SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* RADY ERNEST S (Last) (First) (Middle) C/O AMERICAN ASSETS, INC. 11455 EL CAMINO REAL #200 (Street) SAN DIEGO CA 92130-2045 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol WESTCORP /CA/ [ WES ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/21/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2006		M		40,000	A	$13.25	4,377,169(4)	D
Common Stock	02/17/2006		M		40,000	A	$17.32	4,417,169(4)	D
Common Stock	02/17/2006		M		40,000	A	$18.3	4,457,169(4)	D
Common Stock	02/17/2006		M		40,000	A	$18.78	4,497,169(4)	D
Common Stock	02/17/2006		M		26,667	A	$42.19	4,523,836(4)	D
Common Stock								18,806,168(3)	D
Common Stock								288,432(5)	D
Common Stock								482,162(6)	D
Common Stock								3,804,551(7)	D
Common Stock								26,132(8)	D
Common Stock								28,007,531(9)	I	See Footnotes(1)(2)(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Options - Right to Buy	$13.25	02/21/2006		M			40,000	(11)	02/22/2000	Common Stock	40,000	$13.25	0	D
Employee Stock Options - Right to Buy	$17.32	02/17/2006		M			40,000	(12)	02/22/2008	Common Stock	40,000	$17.32	0	D
Employee Stock Options - Right to Buy	$18.3	02/17/2006		M			40,000	(13)	02/15/2009	Common Stock	40,000	$18.3	0	D
Employee Stock Options - Right to Buy	$18.78	02/17/2006		M			40,000	(14)	02/20/2008	Common Stock	10,000	$18.78	0	D
Employee Stock Options - Right to Buy	$42.19	02/17/2006		M			26,667	(15)	02/18/2009	Common Stock	26,667	$42.19	13,333(16)	D

Explanation of Responses:

1. The number of Securities of the Issuer reported represents the cumulative holdings as of January 11, 2006. This group is comprised of affiliated companies and trusts that are ownd or controlled by Ernest S. Rady, the Chairman of the Board of the Issuer. Schedule A, attached hereto and incorporated herein by this reference, depicts the relationship among the various members of the affiliated group. The percentages reported on Schedule A for each entity holding Securities of the Issuer are based on 52,426,011 shares of Common Stock outstanding as of December 31, 2005, as reported by the transfer agent (continued to Footnote 2)

2. There is no formal agreement to vote or dispose of the Securities of the Issuer in a particular manner. The dispositive and voting powers of each entity identified on Schedule A are made independent of the others, except to the extent that Ernest and Evelyn Rady may be trustees, shareholders, officers and/or directors of the various entities and, in that respect, are able to control the disposition and voting of the Securities of the issuer owned by each member of the affiliated group.

3. American Assets, Inc.

4. Ernest S. Rady Trust - The shares acquired upon the exercise by Ernest S. Rady of stock options held by him are issued at his direction to the Ernest S. Rady Trust, as to which Mr. Rady is the sole Trustee.

5. Evelyn Shirley Rady Trust

6. DHM Trust

7. Insurance Company of the West

8. Explorer Insurance Company

9. Ernest S. Rady

10. Includes 46,700 shares indirectly owned by Ernest Rady in the Westcorp Employee Stock Ownership Plan and 29,550 shares owned indirectly by Ernest Rady in the Westcorp Salary Savings (401K) Plan as of .

11. 10,000 vested 2/22/2001; 10,000 vested 2/22/2002; 10,000 vested 2/22/2003 and 10,000 vested 2/22/2004

12. 10,000 vested 2/22/2002; 10,000 vested 2/22/2003; 10,000 vested 2/22/2004 and 10,000 vested 2/22/2005

13. 10,000 vested 2/15/2003; 10,000 vested 2/15/2004; 10,000 vested 2/15/2005 and 10,000 vested 2/22/2006

14. 13,334 vested 2/20/2004; 13,333 vested 2/20/2005 and 13,333 vested 2/20/2005

15. 13,334 vested 2/18/2005 and 13,333 vested 2/18/2006

16. 13,333 will vest 2/18/2007

Remarks:

	Ernest Rady	02/23/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.