WEST BANCORPORATION INC
EMPLOYMENT AGREEMENT
<DOCUMENT>
<TYPE>EX-10.14
<SEQUENCE>3
<FILENAME>c83230exv10w14.txt
<DESCRIPTION>EMPLOYMENT AGREEMENT
<TEXT>
<PAGE>

                                  EXHIBIT 10.14

                              EMPLOYMENT AGREEMENT

THIS AGREEMENT is made this 1st day of March, 2003 ("Effective Date"), by and
between WEST BANCORPORATION, INC., (the "Company") and THOMAS E. STANBERRY (the
"Employee").

INTRODUCTION

The Board of Directors of the Company (the "Board") has determined that it is in
the best interests of the Company to retain the Employee's services and to
reinforce and encourage the continued attention and dedication of the Employee
to his assigned duties.

AGREEMENT

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein
contained, the Company and the Employee hereby agree as follows:

1.       Employment. Upon the terms and subject to the conditions contained in
         this Agreement, the Employee agrees to provide full-time services for
         the Company during the term of this Agreement. The Employee agrees to
         devote his best efforts to the business of the Company, and shall
         perform his duties in a diligent, trustworthy, and business-like
         manner, all for the purpose of advancing the business of the Company.

2.       Duties. The Employee shall hold the title of CHAIRMAN, PRESIDENT & CEO
         of WEST BANCORPORATION, INC., AND VICE-CHAIRMAN AND CHIEF INVESTMENT
         OFFICER OF WEST BANK, and shall report directly to THE BOARD. The
         Employee shall render such administrative and management services for
         Company as are currently rendered and as are currently performed by
         persons situated in a similar executive capacity. The Employee shall
         also promote, by entertainment or otherwise, as and to the extent
         permitted by law, the business of the Company. The Employee's duties
         may, from time to time, be changed or modified at the discretion of the
         Board.

3.       Employment Term. Subject to the terms and conditions hereof, the
         Company agrees to employ, and the Employee hereby accepts employment,
         for the 3 years commencing March 1, 2003, subject to the terms of this
         Agreement. Additionally, subject to the terms of this Agreement, and in
         the sole discretion of the Board, this Agreement may be renewed
         annually with written notice, on or before the anniversary date of the
         Effective Date, for another 3-year period. In the event of nonrenewal,
         this Agreement will expire at the end of any current three-year term
         unless renewal is granted before the Agreement expires.

4.       Compensation and Benefits.

         (a)      Base Salary. As of the Effective Date of this Agreement, the
                  Company agrees to pay the Employee during the term of this
                  Agreement an initial salary of: (i) $166,666.60 for the period
                  from March 1, 2003 through December 31, 2003; and (ii)
                  thereafter $200,000 per annum, payable in accordance with
                  Company's normal payroll practices with such payroll
                  deductions and withholdings as are required by law (the "Base
                  Salary"). Employee's Base Salary will be reviewed by the
                  Compensation Committee of the Board at least annually, and may
                  be increased (but not reduced) thereafter on the anniversary
                  of the Effective Date.

         (b)      Annual Incentive Payment. In addition to other compensation to
                  be paid under this Section 4, each year during the term of
                  this Agreement the Employee shall be eligible to receive an
                  annual cash incentive payment (the "Annual Incentive
                  Payment"). The Annual Incentive Payment for the period from
                  March 1, 2003 through December 31, 2003 shall be $133,333.40.
                  In each successive year of the Employee's employment under
                  this Agreement the Employee shall be entitled to an Annual
                  Incentive Payment agreed to between the Employee and the
                  Board. The amount actually awarded and paid to the Employee
                  each year will be determined by the Compensation Committee of
                  the Board in its sole discretion, in conjunction with the
                  terms of any incentive plan document.

         (c)      Equity Appreciation Plans. In addition to other compensation
                  to be paid under this Section 4, the Company will grant stock
                  options, stock appreciation rights, restricted stock or other
                  forms of equity participation rights to Employee as a
                  Participant if a plan is adopted by the Company.

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         (d)      Vacation. The Employee shall be entitled to 25 days of paid
                  vacation, plus all scheduled bank holidays, during each full
                  year of his employment hereunder in accordance with the
                  general terms of the vacation policy adopted by the Company.
                  In addition, upon any Termination under Section 5, except for
                  Termination for Cause, the Employee will be paid any remaining
                  accrued vacation that has not been taken through the date of
                  Termination.

