11-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

(Mark One)

/X/ Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934

for the fiscal year ended December 31, 2002

Or

/ / Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934

for the transition period from ______ to ________

Commission file number 000-25867

A. Full title of the plan and the address of the plan, if different from that of
the issuer named below.

West Coast Bancorp

401(k) Plan

B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:

West Coast Bancorp
5335 Meadows Road – Suite 201
Lake Oswego, Oregon 97035

WEST COAST BANCORP 401(k) PLAN

Financial Statements as of and for the Years Ended
December 31, 2002 and 2001, Supplemental Schedule
as of December 31, 2002, and Independent Auditors’
Report

TABLE OF CONTENTS

INDEPENDENT AUDITORS’ REPORT
	STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
	STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
NOTES TO FINANCIAL STATEMENTS
	LINE 4i—SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
SIGNATURE
EXHIBIT INDEX
EXHIBIT 23.1
EXHIBIT 99.1
EXHIBIT 99.2

WEST COAST BANCORP 401(k) PLAN

TABLE OF CONTENTS

			Page
INDEPENDENT AUDITORS’ REPORT				1
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001:
		Statements of Net Assets Available for Benefits		2
		Statements of Changes in Net Assets Available for Benefits		3
		Notes to Financial Statements		4-8
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2002:
	Line 4i—Schedule of Assets Held for Investment Purposes at Year End			9
Signature				10
Exhibit Index				11

Schedules not filed herewith are omitted because of the absence of the conditions under which they are required.

INDEPENDENT AUDITORS’ REPORT

Administrative Committee
West Coast Bancorp 401(k) Plan:

We have audited the accompanying statements of net assets available for benefits of West Coast Bancorp 401(k) Plan (the “Plan”) as of December 31, 2002 and 2001, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2002 and 2001, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the Table of Contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audit of the basic 2002 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

DELOITTE & TOUCHE LLP

Portland, Oregon
June 16, 2003

WEST COAST BANCORP 401(k) PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001

				2002		2001
ASSETS:
	Investments at fair value:
		Mutual funds		$	5,931,338	$	6,564,098
		Employer common stock			2,376,423		2,377,564
		Money market funds			2,575,807		2,116,266
		Participant loans			265,611		317,465
			Total assets		11,149,179		11,375,393
RECEIVABLES-Employer contributions					463,974		400,597
NET ASSETS AVAILABLE FOR BENEFITS				$	11,613,153	$	11,775,990

See notes to financial statements.

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WEST COAST BANCORP 401(k) PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002 AND 2001

				2002			2001
ADDITIONS TO NET ASSETS:
	Investment (loss) income:
		Interest and dividends		$	211,968		$	238,454
		Net (depreciation) appreciation in fair value of investments			(1,002,741	)		111,573
			Net investment (loss) income		(790,773	)		350,027
	Contributions:
		Employer matching contributions			463,974			400,597
		Participant contributions			1,403,592			1,259,760
		Employee rollover contributions			39,838			17,990
			Total contributions		1,907,404			1,678,347
			Total additions to net assets		1,116,631			2,028,374
DEDUCTIONS:
	Benefits paid to participants				1,266,418			2,313,966
	Administrative expenses				13,050
			Total deductions		1,279,468			2,313,966
NET DECREASE IN NET ASSETS AVAILABLE FOR BENEFITS					(162,837	)		(285,592	)
NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR					11,775,990			12,061,582
NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR				$	11,613,153		$	11,775,990

See notes to financial statements.

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WEST COAST BANCORP 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2002 AND 2001

