	)		(95.4	)		(97.4	)
Loans, net		6,393.0			6,287.6			5,731.9			5,582.8			5,235.5
Premises and equipment, net		105.9			106.1			107.1			107.9			106.9
Other repossessed assets		76.5			76.5			77.9			77.2			78.2
Bank owned life insurance		139.7			140.4			139.4			138.3			137.3
Goodwill and other intangibles		27.9			28.5			29.2			29.8			29.0
Other assets		273.2			231.0			202.0			214.3			169.9
Total assets	$	8,921.4		$	8,593.7		$	8,174.1		$	7,622.6		$	7,403.6
Liabilities and Stockholders' Equity:
Liabilities:
Deposits:
Non-interest bearing demand deposits	$	1,972.5		$	1,919.6		$	1,930.4		$	1,933.2		$	1,840.8
Interest bearing
Demand		673.7			631.3			619.7			582.3			514.7
Savings and money market		3,050.0			2,945.1			2,826.7			2,573.5			2,541.2
Time certificates		1,579.1			1,505.3			1,358.1			1,366.2			1,265.3
Total deposits		7,275.3			7,001.3			6,734.9			6,455.2			6,162.0
Customer repurchase agreements		55.5			51.9			64.7			79.0			73.1
Total customer funds		7,330.8			7,053.2			6,799.6			6,534.2			6,235.1
Securities sold short		126.6			129.5			132.6			-			138.3
Borrowings		394.1			418.6			293.8			193.7			223.6
Junior subordinated debt		39.4			39.9			36.7			36.2			36.2
Accrued interest payable and other liabilities		204.2			153.0			130.1			98.9			72.4
Total liabilities		8,095.1			7,794.2			7,392.8			6,863.0			6,705.6
Stockholders' Equity
Common stock and additional paid-in capital		792.2			789.5			786.9			784.9			751.1
Preferred Stock		141.0			141.0			141.0			141.0			141.0
Accumulated deficit		(92.4	)		(120.2	)		(153.8	)		(174.5	)		(206.2	)
Accumulated other comprehensive (loss) income		(14.5	)		(10.8	)		7.2			8.2			12.1
Total stockholders' equity		826.3			799.5			781.3			759.6			698.0
Total liabilities and stockholders' equity	$	8,921.4		$	8,593.7		$	8,174.1		$	7,622.6		$	7,403.6

Western Alliance Bancorporation and Subsidiaries
Changes in the Allowance For Credit Losses
Unaudited
	Three Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2013			2012			2012
	(in thousands)
Balance, beginning of period	$	96,323		$	95,494		$	95,427		$	97,410		$	97,512
Provision for credit losses		-			3,481			5,439			11,501			8,932
Recoveries of loans previously charged-off:
Commercial and industrial		2,242			1,757			441			372			501
Commercial real estate - non-owner occupied		273			154			440			288			27
Commercial real estate - owner occupied		149			479			502			109			606
Construction and land development		966			120			701			2,033			567
Residential real estate		430			549			569			313			153
Consumer		15			11			14			63			38
Total recoveries		4,075			3,070			2,667			3,178			1,892
Loans charged-off:
Commercial and industrial		544			1,065			1,770			4,654			4,100
Commercial real estate - non-owner occupied		466			1,000			1,908			2,673			998
Commercial real estate - owner occupied		399			1,391			979			4,470			472
Construction and land development		-			238			614			405			2,315
Residential real estate		1,138			2,010			2,493			1,307			2,242
Consumer		-			18			275			3,153			799
Total loans charged-off		2,547			5,722			8,039			16,662			10,926
Net loan (recoveries) charge-offs		(1,528	)		2,652			5,372			13,484			9,034
Balance, end of period	$	97,851		$	96,323		$	95,494		$	95,427		$	97,410
Net charge-offs (recoveries) to average loans outstanding - annualized		(0.10	)%		0.17	%		0.38	%		0.99	%		0.70	%
Allowance for credit losses to gross loans		1.50			1.50			1.63			1.67			1.83
Nonaccrual loans	$	76,641		$	82,899		$	93,748		$	104,716		$	121,238
Repossessed assets		76,475			76,499			77,921			77,247			78,234
Loans past due 90 days, still accruing		5,456			3,893			1,640			1,388			1,710
Loans past due 30 to 89 days, still accruing		8,689			7,341			14,795			16,565			10,181
Classified loans on accrual		144,041			140,192			97,351			112,637			116,841
Special mention loans		137,247			162,482			125,660			103,550			97,681

