10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

ý	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
	THE SECURITIES EXCHANGE ACT OF 1934
For fiscal year ended December 31, 2005
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
	SECURITIES EXCHANGE ACT OF 1934

For transition period from                 to                

Commission File Number 0 – 17609

WEST SUBURBAN BANCORP, INC.

(Exact name of Registrant as specified in its charter)

Illinois	36-3452469
(State or other jurisdiction	(I.R.S. Employer Identification Number)
of incorporation or organization)
711 South Meyers Road, Lombard, Illinois	60148
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (630) 629-4200

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of Each Exchange on which Registered
None	None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, no par value

(Title of Class)

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes o No ý

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o No ý

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 ý No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K ý

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o       Accelerated filer ý        Non-accelerated filer o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes o  No ý

The aggregate fair value of voting common stock of Registrant held by non-affiliates as of February 21, 2005 was $189,261,241(1). At December 31, 2005, the total number of shares of Common Stock outstanding was 432,495.

Documents Incorporated by Reference:

Portions of the Annual Report to Shareholders for the fiscal year ended December 31, 2005 are incorporated by reference into Parts I, II and IV hereof, to the extent indicated herein. Portions of the Proxy Statement for the Annual Meeting of Shareholders to be held May 10, 2006 are incorporated by reference in Part III hereof, to the extent indicated herein.

(1)Based on the last independently appraised fair value of the Registrant’s common stock on February 21, 2006, and reports of beneficial ownership filed by directors and executive officers of Registrant and by beneficial owners of more than 5% of the outstanding shares of common stock of Registrant; however, such determination of shares owned by affiliates does not constitute an admission of affiliate status or beneficial interest in shares of common stock of Registrant.

Special Note Concerning Forward-Looking Statements

This document (including information incorporated by reference) contains, and future oral and written statements of West Suburban Bancorp, Inc. (“West Suburban”) and West Suburban Bank (the “Bank” and collectively with West Suburban and its other direct and indirect subsidiaries, the “Company”) and its management, forward-looking statements within the meaning of such term in the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.

The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to, the following:

•The strength of the United States economy in general and the strength of the local economies in which the Company conducts its operations which may be less favorable than expected and may result in, among other things, a deterioration in the credit quality and value of the Company’s assets.

•The effects of, and changes in, federal, state and local laws, regulations and policies affecting banking, securities, taxation, insurance and monetary and financial matters, as well as any laws and regulations otherwise affecting the Company, including laws and regulations intended to enhance national security.

•The effects of changes in interest rates (including the effects of changes in the rate of prepayments of the Company’s assets) and the policies of the Board of Governors of the Federal Reserve System.

•The ability of the Company to compete with other financial institutions as effectively as the Company currently intends due to increases in competitive pressures in the financial services sector.

•The inability of the Company to obtain new customers and to retain existing customers.

•The timely development and acceptance of products and services, including products and services offered through alternative delivery channels such as the Internet.

•Technological changes implemented by the Company and by other parties, including third party vendors, which may be more difficult or more expensive than anticipated or which may have unforeseen consequences to the Company and its customers including technological changes implemented for, or related to, the Company’s website or new products such as prepaid solutions cards, payroll cards and other similar products and services.

•The ability of the Company, and certain of its vendors, to develop and maintain secure and reliable electronic systems including systems developed for the Company’s website or new products such as prepaid solutions cards, payroll cards and other similar products and services.

•The ability of the Company to retain key executives and employees and the difficulty that the Company may experience in replacing key executives and employees in an effective manner.

•Consumer spending and saving habits which may change in a manner that affects the Company’s business adversely.

•The economic impact of terrorist activities and military actions.

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•Business combinations and the integration of acquired businesses which may be more difficult or expensive than expected.

•The costs, effects and outcomes of existing or future litigation.

•Changes in accounting policies and practices, as may be adopted by state and federal regulatory agencies and the Financial Accounting Standards Board.

•The ability of the Company to manage the risks associated with the foregoing as well as anticipated.

These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including other factors that could materially affect the Company’s financial results, is included in the Company’s filings with the Securities and Exchange Commission.

PART I

ITEM 1.  BUSINESS

REGISTRANT AND ITS SUBSIDIARY

West Suburban Bancorp, Inc., an Illinois corporation (“West Suburban”), is a bank holding company registered under the Bank Holding Company Act of 1956, as amended (the “BHCA”), and the parent company of West Suburban Bank, Lombard, Illinois. West Suburban Bank may be referred to as the “Bank” and, collectively, with West Suburban, may be referred to as the “Company.”

The Bank is headquartered in Lombard, Illinois, and, as of December 31, 2005, maintained 33 full-service branches, four limited-service branches and six departments providing insurance, financial and other services for the convenience of the customers of the Bank throughout the western suburbs of Chicago. Due to the nature of the market areas served by the Bank, the Bank provides a wide range of financial services to individuals and small to medium sized businesses. The western suburbs of Chicago have a diversified economy with many corporate headquarters and numerous small to medium sized industrial and non-industrial businesses.

The Bank engages in a general full service retail banking business and offers a broad variety of consumer and commercial products and services. The Bank also offers insurance services through West Suburban Insurance Services, Inc., travel agency services through Travel With West Suburban, land trust services, stored value card products through the Prepaid Solutions Group and safe deposit boxes. The Bank provides extended banking hours including Sunday hours and 24-hour banking through a proprietary network of 58 automated teller machines (“ATMs”), Tele-Bank 24 (a bank-by-phone system) and online banking at www.westsuburbanbank.com. Other consumer related services are also available, including investment products and a Visa card through West Suburban Bank Card Services.

The following table sets forth financial and other information concerning the Bank as of and for the year ended December 31, 2005 (dollars in thousands):

Year Formed/Year Affiliated with	Number of	Total		Shareholders’		Net
								Return on Average
West Suburban	Locations	Assets		Equity		Income		Assets		Equity
West Suburban Bank
(1962/1988)	37	$	1,818,853	$	126,424	$	25,145	1.42	%	19.13	%

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COMPETITION

The Company encounters competition in all areas of its business pursuits. It competes for loans, deposits, fiduciary and other services with financial and other institutions located both within and outside of its market area. In order to compete effectively, to develop its market base, to maintain flexibility and to move in pace with changing economic, technological and social conditions, the Company continuously refines and develops its products and services. The principal methods of competition in the financial services industry are price, service and convenience.

Under the Gramm-Leach-Bliley Act of 1999 (the “GLBA”), effective March 11, 2000, securities firms and insurance companies that elect to become financial holding companies may acquire banks and other financial institutions. The GLBA has significantly changed the competitive environment in which the Company and the Bank conduct business. The financial services industry continues to become more competitive as technological advances enable more companies to provide financial services. These technological advances may diminish the importance of depository institutions and other financial intermediaries.

EMPLOYEES

The Company employed 616 persons (495 full-time equivalent employees) on December 31, 2005. The Company believes that its relationship with its employees is good.

SUPERVISION AND REGULATION

Financial institutions, their holding companies and their affiliates are extensively regulated under federal and state law. As a result, the growth and earnings performance of the Company may be affected not only by management decisions and general economic conditions, but also by the requirements of federal and state statutes and by the regulations and policies of various bank regulatory authorities, including the Illinois Department of Financial and Professional Regulation (the “DFPR”), the Board of Governors of the Federal Reserve System (the “Federal Reserve”) and the Federal Deposit Insurance Corporation (the “FDIC”). Furthermore, taxation laws administered by the Internal Revenue Service and state taxing authorities and securities laws administered by the Securities and Exchange Commission (the “SEC”) and state securities authorities have an impact on the business of the Company. The effect of these statutes, regulations and regulatory policies may be significant, and cannot be predicted with a high degree of certainty.

Federal and state laws and regulations generally applicable to financial institutions regulate, among other things, the scope of business, the kinds and amounts of investments, reserve requirements, capital levels relative to operations, the nature and amount of collateral for loans, the establishment of branches, mergers and consolidations and the payment of dividends. This system of supervision and regulation establishes a comprehensive framework for the respective operations of the Company and its subsidiaries and is intended primarily for the protection of the FDIC-insured deposits and depositors of the Bank, rather than shareholders.

The following is a summary of the material elements of the regulatory framework that applies to the Company and its subsidiaries. It does not describe all of the statutes, regulations and regulatory policies that apply, nor does it restate all of the requirements of those that are described. As such, the following is qualified in its entirety by reference to applicable law. Any change in statutes, regulations or regulatory policies may have a material effect on the business of the Company and its subsidiaries.

The Company

General.The Company, as the sole shareholder of the Bank, is a bank holding company. As a bank holding company, the Company is registered with, and is subject to regulation by, the Federal Reserve under the Bank Holding Company Act of 1956, as amended (the “BHCA”). In accordance with Federal Reserve policy, the Company is expected to act as a source of financial strength to the Bank and to commit resources to support the Bank in circumstances where the Company might not otherwise do so. Under the BHCA, the Company is subject to periodic examination by the Federal Reserve. The Company is also required to file with the Federal Reserve periodic reports of the Company’s operations and such additional information regarding the Company and its subsidiaries as the Federal Reserve may require.

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Acquisitions, Activities and Change in Control.In general, a bank holding company is in the business of controlling and managing banks. The BHCA requires the prior approval of the Federal Reserve for any merger involving a bank holding company or any acquisition by a bank holding company of another bank or bank holding company. Subject to certain conditions (including certain deposit concentration limits established by the BHCA), the Federal Reserve may allow a bank holding company to acquire banks located in any state of the United States. In approving interstate acquisitions, the Federal Reserve is required to give effect to applicable state law limitations on the aggregate amount of deposits that may be held by the acquiring bank holding company and its insured depository institution affiliates in the state in which the target bank is located (provided that those limits do not discriminate against out-of-state depository institutions or their holding companies) and state laws that require that the target bank have been in existence for a minimum period of time (not to exceed five years) before being acquired by an out-of-state bank holding company.

The BHCA generally prohibits the Company from acquiring direct or indirect ownership or control of more than 5% of the voting shares of any company that is not a bank and from engaging in any business other than that of banking, managing and controlling banks or furnishing services to banks and their subsidiaries. This general prohibition is subject to a number of exceptions. The principal exception allows bank holding companies to engage in, and to own shares of companies engaged in, certain businesses found by the Federal Reserve to be “so closely related to banking... as to be a proper incident thereto.” This authority would permit the Company to engage in a variety of banking-related businesses, including the ownership and operation of a thrift or any entity engaged in consumer finance, equipment leasing, the operation of a computer service bureau (including software development), and mortgage banking and brokerage. The BHCA generally does not place territorial restrictions on the domestic activities of non-bank subsidiaries of bank holding companies.

Additionally, bank holding companies that meet certain eligibility requirements prescribed by the BHCA and elect to operate as financial holding companies may engage in, or own shares in companies engaged in, a wider range of nonbanking activities, including securities and insurance underwriting and sales, merchant banking and any other activity that the Federal Reserve, in consultation with the Secretary of the Treasury, determines by regulation or order is financial in nature, incidental to any such financial activity or complementary to any such financial activity and does not pose a substantial risk to the safety or soundness of depository institutions or the financial system generally. As of the date of this filing, the Company has not applied for approval to operate as a financial holding company.

Federal law also prohibits any person or company from acquiring “control” of an FDIC-insured depository institution or its holding company without prior notice to the appropriate federal bank regulator. “Control” is conclusively presumed to exist upon the acquisition of 25% or more of the outstanding voting securities of a bank or bank holding company, but may arise under certain circumstances at 10% ownership.

Capital Requirements. Bank holding companies are required to maintain minimum levels of capital in accordance with Federal Reserve capital adequacy guidelines. If capital levels fall below the minimum required levels, a bank holding company, among other things, may be denied approval to acquire or establish additional banks or non-bank businesses.

The Federal Reserve’s capital guidelines establish the following minimum regulatory capital requirements for bank holding companies: (i) a risk-based requirement expressed as a percentage of total assets weighted according to risk; and (ii) a leverage requirement expressed as a percentage of total assets. The risk-based requirement consists of a minimum ratio of total capital to total risk-weighted assets of 8% and a minimum ratio of Tier 1 capital to total risk-weighted assets of 4%. The leverage requirement consists of a minimum ratio of Tier 1 capital to total assets of 3% for the most highly rated companies, with a minimum requirement of 4% for all others. For purposes of these capital standards, Tier 1 capital consists primarily of permanent stockholders’ equity less intangible assets (other than certain loan servicing rights and purchased credit card relationships). Total capital consists primarily of Tier 1 capital plus certain other debt and equity instruments that do not qualify as Tier 1 capital and a portion of the company’s allowance for loan and lease losses.

The risk-based and leverage standards described above are minimum requirements. Higher capital levels may be required if warranted by the particular circumstances or risk profiles of individual banking organizations. For

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example, the Federal Reserve’s capital guidelines contemplate that additional capital may be required to take adequate account of, among other things, interest rate risk, or the risks posed by concentrations of credit, nontraditional activities or securities trading activities. Further, any banking organization experiencing or anticipating significant growth would be expected to maintain capital ratios, including tangible capital positions (i.e., Tier 1 capital less all intangible assets), well above the minimum levels. As of December 31, 2005, the Company had regulatory capital in excess of the Federal Reserve’s minimum requirements.

Dividend Payments.The Company’s ability to pay dividends to its shareholders may be affected by both general corporate law considerations and policies of the Federal Reserve applicable to bank holding companies. As an Illinois corporation, the Company is subject to the Illinois Business Corporation Act, as amended, which prohibits the Company from paying a dividend if, after giving effect to the dividend: (i) the Company would be insolvent; or (ii) the net assets of the Company would be less than zero; or (iii) the net assets of the Company would be less than the maximum amount then payable to shareholders of the Company who would have preferential distribution rights if the Company were liquidated. Additionally, policies of the Federal Reserve caution that a bank holding company should not pay cash dividends that exceed its net income or that can only be funded in ways that weaken the bank holding company’s financial health, such as by borrowing. The Federal Reserve also possesses enforcement powers over bank holding companies and their non-bank subsidiaries to prevent or remedy actions that represent unsafe or unsound practices or violations of applicable statutes and regulations. Among these powers is the ability to proscribe the payment of dividends by banks and bank holding companies.

Federal Securities Regulation. The Company’s common stock is registered with the SEC under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Consequently, the Company is subject to the information, proxy solicitation, insider trading and other restrictions and requirements of the SEC under the Exchange Act.

The Bank

General.The Bank is an Illinois-chartered bank, the deposit accounts of which are insured by the FDIC’s Bank Insurance Fund (“BIF”). As an Illinois-chartered bank, the Bank is subject to the examination, supervision, reporting and enforcement requirements of the DFPR, the chartering authority for Illinois banks, and the FDIC, designated by federal law as the primary federal regulator of state-chartered, FDIC-insured banks that, like the Bank, are not members of the Federal Reserve System (“non-member banks”).

Deposit Insurance. As an FDIC-insured institution, the Bank is required to pay deposit insurance premium assessments to the FDIC. The FDIC has adopted a risk-based assessment system under which all insured depository institutions are placed into one of nine categories and assessed insurance premiums based upon their respective levels of capital and results of supervisory evaluations. Institutions classified as well-capitalized (as defined by the FDIC) and considered healthy pay the lowest premium while institutions that are less than adequately capitalized (as defined by the FDIC) and considered of substantial supervisory concern pay the highest premium. Risk classification of all insured institutions is made by the FDIC for each semi-annual assessment period.

During the year ended December 31, 2005, BIF assessments ranged from 0% of deposits to 0.27% of deposits. For the semi-annual assessment period beginning January 1, 2006, BIF assessment rates will continue to range from 0% of deposits to 0.27% of deposits.

FICO Assessments. Since 1987, a portion of the deposit insurance assessments paid by members of the FDIC’s Savings Association Insurance Fund (“SAIF”) has been used to cover interest payments due on the outstanding obligations of the Financing Corporation (“FICO”). FICO was created in 1987 to finance the recapitalization of the Federal Savings and Loan Insurance Corporation, the SAIF’s predecessor insurance fund. As a result of federal legislation enacted in 1996, beginning as of January 1, 1997, both SAIF members and BIF members became subject to assessments to cover the interest payments on outstanding FICO obligations until the final maturity of such obligations in 2019. These FICO assessments are in addition to amounts assessed by the FDIC for deposit insurance. During the year ended December 31, 2005, the FICO assessment rate for BIF and SAIF members was approximately 0.01% of deposits.

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Supervisory Assessments. All Illinois banks are required to pay supervisory assessments to the DFPR to fund the operations of the DFPR. The amount of the assessment is calculated on the basis of an institution’s total assets, including consolidated subsidiaries, as reported to the DFPR. During the year ended December 31, 2005, the Bank paid supervisory assessments to the DFPR totaling $.16 million.

Capital Requirements. Banks are generally required to maintain capital levels in excess of other businesses. The FDIC has established the following minimum capital standards for state-chartered insured non-member banks, such as the Bank: (i) a leverage requirement consisting of a minimum ratio of Tier 1 capital to total assets of 3% for the most highly-rated banks with a minimum requirement of at least 4% for all others; and (ii) a risk-based capital requirement consisting of a minimum ratio of total capital to total risk-weighted assets of 8% and a minimum ratio of Tier 1 capital to total risk-weighted assets of 4%. In general, the components of Tier 1 capital and total capital are the same as those for bank holding companies discussed above.

The capital requirements described above are minimum requirements. Higher capital levels may be required if warranted by the particular circumstances or risk profiles of individual institutions. For example, regulations of the FDIC provide that additional capital may be required to take adequate account of, among other things, interest rate risk or the risks posed by concentrations of credit, nontraditional activities or securities trading activities.

Further, federal law and regulations provide various incentives for financial institutions to maintain regulatory capital at levels in excess of minimum regulatory requirements. For example, a financial institution that is “well-capitalized” may qualify for exemptions from prior notice or application requirements otherwise applicable to certain types of activities and may qualify for expedited processing of other required notices or applications. Additionally, one of the criteria that determines a bank holding company’s eligibility to operate as a financial holding company is a requirement that all of its financial institution subsidiaries be “well-capitalized.” Under the regulations of the FDIC, in order to be “well-capitalized” a financial institution must maintain a ratio of total capital to total risk-weighted assets of 10% or greater, a ratio of Tier 1 capital to total risk-weighted assets of 6% or greater and a ratio of Tier 1 capital to total assets of 5% or greater.

Federal law also provides the federal banking regulators with broad power to take prompt corrective action to resolve the problems of undercapitalized institutions. The extent of the regulators’ powers depends on whether the institution in question is “adequately capitalized,” “undercapitalized,” “significantly undercapitalized” or “critically undercapitalized,” in each case as defined by regulation. Depending upon the capital category to which an institution is assigned, the regulators’ corrective powers include: (i) requiring the institution to submit a capital restoration plan; (ii) limiting the institution’s asset growth and restricting its activities; (iii) requiring the institution to issue additional capital stock (including additional voting stock) or to be acquired; (iv) restricting transactions between the institution and its affiliates; (v) restricting the interest rate the institution may pay on deposits; (vi) ordering a new election of directors of the institution; (vii) requiring that senior executive officers or directors be dismissed; (viii) prohibiting the institution from accepting deposits from correspondent banks; (ix) requiring the institution to divest certain subsidiaries; (x) prohibiting the payment of principal or interest on subordinated debt; and (xi) ultimately, appointing a receiver for the institution.

As of December 31, 2005: (i) the Bank was not subject to a directive from the FDIC to increase its capital to an amount in excess of the minimum regulatory capital requirements; (ii) the Bank exceeded its minimum regulatory capital requirements under FDIC capital adequacy guidelines; and (iii) the Bank was “well-capitalized,” as defined by FDIC regulations.

Dividend Payments. The primary source of funds for the Company is dividends from the Bank. Under the Illinois Banking Act, Illinois-chartered banks generally may not pay dividends in excess of their net profits.

The payment of dividends by any financial institution or its holding company is affected by the requirement to maintain adequate capital pursuant to applicable capital adequacy guidelines and regulations, and a financial institution generally is prohibited from paying any dividends if, following payment thereof, the institution would be undercapitalized. As described above, the Bank exceeded its minimum capital requirements under applicable guidelines as of December 31, 2005. As of December 31, 2005, approximately $4.6 million was available to be paid as dividends by the Bank. Notwithstanding the availability of funds for dividends, however, the FDIC may prohibit

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the payment of any dividends by the Bank if the FDIC determines such payment would constitute an unsafe or unsound practice.

Insider Transactions. The Bank is subject to certain restrictions imposed by federal law on extensions of credit to the Company, on investments in the stock or other securities of the Company and the acceptance of the stock or other securities of the Company as collateral for loans made by the Bank. Certain limitations and reporting requirements are also placed on extensions of credit by the Bank to its directors and officers, to directors and officers of the Company, to principal shareholders of the Company and to “related interests” of such directors, officers and principal shareholders. In addition, federal law and regulations may affect the terms upon which any person who is a director or officer of the Company or the Bank or a principal shareholder of the Company may obtain credit from banks with which the Bank maintains a correspondent relationship.

Safety and Soundness Standards. The federal banking agencies have adopted guidelines that establish operational and managerial standards to promote the safety and soundness of federally insured depository institutions. The guidelines set forth standards for internal controls, information systems, internal audit systems, loan documentation, credit underwriting, interest rate exposure, asset growth, compensation, fees and benefits, asset quality and earnings. In general, the safety and soundness guidelines prescribe the goals to be achieved in each area, and each institution is responsible for establishing its own procedures to achieve those goals. If an institution fails to comply with any of the standards set forth in the guidelines, the institution’s primary federal regulator may require the institution to submit a plan for achieving and maintaining compliance. If an institution fails to submit an acceptable compliance plan, or fails in any material respect to implement a compliance plan that has been accepted by its primary federal regulator, the regulator is required to issue an order directing the institution to cure the deficiency. Until the deficiency cited in the regulator’s order is cured, the regulator may restrict the institution’s rate of growth, require the institution to increase its capital, restrict the rates the institution pays on deposits or require the institution to take any action the regulator deems appropriate under the circumstances. Noncompliance with the standards established by the safety and soundness guidelines may also constitute grounds for other enforcement action by the federal banking regulators, including cease and desist orders and civil money penalty assessments.

Branching Authority. Illinois banks, such as the Bank, have the authority under Illinois law to establish branches anywhere in the State of Illinois, subject to receipt of all required regulatory approvals. Federal law permits state and national banks to merge with banks in other states subject to: (i) regulatory approval; (ii) federal and state deposit concentration limits; and (iii) state law limitations requiring the merging bank to have been in existence for a minimum period of time (not to exceed five years) prior to the merger. The establishment of new interstate branches or the acquisition of individual branches of a bank in another state (rather than the acquisition of an out-of-state bank in its entirety) is permitted only in those states the laws of which expressly authorize such expansion.

State Bank Investments and Activities. The Bank generally is permitted to make investments and engage in activities directly or through subsidiaries as authorized by Illinois law. However, under federal law and FDIC regulations, FDIC-insured state banks are prohibited, subject to certain exceptions, from making or retaining equity investments of a type, or in an amount, that are not permissible for a national bank. Federal law and FDIC regulations also prohibit FDIC-insured state banks and their subsidiaries, subject to certain exceptions, from engaging as principal in any activity that is not permitted for a national bank unless the bank meets, and continues to meet, its minimum regulatory capital requirements and the FDIC determines the activity would not pose a significant risk to the deposit insurance fund of which the bank is a member. These restrictions have not had, and are not currently expected to have, a material impact on the operations of the Bank.