1.	DESCRIPTION OF THE PLAN
	The following description of the West Coast Bancorp 401(k) Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Summary Plan Description for more complete information regarding amount and type of benefits, vesting, and other provisions of the Plan.
	General—The Plan is a defined contribution plan covering all eligible employees of West Coast Bancorp and its wholly-owned subsidiaries (the “Company”), except those covered by collective bargaining agreements. Employees are eligible to participate in the Plan when they have been employed for six months, and reached 18 years of age. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
	The Plan Administrator is a committee appointed by the Board of Directors of West Coast Bancorp. West Coast Trust Company, a subsidiary of the Company, is the trustee of the Plan. Federated Investors is an asset custodian and recordkeeper of the Plan.
	Contributions—In each plan year, the employer may contribute a matching contribution equal to a percentage of each participant’s elective deferral contributions for that year. The employer may also make supplemental and discretionary profit sharing contributions. Supplemental and discretionary contributions are allocated to the participants’ accounts on a pro-rata basis based on eligible compensation. All employer related contributions were invested in West Coast Bancorp common stock through 1999. Effective beginning 2000, employer contributions can be invested in any of the Plan’s investment options.
	Effective January 1, 2002, participants may voluntarily contribute between 1% and 100% of their total compensation as a salary reduction each year that they are a plan participant. Previously, participants could contribute between 1% and 15% of their total compensation. The actual amount of their compensation that can be deferred each year is subject to limits imposed by the Internal Revenue Code (the “Code”), which was $11,000 and $10,500 for 2002 and 2001, respectively.
	Participant Accounts—A separate account is maintained for each participant, which is credited with the participant’s contribution, the allocation of the employer’s contribution, as determined above, and an allocation of investment earnings or losses. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
	Vesting—Participants are fully vested in their salary reduction contributions, rollovers, and related earnings at all times.

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Participants vest in the Company’s matching and discretionary contribution portion of their accounts plus actual earnings or losses thereon based on years of continuous service as follows:

Years of Service		Vesting Percentage
Less than 1			0	%
	1		20	%
	2		40	%
	3		60	%
	4		80	%
	5		100	%

Forfeitures of terminated participants’ nonvested account balances are used to reduce the employer’s matching contributions for the plan year in which the forfeiture occurs or to restore previously forfeited amounts.

Participant Loans—Participants may borrow from their fund accounts a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the Participant Loans Fund. Loan terms range from 1-5 years or more if for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at a rate commensurate with local prevailing rates (prime rate) determined as market conditions warrant by the Plan Administrator. Interest rates range from 6.25% to 11.50% at December 31, 2002. Principal and interest is paid ratably through semi-monthly payroll deductions.

Payment of Benefits—The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account. On termination of service due to normal retirement, death or disability, the participant’s account balance will be deemed fully vested. Normal retirement is the participant’s 65th birthday. For termination of service due to other reasons, a participant may receive the value of the vested interest in his or her account as a lump sum distribution.

Investment Options—Upon enrollment in the Plan, contributions are participant-directed into the following investment options:

Federated Investors:

Federated Automated Cash Management Trust
Federated Bond Fund
Federated High Income Bond Fund
Federated International Equity Fund
Federated Managed Moderate Growth Fund
Federated Managed Conservative Growth Fund
Federated Managed Income Fund
Federated Max-Cap Fund
Federated Kaufmann Fund
Federated Stock and Bond Fund
Federated Stock Trust

Other Investment Options:

Janus Fund
West Coast Bancorp common stock

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	Participants may change their investment options and direct transfers between investment accounts at any time. West Coast Bancorp common stock was required to be retained by all participants under the age of 55 through 1999. Effective in 2000, the Plan was amended to remove this requirement. The Federated Small Cap Strategies Fund was replaced by the Federated Kaufmann Fund during 2002.
	Plan Termination—Although it has not expressed any intent to do so, the employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become fully vested in their accounts.
2.	SIGNIFICANT ACCOUNTING POLICIES
	Basis of Accounting—The financial statements of the Plan are prepared under the accrual method of accounting.
	Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, and changes therein, and disclosures of contingent assets and liabilities. Actual results could differ from those estimates.
	Investment Valuation and Income Recognition—The Plan’s investments are maintained by Federated Investors, except for West Coast Bancorp common stock, which is maintained by West Coast Trust.
	The Plan’s investments are stated at fair value, which is based upon quoted market prices, if available. Money market balances are valued at cost plus reinvested interest. Participant loans are valued at net amortized cost.
	Purchases and sales are accounted for on the trade-date basis. Dividend income is recorded on the ex-dividend date. Interest income is reported as earned. Cost of common stock shares sold and cost of mutual fund units sold are determined by the specific identification method.
	Administrative Expenses—The employer may pay all expenses of administering the Plan including, but not limited to, the trustee’s or custodian’s fees, attorney fees, and expenses incurred by persons or entities to whom fiduciary duties have been delegated. If these expenses are not paid by the employer, there shall be a lien against and paid from the Plan, except for the items the payment of which would constitute a prohibited transaction.
	Income Tax Status—The Plan received a favorable determination letter from the Internal Revenue Service effective October 2002. The Plan has been amended since receiving the determination letter; however, the Plan Administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Accordingly, no provision for income taxes has been included in the Plan’s financial statements.

