UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): January ~~May 19~~31, ~~2004~~2005

GREAT WESTERN BANCORPORATION, INC.

(Exact name of registrant as specified in its charter)

Iowa

001-15215

42-0867112

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

10834 Old Mill Road, Suite One

Omaha, NE 68154-2648

(Address principal executive offices)

Registrant’s telephone number, including area code: (402) 333-8330

NoNot ~~Change~~Applicable

(Former name or former address, if changed since last report.)

~~Item~~Check 5.the ~~Other~~appropriate ~~Events.~~box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~Great~~¨ ~~Western~~Written ~~Bancorporation,~~communications ~~Inc.~~pursuant ~~(the “Company”) has notified Wilmington Trust Company it intends~~ to ~~initiate~~Rule an425 ~~early redemption of all of its Junior Subordinated Debentures~~ under the ~~Subordinated~~Securities ~~Indenture~~Act ~~dated~~(17 ~~August~~CFR ~~18, 1999~~230. ~~The Company received approval from the Federal Reserve on May 19, 2004 to initiate the early redemption.~~ 425)

On¨ ~~each~~Soliciting ~~Debenture~~material ~~Redemption~~pursuant ~~Date of the Junior Subordinated Debentures, GWB Capital Trust I is required~~ to ~~redeem~~Rule a14a-12 ~~Like~~under ~~Amount of Trust Securities at~~ the ~~Redemption~~Exchange ~~Price~~Act (~~which~~17 isCFR ~~the stated amount of $10 per Trust Security, plus accumulated and unpaid Distributions to the Redemption Date)~~240. ~~GWB Capital Trust I intends to redeem all Preferred Securities (2,040,000 Preferred Securities~~14a-12) ~~on August 18, 2004.~~

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

On January 31, 2005, Great Western Bancorporation, Inc. entered into an Amendment to the Phantom Stock Long Term Incentive Plans with Daniel J. Brabec, Jeffory A. Erickson and Daniel A. Hamann. The Amendments were deemed necessary or appropriate to comply with the applicable requirements of Section 409A of the Internal Revenue Code and the regulations thereunder to assure that the benefits provided by the Agreements are not includable in the Employees’ gross income before being paid pursuant to their Agreements.

On January 31, 2005, Great Western Bancorporation, Inc. entered into an Amendment to the Bonus Plans with Daniel J. Brabec and Jeffory A. Erickson. The Amendments were deemed necessary or appropriate to comply with the applicable requirements of Section 409A of the Internal Revenue Code and the regulations thereunder to assure that the benefits provided by the Agreements are not includable in the Employees’ gross income before being paid pursuant to their Agreements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GREAT WESTERN BANCORPORATION, INC. By: /s/ ~~Daniel~~DANIEL A. ~~Hamann,~~HAMANN ~~President~~ Daniel A. Hamann, President

Date: ~~May~~February 242, ~~2004~~ 2005

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