Federal Reserve System. Federal Reserve regulations, as presently in effect, require depository institutions to maintain non-interest earning reserves against their transaction accounts (primarily NOW and regular checking accounts), as follows: for transaction accounts aggregating $48.3 million or less, the reserve requirement is 3% of total transaction accounts; and for transaction accounts aggregating in excess of $48.3 million, the reserve requirement is $1.215 million plus 10% of the aggregate amount of total transaction accounts in excess of $48.3 million. The first $7.8 million of otherwise reservable balances are exempted from the reserve requirements. These reserve requirements are subject to annual adjustment by the Federal Reserve. The Bank is in compliance with the foregoing requirements.

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Insurance Subsidiary

The Bank is the sole shareholder of West Suburban Insurance Services, Inc. (“WSIS”), an Illinois corporation licensed as a general insurance agency by the Illinois Department of Insurance (the “Department”). WSIS is subject to supervision and regulation by the Department with regard to compliance with the laws and regulations governing insurance agents and by the Commissioner and the FDIC with regard to compliance with banking laws and regulations applicable to subsidiaries of Illinois-chartered, FDIC insured banks.

Available Information

West Suburban’s Internet address is www.westsuburbanbank.com. Beginning from at least November 15, 2002, West Suburban has made available on or through its Internet website its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after the reports were electronically filed with, or furnished to, the Securities and Exchange Commission.

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EXECUTIVE OFFICERS OF WEST SUBURBAN

The names and ages of the executive officers of West Suburban, along with a brief description of the business experience of each person during the past five years, and certain other information is set forth below:

Name (Age) and Position and Offices with West Suburban (year first elected to office)	Principal Occupations and Employment for Past Five Years and Other Information
Kevin J. Acker (56) Chairman and Chief Executive Officer (1993) and Vice President (1986)	Senior Vice President, Marketing of the Bank since 1997
Keith W. Acker (56) Chief Operations Officer (1996)	Director, President and Trust Officer of the Bank since 1986
Duane G. Debs (49) President (1997) and Chief Financial Officer (1993)	Senior Vice President, Trust Officer of the Bank since 1997 and Vice President, Comptroller of the Bank since 1987
Michael P. Brosnahan (56) Vice President (1997)	Senior Vice President, Commercial Lending and Community Reinvestment Act Officer of the Bank since 1989

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STATISTICAL DATA

The statistical data required by Exchange Act Industry Guide 3, “Statistical Disclosure By Bank Holding Companies,” has been incorporated by reference from the Company’s 2005 Annual Report to Shareholders (attached as Exhibit 13 hereto) or is set forth below. This data should be read in conjunction with the Company’s 2005 Consolidated Financial Statements and related notes, and the discussion included in Management’s Discussion and Analysis of Financial Condition and Results of Operations as set forth in the Company’s 2005 Annual Report to Shareholders.

Securities

The following table sets forth by category the amortized cost of securities at December 31 (dollars in thousands):

	2005		2004		2003
Available for sale
Corporate	$	45,417	$	51,198	$	45,831
U.S. government agencies and corporations	277,326		306,669		323,910
Mortgage-backed	145,289		121,969		38,346
States and political subdivisions	10,590		5,824		33,420
Preferred stock	1,003		1,003		17,239
Total securities available for sale	479,625		486,663		458,746
Held to maturity
U.S. government agencies and corporations	37,347		43,405		13,998
Mortgage-backed	13,018		12,430		1,959
States and political subdivisions	14,580		16,101		13,238
Total securities held to maturity	64,945		71,936		29,195
Federal Home Loan Bank stock	5,619		5,352		5,039
Total securities	$	550,189	$	563,951	$	492,980

The following table sets forth, by contractual maturity, the amortized cost and weighted average yield of debt securities available for sale at December 31, 2005. Yields on tax-exempt securities represent tax equivalent yields, net of premium amortization and discount accretion (dollars in thousands):

	Corporate				U.S. Government Agencies and Corporations				Mortgage-backed				States and Political Subdivisions
	Amortized Cost		Weighted Average Yield		Amortized Cost		Weighted Average Yield		Amortized Cost		Weighted Average Yield		Amortized Cost		Weighted Average Yield
Within 1 year	$	1,021	2.45	%	$	52,966	2.65	%	$	—	—	%	$	450	5.70	%
After 1 year but within 5 years	31,931		3.87	%	212,518		3.22	%	9,894		3.94	%	8,983		4.27	%
After 5 years but within 10 years	9,965		4.24	%	11,842		3.22	%	36,359		3.55	%	646		4.52	%
After 10 years	2,500		5.51	%	—		—	%	99,036		3.80	%	511		3.50	%
Total	$	45,417	4.01	%	$	277,326	3.11	%	$	145,289	3.75	%	$	10,590	4.31	%

The weighted average yield on preferred stock and Federal Home Loan Bank stock was 4.43% at December 31, 2005.

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The following table sets forth, by contractual maturity, the amortized cost and weighted average yield of securities held to maturity at December 31, 2005 (dollars in thousands). Yields on tax-exempt securities represent tax equivalent yields, net of premium amortization and discount accretion:

	U.S. Government Agencies and Corporations				Mortgage-backed				States and Political Subdivisions
	Amortized Cost		Weighted Average Yield		Amortized Cost		Weighted Average Yield		Amortized Cost		Weighted Average Yield
Within 1 year	$	19,750	3.38	%	$	—	—	%	$	723	7.16	%
After 1 year but within 5 years	17,597		3.44	%	—		—	%	6,377		7.23	%
After 5 years but within 10 years	—		—	%	—		—	%	3,951		6.03	%
After 10 years	—		—	%	13,018		4.45	%	3,529		6.60	%
Total	$	37,347	3.41	%	$	13,018	4.45	%	$	14,580	6.73	%

No securities holdings of a single issuer, other than U.S. government agencies and corporations, exceed 10% of shareholders’ equity of the Company at December 31, 2005. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Approximately $147.0 million of securities are callable in 2006. Most of these callable securities were issued by U.S. government agencies and corporations.

Loan Portfolio

The following table sets forth the major loan categories at December 31 (dollars in thousands):

	2005			2004			2003			2002			2001
Commercial	$	276,898		$	267,799		$	270,220		$	330,775		$	323,036
Consumer	7,501			7,552			10,040			11,591			10,514
Indirect automobile	24,939			38,651			60,929			90,617			102,183
Real estate
Residential	160,902			146,259			135,776			135,311			152,495
Commercial	225,794			207,978			217,865			212,010			195,800
Home equity	229,514			237,622			205,272			169,020			145,972
Construction	165,484			135,264			171,975			174,001			157,328
Held for sale	140			329			989			4,224			5,840
Credit card	10,545			14,682			14,872			13,732			10,437
Other	711			516			697			1,382			2,033
Total	1,102,428			1,056,652			1,088,635			1,142,663			1,105,638
Allowance for loan losses	(10,681		)	(10,527		)	(14,420		)	(13,847		)	(12,262		)
Loans, net	$	1,091,747		$	1,046,125		$	1,074,215		$	1,128,816		$	1,093,376

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The following table sets forth the maturity and interest rate sensitivity of selected loan categories at December 31, 2005 (dollars in thousands):

	Remaining Maturity
	One year or less		One to five years		Over five years		Total
Real estate-construction	$	165,043	$	441	$	—	$	165,484
Other loans	404,538		315,358		217,048		936,944
Total	$	569,581	$	315,799	$	217,048	$	1,102,428
Variable rate	$	558,066	$	208,603	$	4,744	$	771,413
Fixed rate	11,515		107,196		212,304		331,015
Total	$	569,581	$	315,799	$	217,048	$	1,102,428

Nonperforming Loans

The following table sets forth the aggregate amount of nonperforming loans and selected ratios at December 31 (dollars in thousands):

	2005			2004			2003			2002			2001
Loans past due 90 days or more still on accrual	$	1,665		$	1,036		$	380		$	1,789		$	11,338
Nonaccrual loans	533			3,815			15,008			12,021			3,945
Total nonperforming loans	2,198			4,851			15,388			13,810			15,283
Other real estate	210			3,156			1,266			40			1,410
Total nonperforming assets	$	2,408		$	8,007		$	16,654		$	13,850		$	16,693
Nonperforming loans as a percent of total loans	0.2		%	0.5		%	1.4		%	1.2		%	1.4		%
Nonperforming assets as a percent of total assets	0.1		%	0.5		%	1.0		%	0.9		%	1.1		%

The Company’s general policy is to discontinue accruing interest on a loan when it becomes 90 days past due or, on an earlier date, if management believes, after considering economic and business conditions and collection efforts, that the borrower’s financial condition is such that collection of principal or interest is doubtful. In some circumstances a loan that is more than 90 days past due can remain on accrual status if it is fully secured and in process of collection. When a loan has been placed on nonaccrual, interest earned but not collected is charged back to interest income. When payments are received on nonaccrual loans, the payment is first applied to principal, then to interest income and finally to expenses incurred for collection. Interest income received on nonaccrual loans was immaterial for the years presented above. Potential problem loans are loans included on a watch list presented to the board of directors that do not meet the definition of a nonperforming loan. Our decision to include performing loans on a watch list does not necessarily mean that we expect losses to occur, rather, that we believe a higher degree of risk is associated with these loans. Potential problem loans as of December 31, 2005 were $19.8 million.

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Allowance for Loan Losses

The Company maintains an allowance for loan losses at a level management believes is sufficient to absorb probable incurred credit losses in the loan portfolio. The allowance for loan losses represents the Company’s estimate of probable incurred credit losses in the loan portfolio at each balance sheet date and is based on the review of available and relevant information. The allowance contains allocations for probable incurred credit losses that have been identified relating to specific borrowing relationships as well as probable incurred credit losses for pools of loans. The allowance for loan losses is evaluated monthly by the Company to determine the appropriate level of the allowance. The amount of the allowance for loan losses is determined based on a variety of factors, including assessment of the credit risk of the loans in the loan portfolio, volume of the loans, delinquent loans, evaluation of current economic conditions in the market area, actual charge-offs during the period and historical loss experience. Loan quality is continually monitored by management and reviewed by the loan committee on a monthly basis.

All categories of loans are evaluated on a category by category basis. In addition, individual commercial, construction and commercial mortgage loans are evaluated to determine if a specific loss allocation is needed for problem loans deemed to have a shortfall in collateral. Management also considers the borrower’s current economic status including liquidity and future business viability. Other factors used in the allocation of the allowance include levels and trends of past dues and charge-offs along with concentrations of credit within the commercial and commercial real estate loan portfolios. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events occur. Along with the allocation of the allowance on a category by category basis and the specific allocations for individual borrowing relationships, the allowance includes a relatively small portion that remains unallocated.

Management adjusts the allowance for loan losses by recording a provision for loan losses in an amount sufficient to maintain the allowance at the level determined appropriate. Loans are charged-off when deemed to be uncollectible by management. The Company believes that the allowance for loan losses is adequate to provide for estimated probable incurred credit losses in the loan portfolio.

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The following table sets forth the activity in the allowance for loan losses for the years ended and at December 31 (dollars in thousands):

	2005			2004			2003			2002			2001
Allowance for loan losses at beginning of period	$	10,527		$	14,420		$	13,847		$	12,262		$	11,399
Loan charge-offs
Commercial	1,250			3,936			1,408			5,869			1,789
Consumer	12			31			19			61			6
Indirect automobile	79			113			186			244			171
Real estate
Residential	—			—			—			—			45
Commercial	—			164			48			341			—
Home equity	—			12			9			—			30
Construction	—			—			—			—			—
Credit card	192			236			195			274			217
Other	56			72			82			12			47
Total loan charge-offs	1,589			4,564			1,947			6,801			2,305
Loan recoveries
Commercial	252			315			227			95			113
Consumer	4			3			12			5			8
Indirect automobile	47			65			73			52			22
Real estate
Residential	—			—			—			3			4
Commercial	—			—			—			—			—
Home equity	—			—			—			—			9
Construction	—			—			—			—			—
Credit card	57			73			56			106			62
Other	8			15			2			—			—
Total loan recoveries	368			471			370			261			218
Net loan charge-offs	1,221			4,093			1,577			6,540			2,087
Provision for loan losses	1,375			200			2,150			8,125			2,950
Allowance for loan losses at end of period	$	10,681		$	10,527		$	14,420		$	13,847		$	12,262
Allowance for loan losses to total loans	0.97		%	1.00		%	1.33		%	1.21		%	1.11		%
Net charge-offs to average total loans	0.11		%	0.39		%	0.14		%	0.59		%	0.20		%

The amount of the additions to the allowance for loan losses charged to expense for the periods indicated were based on a variety of factors, including actual loans charged-off during the respective year, historical loss experience, changes in the nature and volume of the loan portfolio including nonperforming loans, specific loss allocations for individual loans and an evaluation of current economic conditions.

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The allocation shown in the following table, encompassing the major segments of the loan portfolio, represents only an estimate for each category of loans based on historical loss experience and management’s judgment of amounts deemed reasonable to provide for probable losses within each category.

Estimated losses for categories of homogeneous loan types are generally made on an aggregate basis (dollars in thousands).

	2005				2004				2003				2002				2001
	Amount		Percent of Loans in Each Category to Total Loans		Amount		Percent of Loans in Each Category to Total Loans		Amount		Percent of Loans in Each Category to Total Loans		Amount		Percent of Loans in Each Category to Total Loans		Amount		Percent of Loans in Each Category to Total Loans
Commercial	$	6,616	25.1	%	$	6,131	25.3	%	$	10,491	24.8	%	$	9,304	29.0	%	$	5,619	29.2	%
Consumer (1)	154		0.7	%	163		0.7	%	64		1.0	%	78		1.1	%	60		1.1	%
Indirect automobile	117		2.3	%	189		3.7	%	256		5.6	%	380		7.9	%	479		9.3	%
Real estate
Residential (2)	354		14.6	%	366		13.9	%	260		12.6	%	346		12.2	%	491		14.3	%
Commercial	609		20.5	%	624		19.7	%	523		20.0	%	615		18.6	%	1,880		17.7	%
Home equity	826		20.8	%	856		22.5	%	432		18.9	%	522		14.8	%	526		13.2	%
Construction	1,489		15.0	%	1,637		12.8	%	1,892		15.8	%	1,984		15.2	%	2,946		14.2	%
Credit card	258		1.0	%	302		1.4	%	326		1.3	%	432		1.2	%	245		1.0	%
Unallocated	258		—	%	259		—	%	176		—	%	186		—	%	16		—	%
Total	$	10,681	100.0	%	$	10,527	100.0	%	$	14,420	100.0	%	$	13,847	100.0	%	$	12,262	100.0	%

(1)Consumer loans include consumer and other loans.

(2)Residential real estate loans include real estate loans - held for sale.

Deposits

The following table sets forth by category average daily deposits and interest rates for the years ended December 31 (dollars in thousands):

	2005				2004				2003
	Average Balance		Rate		Average Balance		Rate		Average Balance		Rate
Demand-noninterest-bearing	$	150,280	—	%	$	147,130	—	%	$	152,443	—	%
NOW	320,357		0.4	%	313,023		0.3	%	289,718		0.3	%
Money market checking	230,527		2.6	%	232,431		1.4	%	234,031		1.4	%
Savings	435,022		1.6	%	447,583		1.2	%	414,074		1.3	%
Time deposits
Less than $100,000	341,123		3.4	%	318,447		3.0	%	312,473		3.2	%
$100,000 and greater	121,928		3.6	%	99,208		3.1	%	92,811		3.1	%
Total	$	1,599,237	1.9	%	$	1,557,822	1.4	%	$	1,495,550	1.5	%

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The following table sets forth by maturity time deposits $100,000 and greater at December 31 (dollars in thousands):

	2005
Within 3 months	$	36,765
After 3 months but within 6 months	10,394
After 6 months but within 12 months	36,951
After 1 year but within 5 years	60,264
Over 5 years	—
Total	$	144,374

Return on Equity and Assets and Other Financial Ratios

The following table sets forth selected financial ratios at and for the years ended December 31:

	2005		2004		2003
Return on average total assets	1.43	%	1.36	%	1.55	%
Return on average shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation	17.05	%	15.58	%	16.94	%
Cash dividends declared to net income	84.85	%	91.41	%	73.45	%
Average shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation to average total assets	8.40	%	8.73	%	9.16	%

ITEM 1A.               RISK FACTORS

In addition to the other information in this Annual Report on Form 10-K, shareholders, prospective investors and other interested parties should carefully consider the following risk factors:

The Company must effectively manage its credit risk.

There are risks inherent in making any loan, including risks inherent in dealing with individual borrowers, risks of nonpayment, risks resulting from uncertainties as to the future value of collateral and risks resulting from changes in economic and industry conditions. The Company attempts to minimize its credit risk through prudent loan application approval procedures, careful monitoring of the concentration of its loans within specific industries and periodic independent reviews of outstanding loans by its credit review department. However, the Company cannot ensure that its approval and monitoring procedures effectively manage its credit risks.

The Company’s allowance for loan losses may prove to be insufficient to absorb probable incurred credit losses.

The Company’s estimate of the level of allowance for loan losses requires management to apply significant judgment. The Company establishes its allowance for loan losses in consultation with management and maintains it at a level considered adequate by management to absorb probable incurred credit losses in the loan portfolio. The amount of future loan losses is susceptible to changes in economic, operating and other conditions, including changes in interest rates, which may be beyond the Company’s control, and such losses may exceed current estimates. At December 31, 2005, the Company’s allowance for loan losses as a percentage of total loans was 0.97% and as a percentage of total nonperforming loans was approximately 486%. Although management believes that the allowance for loan losses is adequate to absorb probable incurred credit losses in the Company’s loan portfolio, the Company cannot predict loan losses with certainty, and the Company cannot assure you that its allowance for loan losses will prove sufficient to cover actual loan losses. Loan losses in excess of its allowance for loan losses may adversely affect the Company’s business, financial condition and results of operations.

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The Company’s business is concentrated in, and dependent upon the continued growth and prosperity of, the western suburbs of Chicago.

The Company and its operating subsidiaries operate primarily in the western suburbs of Chicago, and as a result, the Company’s financial condition, results of operations and cash flows are subject to changes in the economic conditions in those areas. The Company has developed a strong presence in the counties it serves, with particular concentration in DuPage County, and surrounding counties. Based upon the 2000 census, these counties together represent a market of more than 1.8 million people. The Company’s success depends upon the business activity, population, income levels, deposits and real estate activity in this market. Although the Company’s customers’ business and financial interests may extend well beyond its market area, adverse economic conditions that affect its specific market area could reduce the Company’s growth rate, affect the ability of its customers to repay their loans and generally affect the Company’s financial condition and results of operations. Because of this geographic concentration, the Company is less able to diversify its credit risks across multiple markets than other regional or national financial institutions.

The Company faces intense competition in all aspects of its business from other banks and financial institutions.

The banking and financial services business in its market is highly competitive. The Company’s competitors include large regional banks, local community banks, savings and loan associations, securities and brokerage companies, mortgage companies, insurance companies, finance companies, money market mutual funds, credit unions and other non-bank financial service providers. Increased competition in the Company’s market may result in a decrease in the amounts of its loans and deposits, reduced spreads between loan rates and deposit rates or loan terms that are more favorable to the borrower. Any of these results could have a material adverse effect on the Company’s ability to grow and remain profitable. If increased competition causes the Company to significantly discount the interest rates it offers on loans or increase the amount it pays on deposits, net interest income could be adversely impacted. If increased competition causes the Company to relaxits underwriting standards, it could be exposed to higher losses from lending activities. Additionally, many of the Company’s competitors are much larger in total assets and capitalization, have greater access to capital markets and offer a broader range of financial services than the Company can offer.

Interest rates and other conditions impact the Company’s results of operations.

The Company’s profitability is in part a function of the spread between the interest rates earned on investments and loans and the interest rates paid on deposits and other interest-bearing liabilities. Like most banking institutions, the Company’s net interest spread and margin will be affected by general economic conditions and other factors, including fiscal and monetary policies of the federal government, that influence market interest rates and its ability to respond to changes in those rates. At any given time, the Company’s assets and liabilities will be such that they are affected differently by a given change in interest rates. As a result, an increase or decrease in rates, the length of loan terms or the mix of adjustable and fixed rate loans in the Company’s portfolio could have a positive or negative effect on its net income, capital and liquidity. The Company measures interest rate risk under various rate scenarios and using specific criteria and assumptions. A summary of this process, along with the results of the Company’s net interest income simulations is presented at “Quantitative and Qualitative Disclosures About Market Risk” included under Item 7A of Part II of this Form 10-K. Although management believes the Company’s current level of interest rate sensitivity is reasonable and effectively managed, significant fluctuations in interest rates may have an adverse effect on the Company’s business, financial condition and results of operations.

The Company’s loan portfolio has a significant concentration of real estate loans, which involve risks specific to real estate value.

Real estate lending (including home equity, commercial, construction and residential) is a large portion of the Company’s loan portfolio. These categories represent $781.8 million, or approximately 70.9% of the Company’s total loan portfolio as of December 31, 2005. The market value of real estate can fluctuate significantly in a short period of time as a result of market conditions in the geographic area in which the real estate is located and adverse developments affecting real estate values in one or more of the

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Company’s markets could increase the credit risk associated with its loan portfolio. Additionally, construction and commercial real estate lending typically involves higher loan principal amounts and the repayment of the loans generally is dependent, in large part, on sufficient income from the properties securing the loans to cover operating expenses and debt service. Economic events or governmental regulations outside of the control of the borrower or the Company could negatively impact the future cash flow and market values of the affected properties.

If the loans that are collateralized by real estate become troubled during a time when market conditions are declining or have declined, then the Company may not be able to realize the amount of security that it anticipated at the time of originating the loan, which could cause the Company to increase its provision for loan losses and adversely affect its operating results and financial condition.

The Company’s construction loans are based upon estimates of costs and value associated with the completed project. These estimates may be inaccurate and the Company may be exposed to more losses on these construction loans than on other loans.

At December 31, 2005, construction loans, including land acquisition and development, totaled $165.5 million, or 15.0%, of the Company’s total loan portfolio. Construction and land acquisition and development lending involve additional risks because funds are advanced based on values associated with the completed project, which is uncertain. Because of the uncertainties inherent in estimating construction costs, as well as the market value of the completed project and the effects of governmental regulation of real property, it is relatively difficult to evaluate accurately the total funds required to complete a project and the related loan-to-value ratio. As a result, construction loans often involve the disbursement of substantial funds with repayment dependent, in part, on the success of the ultimate project and the ability of the borrower to sell or lease the property, rather than the ability of the borrower or guarantor to repay principal and interest. If the Company’s appraisal of the anticipated value of the completed project proves to be overstated, the Company may have inadequate security for the loan.

Commercial loans also make up a significant portion of the Company’s loan portfolio.

Commercial loans were approximately $276.9million (excluding $225.8 million of commercial real estate loans), or approximately 25.1% of the Company’s total loan portfolio as of December 31, 2005. The Company’s commercial loans are primarily made based on the identified cash flow of the borrower and secondarily on the underlying collateral provided by the borrower. Most often, this collateral is accounts receivable, inventory, machinery or real estate. Credit support provided by the borrower for most of these loans and the probability of repayment is based on the liquidation of the pledged collateral and enforcement of a personal guarantee, if a guarantee is obtained. As a result, in the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers. The collateral securing these loans may depreciate over time, may be difficult to appraise and may fluctuate in value based on the success of the business.

The Company may experience difficulties in managing its growth and its growth strategy involves risks that may negatively impact net income.