         (e)      Reimbursement of Expenses. The Company shall reimburse the
                  Employee in accordance with Company's expense reimbursement
                  policies for all reasonable, ordinary and necessary business
                  expenses incurred by the Employee in the course of his duties
                  conducted on behalf of the Company. In addition, the Company
                  shall pay the Employee's annual dues at Des Moines Golf and
                  Country Club and the Des Moines Club/Embassy Club and expenses
                  related to the Employee's use of such clubs for matters
                  related to the business of the Company.

         (f)      Employee Benefits. The Employee shall be entitled to
                  participate in any employee benefit plans, including profit
                  sharing plans, now existing or established hereafter generally
                  available to employees of the Company or senior officers of
                  the Company, and to all normal perquisites provided to senior
                  officers of the Company, provided Employee is otherwise
                  qualified to participate in such plans or programs. As part of
                  its normal course of business, the Company may amend and/or
                  terminate employee benefits.

         (g)      Benefits Not in Lieu of Compensation. No benefit or perquisite
                  provided to the Employee shall be deemed to be in lieu of Base
                  Salary, Annual Incentive Payment or other compensation,
                  provided that the reporting of any benefits shall be
                  consistent with IRS regulations.

5.       At-will Employment and Termination. Employment with West
         Bancorporation, Inc. will be at-will and may be terminated at any time
         by either party for the reasons in this Section 5.

         (a)      For purposes of this Agreement, "Good Reason" shall mean:

                  (i)      Without the Employee's express written consent, the
                           assignment to the Employee of any duties or
                           responsibilities inconsistent with the Employee's
                           positions, or a change in the Employee's reporting
                           responsibilities, titles or offices as described
                           under Section 2, or any removal of the Employee from
                           or any failure to re-elect the Employee to any of
                           such positions, except in connection with the
                           termination of the Employee's employment for Cause,
                           Disability or retirement or as a result of the
                           Employee's death;

                  (ii)     A reduction by the Company in the Employee's Base
                           Salary;

                  (iii)    Any failure of the Company to obtain the assumption
                           of, or the agreement to perform, this Agreement by
                           any successor as contemplated in Section 15(a)
                           hereof; or

                  (iv)     The Company requiring the Employee to be based
                           anywhere other than the Polk County, Iowa, area
                           except for required travel on Company business to an
                           extent substantially consistent with the Employee's
                           present business travel obligations and as described
                           under Section 2, or, in the event the Employee
                           consents to any relocation, the failure by the
                           Company to pay (or reimburse the Employee) for all
                           reasonable moving and relocation expenses incurred by
                           the Employee relating to a change of the Employee's
                           principal residence in connection with such
                           relocation.

         (b)      Cause. Notwithstanding any provision of this Agreement to the
                  contrary, the Company shall not pay any Compensation and
                  Benefits under this Agreement if the Company determines that
                  the Employee committed one of the following acts while in the
                  employ of the Company:

                  (i)      Gross negligence or gross neglect of duties;

                  (ii)     Commission of a felony or of a gross misdemeanor
                           involving moral turpitude; or

                  (iii)    Fraud, disloyalty, dishonesty or willful violation of
                           any law or significant Company policy committed in
                           connection with Employee's employment and resulting
                           in an adverse effect on the Company.

         (c)      Death. This Agreement shall be terminated automatically upon
                  the death of the Employee. Within ten (10) business days of
                  termination, the company shall pay to the Employee's
                  beneficiary a sum equal to one month of Base Salary at the
                  then-effective rate paid to the Employee, plus the Annual
                  Incentive Payment for the current fiscal year pro-rated for
                  the months worked.

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                  (i)      The Employee shall designate a beneficiary by filing
                           a written designation with the Company. The Employee
                           may revoke or modify the designation at any time by
                           filing a new designation. However, designations will
                           only be effective if signed by the Employee and
                           received by the Company during the Employee's
                           lifetime. The Employee's beneficiary designation
                           shall be deemed automatically revoked if the
                           beneficiary predeceases the Employee, or if the
                           Employee names a spouse as beneficiary and the
                           marriage is subsequently dissolved. If the Employee
                           dies without a valid beneficiary designation, all
                           payments shall be made to the Employee's estate.

