10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2004

or

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

For the transition period from              to             

Commission File Number 000-18561

AMERICANWEST BANCORPORATION

(Exact name of registrant as specified in its charter)

Washington	91-1259511
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

9506 North Newport Highway, Spokane, WA	99218-1200
(Address of principal executive offices)	(Zip Code)

(509) 467-6993

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).    Yes  x    No  ¨

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Number of Shares Outstanding
Common Stock	10,193,422 at July 29, 2004

AMERICANWEST BANCORPORATION

INDEX TO QUARTERLY REPORT ON FORM 10-Q

June 30, 2004

Table of Contents

			Page
Part I  Financial Information
	Item 1.	Financial Statements
		Condensed Consolidated Statement of Condition as of June 30, 2004 and December 31, 2003	3
		Condensed Consolidated Statements of Income for the Three and Six Months Ended June 30, 2004 and 2003	4
		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2004 and 2003	5
		Notes to Condensed Consolidated Financial Statements	6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	17
	Item 4.	Controls and Procedures	17
Part II  Other Information
	Item 1.	Legal Proceedings	18
	Item 2.	Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities	18
	Item 3.	Defaults Upon Senior Securities	18
	Item 4.	Submission of Matters to a Vote of Security Holders	18
	Item 5.	Other Information	18
	Item 6.	Exhibits and Reports on Form 8-K	19
	Signatures		20

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AMERICANWEST BANCORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CONDITION

(unaudited)

($ in thousands)

	June 30, 2004		December 31, 2003
ASSETS
Cash and due from banks	$	23,315	$	29,352
Overnight interest bearing deposits with other banks		3,303		18,943
Cash and cash equivalents		26,618		48,295
Securities		76,482		40,726
Loans, net of allowance for loan losses of $14,011 and $12,453, respectively		906,918		863,718
Accrued interest receivable		7,032		6,750
Premises and equipment, net		23,310		22,455
Foreclosed real estate and other foreclosed assets		8,627		7,408
Life insurance and salary continuation assets		18,065		15,643
Goodwill		12,050		12,050
Intangible assets		2,767		2,893
Other assets		4,182		3,969
TOTAL ASSETS	$	1,086,051	$	1,023,907
LIABILITIES
Noninterest bearing - demand deposits	$	152,205	$	159,425
Interest bearing deposits:
NOW and savings accounts		451,543		399,726
Time, $100,000 and over		85,178		127,117
Other time		169,029		184,857
TOTAL DEPOSITS		857,955		871,125
Short-term borrowings		73,325		27,050
Long-term borrowings		37,864		9,879
Capital lease obligations		439		542
Subordinated debentures		10,310		10,310
Accrued interest payable		700		914
Other liabilities		5,065		7,889
TOTAL LIABILITIES		985,658		927,709
STOCKHOLDERS’ EQUITY
Common stock, no par, shares authorized 15 million; issued and outstanding 10,213,528 and 10,127,975, respectively		99,475		78,908
Retained earnings		816		16,817
Accumulated other comprehensive income, net of tax		102		473
TOTAL STOCKHOLDERS’ EQUITY		100,393		96,198
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,086,051	$	1,023,907

The accompanying notes are an integral part of these statements.

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AMERICANWEST BANCORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

THREE AND SIX MONTHS ENDED JUNE 30, 2004 AND 2003

(unaudited)

($ in thousands, except per share amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
	2004		2003		2004		2003
INTEREST INCOME
Interest and fees on loans	$	17,873	$	17,106	$	34,689	$	33,410
Interest on securities		555		447		1,013		903
Other interest income		15		30		47		54
TOTAL INTEREST INCOME		18,443		17,583		35,749		34,367
INTEREST EXPENSE
Interest on deposits		2,802		3,379		5,703		6,657
Interest on borrowings		428		334		725		799
TOTAL INTEREST EXPENSE		3,230		3,713		6,428		7,456
NET INTEREST INCOME		15,213		13,870		29,321		26,911
Provision for loan losses		5,710		1,120		6,710		1,986
NET INTEREST INCOME AFTER PROVISION		9,503		12,750		22,611		24,925
NONINTEREST INCOME
Fees and service charges		1,218		1,084		2,351		1,986
Other		1,436		538		1,842		1,081
TOTAL NONINTEREST INCOME		2,654		1,622		4,193		3,067
NONINTEREST EXPENSE
Salaries and employee benefits		5,829		5,007		11,420		9,943
Occupancy expense, net		714		603		1,469		1,206
Equipment expense		626		605		1,305		1,241
State business and occupation tax		191		207		399		405
Intangible assets amortization		63		63		126		126
Other		2,753		2,329		5,429		4,550
TOTAL NONINTEREST EXPENSE		10,176		8,814		20,148		17,471
INCOME BEFORE PROVISION FOR INCOME TAX		1,981		5,558		6,656		10,521
PROVISION FOR INCOME TAXES		713		1,955		1,851		3,707
NET INCOME	$	1,268	$	3,603	$	4,805	$	6,814
Basic earnings per common share	$	0.12	$	0.36	$	0.47	$	0.68
Diluted earnings per common share	$	0.12	$	0.34	$	0.46	$	0.65
Basic weighted average shares outstanding		10,205,436		10,084,905		10,168,811		9,993,800
Diluted weighted average shares outstanding		10,525,173		10,477,660		10,514,957		10,443,736

The accompanying notes are an integral part of these statements.

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AMERICANWEST BANCORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2004 AND 2003

(unaudited)

($ in thousands)

	2004			2003
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$	4,805		$	6,814
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for loan losses		6,710			1,986
Depreciation and amortization		1,148			1,896
Gain on disposal of branch		(621	)		—
Gain on sale of fixed assets		(5	)		—
Changes in assets and liabilities:
Accrued interest receivable		(282	)		(799	)
Life insurance and salary continuation assets		(422	)		(364	)
Other assets		(18	)		579
Accrued interest payable		(198	)		(115	)
Other liabilities		(2,855	)		706
NET CASH FROM OPERATING ACTIVITIES		8,262			10,703
CASH FLOWS FROM INVESTING ACTIVITIES
Securities available-for-sale:
Maturities, sales and principal payments		5,279			13,205
Purchases		(41,609	)		(4,402	)
Net increase in loans and leases		(45,682	)		(50,772	)
Purchase of life insurance contracts		(2,000	)		(3,000	)
Purchases of premises and equipment		(1,987	)		(2,153	)
Proceeds from sale of premises and equipment		68			—
Foreclosed assets activity		(5,489	)		870
NET CASH FROM INVESTING ACTIVITIES		(91,420	)		(46,252	)
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in deposits		1,942			38,483
Borrowings activity		74,260			(8,699	)
Principal payments on capital lease obligations		(24	)		(22	)
Proceeds from issuance of capital stock, exercise of stock options and employee incentive program		1,368			1,560
Cash payments for stock repurchases		(1,607	)		(1,100	)
Cash payments for sale of branch		(14,458	)		—
NET CASH FROM FINANCING ACTIVITIES		61,481			30,222
NET CHANGE IN CASH AND CASH EQUIVALENTS		(21,677	)		(5,327	)
Cash and cash equivalents, beginning of period		48,295			38,925
Cash and cash equivalents, end of period	$	26,618		$	33,598
Supplemental Disclosures:
Cash paid during the period for:
Interest	$	6,642		$	7,571
Income taxes	$	2,500		$	3,500
Noncash Investing and Financing Activities:
Foreclosed real estate acquired in settlement of loans	$	4,270		$	1,929

The accompanying notes are an integral part of these statements.

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AMERICANWEST BANCORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. Basis of Presentation

The foregoing unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission. Accordingly, these financial statements do not include all of the disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2003. In the opinion of management, the unaudited interim consolidated financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim periods presented.

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of AmericanWest Bancorporation’s (AWBC) consolidated financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions, which could have a material effect on the reported amounts of AWBC’s consolidated financial position and results of operations.

Employee stock options are accounted for under the intrinsic value method as allowed under Accounting Principles Board Opinion (APB) No. 25, Accounting for Stock Issued to Employees. Stock options are granted at exercise prices not less than the fair market value of common stock on the date of grant. Under APB No. 25, no compensation expense is recognized pursuant to AWBC’s stock option plans. The following table sets out the pro forma amounts of net income and earnings per share that would have been reported had it elected to follow the fair value recognition provisions of Statement of Financial Accounting Standards Board No. 123, Accounting for Stock-Based Compensation.

	Three Months Ended						Six Months Ended
	June 30,			June 30,			June 30,			June 30,
( $ in thousands, except per share)	2004			2003			2004			2003
Reported Net Income	$	1,268		$	3,603		$	4,805		$	6,814
Deduct: Total stock-based compensation expense determined under fair value based method for all awards, net of tax effects		(25	)		(21	)		(409	)		(242	)
Pro forma Net Income	$	1,243		$	3,582		$	4,396		$	6,572
Basic Earnings Per Share
Reported Earnings Per Share	$	0.12		$	0.36		$	0.47		$	0.68
Stock-based employee compensation, fair value		(0.00	)		(0.00	)		(0.04	)		(0.02	)
Pro forma Earnings Per Share	$	0.12		$	0.36		$	0.43		$	0.66
Diluted Earnings Per Share
Reported Diluted Earnings Per Share	$	0.12		$	0.34		$	0.46		$	0.65
Stock-based employee compensation, fair value		(0.00	)		(0.00	)		(0.04	)		(0.02	)
Pro forma Diluted Earnings Per Share	$	0.12		$	0.34		$	0.42		$	0.63
Fair Value Assumptions:
Risk free interest rate		5.00	%		5.00	%		4.05	%		4.36	%
Expected volatility		27.63	%		27.63	%		24.89	%		26.27	%
Expected cash dividends		0	%		0	%		0	%		0	%
Expected stock option life		5.0 years			5.0 years			7.5 years			7.0 years

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AMERICANWEST BANCORPORATION

NOTE 2. Consolidation of Subsidiaries

On March 19, 2003, AWBC consolidated its two commercial banking subsidiaries, AmericanWest Bank and Bank of Latah into a single commercial bank, AmericanWest Bank. The AmericanWest Bank charter is the surviving charter.