The Company has pursued and continues to pursue an internal growth strategy, the success of which will depend primarily upon on generating an increasing level of loans and deposits at acceptable risk levels without corresponding increases in non-interest expenses. The Company’s growth strategy has been to operate out of a number of branches. The Company may establish other new branches and product areas, expand into new markets or make strategic acquisitions of other financial institutions, which may require significant upfront investments in technology, personnel and site locations. There can be no assurance that the Company will be successful in continuing its growth strategy and in continuing to improve or maintain its net income by leveraging its non-interest expenses.

The Company may expand into additional communities or attempt to strengthen its position in its current markets by undertaking additional branch openings. The Company currently anticipates opening two new branches in Kendall County during 2006. Based on management’s experience, management believes that it generally takes up to two years for new banking facilities to first achieve operational profitability, due to the impact of overhead expenses

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and the start-up phase of generating loans and deposits. To the extent that the Company undertakes additional branching, it is likely to continue to experience the effects of higher operating expenses relative to operating income from the new operations, which may have an adverse effect on the Company’s levels of reported net income, return on average equity and return on average assets.

The Company may need to raise additional capital in the future, but that capital may not be available when it is needed.

The Company is required by federal and state regulatory authorities to maintain adequate levels of capital to support its operations. The Company anticipates that its existing capital resources will satisfy its capital requirements for the foreseeable future. However, the Company may at some point need to raise additional capital to support continued growth, both internally and through acquisitions.

The Company’s ability to raise additional capital, if needed, will depend on conditions in the capital markets at that time, which are outside its control, and on its financial performance. Accordingly, the Company cannot assure you of its ability to raise additional capital if needed on terms acceptable to the Company. If the Company cannot raise additional capital when needed, its ability to further expand its operations through internal growth and acquisitions could be materially impaired.

The Company’s community banking strategy relies heavily on its management team, and the unexpected loss of key managers may adversely affect its operations.

Much of the Company’s success to date has been influenced strongly by its ability to attract and to retain senior management experienced in banking and financial services and familiar with the communities in its market area. The Company’s ability to retain executive officers, the current management teams and loan officers of its operating subsidiaries will continue to be important to the successful implementation of its strategy. It is also critical, as the Company grows, to be able to attract and retain qualified additional management and loan officers with the appropriate level of experience and knowledge about its market area to implement its community-based operating strategy. The unexpected loss of services of any key management personnel, or the inability to recruit and retain qualified personnel in the future, could have an adverse effect on the Company’s business, financial condition and results of operations.

Government regulation can result in limitations on the Company’s operations.

The Company and its operating subsidiaries operate in a highly regulated environment and are subject to supervision and regulation by a number of governmental regulatory agencies, including the Federal Reserve, the FDIC, and the DFPR. Regulations adopted by these agencies, which are generally intended to provide protection for depositors and customers rather than for the benefit of shareholders, govern a comprehensive range of matters relating to ownership and control of the Company’s shares, its acquisition of other companies and businesses, permissible activities in which the Company may engage, maintenance of adequate capital levels and other aspects of the Company’s operations. These bank regulators possess broad authority to prevent or remedy unsafe or unsound practices or violations of law. The laws and regulations applicable to the banking industry could change at any time and the Company cannot predict the effects of these changes on its business and profitability. Increased regulation could increase the Company’s cost of compliance and adversely affect profitability. For example, new legislation or regulation may limit the manner in which the Company may conduct its business, including its ability to offer new products, obtain financing, attract deposits, make loans and achieve satisfactory interest spreads.

The Company has a continuing need for technological change and it may not have the resources to effectively implement new technology.

The financial services industry continues to undergo rapid technological changes with frequent introductions of new technology-driven products and services. In addition to better serving customers, the effective use of technology increases efficiency and enables financial institutions to reduce costs. The Company’s future success will depend in part upon its ability to address the needs of its customers by using technology to provide products and services that will satisfy customer demands for convenience as well as to create additional efficiencies in its operations as it

20

continues to grow and expand its market area. Many of the Company’s larger competitors have substantially greater resources to invest in technological improvements. As a result, they may be able to offer additional or superior products to those that the Company will be able to offer, which would put it at a competitive disadvantage. Accordingly, the Company cannot provide you with assurance that it will be able to effectively implement new technology-driven products and services or be successful in marketing such products and services to its customers.

Changes in accounting standards could impact the Company’s results of operations.

The accounting standard setters, including the Financial Accounting Standards Board, the Securities and Exchange Commission and other regulatory bodies, periodically change the financial accounting and reporting standards that govern the preparation of the Company’s consolidated financial statements. These changes can be hard to predict and can materially impact how the Company records and reports its financial condition and results of operations. In some cases, the Company could be required to apply a new or revised standard retroactively, resulting in the restatement of prior period financial statements.

The Company’s ability to pay dividends on its common stock is limited by law.

West Suburban’s ability to pay dividends on its common stock largely depends on its receipt of dividends from the Bank. The amount of dividends that the Bank may pay to West Suburban is limited by federal and state laws and regulations relating to financial institutions. As of December 31, 2005, approximately $4.6 million was available to be distributed as dividends by the Bank to West Suburban. However, the Federal Deposit Insurance Company may restrict the payment of dividends by the Bank. In addition, West Suburban and the Bank may decide to limit the payment of dividends even when they have the legal ability to pay them in order to retain earnings for use in their businesses.

There is no established trading market for the West Suburban’s common shares.

West Suburban’s common stock is not traded on any exchange or quoted on the Nasdaq or traded on any other established trading market and West Suburban does not intend to apply for listing or quotation. West Suburban cannot assure you that a liquid market will develop for West Suburban’s common stock. If no trading market develops for West Suburban’s common stock, it may be difficult to sell your shares or, if sold, it may be difficult to resell the shares for a price at or above the price you paid for your shares. Even if a trading market is established, there is no assurance that such a trading market can be sustained.

System failure or breaches of the Company’s network security could subject the Company to increased operating costs as well as litigation and other liabilities.

The information technology systems and network infrastructure the Company uses could be vulnerable to unforeseen problems. The Company’s operations are dependent upon its ability to protect its information technology equipment against damage from physical theft, fire, power loss, telecommunications failure or a similar catastrophic event, as well as from security breaches, denial of service attacks, viruses, worms and other disruptive problems caused by hackers. Any damage or failure that causes an interruption in the Company’s operations could have a material adverse effect on its financial condition and results of operations. System break-ins, phishing and other disruptions could also jeopardize the security of information stored in and transmitted through the Company’s information technology systems and network infrastructure, which may result in significant liability to the Company and may cause existing and potential customers to refrain from doing business with it. Although the Company, with the help of third-party service providers, intends to continue to implement security technology and establish operational procedures to prevent such damage, there can be no assurance that these security measures will be successful. In addition, advances in information technology capabilities, new discoveries in the field of cryptography or other developments could result in a compromise or breach of the algorithms the Company and its third-party service providers use to encrypt and protect customer transaction data. A failure of such security measures could have a material adverse effect on the Company’s financial condition and results of operations.

21

The Company is subject to certain operational risks, including customer or employee fraud and data processing system failures and errors.

Employee errors and misconduct could subject the Company to financial losses or regulatory sanctions and seriously harm its reputation. Misconduct by the Company’s employees could include hiding unauthorized activities from the Company, improper or unauthorized activities on behalf of its customers or improper use of confidential information. It is not always possible to prevent employee errors and misconduct, and the precautions the Company takes to prevent and detect this activity may not be effective in all cases. Employee errors could also subject the Company to financial claims for negligence. The Company maintains a system of internal controls and insurance coverage to mitigate against operational risks, including data processing system failures and errors and customer or employee fraud. Should the Company’s internal controls fail to prevent or detect an occurrence, and if any resulting loss is not insured or exceeds applicable insurance limits, such failure could have a material adverse effect on the Company’s business, financial condition and results of operations.

ITEM 1B.UNRESOLVED STAFF COMMENTS

None.

22

ITEM 2.PROPERTIES

West Suburban and the Bank occupy a total of approximately 258,600 square feet in 33 full-service branches, four limited-service branches and six departments providing insurance, financial and other services. West Suburban’s principal office is located in approximately 32,500 square feet of office space at 711 South Meyers Road, Lombard, Illinois. As indicated below, the Bank also operates its principal office as a branch. Travel With West Suburban, West Suburban Bank Land Trust, West Suburban Financial Services and West Suburban Insurance Services, Inc. are located at 711 South Meyers Road. West Suburban Bank VISA is located at 701 South Meyers Road. The Prepaid Solutions Group is located at 17W754 22nd Street.

The following table sets forth certain information concerning the branches of the Bank as of December 31, 2005:

Location of Branches and other services	Approximate Square Feet	Status
711 South Meyers Road Lombard, Illinois	32,500	Owned
40 East St. Charles Road Villa Park, Illinois	2,700	Owned
17W754 22nd Street Oakbrook Terrace, Illinois	6,100	Owned
707 North Main Street Lombard, Illinois	4,100	Owned
221 South West Street Wheaton, Illinois	800	Owned
895 East Geneva Road Carol Stream, Illinois	3,000	Leased
1104 West Boughton Road Bolingbrook, Illinois	4,500	Owned
295 West Loop Road Wheaton, Illinois	4,500	Owned
6400 South Cass Avenue Westmont, Illinois	3,100	Leased
2800 Finley Road Downers Grove, Illinois	10,700	Owned
1122 South Main Street Lombard, Illinois	6,400	Owned
3S041 Route 59 Warrenville, Illinois	3,700	Owned
5330 Main Street Downers Grove, Illinois	10,500	Owned
8001 South Cass Avenue Darien, Illinois	17,800	Owned

23

Location of Branches and other services	Approximate Square Feet	Status
1005 75th Street Darien, Illinois	1,000	Owned
505 North Weber Road Romeoville, Illinois	4,400	Owned
401 North Gary Avenue Carol Stream, Illinois	6,400	Owned
355 West Army Trail Road Bloomingdale, Illinois	10,700	Owned
1657 Bloomingdale Road Glendale Heights, Illinois	4,100	Owned
1061 West Stearns Road Bartlett, Illinois	3,400	Owned
1380 West Army Trail Road Carol Stream, Illinois	2,300	Leased
315 South Randall Road St. Charles, Illinois	1,400	Owned
3000 East Main Street St. Charles, Illinois	4,200	Owned
1870 McDonald Road South Elgin, Illinois	4,600	Owned
101 North Lake Street Aurora, Illinois	19,000	Owned
1830 Douglas Road Montgomery, Illinois	2,500	Owned
2000 West Galena Boulevard Aurora, Illinois	48,000	Owned
335 North Eola Road Aurora, Illinois	4,200	Owned
2830 Route 34 Oswego, Illinois	4,800	Owned
1296 East Chicago Avenue Naperville, Illinois	2,300	Owned
2020 Feldott Lane Naperville, Illinois	4,500	Owned
100 South Main Street Lombard, Illinois	700	Owned

24

Location of Branches and other services	Approximate Square Feet	Status
Beacon Hill Retirement Community 2400 South Finley Road Lombard, Illinois	100	Leased
717 South Meyers Road Lombard, Illinois	7,100	Owned
701 South Meyers Road Lombard, Illinois	5,200	Owned
Lexington Health Care Center of Elmhurst 400 West Butterfield Road Elmhurst, Illinois	100	Leased
Lexington Health Care Center of Lombard 555 Foxworth Boulevard Lombard, Illinois	100	Leased

ITEM 3. LEGAL PROCEEDINGS

There are no material pending legal proceedings to which West Suburban or the Bank is a party to other than ordinary routine litigation incidental to their respective businesses.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

West Suburban’s authorized and outstanding equity securities consist of common stock, no par value.

West Suburban hereby incorporates by reference the information called for by Item 5 of this Form 10-K from the section entitled “Common Stock, Book Value and Dividends” on page 4 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

West Suburban’s common stock is not traded on any national or regional exchange. While there is no established trading market for West Suburban’s common stock, West Suburban is aware that from time to time limited or infrequent quotations are made with respect to West Suburban’s common stock and that there occurs limited trading in West Suburban’s common stock resulting from private transactions not involving brokers or dealers. Transactions in West Suburban’s common stock have been infrequent. As of February 1, 2006, West Suburban had 432,495 shares of common stock outstanding held by 1,122 shareholders of record. Management is aware of 10 transactions during 2005 involving the sale, in the aggregate, of 911 shares of West Suburban’s common stock. The average sale price in such transactions was $642.70 per share.

ITEM 6. SELECTED FINANCIAL DATA

West Suburban hereby incorporates by reference the information called for by Item 6 of this Form 10-K from the section entitled “Selected Financial Data” on page 30 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

25

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

West Suburban hereby incorporates by reference the information called for by Item 7 of this Form 10-K from the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 32 through 40 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

West Suburban hereby incorporates by reference the information called for by Item 7A of this Form 10-K from the Interest Rate Sensitivity section included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 32 through 40 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

West Suburban hereby incorporates by reference the information called for by Item 8 of this Form 10-K from the Consolidated Financial Statements and Notes to Consolidated Financial Statements on pages 6 through 26 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chairman and Chief Executive Officer and the President and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of December 31, 2005. Based on that evaluation, the Company’s management, including the Chairman and Chief Executive Officer and the President and Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective.

There have been no significant changes in the Company’s internal control over financial reporting that has affected or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

West Suburban’s management report on internal control over financial reporting is set forth in, and West Suburban hereby incorporates by reference, the section entitled “Report by Management on Internal Control over Financial Reporting” on page 27 of West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

ITEM 9B. OTHER INFORMATION

None.

26

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

In addition, and as a supplement to the information provided under the caption “Executive Officers of West Suburban” in Part I of this Form 10-K, West Suburban hereby incorporates by reference the information called for by Item 10 of this Form 10-K regarding directors of West Suburban from the section entitled “Election of Directors” of West Suburban’s 2006 Proxy Statement.

Section 16(a) of the Exchange Act requires that the Company’s executive officers and directors and persons who own more than 10% of the Company’s Common Stock file reports of ownership and changes in ownership with the Securities and Exchange Commission and with the exchange on which West Suburban’s Common Stock is traded. Such persons are also required to furnish the Company with copies of all Section 16(a) forms they file. Based solely on the Company’s review of the copies and forms furnished to the Company and, if appropriate, representations made to the Company by any such reporting person concerning whether a Form 5 was required to be filed for the 2005 fiscal year, the Company is not aware that any of its directors and executive officers or 10% shareholders failed to comply with the filing requirements of Section 16(a) during 2005.

West Suburban adopted a code of ethics that applies to West Suburban’s principal executive officer, principal financial officer and principal accounting officer or controller, or persons performing similar functions. West Suburban’s code of ethics is available in the Shareholder Information section of West Suburban’s website, www.westsuburbanbank.com.

ITEM 11.         EXECUTIVE COMPENSATION

West Suburban hereby incorporates by reference the information called for by Item 11 of this Form 10-K from the section entitled “Executive Compensation” of West Suburban’s 2006 Proxy Statement; provided, however, Report of the Board of Directors on Executive Compensation is specifically not incorporated into this Form 10-K.

ITEM 12.         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

West Suburban hereby incorporates by reference the information called for by Item 12 of this Form 10-K from the sections entitled “Security Ownership of Certain Beneficial Owners” and “Security Ownership of Management” of West Suburban’s 2006 Proxy Statement.

ITEM 13.         CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

West Suburban hereby incorporates by reference the information called for by Item 13 of this Form 10-K from the section entitled “Transactions with Directors, Officers and Associates” of West Suburban’s 2006 Proxy Statement.

ITEM 14.         PRINCIPAL ACCOUNTING FEES AND SERVICES

West Suburban hereby incorporates by reference the information called for by Item 14 of this Form 10-K from the section entitled “Accounting Fees and Services” of West Suburban’s 2006 Proxy Statement.

27

PART IV

ITEM 15.         EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Item (a)(1) and (2). Financial Statements

WEST SUBURBAN BANCORP, INC. AND SUBSIDIARIES
LIST OF FINANCIAL STATEMENTS AND
FINANCIAL STATEMENT SCHEDULES

The following audited Consolidated Financial Statements of West Suburban and its subsidiaries and related notes and report of independent registered public accounting firm are incorporated by reference from West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

	Annual Report Page No.
Report of Independent Registered Public Accounting Firm	5
Consolidated Balance Sheets – December 31, 2005 and 2004	6
Consolidated Statements of Income – Years Ended December 31, 2005, 2004 and 2003	7
Consolidated Statements of Changes in Shareholders’ Equity – Years Ended December 31, 2005, 2004 and 2003	8
Consolidated Statements of Cash Flows – Years Ended December 31, 2005, 2004 and 2003	9
Notes to Consolidated Financial Statements	10

The following Condensed Financial Information-Parent Only is incorporated by reference from Note 13 to West Suburban’s audited Consolidated Financial Statements as set forth in West Suburban’s Annual Report to Shareholders for the fiscal year ended December 31, 2005 (attached as Exhibit 13 hereto).

	Annual Report Page No.
Condensed Balance Sheets – December 31, 2005 and 2004	24
Condensed Statements of Income – Years Ended December 31, 2005, 2004 and 2003	24
Condensed Statements of Cash Flows – Years Ended December 31, 2005, 2004 and 2003	25

Schedules

Schedules other than those listed above are omitted for the reason that they are not required or are not applicable or the required information is included in the financial statements incorporated by reference or notes thereto.

28

Item 15(a)(3).Exhibits

The exhibits required by Item 601 of Regulation S-K are included with this Form 10-K and are listed on the “Index to Exhibits” immediately following the signature page.

***

Upon written request to the President and Chief Financial Officer of West Suburban Bancorp, Inc., 2800 Finley Road, Downers Grove, Illinois, 60515, copies of the exhibits listed above are available to shareholders of West Suburban by specifically identifying each exhibit desired in the request.

29

FORM 10-K SIGNATURE PAGE

Pursuant to the requirements of Section 13 or 15(d) 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.

WEST SUBURBAN BANCORP, INC.
(Registrant)
By	/s/ Duane G. Debs
	Duane G. Debs
	President and Chief Financial Officer

Date: March 14, 2006

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on the 14th day of March, 2006.

SIGNATURE		TITLE
/s/ Kevin J. Acker	3/14/2006	Chairman, Chief Executive Officer
Kevin J. Acker	Date	and Director
/s/ Duane G. Debs	3/14/2006	President, Chief Financial Officer
Duane G. Debs	Date	and Director
/s/ David S. Bell	3/14/2006	Director
David S. Bell	Date
/s/ Peggy P. LoCicero	3/14/2006	Director
Peggy P. LoCicero	Date
/s/ Charles P. Howard	3/14/2006	Director
Charles P. Howard	Date

The foregoing includes all of the Board of Directors of West Suburban.

30

INDEX TO EXHIBITS

Exhibit Number	Description
3.1	Articles of Incorporation of West Suburban filed March 14, 1986 – Incorporated by reference from Exhibit 3.1 of Form 10-K of West Suburban dated March 21, 2003, under Commission File No. 0-17609.
3.2	Articles of Amendment to Articles of Incorporation of West Suburban filed November 2, 1988 – Incorporated by reference from Exhibit 3.2 of Form 10-K of West Suburban dated March 21, 2003, under Commission File No. 0-17609.
3.3	Articles of Amendment to Articles of Incorporation of West Suburban filed June 20, 1990 – Incorporated by reference from Exhibit 3.3 of Form 10-K of West Suburban dated March 21, 2003, under Commission File No. 0-17609.
3.4	Articles of Amendment to Articles of Incorporation of West Suburban filed June 8, 1998 – Incorporated by reference from Exhibit 3.4 of Form 10-K of West Suburban dated March 21, 2003, under Commission File No. 0-17609.
3.5	Articles of Amendment to Articles of Incorporation of West Suburban filed May 27, 2003 – Incorporated by reference from Exhibit 3.5 of Form 10-Q of West Suburban dated August 14, 2003, under Commission File No. 0-17609.
3.6	Amended and Restated By-laws of West Suburban – Incorporated by reference from Exhibit 3.3 of Form 10-K of West Suburban dated March 21, 2003, under Commission File No. 0-17609.
4.1	Specimen of Common Stock certificate
10.1	Form of Amended Deferred Compensation Agreement between West Suburban and Messrs. Kevin J. Acker, Keith W. Acker, Duane G. Debs, Michael P. Brosnahan, James T. Chippas and Daniel P. Grotto
10.2	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. Kevin J. Acker - Incorporated by reference from Exhibit 10.2 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
10.3	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. Keith W. Acker - Incorporated by reference from Exhibit 10.3 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
10.4	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. Duane G. Debs - Incorporated by reference from Exhibit 10.4 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
10.5	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. Michael P. Brosnahan - Incorporated by reference from Exhibit 10.5 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
10.6	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. James T. Chippas - Incorporated by reference from Exhibit 10.6 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
10.7	Restated Employment Agreement dated March 8, 2004 between West Suburban and Mr. Daniel P. Grotto - Incorporated by reference from Exhibit 10.7 of Form 10-K of West Suburban dated March 15, 2004, Commission File No. 0-17609.
13	Annual Report to Shareholders of West Suburban for fiscal year ended December 31, 2005
21	Subsidiaries of Registrant

31

INDEX TO EXHIBITS

(continued)

Exhibit Number	Description
31.1	Certification of Kevin J. Acker, Chairman and Chief Executive Officer, Pursuant to Rule 13a-14(a) and Rule 15d-14(a).
31.2	Certification of Duane G. Debs, President and Chief Financial Officer, Pursuant to Rule 13a-14(a) and Rule15d-14(a).
32.1	Certification of Kevin J. Acker, Chairman and 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 Duane G. Debs, President and Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32

EX-4.1

EXHIBIT 4.1

SPECIMEN STOCK CERTIFICATE OF WEST SUBURBAN BANCORP, INC.

Authorized shares 15,000,000 without par value

This Certifies that                                                                                              is the owner of                                                                             ;   full paid and non-assessable                                                    COMMON SHARES OF WEST SUBURBAN BANCORP, INC., transferable on the books of the Corporation by the holder hereof in person or by duly authorized Attorney upon surrender of this Certificate properly endorsed. In Witness Whereof, the said Corporation has caused this Certificate to be signed by its duly authorized officers and sealed with the Seal of the Corporation,

this                ;                        day

of                            A.D.           

[SPECIMEN]

SECRETARY PRESIDENT

FOR VALUE RECEIVED,                hereby sell, assign and transfer unto                                                                                                                 ;                                                                                                         Shares represented by the within Certificate, and do hereby irrevocably constitute and appoint                                                   &n bsp;             

Attorney to transfer the said Shares on the books of the within named Corporation with full power of substitution in the premises.

Dated                           19      

IN PRESENCE OF

THIS SPACE IS NOT TO BE

COVERED IN ANY WAY

EX-10.1

EXHIBIT 10.1

DEFERRED COMPENSATION AND

SPLIT-DOLLAR INSURANCE AGREEMENT

Effective the 13th day of November, 1990, West Suburban Bank, a banking organization organized and existing under the laws of the State of Illinois,  hereinafter referred to as “Corporation” and                                 , a Key Employee and Executive of the Corporation, hereinafter referred to as“Executive,” entered into a Deferred Compensation Agreement. By the terms thereof, the Corporation and the Executive reserved the right to modify or amend that agreement. By execution hereof, the Corporation and Executive hereby amend and restate that agreement in its entirety.

The Executive has been in the employ of the Corporation for several years,  and has now and for years past faithfully served the Corporation. It is the consensus of the Board of Directors of the Corporation that Executive’s services have been of exceptional merit, in excess of the compensation paid and an invaluable contribution to the profits and position of the Corporationin its field of activity.