                  (ii)     If a benefit is payable to a minor, to a person
                           declared incompetent, or to a person incapable of
                           handling the disposition of his or her property, the
                           Company may pay such benefit to the guardian, legal
                           representative or person having the care or custody
                           of such minor, incapacitated person or incapable
                           person. The Company may require proof of
                           incompetence, minority or guardianship as it may deem
                           appropriate prior to distribution of the benefit.
                           Such distribution shall completely discharge the
                           Company from all liability with respect to such
                           benefit.

         (d)      Disability. The Company may terminate the Employee's
                  employment for Disability as defined under the Company's
                  long-term disability policy. If the company does not have a
                  long-term disability policy, disability shall be defined as
                  the Employee's inability through physical or mental illness or
                  other cause to perform the essential functions of the
                  Employee's position, with or without reasonable accommodation,
                  in the opinion of the Company, for the continuous period of
                  six (6) months. Within ten (10) business days of termination,
                  the Company shall pay to the Employee a sum equal to one month
                  of Base Salary at the then-effective rate paid to the
                  Employee, plus the amount of Annual Incentive for the current
                  fiscal year pro-rated for the months worked.

         (e)      Voluntary Resignation or Termination for Cause. If the
                  Employee shall voluntarily terminate his employment for other
                  than Good Reason, as defined in Section 5(a), or if the
                  Company shall discharge the Employee for Cause, as defined in
                  Section 5(b), this Agreement shall terminate immediately and
                  the Company shall have no further obligation to make any
                  payment under this Agreement which has not already become
                  payable, but has not yet been paid; provided, however, that
                  with respect to restricted stock, incentive plans, deferred
                  compensation arrangements, or other plans or programs in which
                  the Employee is participating at the time of termination of
                  his employment, the Employee's rights and benefits under each
                  such plan shall be determined in accordance with the terms,
                  conditions, and limitations of the plan and any separate
                  agreement executed by the Employee which may then be in
                  effect. Termination for Cause shall only occur after the
                  Board, in its sole and absolute discretion, has made a full
                  and thorough determination of "Cause."

         (f)      Involuntary Termination Without Cause or Resignation for Good
                  Reason. If during the term of the Agreement, the Employee's
                  employment is involuntarily terminated by the Company without
                  Cause or the Employee voluntarily terminates the Employee's
                  employment for Good Reason, then the following shall apply:

                  (i)      Base Salary. Within ten (10) business days of
                           termination, the Company shall pay the Employee in a
                           lump sum an amount equal to the aggregate amount of
                           Base Salary the Employee would be entitled to receive
                           under this Agreement for the balance of the
                           Employment Term, but no less than one year.

                  (ii)     Annual Incentive Payment. In addition to Base Salary
                           and within ten (10) business days of termination, the
                           Company shall also pay to the Employee in a lump sum
                           an amount equal to the most recent Annual Incentive
                           Payment the Employee would be entitled to receive
                           under this Agreement for the balance of the
                           Employment Term, but not less than one year.

                  If Involuntary Termination occurs within 12 months following,
                  or 2 months prior to, a Change in Control, then the benefit
                  under Section 6 shall apply, in lieu of payments provided for
                  in paragraph 5(f)(i) and (ii).

6.       Termination After Change in Control Benefit. If within 12 months after,
         or 2 months prior to, a Change in Control of the Company as defined in
         Section 6(a), the Company terminates the Employee's employment for
         reasons other than those under Section 5(b) herein, or if the Employee
         shall terminate his employment for Good Reason, then the Company shall
         pay to the Employee a benefit as defined in Section 6(b).

         (a)      Change in Control. The term Change in Control shall have the
                  following meaning:

                  (i)      Any person or entity or group of affiliated persons
                           or entities (other than the Company) becomes a
                           beneficial owner, directly or indirectly, of 30% or
                           more of the Company's voting securities or all or
                           substantially all of the assets of the Company;

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                  (ii)     The Company enters into a definitive agreement which
                           contemplates the merger, consolidation or combination
                           of the Company with an unaffiliated entity in which
                           either or both of the following is to occur: (i) the
                           Board of Directors of the Company, as applicable,
                           immediately prior to such merger, consolidation or
                           combination will constitute less than a majority of
                           the board of directors of the surviving, new or
                           combined entity; or (ii) less than 50% of the
                           outstanding voting securities of the surviving, new
                           or combined entity will be beneficially owned by the
                           stock holders of the Company immediately prior to
                           such merger, consolidation or combination; provided,
                           however, that if any definitive agreement to merge,
                           consolidate or combine is terminated without
                           consummation of the transaction, then no Change in
                           Control shall be deemed to have occurred pursuant to
                           this paragraph;