NOTE 3. Securities

All of the securities are classified as available-for-sale and are carried at market value. Unrealized gains and losses, net of tax, are excluded from earnings and reported as a net amount as a separate component of stockholders’ equity. Gains or losses on the sale of available-for-sale securities are determined using the specific identification method. Premiums and discounts are recognized in interest income using the effective interest method over the period to maturity. Carrying amounts and fair values at June 30, 2004 and December 31, 2003 were as follows:

	June 30, 2004				December 31, 2003
($ in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
US. Treasury Securities	$	501	$	520	$	501	$	535
Obligations of Federal Government Agencies		6,445		6,363		4,056		4,073
Obligations of states, municipalities and political subdivisions		9,253		9,285		8,879		9,085
Mortgage backed securities		3,131		3,126		5,331		5,252
Corporate securities		50,037		50,373		16,148		16,817
Other securities		6,958		6,815		5,084		4,964
TOTAL	$	76,325	$	76,482	$	39,999	$	40,726

NOTE 4. Loans and Allowance for Loan Losses

Loan detail by category as of June 30, 2004 and December 31, 2003 were as follows:

($ in thousands)	June 30, 2004			December 31, 2003
Commercial and industrial	$	672,125		$	645,156
Agricultural		137,736			124,395
Real estate mortgage		37,805			38,075
Real estate construction		34,567			32,236
Installment		24,651			26,850
Bank cards and other		14,215			9,678
Total Loans	$	921,099		$	876,390
Allowance for loan losses		(14,011	)		(12,453	)
Deferred loan fees, net of deferred costs		(170	)		(219	)
Net Loans	$	906,918		$	863,718

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AMERICANWEST BANCORPORATION

The allowance for loan loss is maintained at levels considered adequate by management to provide for possible loan losses. The allowance is based on management’s assessment of various factors affecting the loan portfolio, including problem loans, business conditions and loss experience, and an overall evaluation of the quality of the underlying collateral. Changes in the allowance for loan losses during the three and six months ended June 30, 2004 and 2003 were as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
($ in thousands)	2004			2003			2004			2003
Balance, beginning of period	$	12,505		$	10,873		$	12,453		$	10,272
Provision for loan losses		5,710			1,120			6,710			1,986
Loan charge-offs		(4,728	)		(433	)		(5,743	)		(818	)
Loan recoveries		524			39			591			159
Balance, end of period	$	14,011		$	11,599		$	14,011		$	11,599

NOTE 5. Comprehensive Income

Total comprehensive income, which includes net income and unrealized gains and losses on the Company’s available-for-sale securities, amounted to approximately $4.4 million and approximately $3.9 million for the six months ended June 30, 2004 and 2003, respectively.

NOTE 6. Common Stock

In January of 2004 and 2003, the Board of Directors declared 10% common stock dividends. AWBC recorded a transfer from retained earnings to common stock for the market value of the additional shares on the date issued. Per share amounts and weighted average shares outstanding have been retroactively adjusted to reflect the stock dividends.

NOTE 7. Earnings Per Share

The following is a reconciliation of the numerators and denominators for basic and diluted per share computations for net income for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
($ in thousands, except per share)	2004		2003		2004		2003
Numerator:
Net income	$	1,268	$	3,603	$	4,805	$	6,814
Denominator:
Weighted average number of common shares outstanding		10,205,436		10,084,905		10,168,811		9,993,800
Incremental shares assumed for stock options		319,737		392,755		346,146		449,936
Total		10,525,173		10,477,660		10,514,957		10,443,736

NOTE 8. Sale of Branch

On June 4, 2004, AWBC sold a branch to another bank. The branch was located in Ione, Washington and consisted of approximately $15.1 million deposits. AWBC recorded a gain of approximately $621,000 related to this sale which is included in noninterest income for the quarter ended June 30, 2004. Operating results reflect activity in this branch up to the date of sale.

NOTE 9. Accounting Pronouncements

In December 2003, the FASB issued revised Interpretation No. 46, Consolidation of Variable Interest Entities (VIE), as amended and interpreted. It defined a VIE as a corporation, partnership, trust, or any other legal structure used for the business purpose that either does not have equity

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AMERICANWEST BANCORPORATION

investors with voting rights or has equity investors that do not provide sufficient financial resources for the entity to support its activities. This interpretation requires a VIE to be consolidated or deconsolidated by a company generally based on the risk of loss or return. AWBC has a VIE in the form of a Trust set up to issue subordinated debentures and accordingly, the implementation of the Interpretation required the deconsolidation of the Trust. AWBC adopted the Interpretation retroactively. AWBC’s investment in the Trust is not consolidated and is accounted for under the equity method and included in other assets on the Condensed Consolidated Statement of Condition. The subordinated debentures issued and guaranteed by the Company and held by the trust are reflected on the Company’s Condensed Consolidated Statement of Condition.

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AMERICANWEST BANCORPORATION

Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain matters discussed or incorporated by reference in this Quarterly Report on Form 10-Q including, but not limited to, matters described in Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA), including statements about the business strategy, financial condition, results of operations, future financial targets and earnings outlook of the Corporation. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Those factors include, but are not limited to, impact of the current national and regional economy on small business loan demand in the Corporation’s market, loan delinquency rates, changes in portfolio composition, the bank’s ability to attract quality commercial business, interest rate movements and the impact on margins such movement may cause, changes in the demographic make-up of the Corporation’s market, fluctuation in demand for the Corporation’s products and services, the Corporation’s ability to attract and retain qualified people, regulatory changes, competition with other banks and financial institutions, and other factors. For a discussion of factors that could cause actual results to differ, please see the Corporation’s reports on Forms 10-K and 10-Q as filed with the Securities and Exchange Commission. Words such as “targets,” “expects,” “anticipates,” “believes,” other similar expressions or future or conditional verbs such as “will,” “may,” “should,” “would,” and “could” are intended to identify such forward-looking statements. Readers should not place undue reliance on the forward-looking statements, which reflect management’s view only as of the date hereto. The Corporation undertakes no obligation to publicly revise these forward-looking statements to reflect subsequent events or circumstances. This statement is included for the express purpose of protecting the Corporation under PSLRA’s safe harbor provisions.

The following discussion contains a review of the results of operations and financial condition for the three and six months ended June 30, 2004 and 2003. This information should be read in conjunction with the financial statements and related notes appearing in this report. The reader is assumed to have access to AWBC’s Form 10-K for the year ended December 31, 2003, which contains additional information.

AmericanWest Bancorporation

AmericanWest Bancorporation (AWBC or Corporation) is a bank holding company registered under the Bank Holding Company Act of 1956, as amended. The Corporation conducts business through its wholly-owned subsidiary, AmericanWest Bank (AWB) a state-chartered, FDIC-insured commercial bank organized under the laws of the State of Washington. The Corporation’s main office is located in Spokane, Washington.

AmericanWest Capital Trust I (Trust), a subsidiary of AWBC, was formed in September 2002 for the exclusive purpose of issuing trust preferred securities and common securities and using the $10.0 million in proceeds from the issuance to acquire junior subordinated debentures issued by AWBC. Upon the adoption of amended FIN 46, the investment in the Trust is no longer consolidated on the Condensed Consolidated Financial Statements.

AmericanWest Bank

AWB provides a full range of banking services to small and medium-sized businesses, agricultural businesses, professionals, and consumers through 44 offices located in Eastern Washington and Northern Idaho.

The principal sources of the AWB’s revenue are 1) interest and fees on loans, 2) fees for deposit accounts and related services, 3) interest on investments and 4) interest bearing deposits with other banks. AWB’s lending activities consist of term and operating loans to businesses and agricultural businesses, real estate construction and development loans, vehicle and equipment loans for both businesses and consumers, and real estate mortgage loans. AWB also offers a full line of deposit account products and related services.

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AMERICANWEST BANCORPORATION

Performance Overview

The table below summarizes the Corporation’s financial performance for the three and six months ending June 30, 2004 and 2003:

	Three Months Ended June 30,						Six Months Ended June 30,
	2004		2003		% Change		2004		2003		% Change
($ in thousands except per share data)
Interest Income	$	18,443	$	17,583	4.9	%	$	35,749	$	34,367	4.0	%
Interest Expense		3,230		3,713	-13.0	%		6,428		7,456	-13.8	%
Net Interest Income		15,213		13,870	9.7	%		29,321		26,911	9.0	%
Provision for Loan Loss		5,710		1,120	409.8	%		6,710		1,986	237.9	%
Net interest income after provision for loan losses		9,503		12,750	-25.5	%		22,611		24,925	-9.3	%
Noninterest Income		2,654		1,622	63.6	%		4,193		3,067	36.7	%
Noninterest Expense		10,176		8,814	15.5	%		20,148		17,471	15.3	%
Income before Taxes		1,981		5,558	-64.4	%		6,656		10,521	-36.7	%
Income Tax Expense		713		1,955	-63.5	%		1,851		3,707	-50.1	%
Net Income	$	1,268	$	3,603	-64.8	%	$	4,805	$	6,814	-29.5	%
Basic earnings per common share	$	0.12	$	0.36			$	0.47	$	0.68
Diluted earnings per common share	$	0.12	$	0.34			$	0.46	$	0.65

Net Income

The Corporation reported net income of approximately $1.3 million or $0.12 per fully diluted share for the three months ended June 30, 2004 compared to approximately $3.6 million and $0.34 for the same period in 2003. The Corporation reported net income of approximately $4.8 million or $0.46 per fully diluted share for the six months ended June 30, 2004 compared to approximately $6.8 million and $0.65 for the same period in 2003. Return on average assets for the six months ending June 30, 2004 and 2003 was 0.93% and 1.47%, respectively. The return on average equity for the six months ended June 30, 2004 and 2003 was 9.68% and 16.21%, respectively.