Western Alliance Bancorporation and Subsidiaries
Analysis of Average Balances, Yields and Rates
Unaudited
	Three Months Ended September 30,
	2013							2012
	Average Balance			Interest		Average Yield/ Cost		Average Balance			Interest		Average Yield/ Cost
	($ in millions)			($ in thousands)				($ in millions)			($ in thousands)
Interest earning assets
Loans (1)	$	6,306.4		$	83,994	5.44	%	$	5,191.2		$	69,580	5.42	%
Investment securities (1)		1,303.4			8,286	3.01	%		1,372.4			9,034	3.17	%
Federal funds sold and other		364.6			400	0.44	%		195.4			55	0.11	%
Total interest earning assets		7,974.4			92,680	4.81	%		6,759.0			78,669	4.81	%
Non-interest earning assets
Cash and due from banks		145.0							120.1
Allowance for credit losses		(98.2	)						(98.2	)
Bank owned life insurance		140.6							136.5
Other assets		466.9							356.6
Total assets	$	8,628.6						$	7,274.0
Interest-bearing liabilities
Interest-bearing deposits:
Interest-bearing transaction accounts	$	641.7		$	376	0.23	%	$	510.5		$	296	0.23	%
Savings and money market		2,828.1			2,172	0.31	%		2,414.2			1,990	0.33	%
Time certificates of deposit		1,675.5			1,685	0.40	%		1,286.5			1,688	0.52	%
Total interest-bearing deposits		5,145.3			4,232	0.33	%		4,211.2			3,974	0.38	%
Borrowings		574.8			3,429	2.39	%		455.6			2,262	1.99	%
Junior subordinated debt		39.9			460	4.61	%		36.7			487	5.31	%
Total interest-bearing liabilities		5,760.0			8,121	0.56	%		4,703.5			6,723	0.57	%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits		1,931.1							1,813.0
Other liabilities		114.7							70.7
Stockholders’ equity		822.8							686.8
Total liabilities and stockholders' equity	$	8,628.6						$	7,274.0
Net interest income and margin				$	84,559	4.41	%				$	71,946	4.41	%
Net interest spread						4.25	%						4.24	%
(1) Yields on loans and securities have been adjusted to a tax equivalent basis. The taxable-equivalent adjustment was $3,272 and $2,655 for the third quarter ended 2013 and 2012, respectively.