                  (iii)    The Company enters into a definitive agreement which
                           contemplates the transfer of all or substantially all
                           of the Company's assets, other than to a wholly-owned
                           Subsidiary of the Company; provided, however, that if
                           any definitive agreement to transfer assets is
                           terminated without consummation of the transfer, then
                           no Change in Control shall be deemed to have occurred
                           pursuant to this paragraph; or

                  (iv)     A majority of the members of the Board of Directors
                           of the Company shall be persons who: (i) were not
                           members of such Board on the Effective Date ("current
                           members"); and (ii) were not nominated by a vote of
                           such Board which included the affirmative vote of a
                           majority of the current members on such Board at the
                           time of their nomination ("future designees") and
                           (iii) were not nominated by a vote of such Board
                           which included the affirmative vote of a majority of
                           the current members and future designees, taken as a
                           group, on such Board at the time of their nomination.

         (b)      Amount. Upon a termination of the Employee's employment under
                  the circumstances described in this Section 6, the Employee
                  will receive a Change in Control Benefit equal to three (3)
                  times the Employee's Current Annual Compensation as defined in
                  this Section 6(b)(i) as of the date of the Change in Control.

                  (i)      Current Annual Compensation. The Employee's current
                           annual Base Salary paid by the Company which was
                           includible in the Employee's gross income as of the
                           time of Employee's termination plus the most recent
                           Annual Incentive Payment. This definition covers
                           amounts includible in compensation, i.e., the Base
                           Salary and Cash Annual Incentive prior to any cash or
                           deferred arrangements.

                  (ii)     Equity Appreciation Plans. The Company shall pay to
                           the Employee any amounts due under Section 4(c)
                           according with the terms, conditions and limitations
                           of the plans and any separate agreements under
                           Section 4(c) without regard to "vesting" thereunder.

         (c)      Consideration of Benefit. As consideration for the benefit
                  paid in this Section 6, at the discretion of the successors as
                  described in Section 15(a), the Employee must work with the
                  new organization for a period of not less than six months.
                  However, if the Employee fails to remain employed for at least
                  six months with the new organization for reason other than
                  Good Reason, or if the Company terminates the Employee's
                  employment for Termination for Cause, then no benefits will be
                  provided to the Employee.

         (d)      Limited Benefit. Notwithstanding any of the provisions of this
                  Section 6 or other provisions in this Agreement to the
                  contrary, if any payments or benefits received or to be
                  received by the Employee (whether pursuant to the terms of
                  this Agreement or any other plan, arrangement or agreement
                  with the Company, any person whose actions result in a change
                  of Control or any person affiliated with the Company or such
                  person) constitute "parachute payments" within the meaning of
                  Section 280G(b)(2)(A) of the Code and the value thereof
                  exceeds 2.99 times the Employee's "base amount," as defined in
                  Section 280G(b)(3) of the Code, then in lieu thereof, the
                  Company shall pay to the Employee, as soon as practicable
                  following the termination of the Employee's employment by the
                  Company but in no event later than thirty (30) days
                  thereafter, a lump sum cash payment equal to 2.99 times his
                  "base amount" (the "Alternative Severance Payment") , reduced
                  as provided below. The value of the payments to be made under
                  Section 6(b) and the Employee's base amount shall be
                  determined in accordance with temporary or final regulations,
                  if any, promulgated under Section 280G of the Code and based
                  upon the advice of the tax counsel referred to below.

                  The Alternative Severance Payment shall be reduced by the
                  amount of any other payment or the value of any benefit
                  received or to be received by the Employee in connection with
                  a Change of Control of the Company or his termination of
                  employment unless (i) the Employee shall have effectively
                  waived his receipt or enjoyment of such payment or benefit
                  prior to the date of payment of the alternative Severance
                  Payment, (ii) in the opinion of tax counsel selected by the
                  Company's independent auditors, such other payment or benefit
                  does not constitute a "parachute payment" within the meaning
                  of Section 280G(b)(2) of the Code, or (iii) in the opinion of
                  such tax counsel, the Alternative Severance Payment plus all
                  other payments or benefits which constitute "parachute
                  payments" within the meaning of Section 280G(b)(2) of the Code
                  are reasonable compensation for services actually rendered
                  within the meaning of Section 280G(b)(4) of the Code or are
                  otherwise not subject to disallowance as a deduction by reason
                  of Section 280G of the Code. The value of any non-cash benefit
                  or any deferred payment or benefit shall be determined in
                  accordance with the principles of Section 280G(d)(3) and (4)
                  of the Code.