During the three months ended June 30, 2004 the Corporation recorded a $4.0 million, pre-tax, additional loan loss provision which AWBC originally announced on May 20, 2004 and a gain on the divestiture of a single branch in the amount of $621 thousand, pre-tax. On a pro forma basis without these two events, the net income for the three months ended June 30, 2004 was $3.5 million and $7.0 million for the six months ended June 30, 2004. Diluted earnings per share, on a pro forma basis, were $0.33 for the three months ended June 30, 2004 and $0.67 for the six months ended June 30, 2004. The following is a table to reconcile the pro forma net income and GAAP income:

	3 months ended June 30, 2004			6 months ended June 30, 2004
Net income as reported	$	1,268		$	4,805
Add: Loan loss provision for one relationship		4,000			4,000
Less: Gain on divesture of branch		(621	)		(621	)
Less: Tax impact of above items		(1,163	)		(1,163	)
Pro forma net income	$	3,484		$	7,021

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AMERICANWEST BANCORPORATION

Net Interest Income

Net interest income was approximately $15.2 million for the three months ended June 30, 2004, an increase from approximately $13.9 million for the like period in 2003. Net interest income was approximately $29.3 million for the first six months of 2004 compared to $26.9 million during the first six months of 2003. The increase in net interest income for both time periods was largely due to increases in the level of earning assets and a decrease in the cost of deposits. These were partially offset by decreases in interest and fees earned on loans and securities. There was a decrease in net interest margin to 6.30% for the period ended June 30, 2004 compared to 6.40% for the like period last year. This decrease was due to a decrease on loan yields which were offset partially by an increase in investment yields and decreases in deposit and borrowing costs.

The following table sets forth the Corporation’s net interest margin for the year to date ending June 30, 2004 and 2003:

	2004						2003
	Average		Interest		%		Average		Interest		%
Loans	$	882,441	$	31,191	7.09	%	$	793,297	$	29,393	7.47	%
Loan fees				3,502	0.80	%				4,017	1.00	%
Investments		51,157		1,056	4.14	%		54,169		957	3.56	%
Total earning assets		933,598		35,749	7.68	%		847,466		34,367	8.18	%
Other assets		96,424						77,779
Total assets	$	1,030,022	$	35,749			$	925,245	$	34,367
Interest-bearing deposits	$	715,026	$	5,703	1.60	%	$	651,326	$	6,657	2.06	%
Borrowings		55,968		725	2.60	%		50,255		799	3.21	%
Total interest-bearing liabilities		770,994		6,428	1.67	%		701,581		7,456	2.14	%
Noninterest bearing deposits		152,229						133,924
Other liabilities		7,499						4,981
Total liabilities		930,722		6,428				840,486		7,456
Equity		99,300						84,779
Total liabilities and capital	$	1,030,022	$	6,428			$	925,265	$	7,456
Net interest income/spread			$	29,321					$	26,911
Net interest margin to average earning assets					6.30	%					6.40	%

The above table includes non-accrual loans in the average loan balance. In accordance with AWBC’s accounting policies, the interest on these loans is not included in interest income.

Provision for Loan Losses

Provision for loan losses increased to approximately $5.7 million in the second quarter, compared to approximately $1.1 million in the second quarter of 2003, and provision for loan losses increased to $6.7 million for the six months ended June 30, 2004 compared to $2.0 million for the six months ended June 30, 2003. The provision for the second quarter and for the six months ended June 30, 2004 included an additional provision of $4.0 million for a single relationship. AWBC announced this provision on May 20, 2004. Provisions are made to reserve for known and inherent risk characteristics within the loan portfolio. The increase was due to the changing economic conditions in Eastern Washington, Northern Idaho and the Pacific Northwest in general, continued internal growth of the loan portfolio and management’s continual assessment of specific loan characteristics. AWBC and its subsidiaries regularly evaluate the level of provision and the allowance for loan losses for adequacy by considering changes in the nature of the loan portfolio, overall portfolio, overall portfolio quality, industry concentrations, delinquency trends, current economic factors and estimate impact of current economic conditions that may affect a borrower’s ability to pay. The use of different estimates or assumptions could produce different provision for loan loss. In addition, the allowance for loan losses and the provision for loan losses are also subject to regulatory supervision and examination.

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AMERICANWEST BANCORPORATION

Noninterest Income

Noninterest income for the three and six months ended June 30, 2004 was approximately $2.7 million and $4.2 million, respectively. This represented an increase from approximately $1.6 million and $3.1 million for the like period in 2003. Fees and service charges increased during the three months ended June 30, 2004 to approximately $1.2 million from approximately $1.1 million in 2003. The fees and services charges increased during the six months ended June 30, 2003 to approximately $2.4 million from approximately $2.0 million in 2003. The increases in these areas are primarily due to increases in the number of transaction related deposit accounts and an increase in activity related to those accounts. Other income increased by approximately $0.9 million and $0.7 million for the three and six months ended June 30 due to the gain on the sale of a branch of approximately $0.6 million which was recorded in 2004, and increases in the cash value of life insurance policies and gains on sale of real estate owned.

Noninterest Expense

Noninterest expense increased to approximately $10.2 million for the three months ended June 30, 2004 from approximately $8.8 million in the comparable quarter of 2003. The noninterest expense for the six months ended June 30, 2004 increased to approximately $20.1 million compared to $17.5 million in 2003. This increase is due mainly to increases in salaries and employee benefits and foreclosed real estate and other foreclosed asset expenses. The salaries and employee benefits costs for the three and six months ended June 30, 2004 have increased approximately $0.8 million and $1.5 million, respectively, as compared to the prior year. This increase is due to incentive compensation, additional staffing, and increased healthcare costs. The foreclosed real estate and other foreclosed asset expenses have increased approximately $0.8 million and $1.2 million, respectively, from the prior year.

Income Tax Expense

Income tax expense has decreased as a percentage of income before income taxes for the six month period ended June 30, 2004 to 27.8% compared to 35.2% in 2003. There were two buildings placed into service during the first quarter, in which AWBC had purchased historical rehabilitation tax credits. The Company has recognized these tax credits during the six months ended June 30, 2004 causing the effective tax rate to decrease. Without the effect of the historical rehabilitation tax credits, the effective tax rate for the six months ended June 30, 2004 would have been 36.4%.

Nonperforming Assets

Nonperforming assets include loans that are 90 or more days past due or in non-accrual status and real estate and other loan collateral acquired through foreclosure. Total nonperforming assets were approximately $17.4 million or 1.61% of total assets at June 30, 2004. This compares to approximately $19.9 million or 1.95% of assets at December 31, 2003. The majority of nonperforming assets are comprised of several loans and properties.

The Corporation has acquired title to two ice skating complexes in Spokane. The first is carried at $1.1 million and is being marketed as a multi-use commercial property. The Corporation has received an offer on this property that has been accepted that would result in fully covering the asset. The second is carried at $1.9 million and is being operated as an ice skating rink. The asset is being carried at market value and is being marketed as an operating facility.

The Corporation has acquired title to a retail/office complex in Spokane that totals $3.2 million of foreclosed real estate. The Corporation has a pending offer from a buyer for in excess of the asset amount. Contingencies include environmental due diligence which is ongoing. If the offer is not accepted or sale does not occur, the property will be listed with a real estate professional, and marketed as a retail/office facility.

The Corporation has two restaurants/entertainment facilities in foreclosed real estate totaling $1.5 million. The Company is in the process of evaluating an offer on one of the restaurants which is vacant. The other restaurant is being operated as a restaurant/gaming facility and is being marketed as an operating entity.

Management is evaluating $1.0 million in loans to a manufacturer of rubber products located in Southeastern Washington that are on non-accrual status. The loans are presently delinquent, and the financial condition of the entity is such that management believes that the collection of all interest and principal is doubtful. The loans are partially collateralized. The portion that management believes is not covered by collateral has been included in the Provision for Loan Losses.

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AMERICANWEST BANCORPORATION

Management has recognized a $0.9 million loan to an Ethanol production plant as non-accruing due to a bankruptcy filing and uncertainty regarding the collection of principal and interest. The loan is a purchased participation and represents 12% of the total obligation of the borrower. The borrower resumed payments in March of 2004, and has made monthly payments since under approval of the bankruptcy court. Approval of the bankruptcy plan and continued collection of principal and reinstatement of interest accruals are anticipated my management.

Management is evaluating a $0.8 million loan for land development in Central Washington that is currently on non-accrual. The loan is secured by real estate zoned for single family use. Management is attempting to gain title to the property through foreclosure proceedings.

At period end, a commercial real estate property loan in the amount of $0.5 million was on non-accrual. Subsequent to period end, the Corporation acquired title to the property and is currently marketing it. Management does not anticipate any losses related to this property.

Financial Condition

The Corporation’s consolidated assets at June 30, 2004 and December 31, 2003 were approximately $1.1 billion and $1.0 billion, respectively. Cash and cash equivalents decreased to approximately $26.6 million at June 30, 2004 from $48.3 million at December 31, 2003. Securities have increased to approximately $76.5 million at June 30, 2004 from $40.7 million at December 31, 2003.

Deposits decreased to approximately $858.0 million at June 30, 2004 compared to approximately $871.1 million at December 31, 2003. The decrease was partially offset by an increase in NOW and savings accounts of $51.8 million. The decrease was mostly attributable to a decrease of $57.8 million in time deposits, mostly comprised of wholesale and public deposits. Short-term and long-term borrowings increased by approximately $74.3 million to approximately $111.2 million from approximately $36.9 million at December 31, 2003. Included in these effects is the sale of the Ione Branch which consisted of approximately $15.2 million in deposits.

Total stockholders’ equity was approximately $100.4 million at June 30, 2004, up from approximately $96.2 million at December 31, 2003. The increase in stockholders’ equity was mostly due to net income and exercises of stock options which were partially offset by decreases in unrealized gains recorded on available-for-sale investments and stock repurchases.

Investment Portfolio

The Corporation’s investment portfolio increased from approximately $40.7 million at December 31, 2003 to approximately $76.5 million at June 30, 2004. This increase was due to purchases and increases in market values of certain securities which were partially offset by security payments, maturities, sales and decreases in the market values of certain securities. The major classifications of investments as of June 30, 2004 and December 31, 2003 can be found in the Notes to Condensed Consolidated Financial Statements. All securities are classified as available-for–sale. Management believes that this classification provides greater flexibility to respond to interest rate changes and liquidity needs.

Loan Portfolio

The major classifications of loans at June 30, 2004 and December 31, 2003 can be found in the Notes to Condensed Consolidated Financial Statements.