It is the mutual desire of the Corporation and the Executive that Executive remain in the employ of the Corporation, and to establish a program toprovide supplemental employment benefits and pre-retirement death benefits for the Executive. Accordingly, it is the desire of the Corporation and the Executive to enter into this Agreement under which the Corporation will agree to make certain payments to Executive upon his employment termination and,  alternatively, to his beneficiaries in the event of his death while employed by the Corporation.

Therefore, in consideration of Executive’s services performed in the past and those to be performed in the future, and based upon the mutual promises and covenants herein contained, the Corporation and Executive agree as follows:

I.ARTICLE ONE - DEFINITIONS

A.EFFECTIVE DATE. The effective date of this Agreement shall be May 1,  1997.

B.EMPLOYMENT AGREEMENT. The Employment Agreement entered into between Executive and the Corporation dated May 1, 1997, as amended.

II.ARTICLE TWO - EMPLOYMENT

a)Employment shall be in accordance with the terms of the Employment Agreement.

III.ARTICLE THREE - DEFERRED COMPENSATION

A.The Corporation shall set aside and accrue to the benefit of Executive the sum of the following no later than December 31 of each year subject to the terms set forth in this Agreement:

1.A base of Twenty-five Thousand Dollars ($25,000) per year; and

2.Such additional annual deferred compensation as determined by the Board of Directors.

3.In the event Executive becomes entitled to receive benefits under Article Five of this Agreement, he shall be entitled to a pro-rata portion of his base benefit based upon his completed calendar months of employment for the year of employment termination and any additional annual deferred compensation determined by the Board of Directors.

B.The sum of the above annual set aside, plus each prior year’s set aside, shall be referred to as Executive’s Deferred Compensation Account (“EDC Account”). The EDC Account shall bear annual interest equal to the one year treasury note constant maturity interest rate published by the Federal Home Loan Bank in effect on January 1 of each year (constant one year U.S. Treasury Index per FRB H15).

C.The Corporation may purchase life insurance to fund all or part of the above EDC Account and Executive shall execute all reasonable insurance applications to facilitate such purchase provided,  however, Executive shall have no right, title or interest in such insurance or in the EDC Account, unless otherwise provided by the Corporation.

IV.ARTICLE FOUR - SPLIT-DOLLAR-LIFE INSURANCE

A.If the Executive is insurable, the Corporation shall purchase life insurance on the life of Executive with a minimum death benefit of $                                  to fund its obligations under this Agreement in the event of the death of Executive before termination of employment.

B.All premiums due on such insurance shall be paid by the Corporation.  However, Executive shall be responsible for the income taxes incurred each year on the value of the “economic benefit” of the life insurance protection for federal income tax purposes.

C.All dividends attributable to such life insurance will be applied to reduce premiums.

D.The Corporation shall have all ownership rights under such life insurance, except Executive shall have the right to designate the beneficiary thereunder.

E.The amount receivable by the Corporation upon termination of such life insurance shall be:

1.Upon termination of this Agreement or the death of Executive,  the Corporation’s share shall be an amount equal to the greater of the aggregate premiums paid by the Corporation or the cash value.

2.Upon surrender of such life insurance, the Corporation’s share shall be an amount equal to the cash value.

3.For purposes of this Agreement, “aggregate premiums” shall mean all premiums paid by the Corporation. Such premiums shall be reduced by any indebtedness and any accrued unpaid interest incurred by the Corporation on the life insurance and by the amount of any policy dividends used to reduce or offset such premiums. “Cash value” shall mean the guaranteed cash value of the life insurance plus the cash value of any dividend additions as of the date to which premiums have been paid plus any dividend credits outstanding, and reduced by any indebtedness and any accrued unpaid interest incurred by the Corporation on the life insurance.

F.Upon Executive’s death, the Corporation and Executive’s beneficiary shall execute such forms and furnish such other documents or information as are required to receive payment under the life insurance.

V.ARTICLE FIVE - BENEFITS

a)The following benefits provided by the Corporation to Executive shall be available under this Agreement:

A.Executive shall be entitled to receive the accrued balance in his EDC Account upon any termination of his employment other than upon death. Such amount shall be paid in the number of annual installments elected by Executive. The Board of Directors of the Corporation may at any time accelerate the payment of any outstanding balance.

B.Upon any termination of employment other than upon death, Executive may elect to acquire any life insurance maintained by the Corporation under Article Four. In the event of such an election,  any amount receivable under Section A above shall be reduced by the cash value of such insurance, as defined under Article Four.

C.In the event of Executive’s death before termination of employment,  the beneficiary named by Executive shall receive the death benefit payable under any life insurance purchased by the Corporation, less an amount equal to the greater of the aggregate premiums paid by the Corporation for or the cash value of such insurance, each as defined under Article Four, such benefit payment to be in full satisfaction of any amounts due under this Agreement. Notwithstanding the preceding sentence, in the event the death benefit receivable by the beneficiary is less than the accrued balance in the EDC Account of Executive, the beneficiary shall receive an additional amount equal to the difference between the EDC Account balance and the death benefit receivable.

VI.ARTICLE SIX - RESTRICTIONS UPON DEFERRED COMPENSATION FUNDING

The Corporation shall have no obligation to set aside, earmark or entrust any fund or money with which to pay its deferred compensation obligations under this Agreement. Executive, his beneficiaries or any successor in interest to him shall be and

remain simply a general creditor of the Corporation in the same manner as any other creditor having a general claim for matured andunpaid compensation.

The Corporation reserves the absolute right in its sole discretion to either fund the deferred compensation obligations undertaken by this Agreement or to refrain from funding the same and to determine the extent, nature and method of such funding.

Should Corporation elect to fund its deferred compensation obligation under this Agreement, in whole or in part, through the purchase of life insurance, mutual funds, disability policies or annuities, the Corporation reserves the absolute right, in its sole discretion, to terminate such funding at any time, in whole or in part. At no time shall Executive be deemed to have any lien or right, title or interest in or to any specific funding investment or to any assets of the Corporation.

If Corporation elects to invest in a life insurance, disability, or annuity policy upon the life of Executive, then Executive shall assist the Corporation by freely submitting to a physical exam and supplying such additional information necessary to obtain such insurance or annuities.

VII.ARTICLE SEVEN - MISCELLANEOUS

A.ALIENABILITY AND ASSIGNMENT PROHIBITION. Neither Executive, his surviving spouse nor any other beneficiary under this Agreement shall have any power or right to transfer, assign, anticipate,  hypothecate, mortgage, commute, modify or otherwise encumber, in advance, any of the benefits payable hereunder nor shall any of said benefits be subject to seizure for the payment of any debts,  judgments, alimony or separate maintenance owed by the Executive or his beneficiary nor be transferable by operation of law in the event of bankruptcy, insolvency or otherwise. In the event Executive or any beneficiary attempts assignment, commutation, hypothecation,  transfer or disposal of the benefits hereunder, the Corporation’s liabilities shall forthwith cease and terminate.

B.BINDING OBLIGATION OF CORPORATION AND ANY SUCCESSOR IN INTEREST.  Corporation expressly agrees that it shall not merge or consolidate into or with another corporation or sell substantially all of its assets to another corporation, firm or person until such corporation, firm or person expressly agrees, in writing, to assume and discharge the duties and obligations of the Corporation underthis Agreement. This Agreement shall be binding upon the parties hereto, their successors, beneficiaries, heirs and personal representatives.

C.REVOCATION. It is agreed by and between the parties hereto that, during the lifetime of the Executive, this Agreement may be amended or revoked at any time or times, in whole or in part, by the mutual written assent of the Executive and the Corporation.

D.TERMINATION. It is agreed by and between the parties hereto that the annual set aside under this Agreement may be terminated by the Corporation at the end of the then current term of the Employment Agreement in the event of the non-extension or termination thereof.

E.GENDER. Whenever in this Agreement words are used in the masculine or neuter gender, they shall be read and construed as in the masculine, feminine or neuter gender whenever they should so apply.

F.EFFECT ON OTHER CORPORATION BENEFIT PLANS. Nothing contained in this Agreement shall affect the right of the Executive to participate in or be covered by any qualified or non-qualified pension, profit-sharing, group, bonus or other supplemental compensation or fringe benefit plan constituting a part of Corporation’s existing or future compensation structure.

G.HEADINGS. Headings and subheadings in this Agreement are inserted for reference and convenience only and shall not be deemed a part of this Agreement.

H.APPLICABLE LAW. The validity and interpretation of this Agreement shall be governed by the laws of the State of Illinois.

VIII.ARTICLE EIGHT - ERISA PROVISIONS

A.NAMED FIDUCIARY AND PLAN ADMINISTRATOR. The “Named Fiduciary and Plan Administrator” of this Agreement shall be Duane G. Debs until his resignation or removal by the Board of Directors of the Corporation. As Named Fiduciary and Plan Administrator, Duane G.

Debs shall be responsible for the management, control and administration of this Agreement as established herein. He may delegate to others certain aspects of the management and operation responsibilities of the plan including the employment of advisors and the delegation of ministerial duties to qualified individuals.

B.CLAIMS PROCEDURE. In the event that benefits under this Plan Agreement are not paid to the Executive (or to his beneficiary in the case of Executive’s death) and such claimants feel they are entitled to receive such benefits, then a written claim must be made to the Named Fiduciary and Administrator named above within sixty (60) days from the date payments are refused. The Plan Fiduciary and Administrator and the corporation shall review the written claim and, if the claim is denied in whole or in part, they shall provide,  in writing and within ninety (90) days of receipt of such claim,  their specific reasons for such denial and reference to the provisions of this Agreement upon which the denial is based and any additional material or information necessary to perfect the claim. Such written notice shall further indicate the additional steps to be taken by claimants if a further review of the claim denial is desired. A claim shall be deemed denied if the Plan Fiduciary and Administrator fails to take any action within the aforesaid ninety (90) day period.

If claimants desire a second review, they shall notify the Plan Fiduciary and Administrator in writing within sixty (60) days of the first claim denial. Claimants may review the Plan Agreement or any documents relating thereto and submit any written issues and comments they may feel appropriate. In its sole discretion, the Plan Fiduciary and Administrator shall then review the second claim and provide a written decision within sixty (60) days of receipt of such claim. This decision shall likewise state the specific reasons for the decision and shall include reference to specific provisions of the Plan Agreement upon which the decision is based.

C.ARBITRATION. If claimants continue to dispute any benefit denial after the second review, the claimants may submit the dispute to arbitration. Such arbitration shall be conducted by a single arbitrator sitting in a location selected by Executive within fifty (50) miles of the main office of Corporation, in accordance with the rules of the American Arbitration Association (the “AAA”) then in effect. The arbitrator shall be selected by the parties from a list of arbitrators provided by the AAA, provided that no arbitrator shall be related to or affiliated with either of the parties. No later than ten (10) days after the list of proposed arbitrators is received by the parties, the parties, or their respective representatives, shall meet at a mutually convenient location or telephonically. At that meeting, the party who sought arbitration shall eliminate one (1) proposed arbitrator and then the other party shall eliminate one (1) proposed arbitrator. The parties shall continue to eliminate names from the list of proposed arbitrators in this manner until a single proposed arbitrator remains. This remaining arbitrator shall arbitrate the dispute. Each party shall submit, in writing, the specific requested action or decision it wishes to take, or make, with respect to the matter in dispute, and the arbitrator shall be obligated to choose one (1) party’s specific requested action or decision, without being permitted to effectuate any compromise position. Judgment may be entered on the arbitrator’s award in any court having jurisdiction; provided,  however, that Executive shall be entitled to seek specific performance of his right to be paid through the date of termination during the pendency of any dispute or controversy arising under or in connection with this Agreement.

IN WITNESS WHEREOF, the parties hereto acknowledge that each has carefully read this Agreement and executed the original thereof on the              day of May, 1997 and that, upon execution, each has received a confirming copy.

(WITNESS)
	WEST SUBURBAN BANK
	By:
(WITNESS)	Its:

DEFERRED COMPENSATION AND

SPLIT-DOLLAR INSURANCE AGREEMENT

DEFERRAL ELECTION

TO:  The Board of Directors of West Suburban Bank

In accordance with the provisions of the Deferred Compensation and Split-Dollar Insurance Agreement, I hereby elect to have the amounts deferred under the Agreement paid to me in             (INSERT A NUMBER ONE (1) THROUGH TEN (10)) annual installments. I understand that I cannot modify the manner of payment election made by me any later than twelve (12) months before my anticipated date of employment termination.

	Date
WEST SUBURBAN BANK
By:
Its:	Date

DEFERRED COMPENSATION AND

SPLIT-DOLLAR INSURANCE AGREEMENT

DESIGNATION OF BENEFICIARIES

TO:  The Board of Directors of West Suburban Bank

In accordance with the provisions of the Deferred Compensation and Split-Dollar Insurance Agreement, I hereby revoke any prior designations and designate the following beneficiary* to receive the benefits under the Agreement upon my death:

Name:
Address:
	Date

*  If more than one beneficiary is to be designated, separately list the beneficiaries and specify the percentage of each distribution to be received by each beneficiary.

EX-13

Exhibit 13

Profile

West Suburban Bancorp, Inc. (“West Suburban”) is the parent bank holding company of West Suburban Bank, Lombard, Illinois (the “Bank” and, together with West Suburban, the “Company”). The Company had total assets at December 31, 2005 of approximately $1.83 billion. The Bank is one of the largest independent banks headquartered in DuPage County.

West Suburban Bancorp, Inc. Financial Highlights
	Years Ended December 31, (Dollars in thousands, except per share data)
	2005		2004		2003		2002		2001
Net income	$	25,486	$	23,658	$	25,908	$	17,932	$	20,183
Per share data
Earnings	58.93		54.82		59.90		41.46		46.67
Book value (1)	344.60		347.87		346.62		341.47		335.30
Net loans	1,091,747		1,046,125		1,074,215		1,128,816		1,093,376
Total assets	1,826,826		1,748,049		1,710,695		1,586,063		1,473,559
Deposits	1,639,666		1,569,742		1,529,931		1,420,256		1,309,720

(1)Book value per share represents the aggregate amount of shareholders’ equity and common stock in ESOP subject to contingent repurchase obligation divided by the number of outstanding shares. See Note 7 to the Company’s consolidated financial statements. This presentation is consistent with the Company’s belief that it is unlikely that the Company would be required to satisfy the contingent repurchase obligation.

Table of Contents
Profile	1
Special Note Concerning Forward-Looking Statements and Risk Factors	2
Letter to Our Shareholders, Customers and Friends	3
Common Stock, Book Value and Dividends	4
Business Review	4
Report of Independent Registered Public Accounting Firm	5
Consolidated Financial Statements	6
Notes to Consolidated Financial Statements	10
Management's Report on Internal Control Over Financial Reporting	27
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting	28
Selected Financial Data	30
Average Balance Sheets, Net Interest Income and Average Rates and Yields on a Tax Equivalent Basis	31
Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Boards of Directors and Officers	41
Addresses of West Suburban Facilities	44
Map of Facilities	46
Shareholder Information	47

1

Special Note Concerning Forward-Looking Statements and Risk Factors

This document (including information incorporated by reference) contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.

A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factors include, among others, the following: (i) the strength of the local and national economy; (ii) the timely development and acceptance of new products and services, including products and services offered through alternative delivery channels such as the Internet; (iii) changes in federal, state and local laws, regulations and governmental policies (including laws, regulations and government policies relating to taxation) concerning the Company’s general business; (iv) changes in interest rates and prepayment rates of the Company’s assets; (v) increased competition in the financial services sector and the inability to attract new customers and retain existing customers; (vi) changes in technology implemented by the Company and by other parties including technological changes implemented for, or related to, the Company’s website or new products such as prepaid solutions cards, payroll cards and other similar products and services; (vii) the inability to develop and maintain secure and reliable electronic systems including systems developed for the Company’s website or new products such as prepaid solutions cards, payroll cards and other similar products and services; (viii) the loss of key executives or employees and the difficulty in replacing them; (ix) changes in consumer spending and saving; (x) the economic impact of terrorist activities and military actions; (xi) unexpected results of acquisitions; (xii) unexpected outcomes of existing or new litigation involving the Company; (xiii) changes in accounting policies and practices; and (xiv) the inability of the Company to manage the risks associated with the foregoing as well as anticipated. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

Additional information concerning the Company and its business, including risk factors that could materially affect the Company’s results of operations and financial condition, is included in the Company’s filings with the Securities and Exchange Commission including the Company’s most recent Annual Report on Form 10-K.

2

To Our Shareholders, Customers and Friends

As we close the chapter on the midpoint of the first decade of the new millennium – and appreciate our accomplishments – we are mindful of the challenges that confront us. We are committed to continuing to provide superior shareholder returns and excellence in customer service. As in the past, our success depends on the ability to maintain our record of profitable growth.

In 2006, we anticipate adding two branches to our network. The new branches will enhance our market share and allow us to take advantage of the growth in the Yorkville and Oswego, Illinois communities. We are scheduled to open our new branch location in Yorkville this spring and our new branch location in Oswego this fall.

During 2005, we recorded $25.5 million net income representing an increase of $1.8 million (7.7%) over our 2004 net income. Our strong performance reflects a return on average shareholders’ equity of 17.54% for 2005. Our return on average total assets increased to 1.43% in 2005 from 1.36% in 2004. Additionally, our earnings per share increased by $4.11 (7.5%) to $58.93.

In 2005, our total assets grew by $79 million (4.5%) to $1,827 million. Additionally, our total loans grew $45 million (4.3%). The majority of the growth came from growth in the commercial, commercial real estate, construction and consumer real estate loan categories. Our nonperforming loans decreased by $2.7 million (54.7%) from $4.9 million in 2004 to $2.2 million in 2005 and our nonaccrual loans decreased substantially to $.5 million (86.1%) in 2005 from $3.8 million in 2004.

Our deposits grew by $70 million to $1,640 million in 2005. Certificates of deposits represented most of the growth in deposits. Balances on our prepaid solutions cards grew by $8.3 million (71.5%) to $19.9 million in 2005. Prepared solutions card revenues grew by $2.0 million to $7.8 million. We attribute this growth to increases in the gift card program and the growing acceptance of these prepaid cards as a form of payment.

At West Suburban, we have a strong commitment to the communities we serve as evidenced by the various programs and organizations in which our employees are involved. These programs and organizations include Christmas in April, DuPage Pads, DuPage County Homeless Continuum of Care, Exchange Club – Prevention of Child and Adult Abuse, Hessed House, Kane County Homeless Continuum of Care as well as participation in various capacities at churches, fraternal organizations, chambers of commerce and local school boards.

As in the past, we continue to provide our customers traditional banking products such as checking, savings and certificate of deposit accounts as well as competitive home equity, residential mortgage and commercial loans. We will continue to enhance our online banking services at www.westsuburbanbank.com in order to offer our customers improved accessibility 24 hours a day, seven days a week. Our new consumer banking initiatives will not distract us from our commitments to our business customers. We value these relationships and appreciate that our future success depends upon our ability to continue to be a good partner to business throughout the communities we serve.

We would like to express our appreciation to everyone for the support that has allowed us to become and remain one of the largest independent banks headquartered in DuPage County and we welcome your comments, criticisms and suggestions. We could not have achieved our success without the support of our shareholders, customers, communities, friends and employees.

Sincerely,
/s/ Kevin J. Acker	/s/ Duane G. Debs
Kevin J. Acker	Duane G. Debs
Chairman of the Board	President and Chief Financial Officer

3

Common Stock, Book Value and Dividends

West Suburban has a single class of common stock issued and outstanding. The common stock is not traded on any stock exchange or on the over-the-counter market. West Suburban’s per share book value as of the end of each quarter and dividends declared for the last two years are set forth below:

Year	Quarter	Book Value (1)		Dividends Declared
2005	4th	$	344.60	$	20.00
	3rd	355.08		10.00
	2nd	353.07		10.00
	1st	341.73		10.00
2004	4th	$	347.87	$	20.00
	3rd	355.89		10.00
	2nd	336.47		10.00
	1st	357.38		10.00

(1)Book value per share represents the aggregate amount of shareholders’ equity and common stock in ESOP subject to contingent repurchase obligation divided by the number of outstanding shares. See Note 7 to the Company’s consolidated financial statements. This presentation is consistent with the Company’s belief that it is unlikely that the Company would be required to satisfy the contingent repurchase obligation.

The dividends declared during the fourth quarter of 2005 included a special $10.00 per share dividend payable on December 15, 2005 to shareholders of record as of December 1, 2005. Similarly, the dividends declared during the fourth quarter of 2004 included a special $10.00 per share dividend payable on December 15, 2004 to shareholders of record as of December 1, 2004.

Business Review

As of December 31, 2005, the Company had total assets of approximately $1.83 billion and maintained 33 full-service branches, four limited-service branches and six departments providing insurance, financial and other services for the convenience of the customers of the Bank throughout DuPage, Kane, Kendall and Will Counties in Illinois. The Bank focuses on providing retail and commercial banking products and services in its market area. The Company had 495 full-time equivalent employees at December 31, 2005.

[WSB LOGO]

4

[CROWE CHIZEK LOGO]

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders
West Suburban Bancorp, Inc.
Lombard, Illinois

We have audited the accompanying consolidated balance sheets of West Suburban Bancorp, Inc. (the “Company”) as of December 31, 2005 and 2004, and the related consolidated statements of income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2005. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company at December 31, 2005 and 2004, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2005 in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the effectiveness of the Company’s internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 9, 2006 expressed an unqualified opinion thereon.

	/s/ Crowe Chizek and Company LLC
	Crowe Chizek and Company LLC
Oak Brook, Illinois
March 9, 2006

5

WEST SUBURBAN BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2005 AND 2004
(Dollars in thousands)

	2005			2004
Assets
Cash and due from banks	$	54,935		$	40,402
Federal funds sold	50,859			10,998
Total cash and cash equivalents	105,794			51,400
Securities
Available for sale (amortized cost of $479,625 in 2005 and $486,663 in 2004)	465,798			481,595
Held to maturity (fair value of $64,074 in 2005 and $71,690 in 2004)	64,945			71,936
Federal Home Loan Bank stock	5,619			5,352
Total securities	536,362			558,883
Loans, less allowance for loan losses of $10,681 in 2005 and $10,527 in 2004	1,091,747			1,046,125
Cash surrender value of bank-owned life insurance	32,225			30,296
Premises and equipment, net	40,179			40,641
Other real estate	210			3,156
Accrued interest and other assets	20,309			17,548
Total assets	$	1,826,826		$	1,748,049
Liabilities and shareholders’ equity
Deposits
Demand-noninterest-bearing	$	165,413		$	153,081
Interest-bearing	1,474,253			1,416,661
Total deposits	1,639,666			1,569,742
Prepaid solutions cards	19,907			11,646
Accrued interest and other liabilities	18,215			16,207
Common stock in ESOP subject to contingent repurchase obligation	54,378			53,959
Shareholders’ equity
Common stock, no par value; 15,000,000 shares authorized; 432,495 shares issued and outstanding	3,457			3,457
Surplus	38,066			38,066
Retained earnings	115,846			111,985
Accumulated other comprehensive loss	(8,331		)	(3,054		)
Amount reclassified on ESOP shares	(54,378		)	(53,959		)
Total shareholders’ equity	94,660			96,495
Total liabilities and shareholders’ equity	$	1,826,826		$	1,748,049

See accompanying notes to consolidated financial statements.