Western Alliance Bancorporation and Subsidiaries
Analysis of Average Balances, Yields and Rates
Unaudited
	Nine Months Ended September 30,
	2013							2012
	Average Balance			Interest		Average Yield/ Cost		Average Balance			Interest		Average Yield/ Cost
	($ in millions)			($ in thousands)				($ in millions)			($ in thousands)
Interest earning Assets
Loans (1)	$	6,008.4		$	239,812	5.42	%	$	4,996.8		$	205,682	5.53	%
Investment securities (1)		1,294.3			24,266	3.05	%		1,404.2			28,008	3.15	%
Federal funds sold & other		392.2			995	0.34	%		153.5			262	0.23	%
Total interest earnings assets		7,694.9			265,073	4.76	%		6,554.5			233,952	4.90	%
Non-interest earning assets
Cash and due from banks		130.3							115.7
Allowance for credit losses		(97.2	)						(98.8	)
Bank owned life insurance		139.7							135.4
Other assets		440.6							353.7
Total assets	$	8,308.3						$	7,060.5
Interest-bearing liabilities
Interest-bearing deposits:
Interest bearing transaction accounts	$	625.8		$	1,047	0.22	%	$	511.0		$	920	0.24	%
Savings and money market		2,740.0			6,090	0.30	%		2,314.9			6,114	0.35	%
Time certificates of deposits		1,570.5			4,756	0.40	%		1,343.7			5,870	0.58	%
Total interest-bearing deposits		4,936.3			11,893	0.32	%		4,169.6			12,904	0.42	%
Borrowings		526.0			8,885	2.25	%		392.3			6,782	2.31	%
Junior subordinated debt		37.6			1,381	4.90	%		37.0			1,458	5.26	%
Total interest-bearing liabilities	$	5,499.9		$	22,159	0.54	%	$	4,598.9		$	21,144	0.61	%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits		1,895.1							1,734.6
Other liabilities		110.8							56.1
Stockholders’ equity		802.5							670.9
Total liabilities and stockholders' equity	$	8,308.3						$	7,060.5
Net interest income and margin				$	242,914	4.38	%				$	212,808	4.47	%
Net interest spread						4.22	%						4.29	%
(1) Yields on loans and securities have been adjusted to a tax equivalent basis. The taxable-equivalent adjustment was $9,583 and $6,726 for the nine months September 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
	(dollars in millions)
At September 30, 2013
Assets	$	3,346.7		$	3,288.1		$	2,076.2		$	1,127.8		$	(917.4	)	$	8,921.4
Held for sale loans		-			-			25.4			-			-			25.4
Gross loans and deferred fees, net		2,589.2			2,387.1			1,498.7			58.9			(43.0	)		6,490.9
Less: Allowance for credit losses		(28.0	)		(51.0	)		(18.3	)		(0.6	)		-			(97.9	)
Loans, net		2,561.2			2,336.1			1,480.4			58.3			(43.0	)		6,393.0
Goodwill and intangible assets		2.8			25.1			-			-			-			27.9
Deposits		2,832.0			2,613.5			1,844.7			-			(14.9	)		7,275.3
Borrowings		81.4			203.0			3.2			106.5			-			394.1
Stockholders' equity		291.5			373.7			171.8			844.7			(855.4	)		826.3
No. of branches		18			12			12			-			-			42
No. of FTE		294			392			228			109			-			1,023
	(in thousands)
Three Months Ended September 30, 2013:
Net interest income (expense)	$	33,755		$	31,888		$	21,055		$	(2,139	)	$	-		$	84,559
Provision for (recovery of) credit losses		6,277			(6,918	)		2,387			(1,746	)		-			-
Net interest income (expense) after
provision for credit losses		27,478			38,806			18,668			(393	)		-			84,559
Non-interest income		1,816			2,314			108			2,914			(4,527	)		2,625
Non-interest expense		(15,520	)		(18,799	)		(11,949	)		(7,934	)		4,527			(49,675	)
Income (loss) from continuing
operations before income taxes		13,774			22,321			6,827			(5,413	)		-			37,509
Income tax expense (benefit)		3,977			6,027			2,230			(2,946	)		-			9,288
Income (loss) from continuing operations		9,797			16,294			4,597			(2,467	)		-			28,221
Loss from discontinued operations, net		-			-			-			(29	)		-			(29	)
Net income (loss)	$	9,797		$	16,294		$	4,597		$	(2,496	)	$	-		$	28,192
	(in thousands)
Nine Months Ended September 30, 2013:
Net interest income (expense)	$	92,920		$	91,821		$	62,435		$	(4,262	)	$	-		$	242,914
Provision for (recovery of) credit losses		9,921			(5,514	)		3,219			1,294			-			8,920
Net interest income (expense) after
provision for credit losses		82,999			97,335			59,216			(5,556	)		-			233,994
Non-interest income		14,520			9,383			1,312			4,325			(12,154	)		17,386
Non-interest expense		(45,688	)		(52,724	)		(35,876	)		(23,001	)		12,154			(145,135	)
Income (loss) from continuing
operations before income taxes		51,831			53,994			24,652			(24,232	)		-			106,245
Income tax expense (benefit)		13,066			14,292			7,898			(12,343	)		-			22,913
Income (loss) from continuing operations		38,765			39,702			16,754			(11,889	)		-			83,332
Loss from discontinued operations, net		-			-			-			(160	)		-			(160	)
Net income (loss)	$	38,765		$	39,702		$	16,754		$	(12,049	)	$	-		$	83,172
* 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
	(dollars in millions)
At September 30, 2012
Assets	$	2,429.8		$	2,918.0		$	1,888.7		$	961.3		$	(794.2	)	$	7,403.6
Gross loans and deferred fees, net		1,871.4			2,061.0			1,430.6			12.8			(42.9	)		5,332.9
Less: Allowance for credit losses		(20.4	)		(59.5	)		(17.5	)		-			-			(97.4	)
Loans, net		1,851.0			2,001.5			1,413.1			12.8			(42.9	)		5,235.5
Goodwill and intangible assets		-			23.2			-			-			-			23.2
Deposits		2,150.5			2,408.5			1,613.8			-			(10.8	)		6,162.0
Borrowings		-			110.0			40.0			-						150.0
Stockholders' equity		217.3			339.1			168.4			702.3			(729.1	)		698.0
No. of branches		16			11			12			-			-			39
No. of FTE		241			388			234			101			-			964
	(in thousands)
Three Months Ended September 30, 2012:
Net interest income (expense)	$	24,449		$	27,717		$	21,795		$	(2,015	)	$	-		$	71,946
Provision for credit losses		1,112			6,618			1,202			-			-			8,932
Net interest income (expense) after
provision for credit losses		23,337			21,099			20,593			(2,015	)		-			63,014
Non-interest income		1,173			3,259			855			4,647			(2,952	)		6,982
Non-interest expense		(11,980	)		(16,467	)		(11,082	)		(10,966	)		2,952			(47,543	)
Income (loss) from continuing
operations before income taxes		12,530			7,891			10,366			(8,334	)		-			22,453
Income tax expense (benefit)		3,768			2,055			3,958			(3,029	)		-			6,752
Income (loss) from continuing operations		8,762			5,836			6,408			(5,305	)		-			15,701
Loss from discontinued operations, net		-			-			-			(243	)		-			(243	)
Net income (loss)	$	8,762		$	5,836		$	6,408		$	(5,548	)	$	-		$	15,458
	(in thousands)
Nine Months Ended September 30, 2012:
Net interest income (expense)	$	71,564		$	83,054		$	64,406		$	(6,216	)	$	-		$	212,808
Provision for credit losses		1,215			28,846			5,282			-			-			35,343
Net interest income (expense) after
provision for credit losses		70,349			54,208			59,124			(6,216	)		-			177,465
Non-interest income		5,021			11,132			3,111			8,539			(7,540	)		20,263
Noninterest expense		(35,986	)		(53,437	)		(33,492	)		(24,496	)		7,540			(139,871	)
Income (loss) from continuing
operations before income taxes		39,384			11,903			28,743			(22,173	)		-			57,857
Income tax expense (benefit)		13,031			1,341			11,255			(9,175	)		-			16,452
Income (loss) from continuing operations		26,353			10,562			17,488			(12,998	)		-			41,405
Loss from discontinued operations, net		-			-			-			(686	)		-			(686	)
Net income (loss)	$	26,353		$	10,562		$	17,488		$	(13,684	)	$	-		$	40,719
* Excludes discontinued operations