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         (e)      Section 162(m) Limitation. In the event that the payments due
                  to the Employee under this Section 6 exceed the "reasonable
                  compensation" limitations of Section 162(m) of the Code, that
                  portion thereof that would not be deductible by the Company in
                  the taxable year in which the payment is due shall be deferred
                  by the Company and paid to the Employee on the date that is
                  sixteen (16) months following the termination of the
                  Employee's employment by the Company, together with interest
                  thereon at the rate provided in Section 7872(f)(2) of the
                  Code.

7.       Confidential Information. The Employee recognizes and acknowledges that
         he will have access to certain information of the Company and that such
         information is confidential and constitutes valuable, special and
         unique property of the Company. The Employee shall not at any time,
         either during or subsequent to the term of this Agreement, disclose to
         others, use, copy or permit to be copied, except as directed by law or
         in pursuance of the Employee's duties for or on behalf of the Company,
         its successors, assigns or nominees, any Confidential Information of
         the Company (regardless of whether developed by the Employee), without
         the prior written consent of the Company.

         The term "Confidential Information" with respect to any person means
         any secret or confidential information or know-how and shall include,
         but shall not be limited to, the plans, customers, costs, prices, uses,
         and applications of products and services, results of investigations,
         studies owned or used by such person, and all products, processes,
         compositions, computer programs, and servicing, marketing or
         operational methods and techniques at any time used, developed,
         investigated, made or sold by such person, before or during the term of
         this Agreement, that are not readily available to the public or that
         are maintained as confidential by such person. The Employee shall
         maintain in confidence any Confidential Information of third parties
         received as a result of the Employee's employment with the Company in
         accordance with the Company's obligations to such third parties and the
         policies established by the Company.

8.       Delivery of Documents upon Termination. The Employee shall deliver to
         the company or its designee at the termination of the Employee's
         employment all correspondence, memoranda, notes, records, drawings,
         sketches, plans, customer lists, product compositions, and other
         documents and all copies thereof, made, composed or received by the
         Employee, solely or jointly with others, that are in the Employee's
         possession, custody, or control at termination and that are related in
         any manner to the past, present, or anticipated business or any member
         of the Company.

9.       No Competition. No Solicitation. Throughout the term of the Agreement
         and (i) for a period of two (2) years immediately following any
         termination of the Agreement under Section 5(b) or (ii) for a period of
         one (1) year immediately following any termination of the Agreement
         under Section 5(f) or Voluntary Resignation under Section 5(e), the
         Employee shall not directly or indirectly engage in the business of
         banking, or any other business in which the Company directly or
         indirectly engages during the term of the Agreement; provided, however,
         that the restriction in this Section 9 shall apply only to Johnson,
         Polk and adjacent counties in Iowa. For purposes of this Section 9, the
         Employee shall be deemed to engage in a business if he directly or
         indirectly, engages or invests in, owns manages, operates, controls or
         participates in the ownership, management, operation or control of, is
         employed by, associated or in any manner connected with, or renders
         services or advice to, any business engaged in banking, provided,
         however, that the Employee may invest in the securities of any
         enterprise (but without otherwise participating in the activities of
         such enterprise) if two conditions are met: (a) such securities are
         listed on any national or regional securities (exchange or have been
         registered under Section 12(g) of the Securities Exchange Act of 1934)
         and (b) the Employee does not beneficially own (as defined Rule 13d-3
         promulgated under the Securities Exchange Act of 1934) in excess of 1%
         of the outstanding capital stock of such enterprise. The provisions of
         this paragraph shall survive regardless of the reason for the
         Employee's termination.

         During the period described in the first paragraph of Section 9 the
         Executive will not, directly or indirectly, for the benefit of any bank
         or financial institution or any company or other entity affiliated,
         directly or indirectly, with another bank or financial institution
         other than the Company, solicit the employment or services of, hire, or
         assist in the hiring of any person eligible for the Company's
         compensation or benefit plans for senior officers or executives.