Total gross loans were approximately $921.1 million as of June 30, 2004 compared to approximately $876.4 million at December 31, 2003. This increase was due to increases in commercial and industrial loans, agricultural loans, real estate construction loans, bank cards and other loans. These increases were offset by decreases in real estate mortgage loans and installment loans. The increase in agricultural loans was related to seasonal increases and new activity, offset by periodic payments and maturities. The increase in commercial and industrial loans, bank cards and other loans was related to new activity, offset by periodic payments and maturities. The increase in real estate construction loans was related to seasonal increases and new activity, offset by periodic payments and maturities. Decreases in real estate mortgage loans and installment loans were related to periodic payments and maturities, which were offset by new lending activity.

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AMERICANWEST BANCORPORATION

Allowance for Loan Losses

At June 30, 2004, the Corporation’s allowance for loan losses was approximately $14.0 million or 1.52% of total gross loans. This compares to approximately $12.5 million or 1.42% at December 31, 2003. The allowance for loan losses is increased by charges to income (provision for loan losses) and decreased by charge-offs, net of recoveries. Loans are charged to the allowance when management believes the collection of principal is unlikely. The increase was related to provision for loan losses of approximately $6.7 million, which included an additional provision related to a single borrower relationship of $4.0 million which the Corporation disclosed on May 20, 2004. The provision for loan losses was offset by charge-offs of $5.7 million and recoveries of $0.6 million. The recovery included a single recovery of $0.5 million related to a single borrowing relationship.

In assessing the adequacy of the allowance for loan losses, management utilizes an analysis of credits for objectively analyzing recent historical loan loss experience and projecting future allowance requirements. The analysis provides an inherent loss rate by risk ratings. Each category of risk rating is assigned a projected loss value based upon general historic valuations and current management expectations for future losses. Additionally, management utilizes an analysis of impaired loans, determining the collateral coverage of loans to assess the adequacy of the allowance. Additionally, management compares projected future allowance requirements with current nonperforming loan conditions and historical loss statistics. Finally, management utilizes judgment based on individual loan evaluations, delay in receipt of customer financial information, related credit facilities, volatility of economic and customer specific conditions or concentrations, and delinquency rates in assessing allowance for loan losses.

The majority of the Corporation’s loans are to small and medium-sized businesses, agricultural businesses, professionals and consumers in Eastern Washington and Northern Idaho and are secured by residential and commercial real estate, crops and business inventory and receivables. Real estate values in this area remain stable. Prices for agricultural commodities also remain at normal levels. However, significant, long-term changes in either of these underlying factors could affect the collectibility of a material portion of the Corporation’s loans outstanding. Each of these factors is also considered in the analysis of assessing the adequacy of the allowance for loan losses.

Management believes that the allowances for loan losses and other real estate owned are adequate. While management uses currently available information to recognize losses on loans and foreclosed real estate future additions to the allowances may be necessary based on changes in economic conditions, or borrower or loan characteristics. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Corporation’s allowance for loan losses and foreclosed real estate. Such agencies may require the Corporation to recognize additions to the allowance based on their judgments of information available to them at the time of their examination.

Deposits

The Corporation’s primary source of funds is customer deposits. To attract and retain deposits, the Corporation offers a wide variety of account types and maturities, both interest bearing and noninterest bearing. Many account types have additional services bundled with them, such as insurance, travel discounts, free checks and free or discounted access to other bank services. Interest rates on accounts are determined by management based on the Corporation’s funding needs and market conditions and can change as frequently as daily.

At June 30, 2004, total deposits were approximately $858.0 million, a decrease of approximately $13.1 million from $871.1 million at December 31, 2003. NOW and savings accounts, which include money market accounts, increased approximately $51.8 million to $451.5 million at June 30, 2004 from $399.7 million at December 31, 2003 and the Corporation experienced a decrease of approximately $57.8 million in time deposits to $254.2 million at June 30, 2004 from $312.0 million December 31, 2003. Noninterest bearing deposits decreased $7.2 million to $152.2 million from $159.4 million at December 31, 2003. The balances for June 30, 2004 reflect the sale of the Ione branch deposits in the amount of $15.2 million.

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AMERICANWEST BANCORPORATION

In recent years, competition from non-bank investment alternatives has increased competition for retail deposits. In light of this and other factors and to further diversify its funding sources, the Corporation has expanded its use of time deposits from public entities and from credit unions and community banks. At June 30, 2004, these accounts totaled approximately $110.7 million or approximately 12.9% of total deposits. This was a decrease of approximately $78.1 million from 21.6% of total deposits at December 31, 2003.

Liquidity and Capital Resources

Management actively analyzes and manages the Corporation’s liquidity position. The objective of liquidity management is to ensure the availability of sufficient cash flows to meet all financial commitments and to capitalize on opportunities for profitable business expansion. Management believes that the Corporation’s cash flow will be sufficient to support its existing operations for the foreseeable future.

Cash flows from operations contribute significantly to liquidity as well as proceeds from maturities of securities and increasing customer deposits. As indicated on the Corporation’s Condensed Consolidated Statement of Cash Flows, net cash from operating activities for the six months ended June 30, 2004 contributed approximately $8.3 million to liquidity compared to approximately $10.7 million for the six months ended June 30, 2003.

At June 30, 2004, the Corporation held cash and due from banks and interest bearing deposits with banks of approximately $26.6 million compared to approximately $48.3 million at December 31, 2003. In addition, approximately $76.5 million of the Corporation’s investments were classified as available-for-sale at June 30, 2004 as compared to approximately $40.7 million at December 31, 2003.

In addition to the strategy noted for deposits above, the Corporation uses short-term and long-term borrowings, principally in the form of advances from the Federal Home Loan Bank of Seattle, as a source of funding. With maturities ranging from overnight to 30 years, these advances are used to provide a ready source of liquidity for the operations and are a tool the Corporation uses to manage its interest rate risk.

At June 30, 2004, short-term and long-term borrowings stood at approximately $73.3 million and $37.9 million, respectively. These balances represented an increase of approximately $46.2 million in short-term borrowings and an increase of approximately $28.0 million in long-term borrowings in comparison to December 31, 2003, which were $27.1 million and $9.9 million respectively. As of June 30, 2004 and December 31, 2003, AWBC had lines of credit available of approximately $69.9 million and $163.3, respectively. The lines were available for short-term and long-term maturities up to 30 years at market interest rates.

As a federally-regulated bank holding company, the Corporation is required to maintain minimum levels of capital at all times at both AWBC and AWB. Bank regulatory agencies have promulgated regulations that measure the Corporation’s capital in three ways. Tier one capital, currently comprised of stockholders’ equity and trust preferred securities, is measured against assets both on a book basis and on a risk-weighted basis according to standardized risk categories for specific types of assets. In addition, tier one capital is adjusted for certain other items, most prominently the allowance for loan losses and certain intangibles, to arrive at defined total regulatory capital. This amount is then measured against risk-weighted assets.

The table below lists AWB and AWBC’s capital ratios relative to regulatory requirements at June 30, 2004:

Capital Ratio	Regulatory Standard for “Well Capitalized” Rating		AWBC Actual Ratio		AWB Actual Ratio
Tier One Capital to Average Total Assets	5.00	%	9.33	%	9.17	%
Tier One Capital to Risk Weighted Assets	6.00	%	9.37	%	9.22	%
Total Capital to Risk Weighted Assets	10.00	%	10.62	%	10.47	%

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AMERICANWEST BANCORPORATION

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Management considers interest rate risk to be a market risk that could have a significant effect on the financial condition of AWBC. In management’s opinion, there have been no material changes in reported market risks faced by AWBC since the end of the most recent fiscal year.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures: As of the end of the period covered by this report and pursuant to Rule 13a-15 of the Securities Exchange Act of 1934 (the “Exchange Act”), AWBC’s management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness and design of the Corporation’s disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded, as of the end of the period covered by this report, that the Corporation’s disclosure controls and procedures were effective in recording, processing, summarizing and reporting information required to be disclosed by the Corporation, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) Changes in Internal Controls: In addition and as of the end of the period covered by this report, there have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) during the quarter to which this report relates that have materially affected or are reasonably likely to materially affect, the internal control over financial reporting.

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AMERICANWEST BANCORPORATION

Part II. Other Information

Item 1. Legal Proceedings

Periodically and in the ordinary course of business, various claims and lawsuits are brought against AWBC or AWB, such as claims to enforce liens, condemnation proceedings on properties in which the Bank held a security interest, claims involving the making and servicing of real property loans and other issues incident to the business of AWBC and AWB. In the opinion of management, the ultimate liability, if any, resulting from such claims or lawsuits will not have a material adverse effect on the financial position or results of operations of AWBC.

Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities

The following table summarizes purchases of the Corporation’s securities registered pursuant to section 12 of the Securities Exchange Act of 1934, made by or on behalf of the Corporation and any affiliated purchaser in the three months ended June 30, 2004:

ISSUER PURCHASES OF EQUITY SECURITIES

Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan	Maximum Number that May Yet Be Purchased Under the Plan1
April 1 - April 30, 2004	—		N/A	N/A	226,109
May 1 - May 31, 2004	20,376	$	18.21	20,376	205,733
June 1 - June 30, 2004	67,976		18.05	67,976	137,757
Total	88,352	$	18.10	88,352	137,757

¹ The plan was publicly announced in September of 2001 with 739,841 shares approved to be repurchased.

On June 22, 2004, the Board of Directors amended the Corporation’s bylaws to allow shareholders 20 more days to make proposals, allow directors to serve to age 72 and clarify executive titles.

Item 3. Defaults Upon Senior Securities

No defaults upon senior securities have occurred during the first six months of 2004.

Item 4. Submission of Matters to a Vote of Security Holders

(a) Annual meeting of shareholders was held on April 27, 2004.

(b) Proxies for the annual meeting were solicited pursuant to Regulation 14 under the Act

(c) Matters voted upon at the meeting

Proposal 1 – Election of Directors

	For	Withhold
Gary Bolyard	8,200,696	131,359
Wesley E. Colley	8,168,120	163,935
Craig Eerkes	8,220,364	111,691
James Rand Elliott	8,209,830	122,225
Robert J. Gardner	8,220,379	111,676
Allen Ketelsen	8,217,467	114,588
Donald H. Swartz, II	8,195,431	136,624
P. “Mike” Taylor	8,220,480	111,575

Item 5. Other Information

There is no other information to report for the first six months of 2004.