6

WEST SUBURBAN BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
YEARS ENDED DECEMBER 31, 2005, 2004 AND 2003

(Dollars in thousands, except per share data)

	2005		2004			2003
Interest income
Loans, including fees	$	68,459	$	59,204		$	63,193
Securities
Taxable	19,235		18,158			16,037
Exempt from federal income tax	963		1,601			1,374
Federal funds sold	732		363			197
Total interest income	89,389		79,326			80,801
Interest expense
Deposits	30,220		21,805			21,951
Other	49		34			35
Total interest expense	30,269		21,839			21,986
Net interest income	59,120		57,487			58,815
Provision for loan losses	1,375		200			2,150
Net interest income after provision for loan losses	57,745		57,287			56,665
Noninterest income
Prepaid solutions cards	7,774		5,734			3,631
Service fees on deposit accounts	7,441		7,808			8,229
Debit card fees	2,027		1,751			1,692
Bank-owned life insurance	1,361		967			844
Net realized gains (losses) on securities transactions	206		(2,004		)	2,330
Net gain on sales of loans held for sale	109		230			834
Litigation settlement	—		—			1,085
Other	4,653		3,921			4,279
Total noninterest income	23,571		18,407			22,924
Noninterest expense
Salaries and employee benefits	22,449		21,513			21,769
Prepaid solutions cards	5,459		3,975			2,488
Furniture and equipment	4,851		4,644			4,593
Occupancy	4,073		4,011			3,979
Advertising and promotion	1,824		1,459			1,296
Professional fees	1,313		1,292			1,028
Other	5,538		6,213			6,562
Total noninterest expense	45,507		43,107			41,715
Income before income taxes	35,809		32,587			37,874
Income tax expense	10,323		8,929			11,966
Net income	$	25,486	$	23,658		$	25,908
Earnings per share	$	58.93	$	54.82		$	59.90
Average shares outstanding	432,495		431,546			432,485

See accompanying notes to consolidated financial statements.

7

WEST SUBURBAN BANCORP, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
YEARS ENDED DECEMBER 31, 2005, 2004 AND 2003

(Dollars in thousands, except per share data)

	Common Stock and Surplus		Retained Earnings			Accumulated Other Compre- hensive Income (Loss)			Unearned ESOP Shares			Amount Reclassified on ESOP Shares			Total Shareholders’ Equity
Balance, January 1, 2003	$	41,523	$	103,074		$	3,088		$	—		$	(40,241	)	$	107,444
Comprehensive income
Net income	—		25,908			—			—			—			25,908
Change in unrealized gain (loss) on available for sale securities, net of reclassification and tax effects	—		—			(3,451		)	—			—			(3,451		)
Total comprehensive income	—		—			—			—			—			22,457
Cash dividends declared - $44.00 per share	—		(19,030		)	—			—			—			(19,030		)
Reclassification due to change in fair value of common stock in ESOP subject to contingent repurchase obligation	—		—			—			—			(11,130		)	(11,130		)
ESOP shares committed to be released	—		—			—			(1,200		)	—			(1,200		)
Balance, December 31, 2003	41,523		109,952			(363		)	(1,200		)	(51,371		)	98,541
Comprehensive income
Net income	—		23,658			—			—			—			23,658
Change in unrealized loss on available for sale securities, net of reclassification and tax effects	—		—			(2,691		)	—			—			(2,691		)
Total comprehensive income	—		—			—			—			—			20,967
Cash dividends declared - $50.00 per share	—		(21,625		)	—			—			—			(21,625		)
Reclassification due to change in fair value of common stock in ESOP subject to contingent repurchase obligation	—		—			—			—			(2,588		)	(2,588		)
ESOP shares released	—		—			—			1,200			—			1,200
Balance, December 31, 2004	41,523		111,985			(3,054		)	—			(53,959		)	96,495
Comprehensive income
Net income	—		25,486			—			—			—			25,486
Change in unrealized loss on available for sale securities, net of reclassification and tax effects	—		—			(5,277		)	—			—			(5,277		)
Total comprehensive income	—		—			—			—			—			20,209
Cash dividends declared - $50.00 per share	—		(21,625		)	—			—			—			(21,625		)
Reclassification due to change in fair value of common stock in ESOP subject to contingent repurchase obligation	—		—			—			—			(419		)	(419		)
Balance, December 31, 2005	$	41,523	$	115,846		$	(8,331	)	$	—		$	(54,378	)	$	94,660

See accompanying notes to consolidated financial statements.

8

WEST SUBURBAN BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2005, 2004 AND 2003

(Dollars in thousands)

	2005			2004			2003
Cash flows from operating activities
Net income	$	25,486		$	23,658		$	25,908
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation	3,284			3,648			4,033
Provision for loan losses	1,375			200			2,150
Deferred income tax provision (benefit)	1,239			755			(386		)
Net premium amortization of securities	1,140			1,863			2,016
Net realized (gains) losses on securities transactions	(206		)	2,004			(2,330		)
Federal Home Loan Bank stock dividends	(267		)	(313		)	(371		)
Increase in cash surrender value of bank-owned life insurance	(1,361		)	(967		)	(844		)
Amortization of deferred loan fees	185			326			405
Net gain on sales of loans held for sale	(109		)	(230		)	(834		)
Sales of loans held for sale	6,943			16,267			70,307
Origination of loans held for sale	(6,645		)	(15,435		)	(66,238		)
Net loss on sales of premises and equipment	—			11			4
Net (gain) loss on sales of other real estate	(223		)	144			—
ESOP compensation expense	—			1,200			—
Write-down of other real estate	—			—			40
(Increase) decrease in accrued interest and other assets	(518		)	652			(182		)
Increase in accrued interest and other liabilities	2,008			2,404			805
Net cash provided by operating activities	32,331			36,187			34,483
Cash flows from investing activities
Securities available for sale
Sales	22,612			250,225			128,537
Maturities and calls	61,864			130,711			267,061
Purchases	(78,426		)	(412,771		)	(585,399		)
Securities held to maturity
Maturities and calls	9,584			12,685			20,926
Purchases	(2,539		)	(55,375		)	(239		)
Net (increase) decrease in loans	(48,808		)	21,315			47,337
Investment in bank-owned life insurance policies	(568		)	(15,913		)	(10,436		)
Purchases of premises and equipment	(2,822		)	(1,408		)	(1,293		)
Sales of premises and equipment	—			4			1
Sales of other real estate	4,606			3,613			208
Net cash used in investing activities	(34,497		)	(66,914		)	(133,297		)
Cash flows from financing activities
Net increase in deposits	69,924			39,811			109,675
Loan to ESOP to acquire West Suburban common stock	—			—			(1,200		)
Increase (decrease) in prepaid solutions cards	8,261			(5,403		)	15,385
Dividends paid	(21,625		)	(21,625		)	(22,490		)
Net cash provided by financing activities	56,560			12,783			101,370
Net increase (decrease) in cash and cash equivalents	54,394			(17,944		)	2,556
Beginning cash and cash equivalents	51,400			69,344			66,788
Ending cash and cash equivalents	$	105,794		$	51,400		$	69,344
Supplemental disclosures
Cash paid for
Interest	$	29,026		$	20,750		$	22,511
Income taxes	9,907			8,090			12,964
Other real estate acquired through loan foreclosures	1,437			5,647			1,474

See accompanying notes to consolidated financial statements.

9

WEST SUBURBAN BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands, except per share data)

Note 1 - Nature of Business and Summary of Significant Accounting Policies

West Suburban Bancorp, Inc. (“West Suburban”) through the branch network of its subsidiary, West Suburban Bank (the “Bank” and, together with West Suburban, the “Company”), operates 33 full-service branches, four limited-service branches and six departments providing insurance, financial and other services for the convenience of the customers of the Bank throughout DuPage, Kane, Kendall and Will Counties in Illinois. Customers in these areas are the primary consumers of the Company’s loan and deposit products and services. Although borrower cash flow is expected to be the primary source of repayment, the Company’s loans are generally secured by various forms of collateral including real estate, business assets, consumer goods, personal guarantees and other items.

Operating Segments

While the Company’s senior management monitors the revenue streams derived from various individual and groups of products and services, any identifiable segments are not material. Moreover, operations are managed and financial performance is evaluated on a Company-wide basis. Accordingly, all of the Company’s operations are considered by management to be aggregated in one reportable operating segment.

Principles of Consolidation

The consolidated financial statements include the accounts of West Suburban and the Bank. Significant intercompany accounts and transactions have been eliminated.

Use of Estimates

To prepare financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions, which are subject to change, based on available information. These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided, and future results could differ. The allowance for loan losses, fair values of financial instruments, impairment of securities and status of contingencies are particularly subject to change.

Securities

Debt and marketable equity securities are classified into two categories, “available for sale” and “held to maturity.” Available for sale securities are carried at fair value with net unrealized gains and losses (net of deferred tax) reported in accumulated other comprehensive loss as a separate component of shareholders’ equity. Held to maturity securities are carried at amortized cost as the Company has both the ability and positive intent to hold them to maturity. Other securities such as Federal Home Loan Bank stock are carried at cost. Interest income includes amortization of purchase premium and accretion of purchase discount. Gains or losses on disposition are based on the net proceeds and the adjusted carrying amount of the specific securities sold. The Company does not engage in trading activities.

Declines in the fair value of securities below their cost that are other than temporary are reflected as realized losses. In estimating other-than-temporary losses, management considers: (1) the length of time and extent that fair value has been less than cost, (2) the financial condition and near term prospects of the issuer, and (3) the Company’s ability and intent to hold the security for a period sufficient to allow for any anticipated recovery in fair value.

Loans and Allowance for Loan Losses

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal balance outstanding, net of unearned interest, deferred loan fees and costs and an allowance for loan losses. Interest income is reported on the accrual method and includes amortization of net deferred loan fees and costs over the loan term. Accrual of interest is generally discontinued on loans 90 days past due, or on an earlier date, if management believes, after considering economic and business conditions and collection efforts, that the borrower’s financial condition is such that collection of principal or interest is doubtful. In some circumstances, a

10

loan more than 90 days past due may continue to accrue interest if it is fully secured and in the process of collection. When a loan is classified as nonaccrual, interest previously accrued but not collected is charged back to interest income. When payments are received on nonaccrual loans they are first applied to principal, then to interest income and finally to expenses incurred for collection.

The allowance for loan losses is a valuation allowance for probable incurred credit losses in the loan portfolio. The allowance is increased by a provision for loan losses charged to earnings. Loan losses are charged against the allowance when management believes the uncollectibility of a loan has been established. Subsequent recoveries, if any, are credited to the allowance. The allowance consists of specific and general components. The specific component relates to specific loans that are individually classified as impaired. The general component covers pools of other loans and is based on historical loss experience adjusted for current factors. The allowance for loan losses is evaluated monthly based on management’s periodic review of loan collectibility in light of historical loan loss experience, the nature and volume of the loan portfolio, information about specific borrower situations and estimated collateral values and prevailing economic conditions. Although allocations of the allowance may be made for specific loans, the entire allowance is available for any loan that, in management’s judgment, should be charged-off. Management’s evaluation of loan collectibility is inherently subjective as it requires estimates that are subject to significant revision as more information becomes available or as relevant circumstances change.

The Company evaluates commercial, real estate construction and commercial mortgage loans monthly for impairment. A loan is considered impaired when, based on current information and events, full payment under the loan terms is not expected. Impairment is measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate or the fair value of the loan’s collateral, if repayment of the loan is collateral dependent. A valuation allowance is maintained for the amount of impairment. Generally, loans 90 days or more past due and all loans classified as nonaccrual status are considered for impairment. Impairment is considered on an entire category basis for smaller-balance loans of similar nature, such as residential real estate and consumer loans, and on an individual basis for other loans. In general, consumer and credit card loans are charged-off no later than 180 days after a consumer or credit card loan becomes past due.

Loans Held for Sale

Loans are identified as either held for investment or held for sale upon origination. Loans held for sale are recorded at the lower of amortized cost or market value, determined on an aggregate basis. Unrealized losses, if any, are recognized on a current basis by charges to earnings. At December 31, 2005 and 2004, the cost and market value of loans held for sale were approximately the same.

Bank-owned Life Insurance (“BOLI”)

The Company has purchased life insurance policies on certain officers and directors. BOLI is recorded at its cash surrender value, or the amount that can be realized.

Premises and Equipment

Land is carried at cost. Premises and equipment are stated at cost less accumulated depreciation. Depreciation is generally computed on the straight-line method over the estimated useful lives of the assets ranging from 8 to 50 years for premises and from 3 to 15 years for furniture and equipment. Leasehold improvements are amortized on a straight-line basis over the estimated useful lives of the improvements or the remaining term of the leases, whichever is shorter.

Other Real Estate

Other real estate includes properties acquired in partial or total settlement of problem loans. The properties are recorded at the lower of cost or fair value less estimated selling costs at the date acquired. Losses recognized at the time of acquisition of such properties are charged to the allowance for loan losses. Any subsequent decline in value is charged to current operations. The revenue received from and expenses incurred in maintaining such properties are also included in current operations.

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Long-term Assets

Premises and equipment and other long-term assets are reviewed for impairment when events indicate their carrying amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value.

Loan Commitments and Related Financial Instruments

Financial instruments include off-balance sheet credit instruments, such as commitments to make loans and commercial letters of credit, issued to meet customer financing needs. The face amount for these items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded.

Prepaid Solutions Cards

Prepaid solutions card revenues are recognized when services are performed. These revenues are comprised primarily of service and transaction fees. Service fees represent payments associated with card preparation, customization, usage, non-usage and processing. Transaction fees primarily represent interchange fees generated as transactions are made by cardholders. These fees are recognized as revenue in the same period the related transactions occur or services are rendered.

Prepaid solutions card expenses are recognized as incurred. These expenses generally include costs associated with the card preparation and customization, data processing fees associated with the card transaction processing, and other expenses directly associated with the Bank’s prepaid solutions card customers. General and administrative expenses, such as salaries and benefits, furniture and equipment, advertising and promotion, and professional fees are not included in the prepaid solutions card expense category, but rather are included in the appropriate expense classification in the Company’s consolidated statements of income.

Income Taxes

Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

Employee Stock Ownership Plan (“ESOP”)

The Bank maintains an ESOP, which is a noncontributory tax qualified retirement plan that covers employees who have satisfied specific service requirements. The Bank makes contributions to the ESOP for the benefit of the participants. On December 30, 2003, the ESOP became leveraged for the first time since its inception. The ESOP borrowed $1.2 million from West Suburban to facilitate the purchase of a large block of common stock from one shareholder. The ESOP retired the indebtedness on January 2, 2004. Dividends declared on common stock owned by the ESOP are charged against retained earnings.

Dividends paid on ESOP shares are passed through to participants. Earned and allocated ESOP shares are voted by the respective participants. Because participants may require the Company to purchase their ESOP shares upon termination of their employment, the appraised fair value of all earned and allocated ESOP shares is reclassified from shareholders’ equity. ESOP shares committed to be released are reported as a reduction of shareholders’ equity. Once the shares have been released they are added to shareholder’s equity.

Earnings Per Share

Earnings per share is calculated on the basis of the daily weighted average number of shares outstanding. ESOP shares are considered outstanding for this calculation unless unearned.

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Cash Flows

For purposes of reporting cash flows, cash and cash equivalents include cash and due from banks and federal funds sold. Generally, federal funds are sold for one-day periods. Net cash flows are reported for customer loan, deposit and prepaid solutions card transactions.

Comprehensive Income

Comprehensive income includes net income and other comprehensive income. The Company’s other comprehensive income consists of the change in unrealized gains and losses on available for sale securities, net of reclassification adjustments and deferred tax effects.

Loss Contingencies

Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there now are such matters that will have a material effect on the financial statements.

Restrictions on Cash

Cash on hand or on deposit with the Federal Reserve Bank of $14,486 and $13,318 was required to meet regulatory reserve and clearing requirements at year end 2005 and 2004, respectively. These balances do not earn interest.

Dividend Restriction

Banking regulations require maintaining certain capital levels and may limit the dividends paid by the Bank to West Suburban or by West Suburban to shareholders. These restrictions pose no practical limit on the ability of the Bank or West Suburban to pay dividends at historical levels. (See Note 11 for more specific disclosure.)

Fair Value of Financial Instruments

Fair value of financial instruments are estimated using relevant market information and other assumptions, as more fully disclosed in Note 9. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors, especially in the absence of active markets for particular items. Changes in assumptions or in market conditions could significantly affect the estimates.

Reclassifications

Certain reclassifications have been made in prior years’ financial statements to conform to the current year’s presentation.

Recent Accounting Pronouncements

In December 2004, FASB issued Statement 123 (revised), “Share-based Payment” which requires companies to record compensation cost for stock options provided to employees in return for employee service. The cost is measured at the fair value of the options when granted, and this cost is expensed over the employee service period, which is normally the vesting period of the options. This treatment will apply to awards granted or modified after the first quarter or year beginning after June 15, 2005. Compensation cost will also be recorded for prior option grants that vest after the date of adoption. Because the Company does not currently have any stock options outstanding and has not historically issued stock options, management does not anticipate that Statement 123 will have an impact on the Company’s financial condition or results of operation.

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Note 2 - Securities

The amortized cost and fair value of securities available for sale are as follows at December 31:

	2005
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Corporate	$	45,417	$	260	$	(1,658	)	$	44,019
U.S. government agencies and corporations	277,326		—		(8,278		)	269,048
Mortgage-backed	145,289		—		(3,749		)	141,540
States and political subdivisions	10,590		—		(225		)	10,365
Total debt securities	478,622		260		(13,910		)	464,972
Preferred stock	1,003		—		(177		)	826
Total	$	479,625	$	260	$	(14,087	)	$	465,798

	2004
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Corporate	$	51,198	$	327	$	(594	)	$	50,931
U.S. government agencies and corporations	306,669		21		(3,201		)	303,489
Mortgage-backed	121,969		80		(1,400		)	120,649
States and political subdivisions	5,824		10		(68		)	5,766
Total debt securities	485,660		438		(5,263		)	480,835
Preferred stock	1,003		—		(243		)	760
Total	$	486,663	$	438	$	(5,506	)	$	481,595

The amortized cost and fair value of securities held to maturity are as follows at December 31:

	2005
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. government agencies and corporations	$	37,347	$	2	$	(469	)	$	36,880
Mortgage-backed	13,018		5		(496		)	12,527
States and political subdivisions	14,580		178		(91		)	14,667
Total	$	64,945	$	185	$	(1,056	)	$	64,074

	2004
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. government agencies and corporations	$	43,405	$	119	$	(162	)	$	43,362
Mortgage-backed	12,430		25		(311		)	12,144
States and political subdivisions	16,101		205		(122		)	16,184
Total	$	71,936	$	349	$	(595	)	$	71,690

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Securities with unrealized losses at year end 2005 and 2004 not recognized in income are presented below by the length of time the securities have been in a continuous unrealized loss position:

	2005
	Less than 12 months				12 months or more				Total
	Fair Value		Unrealized loss		Fair Value		Unrealized loss		Fair Value		Unrealized loss
Corporate	$	12,917	$	292	$	28,342	$	1,366	$	41,259	$	1,658
U.S. government agencies and corporations	172,874		3,443		131,053		5,304		303,927		8,747
Mortgage-backed	137,356		3,237		16,202		1,008		153,558		4,245
States and political subdivisions	10,693		168		3,942		148		14,635		316
Preferred stock	—		—		825		177		825		177
Total temporarily impaired	$	333,840	$	7,140	$	180,364	$	8,003	$	514,204	$	15,143

	2004
	Less than 12 months				12 months or more				Total
	Fair Value		Unrealized loss		Fair Value		Unrealized loss		Fair Value		Unrealized loss
Corporate	$	39,671	$	594	$	—	$	—	$	39,671	$	594
U.S. government agencies and corporations	291,506		2,573		32,199		790		323,705		3,363
Mortgage-backed	108,449		1,045		17,497		666		125,946		1,711
States and political subdivisions	9,563		183		7,730		7		17,293		190
Preferred stock	—		—		760		243		760		243
Total temporarily impaired	$	449,189	$	4,395	$	58,186	$	1,706	$	507,375	$	6,101

In accordance with generally accepted accounting principles, unrealized losses on debt securities are not recognized if management has the intent and ability to hold the securities until their maturity date and no concerns exist with respect to the ability of the issuer to satisfy its obligations at maturity. Management believes that the fair value of these debt securities with unrealized losses will recover as the securities approach their maturity date and/or reprice date. At December 31, 2005, preferred stock with an amortized cost of $1.0 million had unrealized losses for a continuous period of twelve months or more and the amount of the unrealized losses as of that date was $.2 million. The Company has determined this unrealized loss to be temporary as management expects the security to recover its original cost as interest rates increase as the security approaches its reprice date. The Company has both the intent and ability to hold the investment until such recovery occurs. The preferred stock is issued by the Federal Home Loan Mortgage Corporation. Management does not believe any individual unrealized loss as of December 31, 2005 represents other than temporary impairment.

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The amortized cost and fair value of debt securities available for sale and held to maturity at December 31, 2005 by contractual maturity are as follows:

	Available for Sale				Held to Maturity
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due in 1 year or less	$	54,437	$	53,896	$	20,473	$	20,321
Due after 1 year through 5 years	253,432		245,226		23,974		23,721
Due after 5 years through 10 years	22,453		21,292		3,951		3,992
Due after 10 years	3,011		3,018		3,529		3,513
Mortgage-backed	145,289		141,540		13,018		12,527
Total	$	478,622	$	464,972	$	64,945	$	64,074

Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Approximately $147,015 of securities are callable in 2006. Most of these callable securities were issued by U.S. government agencies and corporations.

Securities with a carrying value of approximately $53,938 and $53,478 at December 31, 2005 and 2004, respectively, were pledged to secure public deposits, fiduciary activities and for other purposes required or permitted by law.

Sales of securities available for sale were as follows:

	2005			2004			2003
Proceeds from sales	$	22,612		$	250,225		$	128,537
Gross realized gains	185			751			2,346
Gross realized losses	(3		)	(2,755		)	(246		)

Net gains on securities transactions in 2005 include recoveries of $24 on securities written down in 2001. Net gains on securities transactions in 2003 include recoveries of $230 on securities written off in 1998.

Note 3 - Loans

Major classifications of loans were as follows at December 31:

	2005			2004
Commercial	$	276,898		$	267,799
Consumer	7,501			7,552
Indirect automobile	24,939			38,651
Real estate
Residential	160,902			146,259
Commercial	225,794			207,978
Home equity	229,514			237,622
Construction	165,484			135,264
Held for sale	140			329
Credit card	10,545			14,682
Other	711			516
Total	1,102,428			1,056,652
Allowance for loan losses	(10,681		)	(10,527		)
Loans, net	$	1,091,747		$	1,046,125

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The Company makes commercial, personal and residential loans primarily to customers throughout the western suburbs of Chicago. Construction loans are primarily made to customers engaged in the development and construction of residential real estate projects within the Company’s market area.

Changes in the allowance for loan losses were as follows for the years ended December 31:

	2005			2004			2003
Balance, beginning of year	$	10,527		$	14,420		$	13,847
Provision for loan losses	1,375			200			2,150
Loans charged-off	(1,589		)	(4,564		)	(1,947		)
Recoveries	368			471			370
Balance, end of year	$	10,681		$	10,527		$	14,420

Impaired loans are summarized as follows at December 31:

	2005		2004		2003
Year-end loans with no allocated allowance for loan losses	$	904	$	664	$	193
Year-end loans with allocated allowance for loan losses	5,403		6,613		22,345
Total	$	6,307	$	7,277	$	22,538
Amount of the allowance for loan losses allocated to impaired loans at year-end	$	3,497	$	2,317	$	7,145
Average impaired loans during the year	4,962		15,606		19,565
Interest income recognized during impairment	306		317		328

Nonperforming loans were as follows at December 31:

Loans past due 90 days or more still on accrual	$	1,665	$	1,036	$	380
Nonaccrual loans	533		3,815		15,008
Total	$	2,198	$	4,851	$	15,388

Mortgage loans serviced for others are not included in the accompanying consolidated balance sheets. At December 31, 2005 and 2004, the Company serviced mortgage loans for the benefit of others with aggregate unpaid principal balances of $5,960 and $8,816, respectively. Accordingly, retained and acquired mortgage servicing rights are not material and are not presented as a separate asset. The Company generally sells mortgage loans with servicing rights released.