10.      No Tampering. Throughout the term of the Agreement and (i) for a period
         of two (2) years immediately following any termination of the Agreement
         under Section 5(b), or (ii) for a period of one (1) year immediately
         following any termination of the Agreement under Section 5(f) or
         Voluntary Resignation under Section 5(e), the Employee shall not
         directly or indirectly (a) request, induce or attempt to influence any
         existing or prospective customers, vendors or licensors of the Company
         to curtail or cancel any business they may transact with the Company;
         or (b) request, induce or attempt to influence any employee of the
         Company to terminate the Employee's or his employment with the Company.
         For purposes of this Section 10, "prospective customers" shall mean
         individuals or entities whom the Company or its affiliates have
         contacted within the twelve (12) months immediately preceding the
         termination of the Agreement. The provisions of this paragraph shall
         survive regardless of the reason for the Employee's termination.

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11.      Publicity and Advertising. The Employee agrees that the Company may use
         the Employee's name, picture, or likeness for any advertising,
         publicity, or other business purpose at any time, during the term of
         the Agreement by the Company and may continue to use materials
         generated during the term of the Agreement for a period of six months
         thereafter. The Employee shall receive no additional consideration if
         the Employee's name, picture or likeness is so used. The Employee
         further agrees that any negatives, prints or other material for
         printing or reproduction purposes prepared in connection with the use
         of the Employee's name, picture or likeness by the Company shall be and
         are the sole property of the Company.

12.      Remedies. The Employee acknowledges that a remedy at law for any breach
         or attempted breach of the Employee's obligations under Sections 7
         through 10 may be inadequate, agrees that the Company may be entitled
         to specific performance and injunctive and other equitable remedies in
         case of any such breach or attempted breach and further agrees to waive
         any requirement for the securing or posting of any bond in connection
         with the obtaining of any such injunctive or other equitable relief.
         The Company shall have the right to offset against amounts to be paid
         to the Employee pursuant to the terms hereof any amounts from time to
         time owing by the Employee to the Company. The termination of the
         Agreement shall not be deemed to be a waiver by the Company of any
         breach by the Employee of this Agreement or any other obligation owed
         the Company, and notwithstanding such a termination the Employee shall
         be liable for all damages attributable to such a breach.

13.      Dispute Resolution. Subject to the Company's right to seek injunctive
         relief in court as provided in Section 12 of this Agreement, any
         dispute, controversy or claim arising out of or in relation to or
         connection to this Agreement, including without limitation any dispute
         as to the construction, validity, interpretation, enforceability or
         breach of this Agreement, including a claim for indemnification under
         Section 14, shall be resolved either as provided by applicable law, or,
         at the option of either party, by impartial binding arbitration. In the
         event that either the Company or the Employee demands arbitration, the
         Employee and the Company agree that such arbitration shall be the
         exclusive, final and binding forum for the ultimate resolution of such
         claims, subject to any rights of appeal that either party may have
         under the Federal Arbitration Act and/or under applicable state law
         dealing with the review of arbitration decisions.

         (a)      Arbitration. Arbitration shall be heard and determined by one
                  arbitrator, who shall be impartial and who shall be selected
                  by mutual agreement of the parties; provided, however, that if
                  the dispute involves more than $1,000,000, then the
                  arbitration shall be heard and determined by three (3)
                  arbitrators. If three (3) arbitrators are necessary as
                  provided above, then (i) each side shall appoint an arbitrator
                  of its choice within thirty (30) days of the submission of a
                  notice of arbitration and (ii) the party-appointed arbitrators
                  shall in turn appoint a presiding arbitrator of the tribunal
                  within thirty (30) days following the appointment of the last
                  party-appointed arbitrator. If any party fails or refuses to
                  appoint an arbitrator, the arbitration shall proceed with one
                  (1) arbitrator.

         (b)      Demand for Arbitration. In the event that the Employee or the
                  Company initially elects to file suit in any court, the other
                  party will have 60 days from the date that it is formally
                  served with a summons and a copy of the suit to notify the
                  party filing the suit of the non-filing party's demand for
                  arbitration. In that case, the suit must be dismissed by
                  consent of the parties or by the court on motion, and
                  arbitration commenced with the arbitrators. In situations
                  where suit has not been filed, either the Employee or the
                  Company may initiate arbitration by serving a written demand
                  for arbitration upon the other party. Such a demand must be
                  served within twelve months of the events giving rise to the
                  dispute. Any claim that is not timely made will be deemed
                  waived.