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AMERICANWEST BANCORPORATION

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

The exhibits filed as part of this report and exhibits incorporated herein by reference to other documents are listed in the Index to Exhibits to this Quarterly Report on Form 10-Q (pages E-1 and E-2), including executive compensation plans and arrangements which are identified separately by asterisk:

3.1	Amended & Restated Articles of Incorporation of registrant
3.2	Amended and Restated By-Laws of registrant.
31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K

• Current Report on Form 8-K dated May 20, 2004 and filed May 28, 2004, Items 5 and 7.

• Current Report on Form 8-K dated April 29, 2004 and filed April 30, 2004, Items 7 and 12.

• Current Report on Form 8-K dated April 26, 2004 and filed on April 27, 2004, Item 10.

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AMERICANWEST BANCORPORATION

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on August 5, 2004.

AMERICANWEST BANCORPORATION

\s\ Wesley E. Colley

Wesley E. Colley, President and

Chief Executive Officer

\s\ C. Tim Cassels

C. Tim Cassels, Executive Vice President and

Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit No.	Description
3.1	Amended & Restated Articles of Incorporation of registrant.
3.2	Amended and Restated By-Laws of registrant.
10.1	Agreement and Plan of Mergers dated March 28, 2002, by and among AmericanWest Bancorporation, AmericanWest Bank, Latah Bancorporation, Inc. and Bank of Latah is incorporated herein by reference to Exhibit 2 of the registrant’s statement on Form S-4 (File No. 333-87838).
10.2	Latah Bancorporation, Inc. 1999 Employee Incentive Stock Option Plan is incorporated by reference to Exhibit 99.1 to the registrant’s statement on Form S-8 (File No. 333-101040) filed November 6, 2002.*
10.3	Latah Bancorporation, Inc. 1999 Non-Qualified Stock Option Plan is incorporated by reference to Exhibit 99.2 to the registrant’s statement on Form S-8 (File No. 333-101040) filed November 6, 2002.*
10.4	Placement Agreement dated as of September 18, 2002, between AmericanWest Bancorporation and AmericanWest Statutory Trust I, as Officers, and FTN Financial Capital Markets and Keefe, Bruyette & Woods, Inc., as Placement Agents, for the issuance of Floating Rate Capital Securities to Preferred Term Securities VII, Ltd. is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.5	Indenture dated as of September 26, 2003, between AmericanWest Bancorporation, as Issuer, and State Street Bank and Trust Company of Connecticut, National Association, as Trustee, for the issuance of Floating Rate Junior Subordinated Deferrable Interest Debentures due 2032 is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.6	Form of AmericanWest Bancorporation Floating Rate Junior Subordinated Deferrable Interest Debentures is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.7	Form of AmericanWest Statutory Trust I Floating Rate Capital Securities is incorporated herein by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.8	Form of AmericanWest Statutory Trust I Floating Rate Common Securities is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.9	Amended and Restated Declaration of Trust dated as of September 26, 2002, between AmericanWest Bancorporation, as Sponsor; Wesley E. Colley, Wade Griffith and John L. Gilbert, as Administrators; and State Street Bank and Trust Company of Connecticut National Association, as Institutional Trustee, is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.10	Guarantee Agreement dated as of September 26, 2002, between AmericanWest Bancorporation, as Guarantor, and State Street Bank and Trust Company of Connecticut National Association, as Guarantee Trustee, is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.
10.11	Subscription Agreement dated as of September 26, 2002, between AmericanWest Bancorporation and AmericanWest Statutory Trust I, as Officers, and Preferred Term Securities VII, Ltd., as Purchaser, is incorporated by reference to the registrant’s annual report on Form 10-K (File No. 000-18561) filed March 26, 2003.

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AMERICANWEST BANCORPORATION

Exhibit No.	Description
10.12	AmericanWest Bancorporation 2001 Incentive Stock Plan is incorporated by reference to Exhibit 99.1 to the registrant’s registration statement on Form S-8 (File No. 333-65628).*
10.13	AmericanWest Bancorporation 2001 Employee Stock Purchase Plan is incorporated by reference to Exhibit 99.1 to the registrant’s registration statement on Form S-8 (File No. 333-65630).*
31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

* Denotes executive compensation plan or arrangement.

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EX-3.1

EXHIBIT 3.1

AMENDED & RESTATED ARTICLES OF INCORPORATION

OF AMERICANWEST BANCORPORATION

ARTICLE I

The name of the corporation is AmericanWest Bancorporation.

ARTICLE II

The general nature of the business of the corporation and the objects and purposes proposed to be transacted, promoted and carried on by it are:

(a) To acquire and hold banks and any other lawful activity permissible for bank holding companies.

(b) To engage in the business of buying, leasing, renting other otherwise acquiring and owning real, personal or mixed property, improved or unimproved, or any right or interest therein of any kind, nature and description and wheresoever situated; and to hold, possess, enjoy, manage, improve, develop or otherwise control the same; to change, exchange, mortgage, pledge, hypothecate, sell, lease, assign, transfer or otherwise dispose of the property, any part thereof or any right or interest therein.

(c) To buy, lease, purchase, hire or otherwise acquire and to hold, own, possess, enjoy, manage, develop, improve and control, build, erect, construct, reconstruct, remodel, repair or otherwise dispose of any lands buildings, offices, machinery, appliances, contrivances, rights, easements, permits, privileges, franchises, patents, trademarks, licenses and all other things, rights, privileges and property which may at any time or in any place be necessary, suitable, convenient or profitable in the judgment of the Board of Directors for the benefit and purposes of the corporation.

(d) To manufacture goods, wares, merchandise and products of any nature and description found by the corporation to be useful and valuable that it may desire to make, use or dispose of and to engage in the merchandising, buying, selling, trading, importing or exporting of its own products, equipment and chattels or the products of another, either wholesale or retail or both, either as agent, broker or manufacturer.

(e) To own, lease, acquire, use and enjoy the benefits of trade names and to register or copyright the same; to deal in patented articles and obtain patents for its own inventions, formulas, principles or products and to deal in royalties, rights and privileges and the like that are protected by law and prescription through invention, discovery or otherwise.

(f) To engage in business with others as a joint venture and in general or limited partnerships.

(g) To borrow money and make and issue notes, bonds, debentures, obligations and evidences of indebtedness of all kinds whether secured by mortgage, pledge or otherwise,

1

without limit as to amount except as may be prohibited by statute and to secure the same by mortgage, pledge or otherwise and, generally, to make and perform agreements and contracts of every kind and description.

(h) To subscribe for and buy, purchase or otherwise acquire and to own, hold, possess or otherwise control and to sell, assign, transfer, mortgage or otherwise dispose of shares of capital stock, bonds or other securities of any other corporation or corporations created and existing under the laws of the State of Washington or of any other state, territory, district, colonial possession or territorial acquisition of the United States or any foreign country and by its duly authorized officers or by proxy to vote such stock shares at any and all stockholders’ meetings of the corporation or corporations whose shares are so held and, while the owner thereof, to exercise all rights, powers, authorities and privileges of any other stockholder of such corporation or corporations and to issue in exchange therefor and for the purpose of acquiring the same, its own stock, bonds, debentures or other securities or obligations.

(i) To hold, sell, transfer and purchase with the earned and capital surplus available therefor, the shares of its own capital stock to the greatest extent permissible under any present or future law of the State of Washington.

(j) To accept as full payment or as installment payments for its stock either cash, property or other valuable consideration as the Board of Directors may determine.

(k) To appoint a duly authorized attorney-in-fact with full authority to bind this corporation in all matters and things as fully and completely as the officers of this corporation can do.

(l) To issue its own bonds and debentures under such terms and conditions and to secure the same in such manner, as the Board of Directors shall determine and to provide that the interest for the payment of such bonds may be a first lien upon the net earnings of the corporation and to further provide that a certain percentage of the net earnings of this corporation may be placed in a sinking fund for the retirement of the bonds, with sums so received being deducted as a fixed charge before the payment of any interest upon its preferred stock, if any, or the declaring of any dividends upon its common stock.

(m) To conduct and carry on its business, or any part thereof, and to exercise all or any of its corporate powers and rights in the State of Washington and in the various states, territories, colonies and dependencies of the United States, in the District of Columbia and in all or any foreign country or countries.

(n) To adopt and enforce By-Laws for the government of its affairs, including the election and removal of any officer or director of this corporation; and

FINALLY, this corporation has all powers and privileges in the matters and things herein mentioned and described, contemplated, or implied by any reasonable intendment of these Articles to do all things in all manner and form as fully and completely as a natural person in law can do.

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ARTICLE III

The existence of this corporation is perpetual.

ARTICLE IV

Section 1. The capital stock of this corporation consists of fifteen million shares of common stock of no par value per share.

Section 2. Each share of stock, when issued, shall be entitled to one vote. Cumulative voting for directors shall not be allowed.

Section 3. This corporation shall not commence business until consideration of the value of at least $500 has been received for the issuance of shares.

Section 4. All of the capital stock may be issued by the corporation from time to time for such consideration of labor, services, money, or property as may be fixed by the Board of Directors and as authorized by law.

Section 5. No shareholders shall have preemptive rights to acquire unissued shares of the corporation.

ARTICLE V

No contracts or other transactions between the corporation and any other corporation (or partnership) and no act of the corporation shall in any way be affected or invalidated by the fact that any of the directors of this corporation are pecuniarily interested in, or are directors or officers of such other corporation (or partnership); any director individually, or any firm of which any director may be a member, may be a party to or may be pecuniarily or otherwise interested in any contracts or transactions of the corporation, provided that the fact that he or such corporation is so interested is disclosed or known to the Board of Directors or a majority thereof; and any director of the corporation who is also a director or officer of such other corporation or who is so interested may be counted in determining the existence of a quorum at any meeting of the Board of Directors of the corporation which authorizes any such contracts or transactions with like form and effect as if he were not such director or officer of such corporation or not so interested.

ARTICLE VI

Section 1. The directors who shall manage the affairs of the corporation shall not be less than five (5) nor more than twenty-five (25) in number to be elected annually by the common stockholders. The exact number shall be determined from time to time by a resolution of the Board of Directors or by a resolution of the shareholders at any annual or special meeting thereof. In case of vacancies in the Board of Directors by death, resignation or otherwise, a majority of the remaining directors may elect directors to fill the vacancies.