Western Alliance Bancorporation and Subsidiaries
Reconciliation of Non-GAAP Financial Measures (Unaudited)
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2013			2012			2012
	(dollars in thousands)
Total stockholders' equity	$	826,287		$	799,524		$	781,294		$	759,616		$	698,011
Less:
Goodwill and intangible assets		27,970			28,568			29,166			29,763			28,989
Total tangible stockholders' equity		798,317			770,956			752,128			729,853			669,022
Less:
Preferred stock		141,000			141,000			141,000			141,000			141,000
Total tangible common equity		657,317			629,956			611,128			588,853			528,022
Add:
Deferred tax		1,661			1,870			2,080			2,289			2,033
Total tangible common equity, net of tax	$	658,978		$	631,826		$	613,208		$	591,142		$	530,055
Total assets	$	8,921,429		$	8,593,684		$	8,174,103		$	7,622,637		$	7,403,603
Less:
Goodwill and intangible assets		27,970			28,568			29,166			29,763			28,989
Tangible assets		8,893,459			8,565,116			8,144,937			7,592,874			7,374,614
Add:
Deferred tax		1,661			1,870			2,080			2,289			2,033
Total tangible assets, net of tax	$	8,895,120		$	8,566,986		$	8,147,017		$	7,595,163		$	7,376,647
Tangible equity ratio (1)		9.0	%		9.0	%		9.2	%		9.6	%		9.1	%
Tangible common equity ratio (2)		7.4	%		7.4	%		7.5	%		7.8	%		7.2	%
Common shares outstanding		87,099			86,997			87,079			86,465			83,455
Tangible book value per share, net of tax (3)	$	7.57		$	7.26		$	7.04		$	6.84		$	6.35
	Three Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2013			2012			2012
	(in thousands)
Total non-interest income	$	2,625		$	10,862		$	3,899		$	24,463		$	6,982
Less:
Unrealized (losses) gains on assets/liabilities measured at fair value, net		(7	)		(3,290	)		(471	)		(48	)		470
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		(1,504	)		(900	)		(900	)		(1,069	)		(651	)
(Losses) Gains on sales of investment securities, net		(1,679	)		(5	)		147			1,447			1,031
Total operating non-interest income		5,815			5,013			5,085			5,093			5,356
Add: net interest income		84,559			82,152			76,203			77,455			71,946
Net operating revenue (4)	$	90,374		$	87,165		$	81,288		$	82,548		$	77,302
Total non-interest expense	$	49,675		$	48,531		$	46,929		$	48,989		$	47,543
Less:
Net loss (gain) on sales and valuations of repossessed assets		371			(1,124	)		519			529			126
Merger / restructure expense		1,018			2,620			195			2,706			113
Goodwill impairment		-			-			-			-			3,435
Total operating non-interest expense (4)	$	48,286		$	47,035		$	46,215		$	45,754		$	43,869
Net operating revenue	$	90,374		$	87,165		$	81,288		$	82,548		$	77,302
Less:
Operating non-interest expense		48,286			47,035			46,215			45,754			43,869
Pre-tax, pre-provision operating earnings (5)	$	42,088		$	40,130		$	35,073		$	36,794		$	33,433