         (c)      Proceedings. Unless otherwise expressly agreed in writing by
                  the parties to the arbitration proceedings:

                  (i)      The arbitration proceedings shall be held in the Polk
                           County, Iowa, area, and at a site chosen by mutual
                           agreement of the parties. Or, if the parties cannot
                           reach agreement on a location within thirty (30) days
                           of the appointment of the last arbitrator, then at a
                           site chosen by the arbitrators;

                  (ii)     The arbitrators shall be and remain at all times
                           wholly independent and impartial;

                  (iii)    The arbitration proceedings shall be conducted in
                           accordance with the Employment Arbitration Rules of
                           the American Arbitration Association, as amended from
                           time to time;

                  (iv)     Any procedural issues not determined under the
                           arbitral rules selected pursuant to item (iii) above
                           shall be determined by the law of the place of
                           arbitration, other than those laws which would refer
                           the matter to another jurisdiction;

                  (v)      The costs of the arbitration proceedings (including
                           attorneys' fees and costs) shall be borne in the
                           manner determined by the arbitrators;

                  (vi)     The arbitrators may grant any remedy or relief that
                           would have been available to the parties had the
                           matter been heard in court;

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                  (vii)    The decision of the arbitrators shall be reduced to
                           writing; final and binding without the right of
                           appeal; the sole and exclusive remedy regarding any
                           claims, counterclaims, issues or accounting presented
                           to the arbitrators; made and promptly paid in United
                           States dollars free of any deduction or offset; and
                           any costs or fees incident to enforcing the award
                           shall to the maximum extent permitted by law, be
                           charged against the party resisting such enforcement;

                  (viii)   The award shall include interest from the date of any
                           breach or violation of this Agreement, as determined
                           by the arbitral award, and from the date of the award
                           until paid in full, at 6% per annum; and

                  (ix)     Judgment upon the award may be entered in any court
                           having jurisdiction over the person or the assets of
                           the party owing the judgment or application may be
                           made to such court for a judicial acceptance of the
                           award and an order of enforcement, as the case may
                           be.

         (d)      Acknowledgement of Parties. The Company and Employee
                  understand and acknowledge that this Agreement means that
                  neither can pursue an action against the other in a court of
                  law regarding any employment dispute, except for claims
                  involving workers' compensation benefits or unemployment
                  benefits, and except as set forth elsewhere in this Agreement,
                  in the event that either party notifies the other of its
                  demand for arbitration under this Agreement. The Company and
                  Employee understand and agree that this Section 13, concerning
                  arbitration, shall not include any controversies or claims
                  related to any agreements or provisions (including provisions
                  in this Agreement) respecting Sections 7 through 10 herein,
                  which shall not be subject to arbitration.

         (e)      Consultation. Employee has been advised of the Employee's
                  right to consult with an attorney prior to entering into this
                  Agreement.

14.      Indemnification. The Employee shall be protected against any and all
         legal actions when he is either a party, witness or a participant in
         any legal action brought against the Company, West Bank, WB Capital
         Management Inc. d/b/a VMF Capital, the Employee or a Board Member. He
         will be protected through any programs that cover the outside directors
         or other Employees of the Company.

15.      Miscellaneous Provisions.

         (a)      Successors of the Company. The Company will require any
                  successor (whether direct or indirect, by purchase, merger,
                  consolidation or otherwise) to all or substantially all of the
                  business and/or assets of the Company, by agreement in form
                  and substance satisfactory to the Employee, expressly to
                  assume and agree to perform this Agreement in the same manner
                  and to the same extent that the Company would be required to
                  perform it if no such succession had taken place. As used in
                  this Agreement, "Company" as hereinbefore defined shall
                  include any successor to its business and/or assets as
                  aforesaid which executes and delivers the agreement provided
                  for in this Section 15 or which otherwise becomes bound by all
                  the terms and provisions of this Agreement by operation of
                  law.

         (b)      Employee's Heirs, etc. The Employee may not assign the
                  Employee's rights or delegate the Employee's duties or
                  obligations hereunder without the written consent of the
                  Company. This Agreement shall inure to the benefit of and be
                  enforceable by the Employee's personal or legal
                  representatives, executors, administrators, successors, heirs,
                  distributes, devisees and legatees. If the Employee should die
                  while any amounts would still be payable to the Employee
                  hereunder as if he had continued to live, all such amounts,
                  unless otherwise provided herein, shall be paid in accordance
                  with the terms of this Agreement to the Employee's designee
                  or, if there be no such designee, to the Employee's estate.