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Section 2. The Board of Directors has the power and authority to make, alter, amend or repeal By-Laws of this corporation, subject to the power of the stockholders having voting power to alter, amend or repeal the By-Laws.

Section 3. The Board of Directors has the power and authority to distribute to its shareholders assets, in cash or property, out of the capital surplus of the corporation to the extent provided by law.

Section 4. The Board of Directors may by resolution passed by a majority of the entire Board of Directors designate one or more directors to constitute an executive committee, which shall have and exercise the authority of the Board of Directors in the management of the business of the corporation to the extent provided in the resolution.

ARTICLE VII

The name and Post Office address of each incorporator of the corporation is:

Thomas H. Murphy 2100 Fourth & Blanchard Bldg. Seattle, Washington 98121

IN WITNESS WHEREOF, I have set my hand on this 22^nd day of June 2004.

/s/ WES COLLEY

Wes Colley, President & CEO

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EX-3.2

EXHIBIT 3.2

2004 AMENDED AND RESTATED BY-LAWS OF

AMERICANWEST BANCORPORATION

The following constitute the 2004 Amended and Restated By-Laws of AmericanWest Bancorporation, a Washington corporation (the “Corporation”).

ARTICLE 1

Offices

1.1 Principal Office. The principal office of the Corporation shall be located at 9506 N. Newport Highway, Spokane, Washington 99218, or at such other location as may be determined by the Board of Directors of the Corporation (the “Board”).

1.2 Other Offices. Other business offices may at any time be established by the Board at any place or places where the Corporation is qualified to do business.

ARTICLE 2

Shareholders

2.1 Annual Meeting. A meeting of the shareholders of the Corporation for the election of Directors and for the transaction of any other business of the Corporation shall be held annually at such date and time within 120 days after the end of the Corporation’s fiscal year as the Board may determine.

2.2 Special Meetings. Special meetings of the shareholders for any purpose or purposes, unless otherwise prescribed by statute, may be called by the Chairman of the Board (“Chairman”), Chief Executive Officer or President, or by the written request of holders of not less than a majority of all the shares of the Corporation entitled to vote at the meeting.

2.3 Place of Meeting. All meetings of the shareholders shall be held at the principal place of business of the Corporation, or at such other place as shall be determined from time to time by the Board.

2.4 Notice of Meeting. Written notice stating the place, date and hour of each annual and special meeting of shareholders shall be delivered to each shareholder of record entitled to vote at such meeting not less than 10 nor more than 60 days before the date of the meeting, except that notice of a shareholders’ meeting to act on an amendment to the Articles of Incorporation, a plan of merger or share exchange, a proposed sale of all or substantially all of the Corporation’s assets, or the dissolution of the Corporation shall be given no fewer than 20 nor more than 60 days before the meeting date. Notice of a special meeting must include a description of the purpose or purposes for which the meeting is being called. If mailed, such notice shall be deemed to be delivered when deposited in the mail, addressed to the shareholder at the address as it appears on the stock transfer books or records of the Corporation as of the record date prescribed in Section 2.5, with postage thereon prepaid. When any shareholders’ meeting, either annual or special, is adjourned to a different date, time or place, notice need not

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be given of the new date, time and place if the new date, time or place is announced at the meeting before adjournment.

2.5 Fixing of Record Date. For the purpose of determining shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or shareholders entitled to receive payment of any dividend, or in order to make a determination of shareholders for any other purpose, the Board shall fix, in advance, a date as the record date for any such determination of shareholders. Such date in any case shall be not more then 70 days prior to the date on which the particular action requiring such determination of shareholders is to be taken. When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this section, such determination shall apply to any adjournment, unless the Board fixes a new record date, which it must do if the meeting is adjourned to a date more than 120 days after the date fixed for the original meeting.

2.6 Voting Lists. At least 10 days before each meeting of the shareholders, the officer or agent having charge of the stock transfer books of the Corporation shall make a complete list of the shareholders entitled to vote at such meeting, or any adjournment thereof arranged in alphabetical order, with the address of and the number of shares held by each. This list of shareholders shall be kept on file at the principal office of the Corporation and shall be subject to inspection by any shareholder at any time during usual business hours, for a period of 10 days prior to such meeting. Such list shall also be produced and kept open at the time and place of the meeting and shall be subject to inspection by any shareholder during the entire time of the meeting. The original stock transfer book shall be prima facie evidence of the shareholders entitled to examine such list or transfer books or to vote at any meeting of shareholders.

2.7 Quorum. The presence in person or by proxy of a majority of the shares entitled to vote shall constitute a quorum at a meeting of shareholders. The shareholders present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough shareholders to leave less than a quorum if any action taken (other than adjournment) is approved by the number of shares required if a quorum were present. In the absence of a quorum, the Board may elect to adjourn the meeting in accordance with Section 2.4.

2.8 Proxies. At all meetings of shareholders, a shareholder may vote by proxy executed in writing by the shareholder or by his or her duly authorized attorney-in-fact. Proxies solicited on behalf of the management shall be voted as directed by the shareholder or, in the absence of such direction, as determined by a majority of the Board. No proxy shall be valid after eleven months from the date of its execution unless otherwise provided in the proxy. A proxy shall be filed with the Secretary of the Corporation before or at the time of the meeting. Any copy, facsimile, or other reliable reproduction of a proxy may be substituted or used in lieu of the original writing. A proxy with respect to a specified meeting shall entitle the holder thereof to vote at any reconvened meeting following adjournment of such meeting.

2.9 Voting. Each outstanding share shall be entitled to one vote on each matter submitted to a vote of the shareholders at a meeting of shareholders. In the election of Directors, every shareholder of record entitled to vote at the meeting of shareholders shall have the right to

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vote the number of shares owned by him or her for as many persons as there are Directors to be elected by the holders of such shares. Cumulative voting shall not be permitted in the election of Directors.

2.10 Inspectors of Election.

2.10.1 Appointment. In advance of any meeting of shareholders, the Board shall appoint one or more persons to act as inspectors of election at such meeting. The Board may designate one or more persons to serve as alternate inspectors to serve in place of any inspector who is unable or fails to act. If no inspector or alternate is able to act at a meeting of shareholders, the chairman of such meeting shall appoint one or more persons to act as inspectors of election at such meeting.

2.10.2 Duties. The inspectors shall: (a) ascertain the number of shares of the Corporation outstanding and the voting power of each such share; (b) determine the shares represented at the meeting and the validity of proxies and ballots; (c) count all votes and ballots; (d) determine and retain for a reasonable period of time a record of the disposition of any challenges made to any determination by them; and (e) certify their determination of the number of shares represented at the meeting and their count of the votes and ballots.

2.10.3 Determination of Proxy Validity. The validity of any proxy or ballot executed for a meeting of shareholders shall be determined by the inspectors of election in accordance with the applicable provisions of the Washington Business Corporation Act then in effect.

2.11 Notice of Shareholder Business and Nominations.

2.11.1 Annual Meetings of Shareholders.

          (1) Nominations of persons for election to the Board and a proposal of business to be considered by the shareholders may be made at an annual meeting of shareholders on: (a) pursuant to the Corporation’s notice of meeting (or any supplement thereto), (b) by or at the direction of the Board, or (c) by a shareholder of the Corporation who was a shareholder of record of the Corporation at the time the notice provided for in this Section 2.11 is delivered to the Secretary of the Corporation, who is entitled to vote at the meeting and who complies with the notice procedures set forth in this Section 2.11.

          (2) For nominations or other business to be properly brought before an annual meeting by a shareholder pursuant to clause (c) of paragraph (1) of this Section 2.11.1, the shareholder must have given timely notice thereof in writing to the Secretary of the Corporation and any such proposed business other than the nomination of persons for election to the Board must constitute a proper matter for shareholder action. To be timely, a shareholder’s notice shall be delivered to the Secretary at the principal office of the Corporation not less than 100 days and not more than 150 days prior to the first anniversary of the date of the Corporation’s proxy statement released to shareholders in connection with the previous year’s annual meeting (provided, however,

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that in the event the date of the Corporation’s annual meeting is more than 30 days before or after the date of the previous year’s annual meeting, notice by the shareholder must be so delivered not more than 150 days prior to such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made by the Corporation). In no event shall the public announcement of an adjournment or postponement of an annual meeting commence a new time period (or extend any time period) for giving of a shareholder’s notice as described above. Such shareholder’s notice shall set forth: (a) as to each person whom the shareholder proposes to nominate for election as a Director all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directors in an election contest, or is otherwise required, in each case pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 14a-12 thereunder (and such person’s written consent to being named in the proxy statement as a nominee and to serving as a Director if elected); (b) as to any other business that the shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the text of the proposal or business (including the text of any resolutions proposed for consideration and in the event that such business includes a proposal to amend the Bylaws of the Corporation, the language of the proposed amendment), the reasons for conducting such business at the meeting and any material interest in such business of such shareholder and the beneficial owner, if any, on whose behalf the proposal is made; and (c) as to the shareholder giving the notice and the beneficial owner, if any, on whose behalf the nomination or proposal is made: (i) the name and address of such shareholder, as they appear on the Corporation’s books, and of such beneficial owner, (ii) the class and number of shares of capital stock of the Corporation which are owned beneficially and of record by such shareholder and such beneficial owner; (iii) a representation that the shareholder is a holder of record of stock of the Corporation entitled to vote at such meeting and/or by proxy at the meeting to propose such business or nomination, and (iv) a representation whether the shareholder or the beneficial owner, if any, intends or is part of a group which intends (a) to deliver a proxy statement and/or form of proxy to holders of at least the percentage of the Corporation’s outstanding capital stock required to approve or adopt the proposal or elect the nominee, and/or (b) otherwise to solicit proxies from shareholders in support of such proposal or nomination. The Corporation may require any proposed nominee to furnish such other information as it may reasonably require to determine the eligibility of such proposed nominee to serve as a Director of the Corporation.