Western Alliance Bancorporation and Subsidiaries
Reconciliation of Non-GAAP Financial Measures (Unaudited)
	Three Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2013			2013			2013			2012			2012
	(in thousands)
Total operating non-interest expense	$	48,286		$	47,035		$	46,215		$	45,754		$	43,869
Divided by:
Total net interest income	$	84,559		$	82,152		$	76,203		$	77,455		$	71,946
Add:
Tax equivalent interest adjustment		3,272			2,929			3,382			3,012			2,655
Operating non-interest income		5,815			5,013			5,085			5,093			5,356
	$	93,646		$	90,094		$	84,670		$	85,560		$	79,957
Efficiency ratio - tax equivalent basis (6)		51.6	%		52.2	%		54.6	%		53.5	%		54.9	%
	Three Months Ended
	September 30,			September 30,
	2013			2012
	(in thousands)
Stockholders' equity	$	826,287		$	698,011
Less:
Accumulated other comprehensive (loss) income		(14,504	)		12,109
Non-qualifying goodwill and intangibles		26,373			26,867
Other non-qualifying assets		-			25
Disallowed unrealized losses on equity securities		5,112			-
Add:
Qualifying trust preferred securities		46,918			44,819
Tier 1 capital (regulatory) (7) (10)		856,224			703,829
Less:
Qualifying non-controlling interests		-			75
Qualifying trust preferred securities		46,918			44,819
Preferred stock		141,000			141,000
Estimated Tier 1 common equity (8) (10)	$	668,306		$	517,935
Divided by:
Estimated risk-weighted assets (regulatory) (8) (10)	$	7,626,352		$	6,394,105
Tier 1 common equity ratio (8) (10)		8.8	%		8.1	%
	September 30,			September 30,
	2013			2012
	(in thousands)
Classified assets	$	296,580		$	316,253
Divide:
Tier 1 capital (regulatory) (7) (10)		856,224			703,829
Plus: Allowance for credit losses		95,385			97,410
Total Tier 1 capital plus allowance for credit losses	$	951,609		$	801,239
Classified assets to Tier 1 capital plus allowance (9) (10)		31	%		39	%

(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.
(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)	Current quarter is preliminary until Call Reports are filed.

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

EX-99.2

Exhibit 99.2

(NYSE: WAL) October 18, 2013 Western Alliance Bancorporation 3rd Quarter Earnings Call

Q3 2013 Financial Performance Continued Income Growth –Net income of $28.2 million, compared to $34.0 million for the second quarter 2013 (which included the $10.0 million bargain purchase gain from the acquisition of Centennial Bank in addition to other non-recurring items) and $15.5 million for the third quarter 2012 –Earnings per share of $0.32, compared to $0.39 per share in the second quarter 2013 (which included the effects of the Centennial bargain purchase gain and other non-recurring items to an adjusted $0.30 per share) and $0.18 per share in the third quarter 2012 –Net Interest Margin of 4.41%, compared to 4.36% in Q2 2013 and 4.41% in Q3 2012 –Return on Assets of 1.30% and Return on Tangible Common Equity of 17.1% compared to 0.85% and 11.7%, respectively, in Q3 2012 oSustained Balance Sheet Growth –Total assets of $8.92 billion, up $328 million from $8.59 billion in Q2 2013 and $1.52 billion from $7.40 billion in Q3 2012 –Total loans of $6.52 billion, up $104 million from $6.41 billion in Q2 2013 and $1.18 billion from $5.33 billion in Q3 2012 –Total deposits of $7.28 billion, up $274 million from $7.0 billion in Q2 2013 and $1.11 billion from $6.16 billion in Q3 2012 oAsset Quality –Annualized Net Loan Recoveries to Average Loans of 0.10%, compared to Net Loan Charge-Offs of 0.17% in Q2 2013 and 0.70% in Q3 2012 –Non-Performing Assets to Total Assets of 1.7%, down from 1.9% in Q2 2013 and 2.7% in Q3 2012 oCapital –Tier 1 Common Capital Ratio of 8.8%, compared to 8.3% in Q2 2013 and 8.1% in Q3 2012 –Tangible Book Value/Share of $7.57, compared to $7.26 in Q2 2013 and $6.35 in Q3 2012 Note: Capital ratios are estimates until Call Reports are filed

$1,756 $1,948 $2,085 $2,174 $2,235 $1,331 $1,397 $1,414 $1,550 $1,551 $1,401 $1,500 $1,532 $1,833 $1,856 $465 $471 $443 $438 $414 $380 $394 $381 $417 Q3-12Q4-12Q1-13Q2-13Q3-13Loan Growth and Portfolio Composition $ in millions $1.18 Billion Year Over Year Growth Commercial & Industrial CRE, Owner Occupied CRE, Non-Owner Occupied Construction & Land Residential and Consumer Construction loans up $43 million as a result of increased demand in Q3 2013 Residential and Consumer loans declined as the Company focuses its efforts on commercial line Q4 2012 and Q2 2013 include loans acquired from Western Liberty and Centennial Highlights $5,333 $5,709 $5,855 $6,412 $6,516 Growth +376 +146 +557 +104 $460

Deposit Growth and Composition $ in millions $1.11 Billion Year Over Year Growth Savings & MMDA NOW CDs Non-Int Bearing DDA $1,841 $1,933 $1,930 $1,920 $1,972 $2,541 $2,574 $2,827 $2,945 $3,050 $515 $582 $620 $631 $674 $1,265 $1,366 $1,358 $1,505 $1,579 Q3-12Q4-12Q1-13Q2-13Q3-13 $6,162 $6,455 $6,735 $7,001 $7,275 Growth +293 +280 +266 +274 Deposits up 18% year over year Q3 2013 growth driven by CDs and Savings & MMDA Q4 2012 and Q2 2013 include deposits acquired from Western Liberty and Centennial Highlights