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3.	EMPLOYER CONTRIBUTION
	For the years ended December 31, 2002 and 2001, the employer made matching contributions of $463,974 and $400,597, respectively. For the years ended December 31, 2002 and 2001, the employer did not make a profit sharing contribution.
4.	BENEFITS PAYABLE TO TERMINATED PARTICIPANTS
	At December 31, 2002 and 2001, net assets available for benefits allocated to terminated employees were $492,517 and $532,334, respectively. The amount represents the participants’ vested interest in the Plan upon termination of employment.
5.	RELATED-PARTY TRANSACTIONS
	Certain Plan investments are shares of investment funds managed by Federated Investors as of and for the years ended December 31, 2002 and 2001, respectively, which is a custodian of the Plan and, therefore, these transactions qualify as party-in-interest.
	The employer also provides accounting and administrative services to the Plan at no charge. In addition, the Plan invests in shares of the Company.
6.	SUMMARY OF INVESTMENTS

			2002			2001
Investments at fair value as determined by quoted market prices:
	Mutual Funds:
		Federated Stock and Bond Fund	$	1,474,897	*	$	1,730,236	*
		Federated Stock Trust		1,375,226	*		1,674,633	*
		Federated Max-Cap Fund		681,148	*		828,306	*
		Federated Managed Moderate Growth Fund		294,612			333,561
		Federated Small Cap Strategies Fund					488,608
		Federated Kaufmann Fund		527,582
		Federated International Equity Fund		292,215			307,224
		Federated Managed Conservative Growth Fund		176,065			137,232
		Federated Bond Fund		324,637			234,138
		Federated High Income Bond Fund		121,531			85,848
		Federated Managed Income Fund		157,039			24,149
		Janus Fund		506,386			720,163	*
				5,931,338			6,564,098

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			2002			2001
Investments at fair value as determined by quoted market prices:
	Employer Common Stock—West Coast Bancorp common stock		$	2,376,423	*	$	2,377,564	*
	Money Market Funds:
		Federated Automated Cash Management Trust		2,575,807	*		2,116,191	*
		Temporary cash investments					75
				2,575,807			2,116,266
	Participant loans			265,611			317,465
Total investments			$	11,149,179		$	11,375,393

* Represents 5% or more of net assets available for benefits at December 31.

The Plan’s investments including investments bought, sold, and held during the year (depreciated) appreciated in value as follows:

			2002			2001
Net change in fair value:
	Investments at fair value as determined by quoted market prices:
		Mutual funds	$	(1,211,130	)	$	(650,159	)
		West Coast Bancorp common stock		208,389			761,732
Total			$	(1,002,741	)	$	111,573

7.	RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
	The following is a reconciliation of amounts per the financial statements to Form 5500.

	December 31, 2002
	Financial
	Statements		Per 5500
Deemed distributions of participant loans	$	—	$	7,955
Net assets		11,613,153		11,605,198
Participant loans		265,611		257,656

* * * * * *

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WEST COAST BANCORP 401(k) PLAN

LINE 4i—SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2002

						(e)
		(b) Identity of Issue			(d)**	Current
(a)		(c) Description of Investment			Cost	Value
MUTUAL FUNDS:
	*	Federated Investors:
			Stock and Bond Fund			$	1,474,897
			Stock Trust				1,375,226
			Max-Cap Fund				681,148
			Managed Moderate Growth Fund				294,612
			Kaufmann Fund				527,582
			International Equity Fund				292,215
			Managed Conservative Growth Fund				176,065
			Bond Fund				324,637
			High Income Bond Fund				121,531
			Managed Income Fund				157,039
				Total Federated Mutual Funds			5,424,952
			Janus Fund				506,386
				Total Mutual Funds			5,931,338
EMPLOYER COMMON STOCK:
	*	West Coast Bancorp Common stock					2,376,423
MONEY MARKET FUNDS:
	*	Federated Automated Cash Management Trust					2,575,807
		Participant loans, interest rate 6.25% - 11.50%, maturing 1/24/03 through 4/3/17					265,611
TOTAL INVESTMENTS						$	11,149,179