        2.11.2 Special Meetings of Shareholders. Only such business shall be conducted at a special meeting of shareholders as shall have been brought before the meeting pursuant to the Corporation’s notice of meeting. Nominations of persons for election to the Board may be made at a special meeting of shareholders at which Directors are to be elected pursuant to the Corporation’s notice of meeting: (1) by or at the direction of the Board, or (2) provided that the Board has determined that Directors shall be elected at such meeting, by any shareholder of the Corporation who is a shareholder of record at the time the notice provided for in this Section 2.11 is delivered to the Secretary of the Corporation, who is entitled to vote at the meeting and upon such election and who complies with the notice procedures set forth in this Section 2.11. In the event the Corporation calls a special meeting of shareholders for the purpose of electing one

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or more Directors to the Board, any such shareholder entitled to vote in such election of Directors may nominate a person or persons (as the case may be) for election to such position(s) as specified in the Corporation’s notice of meeting, if the shareholder’s notice required by paragraph (2) of Section 2.11.1 shall be delivered to the Secretary at the principal office of the Corporation not more than 150 days prior to such special meeting and not less than the later of 100 days prior to such special meeting or the tenth day following the day on which public announcement is first made of the date of the special meeting and of the nominees proposed by the Board to be elected at such meeting. In no event shall the public announcement of an adjournment or postponement of a special meeting commence a new time period (or extend any time period) for the giving of a shareholder’s notice as described above.

2.11.3 General.

                    (1) Only such persons who are nominated in accordance with the procedures set forth in this Section 2.11 shall be eligible to be elected at an annual or special meeting of Shareholders of the Corporation to serve as Directors and only such business shall be conducted at a meeting of shareholders as shall have been brought before the meeting in accordance with the procedures set forth in this Section 2.11. Except as otherwise provided by law, the chairman of the meeting shall have the power and duty: (a) to determine whether a nomination or any business proposed to be brought before the meeting was made or proposed, as the case may be, in accordance with the procedures set forth in this Section 2.11 (including whether the shareholder or beneficial owner, if any, on whose behalf the nomination or proposal is made solicited (or is part of a group which solicited) or did not so solicit, as the case may be, proxies in support of such shareholder’s nominee or proposal in compliance with such shareholder’s representation as required by clause (2)(c)(iv) of Section 2.11.1), and (b) if any proposed nomination or business was not so made or proposed in compliance with this Section 2.11 to declare that such nomination shall be disregarded or that such proposed business shall not be transacted.

                    (2) For purposes of this Section 2.11, “public announcement” shall mean disclosure in a press release reported by the Dow Jones News Service, Associated Press or comparable national news service or in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to Section 13, 14 or 15(d) of the Exchange Act.

                    (3) Notwithstanding the foregoing provisions of this Section 2.11, a shareholder shall also comply with all applicable requirements of the Exchange Act and the rules and regulations thereunder with respect to the matters set forth in this Section 2.11. Nothing in this Section 2.11 shall be deemed to affect any rights of shareholders to request inclusion of proposals in the Corporation’s proxy statement pursuant to Rule 14a-8 under the Exchange Act.

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ARTICLE 3

Board of Directors

3.1 General Powers. The business and affairs of the Corporation shall be managed by the Board of Directors.

3.2 Number, Tenure and Qualifications:

      3.2.1 The Board shall consist of a minimum of 5 and a maximum of 25 Directors, a majority of whom shall not be officers or employees of the Corporation or any of its subsidiaries. The number of Directors may at any time be increased or decreased by the Board at any regular or special meeting of the Board, provided that no decrease shall have the effect of shortening the term of any incumbent Director except as provided in Section 3.2.3 or 3.13.

      3.2.2 All Directors shall be elected annually. Unless removed in accordance with Section 3.13, each Director shall hold office until his or her successor shall have been elected and qualified, or until the death or resignation of such Director in accordance with Section 3.9.

      3.2.3 No Director shall be eligible for election as a Director who is 72 years of age or older, and shall resign his or her position as a Direct on or before the annual meeting following his or her 72^nd birthday.

3.3 Regular Meetings. A regular Board meeting shall be held without notice immediately after and at the same place as the annual meeting of shareholders. By resolution, the Board may provide the time and place, either within or without the state of Washington, for holding additional regular meetings, without other notice than such resolution.

3.4 Special Meetings. Special meetings of the Board may be called by or at the request of the Chairman, Chief Executive Officer, President or one-half (1/2) of the members of the Board. The person or persons authorized to call special meetings may fix any place, either within or without the state of Washington, as the place for holding any special Board meeting called by them; provided, if a special meeting is called with less than five (5) days notice, such special meeting shall be held at the Corporation’s principal office, unless waived by two-thirds (2/3) of the Directors.

3.5 Telephone Attendance. Members of the Board may participate in any meeting by means of conference telephone or similar communications equipment by which all persons participating in the meeting can hear each other. Such participation shall constitute attendance in person for purposes of compensation pursuant to Section 3.15.

3.6 Notice of Special Meeting. Written notice of any special meeting shall be given to each Director at least 2 days prior thereto, when delivered personally or by facsimile or e-mail, or at least 4 days prior thereto, when delivered by mail at the address at which the Director is more likely to be reached. Any Director may waive notice of any meeting by a writing filed with the Secretary. The attendance of a Director at a meeting shall constitute a waiver of notice of

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such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any meeting of the Board need be specified in the notice or waiver of notice of such meeting.

3.7 Quorum. A majority of the number of Directors fixed by or in the manner provided in these Bylaws shall constitute a quorum for the transaction of any business at any meeting of the Directors. If less than such majority shall attend a meeting, a majority of the Directors present may adjourn the meeting from time to time without further notice, and a quorum present at such adjourned meeting may transact business.

3.8 Manner of Acting. The act of the majority of the Directors present at a meeting or adjourned meeting at which a quorum is present shall be the act of the Board, except with regard to the following decisions which shall require the act of two-thirds of the Directors present:

(a) Approval of any plan of merger, consolidation or exchange involving the Corporation; or

(b) The sale of substantially all of the assets of the Corporation.

3.9 Resignation. A Director may resign at any time by delivering an executed notice of such resignation to the Board, the Chairman, the Chief Executive Officer, the President or the Secretary of the Corporation. A resignation is effective when the notice is delivered, unless the notice specifies a later effective date.

3.10 Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board may be taken without a meeting if the action is taken by all members of the Board. The action must be evidenced by one or more consents describing the action taken, executed by each Director either before or after the action taken and delivered to the Corporation for inclusion in the minutes or filing with the corporate records, each of which consents shall be set forth either (a) in an executed record or (b) if the Corporation has designated an address, location or system to which the consents may be electronically transmitted and the consent is electronically transmitted to the designated address, location or system, in an executed electronically transmitted record. Any action taken under this section is effective when the last Director executes the consent, unless the consent specifies a later effective date. A consent under this section has the effect of a meeting vote and may be described as such in any record.

3.11 Presumption of Assent. A Director who is present at a meeting of the Board when action is taken is deemed to have assented to the action taken unless: (a) the Director objects at the beginning of the meeting, or promptly upon the Directors’ arrival, to holding it or transacting business at the meeting; (b) the Director’s dissent or abstention from the action taken is entered in the minutes of the meeting; or (c) the Director delivers notice of the Director’s dissent or abstention to the presiding officer of the meeting before its adjournment or to the Corporation within a reasonable time after adjournment of the meeting. The right of dissent or abstention is not available to a Director who votes in favor of the action taken.

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3.12 Performance of Duties. A Director shall perform his or her duties as a director, including the duties as a member of any committee of the Board upon which he or she may serve, in good faith, in a manner the Director reasonably believes to be in the best interest of the Corporation, and with such care as an ordinarily prudent person in a like position would use under similar circumstances. In performing such duties, a Director is entitled to rely on information, opinions, reports or statements, including financial statements and other financial data, in each case prepared or presented by: (i) one or more officers or employees of the Corporation whom the Director reasonably believes to be reliable and competent in the matters presented; (ii) legal counsel, public accountants or other persons as to matters which the Director reasonably believes to be within such person’s professional or expert competence; or (iii) a committee of the Board upon which the Director does not serve, duly designated in accordance with a provision of these Bylaws, as to matters within its designated authority, which committee the Director reasonably believes to merit confidence. However, a Director shall not be considered to be acting in good faith if the Director has knowledge concerning the matter in question that would cause such reliance to be unwarranted.

3.13 Removal of a Director. The shareholders may remove one or more Directors, with cause, only at a special meeting of shareholders called expressly for that purpose in accordance with Section 2.11. The notice of the meeting must state that the purpose of the meeting is to remove one or more Directors. At such meeting a Director may be removed only if the number of votes cast to remove the Director exceeds the number of votes cast not to remove the Director.

3.14 Vacancies. Any vacancy occurring in the Board, including any vacancy to be filled by reason of an increase in the number of Directors, may be filled by the affirmative vote of a majority of the remaining Directors though less than a quorum of the Board. The term of a Director elected to fill a vacancy expires at the next shareholders’ meeting at which Directors are elected.

3.15 Compensation. Directors shall receive such compensation for their services and reimbursements for their expenses as shall be determined from time to time by resolution of the Board. No such payments shall preclude any Director from serving the Corporation or any of its subsidiaries in any other capacity and receiving compensation therefor.

ARTICLE 4

Committees

4.1 Appointment. A majority of the Board in office when the action is taken may create one or more committees of Directors. The designation of any committee pursuant to this Article, and the delegation of authority thereto, shall not operate alone to relieve the Board or any Director of any responsibility imposed by law or regulation.

4.2 Authority. To the extent specified by the Board, each committee shall be permitted to act on behalf of the Board, except a committee may not:

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(a) Authorize or approve a distribution except according to a general formula or method prescribed by the Board;

(b) Approve or propose to shareholders action that requires approval by shareholders;

(c) Fill vacancies on the Board or on any of its committees;

(d) Amend the Articles of Incorporation;

(e) Adopt, amend or repeal these Bylaws;

(f) Approve a plan of merger not requiring shareholder approval; or

(g) Authorize or approve the issuance or sale or contract for sale of shares, or determine the designation and relative rights, preferences and limitations of a class or series of shares, except that the Board may authorize a committee to do so within limits specifically prescribed by the Board.