$78 $74 $75 $69 $68 $123 $106 $94 $82 $75 $116 $97 $84 $71 $78 $100 $98 $122 $115 $103 Q3-12Q4-12Q1-13Q2-13Q3-13$417 $375 $375 $337 Adversely Graded Loans and Non-Performing Assets $ in millions Q3-12Q4-12Q1-13Q2-13Q3-13 OREO Non-Performing Loans Classified Accruing Loans Special Mention Loans$23 $125 $20 Organic Acquired* Q3 2012 – Q3 2013 NPA’s Adversely Graded Loans * Net of Centennial and Western Liberty credit and rate mark discounts of $56 million $324 $111 Accruing TDRs total $87 million as of 9/30/2013

Consolidated Balance Sheet $ in millions * Net of tax Assets increased $1.52 billion or 20.5% year over year Allowance for Loan Loss flat despite 22.2% YOY increase in loans as credit quality has improved Deposits up 18.1% YOY Tangible Common Equity up 24.3% and Tangible Book Value/Share up 19.2% YOY Highlights Q3 - 13Q2 - 13Q3 - 12Investments & Cash1,880$ 1,696$ 1,647$ Total Loans 6,516 6,412 5,333 Allowance for Credit Losses(98) (96) (97) Other Assets623 582 521 Total Assets8,921$ 8,594 $ 7,404$ Deposits7,275$ 7,001$ 6,162$ Other Liabilities820 793 544 Total Liabilities8,095$ 7,794$ 6,706$ Shareholders' Equity826 800 698 Total Liabilities and Equity8,921$ 8,594$ 7,404$ Tangible Common Equity*659$ 632$ 530$ Tangible Common Equity Ratio 7.4% 7.4% 7.2% Tangible Book Value/Share 7.57 $ 7.26 $ 6.35 $ EOP Shares outstanding (mils) 87.1 87.0 83.5

Consolidated Financial Results Highlights NII up $12.7 million or 17.5% YOY; Operating Non Interest Income includes $0.8 million BOLI gain Operating expenses up $4.4 million or 10.0% YOY Provision for Loan Losses fell from $8.9 million to $0.0 YOY as credit quality improves Q2 2013 tax expense reflects non-taxable bargain purchase gain from Centennial Net Income up $12.7 million or 82.4% YOY EPS up $0.14 or 78% YOY $ in millions except EPS Page 7 Q3 - 13Q2 - 13Q3 - 12 Net Interest Income 84.6$ 82.2$ 71.9$ Operating Non Interest Income5.85.05.4Total Revenue90.4$ 87.2$ 77.3$ Operating Expenses(48.3)(47.1)(43.9)Pre-Tax, Pre-Provision Income42.1$ 40.1$ 33.4$ Provision for Credit Losses 0.0(3.5)(8.9)Repossessed Asset Valuation (0.4)1.1(0.1)Investment Gain/(Loss) on Sale(1.7)0.01.0Bargain Purchase Gain0.010.00.0Merger/Restructure Expenses(1.0)(2.6)(0.1)Amortization of Affordable Housing and Other Items(1.5)(4.1)(2.8)Pre-Tax Income 37.5$ 41.0$ 22.5$ Income Tax(9.3)(6.8)(6.8)Discontinued Operations0.0(0.2)(0.2)Net Income 28.2$ 34.0$ 15.5$ Preferred Dividend(0.4)(0.4)(0.4)Net Income Available to Common 27.8$ 33.6$ 15.1$ Earnings Per Share0.32$ 0.39$ 0.18$

$27.7 $30.1 $29.3 $30.7 $31.9 4.28% 4.50% 4.16% 4.25% 4.44% 4.0%4.2%4.4%4.6%4.8%5.0%5.2%Q3-12Q4-12Q1-13Q2-13Q3-13$24.4 $26.7 $26.6 $32.5 $33.8 4.50% 4.58% 4.42% 4.74% 4.73% $15$19$23$27$31$35$39Q3-12Q4-12Q1-13Q2-13Q3-13$21.8 $22.2 $20.8 $20.6 $21.1 5.11% 5.07% 4.72% 4.64% 4.65% Q3-12Q4-12Q1-13Q2-13Q3-13$71.9 $77.5 $76.2 $82.2 $84.6 4.41% 4.55% 4.36% 4.36% 4.41% 4.0%4.2%4.4%4.6%4.8%5.0%5.2%$65$70$75$80$85$90Q3-12Q4-12Q1-13Q2-13Q3-13Net Interest Income and NIM $ in millions 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 Highlights o5 bps increase to 4.41% NIM at WAL driven by 19 bps increase at BON because of higher loan yields and a change in mix Western Alliance Bank