*	Party-in-interest
**	Not required for participant-directed investments

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the plan administrator of the West Coast Bancorp 401(k) Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

		WEST COAST BANCORP 401(k) PLAN
		By: WEST COAST BANCORP, the plan administrator
Date: June 27, 2003	By:	/s/ Laurie Ferris
		West Coast Bancorp 401(k) Plan Administrative Committee Representative

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EXHIBIT INDEX

Document	Exhibit Number
Independent Auditors’ Consent		23.1
Certification of Chairperson of the Administrative Committee for the Plan		99.1
Certification of Member of the Administrative Committee for the Plan		99.2

-11- EX-23.1 3 v91197exv23w1.txt EXHIBIT 23.1 Exhibit 23.1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statements No. 333-104458 and 333-01649 of West Coast Bancorp on Form S-8 of our report dated June 16, 2003, appearing in this Annual Report on Form 11-K of the West Coast Bancorp 401(k) Plan for the year ended December 31, 2002. DELOITTE & TOUCHE LLP Portland, Oregon June 27, 2003 -12- EX-99.1 4 v91197exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 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 on Form 11-K of the West Coast Bancorp (the "Company") 401(k) Plan (the "Plan") for the year ended December 31, 2002, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Cynthia Sparacio, as Chairperson of the Administrative Committee for the Plan, 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 net assets available for benefits and changes in net assets available for benefits under the Plan. Dated: June 27, 2003 /s/ Cynthia Sparacio ---------------------------------------------- Executive Vice President of the Company and Chairperson of the 401(k) Plan Administrative Committee A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. -13- EX-99.2 5 v91197exv99w2.txt EXHIBIT 99.2 Exhibit 99.2 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 on Form 11-K of the West Coast Bancorp (the "Company") 401(k) Plan (the "Plan") for the year ended December 31, 2002, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Laurie Ferris, as a member of the Administrative Committee for the Plan, 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 net assets available for benefits and changes in net assets available for benefits under the Plan. Dated: June 27, 2003 ------------------------------------------------- /s/ Laurie Ferris Vice President of the Company and Member of the 401(k) Plan Administrative Committee A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this statement, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. -14- -----END PRIVACY-ENHANCED MESSAGE-----

EX-23.1

Exhibit 23.1





INDEPENDENT AUDITORS' CONSENT

We consent to the incorporation by reference in Registration Statements No.
333-104458 and 333-01649 of West Coast Bancorp on Form S-8 of our report dated
June 16, 2003, appearing in this Annual Report on Form 11-K of the West Coast
Bancorp 401(k) Plan for the year ended December 31, 2002.

DELOITTE & TOUCHE LLP

Portland, Oregon
June 27, 2003


                                      -12-

EX-99.1

Exhibit 99.1


                            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 on Form 11-K of the West Coast Bancorp (the
"Company") 401(k) Plan (the "Plan") for the year ended December 31, 2002, as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Cynthia Sparacio, as Chairperson of the Administrative Committee
for the Plan, 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 net assets available for benefits and changes in net assets
      available for benefits under the Plan.

                                  Dated: June 27, 2003

                                  /s/ Cynthia Sparacio
                                  ----------------------------------------------
                                  Executive Vice President of the Company and
                                  Chairperson of the 401(k) Plan Administrative
                                  Committee

A signed original of this written statement required by Section 906, or other
document authenticating, acknowledging, or otherwise adopting the signature that
appears in typed form within the electronic version of this statement, has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.

                                      -13-

EX-99.2

Exhibit 99.2


                            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 on Form 11-K of the West Coast Bancorp (the
"Company") 401(k) Plan (the "Plan") for the year ended December 31, 2002, as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Laurie Ferris, as a member of the Administrative Committee for the
Plan, 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 net assets available for benefits and changes in net assets
      available for benefits under the Plan.

                           Dated: June 27, 2003
                           -------------------------------------------------
                           /s/ Laurie Ferris
                           Vice President of the Company and
                           Member of the 401(k) Plan Administrative Committee

A signed original of this written statement required by Section 906, or other
document authenticating, acknowledging, or otherwise adopting the signature that
appears in typed form within the electronic version of this statement, has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.


                                      -14-