4.3 Number of Members. Each committee must have three or more members who serve at the pleasure of the Board.

4.4 Meetings. Regular committee meetings may be held without notice at such times and places as the committee may fix from time to time by resolution. Special meetings of a committee may be called by a majority of committee members upon not less than one day’s notice when delivered personally or by facsimile or e-mail, or at least 4 days prior thereto, when delivered by mail at the address at which the Director is most likely to be reached, stating the place, date and hour of the meeting. Any member of a committee may waive notice of any meeting, and no notice of any meeting need be given to any member thereof who attends in person. The notice of a meeting of a committee need not state the business proposed to be transacted at the meeting.

4.5 Quorum. A majority of the members of a committee shall constitute a quorum for the transaction of any business at a meeting thereof, and action of a committee must be authorized by the affirmative vote of a majority of the members present at a meeting at which a quorum is present.

4.6 Action Without a Meeting. Any action required or permitted to be taken by a committee at a meeting may be taken without a meeting if the action is evidenced by one or more consents describing the actions taken using the method outlined in Section 3.10. Any action taken under this section is effective when the last Director executes the consent, unless the consent specifies a later effective date. A consent under this section has the effect of a meeting vote and may be described as such in any record.

4.7 Vacancies. Any vacancy on a committee may be filled by a resolution adopted by a majority of the full Board.

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4.8 Removal and Resignation. Any member of a committee may be removed at any time, with or without cause, by resolution adopted by a majority of the full Board. Any member of a committee may resign from a committee at any time by giving written notice to the Chief Executive Officer or the Secretary of the Corporation. Unless the later date is specified therein, such resignation shall take effect upon receipt. The acceptance of such resignation shall not be necessary to make it effective.

ARTICLE 5

Officers

5.1 Elected Officers. The elected officers of the Corporation shall be the Chairman and President (the “Elected Officers”). The Board shall designate either the Chairman or the President as the Chief Executive Officer of the Corporation. The Chief Executive Officer may appoint a Chief Operating Officer and one or more executive vice presidents and senior vice presidents (the “Executive Officers”), whose appointments must be approved by the Board. The Chief Executive Officer may assign to such Executive Officers additional titles descriptive of the functions assigned to such officers. The Chief Executive Officer shall appoint a Secretary and such other officers (“Appointed Officers”) as deemed necessary or advisable. Such other officers may include, without limitation, titles of regional president, vice president, regional vice president, or assistant vice president, and may also include additional titles descriptive of the functions assigned to such Appointed Officers.

5.2 Term of Office. So far as practicable, all Elected Officers shall be elected at the annual meeting of the Board, and the appointment of all Executive Officers shall be approved at the annual meeting of the Board, with all Elected and Executive Officers to hold office until the annual meeting of the Board in the subsequent year, unless earlier terminated. Any Elected or Executive Officer may be removed at any time, either for or without cause, by affirmative vote of a majority of the Board. Any Appointed Officer may be removed at any time, either with or without cause, by the Chief Executive Officer or the Board.

5.3 Salaries. The salaries and bonuses paid to the Elected Officers and the Executive Officers shall be set by a majority of the independent directors of the Board or a compensation committee comprised solely of independent directors of the Board and ratified by the Board as a whole. The Chief Executive Officer may recommend salaries and bonuses for the Executive Officers. Unless applicable laws or rules require otherwise, all other salaries and bonuses may be authorized and approved by the Chief Executive Officer or another officer to whom the Chief Executive Officer has delegated the authority.

5.4 Duties. The Chairman shall preside, when present, at all meetings of the shareholders and the Board, and, in his or her absence, the Chief Executive Officer shall preside. The President shall preside if the Chairman and Chief Executive Officer are absent. The Secretary shall be responsible for preparing minutes of the meetings of Directors and shareholders and for authenticating records of the Corporation. The Elected Officers shall have such other authority and perform such other duties as the Board of Directors may from time to time authorize or determine. In the absence of action by the Board of Directors, the Elected

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Officers shall have such powers and duties as generally pertain to their respective offices. The Executive Officers shall have the authority and perform such duties as prescribed by the Chief Executive Officer. The Appointed Officers shall have the authority and perform such duties as prescribed by the Chief Executive Officer or any Executive Officer authorized by the Chief Executive Officer to prescribe the duties of such Appointed Officers.

ARTICLE 6

Shares

6.1 Certificates for Shares. The shares of the Corporation shall be represented by certificates signed by the Chairman, Chief Executive Officer or President and by the Secretary of the Corporation, and may be sealed with the seal of the Corporation or a facsimile thereof. Any or all of the signatures upon a certificate may be facsimiles if the certificate is countersigned by a transfer agent or registered by a registrar. If any officer who has signed or whose facsimile signature has been placed upon a certificate no longer holds office when the certificate is issued, the certificate shall nevertheless be valid.

6.2 Transfer of Shares. The transfer of shares of the Corporation shall be made only on the stock transfer books of the Corporation pursuant to authorization or document of transfer made by the holder of record thereof or by his or her legal representative, who shall furnish proper evidence of authority to transfer, or by his or her attorney-in-fact authorized by power of attorney. All certificates surrendered to the Corporation for transfer shall be canceled and no new certificate shall be issued until the former certificates for a like number of shares shall have been surrendered and canceled, except as provided in Section 6.3.

6.3 Lost or Destroyed Certificates. A replacement certificate may be issued in place of a lost, mutilated or destroyed certificate, upon proof that the certificate was lost, mutilated or destroyed, if the holder of the certificate gives a satisfactory bond of indemnity to the Corporation.

ARTICLE 7

Advisory Boards

The Board shall have the authority to appoint from time to time an advisory board(s) to provide information and consultation to the Corporation, the Board and the Elected and Executive Officers. Members of such advisory board(s) shall have no right to act for or make decisions on behalf of the Corporation by reason of serving on such advisory board(s). The Board shall have the authority to determine from time to time the amount of compensation to be paid to members of its advisory board(s).

ARTICLE 8

Corporate Seal

The Corporation may, but is not required to, have a corporate seal. If the Corporation adopts a corporate seal, failure to apply the seal to any document or instrument shall not affect the validity of the document or instrument.

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ARTICLE 9

Indemnification

9.1 Indemnification. To the full extent permitted by the Washington Business Corporation Act, the Corporation shall indemnify any person who was or is a party or is threatened to be made a party to any civil, criminal, administrative or investigative action, suit or proceeding (whether brought by or in the right of the Corporation or otherwise) by reason of the fact that he or she is or was a director or officer of the Corporation or is or was serving at the request of the Corporation as a director or officer of another corporation, against expenses (including attorney’s fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding; and the Board may, at any time, approve indemnification of any other person which the Corporation has the power to indemnify under the Washington Business Corporation Act. The indemnification provided by this section shall not be deemed exclusive of any other rights to which a person may be entitled as a matter of law or by contract.

9.2 Undertaking. The Corporation may require, in accordance with Section 23B.08.530 of the Washington Business Corporation Act as may be amended from time to time, an indemnified person to furnish the Corporation an undertaking and/or guaranty in a form approved by the Board, prior to advancing expenses to such indemnified person.

9.3 Insurance. The Corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a Director, officer, employee or agent of the Corporation or an agent of an employee benefit plan of the Corporation, covering liabilities asserted against such person arising out of such person’s activities taken on behalf of the Corporation or otherwise, whether or not the Corporation is required to indemnify such person under these Bylaws, or applicable law.

9.4 Procedures. The Board may establish reasonable procedures from time to time for the submission of claims for indemnification pursuant to this Article, determination of the entitlement of any person thereto, and review of any such determination.

ARTICLE 10

Fiscal Year

The fiscal year of the Corporation shall be the calendar year.

ARTICLE 11

Amendments

11.1 Adoption, Amendment or Repeal of Bylaws by Shareholders. These Bylaws may, from time to time and at any time, be amended or repealed, and new or additional bylaws adopted, by approval of a majority vote of the shareholders at a meeting duly called; provided, however, that such bylaws may not contain any provision in conflict the law or with the Articles of Incorporation.

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11.2 Adoption, Amendment or Repeal of Bylaws by Directors. Subject to the right of the shareholders to adopt, amend or repeal bylaws and to any restrictions imposed by the Articles of Incorporation, these Bylaws may, from time to time and at any time, be amended or repealed, and new or additional bylaws adopted, by approval of the Board; provided, however, that such bylaws may not contain any provision in conflict with law or with the Articles of Incorporation.

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EX-31.1

Exhibit 31.1

AMERICANWEST BANCORPORATION

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Wesley E. Colley, certify that:

1. I have reviewed this quarterly report on Form 10-Q of AmericanWest Bancorporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Dated: August 5, 2004

By	/s/ Wesley E. Colley
	Wesley E. Colley
	President and
	Chief Executive Officer

EX-31.2

Exhibit 31.2

AMERICANWEST BANCORPORATION

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, C. Tim Cassels, certify that:

1. I have reviewed this quarterly report on Form 10-Q of AmericanWest Bancorporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Dated: August 5, 2004

By	/s/ C. Tim Cassels
	C. Tim Cassels
	Executive Vice President and
	Chief Financial Officer

EX-32.1

Exhibit 32.1

AMERICANWEST BANCORPORATION

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, Wesley E. Colley, state and attest that:

(1) I am the Chief Executive Officer of AmericanWest Bancorporation (the “Registrant”).

(2) I hereby certify, pursuant to 18 U.S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that

• the Quarterly Report on Form 10-Q of the Registrant for the period ended June 30, 2004 (the “periodic report”) containing financial statements fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78 o(d)); and

• the information contained in the periodic report fairly presents, in all material respects, the financial condition and results of operations of the Registrant for the periods presented.

Name:	/s/ Wesley E. Colley
Title	President and Chief Executive Officer
Date:	August 5, 2004

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

AMERICANWEST BANCORPORATION

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, C. Tim Cassels, state and attest that:

(1) I am the Chief Financial Officer of AmericanWest Bancorporation (the “Registrant”).

(2) I hereby certify, pursuant to 18 U.S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that

• the Quarterly Report on Form 10-Q of the Registrant for the period ended June 30, 2004 (the “periodic report”) containing financial statements fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78 o(d)); and

• the information contained in the periodic report fairly presents, in all material respects, the financial condition and results of operations of the Registrant for the periods presented.

Name:	/s/ C. Tim Cassels
Title	Executive Vice President and Chief Financial Officer
Date:	August 5, 2004

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.