         (c)      Notices. Any notice or communication required or permitted
                  under the terms of this Agreement shall be in writing and
                  shall be delivered personally, or sent by registered or
                  certified mail, return receipt requested, postage prepaid, or
                  sent by nationally recognized overnight carrier, postage
                  prepaid, or sent by facsimile transmission to the Company at
                  the Company's principal office and facsimile number in West
                  Des Moines, Iowa or to the Employee at the address appearing
                  on the books and records of the Company. Such notice or
                  communication shall be deemed given (a) when delivered if
                  personally delivered; (b) five mailing days after having been
                  placed in the mail, if delivered by registered or certified
                  mail; (c) the business day after having been placed with a
                  nationally recognized overnight carrier, if delivered by
                  nationally recognized overnight carrier, and (d) the business
                  day after transmittal when transmitted with electronic
                  confirmation of receipt, if transmitted by facsimile. Any
                  party may change the address or facsimile number to which
                  notices or communications are to be sent to it by giving
                  notice of such change in the manner herein provided for giving
                  notice. Until changed by notice, the following shall be the
                  address and facsimile number to which notices shall be sent:

                                       26

<PAGE>

                  If to the Company, to: West Bancorporation, Inc.
                                         1601 22nd Street, Suite 209
                                         West Des Moines, IA.  50266
                                         Fax: 515-225-8032

                  If to the Employee, to: Thomas E. Stanberry
                                          1100 Briar Ridge
                                          West Des Moines, IA 50266

         (d)      Amendment or Waiver. No provisions of this Agreement may be
                  modified, waived or discharged unless such waiver,
                  modification or discharge is agreed to in writing signed by
                  the Employee and such officer as may be specifically
                  designated by the Board (which shall not include the
                  Employee). No waiver by either party hereto at any time of any
                  breach by the other party hereto of or compliance with, any
                  condition or provision of this Agreement to be performed by
                  such other party shall be deemed a waiver of similar or
                  dissimilar provisions or conditions at the same or at any
                  prior or subsequent time. No agreements or representations,
                  oral or otherwise, express or implied, with respect to the
                  subject matter hereof have been made by either party that are
                  not set forth expressly in this Agreement.

         (e)      Invalid Provisions. Should any portion of this Agreement be
                  adjudged or held to be invalid, unenforceable or void, such
                  holding shall not have the effect of invalidating or voiding
                  the remainder of this Agreement and the parties hereby agree
                  that the portion so held invalid, unenforceable or void shall
                  if possible, be deemed amended or reduced in scope, or
                  otherwise be stricken from this Agreement to the extent
                  required for the purposes of validity and enforcement thereof.

         (f)      Survival of the Employee's Obligations. The Employee's
                  obligations under this Agreement shall survive regardless of
                  whether the Employee's employment by the Company is
                  terminated, voluntarily or involuntarily, by the Company or
                  the Employee, with or without Cause.

         (g)      Counterparts. This Agreement may be executed in one or more
                  counterparts, each of which shall be deemed to be an original
                  but all of which together will constitute one and the same
                  instrument.

         (h)      Governing Law. This Agreement and any action or proceeding
                  related to it shall be governed by and construed under the
                  laws of the State of Iowa.

         (i)      Captions and Gender. The use of Captions and Section headings
                  herein is for purposes of convenience only and shall not
                  effect the interpretation or substance of any provisions
                  contained herein. Similarly, the use of the masculine gender
                  with respect to pronouns in this Agreement is for purposes of
                  convenience and includes either sex who may be a signatory.

         (j)      Entire Agreement. This Agreement, and any attachments,
                  represents the entire agreement between Company and Employee
                  concerning the subject matter of Employee's employment and
                  supersedes any prior agreements.

IN WITNESS WHEREOF, the Employee and a duly authorized Company officer have
signed this Agreement.

THE EMPLOYEE:                     THE COMPANY:
                                  West Bancorporation, Inc.

/s/ Thomas E. Stanberry           /s/ Connie Wimer
-----------------------           -------------------
Thomas E. Stanberry               Connie Wimer
                                  Chair of the Compensation Committee

                                       27


</TEXT>
</DOCUMENT>