$5.3 $5.7 $5.9 $6.4 $6.5 5.42% 5.60% 5.42% 5.40% 5.44% Q3-12Q4-12Q1-13Q2-13Q3-13$168 $205 $422 $249 $381 Q3-12Q4-12Q1-13Q2-13Q3-13$1.3 $1.2 $1.3 $1.3 $1.4 3.17% 3.25% 3.21% 2.92% 3.01% Q3-12Q4-12Q1-13Q2-13Q3-13$4.3 $4.5 $4.8 $5.1 $5.3 0.38% 0.35% 0.32% 0.32% 0.33% Q3-12Q4-12Q1-13Q2-13Q3-13WAL 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

Operating Expense and Efficiency Ratio $ in millions $16.7 $16.8 $17.4 $17.3 $17.8 51.9% 45.5% 50.5% 48.0% 47.1% 35%40%45%50%55%60%Q3-12Q4-12Q1-13Q2-13Q3-13$11.9 $13.1 $13.1 $14.7 $15.2 44.7% 45.2% 45.1% 42.0% 40.8% $5$10$15$20Q3-12Q4-12Q1-13Q2-13Q3-13$11.1 $11.1 $12.0 $12.0 $11.9 47.3% 46.3% 53.1% 54.2% 53.0% Q3-12Q4-12Q1-13Q2-13Q3-13$43.9 $45.8 $46.2 $47.0 $48.3 54.9% 53.5% 54.6% 52.2% 51.6% 40%45%50%55%60%$35$40$45$50$55Q3-12Q4-12Q1-13Q2-13Q3-13Western 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. Highlights o330 bps decrease in efficiency ratio since Q3 2012 due to reduced legacy expenses and increasing asset base driving higher revenues

Pre-Tax Pre-Provision Income and ROA $ in millions $14.2 $16.7 $15.3 $17.3 $18.4 1.93% 2.31% 1.93% 2.12% 2.22% 1.5%2.0%2.5%3.0%Q3-12Q4-12Q1-13Q2-13Q3-13$14.1 $15.2 $15.3 $19.5 $21.1 2.38% 2.38% 2.36% 2.62% 2.68% $0$5$10$15$20$25Q3-12Q4-12Q1-13Q2-13Q3-13$11.8 $12.2 $9.9 $9.7 $9.9 2.50% 2.51% 2.03% 1.98% 2.00% Q3-12Q4-12Q1-13Q2-13Q3-13$33.4 $36.8 $35.1 $40.1 $42.1 1.68% 1.98% 1.81% 1.92% 1.94% 1.5%2.0%2.5%3.0%$25$30$35$40$45Q3-12Q4-12Q1-13Q2-13Q3-13Western Alliance Bank Bank of Nevada Torrey Pines Bank WAL Consolidated Note: Pre-Tax Pre-Provision Income excludes securities and goodwill impairment, mark-to-market gains/losses, gains/losses on sale of investment securities and repossessed assets, merger-related expenses, and net acquisition gain Highlights oPre-tax Pre-Provision income up $8.7 million or 26% compared to Q3 2012 oPre-Pre ROA up 11 bps to 1.94% compared to Q3 2012

Net Income and ROA $ in millions $5.8 $7.6 $10.7 $12.7 $16.3 0.79% 0.99% 1.34% 1.55% 1.96% 0.0%0.5%1.0%1.5%2.0%Q3-12Q4-12Q1-13Q2-13Q3-13$8.8 $10.4 $8.5 $12.0 $9.8 1.48% 1.63% 1.31% 1.61% 1.24% $0$5$10$15$20$25$30Q3-12Q4-12Q1-13Q2-13Q3-13$6.4 $5.2 $6.3 $5.8 $4.6 1.31% 0.70% 1.30% 1.16% 0.90% Q3-12Q4-12Q1-13Q2-13Q3-13$15.5 $17.3 $21.0 $27.7 $28.2 0.85% 0.84% 1.08% 1.23% 1.30% 0.0%0.5%1.0%1.5%2.0%$0$5$10$15$20$25$30$35Q3-12Q4-12Q1-13Q2-13Q3-13Western Alliance Bank* Bank of Nevada Torrey Pines Bank WAL Consolidated* Highlights oConsolidated Net Income up $12.7 million or 81.9% compared to Q3 2013, aided in part by rebound in Nevada oConsolidated ROA now over 1.0% for three consecutive quarters Page 12 * Excludes BPO and other non-recurring items in Q4 2012 and Q2 2013

Composition of Pass Credits and Loan Grades 9/30/12 High Pass $1,364 Pass $3,636 Special Mention $98 Classified$236 Wtd Grade 4.18 Total Loans $5,333 million Pass Credits and Loan Grades Q3 2012 – Q3 2013 Composition of Pass Credits and Loan Grades 9/30/13 High Pass $1,700 Pass $4,459 Special Mention $137 Classified$219 Wtd Grade 4.13 Total Loans $6,516 million + + = $329 $8 $530 $292 $34 ($84) $68 Organic Loan Growth Centennial and Western Liberty Loans High Pass Pass Special MentionClassified$402 $781 $6