	2005		2004		2003
Activity during the year:
Origination of loans held for sale	$	6,645	$	15,435	$	66,238
Proceeds from sales of loans held for sale	6,943		16,267		70,307
Net gains on sales of loans held for sale	109		230		834
Loan servicing fees	24		34		61

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Note 4 - Premises and Equipment

Major classifications of assets comprising premises and equipment are summarized as follows at December 31:

	2005			2004
Land	$	11,571		$	11,571
Premises	42,355			41,535
Furniture and equipment	44,202			42,199
Total	98,128			95,305
Less accumulated depreciation	(57,949		)	(54,664		)
Premises and equipment, net	$	40,179		$	40,641

Note 5 - Deposits

The major categories of deposits are summarized as follows at December 31:

	2005		2004
Demand-noninterest-bearing	$	165,413	$	153,081
NOW	331,420		323,979
Money market checking	219,433		222,214
Savings	413,860		447,257
Time deposits
Less than $100,000	365,166		322,184
$100,000 and greater	144,374		101,027
Total	$	1,639,666	$	1,569,742

At December 31, 2005, the scheduled maturities of time deposits were as follows:

	2005
2006	$	270,654
2007	118,545
2008	54,192
2009	41,036
2010	25,107
Thereafter	6
Total	$	509,540

Note 6 - Income Taxes

Income tax expense is as follows for the years ended December 31:

	2005			2004			2003
Currently payable tax
Federal	$	9,181		$	8,595		$	10,625
State	(97		)	(421		)	1,727
Deferred tax provison (benefit)	1,239			755			(386		)
Total	$	10,323		$	8,929		$	11,966

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A reconciliation between taxes computed at the statutory federal income tax rate and the consolidated effective tax rates follows:

	2005		2004		2003
Statutory federal income tax rate	35.0	%	35.0	%	35.0	%
(Decrease) increase in taxes resulting from:
Tax-exempt income	(1.0	)%	(1.8	)%	(1.2	)%
State income taxes, net of federal tax benefit	(0.2	)%	(0.6	)%	2.9	%
Dividends on ESOP shares	(3.7	)%	(2.9	)%	(3.5	)%
Other items, net	(1.3	)%	(2.3	)%	(1.6	)%
Effective tax rate	28.8	%	27.4	%	31.6	%

The temporary differences which created deferred tax assets and liabilities at December 31 are summarized below:

	2005		2004
Deferred tax assets
Allowance for loan losses	$	4,246	$	4,185
Deferred compensation	2,409		2,057
Unrealized loss on securities available for sale	5,496		2,014
Nonaccrual loan interest income	141		947
Capital loss	—		566
Other	109		—
Total deferred tax assets	12,401		9,769
Deferred tax liabilities
Depreciation	653		705
Federal Home Loan Bank stock dividends	674		568
Undistributed REIT income	309		287
Deposit base intangible	212		185
Qualified prepaid expenses	281		268
Other	365		92
Total deferred tax liabilities	2,494		2,105
Net deferred tax assets	$	9,907	$	7,664

Net deferred tax assets are included in accrued interest and other assets. No valuation allowance was considered necessary for net deferred tax assets. At December 31, 2005, the Company had a net operating loss carryforward for state tax purposes totaling approximately $8.0 million, which begins to expire in 2018.

Note 7 - Employee Benefit Plans

The ESOP provides incentives to employees by granting participants an interest in West Suburban’s common stock, which represents the ESOP’s primary investment. An individual account is established for each participant and the benefits payable upon retirement, termination, disability or death are based upon service, the amount of the employer’s contributions and any income, expenses, gains and losses and forfeitures allocated to the participant’s account. Contributions, which are determined by the board of directors of the Bank, are paid by the Bank and were $1,951 in 2005, $1,879 in 2004 and $2,324 in 2003.

At December 31, 2005 and 2004, the ESOP held 83,530 and 83,270, respectively, shares of West Suburban common stock that were allocated to ESOP participants. Upon termination of their employment, participants who elect to receive their benefit distributions in the form of West Suburban common stock may require the Company to purchase the common stock distributed at fair value during two 60-day periods. The first purchase period begins on the date the benefit is distributed and the second purchase period begins on the first anniversary of the distribution date. This contingent repurchase obligation is reflected in the Company’s financial statements as “Common stock in

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ESOP subject to contingent repurchase obligation” and reduces shareholders’ equity by an amount that represents the independently appraised fair value of all West Suburban common stock held by the ESOP and allocated to participants, without regard to whether it is likely that the shares would be distributed or that the recipients of the shares would be likely to exercise their right to require the Company to purchase the shares. Notwithstanding the Company’s belief that it is unlikely that the Company would be required to satisfy this repurchase obligation, at December 31, 2005 and 2004, this contingent repurchase obligation reduced shareholders’ equity by $54,378 and $53,959, respectively.

During 2005 and 2004, the ESOP distributed $541 and $509, respectively, in cash representing the interests of participants. In addition, the ESOP distributed 650 shares in 2005 and 673 shares in 2004 of West Suburban common stock. The Company believes that the ESOP will continue to have a sufficient amount of cash to distribute benefit payments to former employees and that the exercise of the right of former employees to cause the Company to purchase West Suburban common stock is unlikely.

The Company has deferred compensation arrangements with certain former and current executive officers. The deferred compensation expense for the years ended December 31, 2005, 2004 and 2003 was $190, $190 and $194, respectively. Executive officers can elect to defer the payment of a percentage of their salaries and cash bonuses and members of the board of directors can elect to defer the payment of their directors’ fees. In addition, the Company makes annual contributions for the benefit of participants ($25 for six senior executive officers and $5 for other executive officers) in the Company’s deferred compensation arrangements. As of December 31, 2005, 14 executive officers participated in the deferred compensation plan.

The total accumulated liability for all deferred compensation arrangements was $6,061 and $5,175 at December 31, 2005 and 2004, respectively. These amounts are included in accrued interest and other liabilities in the consolidated balance sheets.

Note 8 - Financial Instruments with Off-Balance-Sheet Risk

The Company is a party to off-balance-sheet financial instruments to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These financial instruments involve, to varying degrees, elements of credit and interest rate risks. Such financial instruments are recorded when funded.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the agreement. These commitments primarily consist of unused lines of credit, undrawn portions of construction loans and commitments to make new loans. Commitments generally have fixed expiration dates or other termination provisions and may require the payment of a fee. Since many of the commitments are expected to expire without being exercised or drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

Letters of credit are conditional commitments issued by the Company to either extend credit to a customer or guarantee the performance of a customer for the benefit of a third party. Guarantees of performance are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.

The Company’s exposure to credit risk in connection with commitments to extend credit and standby letters of credit is the contractual amount of those instruments before considering customer collateral or ability to repay. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments. The Company generally requires collateral or other security to support financial instruments with credit risk. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company, is based on management’s credit evaluation of the customer. Collateral held varies and may include accounts receivable, inventory and equipment or commercial or residential properties.

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A summary of the contractual exposure to off-balance-sheet risk as of December 31 follows:

	2005						2004
	Fixed Rate		Variable Rate		Total		Fixed Rate		Variable Rate		Total
Commercial loans and lines of credit	$	1,230	$	194,842	$	196,072	$	956	$	168,157	$	169,113
Check credit lines of credit	1,219		—		1,219		1,262		—		1,262
Mortgage loans	5,411		1,060		6,471		5,170		1,750		6,920
Home equity lines of credit	—		179,072		179,072		—		170,301		170,301
Letters of credit	—		34,913		34,913		—		31,973		31,973
Credit card lines of credit	—		41,014		41,014		—		76,003		76,003
Total	$	7,860	$	450,901	$	458,761	$	7,388	$	448,184	$	455,572

Fixed rate commercial loan commitments at December 31, 2005 generally had interest rates ranging from 4.50% to 9.00% with remaining terms ranging from 3 months to 5 years. Fixed rate mortgage loan commitments at December 31, 2005 generally had interest rates ranging from 5.75% to 6.25% with terms ranging from 10 to 30 years. Fixed rate check credit lines of credit had an interest rate of 18.00% as of December 31, 2005.

Note 9 - Fair Value of Financial Instruments

The methods and assumptions used to estimate the fair value of financial instruments are as follows. For short-term assets (i.e., cash and due from banks and federal funds sold), their estimated fair value approximate their carrying value. For deposits with variable interest rates, it has been assumed that their estimated fair value approximates their carrying value. Because of their short terms, the carrying values of accrued interest receivable and payable approximates their fair values.

The fair value for securities was derived from quoted market values or, when quotes were not available, the fair value was estimated based on the rate and term of the security and information about the issuer. The fair value for loans was estimated by discounting the future expected cash flows from loan repayments using current interest rates for loans having comparable maturities and credit risk. The fair value for time deposits was estimated by discounting expected cash flows at discount rates comparable to current market rates for similar maturing liabilities.

Off-balance-sheet financial instruments are comprised of letters of credit and commitments to extend credit. The estimated fair value of off-balance-sheet financial instruments is not considered material.

While these estimates of fair value are based on management’s judgment of the most appropriate factors as of the balance sheet date, there is no assurance that the estimated fair value would have been realized if the assets would have been disposed of or the liabilities settled at that date, since market value may differ depending on various factors. In addition, the estimated fair value would not apply to subsequent dates.

21

The estimated fair value of the Company’s financial instruments as of December 31 is set forth in the table below:

	2005				2004
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial assets
Cash and cash equivalents	$	105,794	$	105,794	$	51,400	$	51,400
Securities
Available for sale	465,798		465,798		481,595		481,595
Held to maturity	64,945		64,074		71,936		71,690
Federal Home Loan Bank stock	5,619		5,619		5,352		5,352
Loans, less allowance for loan losses	1,091,747		1,096,505		1,046,125		1,055,087
Accrued interest	7,846		7,846		7,309		7,309
Financial liabilities
Deposits	1,639,666		1,637,346		1,569,742		1,574,363
Accrued interest	5,318		5,318		4,075		4,075

Note 10 - Related Party Transactions

Certain executive officers and directors of the Company, their affiliates and companies in which they have 10% or more beneficial ownership, are customers of the Bank in the ordinary course of business received loans from the Bank totaling $32,611 and $30,421 at December 31, 2005 and 2004, respectively. During 2005, $26,985 in loans and $24,795 in principal payments were made. Related parties maintained deposits at the Bank totaling $46,084 and $43,197 at December 31, 2005 and 2004, respectively.

Note 11 - Capital Requirements

The Company and the Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements may result in the initiation of actions by regulators that could have direct material effects on the financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, each entity must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgements by the regulators about components, risk weightings and other factors.

Regulations require the Company and the Bank to maintain minimum capital amounts and ratios (set forth in the following table). Management believes that as of December 31, 2005, the Company and the Bank exceeded all capital adequacy requirements.

Management’s present policy is to limit dividends from the Bank so that the Bank qualifies as a “well-capitalized” institution as defined by the Federal Deposit Insurance Corporation Improvement Act of 1991. This policy minimizes the amount of Federal Deposit Insurance Corporation (“FDIC”) insurance premiums paid by the Bank and provides capital to fund growth. As of December 31, 2005, the Bank could pay, in the aggregate, dividends of approximately $4,600 to West Suburban while remaining a “well-capitalized” institution. Dividends from the Bank are West Suburban’s primary source of cash flow.

22

As of December 31, 2005 and 2004, the most recent notifications from the FDIC categorized the Bank as “well- capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well-capitalized” the Bank must maintain minimum ratios for total capital to risk weighted assets, Tier 1 capital to risk weighted assets and Tier 1 capital to average assets as set forth in the following table. There are no conditions or events since that notification that management believes would result in a change of the category. The capital amounts and ratios of the Company and the Bank for purposes of the prompt corrective action framework are presented in the table below:

	Actual				Minimum For Capital Adequacy Purposes				Minumum To Be Well- Capitalized
	Amount		Ratio		Amount		Ratio		Amount	Ratio
As of December 31, 2005
Total capital (to risk weighted assets)
Company	$	167,230	11.9	%	$	112,520	8.0	%	N/A	N/A
Bank	145,139		10.3	%	112,385		8.0	%	140,481	10.0	%
Tier 1 capital (to risk weighted assets)
Company	156,549		11.1	%	56,260		4.0	%	N/A	N/A
Bank	134,458		9.6	%	56,192		4.0	%	84,288	6.0	%
Tier 1 capital (to average assets)
Company	156,549		8.7	%	71,768		4.0	%	N/A	N/A
Bank	134,458		7.5	%	71,517		4.0	%	89,396	5.0	%
As of December 31, 2004
Total capital (to risk weighted assets)
Company	$	163,176	12.1	%	$	108,243	8.0	%	N/A	N/A
Bank	144,708		10.7	%	107,870		8.0	%	134,838	10.0	%
Tier 1 capital (to risk weighted assets)
Company	152,649		11.3	%	54,122		4.0	%	N/A	N/A
Bank	134,181		10.0	%	53,935		4.0	%	80,903	6.0	%
Tier 1 capital (to average assets)
Company	152,649		8.8	%	69,672		4.0	%	N/A	N/A
Bank	134,181		7.7	%	69,371		4.0	%	86,713	5.0	%

The appraised fair value of West Suburban common stock owned by the ESOP is included in Tier 1 capital.

Note 12 - Other Comprehensive Income

Other comprehensive income components and related taxes were as follows:

	2005			2004			2003
Net unrealized holding losses on available for sale securities	$	(8,553	)	$	(6,472	)	$	(3,389	)
Reclassification adjustments for (gains) and losses later recognized in income	(206		)	2,004			(2,330		)
Net unrealized losses	(8,759		)	(4,468		)	(5,719		)
Tax effect	3,482			1,777			2,268
Other comprehensive loss	$	(5,277	)	$	(2,691	)	$	(3,451	)

23

Note 13 - Condensed Financial Information - Parent Only

Condensed Balance Sheets

December 31, 2005 and 2004

	2005		2004
Assets
Cash, substantially all on deposit in subsidiary	$	19,026	$	14,234
Securities available for sale (amortized cost of $2,984 in 2005 and $3,874 in 2004)	2,877		3,813
Securities held to maturity (fair value of $4,197 in 2005 and $4,029 in 2004)	4,287		4,149
Investment in subsidiary	126,424		131,310
Goodwill	712		712
Other assets	247		627
Total assets	$	153,573	$	154,845
Liabilities and shareholders’ equity
Dividends payable	$	4,325	$	4,325
Other liabilities	210		66
Common stock in ESOP subject to contingent repurchase obligation	54,378		53,959
Shareholders’ equity	94,660		96,495
Total liabilities and shareholders’ equity	$	153,573	$	154,845

Condensed Statements of Income

Years Ended December 31, 2005, 2004 and 2003

	2005		2004			2003
Income
Dividends from subsidiary	$	24,907	$	22,633		$	25,586
Interest income
Deposits	259		140			190
Securities	293		331			2
Net realized gains (losses) on securities transactions	162		(47		)	—
Total income	25,621		23,057			25,778
Expense
Other	359		403			391
Total expense	359		403			391
Income before income taxes	25,262		22,654			25,387
Income tax expense (benefit)	14		(100		)	(161		)
Income before equity in undistributed net income of subsidiary	25,248		22,754			25,548
Equity in undistributed net income of subsidiary	238		904			360
Net income	$	25,486	$	23,658		$	25,908

24

Condensed Statements of Cash Flows

Years Ended December 31, 2005, 2004 and 2003

	2005			2004			2003
Cash flows from operating activities
Net income	$	25,486		$	23,658		$	25,908
Adjustments to reconcile net income to net cash provided by operating activities
Deferred income tax benefit	(41		)	(26		)	(20		)
Equity in undistributed net income of subsidiary	(238		)	(904		)	(360		)
Net discount accretion of securities	(120		)	(90		)	—
Net realized (gains) losses on securities transactions	(162		)	47			—
Decrease (increase) in other assets	438			(441		)	(60		)
Increase (decrease) in other liabilities	19			(22		)	(1		)
Net cash provided by operating activities	25,382			22,222			25,467
Cash flows from investing activities
Securities available for sale
Sales	1,535			3,170			—
Purchases	(500		)	(4,820		)	(2,293		)
Securities held to maturity
Purchases	—			(4,038		)	—
Net cash provided by (used in) by investing activities	1,035			(5,688		)	(2,293		)
Cash flows from financing activities
Loan to ESOP to acquire West Suburban common stock	—			1,200			(1,200		)
Cash dividends paid	(21,625		)	(21,625		)	(22,490		)
Net cash used in financing activities	(21,625		)	(20,425		)	(23,690		)
Net increase (decrease) in cash	4,792			(3,891		)	(516		)
Beginning cash	14,234			18,125			18,641
Ending cash	$	19,026		$	14,234		$	18,125

25

Note 14 - Quarterly Results of Operations (Unaudited)

The following table sets forth certain unaudited income, expense and per share data on a quarterly basis for the three-month periods indicated:

	Fourth Quarter		Third Quarter		Second Quarter		First Quarter
Year Ended December 31, 2005
Interest income	$	23,961	$	23,103	$	21,878	$	20,447
Interest expense	8,864		7,834		7,077		6,494
Net interest income	15,097		15,269		14,801		13,953
Provision for loan losses	—		750		625		—
Net interest income after provision for loan losses	15,097		14,519		14,176		13,953
Noninterest income	6,456		5,626		5,687		5,802
Noninterest expense	11,556		11,299		11,324		11,328
Income before income taxes	9,997		8,846		8,539		8,427
Income tax expense	2,848		2,667		2,179		2,629
Net income	$	7,149	$	6,179	$	6,360	$	5,798
Earnings per share	$	16.52	$	14.29	$	14.71	$	13.41
Year Ended December 31, 2004
Interest income	$	19,971	$	19,908	$	19,936	$	19,511
Interest expense	5,944		5,579		5,295		5,021
Net interest income	14,027		14,329		14,641		14,490
Provision for loan losses	—		—		200		—
Net interest income after provision for loan losses	14,027		14,329		14,441		14,490
Noninterest income	5,788		2,849		5,083		4,687
Noninterest expense	10,811		10,517		11,083		10,696
Income before income taxes	9,004		6,661		8,441		8,481
Income tax expense	2,158		1,712		2,336		2,723
Net income	$	6,846	$	4,949	$	6,105	$	5,758
Earnings per share	$	15.87	$	11.45	$	14.14	$	13.36

During the fourth quarter of 2005, the Company experienced an increase of $830 in noninterest income compared to the previous quarter. This was primarily the result of increases in prepaid solutions card income relating primarily to the addition of one new large client and increased gift card sales.

During the fourth quarter of 2004, the Company had an increase in noninterest income of $2,939 compared to the previous quarter. This was primarily due to net losses on sale of investment securities of $2,057 during the third quarter of 2004. These transactions were undertaken to reposition the investment portfolio to shorten duration and reduce interest rate risk. The Company also experienced increased noninterest income as a result of increased fees from its prepaid solutions and brokerage programs. The Company also had increased interest expense of $365 during this period compared to the previous quarter, primarily due to higher interest rates paid on deposits as a result of the rising interest rate environment. Noninterest expense decreased during the fourth quarter compared to the previous quarter, primarily due to decreased profit sharing expense resulting from a decrease in the ESOP contribution percentage. The Bank’s board of directors determined that the decrease in contribution percentage was appropriate in light of the Bank’s performance in 2004.

Certain reclassifications were made between noninterest income and noninterest expense in 2005 and 2004. These reclassifications had no impact on net income.

26

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management of the Company is responsible for establishing and maintaining an effective system of internal control over financial reporting. The Company’s system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. There are inherent limitations in the effectiveness of any system of internal control over financial reporting, including the possibility of human error and the circumvention or overriding of controls. Accordingly, even an effective system of internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation. Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the Company’s systems of internal control over financial reporting as of December 31, 2005. This assessment was based on criteria for effective internal control over financial reporting described in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management believes that, as of December 31, 2005, the Company maintained effective internal control over financial reporting based on those criteria.

The Company’s independent auditors have issued an audit report on management’s assessment of the Company’s internal control over financial reporting.

March 9, 2006

/s/ Kevin J. Acker

Kevin J. Acker

Chairman and Chief Executive Officer

/s/ Duane G. Debs

Duane G. Debs

President and Chief Financial Officer

27

[CROWE CHIZEK LOGO]

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON INTERNAL CONTROL OVER FINANCIAL REPORTING

We have audited management’s assessment, included in the accompanying Management’s Report on Internal Control Over Financial Reporting, that West Suburban Bancorp, Inc. maintained effective internal control overfinancial reporting as of December 31, 2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). West Suburban Bancorp, Inc.’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management’s assessment and an opinion on the effectiveness of the company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, management’s assessment that West Suburban Bancorp, Inc. maintained effective internal control over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Also in our opinion, West Suburban Bancorp, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

28

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of West Suburban Bancorp, Inc. as of December 31, 2005 and 2004, and the related consolidated statements of income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2005, and our report dated March 9, 2006 expressed an unqualified opinion on those consolidated financial statements.

	/s/ Crowe Chizek and Company LLC
	Crowe Chizek and Company LLC
Oak Brook, Illinois
March 9, 2006

29

SELECTED FINANCIAL DATA

(Dollars in thousands, except per share data)

The following information should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Company’s Consolidated Financial Statements and Notes to Consolidated Financial Statements included in this annual report.

	Years Ended December 31,
	2005			2004			2003			2002			2001
Selected operating data
Interest income	$	89,389		$	79,326		$	80,801		$	85,394		$	98,904
Interest expense	30,269			21,839			21,986			27,803			40,413
Net interest income	59,120			57,487			58,815			57,591			58,491
Provision for loan losses	1,375			200			2,150			8,125			2,950
Net interest income after provision for loan losses	57,745			57,287			56,665			49,466			55,541
Noninterest income (1)	23,571			18,407			22,924			13,989			9,684
Noninterest expense	45,507			43,107			41,715			37,051			35,467
Income before income taxes	35,809			32,587			37,874			26,404			29,758
Income tax expense	10,323			8,929			11,966			8,472			9,575
Net income	$	25,486		$	23,658		$	25,908		$	17,932		$	20,183
Per share data
Earnings	$	58.93		$	54.82		$	59.90		$	41.46		$	46.67
Cash dividends declared	50.00			50.00			44.00			41.50			40.00
Book value (2)	344.60			347.87			346.62			341.47			335.30
Selected balances, end of year
Securities	$	536,362		$	558,883		$	492,380		$	328,300		$	268,815
Loans, less allowance for loan losses	1,091,747			1,046,125			1,074,215			1,128,816			1,093,376
Total assets	1,826,826			1,748,049			1,710,695			1,586,063			1,473,559
Deposits	1,639,666			1,569,742			1,529,931			1,420,256			1,309,720
Shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation	149,038			150,454			149,912			147,685			145,015
Ratios
Return on average total assets	1.43		%	1.36		%	1.55		%	1.17		%	1.40		%
Return on average shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation	17.05		%	15.58		%	16.94		%	12.01		%	13.73		%
Cash dividends declared to net income	84.85		%	91.41		%	73.45		%	100.09		%	85.72		%
Average shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation to average total assets	8.40		%	8.73		%	9.16		%	9.76		%	10.21		%
Net interest margin (3)	3.59		%	3.60		%	3.81		%	4.07		%	4.39		%

(1)Noninterest income includes a litigation settlement of $1,085 in 2003 for the settlement of a claim related to an investment that the Company made in prior years. Noninterest income also includes gains (losses) on sales on securities of $206 in 2005, ($2,004) in 2004, $2,330 in 2003, $1,017 in 2002, $2,334 in 2001 and a write-down of $2,960 of the carrying value of securities available for sale in 2001.

(2)Book value per share equals shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation divided by the number of outstanding shares. See Note 7 to the Company’s consolidated financial statements. This presentation is consistent with the Company’s belief that it is unlikely that the Company would be required to satisfy the contingent repurchase obligation.

(3)Net interest margin is presented on a tax equivalent basis, assuming a federal income tax rate of 35%.

30

AVERAGE BALANCE SHEETS, NET INTEREST INCOME AND

AVERAGE RATES AND YIELDS ON A TAX EQUIVALENT BASIS

(Dollars in thousands)

The following table presents for the years indicated the total dollar amount of interest income from average interest-earning assets and their yields, as well as the interest expense on average interest-bearing liabilities and their costs, expressed both in dollars and rates. All average balances are daily average balances. To the extent received, interest on nonaccruing loans has been included in the table. Interest income on nonaccrual loans was not material in 2005, 2004 and 2003.

	Years Ended December 31,
	2005									2004									2003
	Average Balance				Interest			Rate		Average Balance				Interest			Rate		Average Balance				Interest			Rate
Assets
Federal funds sold	$	22,962			$	732		3.2	%	$	24,838			$	363		1.5	%	$	17,947			$	197		1.1	%
Securities
Taxable	547,119				19,235			3.5	%	494,397				18,158			3.7	%	408,992				16,037			3.9	%
Exempt from federal income tax (1)	22,984				1,482			6.4	%	40,165				2,463			6.1	%	32,098				2,114			6.6	%
Total securities (1)	570,103				20,717			3.6	%	534,562				20,621			3.9	%	441,090				18,151			4.1	%
Loans (1)(2)	1,069,549				68,489			6.4	%	1,061,218				59,236			5.6	%	1,107,082				63,237			5.7	%
Total interest-earning assets (1)(2)	1,662,614				89,938			5.4	%	1,620,618				80,220			4.9	%	1,566,119				81,585			5.2	%
Cash and due from banks	40,450									39,829									40,451
Premises and equipment, net	40,018									41,644									44,362
Other real estate	1,472									3,913									154
Allowance for loan losses	(10,977			)						(13,309			)						(14,566			)
Accrued interest and other assets (2)	46,180									46,491									32,989
Total assets	$		1,779,757							$		1,739,186							$		1,669,509
Liabilities and shareholders’ equity
Interest-bearing deposits NOW	$	320,357			1,333			0.4	%	$	313,023			795			0.3	%	$	289,718			730			0.3	%
Money market checking	230,527				5,982			2.6	%	232,431				3,271			1.4	%	234,031				3,199			1.4	%
Savings	435,022				6,792			1.6	%	447,583				5,202			1.2	%	414,074				5,256			1.3	%
Time deposits
Less than $100,000	341,123				11,711			3.4	%	318,447				9,510			3.0	%	312,473				9,924			3.2	%
$100,000 and greater	121,928				4,402			3.6	%	99,208				3,027			3.1	%	92,811				2,842			3.1	%
Total interest-bearing deposits	1,448,957				30,220			2.1	%	1,410,692				21,805			1.5	%	1,343,107				21,951			1.6	%
Other interest-bearing liabilities	1,341				49			3.7	%	2,584				34			1.3	%	2,464				35			1.4	%
Total interest-bearing liabilities	1,450,298				30,269			2.1	%	1,413,276				21,839			1.5	%	1,345,571				21,986			1.6	%
Demand-noninterest-bearing deposits	150,280									147,130									152,443
Accrued interest and other liabilities	29,729									26,909									18,567
Shareholders’ equity plus common stock in ESOP subject to contingent repurchase obligation (3)	149,450									151,871									152,928
Total liabilities and shareholders’ equity	$		1,779,757							$		1,739,186							$		1,669,509
Net interest income					$		59,669							$		58,381							$		59,599
Interest rate spread								3.3	%								3.4	%								3.6	%
Net interest margin (1)								3.6	%								3.6	%								3.8	%

(1)Interest income, net interest margin and yields are presented on a tax equivalent basis, assuming a federal income tax rate of 35%.

(2)The average balances of nonaccrual loans are included in accrued interest and other assets.

(3)See Note 7 to the Company’s consolidated financial statements. This presentation is consistent with the Company’s belief that it is unlikely that the Company would be required to satisfy the contingent repurchase obligation.

31

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

The following discussion and analysis provides information regarding the Company’s financial condition as of December 31, 2005 and 2004, and the results of operations for each of the three years in the period ended December 31, 2005. This discussion and analysis should be read in conjunction with the Company’s Consolidated Financial Statements and Notes to Consolidated Financial Statements included in this annual report. The financial information provided below is rounded in order to simplify the presentation of management’s discussion and analysis. However, the ratios and percentages provided below are calculated using the more detailed financial information contained in the financial statements, notes and tables included elsewhere in this annual report.

Critical Accounting Policies

The Company’s financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. These accounting principles, which can be complex, are significant to our financial condition and our results of operations and require management to apply significant judgment with respect to various accounting, reporting and disclosure matters. Management must use estimates, assumptions and judgments to apply these principles where actual measurements are not possible or practical. These estimates, assumptions and judgments are based on information available as of the date of this report and, as this information changes, actual results could differ from the estimates, assumptions and judgments reflected in the financial statements. Changes in such estimates may have a significant impact on the financial statements. Management has reviewed the application of these policies with the Audit Committee of West Suburban’s Board of Directors. This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction the Company’s Consolidated Financial Statements and Notes to Consolidated Financial Statements included in this annual report.

In management’s view, the accounting policies that are critical to the Company are those relating to estimates, assumptions and judgments regarding the determination of the adequacy of the allowance for loan losses.

Allowance for Loan Losses. The Company maintains an allowance for loan losses at a level management believes is sufficient to absorb probable incurred credit losses in the loan portfolio. The allowance for loan losses represents the Company’s estimate of probable incurred credit losses in the loan portfolio at each balance sheet date and is based on the review of available and relevant information. The allowance contains allocations for probable incurred credit losses that have been identified relating to specific borrowing relationships as well as probable incurred credit losses for pools of loans. The allowance for loan losses is reassessed monthly by the Company to determine the appropriate level of the allowance. The amount of the allowance for loan losses is determined based on a variety of factors, including assessment of the credit risk of the loans in the loan portfolio, volume of the loans, delinquent loans, evaluation of current economic conditions in the market area, actual charge-offs during the period and historical loss experience. Loan quality is continually monitored by management and reviewed by the loan committee on a monthly basis.

All categories of loans are evaluated on a category by category basis. In addition, individual commercial, construction and commercial mortgage loans are evaluated to determine if a specific loss allocation is needed for problem loans deemed to have a shortfall in collateral. Management also considers the borrower’s current economic status including liquidity and future business viability. Other factors used in the allocation of the allowance include levels and trends of past dues and charge-offs along with concentrations of credit within the commercial and commercial real estate loan portfolios. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as developments occur. Along with the allocation of the allowance on a category by category basis and the specific allocations for individual borrowing relationships, the allowance includes a relatively small portion that remains unallocated.

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Management adjusts the allowance for loan losses by an amount sufficient to maintain the allowance at the level determined appropriate. Loans are charged-off when deemed to be uncollectible by management. The Company believes that the allowance for loan losses is adequate to provide for estimated probable incurred credit losses in the loan portfolio.

Contractual Obligations, Commitments, Off-Balance Sheet Arrangements, and Contingent Liabilities

Through the normal course of operations, the Company has entered into certain contractual obligations and other commitments. Such obligations generally relate to the funding of operations through deposits, as well as leases for premises and equipment. As a financial services provider, the Company routinely enters into commitments to extend credit. While contractual obligations represent future cash requirements of the Company, a significant portion of commitments to extend credit may expire without being drawn upon. Such commitments are subject to the same credit policies and approval as comparable loans made by the Company.

The following table presents the Company’s significant fixed and determinable contractual obligations and significant commitments by payment date as of December 31, 2005 (dollars in thousands). The payment amounts represent those amounts contractually due to the recipient and do not include any carrying value adjustments. Further discussion of the nature of each obligation is included in the referenced Note to the Company’s Consolidated Financial Statements included in this annual report.

	Note Reference	One Year or Less		Over One Year to Three Years		Over Three Years to Five Years		Over Five Years		Total
Deposits without a stated maturity	5	$	1,130,126	$	—	$	—	$	—	$	1,130,126
Time deposits	5	270,654		172,737		66,143		6		509,540
Prepaid solutions cards		19,907		—		—		—		19,907
Operating leases		264		602		519		1,046		2,431
Commitments to extend credit
Fixed rate	8									7,860
Variable rate	8									450,901

Balance Sheet Analysis

Total Assets. Total consolidated assets of the Company at December 31, 2005 increased 4.5% from the prior year-end. Increases in the loans and federal funds sold were the largest components of the increase in total assets and were partially offset by decreases in the securities portfolio. Total average assets in 2005 increased 2.3% from the prior year primarily due to an increase in average securities resulting from purchases of mortgage-backed securities during the first six months of 2005. Asset growth was funded primarily by higher levels of deposits.

Cash and Cash Equivalents. Cash and cash equivalents at December 31, 2005 increased 105.8% from the prior year-end primarily due to increases in federal funds sold which arose from maturities and paydowns in the securities portfolio near year-end. The increase in federal funds sold reflects the Company’s decision to invest funds for a short duration in order to ensure the availability of funds necessary for the growth in the loan portfolio.

Securities. The Company’s securities portfolio decreased 4.0% at December 31, 2005 from the prior year-end primarily due to the Company’s decision to invest its funds in short duration instruments for the reason described in the previous paragraph. The Company continued to make investments in mortgaged-backed securities during the first six months of 2005. Investing in amortizing securities (such as mortgage-backed securities) as compared to securities with a single payment at maturity is an important element in the Company’s liquidity management in the current interest rate environment. The Company considers monthly paydowns on mortgage-backed securities a consistent source of cash flows. Additionally, the Company manages its investment portfolio to maximize the return

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on invested funds within acceptable risk guidelines, to meet pledging and liquidity requirements, and to adjust balance sheet interest rate sensitivity to insulate net interest income against the impact of interest rate changes. During 2005, the Company’s accumulated other comprehensive loss increased $5.3 million due to a change in unrealized losses on securities available for sale, net of reclassification and tax effects. Unrealized losses on securities available for sale increased due to increases in market interest rates. The Company will continue to monitor its level of available for sale and held to maturity securities and will classify new securities in the appropriate category at the time of purchase.

Loans. Total loans outstanding at December 31, 2005 increased 4.3% from the prior year-end primarily due to increased balances in the construction and commercial real estate loan portfolios. The increases in the construction and commercial real estate loan portfolios were primarily due to new loan originations, including a $12.0 million increase in loans outstanding to a current construction loan customer and the origination of a $10.6 million commercial real estate loan. Increases in the residential real estate loan portfolio were offset by decreases in the indirect automobile, home equity, and credit card loan portfolios. The Company anticipates a continuing decline in the indirect automobile loan portfolio primarily due to lower lending volumes, prepayments, and scheduled repayments, as well as the promotions that are likely to continue to be offered by automobile dealers. After consistent growth for more than five years, the Company experienced an $8.1 million decrease in the home equity loan portfolio as the market for this loan product softened. The Company intends to continue to aggressively market home equity loan products. The decline in the credit card loan portfolio was primarily due to the discontinuance of a line of credit cards issued by the Company.

Allowance for Loan Losses and Asset Quality. Net loan charge-offs were $1.2 million and $4.1 million in 2005 and 2004, respectively. Nonaccrual loans decreased $3.3 million in 2005. This decrease was primarily due to developments in certain loan relationships. In particular, one relationship representing $1.2 million of nonaccrual loans had a principal reduction and partial charge-off while another relationship representing $1.1 million of nonaccrual loans had a principal reduction with the remaining balance transferred to other real estate which was subsequently sold. Additionally, two other loan relationships had principal reductions and charge-offs totaling $.9 million. Loans 90 days or more past due and still on accrual increased $.6 million. This increase was primarily due to the addition of three loans becoming 90 days or more past due. Two of these loans are well collateralized and in the process of collection; the third loan was paid off during January 2006. These increases were partially offset by the payoffs of other commercial and residential real estate loans.

The ratio of the allowance for loan losses to total loans outstanding was 0.97% and 1.00% at December 31, 2005 and 2004, respectively. The following table is an analysis of the Company’s nonperforming loans and other real estate at December 31 (dollars in thousands):

	2005			2004			2003
Loans past due 90 days or more still on accrual	$	1,665		$	1,036		$	380
Nonaccrual loans	533			3,815			15,008
Total nonperforming loans	$	2,198		$	4,851		$	15,388
Nonperforming loans as a percent of total loans	0.20		%	0.46		%	1.41		%
Allowance for loan losses as a percent of nonperforming loans	486		%	217		%	94		%
Other real estate	$	210		$	3,156		$	1,266
Nonperforming assets as a percent of total assets	0.13		%	0.46		%	0.97		%

Bank-owned Life Insurance. The cash surrender value of BOLI increased to $32.2 million at December 31, 2005 from $30.3 million at December 31, 2004.

Other Real Estate. During 2005, the Company acquired properties with an aggregate carrying value of $1.4 million and sold properties with an aggregate carrying value of $4.4 million representing a net decrease in other real estate for the year of $3.0 million. The Company recorded a gain of $.2 million as a result of these sales.

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Deposits. Total deposits at December 31, 2005 increased 4.5% from the prior year-end. The increase in total deposits primarily resulted from an increase in time deposits. The Company believes time deposits will continue to increase due to its promotional efforts and as customers migrate to time deposits from lower yielding more liquid deposits during the current rising interest rate environment. In general, management promotes its deposit products when appropriate and prices its products in a manner intended to maintain its current accounts and attract new customers while maintaining the Company’s net interest margin at an adequate level.

Prepaid Solutions Cards. Outstanding balances on prepaid solutions cards increased 70.9% from the prior year-end. This increase was primarily due to the Company implementing new prepaid solutions programs during 2005. The Company will continue to attempt to increase volume by entering into additional programs with new and existing customers.

Capital Resources

Shareholders’ equity at December 31, 2005 decreased 1.9% from December 31, 2004 as a result of $25.5 million of net income, reduced by dividends declared of $21.6 million, an increase in accumulated other comprehensive loss of $5.3 million and an increase of $.4 million in common stock in ESOP subject to contingent repurchase obligation.

All capital ratios are in excess of the regulatory capital requirements which call for a minimum total risk-based capital ratio of 8% for each of the Company and the Bank, a minimum Tier 1 risk-based capital ratio of 4% for each of the Company and the Bank and a minimum leverage ratio (3% for the most highly rated banks and bank holding companies that do not expect significant growth; all other institutions are required to maintain a minimum leverage capital ratio of 4% to 5% depending on their particular circumstances and risk and growth profiles) for each of the Company and the Bank. Bank holding companies and their subsidiaries are generally expected to operate at or above the minimum capital requirements. All capital ratios are in excess of regulatory minimums and should allow the Company and the Bank to operate without significant capital adequacy concerns. In addition, the Bank formed a subsidiary in 2004 that participates in the Bank’s real estate lending business and is intended to qualify as a real estate investment trust. This subsidiary is also intended to facilitate capital raising efforts, if such efforts become necessary, by enabling the Bank to access the capital markets through the subsidiary.

Management has been advised that as of December 31, 2005 and 2004, the Bank qualified as a “well-capitalized” institution as defined by the Federal Deposit Insurance Corporation Improvement Act of 1991, as amended. On a consolidated basis, the Company also exceeded regulatory capital requirements. In accordance with applicable regulations, the appraised fair value of West Suburban common stock owned by the ESOP and allocated to participants is included in Tier 1 capital.

Liquidity

Effective liquidity management ensures the availability of funding sources at minimum cost to meet fluctuating deposit balances, loan demand needs and to take advantage of earnings enhancement opportunities. A large stable core deposit base and a strong capital position are the solid foundation for the Company’s liquidity position. Liquidity is enhanced by a securities portfolio structured to provide liquidity as needed. The Company also maintains relationships with correspondent banks to purchase federal funds subject to underwriting and collateral requirements. Additionally, subject to credit underwriting, collateral, capital stock, and other requirements of the Federal Home Loan Bank of Chicago (“FHLB”), the Company is able to borrow from the FHLB on a “same day” basis. As of December 31, 2005, the Company could have borrowed up to approximately $112 million from the FHLB secured by certain of its real estate loans and securities. Furthermore, the Company has agreements in place to borrow up to $50 million in federal funds. The Company manages its liquidity position through continuous monitoring of profitability trends, asset quality, interest rate sensitivity and maturity schedules of interest-earning assets and interest-bearing liabilities.

Generally, the Company uses cash and cash equivalents and securities available for sale to meet its liquidity needs. As of December 31, 2005 and December 31, 2004, these liquid assets represented 31.3% and 30.5% of total assets, respectively. During 2005, the Company’s cash and cash equivalents increased $54.4 million. Net cash provided by operating activities was $32.3 million, while net cash used in investing activities was $34.5 million. Net cash flows

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provided by financing activities were $56.6 million, resulting primarily from deposit growth. Management expects operating and financing activities to be a continuing source of cash flow in the future.

Income Statement Analysis – 2005 Compared to 2004

General. The Company’s net income increased 7.7% in 2005, primarily due to an increase in total noninterest income of $4.7 million. Net income was also positively affected by an increase in net interest income of $1.6 million. Net income was negatively affected by an increase in total noninterest expense of $2.0 million, an increase in provision for loan losses of $1.2 million and an increase in income tax expense of $1.4 million.

Net Interest Income. Net interest income in 2005 increased 2.8% compared to 2004. Net interest income is the primary source of income for the Company. Net interest income is the difference between interest income earned on interest-earning assets and interest expense incurred on interest-bearing liabilities. Net interest income is affected by changes in volume and yield on interest-earning assets and the volume and rates on interest-bearing liabilities. Interest-earning assets consist of federal funds sold, securities and loans. Interest-bearing liabilities primarily consist of deposits. The net interest margin is the percentage of tax-equivalent net interest income to average earning assets. The Company’s net interest margin (on a fully tax-equivalent basis) was 3.6% in 2005 and 2004.

Total interest income (on a fully tax-equivalent basis) increased 12.1% in 2005 primarily due to increased yields from assets in the Company’s loan portfolio. Average loans in 2005 increased .8% while the yield on the portfolio increased 82 basis points. Yields on the Company’s home equity loan portfolio increased 77 basis points during this period. This increase was primarily due to increases in the interest rate charged for home equity lines of credit that adjusted as a result of increases in the prime rate. Beginning in 2004, the prime rate rose due to increases in interest rates initiated by the Federal Reserve. The average prime rate for 2005 was 6.19% compared to 4.35% for 2004. Yields on the commercial loan portfolio increased 160 basis points during this period. The majority of commercial loans have adjustable rates that are tied to the prime rate. Yields on investment securities decreased 23 basis points during this period. This was primarily due to actions taken in the third quarter of 2004 to reposition the investment portfolio, which was intended to shorten the duration and reduce the interest rate risk of the portfolio.

Total interest expense increased 38.6% in 2005. Interest on deposits, which accounted for substantially all of this increase, increased due to higher rates paid on deposits. The yield on interest-bearing deposits increased 54 basis points to 2.09% in 2005 from 1.55% in 2004. The Company increased rates in order to retain its current deposit accounts and attract new deposit customers while maintaining the Company’s net interest margin.

The following table reflects the impact of changes in volume and rates of interest-earning assets and interest-bearing liabilities on a tax equivalent basis for the years ended December 31, 2005 and 2004 (dollars in thousands):

	2005 compared to 2004								2004 compared to 2003
	Change due to								Change due to
	Volume			Rate			Total Change		Volume			Rate			Total Change
Interest Income
Federal funds sold	$	(61	)	$	430		$	369	$	100		$	66		$	166
Securities	1,291			(1,195		)	96		3,606			(1,136		)	2,470
Loans	533			8,720			9,253		(2,562		)	(1,439		)	(4,001		)
Total interest income	1,763			7,955			9,718		1,144			(2,509		)	(1,365		)
Interest Expense
Interest-bearing deposits	799			7,616			8,415		1,045			(1,191		)	(146		)
Other interest-bearing liabilities	(45		)	60			15		1			(2		)	(1		)
Total interest expense	754			7,676			8,430		1,046			(1,193		)	(147		)
Net interest income	$	1,009		$	279		$	1,288	$	98		$	(1,316	)	$	(1,218	)

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Provision for Loan Losses. The provision for loan losses increased $1.2 million in 2005. This was primarily due to a $45.8 million increase in total loans and a $1.2 million increase in the specific reserve allocation to impaired loans during 2005. At December 31, 2005, there was $3.5 million of specific reserves allocated for $5.4 million of impaired loans compared to $2.3 million of specific reserves allocated for $6.6 million of impaired loans at December 31, 2004. A more detailed discussion concerning the allowance for loan losses is presented in the Allowance for Loan Losses and Asset Quality section of this annual report.

Noninterest Income. Total noninterest income increased 28.1% during 2005 compared to 2004. Prepaid solutions card income increased $2.0 million, or 35.6%, primarily due to an increase in the number of programs implemented during 2005. Service fees on deposit accounts decreased $.4 million primarily from a decline in service charges associated with the overdraft honors program. BOLI income increased $.4 million primarily due to an increase in the Company’s investment in this asset initiated in the third and fourth quarters of 2004. Net realized gain on securities transactions increased $2.2 million to a gain position of $.2 million at December 31, 2005 from a loss position of $2.0 million at December 31, 2004. During the third quarter of 2004, the Company undertook transactions to reposition the investment portfolio intended to shorten the duration and reduce the interest rate risk of the portfolio. The Company also experienced a decrease in net gains on sales of loans held for sale of $.1 million as the Company elected to hold certain 30-year fixed rate mortgage loans, which was a change from its prior practice of selling these loans into the secondary market. The Company anticipates that this change and additional increases in interest rates will have a continuing negative impact on the amount of gains on the sales of loans that it recognizes. Other noninterest income increased $.7 million primarily due to gains on the sales of other real estate and increased travel agency income.

Noninterest Expense. Total noninterest expense increased 5.6% during 2005 compared to 2004. Salaries and employee benefits increased $.9 million due to normal salary increases. Prepaid solutions card expense, including expenses related to the production of cards, postage and processing services, increased $1.5 million, or 37.3%, during this period. This increase was driven by increases in volume for existing programs and the implementation of new programs. The Company anticipates that this expense will continue to increase as new programs continue to be implemented. Management also believes that over time the Company will achieve some economies of scale as the need to make significant investments in development of new products and programs begin to slow. Furniture and equipment expense increased $.2 million primarily due to increased data processing costs associated with the Company’s online banking products and services. Advertising and promotion increased $.4 million due to increased expenses associated with the promotion of the Company’s prepaid solutions products. Additionally, the Company incurred increased expenses associated with the promotion of its commercial and home equity loan products. Other noninterest expense decreased $.7 million primarily due to decreased loan expense from lower appraisal costs and recording fees. Additionally, other losses expense, postage and freight expense and Visa® card holder expense decreased during 2005 compared to 2004. The Company’s efficiency ratio, a measure of the amount of expense needed to generate each dollar of income was 55% in 2005 and 57% in 2004. The ratio improved primarily due to the Company experiencing a $.2 million gain on sale of securities in 2005 compared to a $2.0 million loss in 2004.