$9.0 $13.5 0.70% 0.99% 0.38% 0.17% Q3-12Q4-12Q1-13Q2-13Q3-13Affinity Card Mark to Fair Value($2.6 mil)WABTPBBONNet Charge-Off Rate 0.10% recovery rate, $1.5 million net recovery $2.7 $9.0 $13.5 $5.4 $2.7 $(1.5) $1.9 $3.2 $2.7 $3.1 $4.1 Q3-12Q4-12Q1-13Q2-13Q3-13Net Charge-Offs and Provision Q3 2012 – Q3 2013 $3.0 $4.2 $2.2 $3.0 $5.9 $7.3 $3.2 $0.5 $0.0 Q3-12Q4-12Q1-13Q2-13Q3-13 Other Allocated Provision Net Growth ProvisionNet Charge-Offs and Charge-Off Rate Loan Provision $8.9 $11.5 $5.4 $5.4 $3.5 Gross Charge Offs, Recoveries and Net Charge Offs Recoveries Net Charge-Offs Page 14 $10.9 $16.7 $8.1 $5.8 $2.6 Reserve on new loan growth of $1.3 million offset by $1.3 million reduction in other allocated

Effect of No Reserve for Acquired Loans Reported Less: Acquired Loans*Adjusted Allowance for Loan Losses98$ 98$ Total Loans6,516$ 402$ 6,114$ Ratio1.50%1.60%Effect of Acquired Loans Booked at Discount Reported Plus: Credit Discount*Adjusted Allowance for Loan Losses98$ 37$ 135$ Total Loans6,516$ 37$ 6,553$ Ratio1.50%2.06%* Western Liberty and Centennial Allowance for Credit Losses at 9/30/13

Charge-Offs By Vintage and Remaining Balances $ in millions $4 $14 $18 $66 $131 $262 $252 $392 $361 $308 $408 $838 $1,487 $1,534 0002001200220032004200520062007200820092010201120122013$2.4 $2.4 $2.1 $5.3 $25.9 $66.4 $126.1 $97.2 $63.7 $4.8 $2.9 $0.4 $0.2 $0.2 20002001200220032004200520062007200820092010201120122013Remaining Balances by Vintage 2000-2013 Charge-Offs by Vintage 2000-2013 $102 outstanding balances (1.7% of total) $379.3 charge offs (94.8% of total) $8.5 charge offs (2.1% of total) $12.2 charge offs (3.1% of total) $1,397 outstanding balances (23.0% of total) $4,575 outstanding balances (75.3% of total)

Capital Q3 2012 – Q3 2013 12.3% 12.6% 12.6% 12.0% 12.5% 8.1% 8.6% 8.6% 8.3% 8.8% 11.0% 11.3% 11.3% 10.8% 11.2% 9.7% 10.1% 10.1% 9.9% 10.0% Q3-12Q4-12Q1-13Q2-13Q3-13Total RBCTier 1 CommonTier 1 RBCTier 1 LeverageRegulatory Ratios Page 17 Basel III (2015) Estimated Capital Tangible Common Equity, net of tax659 Cumulative OCI Related to AFS and other9 Basel I Tier 1 Common Equity668 Disallowed FV TRUPS adjustment and DTA(23) Basel III Tier 1 Common Equity645 Basel I Risk Based Assets7,626 Basel III Risk Based Assets7,746 Basel I Total Tier 1 Capital856 DTAs and Investments in Other Financial Companies(22) Basel III Total Tier 1 Capital834 Basel III Total Risk Based Capital931 Basel III Total RBC 12.0%Basel III Tier 1 RBC 10.8%Basel III Tier 1 Leverage 9.7%Basel III Tier 1 Common 8.3%

Tangible Book Value and ROTCE Q3 2012- Q3 2013 Page 18 $6.35 $6.84 $7.04 $7.26 $7.57 11.6% 12.0% 13.9% 16.5% 17.1% 8.0%13.0%18.0%23.0%28.0%$4.00$6.00$8.00Q3-12Q4-12Q1-13Q2-13Q3-13TBV/ShareROTCE* * * After adjusting for bank acquisitions and other non-recurring items.

Outlook 4th Quarter 2013 Balance Sheet Growth Interest Margin Operating Efficiency Asset Quality

Question & Answer WAL Q3 2013 Earnings Presentation

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. Examples of forward-looking statements include, among others, statements we make regarding guidance or expectations relating to balance sheet growth, interest margin, operating efficiency, asset quality, and regulatory capital. 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, among others: 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 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. Any forward-looking statement made by us in this presentation is based only on information currently available to us and speaks only as of the date on which it is made. We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statements, whether written or oral, that may be made from time to time, set forth in this presentation to reflect new information, future events or otherwise.