Income Taxes. Income tax expense increased 15.6% in 2005, primarily due to higher pre-tax income. The effective tax rates for the years ended December 31, 2005 and 2004 were 28.8% and 27.4%, respectively.

Income Statement Analysis – 2004 Compared to 2003

General. The Company’s net income decreased 8.7% in 2004, primarily due to a decrease in total noninterest income of $4.1 million. Net income was also affected negatively by an increase in total noninterest expense of $1.8 million. These decreases to noninterest income and increases to noninterest expense were partially offset by a decrease in the provision for loan losses of $2.0 million and a decrease in income tax expense of $3.0 million

Net Interest Income. Net interest income in 2004 decreased 2.3% compared to 2003. The Company’s net interest margin (on a fully tax-equivalent basis) decreased to 3.6% in 2004 compared to 3.8% in 2003.

Total interest income (on a fully tax-equivalent basis) decreased 1.7% in 2004 primarily due to declining volume and yields from assets in the Company’s loan portfolio. Average loans in 2004 decreased 4.1% while the yield on the portfolio decreased 13 basis points. Yields in the Company’s real estate loan portfolio declined 21 basis points

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during this period. Yields on the Company’s home equity loan portfolio declined 20 basis points during this period. Yields on fixed rate home equity loans have decreased due to reductions in the Company’s rates on this product. Yields on variable rate home equity lines of credit are tied to the prime rate. The average prime rate in 2004 was 4.35% compared to 4.12% in 2003. Yields on the commercial loan portfolio increased 6 basis points during this period. The majority of commercial loans have adjustable rates that are tied to the prime rate. During 2004, the prime rate rose due to increases in interest rates initiated by the Federal Reserve. Yields on investment securities decreased 26 basis points in 2004. This was primarily a result of the Company’s reinvestment of proceeds from called and matured securities along with additional funds from decreased loan volume into securities that provide a lower yield.

Total interest expense decreased .7% in 2004. Interest on deposits, which accounted for substantially all of the decline, decreased primarily due to lower market rates. The yield on interest-bearing deposits decreased 8 basis points to 1.55% in 2004 compared to 1.63% in 2003.

Provision for Loan Losses. The provision for loan losses decreased $2.0 million or 90.7% in 2004. This was primarily due to a $32.0 million decrease in total loans (including a $15.3 million decrease in impaired loans) and a $4.8 million decline in the specific reserve allocation to impaired loans during 2004. At December 31, 2004 there was $2.3 million of specific reserves allocated for $6.6 million of loans compared to $7.1 million of specific reserves allocated for $22.3 million of loans at December 31, 2003. A more detailed discussion concerning the allowance for loan losses is presented in the Allowance for Loan Losses and Asset Quality section of this annual report.

Noninterest Income. Total noninterest income decreased 19.7% during 2004 compared to 2003. Prepaid solutions card income increased $2.1 million as a result of the implementation of new programs and increased usage of the Company’s prepaid solutions card products. Service fees on deposit accounts decreased $.4 million, resulting primarily from a decline in service charges associated with the overdraft honors program. BOLI income increased $.1 million primarily due to an increase in the Company’s investment in these assets initiated in the third and fourth quarters of 2004. In 2004, the Company recorded $2.0 million in net realized losses on securities transactions compared to $2.3 million in net realized gains on securities transactions in 2003. This was primarily due to actions taken to reposition the investment portfolio, which was intended to shorten the duration and reduce the interest rate risk of the portfolio. The Company also experienced a decrease in net gain on sales of loans held for sale of $.6 million due to a flat mortgage market as refinancing activity together with new financing activity slowed significantly. During 2004, the Company elected to hold certain 30-year fixed rate mortgage loans, which was a change from its prior practice of selling these loans into the secondary market. During 2003, the Company recorded $1.1 million of additional income in connection with a litigation settlement. Other noninterest income decreased $.4 million resulting from a decrease in mortgage loan application fees due to the flat mortgage market.

Noninterest Expense. Total noninterest expense increased 3.3% during 2004 compared to 2003. Salaries and employee benefits decreased $.3 million. Normal salary increases and increased medical insurance costs were offset by reduced bonuses and ESOP contributions. The number of full-time equivalent employees was 497 at December 31, 2004 compared to 499 at December 31, 2003. Prepaid solutions cards expense, including expenses relating to the production of cards, postage and processing services, increased $1.5 million during this period. Advertising and promotion expense increased $.2 million primarily due to expenses for gift cards and other prepaid solutions products along with the Company’s home equity loan product mailings. Professional fees increased $.3 million primarily due to costs associated with establishing subsidiaries as a part of an initiative intended to enhance profitability and to provide capital-raising alternatives. Other expense decreased $.3 million primarily due to a decrease in postage and freight expense. The Company’s efficiency ratio was 57% in 2004 and 51% in 2003. This ratio weakened primarily due to the Company experiencing $2.0 million of losses on sales of securities in 2004 compared to $2.3 million in securities gains in 2003.

Income Taxes. Income tax expense decreased 25.4% in 2004, primarily due to lower pre-tax income. Additionally, the Company experienced higher income levels over the same period in 2003 on tax-exempt income on municipal and agency securities, BOLI income and a reduction in income subject to state taxation reduced the effective tax rate. The effective tax rates for the years ended December 31, 2004 and 2003 were 27.4% and 31.6%, respectively.

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Interest Rate Sensitivity

The Company attempts to maintain a conservative posture with regard to interest rate risk by actively managing its asset/liability GAP position and monitoring the direction and magnitude of gaps and risk. The Company attempts to moderate the effects of changes in interest rates by adjusting its asset and liability mix to achieve desired relationships between rate sensitive assets and rate sensitive liabilities. Rate sensitive assets and liabilities are those instruments that reprice within a given time period. An asset or liability reprices when its interest rate is subject to change or upon maturity.

Movements in general market interest rates are a key element in changes in the net interest margin. The Company’s policy is to manage its balance sheet so that fluctuations in the net interest margin are minimized regardless of the level of interest rates, although the net interest margin does vary somewhat due to management’s response to increasing competition from other financial institutions.

The Company measures interest rate sensitivity through a net interest income analysis. The net interest income analysis measures the change in net interest income in the event of hypothetical changes in interest rates. This analysis assesses the risk of changes in net interest income in the event of a sudden and sustained 100 to 200 basis point increase or decrease in market interest rates. This analysis is subject to the Company’s assumptions, which include the following:

•Balance sheet volume reflects the current balances and does not project future growth or changes. The current balances establish the base case from which all percent changes are calculated.

•The replacement rate for loan and deposit items that mature is the current rate offered by the Company as adjusted for the assumed rate increase or decrease. The replacement rate for securities is the current market rate as adjusted for the assumed rate increase or decrease.

•The repricing rate for balance sheet data is determined by utilizing individual account statistics provided by the Company’s data processing systems.

•The maturity and repricing dates for balance sheet data are determined by utilizing individual account statistics provided by the Company’s data processing systems.

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Listed below are the Company’s projected changes in net interest income over a twelve-month horizon for the various rate shock levels as of the periods indicated (dollars in thousands):

	Amount		Dollar Change			Percent Change
December 31, 2005
+200 basis points	$	63,379	$	3,853		6.5	%
+100 basis points	61,479		1,953			3.3	%
Base	59,526
-100 basis points	61,178		1,652			2.8	%
-200 basis points	58,644		(882		)	(1.5	)%
December 31, 2004
+200 basis points	$	56,487	$	2,129		3.9	%
+100 basis points	55,760		1,402			2.6	%
Base	54,358
-100 basis points	49,195		(5,163		)	(9.5	)%
-200 basis points	44,459		(9,899		)	(18.2	)%

Effects of Inflation

Unlike industrial companies, nearly all of the assets and liabilities of the Company are monetary in nature. As a result, interest rates have a more significant impact on the Company’s performance than do the effect of general levels of inflation. Interest rates do not necessarily move in the same direction or experience the same magnitude of change as goods and services, since such prices are affected by inflation. In the current economic environment, liquidity and interest rate adjustments are features of the Company’s asset/liability management, which are important to the maintenance of acceptable performance levels. The Company attempts to maintain a balance between monetary assets and monetary liabilities, over time, to offset the potential effects of changing interest rates.

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BOARDS OF DIRECTORS

West Suburban Bancorp, Inc.

Kevin J. Acker	Chairman of the Board
David S. Bell	Certified Public Accountant
Duane G. Debs	President and Chief Financial Officer
Charles P. Howard	Parkview Community Church, Business Administrator
Peggy P. LoCicero	Former Banker

West Suburban Bank

Robert W. Schulz	Chairman; Oliver Hoffmann Corporation, Vice President and Treasurer
Keith W. Acker	President
Craig R. Acker	Former Banker
Earl K. Harbaugh	Ditch Witch Midwest, President
Ronald J. Kuhn	Harry W. Kuhn, Inc., Chairman, Secretary and Treasurer
Paul J. Lehman	The Macom Corporation, President
John G. Williams	Bracing Systems, Vice President

OFFICERS

West Suburban Bancorp, Inc.

Kevin J. Acker	Chief Executive Officer
Duane G. Debs	President and Chief Financial Officer
Keith W. Acker	Chief Operations Officer
Michael P. Brosnahan	Vice President
Michael J. Lynch	Director of Internal Audit
David J. Mulkerin	Chief Compliance Officer
George E. Ranstead	Secretary to the Board and Treasurer

West Suburban Bank

Senior Officers
Keith W. Acker	President, Trust Officer
Kevin J. Acker	Senior Vice President, Marketing
Michael P. Brosnahan	Senior Vice President, Commercial Lending and Community Reinvestment Act Officer
James T. Chippas	Senior Vice President, Consumer Lending
Duane G. Debs	Senior Vice President, Comptroller and Trust Officer
Daniel P. Grotto	Senior Vice President, Business Development and Prepaid Solutions
Building Management
Edward J. Garvey	Vice President, Building Management
Business Development
Doug R. Bobenhouse	Business Development and Sales Manager - Prepaid Solutions

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Commercial Loans
Stanley C. Celner, Jr.	Vice President, Commercial Loans
Grant O. Cowen	Vice President, Commercial Loans
Timothy P. Dineen	Vice President, Commercial Real Estate Loans
Michael F. Moone	Vice President, Commercial Real Estate Loans
David S. Orr	Vice President, Commercial Loans
Edwin S. Stephens IV	Vice President, Commercial Loans
Richard D. Yanney	Vice President, Commercial Loans
Gregory L. Young	Vice President, Commercial Loans
John J. Schroeder	Commercial Loan Officer
Compliance
David J. Mulkerin	Chief Compliance Officer
Comptroller
George E. Ranstead	Vice President, Assistant Comptroller and Investment Officer
Jay J.P. Greifenkamp	Vice President, Financial Analyst, Investment Officer and Secretary to the Board
Consumer Loans
William H. Hunter	Vice President, Consumer Loans
Keith J. Larson	Vice President, Consumer Loans
Cynthia A. Meredith	Vice President, Consumer Loans
Charles J. Svoboda	Vice President, Consumer Loans
David J. Wanek	Assistant Vice President, Consumer Loans
Electronic Services
Janet L. Kemble	Assistant Vice President, Electronic Services
Financial Services
Michael Abbatacola	Vice President, Financial Services
Human Resources
Mary Ellen Condon	Vice President, Human Resources
Information Systems
Steven A. Jennrich	Vice President, Information Systems
Jacqueline R. Weigand	Vice President, Project Manager
Internal Audit
Michael J. Lynch	Vice President, Director of Internal Audit
Loan Operations
Sandra C. Boyce	Vice President, Residential Mortgage Loan Processing
Gary H. Brandes	Vice President, Consumer Loan Operations
Kevin Bussey	Vice President, Collections
Debra H. Crowley	Vice President, Commercial Loan Operations
Lawrence J. Ortman	Vice President, Credit Analysis and Loan Review
Loss Prevention
Craig Kelbus	Vice President, Security and Loss Prevention
Marketing
Denise M. Zatarski	Director of Marketing

42

Operations
Danielle Budig	Vice President, Operations and Visa
Purchasing
Helen G. Schmitt	Assistant Vice President, Purchasing
Retail Banking
Jack Buscemi	Vice President, Retail Banking
William J. Jennrich	Vice President, Retail Banking
Marcia K. Worobec	Vice President, Branch Operations and Branch Manager - Westmore, Metra
Kathleen M. Brockman	Assistant Vice President, Branch Manager - Lake Street
Jeanne L. Carlisle	Assistant Vice President, Branch Manager - Bolingbrook West
Beverly D. Cornelious	Assistant Vice President, Branch Manager - Bolingbrook East
Gina M. Corral	Assistant Vice President, Staff Manager
Barbara D. Darden	Assistant Vice President, Branch Manager - Chicago Avenue, Naperville
Robert G. Dover, Jr.	Assistant Vice President, Branch Manager - North Main
Yolanda V. Dunn	Assistant Vice President, Branch Manager - Eola Road
Nansi E. Eivaz	Assistant Vice President, Branch Manager - Downtown Downers,
		Romeoville
Joyce M. Fedele	Assistant Vice President, Branch Manager - Charlestowne
Sharon A. Fonte	Assistant Vice President, Branch Manager - Glendale Heights
Kenneth J. Hannah	Assistant Vice President, Branch Manager - Carol Stream
Priya Hira	Assistant Vice President, Branch Manager - Danada, Wheaton
Kirsten L. Jensen	Assistant Vice President, Branch Manager - Bartlett
Terry Leitner	Assistant Vice President, Branch Manager - 75th Street, Westmont
Maria A. Martinez	Assistant Vice President, Branch Manager - Warrenville, Yorkville
Jeffery W. Miska	Assistant Vice President, Branch Manager - Cass Avenue
Brian S. Nickleski	Assistant Vice President, Branch Manager - South Main
Dawn M. Oles	Assistant Vice President, Branch Manager - Montgomery
Gwen B. O’Loughlin	Assistant Vice President, Branch Manager - Villa Park
Robert L. Pauling	Assistant Vice President, Branch Manager - Stratford Square
Cynthia A. Picton	Assistant Vice President, Branch Manager - Galena
Kay J. Piotrowski	Assistant Vice President, Branch Manager - Fair Oaks
Jerome F. Sheeman	Assistant Vice President, Branch Manager - Finley Road
Lisa M. Schmidt	Assistant Vice President, Branch Manager - South Elgin
Jose L. Valdez	Assistant Vice President, Branch Manager - Oswego
Jason Knapp	Manager Trainee - President Street
Travel with West Suburban
Dennis A. Woodyatt	Travel Agent
Trust
Christine H. Pawlak	Trust Officer
West Suburban Insurance Services
Patricia Falstrom	Insurance Agent

43

Addresses of West Suburban Facilities

(630) 652 - 2000

Aurora

Eola Road Branch: 335 North Eola Road, Aurora, Illinois 60504

Galena Branch: 2000 West Galena Boulevard, Aurora, Illinois 60506

Lake Street Branch: 101 North Lake Street, Aurora, Illinois 60506

Bartlett

Bartlett Branch: 1061 West Stearns Road, Bartlett, Illinois 60103

Bloomingdale

Stratford Square Branch: 355 West Army Trail Road, Bloomingdale, Illinois 60108

Bolingbrook

Bolingbrook East Branch: 672 East Boughton Road, Bolingbrook, Illinois 60440

Bolingbrook West Branch: 1104 West Boughton Road, Bolingbrook, Illinois 60440

Carol Stream

Carol Stream Branch: 401 North Gary Avenue, Carol Stream, Illinois 60188

Fair Oaks Branch: 1380 West Army Trail Road, Carol Stream, Illinois 60188

President Street Branch: 895 East Geneva Road, Carol Stream, Illinois 60188

Darien

75^th Street Branch: 1005 75^th Street, Darien, Illinois 60561

Cass Avenue Branch: 8001 South Cass Avenue, Darien, Illinois 60561

Downers Grove

Downtown Downers Branch: 5330 Main Street, Downers Grove, Illinois 60515

Finley Road Branch: 2800 Finley Road, Downers Grove, Illinois 60515

Glendale Heights

Glendale Heights Branch: 1657 Bloomingdale Road, Glendale Heights, Illinois 60139

Lombard

Metra Main Branch: 100 South Main Street, Lombard, Illinois 60148

North Main Branch: 707 North Main Street, Lombard, Illinois 60148

South Main Branch: 1122 South Main Street, Lombard, Illinois 60148

Westmore Branch: 711 South Meyers Road, Lombard, Illinois 60148 (Headquarters)

Montgomery

Montgomery Branch: 1830 Douglas Road, Montgomery, Illinois 60538

Naperville

Chicago Avenue Branch: 1296 East Chicago Avenue, Naperville, Illinois 60540

Naperville Branch: 2020 Feldott Lane, Naperville, Illinois 60540

Oakbrook Terrace

Oakbrook Terrace Branch: 17W754 22^nd Street, Oakbrook Terrace, Illinois 60181

Oswego

Oswego East Branch: 2830 Route 34, Oswego, Illinois 60543

Oswego West Branch: 1071 Station Drive, Oswego, Illinois 60543 – opening Fall of 2006

Romeoville

Romeoville Branch: 505 North Weber Road, Romeoville, Illinois 60446

44

South Elgin

South Elgin Branch: 1870 McDonald Road, South Elgin, Illinois 60177

St. Charles

Charlestowne Branch: 3000 East Main Street, St. Charles, Illinois 60174

St. Charles Branch: 315 South Randall Road, St. Charles, Illinois 60174

Villa Park

Villa Park Branch: 40 East St. Charles Road, Villa Park, Illinois 60181

Warrenville

Warrenville Branch: 3S041 Route 59, Warrenville, Illinois 60555

Westmont

Westmont Branch: 6400 South Cass Avenue, Westmont, Illinois 60559

Wheaton

Danada Branch: 295 West Loop Road, Wheaton, Illinois 60187

Wheaton Branch: 221 South West Street, Wheaton, Illinois 60187

Yorkville

Yorkville Branch: 10 Saravanos Drive, Yorkville, Illinois 60560 – opening Spring of 2006

ATMs are available at all of the above banking branches.

Limited-Service Branches

Beacon Hill Retirement Community: Lombard, Illinois 60148

Financial Center: 717 South Meyers Road, Lombard, Illinois 60148

Lexington Health Care Center of Elmhurst: Elmhurst, Illinois 60126

Lexington Health Care Center of Lombard: Lombard, Illinois 60148

Other Services

Prepaid Solutions Group: 17W754 22^nd Street, Oakbrook Terrace, Illinois 60181 - (630) 652-2000

Travel with West Suburban: 711 South Meyers Road, Lombard, Illinois 60148 - (630) 495-1400

West Suburban Bank Land Trust: 711 South Meyers Road, Lombard, Illinois 60148 - (630) 652-2225

West Suburban Bank Visa: 701 South Meyers Road, Lombard, Illinois 60148 - (630) 652-2000 extension 2903

West Suburban Financial Services: 711 South Meyers Road, Lombard, Illinois 60148 - (630) 652-2232

West Suburban Insurance Services, Inc.: 711 South Meyers Road, Lombard, Illinois 60148 - (630) 652-2550

45

[MAP OF MARKET AREA THAT INDICATES LOCATION OF FACILITIES]

[WSB LOGO]

Where strength is matched by service

46

Shareholder Information

Annual Report on Form 10-K

A copy of West Suburban Bancorp, Inc.’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission, is available on their web site at www.sec.gov or without charge to shareholders by writing to:

Duane G. Debs

President and Chief Financial Officer

West Suburban Bancorp, Inc.

2800 Finley Road

Downers Grove, Illinois 60515

(630) 652-2801

Annual Meeting of Shareholders

The annual meeting of shareholders of West Suburban Bancorp, Inc. will be held at West Suburban Bank, 711 South Meyers Road, Lombard, Illinois on Wednesday, May 10, 2006 at 8:00 a.m. All shareholders are cordially invited to attend.

Stock Transfer Agent and Registrar

Inquiries regarding stock transfers, registration, lost certificates and changes of name and address should be directed to the stock transfer agent and registrar by writing to:

George E. Ranstead

Secretary to the Board and Treasurer

West Suburban Bancorp, Inc.

2800 Finley Road

Downers Grove, Illinois 60515

(630) 652-2802

Community Reinvestment Act

West Suburban Bank adheres to a well-established policy of helping to meet the credit needs of our local communities, consistent with safe and sound lending practices, in accordance with the Community Reinvestment Act. For additional information, contact:

Michael P. Brosnahan

Senior Vice President, Commercial Lending and Community Reinvestment Act Officer

West Suburban Bank

717 South Meyers Road

Lombard, Illinois 60148

(630) 652-2308

Independent Registered Public Accounting Firm

Crowe Chizek and Company LLC

One Mid America Plaza, Suite 700

Post Office Box 3697

Oak Brook, Illinois 60522

Corporate Counsel

Barack Ferrazzano Kirschbaum Perlman & Nagelberg LLP

333 West Wacker Drive, Suite 2700

Chicago, Illinois 60606

MEMBER FDIC

[EQUAL HOUSING LENDER LOGO]

47

EX-21

EXHIBIT 21

SUBSIDIARIES OF REGISTRANT

Subsidiary	State of Organization
West Suburban Bank	Illinois
West Suburban Insurance Services, Inc.	Illinois
Melrose Holdings, Inc.	Illinois
West Suburban Management, LLC	Delaware
West Suburban Realty, LLC	Delaware

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Kevin J. Acker, certify that:

1)I have reviewed this annual report on Form 10-K of West Suburban Bancorp, Inc.;

2)Based on my knowledge, this annual 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 circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3)Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual 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)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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 annual report is being prepared;

b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

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

d)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 the registrant’s board of directors (or persons performing the equivalent function):

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 control over financial reporting.

Date: March 14, 2006

/s/ Kevin J. Acker

Kevin J. Acker

Chairman and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Duane G. Debs, certify that:

1)I have reviewed this annual report on Form 10-K of West Suburban Bancorp, Inc.;

2)Based on my knowledge, this annual 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 circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3)Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual 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)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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 annual report is being prepared;

b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

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

d)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 the registrant’s board of directors (or persons performing the equivalent function):

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 control over financial reporting.

Date: March 14, 2006

/s/ Duane G. Debs

Duane G. Debs

President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of West Suburban Bancorp, Inc. (the “Company”) on Form 10-K for the period ending December 31, 2005 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kevin J. Acker, Chairman and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Kevin J. Acker

Kevin J. Acker

Chairman and Chief Executive Officer

March 14, 2006

A signed original of this written statement required by Section 906 has been provided to West Suburban Bancorp, Inc. and will be retained by West Suburban Bancorp, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of West Suburban Bancorp, Inc. (the “Company”) on Form 10-K for the period ending December 31, 2005 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Duane G. Debs, President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Duane G. Debs

Duane G. Debs

President and Chief Financial Officer

March 14, 2006

A signed original of this written statement required by Section 906 has been provided to West Suburban Bancorp, Inc. and will be retained by West Suburban Bancorp, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.